SECURITIES
  AND EXCHANGE COMMISSION Washington, D.C. 20549

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FORM
  20-F

| | (Mark
      one) |                                                                                                      |  | 
| | ---------------- | ---------------------------------------------------------------------------------------------------- |  | 
| |                  | REGISTRATION STATEMENT PURSUANT TO SECTION
      12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 |  | 
| |                  |                                                                                                      |  | 
| |                  | **OR**                                                                                               |  | 
| |                  |                                                                                                      |  | 
| |                  | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
      OF THE SECURITIES EXCHANGE ACT OF 1934           |  | 
| |                  |                                                                                                      |  | 
| |                  | FOR THE FISCAL YEAR ENDED
        DECEMBER 31, 2007                                                  |  | 
| |                  |                                                                                                      |  | 
| |                  | OR                                                                                                   |  | 
| |                  |                                                                                                      |  | 
| |                  | TRANSITION REPORT PURSUANT TO SECTION 13 OR
      15(d) OF THE SECURITIES EXCHANGE ACT OF 1934       |  | 
| |                  |                                                                                                      |  | 
| |                  | OR                                                                                                   |  | 
| |                  |                                                                                                      |  | 
| |                  | SHELL COMPANY REPORT PURSUANT TO SECTION 13
      OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934    |  | 
| |                  |                                                                                                      |  | 
| |                  | Date of event requiring this
      shell company report ____________________                         |  | 



| |  | UNILEVER PLC                                                                                                                                                     |  | 
| |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | 
| |  |                                                                                                                                                                  |  | 
| |  | (Exact
        name of Registrant as specified in its charter)                                                                                                   |  | 
| |  | ENGLAND                                                                                                                                                          |  | 
| |  |                                                                                                                                                                  |  | 
| |  | (Jurisdiction
        of incorporation or organization)                                                                                                          |  | 
| |  |                                                                                                                                                                  |  | 
| |  | Unilever
        House, Blackfriars, London, England                                                                                                             |  | 
| |  |                                                                                                                                                                  |  | 
| |  | (Address
        of principal executive offices)                                                                                                                 |  | 
| |  |                                                                                                                                                                  |  | 
| |  | S.H.M.A. Dumoulin, Group
      Secretary  Tel: +31-(0)10-217 4999, Fax: +31 (0)10 217 4287, 
      Unilever N.V. Weena 455, 3013 AL, Rotterdam, The Netherlands |  | 
| |  |                                                                                                                                                                  |  | 
| |  | (Name, telephone number, facsimile
      number and address of Company Contact)                                                                                  |  | 

| | Securities registered or to be registered
      pursuant to Section 12(b) of the Act:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                           | 
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| | Title of each class                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | Name of each exchange on which registered | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                           | 
| | American Shares (evidenced
      by Depositary Receipts) 
      each representing one ordinary share 
      of the nominal amount of 3 1/9p each                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | **New York Stock Exchange**               | 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                           | 
| | Securities registered
        or to be registered pursuant to Section 12(g) of the Act: None
      Securities for which there is
        a reporting obligation pursuant to Section 15(d) of the Act: None
      Indicate the number of outstanding
        shares of each of the issuer’s classes of capital or common stock
        as of the close of the period covered by the annual report.
      The total number of outstanding
        shares of the issuer’s capital stock at the close of the period
        covered by the annual report was: 1,310,156,361 ordinary shares
      Indicate
        by check mark if the registrant is a well-known seasoned issuer, as defined
        in Rule 405 of the Securities Act:
      Yes                No
      If
        this report is an annual or transition report, indicate by check mark
        if the registrant is not required to file reports pursuant to Section
        13 or 15(d) of the Securities Exchange Act of 1934:
      YesNo
      Indicate
        by check mark whether the registrant: (1) has filed all reports required
        to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
        during the preceding 12 months (or for such shorter period that the registrant
        was required to file such reports), and (2) has been subject to such filing
        requirements for the past 90 days.
      Yes                No |                                          
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| | Indicate
        by check mark whether the registrant is a large accelerated filer, an
        accelerated filer, or a non-accelerated filer. See definition of “accelerated
        filer and large accelerated filer” in Rule 12b-2 of the Exchange
        Act.
      Large Accelerated filer                Accelerated
        filerNon-accelerated
        filer
      Indicate
        by check mark which basis of accounting the registrant has used to prepare
        the financial statements included in this filing:
      U.S. GAAP
      International Financial Reporting
        Standards as issued by the International Accounting Standards Board
      Other
      If 'Other' has been checked
        in response to the previous question, indicate by check mark which financial
        statement item the registrant has elected to follow. Item 17     Item 18
      If
        this is an annual report, indicate by check mark whether the registrant
        is a shell company (as defined in Rule 12b-2 of the Exchange Act):
      YesNo                                                                                                                                                                                                                                                                                                                                                                         |                                          
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| |                                       | 
| | ------------------------------------- | 
| | Annual Report
      on Form 20-F 2007 | 
| |                                       | 
| |                                       | 
|
| |                                       | 
| |                                       | 
|
| | Adding
      Vitality to life        
| |                                      

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The Unilever Group Unilever N.V. (NV) is a public limited company registered in the Netherlands, which has listings of shares and depositary receipts for shares on Euronext Amsterdam and of New York
Registry Shares on the New York Stock Exchange. Unilever PLC (PLC) is a public limited company registered in England and Wales which has shares listed on the London Stock Exchange and, as American Depositary Receipts, on the New York
Stock Exchange. The two parent companies, NV and PLC, together with their group companies, operate as a single economic entity (the Unilever Group, also referred to as Unilever or the Group). NV and
PLC and their group companies constitute a single reporting entity for the purposes of presenting consolidated accounts. Accordingly, the accounts of the Unilever Group are presented by both NV and PLC as their respective consolidated
accounts. Basis of reportingOur accounting policies are based on International Financial Reporting Standards (IFRS) as adopted by the European Union (EU), and on United Kingdom and Dutch law. They are also in
accordance with IFRS as issued by the International Accounting Standards Board (IASB). Certain measures used in our reporting are not defined under IFRS. For further information about these measures, and the reasons why we believe they are important
for an understanding of the performance of the business, please refer to the Operating Review on page 15 and the Financial Review on page 29. The brand names shown in italicsin this report are trademarks owned by or licensed to companies within the Unilever Group. Exchange ratesDetails of key exchange rates used in preparation of these accounts are given on page 131, together with Noon Buying Rates in New York for the equivalent dates. Forward-looking statementsThis
document contains certain statements that are neither reported financial results
nor other historical information. These statements are forward-looking statements,
including within the meaning of the United States Private Securities Litigation
Reform Act of 1995. For a description of factors that could affect future results,
reference should be made to the full Cautionary statement on the
inside back
cover.


Contents Report of the DirectorsHighlights
	2Chairmans statement
	3Group Chief Executive
	4About Unilever
	6Outlook and risks
	13Operating Review  Regions
	15Operating Review  Categories
	20Financial Review
	23Corporate governance
	33Report of the Nomination Committee
	48Report of the Remuneration Committee
	49Report of the Audit Committee
	62Report of the Corporate Responsibilityand
    Reputation Committee
	63Financial statementsStatement of Directors responsibilities
	66Managements report on internalcontrol
 over financial reporting
	67Auditors report
	68Consolidated income statement
	69Consolidated statement of recognisedincome
 and expense
	69Consolidated balance sheet
	70Consolidated cash flow statement
	71Notes to the consolidated accounts
	72Selected financial data
	129Principal group
      companies and non-current investments
	132Shareholder informationAnalysis of shareholding
	135Exchange controls affectingsecurity
 holders
	136Nature of the trading market
	137Taxation for
      US persons holding shares in NV
	139Taxation for
      US persons holding shares in PLC
	140Dividend record
	141Glossary
	142Cross reference to Form 20-F
	143Financial calendar
	144Contact details
	144Website
	145Publications
	145Share registration
	145Index
	146




|UnileverAnnual
        Report on Form 20-F 2007 | 1
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|Highlights
|----------
|          

Highlights

|                                                | 2007   |  | 2006   |  | 2005   | 
|----------------------------------------------- | ------ |  | ------ |  | ------ | 
|                                                |        |  |        |  |        | 
|Turnover (€ million)                            | 40 187 |  | 39 642 |  | 38 401 | 
|Underlying sales growth (%)                     | 5.5    |  | 3.8    |  | 3.4    | 
|Operating profit (€ million)                    | 5 245  |  | 5 408  |  | 5 074  | 
|Operating margin (%)                            | 13.1   |  | 13.6   |  | 13.2   | 
|Earnings per share (euros)                      | 1.32   |  | 1.19   |  | 1.07   | 
|Dividend per NV ordinary share (euros):         |        |  |        |  |        | 
|Interim                                         | 0.25   |  | 0.23   |  | 0.22   | 
|Proposed final                                  | 0.50   |  | 0.47   |  | 0.44   | 
|Dividend per New York share of NV (US dollars): |        |  |        |  |        | 
|Interim                                         | 0.36   |  | 0.29   |  | 0.26   | 
|Proposed final                                  | 0.73   |  | 0.64   |  | 0.56   | 
|Dividend per PLC ordinary share (pence):        |        |  |        |  |        | 
|Interim                                         | 17.00  |  | 15.62  |  | 15.04  | 
|Proposed final                                  | 34.11  |  | 32.04  |  | 30.09  | 
|Dividend per ADR of PLC (US dollars):           |        |  |        |  |        | 
|Interim                                         | 0.35   |  | 0.30   |  | 0.27   | 
|Proposed final                                  | 0.67   |  | 0.64   |  | 0.56   | 
|                                                |        |  |        |  |        | 

NotesTurnover, underlying sales growth,
  operating profit, operating margin and earnings per share are based on continuing
  operations.Underlying sales growth is
  not a GAAP measure. In our Financial Review on page 32 we reconcile underlying
  sales growth with changes in turnover. Dividend figures for each year comprise
  dividends declared or proposed for that year. Figures for US dividends are rounded
  to two decimal places and, in the case of the proposed final 2007 dividends,
  will be subject to exchange rates ruling at the time of the Annual General Meetings.
  Under International Financial Reporting Standards (IFRS) dividends are only
  recorded against the years in which they become payable. In addition to the
  dividends shown above, one-off dividends of €0.26 per NV share and 17.66p
  per PLC share were paid in December 2006. For further information and commentary
  on these measures please refer to the Directors Report and the Financial
  Statements within this Annual Report on Form 20-F.

Our mission and corporate purposeUnilevers
mission is to add Vitality to life. We meet everyday needs for nutrition, hygiene
and personal care with brands that help people feel good, look good and get more
out of
life.

Our deep roots in local cultures and markets around the world give us our strong relationship with consumers and are the foundation for our future growth. We will bring our wealth of
knowledge and international expertise to the service of local consumers  a truly multi-local multinational. Our long-term success requires a total commitment to exceptional standards of performance and productivity, to working together
effectively, and to a willingness to embrace new ideas and learn continuously. To succeed also requires, we believe, the highest standards of corporate behaviour towards everyone we work with, the communities we touch, and the environment on which
we have an impact. This is our road to sustainable, profitable growth, creating long-term value for our shareholders, our people, and our business partners.



|2 | UnileverAnnual
        Report on Form 20-F 2007
|- | -----------------------------------------------

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|                        | 
|----------------------- | 
|                        | 
|Report of the Directors
|                       
|                       
|Chairmans statement   
|                       
|                        | 

When I joined Unilever in May 2007 I was aware that the Unilever Executive led by Patrick Cescau was driving a process of sweeping change aimed at transforming the Group. Since then I
have visited a number of Unilever operations in Asia and Europe. I have met with many employees and learned a great deal about the brands which the Group sells and the technology which underpins them. I have also spoken to investors to get their
perceptions of the business. All of these encounters have confirmed the preconceptions which I had before joining the Group: Unilever is a business with an extraordinary portfolio of brands, talented people, deep
roots in developing and emerging markets, a strong commitment to sustainability and a distinctive corporate culture. The Groups strong performance in 2007, with higher growth and an improvement in underlying margin, is something about which the entire business can feel proud. It is also further
validation that the strategy being pursued by Patrick and his team is the right one, and that this strategy is being executed very effectively. This strategy with its sharp focus on Vitality products, developing markets and faster growing product areas like personal care has dramatically changed the business. The structure is
much leaner and simpler. It is enabling Unilever to maximise its considerable advantages of buying, manufacturing and marketing scale. Some of the restructuring which has taken place
has led to a reduction in employee numbers. Decisions which have an impact on
employees lives and livelihoods are never taken
lightly.However, I have been impressed and reassured by the caring and responsible way in which the Group has executed these changes. The Boards in 2007Corporate governance in Unilever has undergone radical change in the period since 2004. We continue to ensure that we meet the highest standards in all the markets in which we
operate. The composition of the Boards themselves has also evolved. We have enriched their diversity and experience with three new Non-Executive Directors: Narayana Murthy, Hixonia Nyasulu and
Genevieve Berger. Narayana, co-founder and Chairman of Infosys Technologies
Limited, brings a deep knowledge of emerging markets and expertise in IT as well
as impressive business leadership skills.  Hixonia is a highly experienced Non-Executive
Director with Sasol Ltd. She is also an Advisory Board Member of JP Morgan South
Africa and brings first-hand experience of African markets.Genevieve
contributes her impressive expertise in research and development; she is Professor
of Biophysics and Medical Imaging at Paris University VI and Chairman of the
Advisory Board Health for the EU Commission for Research.


All three joined our Corporate Responsibility and Reputation Committee when they took up their posts in May. Their appointment to this committee, now chaired by Lord Brittan, signals
its growing importance and the Groups commitment to keeping sustainability at the heart of its activities. Each of the newcomers was given an extensive programme of induction covering key issues facing the business. In September 2007 we also welcomed Jim Lawrence as our new Chief Financial Officer; he will be proposed for election as an Executive Director at the AGMs in May 2008. Jim, who came from
General Mills, is a Non-Executive Director of British Airways and Avnet. He replaced Rudy Markham who retired in 2007 after a distinguished career spanning four decades. Whilst welcoming Jim, we will be saying goodbye to two Directors who are leaving. Kees van der Graaf after 32 years service in the business, most recently as President, Europe and Ralph
Kugler, currently President, Home and Personal Care, who has served the business for 29 years. On behalf of the Boards I thank them both for the significant contribution they have made to our business throughout their careers. During the year, we also said goodbye to Jean-Cyril Spinetta who stepped down as a member of the Boards and the Remuneration Committee. I would like to acknowledge his wise counsel and
experience during his term as a Non-Executive Director. In our Board meetings, we have discussed a wide range of topics including the Groups annual plan, performance in key markets such as Russia and China, organisation and talent, and
the role of science and technology. We also reviewed and fully agreed the Unilever strategy and the new plans to accelerate change, including portfolio change and business restructuring. An important part of my role is consistently to evaluate the effectiveness of the Boards. In 2007 our Senior Independent Director and I conducted a formal assessment, including
performance-related interviews with each Board member. The findings were discussed by the Boards and will result in further improvements. I am proud that we have Boards that are properly equipped to give Patrick and his team all the support that they need. On a personal note, I find this an exciting time to work for Unilever. The business is doing well and, with its wealth of talented people, its great global brands and its ambitious
business plans, is on track to do even better. On behalf of the Boards, I would like to thank all the Groups employees around the world for all that they have done in 2007. I look forward to serving the Unilever Group to the very best of my
ability in the years ahead. Michael TreschowChairman




|UnileverAnnual
        Report on Form 20-F 2007 | 3
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|---------------------------------------
|                                       
|Report of the Directors
      continued
|                                       
|                                       
|Group Chief Executive                  
|                                       
|                                       

I am pleased to report on a good year for Unilever
   one in which we continued to grow competitively, consistently and profitably.
  With a clear growth strategy and an organisational structure to support it,
  there is growing evidence of improved momentum in our business. In 2007 underlying sales grew by 5.5%  the third consecutive year of accelerating sales growth. At the same time, we achieved an underlying improvement in our operating margin,
despite sharply rising commodity costs. Our growth was broad-based, across all our major regions and categories. In Europe we achieved growth of nearly 3%  up from 1% the year before. The benefits of all the structural changes we have made in this region over the past three years are now
coming through both in terms of growth and underlying margin. Russia was the star performer  with growth
in the high teens  but all our major European businesses grew in 2007. In the Americas full year growth was 4%. Brazil and Mexico showed an improving performance during the year, while the US grew solidly at 3%. In Asia Africa we recorded 11% growth. The performance reflects not just the vibrancy of these markets but also the high priority which we place on building our business in this part of
the world. Once again, India and China were important contributors to our success. The picture was equally strong across our categories driven by some great innovations. Home care had a strong year, fuelled by an
  excellent performance from our laundry business where the Dirt is Good brands
  strengthened still further on the back of innovations likePersil
  Small & Mighty. We also had great success
  in household care with innovative new variants of brands like Cifand
  Domestos. Our Foods category also did very well. Our
  largest brandKnorrcame
  close to €4 billion in sales. Liptontea prospered from a series of good innovations and so too did ice cream.
  Unilever Foodsolutions, our global food service business, also turned in another
  good performance, confirming the important opportunity that out-of-home consumption
  offers us.


An endorsement of our strategyThese results are testimony to the
  fact that our strategy of focusing resources on brands, categories and countries
  with the highest growth and profit potential is working. One key area is developing and emerging markets. Over the next few years consumer spending in these markets will overtake developed countries in terms of purchasing power parity.
Unilever has an unparalleled footprint in the developing world, as well as an extensive knowledge of local consumers, and a proven ability to deliver health, hygiene and nutrition products which meet the needs of populations which are growing in
size, wealth and aspiration. Personal care  another strategic priority
   saw continued strong growth, at nearly 7%. It continues to be our fastest-growing
  business, with strong global brands likeDove,
  Ponds, LuxandRexona. Our Vitality mission  to help people feel good, look good and get more out of life  remains central to our strategy, inspiring products such as a very low-fat variant ofHellmannsmayonnaise; Amazesnacks, with nutrients to help support the mental development of school-aged children; Lipton Lineaslimming teas; and the Dove
pro•agerange with benefits for mature women. Of course, our brands must be constantly refreshed to retain their edge. In 2007, across each of our major categories, growth was driven by a combination of innovation  new
products and new mixes  and renovation  the strengthening of existing brands through new variants, new packaging or new marketing. In 2007 we focused on bigger innovations and
  rolled them out faster around the world.Clear,
  a shampoo with superior anti-dandruff active delivery technology, was launched
  simultaneously in several countries, including three of the biggest hair care
  markets in the world  China, Russia and Brazil. We also achieved a better
  transfer of mixes across continents and cultures, in some cases creating new
  markets. For example, we successfully launched our male deodorant brand Axein Japan. After just six months it is the leader in its market. A leaner, fitter businessDuring the year we made significant
  progress in reshaping the organisation to create a leaner, more flexible business
  structure. Our One Unilever operating model is being implemented in every major country. We are now taking this a step further with the creation of new multi-country organisations  clusters
of neighbouring countries with one central management structure, leveraging regional scale through shared services for functions such as HR, IT and Finance. These changes are all part of our accelerated programme of restructuring announced last
summer.




|4 | UnileverAnnual Report on Form 20-F 2007
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|                                       
|Report of the Directors
      continued
|                                       
|                                       
|Group Chief Executivecontinued         
|                                       
|                                       

We further shaped our portfolio through disposals
  and acquisitions, including the announced sale of Boursin and Lawrys 
  brands that offered limited growth potential for Unilever. We also announced
  agreements to acquire theBuavitavitality
  drinks brand in Indonesia and  only recently  Inmarko, the leading
  ice cream business in Russia. These transactions accelerate our strategy of
  building leadership positions in fast-growing markets. This is the right strategy for Unilever but  like any strategy  it is only as good as the execution. That is why we also continue to build our strengths in critical areas
such as consumer marketing and customer development. In both cases our progress was recognised externally. In marketing, we received a clutch of awards at the Cannes International Advertising Festival, withDoveand Axeachieving three Grand Prix trophies. In customer development, Unilever was named International Supplier of the Year by Tesco for the second year running. We are also raising our game in research and development (R&D), recognising the crucial role technology can play in the quality of our innovations. Underlining the importance of
R&D, we appointed our first Chief Technology Officer, Neal Matheson, in 2007. Neal leads the development of world class capabilities in science and technology and champions excellence in all our innovation activity. Of course, some changes required difficult decisions. In Europe, the restructuring is leading to significant job losses. But painful as these decisions have been, they are the right
ones for the long-term health of the business. Keeping sustainability at
  the heart of UnileverWe believe Unilever can only continue
  to thrive if we conduct our business in a sustainable manner. Integrating social, economic and environmental considerations therefore sits at the heart of many of our brand strategies. A great demonstration of this was the decision to source all
of our tea from sustainable, ethical sources. To support this significant change, we asked the Rainforest Alliance to start auditing our tea suppliers with immediate effect. The aim is to have allLipton Yellow Labeland PG Tipstea bags sold in Western Europe certified by 2010 and all Liptontea bags sold globally by 2015. We also set the ambitious target of a further
  25% reduction in the businesss CO2 emissions from energy sources used
  in production by 2012. And we continued to develop our partnerships with key
  retail customers, sharing our sustainability expertise to support them in achieving
  their goals. Wal-Mart responded by naming us 2007 Supplier of the Year for Sustainable
  Engagement.


The year aheadNotwithstanding some economic uncertainty
  and the rising costs of many materials, we are confident that Unilever can grow
  consistently, profitably and competitively in 2008. The changes we have made in recent years leave
Unilever more resilient and better placed than ever before to meet challenges
and respond to opportunities. We have a more flexible,  dynamic structure, an
increasingly powerful brand portfolio, an unparalleled footprint in the developing
world and  in 2008  we have another exciting programme of innovations
and new product launches. Furthermore, we operate in sectors  less susceptible
than others to the effects of an economic downturn: people will always need to
eat, wash and clean their homes. For all these reasons we remain optimistic about the year ahead and confident of making further progress towards our longer-term financial objectives. On a personal note I would like to thank two members of the Unilever Executive who will leave us in 2008 - Kees van der Graaf and Ralph Kugler. They have been valued colleagues over
many years and I thank them for their contribution. Indeed, I would thank the whole of my Executive team, including two great additions during the year, Mike Polk and Jim Lawrence, the latter joining from outside as our new Chief Financial Officer.
Thanks also to my colleagues on the Boards, under our new Chairman, Michael Treschow, and especially to every one of our employees around the world for their invaluable contribution to the business's progress in 2007. Working together, as One Unilever, I am confident that we can look forward to delivering continued success in 2008.  Patrick CescauGroup Chief Executive




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|                                       
|Report of the Directors
      continued
|                                       
|                                       
|About Unilever                         
|                                       
|                                       

Description of businessUnilever is one of the worlds
  leading suppliers of fast moving consumer goods across Foods and Home and Personal
  Care categories. Unilevers portfolio includes some of the worlds
  best known and most loved brands. Strategy and long-term financial
  targetsAt the heart of Unilever's strategy
  is a concentration of resources on areas where we have leading category and
  brand positions and which offer excellent opportunities for profitable growth,
  especially in personal care, developing and emerging markets and Vitality. The
  focus is primarily on developing the business organically, but acquisitions
  and disposals can also play a role in accelerating the portfolio development. To execute this strategy we have reorganised the business to simplify the organisation and management structure and to improve capabilities in marketing, customer management, and
research and development. The result is better allocation of resources, faster decision-making and a lower cost level. This transformation, known as the One Unilever programme, allows us to leverage our scale both globally and locally. Unilever's long-term ambition is to be in
    the top third of our peer group in terms of total shareholder return. We expect
    underlying sales growth of 3-5% per annum and an operating margin in excess
    of 15% by 2010 after a normal level of restructuring charges of 0.5 to 1 percent
    of turnover. Return on invested capital is targeted to increase over the 2004
    base of 11%. Over the period 2005  2010, we aim to deliver ungeared
    free cash flow of€25-30
    billion. It should be noted that previous and planned disposals and the additional
    restructuring plans will have reduced ungeared free cash flow by about€2.5
    billion over this period, while enhancing the ongoing cash generating capacity
    of the business. Key indicators  performance
  and portfolioThese long-term financial targets
  determine the scope of our key financial performance indicators. The values
  for these indicators for the last three reporting years are as follows: 2007
    
    2006
    
    2005Underlying sales growth (%)
    
      5.5
    
      3.8
    
      3.4Operating margin (%)
    
    13.1
    
    13.6
    
    13.2Ungeared free cash flow (€billion)
    
    3.8
    
    4.2
    
    4.0Return on invested capital
      (%)
    
    12.7
    
    14.6
    
    12.5Total shareholder return (ranking)
    
    8
    
    13
    
    14 Underlying sales growth (USG), ungeared free
  cash flow (UFCF) and return on invested capital (ROIC) are not recognised measures
  under IFRS. The IFRS measure most comparable with USG is turnover. In our Financial
  Review on page 32 we reconcile USG with changes in turnover. There is no IFRS
  measure directly comparable with either UFCF or ROIC. In our Financial Review
  we reconcile ROIC to net profit, and UFCF to both net profit and cash flow from
  operations. The values of turnover, net profit and cash flow from operating
  activities for the last three reporting years are as follows:


€ million
    
    € million
    
    € million2007
    
    2006
    
    2005Turnover
    
      40 187
    
      39 642
    
      38 401Net profit
    
    4 136
    
    5 015
    
    3 975Cash flow from operating activities
    
    5 188
    
    5 574
    
    5 924 In 2007, we set out simultaneously to deliver a higher and more consistent level of underlying sales growth in combination with an underlying improvement in operating margin. Underlying
sales growth has indeed shown a marked increase to 5.5% in 2007, driven by better innovation rolled out faster to more countries and better execution in local markets. We also achieved an underlying improvement in operating margin of 0.2 percentage points in 2007, as the combination of volume leverage, higher prices, cost savings and mix improvement
successfully offset a sharp rise in commodity costs and other inflation. Our reported operating margin declined by 0.5
    percentage points, due to a significantly higher level of restructuring charges
    related to our plans to accelerate change, which were announced in August
    2007. These plans aim to deliver a reduction in our annual cost base by around€1.5
    billion by the end of 2010, compared with our 2006 cost base, through the
    creation of multi-country organisations (MCOs), the closure or streamlining
    of 50-60 factories, and a further reduction in regional and global overheads. Ungeared free cash flow was€3.8
    billion, which was€0.4
    billion lower than a year earlier, including the effect of the higher cash
    restructuring costs and increased capital expenditure. Return on invested
    capital was 12.7% in 2007. This represented an improvement from 11.5% in 2006,
    when adjusted for the profit on the disposal of frozen foods. Before allowing
    for this adjustment, return on invested capital in 2006 was 14.6% . On our three-year average Total Shareholder Return key performance measure, which forms part of the basis for top management remuneration, we remained just outside the top third of our
peer group, although we further improved our position to the 8th place out of 21 companies. Further information about these measures, including definitions and, where appropriate, reconciliation to GAAP measures, can be found in our Financial Review starting on page
29. In addition to these financial indicators, we track other measures in support of our strategic goals. We believe that the share of our business that is generated in developing and
emerging (D&E) markets, and the proportion of our turnover that is generated by our top 25 brands are particularly relevant. In the latter context we group together brands that have a common consumer proposition and are supported by common
innovation programmes, although in some cases the brand names may vary between countries. The results for these measures for the last three reporting years are as follows: 2007
    
    2006
    
    2005Share of turnover in D&E
      markets (%)
    
      44
    
      42
    
      40Share of turnover in top 25
      brands (%)
    
    73
    
    73
    
    72




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Our D&E businesses continue to show strong growth, in Asia, Africa, Central and Eastern Europe and Latin America, and now make up 44% of our total turnover. Our D&E strategy is
focused on leveraging and further strengthening our existing leading positions in many D&E markets, such as India and Brazil, as well as building our brands and business in countries where we currently have a relatively smaller presence, notably
China and Russia. Our sustained growth is reflecting the strength of our D&E business model which is characterised by a differentiated portfolio of strong global and regional brands addressing the needs of the different income groups, high
quality innovation and communication, scale and depth in distribution, and an excellent track record and reputation for developing management talent. Our focus on our best global and regional brands, with increased investment in advertising and
faster roll-out of innovation, has resulted in a focused portfolio, with 12 brands having a worldwide turnover in excess of €1 billion and our top 25 brands collectively delivering 73% of our turnover in 2007. We also monitor the development of our brands through market information that
gives us insights into our leading positions versus our direct competitors. In
our section on Operating environment on page 8 below we indicate the product
areas in which we have leading or key strategic positions. Key indicators  people and sustainabilityUnilever has for many years recognised
the significance of social and environmental issues as a critical dimension of
its operations, and has established many indicators to track its performance
in these areas. We regard safety as an essential element of a successful and sustainable business
and take seriously our responsibility to provide a safe workplace. We aim to
improve continuously the health, safety and well-being of everyone working for
or on behalf of Unilever to a standard on a par with the very best of our peers.
A key measure of our progress in this area is our total recordable accident frequency
rate which counts all workplace accidents except those requiring only simple
first aid treatment. In 2007 this decreased to 0.26 accidents per 100 000 hours
worked, declining from 0.46 in 2004. We are committed to meeting the needs of customers and consumers in an environmentally
sound and sustainable manner, through continuous improvement in environmental
performance in all our activities. We exercise the same concern for the environment
wherever we operate and aim to reduce the environmental footprint of our business
and brands. The environmental measures that we regard as the most significant
in relation to our
business are those relating to the amounts of CO2 from energy that we produce, the water that we consume as
part of our production processes, and the amount of waste that we generate. We continue to improve our performance across these measures, having reduced our CO2 emissions from energy by 33.5%, our water use by 58.6% and our total waste by 69.3% per tonne of production over the period 1995  2006. In 2007 we set ourselves the further goal of
achieving a 25% reduction in CO2 emissions by 2012 (from a 2004 baseline), to give a total reduction of
around 43% since 1995.


The table below shows the results for these indicators for the last three years
for which independently assured (performed by firms other than Unilevers
external auditors) data
are available: 2006
      2005
      2004Total
          recordable accident frequency rate per 100 000 hours
      0.33
      0.39
      0.46CO2
        from energy per tonne of production (kg)
      164.59
      171.75
      185.67Water per tonne of production
        (m3)
      3.29
      3.52
      3.67Total waste per tonne of
        production (kg)
      7.46
      8.74
      9.79 The type of assurance undertaken has been limited to enquiries of company personnel
and analytical procedures together with review on a sample basis of the operation
of processes relating to performance data noted in the table above. Assurance
of this nature is substantially less in scope than a financial audit and does
not include detailed sample testing of source data, processes or internal controls. A comprehensive review of Unilevers social and environmental performance
can be found in our annual Sustainable Development Report, available online at
www.unilever.com Published in May 2008, our next Report will contain updated
and independently assured results for 2007 for the measures above, as well as
trend information that demonstrates our consistent performance over the longer
term. Please refer also to the Corporate responsibility and sustainability section
on page 12 which highlights a number of key issues and activities in this area
in 2007. Our Operating Review starting on page 15 also gives examples of the
ways in which our brands are addressing consumers social and environmental
concerns. Ten-year trends in many of the measures described above, together with a range
of other indicators, are included in the document Unilever Charts which
can be found on our
website atwww.unilever.com/ourcompany/investorcentre/annual_reports OrganisationThe three building blocks of our
organisation are regions, categories and functions. Three regions  Europe, the Americas and Asia Africa  are responsible
for managing Unilevers business and local market operations in their regions.
They are primarily responsible for building relationships with customers, managing
supply chain networks, and deploying brands and innovations effectively, focused
on excellent execution in the marketplace. The regions are accountable for the
delivery of in-year financial results including growth, profits and cash flow,
and in-year development of market shares. The Europe region includes our operations
in Western Europe and Central and Eastern Europe, and in 2007 accounted for approximately
38% of turnover. The Americas region includes our operations in North America
and Latin America and represented around 33% of turnover. The Asia Africa region
accounted for 29% of turnover, and includes our operations in the Middle East,
Africa, South Asia, South
East Asia, North East Asia and Australasia. During 2008 changes will be made to the regional structures. Notably Central
and Eastern Europe, will be managed as part of the Asia Africa region - further
concentrating our focus on
emerging markets.




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Two category teams  Foods and Home and Personal Care  are responsible for the development of category and brand strategies, the development of brand communication, and the
delivery of relevant innovation. Categories also lead the strategic direction of the supply chain and are accountable for long-term value creation in the business, as measured by longer-term market share development, category growth, innovation
metrics and brand health. Building on the success of the One Unilever programme, Foods and Home and Personal
Care will be brought together in 2008 in a single category structure. Five functional teams  Finance, HR, IT, Communications and Legal  are
responsible for providing value-adding business partnering, strategic support
and competitive services to the whole business. They are each organised around
the same basic principles of business partners, shared services and expertise
teams. Since 2005, the One Unilever programme has streamlined our business by creating
a single operating company for each country  combining previously separate
Foods and Home and
Personal Care operating units into a One Unilever company  and by creating
and outsourcing shared services centres for the back office operations of our
Finance, HR and IT functions. In 2007, we announced new plans to accelerate change
including the creation of multi-country organisations (MCOs)  clusters
of countries with a single centralised management and shared functions  and
further simplification of our regional supply chains. Operating environment CompetitionWe have a wide and diverse set of
competitors in our categories. Many competitors also operate on an international
scale, while others have a narrower regional or local focus. Competition is a normal part of business. We aim to compete and provide added
value to our consumers, customers and shareholders in three ways: •
    by continually developing new and improved products that address relevant consumer needs and
aspirations;•
    by rolling out innovations and brand concepts across our businesses around the world; and•
    by striving to lower the cost of our sourcing, manufacturing and distribution processes while ensuring the quality
of our products. Our businesses have established strong leadership positions typically number
1 or number 2  in the markets in which we are operating. In Foods, we hold
the global number 1 position in savoury and dressings, spreads, tea-based beverages
and ice cream. In home care, we hold the global number 2 position in laundry,
with a number 1 position in many developing and emerging markets. In personal
care, we hold the global number 1 position in mass skin care and deodorants,
and the number 2 position in hair care. In oral care and household care, our
strategy is focused on strong regional and local leadership positions in selected
makets in Europe, Asia and Latin
America.


DistributionUnilevers products are
generally sold through our own sales force as well as through independent brokers,
agents and distributors to chain, wholesale, co-operative and independent grocery
accounts, food service distributors and institutions. Products are physically
distributed through a network of distribution centres, satellite warehouses,
company-operated and public storage facilities, depots and other
facilities. ExportsWe sell our products in over 150
countries around the world. In many countries we manufacture the products that
we sell, while we also export products to countries where we do not have manufacturing
operations. The chosen manufacturing network is generally determined by an optimised
regional sourcing strategy which takes account of requirements for innovation,
quality, service, cost and flexibility. SeasonalityCertain of our businesses, such as
ice cream, are subject to significant seasonal fluctuations in sales. However,
Unilever operates globally in many different markets and product categories.
No individual element of seasonality is likely to be material to the results
of the Group as a whole. Related party transactionsTransactions with related parties
are conducted in accordance with agreed transfer pricing policies and include
sales to joint ventures and associates. Other than those disclosed in this report,
there were no related party transactions that were material to the Group or to
the related parties concerned that are required to be reported in 2007 or the
two preceding years. For more information about related party transactions please refer also to note
30 on page 120. Resources Our brandsWe have a strong and well differentiated
portfolio of global and regional brands, which are positioned to meet the needs
and aspirations of our consumers across a variety of price points, segments and
channels, allowing us to compete effectively in our key categories and countries. Twelve of our brands have global turnover in excess of €1 billion. These
are Knorr, Hellmanns, Lipton, Becel/Flora (Healthy
Heart), Rama/Blue Band (Family Goodness), Walls/Algida (Heart
brand), Omo, Surf, Dove, Lux, Rexona(including Sureand Degree)
andSunsilk(including Sedaand Sedal). We manage our brands under the following four category headings: savoury, dressings
and spreads; ice cream and beverages; personal care; and home care. Savoury, dressings and spreadsincludes soups, bouillons, sauces, snacks, mayonnaise, salad dressings, olive oil, margarines, spreads and cooking products such as liquid margarines, and
some frozen foods. Our key brands here are Knorr, Hellmanns, Becel/Flora (Healthy
Heart), Rama/Blue Band(Family Goodness), Calvé, WishBone, Amora, Ragúand Bertolli.




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Ice cream and beveragesincludes ice cream sold under the internationalHeartbrand, including Cornetto, Magnum, Carte dOrand Solero,
Walls, Kibon, Algidaand Ola. Our portfolio also includes
Ben & Jerrys, Breyers, Klondikeand Popsicle. This category also
includes tea-based beverages, where our principal brands are Lipton, Brooke Bondand PG Tips.This group also includes weight management products, principally Slim•Fast, and
nutritionally enhanced products sold in developing markets, including Annapurnaand
AdeS/Adez. Within these groups, we also include sales of our Unilever Foodsolutions, which
is a global food service business providing solutions for professional chefs
and caterers. In Personal Care, six global brands are the core
of our business in the mass skin care, daily hair care and deodorants product
areas Dove, Lux, Rexona(including Sureand Degree), Sunsilk(includingSeda/Sedal), Axeand Ponds.
Other important brands includeSuave, Clear, Lifebuoyand Vaseline,
together with
SignalandClose Upin oral care. Our Home Care ranges include laundry products, such
as tablets, traditional powders and liquids for washing of clothing by hand or
machine. Tailored products including soap bars are available for lower-income
consumers. Our brands include Omo(Dirt is Good platform), Surf, Comfort, Radiant, Skipand Snuggle.
Our household care products include surface cleaners and bleach, sold under the Cif,
Domestosand Sun/Sunlightbrands. Corporate venture activitiesUnilever
has allocated €350 million to its venturing activities in order to create
new business opportunities that have the potential to help build our core brands
and business interests in Foods and Home and Personal Care. These activities
include: •
    Unilever Ventures, an early-stage business development fund for businesses from both inside and outside
Unilever;•
    Langholm Capital, an independent fund investing in private European companies with above-average longer-term
growth prospects; and•
    Physic Ventures, an early-stage venture capital fund investing in technology driven, consumer-directed health,
wellness and sustainable living companies. Our employeesOur One Unilever programme is already
streamlining the business by creating single operating companies for each country
and outsourcing parts of our IT, HR and Finance functions. In 2007 we announced
plans to accelerate our change programme further by developing more multi-country
organisations (MCOs)  clusters of countries with a single centralised management
and shared functions. MCOs reduce duplication and free up resources to focus
on customers and consumers. All regions announced or continued to implement MCOs
in the year. The newly announced MCOs include Benelux; Germany, Austria and Switzerland;
UK/Ireland; and Central
Africa. Our leaders make diversity a top business
    priority. Signalling this commitment, the Global Diversity Board draws together
    15 leaders from all business functions and is chaired by Group Chief Executive
    Patrick Cescau. The board focuses on driving the diversity agenda into our
    business processes and tracking the progress of diversity initiatives. It
    also champions new ways of working to boost employees personal vitality.


The Senior Executive Seminar, our pioneering leadership development programme,
was led this year by leading business academic C K Prahalad. The event brought
together 28 of our top leaders to examine key business issues, with a particularly
strong external focus. They concentrated on developing and emerging markets,
visiting more than 50 companies and 20 NGOs to gain insights into global trends
and practices for opening up
opportunities at the bottom of the economic pyramid. The groups
findings have been shared with the Unilever Executive and Board of Directors,
and are helping to shape further our approach in these markets. Our Standards of Leadership programme is a set of behaviours aimed at ensuring
that every manager takes personal responsibility for delivering Unilevers
agenda through excellence in strategy execution. During the year, the framework
was rolled out globally to an enthusiastic response. In Asia the process was
particularly effective, with managers across 15 countries attending interactive
workshops. Individuals made personal
commitments to live the behaviours and to model them in their daily
working lives. We aim to offer our people stimulating ways to broaden their skills and experience
while at the same time giving something back to the community. Salvatore Lucia,
a Supply Chain Manager from Italy, was one of the Unilever specialists seconded
to the World Food Programme (WFP) as part of their professional development.
He is helping WFP Ghana deliver its school feeding and nutrition programme  and
learning valuable skills to
bring back to the business. We are committed to finding fresh ways of working that improve business effectiveness,
enhance work-life balance and benefit the environment. We created four Telepresence video-conferencing
rooms: in Englewood Cliffs, Rotterdam, London and Singapore. Telepresence uses
high-definition video screens with life-size images around a single virtual table,
to replicate as closely as possible a face-to-face meeting. It is also the first
technology of its kind to be certified by the CarbonNeutral Company. A further
eight rooms will be added in 2008. Our total employee numbers over the last five years were as follows: Year end in thousands
	2007
	2006
	2005
	2004
	2003Europe
	43
	44
	49
	52
	55The Americas
	43
	45
	47
	47
	50Asia Africa
	88
	90
	110
	124
	129Total
	174
	179
	206
	223
	234 The total reported numbers included approximately 26 000 part-time or seasonal
employees in both 2007 and 2006. DiversityDiversity in Unilever is about inclusion,
embracing differences, creating possibilities and growing together for better
business performance. We embrace diversity in our workforce: this means giving
full and fair consideration to all applicants and continuing development to all
employees regardless of gender, nationality,




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race, creed, disability, style or sexuality.
  Diversity plays a vital role in ensuring we understand consumers needs. The commitment to diversity is set right at the top of our business. It is driven by the Global Diversity Board, chaired by Group Chief Executive Patrick Cescau, who has emphasised that
diversity is critical to our business competitiveness and long-term sustainability. Unilever is one of the worlds most culturally diverse companies, with 21 different nationalities represented among our top level group of 113 managers worldwide. In 2007 we worked to embed diversity even more firmly into our day-to-day business decisions, via our talent management and people processes, from appointments to development. As part
of the Human Resources planning process our businesses units are also developing specific diversity plans that are aligned to the priorities and needs of their regions and categories. We continue to carry out quarterly measurement and tracking of diversity against our objectives, using the HR Strategy in Action tool. Gender remains an important priority and is
reviewed by the Unilever Executive team (UEx). Information technologyUnilever Information Technology is
  a global function, headed by a global Chief Information Officer, with a strategy
  to deliver competitive and cost effective IT solutions to support the business. A common technology framework and standards for architecture, key technologies, processes, information and services allow Unilever to leverage its scale in IT. For example, this
approach is supporting the setting up and the operation of regional shared services centres for back-office operations, notably in Finance and Human Resources, which in some cases are outsourced. The IT function is a key enabler for the One Unilever change from a multi-local to a globally aligned business through: •
    strategic alliances and partnerships with
      key global suppliers;•
    improving IT capabilities and processes;•
    improving overall IT infrastructure and
      service value; and•
    strategic outsourcing in selected key
      areas. The implementation across the Group of a world-class harmonised ERP system in each region in support of the One Unilever programme is progressing well. The Americas implementation has
already been completed across the region, while two-thirds of our European business is now on a single instance ERP system with full implementation expected to be largely completed by the end of 2008. In Asia Africa, a phased implementation towards
2010 has seen the first four countries completed in 2007. Unilever partners with a few major suppliers to develop the minimum number of non-overlapping IT systems needed to deliver the business objectives. This promotes radical simplification
with flexibility and agility, faster implementation and reduced costs.


Intellectual propertyWe have a large portfolio of patents
  and trademarks, and we conduct some of our operations under licences which are
  based on patents or trademarks owned or controlled by others. We are not dependent
  on any one patent or group of patents. We use our best efforts to protect our
  brands and technology. Property, plant and equipmentWe have interests in properties in
  most of the countries where there are Unilever operations. However, none is
  material in the context of the Group as a whole. The properties are used predominantly
  to house production and distribution activities and as offices. There is a mixture
  of leased and owned property throughout the Group. There are no environmental
  issues affecting the properties which would have a material impact upon the
  Group, and there are no material encumbrances on our properties. Any difference
  between the market value of properties held by the Group and the amount at which
  they are included in the balance sheet is not significant. Please refer also
  to the schedule of principal group companies and non-current investments on
  page 132 and to details of property, plant and equipment in note 10 on page 88.
  We currently have no plans to construct new facilities or expand or improve
  our current facilities in a manner that is material to the Group. Laws and regulationUnilever businesses are governed by
  laws and regulations designed to ensure that products may be safely used for
  their intended purpose and that labelling and advertising are truthful and not
  misleading. Unilever businesses are further regulated by data protection and
  anti-trust legislation. Important regulatory bodies in respect of our businesses
  include the European Commission and the US Food and Drug Administration. We have processes in place to ensure that products, ingredients, manufacturing processes, marketing materials and activities comply with the above-mentioned laws and
regulations. Legal proceedingsWe are not involved in any legal or
  arbitration proceedings which might lead to material loss or expenditure in
  the context of the Group results. Similarly we do not have any material obligations
  under environmental legislation. None of our Directors or Officers is involved
  in any legal proceedings which are material as aforesaid. Nonetheless, we comment
  on certain proceedings below: Ice cream casesUnilever has businesses in many countries
  and from time to time these are subject to investigation by competition and
  other regulatory authorities. One such matter under review is our ice cream
  distribution in Europe, specifically the exclusivity for the use of freezer
  cabinets provided to retailers free-on-loan for the sale of impulse ice cream.
  In September 2006 the European Court of Justice in Luxembourg (ECJ)
  dismissed the appeal by Unilevers Irish ice cream business, HB Ice Cream,
  of the 2003 Court of First Instance ('CFI') judgment that upheld the European
  Commissions 1998 decision to ban HB Ice Cream from imposing cabinet exclusivity
  in Ireland in circumstances where these were the only cabinets used by the retailer.
  The ECJ ruling is final as regards Ireland and ends 14 years of legal debate.




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Unilever has been fully compliant with the ruling in the Irish case since October 2003, when we lifted cabinet exclusivity from outlets that only have HB freezers (Unilever was not
ordered to abandon cabinet exclusivity altogether). Parallel proceedings between HB Ice Cream and Masterfoods (re-named Mars) before the Irish High Court, which had been deferred pending the ECJ ruling, were reopened in 2007 at the request of Mars
to claim damages from Unilever. We will resist any claim for compensation for losses that cannot be directly attributed to the practices prohibited by the European Commissions 1998 decision as regards Ireland. The Commission decision applied only to Ireland. The relevance of its reasoning to other markets depends on a detailed factual assessment of the effects of cabinet exclusivity in each
market. Unilever has given careful consideration to the potential application of the reasoning in the Irish case to its cabinet policies in other EU countries. The majority of markets are not affected by this development. However we have taken a
number of commercial steps to avoid extending the debate further, in the interest of focusing on our day-to-day business. Since the ECJ ruling, Mars has nonetheless sought to bring claims against Unilever before authorities and courts in a number of countries. Mars allegations must be scrutinised in
the light of prevailing national market conditions, this can be a complex and lengthy process. However by 26 October 2007 a civil claim by Mars in Germany had already been dismissed by the Hamburg Regional Court. Although Mars has appealed this
decision, we will continue vigorously to resist Mars claim. Mars also brought a claim before the Swedish Market Court, which on 25 September 2007 issued an interim order that broadly reflects Unilevers current policy as regards the loan of
freezer cabinets, namely that retail customers in Sweden must be free to decide what products to store in Unilever cabinets where these are the only cabinets used by the retailer. The Courts order did not require material changes beyond those
already made by Unilevers Swedish business, GB Glace. The main proceedings remain ongoing but the Market Court does not have jurisdiction to make damages awards. An investigation by the Portuguese competition authority is ongoing since March 2007. Portuguese law prevents us from disclosing details of this investigation. Unilever engages
proactively with the authority. In Italy the Consiglio di Stato overturned a 2003 decision by the Italian competition authority (ICA) that responded positively to a notification by Unilever of its policy
in relation to outlet exclusivity. The Consiglio di Stato made its decision on 24 July 2007 on the basis that Unilevers market position in Italy had not been sufficiently investigated by the ICA. Unilever has always engaged proactively with
the ICA and continues to do so to secure a prompt resolution to the outstanding issues. We cannot exclude that Mars may seek to bring claims in other jurisdictions, in which case Unilever can be expected to defend its position vigorously. We believe that our true strength
lies in the appeal and quality of our ice cream brands. By way of illustration of the point, in the UK since 2000, when cabinet exclusivity was effectively abandoned by Unilever, there has not been any material change in Unilevers relevant
market share.


Other competition issuesIn 2006 the French competition authorities
  commenced an inquiry into potential competition law infringements in France
  involving a number of consumer goods companies in the home and personal care
  sector, including Unilever France and Lever Fabergé France, both subsidiaries
  of the Unilever Group. Interviews have been conducted with present and former
  members of our staff and documents have been supplied to the French authorities.
  No statement of objections or proposals for fines have yet been lodged against
  either Unilever France or Lever Fabergé France as the authorities
  investigation has had to be restarted following procedural challenge. Accordingly,
  the potential financial implications, if any, of this investigation cannot yet
  be assessed. A statement of objections is however expected in the near future. On 14 March 2007 representatives from the German Federal Cartel Office carried out an inspection at the offices of Unilever Deutschland GmbH in Hamburg. The inspection was in relation
to the home and personal care market in Germany. Statements of objections have been received by and fines have been imposed on Unilever Deutschland, which currently intends to defend its position by way of appeal. On 25 February 2008, a purported class action lawsuit was filed in the United States of America in the United States District Court for the Northern District of Illinois alleging,
relying upon the German investigation described above, that Unilever N.V., Unilever PLC and Unilever United States, Inc. allegedly conspired with certain other companies to fix prices of oral, home and personal care products in the United States.
The Unilever parties deny the claims and intend to defend the action. Tax cases BrazilDuring 2004 the Federal Supreme Court
  in Brazil (local acronym STF) announced a review of certain cases that it had
  previously decided in favour of taxpayers. Because of this action we established
  a provision in 2004 for the potential repayment of sales tax credits in the
  event that the cases establishing precedents in our favour are reversed. Since
  that time we have continued to monitor the situation and have made changes as
  appropriate to the amount provided. In June 2007, the Supreme Court ruled against
    the taxpayers in one of these cases. Management believes that the amount provided
    in Unilevers accounts should be sufficient to cover the amount of the
    tax in question, but industry associations (of which Unilever is a member)
    are currently attempting to negotiate a settlement with the Federal Revenue
    Service to reduce or avoid the payment of interest and/or penalties on such
    amounts. Management is optimistic that such negotiations will lead to a settlement,
    but no assurance can be given that a settlement will be reached or that the
    amount of any interest or penalties will be covered by such provision. Also during 2004 in Brazil, and in common with many other businesses operating in that country, one of our Brazilian subsidiaries received a notice of infringement from the Federal
Revenue Service. The notice alleges that a 2001 reorganisation of our local corporate structure was undertaken without valid business purpose. If upheld, the notice could result in a tax claim in respect of prior years. The 2001 reorganisation was
comparable with that used by many companies in Brazil and we believe that the likelihood of a successful challenge by the tax authorities is remote. While this view is supported by the opinion of outside counsel there can be no guarantee of success
on the merits.




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|Report of the Directors
      continued
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|About Unilever
      continued         
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Preference sharesIn 1999, NV issued cumulative preference
    shares, with a notional value of €6.58 (Fl.14.50), as an alternative
    to a cash dividend. On 24 March 2004, NV announced its intention to convert
    part (€6.53  equivalent to Fl.14.40) of the notional value of
    the preference shares, in accordance with its Articles of Association, into
    NV ordinary shares in the first quarter of 2005. This conversion took place
    in February 2005 for a value of €4.55 for each preference share. In
    May 2005, NVs Annual General Meeting decided to cancel the preference
    shares and cancellation took effect in July 2005. In November 2006 NV announced that it had agreed
  a settlement with the main parties in a legal dispute over the conversion of
  the preference shares. Former preference shareholders who held preference shares
  on 24 March 2004 were entitled to participate in the settlement. These shareholders
  could apply for the settlement from 20 January 2007 up to and including 30 June
  2007. Unilever has paid €304 million in respect of the settlement (further
  information in note 19 on page 102). A group of former preference shareholders who
  had bought their preference shares after 24 March 2004 and who are not entitled
  to the settlement, instituted claims with the Rotterdam District Court for nullification
  of the NV Boards decision to convert the preference shares and NVs
  Annual General Meeting decision to cancel the preference shares. The Rotterdam
  District Court has not yet decided on these claims. They also claim damages
  in the amount of approximately €81 million. These claims will be vigorously
  contested. Corporate responsibility
  and sustainabilityWe aim to manage and grow our business
  around the world in a responsible and sustainable way, creating long-term value
  for all those with a stake in our business. We believe our brands must be at the forefront of delivering our sustainability commitments. The successful brands of the future will be those that satisfy both the functional needs of
consumers and address their concerns as citizens  including concerns about the environment and social justice. To enable our brands to integrate social and
  environmental drivers into their development plans in a structured way, we are
  rolling out a programme called Brand Imprint. This helps our managers to understand
  and assess the challenges and opportunities that sustainability presents for
  our business. An early example of the potential of Brand Imprint is our decision
  to put the sourcing of all our tea on to a sustainable, ethical basis and to
  work with the Rainforest Alliance to achieve certification for our tea estates.Liptonthe
  worlds largest tea brand, and PG Tips, one of the UKs leading
  brands, became the first to carry the Rainforest Alliance logo, showing that
  they meet the independent organisations strict sustainability criteria. Another significant step was taken by our ice
  cream brandBen & Jerrys,
  which announced plans to invest€2.4
  million over the five years 2007-2012 in reducing its impact on climate change
  through initiatives covering every stage of its European production process.


Our ambitions for our brands are underpinned by our Mission and Corporate Purpose and our Code of Business Principles. These encapsulate the values and standards by which we expect our
employees and our business to be judged. We communicate and monitor these standards actively and any lapses are fully investigated: in 2007 we dismissed 54 people for conduct that breached our Code of Business Principles. To reinforce this commitment and maintain our operational integrity, we seek to share these standards with our suppliers and contractors through our Business Partner Code. This sets out
standards on ten key points of business ethics, labour standards, consumer safety and the environment. In 2007 we reviewed our sustainability strategies for agriculture (from which about two-thirds of our raw materials come), packaging, water and greenhouse gases to connect them more
closely to our business objectives. Our targets in these areas will help us control
  costs, respond to our customers and consumers desire to reduce waste
  and open up avenues for innovation that benefit our consumers, for example concentrated
  laundry products such asall
  Small & Mighty. Small & Mightysconsumer and environmental benefits were promoted by Wal-Mart, helping the
  brand to grow its sales in the US to US $140 million in 2007. Small &
  Mighty, which uses less water, less packaging and less fuel for transport,
  has now launched in Europe across the brand portfolio, for example Persil,Surfand
  Omo. Many of our major retail customers are focusing on sustainability and, by sharing our expertise in this area, we are able to strengthen our relationships with them and grow our
business. For example, the success of our ongoing partnership with Wal-Mart led the worlds largest retailer to name us 2007 Supplier of the Year for Sustainable Engagement. We continue to work in partnership in fields where we can contribute our expertise. The breadth of our portfolio means we are uniquely placed to share our understanding of how to run
effective programmes to improve both nutrition and hygiene. For example, through our partnership with the UN World Food Programme we are working to improve the health and nutrition of poor children through school feeding programmes, providing over
15 million school meals to 80 000 children in 2007. With the FDI World Dental Federation we are running projects to improve oral care in 38 countries. In 2007 we contributed €89 million to communities through corporate and brand
initiatives. In 2007 the strength of our commitment to sustainable development was recognised by our ranking as foods producers sector leader of the Dow Jones Sustainability Indexes for the ninth
year running. We were also ranked best in class in the food products sector of the fifth Carbon Disclosure Project (a coalition of over 315 global investors with combined assets in excess of US $41 trillion) and named in its Climate Disclosure
Leadership Index in recognition of our efforts to address the challenges of climate change. Further details of the progress we are making
  to integrate sustainability into our day-to-day business operations can be found
  in our annual Sustainable Development Report, available atwww.unilever.com




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|Report of the Directors continued
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|Outlook and risks                
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The following discussion about outlook and risk management activities includes forward-looking statements that involve risk and uncertainties. The actual results could
differ materially from those projected. See the Cautionary statement on the inside back cover. OutlookOur strategy is to focus our resources on our priority areas of Vitality, personal care, and developing and emerging markets, where we are well placed to achieve sustainable profitable
growth with our brands and strong value creation for our shareholders. This is the basis for our strategic plan which aims to deliver consistent and competitive underlying sales growth in the 3-5% growth range per annum and an operating margin
improving to a level in excess of 15% by 2010. The underlying sales growth range is based on market growth of typically around 3-4%, and reflects our ambition to strengthen our leadership positions over time. In August 2007, we announced new plans to accelerate change of Unilever, including a step-up in innovation, plans to shape our portfolio, and measures to improve our margins, to
strengthen and further enhance Unilevers financial performance. These plans include the creation of multi-country organisations in all regions, closure or streamlining of 50-60 factories and a further reduction in global and regional overheads.
These changes aim to deliver a reduction in our annual cost base by around  €1.5 billion by the end of 2010, compared with our 2006 cost base. The related restructuring charges are estimated to amount to about 2.5% of sales on average per annum in
the period 20072009. For 2010 and beyond, we expect restructuring costs to come down to a normal level of 0.5% to 1% of turnover per annum. We also announced our intention to dispose of brands and businesses with a combined turnover in excess of €2 billion, including the sale of our North American laundry business. The focus
is on brands that do not have a longer-term strategic fit with our strategy and business model or have a strategically disadvantaged position in their particular markets. These value-enhancing disposals are expected to collectively improve the
underlying sales growth rate of our business by around 0.4 percentage points and will be neutral to operating margin, after removal of uncovered costs. We also expect to improve our return on invested capital over time, above the base level of 11% in 2004, and to generate ungeared free cash flow of €25-30 billion over the period
20052010. It should be noted that previous and planned disposals and the additional restructuring plans will have reduced ungeared free cash flow by about €2.5 billion over this period, while enhancing the ongoing cash generating capacity of
the business. In February 2008 we indicated that in 2008 we expect underlying sales growth to be towards the upper end of our 3-5% target range, and to see a further underlying improvement in
operating margin. In the three-year period 20052007, Unilever generated a cumulative ungeared free cash flow of €12 billion, towards the  €25-30 billion target for the six-year period 20052010.


Risk managementUnilevers
system of risk management is outlined on page 66. Responsibility for establishing
a coherent framework for the Group to manage risk resides with the Boards. The
remit of
the Boards is outlined on page 33. Particular risks and uncertainties that could cause actual results to vary from those described in forward-looking statements within this document, or which could impact on our ability
to meet our published targets, have been identified. Unilever has described some mitigating actions it intends to take to address the risks set out below. These actions may not succeed in mitigating these risks. Additionally, Unilever may not be
successful in deploying some or all of these mitigating actions, which may impair Unilever's profitability or adversely impact its reputation. Sales and profit growthThe increasingly competitive environment, the further consolidation in the marketplace and continued growth of discounters could adversely impact our rate of sales growth and our profit
margins. In the light of this, we will continue to invest in selected brands and high growth market areas in an effort to deliver profitable sales growth. During 2007 we have reinforced our ability to deliver growth by continuing to dispose of low growth or non relevant components in the category portfolio (i.e. those that do not fit with
the strategy). This we believe has the impact of concentrating brand strength and therefore reducing the risk of brand equity loss or impairment in our global brands. It also improves our overall competitive position on a global basis by shifting
more turnover weight into high growth-high share business as a percentage of our total portfolio. We will continue to actively manage our portfolio with the goal of improving investor returns by strengthening the competitive position of our
business. This, we believe, will also reduce business risk by minimising the weakness in our portfolio. Our continued sales and profit growth depends in large part on our ability to generate and implement a stream of consumer-relevant improvements to our products. The contribution of
innovation is affected by the level of funding that can be made available, the technical capability of the research and development functions, and the success of operating management in rolling out quickly the resulting improvements. Our focus will
continue to be on developing our brands in ways that are distinctive and are relevant for our customers. We have a number of large global brands, including 12 with an annual turnover greater than €1 billion, which often depend on global or regional development and supply chains. Any adverse
event affecting consumer confidence or continuity of supply of such a brand could have an impact in many markets. The carrying value of intangible assets associated with our brands is significant, and depends on the future success of those brands.
There remains a risk that events affecting one or more of our global brands could potentially impair the value of those brands.




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|Outlook
        and riskscontinued
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As the retail market place through which our products are distributed continues to evolve, our growth and profitability can be threatened if we do not adapt our strategies and enhance
our operational capabilities. It is important that we continue to build and deepen relationships with our customers. Plans to raise our effectiveness in the trade, where necessary, receive increasing attention at all levels. Change initiativesThe continuing restructuring of the business which is designed to simplify our operations and leverage our scale more effectively, includes outsourcing back office support operations,
forming multi-country organisations and converging regional processes and systems. Building on the experiences of 2007, we will continue to manage the risks in this area diligently and develop clear action plans in an attempt to mitigate these
risks. Key to this is the establishment and maintenance of project management processes to monitor progress against milestones and targets together with appropriate communication programmes. PeopleUnilevers
performance targets require it to have the right calibre of people at all levels.
We must compete to obtain capable recruits for the business, and then train them
in the skills and competencies that we need to deliver profitable growth. At
a time of substantial change in the business there is a particular focus on creating
alignment and energetic leadership. Corporate reputationUnilever has created a strong corporate reputation over many years, and many of our businesses have a high local profile. This reputation is underpinned by ensuring that all employees
embrace the principles prescribed in our Code of Business Principles. Unilever
products carrying our well-known brand names are sold in over 150 countries.
Should we fail to meet high product safety, social, environmental and ethical
standards in all our
operations and activities, Unilevers corporate reputation could be damaged,
leading to the rejection of our products by consumers, damage to our brands and
diversion of management time into rebuilding our reputation. Potential economic instabilityAround
44% of Unilevers turnover comes from the developing and emerging economies.
We have long experience in these markets, which are also an important source
of our growth. These economies are typically more volatile than those in the
developed world, and there is a risk of downturns in consumer demand that would
reduce the sales of our products. We will continue to monitor closely performance
in the most volatile
markets and respond quickly in an effort to protect our business. In cases of
extreme social disruption, protecting our people is always the priority.


Price and supply of raw materials and commodities contractsWe faced significant increases in the cost of various commodities and raw and packing materials throughout the year. We have been able to substantially mitigate these through a
combination of price increases, supply chain savings and mix improvements. We see a trend of increasing commodity prices going into 2008. In addition to our ongoing actions to mitigate these risks, and where appropriate, we purchase forward
contracts for raw materials and commodities. Where appropriate, we also use futures contracts to hedge future price movements, however, the amounts are not material. Insurance of risksAs a multinational group with diverse product offerings and operations in around 100 countries, Unilever is subject to varying degrees of risk and uncertainty. It does not take out
insurance against all risks and retains a significant element of exposure to those risks against which it does insure. However, it insures its business assets in each country against insurable risks as it deems appropriate. Financial risksIn addition to the above, Unilever is exposed to various specific risks in connection with its financial operations and results. These include the following: •
    the impact of movement in equity markets, interest rates and life expectancy on net pension
liabilities;•
    maintenance of group cash flows at an appropriate level;•
    exposure of debt and cash positions to changes in interest rates;•
    potential impact of changes in exchange rates on
    the Groups earnings and on the translation of its
underlying net assets;•
    market liquidity and counterparty risks; and•
    risks associated with the holding of our own shares in connection with share-based remuneration
schemes. Further information about these, including sensitivity analysis to changes in certain of the key measures, is given in note 17 on pages 100 and 101 and note 20 on page 105. Other risksUnilevers businesses are exposed to varying degrees of risk and uncertainty related to other factors including competitive pricing, consumption levels, physical risks,
legislative, fiscal, tax and regulatory developments, terrorism and economic, political, and social conditions in the environments where we operate. All of these risks could materially affect the Groups
business, our turnover, operating profit, net profit, net assets and liquidity.
There may be risks which are unknown to Unilever or which are currently believed
to be immaterial.




|14 | UnileverAnnual
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|Report of the Directors continued
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|Operating Review  Regions       
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Basis of reportingIn this Operating Review we comment on our changes in revenue on the basis of underlying sales growth (USG). This measure reflects the change in revenue at constant rates of exchange,
(average exchange rates for the preceding year) excluding the effects of acquisitions and disposals. It is a measure that provides valuable additional information on the underlying performance of the business. In particular, it presents the organic
growth of our business year on year and is used internally as a core measure of sales performance. USG is not a measure which is defined under IFRS. It should not be considered in isolation from, or as a substitute for, financial information presented in compliance with IFRS. This
measure as reported by us may not be comparable with similarly titled measures reported by other companies. The reconciliation of USG to changes in turnover
for each of our reporting regions is given in the following section, and for
the Group in total on page 32. The reporting in this section is based on results
for continuing operations. Information about discontinued operations is given
in note 27 on page 114. Europe 2007 compared with 2006€ million
	
	€ million2007
	
	2006Turnover
	15 205
	
	15 000Operating profit
	1 678
	
	1 903Operating margin
	11.0%
	
	12.7%Restructuring, business disposals, impairment
charges and one-time gain
(2006) on UK pension plans included in operating margin
	(4.0)%
	
	(1.4)%%Underlying sales growth at constant rates
	2.8Effect of acquisitions
	0.0Effect of disposals
	(1.5
	)Effect of exchange rates
	0.0Turnover growth at current rates
	1.4%Operating profit 2007 vs 2006Change at current rates
	(11.9
	)Change at constant rates
	(11.7
	) Turnover at current rates of exchange rose
    by 1.4%, after the impact of acquisitions, disposals and exchange rate changes
    as set out in the table above. Operating profit at current rates of exchange
    fell by 11.9%, after including an adverse currency movement of 0.2%. The underlying
    performance of the business after eliminating these exchange translation effects
    and the impact of acquisitions and disposals is discussed below at constant
    exchange rates.


The region sustained its improving trend in 2007 with underlying sales growth of 2.8% for the year. The improvement was driven by relentless focus on better in-market execution,
rejuvenation of the quality and value of our core products, and an introduction of new innovations. Consumer demand in our categories was steady throughout the year. Overall we saw improving trends almost everywhere. Russia was the outstanding performer, but all major countries grew in the year, including the UK, Germany, Italy and the Netherlands.
In France sales were slightly up in a challenging market. The operating margin, at 11.0% for the year, reflects a higher net charge for restructuring, disposals and one-off items compared with 2006. Before these items, the operating margin
showed an underlying improvement of 0.9 percentage points, driven by lower overheads as a result of the One Unilever programme and reduced advertising and promotions costs. We made substantial progress with portfolio development and restructuring. At the start of 2008 we completed the expansion of the successful international partnership for Liptonready-to-drink tea with PepsiCo to include all countries in Europe. We also completed the sale of Boursin, and announced the acquisition of the leading Russian ice cream
company Inmarko. We formed four new multi-country organisations and announced the streamlining or closure of ten factories. The roll-out of a single SAP system across the region continues, with
two-thirds of turnover in the region now on stream and full implementation expected to be largely completed by the end of 2008. We continued to target innovations mainly at Vitality opportunities. In ice cream, we introducedFrusìfrozen yoghurt with wholegrain cereals and real fruit pieces and low calorie Solerosmoothies. Lipton Lineaslimming teas were launched in France, Switzerland and Portugal. Growth in Hellmannswas boosted by new extra light mayonnaise with citrus fibre technology. The new Dove pro•agerange of products is
building well inEurope as well as elsewhere,
and Dove Summer Glowself-tanning and body lotions are now available in
most countries. Clearanti-dandruff shampoo was launched in Russia, with
good consumer response. Small & Mightyconcentrated liquid laundry
detergents were launched in seven European countries.




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|Operating Review  Regions continued
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Europe(continued) 2006 compared
with 2005 € million
	
	€ million2006
	
	2005Turnover
	15 000
	
	14 940Operating profit
	1 903
	
	2 064Operating margin
	  12.7%  
	  13.8%Restructuring,
	  business disposals, impairment charges and one-time gain (2006) on
	  UK pension plans included
    in operating margin
	  (1.4)%
	  
	  (0.9)%%Underlying sales growth at constant rates
	1.0Effect of acquisitions
	0.1Effect of disposals
	(0.9
	)Effect of exchange rates
	0.2Turnover growth at current rates
	0.4%Operating profit 2006 vs 2005Change at current
    rates
	(7.7
	)Change at constant
    rates
	(7.9
	) Turnover at current rates of exchange rose by 0.4%, after the impact of acquisitions, disposals and exchange rate changes as set out in the table above. Operating profit at current
rates of exchange fell by 7.7%, after including a favourable currency movement of 0.2% . The underlying performance of the business after eliminating these exchange translation effects and the impact of acquisitions and disposals is discussed below
at constant exchange rates. The UK, our largest European business, returned to growth in the year with good
results across several foods and personal care ranges. Although laundry sales
declined, there were
promising signs of progress in market share with Persilregaining its
position as the
countrys leading laundry brand. The Netherlands had a strong year. A pioneer
of One Unilever, it benefited from operating as a single company. Highlights
were rapid growth for Lipton, Dove, Rexonaand Axe. France remained
a difficult market with sales lower in spreads, laundry and hair care. New management
was put in place and there was an improvement in the second half of the year.
Sales in Germany held up better in 2006. There was good growth for personal care
brands but some turnover in Liptonice tea was lost following changes
in rules for bottle returns. Central and Eastern Europe continued to do well,
driven by double-digit growth in Russia. The sale of the majority of our European frozen foods businesses to Permira was successfully completed during the year. Our 2006 innovation programmes resulted in our Foods brands wholeheartedly embracing
the concept of Vitality, with new products designed to deliver the health benefits
that consumers
seek. Rama/Blue Band Idea! spreads with added nutrients which are
beneficial to
childrens mental development  was launched in 2006.


A range of Knorrbouillon cubes with selected natural ingredients and
a better, richer taste was rolled out across the region, while Knorr Vieone-shot
fruit and vegetable products became available in 12 countries. Meanwhile, Latin
Americas AdeSdrink, a healthy blend of fruit juices and soya, was
launched successfully in the UK as AdeZ. Product launches with clear functional or emotional benefits in Home and Personal
Care brands were rolled out rapidly across the region. A range of new Dovelaunches
included the moisturising self-tan Dove Summer Glow. Meanwhile in household
care, we introduced Domestos 5xwhich continues to kill germs even after
several flushes and the cleaning power of Cifwas applied to a series
of power sprays. The operating margin, at 12.7%, was 1.1 percentage
points lower than in 2005, with higher net costs for restructuring, disposals
and impairments, partially offset by a one-time gain of €120
million from changes to the UK pensions plan. Before these items, the operating
margin would have been 0.6 percentage points lower than in 2005. Margins in Foods
were lower than in 2005 as we absorbed significant increases in commodity costs
which were only partly compensated by savings programmes. The Americas 2007 compared
  with 2006 € million
	
	€ million2007
	
	2006Turnover
	13 442
	
	13 779Operating profit
	1 971
	
	2 178Operating margin
	  14.7%  
	  15.8%Restructuring,
	        business disposals, impairment charges and one-time gain (2006)
	          on US healthcare plans
    included in operating margin
	  (0.7)%
      
	  0.0%%Underlying sales growth at constant rates
	4.1Effect of acquisitions
	0.1Effect of disposals
	(0.6
	)Effect of exchange rates
	(5.8
	)Turnover growth at current rates
	(2.4
	)%Operating profit 2007 vs 2006Change at current rates
	(9.5
	)Change at constant rates
	(3.4
	) Turnover at current rates of exchange fell
    by 2.4%, after the impact of acquisitions, disposals and exchange rate changes
    as set out in the table above. Operating profit at current rates of exchange
    fell by 9.5%, after including an adverse currency movement of 6.1%. The underlying
    performance of the business after eliminating these exchange translation effects
    and the impact of acquisitions and disposals is discussed below at constant
    exchange rates.




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The Americas(continued) Underlying sales grew by 4.1% in the year, with an increasing contribution from pricing which was up 2.6% for the year. In the US, overall consumer demand held up well in our categories. Market growth in home care and personal care slowed somewhat in the second half year, but this was compensated for by
robust demand in foods. Our own sales in the US grew solidly, up 3.2% for the year, despite lower sales of ice cream. Our business in Mexico made good progress in the second half of the year and Brazil showed an improved performance in the fourth quarter. Argentina, Andina and Central America performed
well throughout. The operating margin, at 14.7% for the year, was 1.1 percentage points lower than the previous year. Before the impact of restructuring, disposals and one-off items, the margin was 0.4
percentage points lower than last year. This was due to an increase in advertising and promotions and the impact of substantial cost increases, which have not yet been fully offset by price increases and savings programmes. The One Unilever programme is simplifying operations throughout the region. Argentina, Mexico and Brazil all moved to single head offices in 2007, while the US will follow in early
2008. Sales force integration is under way in a number of countries. A single SAP system has been implemented in the US, with Latin America already on one system. We set up a joint venture with Perdigão to develop our heart-health margarineBecelin Brazil and disposed of our local Brazilian margarine brands. We also announced an agreement for the disposal of Lawrys seasonings, while the sale process of the
North American laundry business is under way. New varieties of Knorrbouillons and soups in Latin America further advanced
the brands Vitality credentials. Hellmannsreal campaign
highlights its simple ingredients which are naturally rich in Omega 3, in both
the US and Latin America. In the US, we introduced Promise Activ SuperShots,
a Vitality shot with added natural plant sterols, ingredients that are clinically
proven to help actively remove cholesterol as part of a diet low in saturated
fat and cholesterol. Innovation in personal care reflected the more global approach. Clearanti-dandruff shampoo was successfully launched in Brazil, while the Dove pro•agerange of skin care,
deodorants and shampoos was introduced in the US at the same time as in Europe. In laundry, the Dirt is Good platform continued to build across Latin America, now including a variant with built-in fabric softener.


2006 compared
with 2005 €million
	
	€ million2006
	
	2005Turnover
	13 779
	
	13 179Operating profit
	2 178
	
	1 719Operating margin
	  15.8%
	  
	  13.0%Restructuring,
	        business disposals, impairment charges and
	        one-time gain (2006) on US healthcare plans
    included in operating margin
	  0.0%
	  
	  (3.4)%%Underlying sales growth at constant rates
	3.7Effect of acquisitions
	0.1Effect of disposals
	(0.7
	)Effect of exchange rates
	1.4Turnover growth at current rates
	4.6%Operating profit 2006 vs 2005Change at current
    rates
	26.7Change at constant
    rates
	25.0 Turnover at current rates of exchange rose
    by 4.6%, after the impact of acquisitions, disposals and exchange rate changes
    as set out in the table above. Operating profit at current rates of exchange
    rose by 26.7%, after including a favourable currency movement of 1.4%. The
    underlying performance of the business after eliminating these exchange translation
    effects and the impact of acquisitions and disposals is discussed below at
    constant exchange rates. Sales in Brazil picked up well after a slow start, with very good innovation-driven performances in hair, deodorants and laundry. Omos brand share was at its highest level for many years. Sales in Mexico were lower for the year, affected by a combination of a decline in the traditional retail trade and local low-priced competition. In addition, there were several
operational issues which have since been addressed. The business returned to growth in the fourth quarter. Elsewhere there was good growth in Argentina, Central America and Venezuela. Taken together, sales in Latin America were ahead by 5.8% with
Home and Personal Care brands continuing to do well. However, there was more modest growth in Foods brands due to tough local competition. New products introduced in the US included Wish-Bone Salad Spritzerswith
one calorie per spray, further development of the Bertollipremium frozen
meal range, and Liptonpyramid tea bags. Across the region, new Knorrsoups
and bouillons catered for local tastes. The highly successful AdeSnutritional
drink has been extended with a light variant, new fruit flavours
and the launch of soymilk in Brazil and Mexico. We strengthened our hair portfolio with the launch of Sunsilk, improved
both the Suaveand Dovehaircare lines and sold the Aquanet and
Finesse brands. We had a good sales response to




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|Operating Review  Regions continued
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The Americas(continued) all Small & Mightyconcentrated liquid detergents. These use reduced-size packaging to save
water, cardboard and energy in production, packaging and transport. They are also easier for consumers to carry, pour and store. We then applied all Small &
Mightys product technology to fabric conditioners, creating Snuggle Exhilarations a three-times more concentrated premium sub-range delivering superior fragrance. In Brazil, Omohas been further strengthened with a new top-performance product including baby and foam control
variants. The operating margin, at 15.8%, was 2.8 percentage points higher than in 2005.
There were lower costs for restructuring, disposals and impairments, and a one-time
benefit in 2006 of €146 million from
changes to US healthcare plans. In 2005 there was a gain on the sale of an office.
Before these items the operating margin would have been 0.3 percentage points
lower than the previous year. Innovation-driven marketing mix, pricing and productivity
offset high commodity costs. Advertising and promotions were increased to support
major brand launches. Asia Africa 2007 compared
with 2006 € million
	
	€ million2007
	
	2006Turnover
	11 540
	
	10 863Operating profit
	1 596
	
	1 327Operating margin
	  13.8%
	  
	  12.2%Restructuring,
    business disposals and impairment charges
    included in operating margin
	  1.1%
	  
	  (0.3)%%Underlying sales growth at constant rates
	11.1Effect of acquisitions
	0.1Effect of disposals
	(0.4
	)Effect of exchange rates
	(4.0
	)Turnover growth at current rates
	6.2%Operating profit 2007 vs 2006Change at current
    rates
	20.2Change at constant
    rates
	27.6 Turnover at current rates of exchange rose
    by 6.2%, after the impact of acquisitions, disposals and exchange rate changes
    as set out in the table above. Operating profit at current rates of exchange
    rose by 20.2%, after including an adverse currency movement of 7.4%. The underlying
    performance of the business after eliminating these exchange translation effects
    and the impact of acquisitions and disposals is discussed below at constant
    exchange rates. The strong underlying growth of 11.1% for the year reflects both the vibrancy of these markets and the high priority we place on building our business in the region. It includes a
healthy balance of volume and price, up by over 7% and 3% respectively.


Growth was consistent throughout the year and was broad-based across categories and countries, including established markets such as India, Indonesia, the Philippines, South Africa and
Turkey, which all grew in double digits; significant product areas such as laundry and personal wash; and emerging product areas like ice cream and deodorants. China remains a key priority and grew strongly for the third consecutive year. We drove growth across all income levels, from highly affordable packs to premium positions. This was supported by new brands and products that leveraged our global platforms and
excellent in-market execution. The operating margin, at 13.8%, was 1.6 percentage points higher than last year. This included the€214
million accounting profit resulting from the reorganisation of our shareholdings
in South Africa. Before the effects of this transaction, disposals and restructuring
charges, the operating margin showed an underlying increase of 0.2 percentage
points. The improvement was driven by volume growth, pricing actions and savings
programmes which more than offset higher input costs and increased advertising
and promotions. We announced the acquisition of the Buavitabrand of fruit-based vitality
drinks in Indonesia, which was completed early in January 2008. As part of the One Unilever programme we now have a single SAP system in place
in four countries as the basis for a common regional platform, while the reorganisation
of our
shareholdings in South Africa and Israel facilitates the new organisation. The new, more global, approach to innovation was evident in the 2007 programme. Clearanti-dandruff
shampoo was launched in China, Arabia, Egypt, Pakistan and the Philippines. In
Japan, we launched the Axebrand and Dove
pro•ageskin care products. An improved range of Doveshower
products was extended to North East Asia, while Lifebuoysoap was launched
in South Africa and a new variant brought to India. In laundry, the new Dirt
is Good product, packaging and communication were introduced to Thailand. The Moorange of ice creams
was extended throughout the region. Knorrseasonings were rejuvenated
with premium
ingredients, as in Europe, and in China we launched a new form of Knorrbouillons
for preparing thick soups. At the same time new, more affordable, tubs and sachets
are attracting new users of spreads in several countries.




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Asia Africa(continued) 2006 compared with 2005€ million
	
	€ million2006
	
	2005Turnover
	10 863
	
	10 282Operating profit
	1 327
	
	1 291Operating margin
	12.2%
	
	12.6%Restructuring,
	      business disposals and impairment charges included in operating
      margin
	(0.3)%
	
	0.0%%Underlying sales growth at constant rates
	7.7Effect of acquisitions
	0.0Effect of disposals
	(0.8
	)Effect of exchange rates
	(1.1
	)Turnover growth at current rates
	5.7%Operating profit 2006 vs 2005Change at current rates
	2.8Change at constant rates
	4.0 Turnover at current rates of exchange rose
    by 5.7%, after the impact of acquisitions, disposals and exchange rate changes
    as set out in the table above. Operating profit at current rates of exchange
    rose by 2.8%, after including an adverse currency movement of 1.2%. The underlying
    performance of the business after eliminating these exchange translation effects
    and the impact of acquisitions and disposals is discussed below at constant
    exchange rates. Markets remained buoyant in most of the key countries though there was a slowdown in consumer spending in Thailand. Underlying sales growth of 7.7% was broadly based and our aggregate
market shares remained stable. India grew well across major sectors. A mix of global, regional and local brands
drove growth, notably Wheeland Surf Excelin laundry, and Clinicin
haircare. A second year of excellent growth in China stemmed from a combination
of market growth, better distribution and innovations behind global brands such
as Omo, Luxand Ponds, as
well as the local toothpaste brand, Zhonghua. Indonesia sustained good momentum, not only in the large Home and Personal Care ranges but also in Foods as a result of strong performances in ice cream and savoury. Thailand had a
disappointing year through weak demand and intense competition. A major programme of activities was undertaken to correct this.


Australia experienced a much improved performance with share gains in a number
of areas. In Japan, Lux
Super Rich the leading brand  performed well despite a major
brand launch by a competitor. However, Doveand Modslost
share. Savoury, ice cream, laundry and household care brands were the main drivers of strong growth in Turkey, while sales in Arabia were well ahead. In South Africa, aggressive price promotions by a local competitor have reduced laundry sales, but there were strong growth and share gains in Foods. Innovation was increasingly driven globally and regionally, rather than locally.
The new Sunsilkrange was introduced in most major markets, and in laundry
the Dirt is Good positioning was established across the region. Ponds
Age Miracle, incorporating unique technology and designed specifically for
Asian skin, was launched in
four countries. Meanwhile the latest global Axe/Lynxfragrance, Click,
was introduced in Australia and New Zealand. As in the rest of the world, the Foods innovation programme focused on Vitality. Moo,
a wholesome childrens ice cream range based on the goodness of milk, was
very well received by mothers and children alike and proved successful in South
East Asia.Healthy green tea innovations were rolled out extensively, while in South Africa
marketing for Ramamargarine now communicates the products healthy
oils. Addressing the
needs of lower income consumers, low-priced Knorrstock cubes  already
successful in Latin America  were
also introduced in the region. The operating margin at 12.2% was 0.4 percentage points lower than in 2005. Before the impact of restructuring, disposals and impairments, the operating margin would have been in line
with the previous year. The benefits to margin of strong volume growth and savings programmes were fully offset by higher commodity costs and other cost inflation which could not be fully recovered in pricing.




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|Operating Review  Categories    
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Our brands are household names in many countries
    around the world. We create products that appeal to peoples different preferences, based on our deep understanding of
consumers varied habits and lifestyles. Food and nutritionWe
aim to provide foods which both taste great and are good for you, and, in so
doing, become the worlds leading food and nutrition business. To fulfil our goal, we are systematically improving
    the nutritional profile of our product range through our Nutrition Enhancement
    Programme. By the end of 2007 we had assessed the nutritional composition
    of all our products  totalling over 22 000 recipes  and removed
    a further 2 750 tonnes of saturated fat, 170 tonnes of salt and 5 000 tonnes
    of sugar. This is in addition to the substantial reductions already made by
    2006. We are also committed to ensuring that consumers are able to make informed choices when buying our products. As well as listing nutritional information on the back of packaging, we are
implementing the Choices programme, with a front-of-pack stamp that identifies products which meet internationally accepted dietary advice. In 2007 we continued rolling the programme out globally together with other food companies, under the
auspices of the Choices International Foundation. This was launched during 2007 and is advised by an independent scientific committee. The stamp can now be found on products in more than 50 countries around the world. See
www.choicesinternational.org for more information. We focus on three key areas of consumer benefit when developing new products:
functional foods, lighter options, and naturalness and authenticity. For example,
in 2007 we developed Promise Activ SuperShots, a Vitality shot with added
natural plant sterols, ingredients that are clinically proven to help actively
remove cholesterol as part of a diet low in saturated fat and cholesterol. Meanwhile, Hellmanns Extra Lightuses citrus fibre to create a great
tasting, very low-fat mayonnaise. Because of its low-fat content the product
has a higher margin  particularly valuable at a time of increasing edible
oil
costs. Lipton Green Teain the US, Lipton Lineaslimming teas in Europe, and Lipton Milk Teasin
Asia all flourished by exploiting teas credentials as a healthy beverage.
And a new range
of restaurant-quality frozen meals from Bertolli, which are packed with fresh vegetables and
ready to eat in minutes, was a hit with North American consumers.


Health, hygiene and beautyThe desire to be clean and healthy and to look good is universal. Our home and personal care brands have promoted health, hygiene and beauty since the late 19th century and continue to
play a vital role in millions of homes around the world today. In 2007 our household cleaning business had a particularly successful year, with
brands such as Cifand Domestoshelping it grow by 9%. From simple
soap bars to the most technically advanced concentrated liquids, our laundry
brands are also growing fast. In skin care, the Pondsbrand
    went from strength to strength in South East Asia, China and India, powered
    in part by the launch of a new anti-ageing range. Vaselinewas our
    fastest-growing global skin brand, with underlying sales growth of more than
    8%. Vaseline Cocoa Butterrange was its most successful launch in the
    US in ten years. The brand also announced the VaselineSkin Fund, which
    is expected to launch in the UK and the US in 2008  and give 1 million
    people better access to information about managing skin complaints. Our deodorant brands also made good progress in 2007, with Axeand Rexonaboth
achieving double-digit
growth. Rexonais the worlds leading deodorant brand and Axeholds
a leading position in male deodorants. Oral Care returned to growth in Europe while continuing its robust performance in Indonesia, China and Africa  aided by innovations such as a combined toothpaste and mouthwash.
During the year we announced the extension of our partnership with the FDI World Dental Federation, which represents more than 1 million dentists and we work together with the FDI in oral health promotion and education programmes. Science and technologyWe
are proud of our reputation as a world leader in research and development (R&D). In 2007 we achieved growth across our categories both through innovation  new products and
new mixes  and through renovation  the strengthening of existing
brands with new variants, packaging or advertising. We strive to bring innovations to market more swiftly than ever before. Following the completion of a major reorganisation of our R&D activities, we have concentrated research and
development in global and regional centres in order to make the very best use of our resources and create centres which are innovation powerhouses. We are also increasingly working on fewer, larger scale projects, having carefully chosen those that
we think will deliver the most value to the business either in terms of product sales or margin improvements.




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Recent developments include Amaze Brainfood a range of nutritious
snacks and drinks that are specifically designed to support mental development
in children. The 2006 launch was the result of a €40 million, four-year R&D
project.
Already selling well in Turkey, Amazeis expected to launch in India in
2008. We have also developed a breakthrough technology that includes the use of Ice Structuring Proteins (ISP) in ice cream. This enables a wide range of ice cream innovations, including
significantly healthier options and better quality ice cream. Ice creams that contain ISP are available in a number of countries in the Americas and Asia Africa regions. For Europe, regulatory approval is being sought under the EC Novel Foods
Regulation. In the kitchen, new Sunlighthand dishwashing liquid keeps working on
the sponge for longer because it turns to gel on contact with water. Its ultra-concentrated
formula uses less water in the production process and less packaging. It is being
rolled out in eight countries. And the environmentally friendly lightweight design
and fast-drying formulation of our new roll-on deodorant, launched under the Rexona, Axeand Dovebrands,
also proved popular with
consumers. This year also saw the simultaneous launch in a number of countries of Clearanti-dandruff
shampoo with superior anti-dandruff active delivery technology. Its formulation
is based on one common chassis with add-on refinements for different
scalp and hair types. Brands with missionsOur
brands have the power to change peoples lives for the better. The second-biggest preventable killer of children in the world is diarrhoea,
and yet simple hand-washing with soap can cut diarrhoeal diseases significantly.
In 2007, in partnership with UNICEF, we piloted an education programme for schoolchildren
in Uganda highlighting the importance of hand-washing with soap, underpinned
by our soap brand Lifebuoy. Coupled with this, the Unilever Marketing
Academy helped develop health promotion campaigns in Kenya, Tanzania and Uganda.
During the year the brand grew by 9%. Throughout the year, our Goodness of Margarine campaign spread the message in Europe that margarine contains essential fats and vitamins helpful in maintaining a healthy heart. The
results were excellent and the campaign is rolling out further in 2008.


The Family Goodnessspreads brand is raising funds as part of our three-year
partnership with the World Food Programme (WFP) to provide nutritious school
meals for children living in poverty. We are also sharing our nutrition and hygiene
expertise and helping WFP develop a school education campaign as well as review
the need for fortified foods. Meanwhile, a major healthy eating campaign, Knorr Eat Colour, encouraged
consumers to eat colourful vegetables, with the help of a range of new colour-themed
products. The campaign was based on the insight that vegetables bright
hues indicate the
presence of different beneficial antioxidants. The DoveCampaign for Real Beauty made strides in its mission to raise
the self-esteem of women. By the end of 2008 the DoveSelf-Esteem Fund
aims to have reached 1 million young girls in 20 countries through partnerships
with organisations such as the Eating Disorders Association and Girl Scouts of
America. Sales of Doveproducts are growing rapidly. Our Dirt is Good positioning  which is used across countries on our main
brands including Persil, Omoand Skip is also flourishing.
It
promotes childrens learning and development through physical activity  while
the brands innovative formulations mean parents dont need to worry
about getting their childrens
clothes clean after outdoor play. Other highlights in 2007Unilever took a historic step
    in 2007 when it committed to buying all its tea from sustainable, ethical
    sources  transforming the tea industry and improving the crops, income
    and livelihood of 2 million people across three continents. Lipton,
    the worlds largest tea brand, and PG Tips, one of the UKs
    leading brands, became the first to carry the Rainforest Alliance logo, showing
    they meet the independent organisations strict sustainability criteria
     covering areas such as wildlife protection, water conservation and
    fair treatment of workers. The first certified tea was supplied to restaurants
    and the catering trade in Europe; all Liptontea bags sold globally
    are expected to be certified by 2015. One of our top priorities in 2007 was the simultaneous launch of Clearanti-dandruff
shampoo in a number of countries  China, Russia, Brazil (three of the biggest
hair care markets in the world), the Philippines, Pakistan, Egypt and Arabia.
The brand has an innovative formula with superior anti-dandruff active delivery
technology and is our first major Asian hair brand mix to go global. Its success
shows the power of a centralised, consistent global approach to packaging, formulation
and marketing. Clearshampoo is now winning consumer preference in all
its markets and there are plans to consolidate growth while continuing its global
roll-out in 2008.




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Magnum Temptationice
    cream offered European consumers the ultimate indulgence: a sensual shape
    containing Madagascan vanilla ice cream, caramel sauce and almond pieces,
    wrapped in Belgian dark chocolate. It has the highest quantity of added extras ever
    contained in a Magnum, thanks to new technology which involves bringing together two mould halves around the stick. Launched in
Italy, Spain, Switzerland and Portugal, Magnum Temptationis
the first expression of the
brands long-term super premium platform. European consumers were given a powerful new weapon in the fight against limescale and germs, with the launch of Domestos Zero Limescalebleach. Its development was inspired by research showing that many more germs are present in
toilets with limescale because germs cluster there, protecting themselves from being washed away. Its three-times-thicker formulation helps Domestos Zero Limescalebleach stick to and destroy limescale, even on vertical surfaces. Mayonnaise lovers in Latin America responded enthusiastically to a campaign
  highlighting the health benefits of Hellmanns Light,a variant
  of global leader Hellmanns. The campaign, aired in Argentina,
  Chile and Brazil, made consumers aware that three spoonfuls of Hellmanns
  Lightmayonnaise contain the same calories as one spoonful of olive oil.
  Underlying sales growth for the year was outstanding, particularly in Argentina
  and Brazil.


The newly launched Dove pro•agerange proved popular among women aged 50 and over in North America and
    Europe. The multimedia campaign, shot by top celebrity photographer Annie
    Leibovitz, featured middle-aged women looking natural, gorgeous  and
    completely naked. The pro•agerange does not make unrealistic
    anti-ageing promises, but instead meets the specific hair and skin care needs
    of older consumers. In Chinese households soup is a part of many peoples daily diet. Knorr
  Bouillon Gel, launched in China under the Knorr Dense Soup Treasurename,
  captured the imagination of consumers eager to replicate the nutritional benefits
  of home-boiled soup without the hassle. Made with high-quality fresh ingredients,
  the gel reverts to dense-textured soup when stirred into boiling water, into
  which consumers can add their own choice of fresh vegetables. Axe/Lynx, the worlds second-largest deodorant brand, made a triumphant entry into the Japanese
market and quickly became the countrys top-selling male deodorant. The launch followed an extensive study of the young Japanese male, examining his attitude towards dating, use of deodorants and purchasing habits. The brands
range was given a substantial makeover in 2007 to ensure packaging and formulations
are consistent the world over.




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|Report of the Directorscontinued
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|Financial Review                
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Basis of reportingCertain
discussions within this Financial Review include measures that are not defined
by generally accepted accounting principles (GAAP) such as IFRS. These include
Ungeared Free Cash Flow (UFCF), Return on Invested Capital (ROIC), Underlying
Sales Growth (USG), and Net Debt. For further information please refer to the
section entitled Non-GAAP measures on page 29. The accounting policies that are most significant in connection with our financial reporting are set out on pages 27 and 28. Foreign currency amounts for results and cash
flows are translated from underlying local currencies into euros using annual
average exchange rates; balance sheet amounts are translated  at year-end rates
except for the ordinary capital of the two parent companies. These are translated
at the rate referred to in the Equalisation Agreement of 31/9p = € 0.16 (see Corporate
governance on page 40). Results and earnings per shareThe following discussion summarises the results of the Group during the years 2007, 2006 and 2005. The figures quoted are in euros, at current rates of exchange, being the average or
year-end rates of each period, unless otherwise stated. Information about exchange rates between the euro, pound sterling and US dollar is given on page 132. The results reflected in the consolidated income statement and supporting notes arise from the Groups continuing operations. In 2007, no disposals qualified to be disclosed as
discontinued operations. During 2006, we successfully completed the sale of the majority of our European frozen foods businesses. The results of the businesses disposed of have been presented as discontinued operations for 2005, and in 2006 for the
period up to the date of sale. During 2005, we completed the sale of Unilever Cosmetics International (UCI) to Coty Inc., United States. The results of UCI are presented as discontinued operations for 2005 for the period up to the date of
sale. € million
	
	€ million
	
	€million2007
	
	2006
	
	2005Continuing operations:Turnover
	40 187
	
	39 642
	
	38 401Operating profit
	5 245
	
	5 408
	
	5 074Net profit
	4 056
	
	3 685
	
	3 335Net profit from discontinued operations
	80
	
	1 330
	
	640Net profit  total
	4 136
	
	5 015
	
	3 975€
  
  €
  
  €2007
	
	2006
	
	2005EPS  continuing operations
	1.32
	
	1.19
	
	1.07EPS  total
	1.35
	
	1.65
	
	1.29 Results for 2007 compared with 2006Turnover for the period increased
    by 1.4% to €40 187 million. The increase was a consequence of USG of
    5.5% in the year, offset by unfavourable currency movements of (3.1)% and
    the impact of disposals of (0.9)% . The USG was a result of both price and
    volume increases, respectively contributing 1.8% and 3.7% . Operating profit
    for the year was 3% lower and the operating margin at 13.1% was 0.5 percentage
    points lower than a year ago. The lower margin and operating profit were due
    to a higher net charge for restructuring, disposals and one-off items. Before
    the impact of these items, the operating margin showed an underlying increase
    of 0.2 percentage points. Savings and price increases more than offset significant
    increases in product input costs. Advertising and promotions as a percentage
    of sales was in line with last year. An overview of performance by regions
    is included in the Operating Review on pages 15 to 19.


The net charge for restructuring, disposals and one-off items in 2007 was €569 million. This was made up of restructuring charges of €875 million, partly offset by disposal profits of
€297 million and other items of €9 million. The disposal profits include €214 million arising from the reorganisation of our interests in South Africa and Israel, which was a fair value economic swap that resulted in an accounting profit. In
comparison, the net charge for restructuring, disposals and one-off items in 2006 was €242 million. Costs of financing net borrowings were 13% lower in the year with the impact of movements in the US dollar exchange rate more than offsetting higher rates. The credit on pensions
financing increased to €158 million, reflecting an improved funding position of our schemes in 2007 compared with 2006. The tax rate was 22% for the year, compared with 24% in 2006, and benefited from the favourable settlement of prior year tax audits. We also benefited from a lower tax charge on
disposals during 2007. Our share in net profit from joint ventures increased by 31% in the year, mainly driven by continuing strong growth in the partnerships between Lipton and PepsiCo for ready-to-drink
tea. For the full year, net profit from continuing operations grew by 10%, while EPS on the same basis grew by 12%. Net profit, including discontinued operations, was 18% lower than prior year, which included the profit on disposal of European frozen foods businesses in the fourth quarter. ROIC was 12.7% in 2007. This represented an improvement from 11.5% in 2006, adjusted for the profit on disposal of European frozen foods businesses. Results for 2006 compared with 2005Turnover for the period increased
    by 3.2% to €39 642 million. The increase was driven by USG of 3.8%,
    with contributions from both volume and price, as well as favourable currency
    effects of 0.3%. Offsetting the increase was the impact of disposals of (0.8)%
    in the period. Operating profit for the period increased by
    7% to €5 408 million with operating margin increasing to 13.6%, up by
    0.4 percentage points compared with 2005. This was after charging restructuring,
    disposals and impairments costs equivalent to 1.3 percentage points of sales
    (compared with 1.5 percentage points in 2005). It also included €266
    million of one-off gains from changes to US healthcare and UK pension plans,
    equivalent to 0.7 percentage points of sales. Before these items, and the
    profit on the sale of an office in the US in 2005, the operating margin would
    have been 0.3 percentage points lower than the prior year. Gross margins held
    steady during the year, with supply chain savings programmes, pricing action
    and a positive mix fully offsetting around €600 million of higher input
    costs. Investment in advertising and promotions increased by nearly €300
    million, from 12.8% to 13.1% of sales.




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Net finance costs were 18% higher in the year at€721
  million. 2006 includes the provision of€300
  million relating to preference shares. The costs of financing net borrowings
  were lower than prior year with
  the benefit of a lower level of debt. Pensions financing, which was a net expense
  of€53
  million in 2005, showed a net income of€41
  million in 2006, reflecting a lower
gross pension fund deficit. The tax rate for the year was 24%, compared with 26% in 2005, including the
  benefits of a better country mix. Share of net profit from joint ventures was ahead of the prior year due to
  the continued growth in the partnerships between Liptonand PepsiCo
  for ready-to-drink tea. Share of net profit from associates increased significantly
  compared with the prior year, principally because of the placement of equity
  by one of our venture capital fund investments. Net profit and earnings per share from continuing operations grew by 10% and
  11% respectively in 2006. Including the profits of the discontinued operations,
  net profit and earnings per
share increased by 26% and 27% respectively. ROIC increased from 12.5% in 2005 to 14.6%
    in 2006. Both years included significant profits from the sale of discontinued
    operations. Excluding these, ROIC increased from 11.3% to 11.5%. Acquisitions and disposals 2007During 2007, we reached agreement with our partners in South Africa and Israel to exchange respective shareholdings such that Unilever now own 74.25% of a newly combined South African
entity and 100% of Unilever Israel. The share swaps were effected as at 1 October 2007 and as a result we recognised a gain on disposal of€214
million. On 1 January 2007, Unilever completed the restructuring of its Portuguese businesses.
  The result of the reorganisation is that Unilever now has a 55% share of the
  combined Portuguese
entity, called Unilever Jerónimo Martins. The combined business includes
the foods and home and personal care businesses. The remaining 45% is held by
Jerónimo Martins Group. The structure of the agreement is such that there
is joint control of the newly formed entity and therefore it is accounted for
by Unilever as a
joint venture. Other business disposals in 2007 involved the sale of local Brazilian margarine
brands. To further develop our heart health brand margarine Becelin Brazil
we have established a joint venture with Perdigão.


During the year, we announced the disposal of Boursin
  to Le Groupe Bel for€400
  million, and the disposal of Lawrys and Adolphs seasoning blends and marinades business to
McCormick and Company for US $605 million. Both will be effective during
2008 (see note 33 on page 121 for further details). Furthermore, we announced
plans to dispose of our North American laundry business, the process for which
is
ongoing. In 2007 we purchased minority interests in several countries, including Greece
  and India. 2006On 4 September 2006, Unilever
    announced a public offer to purchase all ordinary shares of Elais-Unilever
    S.A. held by third party shareholders. Elais-Unilever S.A. was reported as
    a subsidiary and is Unilevers main foods business in Greece. The offer
    price was€24.50
    per share, with the public offer closing on 25 October 2006. A total of 2
    234 692 shares were purchased by the end of 2006, increasing Unilevers
    ownership of Elais-Unilever S.A. to 83.52%. This shareholding was increased
    to 99.2% as at 31 December 2007. On 3 November 2006 we announced the completion of the sale of the majority of our frozen foods businesses in Europe to the Permira Funds. Unilever received proceeds of€1.7
  billion, and recorded a profit on disposal of€1.2
  billion. The businesses sold included operations in Austria, Belgium, France,
  Germany, Ireland, the Netherlands,
Portugal and the United Kingdom. In 2006 we disposed of various other businesses and brands with a combined turnover of around€280
  million, including Mora in the Netherlands and Belgium, Finesse in North America
  and
Nihar in India. 2005There were no material acquisitions
during 2005. On 11 July 2005, we completed the sale of our Prestige fragrance business,
  UCI, to Coty Inc. of the United States. Unilever received US $800 million
  in cash, with the opportunity for further deferred payments contingent upon
  future sales. Additional payments have been made by Coty Inc. since the disposal,
  and during 2007 we recorded
a receivable for the future payments expected. Business disposals in 2005 included Stanton Oil in the UK and Ireland, Dextro in various countries in Europe, Opal in Peru, Karo and Knax in Mexico, spreads and cooking products in
Australia and New Zealand, Crispa, Mentadent, Marmite, Bovril and Maizena in South Africa, frozen pizza in Austria, Biopon in Hungary and tea plantations in India. The combined annual turnover of these businesses was approximately€200
million. In March 2005 Unilever carried out a previous
    phase of the restructuring of its Portuguese foods business. Before the restructuring
    Unilever Portugal held an interest in FIMA/VG  Distribuição
    de Produtos Alimentares, Lda. (FIMA) foods business, a joint venture with
    Jerónimo Martins Group  in addition to its wholly owned Bestfoods
    business acquired in 2000. As a result of the transaction the two foods businesses
     FIMA and Unilever Bestfoods Portugal  were unified and the joint
    venture stakes were re-balanced so that Unilever held 49% of the combined
    foods business and Jerónimo Martins Group 51%.




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|Report of the Directors
      continued
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|Financial Review
      continued       
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|                                       

Dividends
  and market capitalisation Dividends per share Per €0.16
      
      
      
      Per 31/9pNV ordinary share
      
      PLC ordinary share€
      
      €
      
      pence
      
      pence2007
      
      2006
      
      2007
      
      2006Interim
      0.25
      
      0.23
      
      17.00
      
      15.62Final
      
      
      0.47
      
      
      
      32.04Proposed final
      0.50
      
      
      
      34.11
      
      One-off
      
      
      0.26
      
      
      
      17.66 Final dividends for 2007 are subject to approval
  at the Annual General Meetings. If approved, this will bring the total regular
  dividend to €0.75 per share for NV and 51.11p for PLC, an increase of
  7% excluding the additional one-off payment of €751 million made in 2006.
  In accordance with IFRS, no provision for the amount of this dividend, estimated
  as €1 427 million, has been recognised in the financial statements for
  the year ended 31 December 2007. The €1.5 billion share buy-back programme
  announced in March 2007 was completed by the end of the year. A further programme
  of at least €1.5 billion is planned for 2008. Unilevers combined market capitalisation
  at 31 December 2007 was €72.5 billion (2006: €60.5 billion). Balance
  sheet € million
    
    € million2007
    
    2006Goodwill and intangible assets
      16 755
    
      17 206Other non-current assets
    10 619
    
    10 365Current assets
    9 928
    
    9 501Current liabilities
    (13 559
    )
    (13 884
    )23 743
    
    23 188Non-current liabilities
    10 924
    
    11 516Shareholders equity
    12 387
    
    11 230Minority interest
    432
    
    44223 743
    
    23 188 Goodwill and intangibles at 31 December 2007
  were €0.5 billion lower than in 2006. The movement was because of currency
  movements and acquisition and disposal activity. Property, plant and equipment
  was at a similar level to last year. The increase in other non-current assets
  of €0.2 billion is principally explained by the capital injection in the
  international Pepsi/Lipton partnership which is extended, effective 1 January
  2008, and by the improved funding position of our pension funds. This improvement
  results from accelerated funding contributions and increases in asset values.
  Inventories and trade receivables show little movement when compared with the
  prior year. Current liabilities decreased by €0.3
  billion compared with 2006. This decrease is because of a €0.3 billion
  reduction in current financial liabilities, an increase of €0.2 billion
  in trade payables and other current liabilities and a decrease of €0.2
  billion in current tax liabilities. Non-current liabilities have decreased by €0.6 billion compared with 2006. The movement is explained by an increase of €1.1 billion in financial liabilities due after more than one year,
offset by a decrease in pensions and post-retirement healthcare liabilities of €1.7 billion.


The increase in financial liabilities is because of the refinancing activity during 2007, offset to some extent by the appreciation of the euro against the US dollar, as a significant
portion of our financial liabilities are US dollar denominated. The currency distribution of total financial liabilities was as follows: 53% in US dollars (2006: 69%), and 32% in euros (2006: 24%), the remainder spread across a number of countries. The funding position of the Groups main
  pension arrangements has improved since the end of 2006 due largely to accelerated
  funding contributions and reduced liabilities from higher discount rates, net
  of slightly increased inflation and life expectancy assumptions. The overall
  net liability for all arrangements was €1.1 billion at the end of 2007,
  a reduction from €3.1 billion at 31 December 2006. Funded schemes show
  an aggregate surplus of €1.2 billion, while unfunded arrangements show
  a liability of €2.3 billion. During 2007, some previously unfunded arrangements
  were partially funded with €0.3 billion reported as part of contributions
  paid. The movement of the Groups pension funding position has resulted
  in a release of €0.5 billion of related deferred tax asset. Unilever manages interest rate and currency exposures based on the net debt position. Taking into account the various cross currency swaps and other derivatives, 61% of Unilevers
net debt was in US dollars (2006: 81%) and 32% in euros (2006: 25%) and ((18)%  financial assets) in sterling (2006: (33)%), with the remainder spread over a large number of other currencies. Unilever has committed credit facilities in place to support its commercial paper programmes and for general corporate purposes. The undrawn committed credit facilities in place at the
end of 2007 were: bilateral committed credit facilities totalling US $3.6 billion, bilateral notes commitments totalling US $0.2 billion and bilateral money market commitments totalling US $1.7 billion. Further details regarding these
facilities are given in note 17 on page 97. During 2007, a €750 million floating
  rate bond was issued with a maturity date of 29 May 2009, a US $500 million
  extendible floating rate bond was issued having an initial maturity date of
  11 July 2008 and a final maturity date of 11 June 2012 and a €750 million
  fixed rate 4.625% Eurobond was issued with a maturity of five years. During
  2007 Unilever repaid amongst others the 4.25% €1 000 million euro bonds
  and the 5% US $650 million bonds. Total shareholders equity has increased
  by €1.2 billion in the year. Net profit added €3.9 billion and currency
  and fair value/actuarial gains added €0.2 billion. Dividends paid in the
  year totalled €2.1 billion and there was an adverse effect of €1.1
  billion as a result of higher treasury stock, explained by the share buy-back
  programme of €1.5 billion and the €(0.4) billion effect of the exercise
  of share options. Unilever is satisfied that its financing arrangements are adequate to meet its working capital needs for the foreseeable future. Unilevers contractual obligations at the end of 2007 included capital expenditure commitments, borrowings, lease commitments and other commitments. A summary of certain
contractual obligations at 31 December 2007 is provided in the table below. Further details are set out in the following notes to the accounts: note 10 on page 88, note 16 on page 94, note 17 on pages 97 to 101 and note 25 on page 112.




|UnileverAnnual Report on Form 20-F 2007 | 25
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|                                       
|Report of the Directors
      continued
|                                       
|                                       
|Financial Review
      continued       
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|                                       

Contractual obligations at 31 December 2007 € million
    
    € million
    
    € million
    
    € million
    
    € millionDue
    
    
    
    
    
    Due inwithin
    
    Due in
    
    Due in
    
    overTotal
    
    one year
    
    1-3 years
    
    3-5 years
    
    5 yearsLong-term debt
      5 851
    
      632
    
      2 367
    
      792
    
      2 060Operating lease obligations
    1 663
    
    363
    
    527
    
    332
    
    441Purchase
          obligations(a)
    299
    
    234
    
    46
    
    17
    
    2Finance leases
    520
    
    82
    
    77
    
    48
    
    313Other long-term commitments
    1 454
    
    412
    
    488
    
    404
    
    150 (a)
    Raw and packaging materials
      and finished goods. Off-balance sheet arrangementsIFRS interpretation SIC 12 requires
  that entities with which we have relationships are considered for consolidation
  in the consolidated accounts based on relative sharing of economic risks and
  rewards rather than based solely on share ownership and voting rights. We periodically
  review our contractual arrangements with potential special purpose entities
  (SPEs) as defined by SIC 12. The most recent review has concluded that that
  there are no significant SPE relationships which are not already appropriately
  reflected in the accounts. Information concerning guarantees given by the Group
  is stated in note 25 on page 112. Cash flow € million
    
    € million
    
    € million2007
    
    2006
    
    2005Net
        cash flow from operating activities
    3 876
    
    4 511
    
    4 353Net
        cash flow from/(used in) investing activities
    (623
    )
    1 155
    
    515Net
        cash flow from/(used in) financing activities
    (3 009
    )
    (6 572
    )
    (4 821
    )Net
        increase/(decrease) in cash and cash equivalents
    244
    
    (906
    )
    47 Cash and cash equivalents at 31 December 2007
    were €0.2 billion higher than at 31 December 2006. Net cash flow from
    operating activities, at €3.9 billion, was €0.6 billion lower
    than in 2006 because of higher cash costs of restructuring and increased income
    tax payments. Income tax paid was €0.2 billion higher than in 2006 because
    of the timing of payments. Taking the last two years together, cash tax paid
    was at a similar level to the tax charges in the income statement. There was
    a further small improvement in working capital. The movement of €1.8 billion in net cash
    flow used in investing activities when compared with 2006 is explained by
    the decrease in completed disposal activity in the year and a small increase
    in net capital expenditure. The increase in net capital expenditure was entirely
    in Asia Africa, supporting the priority for growth in the region.


The decrease of €3.6 billion cash used
    in financing activities from 2006 is a consequence of the changes in financial
    liabilities of €4.6 billion, offset by the impact of the treasury stock
    movement. The net €1.1 billion movement in treasury stocks reflects
    the net effect of share buy-backs of €1.5 billion and the exercise of
    share options of €(0.4) billion. At 31 December 2007, the net debt position
    was €8.3 billion, an increase of €0.8 billion compared with 2006.
    The increase is due to the fact that cash generation was more than offset
    by the outflows relating to dividends, share buy-backs and additional pension
    funding. We also benefited from the appreciation of the euro against the US
    dollar. Finance and liquidityUnilever aims to be in the top third
  of a reference group including 20 other international consumer goods companies
  for Total Shareholder Return, as explained on page 32. The Groups financial
  strategy supports this objective and provides the financial flexibility to meet
  its strategic and day-to-day needs. The key elements of the financial strategy
  are: •
    appropriate access to equity and debt
      capital;•
    sufficient flexibility for acquisitions
      that we fund out of current cash flows;•
    A1/P1 short-term credit rating;•
    sufficient resilience against economic
      turmoil; and•
    optimal weighted average cost of capital,
      given the constraints above. Unilever aims to concentrate cash in the parent and finance companies in order to ensure maximum flexibility in meeting changing business needs. Operating subsidiaries are financed
through the mix of retained earnings, third-party borrowings and loans from parent and group financing companies that is most appropriate to the particular country and business concerned. Unilever maintains access to global debt markets through an
infrastructure of short-term debt programmes (principally US domestic and euro commercial paper programmes) and long-term debt programmes (principally a US Shelf registration and euromarket Debt Issuance Programme). Debt in the international markets
is, in general, issued in the name of NV, PLC, Unilever Finance International BV or Unilever Capital Corporation. NV and PLC will normally guarantee such debt where they are not the issuer. Unilever has been unaffected by the credit issues prevalent in some financial markets and we have been able to raise debt as required to fulfil our capital requirements. TreasuryUnilever Treasurys role is to
  ensure that appropriate financing is available for all value-creating investments.
  Additionally, Treasury delivers financial services to allow operating companies
  to manage their financial transactions and exposures in an efficient, timely
  and low-cost manner.




|26 | UnileverAnnual Report on Form 20-F 2007
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|                                       
|Report of the Directors
      continued
|                                       
|                                       
|Financial Review
      continued       
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|                                       

Unilever Treasury operates as a service centre
  and is governed by policies and plans approved by the Boards. In addition to
  policies, guidelines and exposure limits, a system of authorities and extensive
  independent reporting covers all major areas of activity. Performance is monitored
  closely. Reviews are undertaken by the corporate internal audit function. The key financial instruments used by Unilever are short- and long-term borrowings, cash and cash equivalents and certain straightforward derivative instruments, principally comprising
interest rate swaps and foreign exchange contracts. The accounting for derivative instruments is discussed in note 1 on page 74. The use of leveraged instruments is not permitted. Other relevant disclosures are given in notes 15, 16 and 17 on pages 92, 94 and 97. Unilever Treasury manages a variety of market risks, including the effects of changes in foreign exchange rates, interest rates and liquidity. Further details of the management of these
risks are given in note 17 on page 97. Pensions investment strategyThe Groups investment strategy
  in respect of its funded pension plans is implemented within the framework of
  the various statutory requirements of the territories where the plans are based.
  The Group has developed policy guidelines for the allocation of assets to different
  classes with the objective of controlling risk and maintaining the right balance
  between risk and long-term returns in order to limit the cost to the Group of
  the benefits provided. To achieve this, investments are well diversified, such
  that the failure of any single investment would not have a material impact on
  the overall level of assets. The plans invest the largest proportion of the
  assets in equities, which the Group believes offer the best returns over the
  long term commensurate with an acceptable level of risk. The pension funds also
  have a proportion of assets invested in property, bonds, hedge funds and cash.
  The majority of the assets are managed by a number of external fund managers
  with a small proportion managed in-house. Unilever has a pooled investment vehicle
  (Univest) which it believes offers its pension plans around the world a simplified
  externally managed investment vehicle to implement their strategic asset allocation
  models currently for equities and hedge funds. The aim is to provide a high
  quality, well diversified risk controlled vehicle. Significant events after
  the balance sheet dateEffective
  1 January 2008, Unilever and PepsiCo have entered into an expanded international
  partnership for the marketing and distribution of ready-to-drink tea products
  under theLiptonbrand.
  The new agreement adds 11 counties to the partnerships existing Lipton
  ready-to-drink tea business  eight in Europe (Germany, Italy, France,
  Netherlands, Switzerland, Austria, Belgium and Portugal) as well as Korea, Taiwan
  and South Africa. On 5 November 2007, Unilever announced the
    disposal ofBoursin to Le Groupe Bel
    for €400 million. The sale was effective on 3 January 2008.


On 4 February 2008, we announced that we had reached an agreement to acquire the leading Russian ice cream business Inmarko, for an undisclosed amount. The deal is subject to regulatory
approval and is expected to be completed in the first half of 2008. On 11 February 2008, Unilever announced a share
    buy-back programme of at least €1.5 billion for 2008. On 21 February 2008, Unilever launched a bond composed of two tranches; i) CHF 250 million fixed rate bond which will mature in four years, and ii) CHF 350 million fixed rate bond which
will mature in seven years. Completion is expected in late March 2008. On 28 February 2008 Unilever announced a number of changes affecting its organisation. As a further extension of the One Unilever programme, Foods and Home and Personal Care will be
combined into a single category structure. To reflect our strategic focus on growth in developing markets, operations in Central and Eastern Europe will be managed as part of an enlarged region comprising Asia, Africa and Central and Eastern Europe,
with Western Europe becoming a separate region. A number of Board and senior executive changes were announced simultaneously. Kees van der Graaf will step down from the Boards of Unilever and from his role as President Europe at the
AGMs on 14 and 15 May 2008. Ralph Kugler, President Home and Personal Care, will similarly step down at the AGMs. Harish Manwani, currently President Asia Africa, will lead the new expanded region. Doug Baillie, previously Chief Executive Officer of
Hindustan Unilever, will join the Unilever Executive as President Western Europe. The roles of President Home and Personal Care and President Foods will be merged under the leadership of Vindi Banga, currently President Foods. Critical accounting policiesThe accounts presented comply in all
  material respects with IFRS as adopted by the EU and with UK and Dutch law.
  They are also in accordance with IFRS as issued by the International Accounting
  Standards Board. To prepare these accounts, we are required to make estimates
  and assumptions, using judgement based on available information, including historical
  experience. These estimates and assumptions are reasonable and are re-evaluated
  on an ongoing basis. However, actual amounts and results could differ. Critical
  accounting policies are those which are most important to the portrayal of Unilevers
  financial position and results of operations. Some of these policies require
  difficult, subjective or complex judgements from management, the most important
  being: Goodwill and intangible assetsImpairment reviews in respect of goodwill
  and indefinite-lived intangible assets are performed at least annually. More
  regular reviews, and impairment reviews in respect of other assets, are performed
  if events indicate that this is necessary. Impairment reviews are performed
  by comparing the carrying value of the asset concerned to that assets
  recoverable amount (being the higher of value in use and fair value less costs
  to sell). Value in use is a valuation derived from discounted future cash flows.
  The most important assumptions when preparing these forecast cash flows are
  long-term growth rates and discount rates. These are challenged at least anually
  and although these are believed to be appropriate, changes in these assumptions
  could change the outcomes of the impairment reviews.




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|Report of the Directors continued
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|Financial Review continued       
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The most significant balances of goodwill and intangible assets relate to the global savoury and dressings sub-product group. We have reviewed the carrying value of this cash generating
unit by considering expected future cash flows based on historical experience and planned growth rates and margins for this product group. No significant impairment losses have been identified in 2007. Please refer also to note 9 on page 86. Financial instrumentsFinancial instruments are classified according to the purpose for which the instruments were acquired. This gives rise to the following classes: held-to-maturity investments, loans and
receivables, available-for-sale financial assets and financial assets at fair value through profit or loss. Please refer to note 1 on pages 73 and 74 for a description of each of these categories. Derivative financial instruments are reported at fair value, with changes in fair values booked through profit or loss unless the derivatives are designated and effective as hedges of
future cash flows, in which case the changes are recognised directly in equity. At the time the hedged cash flow results in the recognition of an asset or a liability, the associated gains or losses on the derivative that had previously been
recognised in equity are included in the initial measurement of the asset or liability. For hedged items that do not result in the recognition of an asset or liability, amounts deferred in equity are recognised in the income statement in the same
period in which the hedged item affects net profit or loss. Changes in fair value of net investment hedges in relation to foreign subsidiaries are recognised directly in equity. Pensions and similar obligationsThe assets and liabilities of the plans are recognised at fair values in the balance sheet. Pension accounting requires certain assumptions to be made in order to value our obligations and to determine the charges to be made to the income statement. These figures are
particularly sensitive to assumptions for discount rates, inflation rates, mortality rates and expected long-term rates of return on assets. Information about sensitivity to certain of these assumptions is given in note 20 on page 103 and
104.


The following table sets out these assumptions (except for mortality rates), as at 31 December 2007, in respect of the four largest Unilever pension plans. Further details of
assumptions (including mortality rates) made are given in note 20 on pages 103 and 104. %
	
	%
	
	%
	
	%Nether-
	
	UnitedUK
	
	lands
	
	States
	
	GermanyDiscount rate
	5.8
	
	5.5
	
	5.9
	
	5.5Inflation
	3.0
	
	1.9
	
	2.3
	
	1.9Expected long-term rate of return:Equities
	8.0
	
	8.1
	
	7.8
	
	8.1Bonds
	5.0
	
	4.7
	
	4.5
	
	4.7Property
	6.5
	
	6.6
	
	6.3
	
	6.6Others
	6.3
	
	4.1
	
	3.7
	
	5.8 These assumptions are set by reference to market conditions at the valuation date. Actual experience may differ from the assumptions made. The effects of such differences are recognised
through the statement of recognised income and expense. Demographic assumptions, such as mortality rates, are set having regard to the latest trends in life expectancy, plan experience and other relevant data. The assumptions are reviewed
and updated as necessary as part of the periodic actuarial valuation of the pension plans. Mortality assumptions for the four largest plans are given in more detail in note 20 on page 104. ProvisionsProvision is made, amongst other reasons, for legal matters, disputed indirect taxes, employee termination costs and restructuring where a legal or constructive obligation exists at the
balance sheet date and a reliable estimate can be made of the likely outcome. Advertising and promotion costsExpenditure on items such as consumer promotions and trade advertising is charged against profit in the year in which it is incurred. At each balance sheet date, we are required to
estimate the part of expenditure incurred but not yet invoiced based on our knowledge of customer, consumer and promotional activity. Deferred taxFull provision is made for deferred taxation at the rates of tax prevailing at the year end unless future rates have been substantively enacted, as detailed in note 12 on page 91.
Deferred tax assets are regularly reviewed for recoverability, and a valuation allowance is established to the extent that recoverability is not considered likely.




|28 | UnileverAnnual
        Report on Form 20-F 2007
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|Report of the Directors continued
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|Financial Review continued       
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Non-GAAP measuresCertain discussions and analyses set out in this Annual Report on Form 20-F include measures which are not defined by generally accepted accounting principles (GAAP) such as IFRS. We
believe this information, along with comparable GAAP measurements, is useful to investors because it provides a basis for measuring our operating performance, ability to retire debt and invest in new business opportunities. Our management uses these
financial measures, along with the most directly comparable GAAP financial measures, in evaluating our operating performance and value creation. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial
information presented in compliance with GAAP. Non-GAAP financial measures as reported by us may not be comparable to similarly titled amounts reported by other companies. In the following sections we set out our definitions of the following non-GAAP measures and provide reconciliations to relevant GAAP measures: •
    Ungeared free cash flow;•
    Return on invested capital;•
    Underlying sales growth; and•
    Net debt. We set out Measures of long-term value creation as an introduction to the following section, in order to explain the relevance of the above measures. At the end of this
section we summarise the impact on Total Shareholder Return (TSR) which is a key metric. Measures of long-term value creationUnilevers
ambition for the creation of value for shareholders is measured by Total Shareholder
Return over a rolling three-year period compared with a peer group of 20 other
international consumer goods companies. Unilever believes that the contribution of the business to this objective can best be measured and communicated to investors through the following measures: •
    The delivery, over time, of Ungeared Free Cash Flow (UFCF), which expresses the translation of profit into cash,
and thus longer-term economic value; and•
    The development, over time, of Return on Invested Capital (ROIC), which expresses the returns generated on
capital invested in the Group. Unilever communicates progress against these measures annually, and management remuneration is aligned with these objectives. The UFCF over a three-year period is incorporated as a
performance element of Unilevers management incentive scheme.


UFCF and ROIC are non-GAAP measures. We comment on these in detail here since they are the way in which we communicate our ambition and monitor progress towards our longer-term value
creation goals and in order to: •
    improve transparency for investors;•
    assist investors in their assessment of the long-term value of Unilever;•
    ensure that the measures are fully understood in the light of how Unilever reviews long-term value creation for
shareholders;•
    properly define the metrics used and confirm their calculation;•
    share the metrics with all investors at the same time; and•
    disclose UFCF as it is one of the drivers of management remuneration and therefore management
behaviour. As investor measures, we believe that there are no GAAP measures directly comparable with UFCF and ROIC. However, in the tables on pages 30 and 31, we reconcile each as follows: UFCF to
cash flow from operating activities and also to net profit; ROIC to net profit. CautionUnilever cautions that, while UFCF and ROIC are widely used as tools for investment analysis, they are not defined terms under IFRS and therefore their definitions should be carefully
reviewed and understood by investors. Investors should be aware that their application may vary in practice and therefore these measures may not be fully comparable between companies. In particular: •
    We recognise that the usefulness of UFCF and ROIC as indicators of investment value is limited, as such
measures are based on historical information;•
    UFCF and ROIC measures are not intended to be a substitute for, or superior to, GAAP measures in the financial
statements;•
    The fact that ROIC is a ratio inherently limits its use, and management uses ROIC only for the purposes discussed
above. The relevance and use of net profit for the year (being the most relevant comparable GAAP measure) is clearly
more pervasive; and•
    UFCF is not the residual cash available to pay dividends but represents cash generated by the business and broadly
available to the providers of finance, both debt and equity.




|UnileverAnnual
        Report on Form 20-F 2007 | 29
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|                                 
|Report of the Directors continued
|                                 
|                                 
|Financial Review continued       
|                                 

Ungeared free cash flow (UFCF)UFCF expresses the generation of profit by the business and how this is translated into cash, and thus economic value. It is therefore not used as a liquidity measure within Unilever.
The movement in UFCF is used by Unilever to measure progress against our longer-term value creation goals as outlined to investors.

UFCF is cash flow from group operating activities, less net capital expenditure, less charges to operating profit for share-based compensation and pensions, and less tax (adjusted to
reflect an ungeared position and, in 2006, for the impact on profit on sales of frozen foods businesses), but before the financing of pensions.

In 2007, UFCF was €3.8 billion (2006:
€4.2 billion; 2005: €4.0
billion). The reconciliation of UFCF to the GAAP measures net profit and cash
flow
from operating activities is shown below.

The tax charge used in determining UFCF can be either the income statement tax charge or the actual cash taxes paid. Our consistently applied definition uses the income statement tax
charge in order to eliminate the impact of volatility due to the variable timing of payments around the year end. For 2006 the income statement tax charge on this basis was materially impacted by the tax effect of non-cash charges for the provision
for preference shares and certain other non-cash items. UFCF for 2007 based on actual cash tax paid would have been €3.6
billion (2006: €4.5
billion; 2005: €3.7
billion).

|                                                                                                   | € million |   | € million |   | € million |  
|-------------------------------------------------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|Ungeared free cash flow                                                                            | 2007      |   | 2006      |   | 2005      |  
|                                                                                                   |           |   |           |   |           |  
|Net profit                                                                                         | 4 136     |   | 5 015     |   | 3 975     |  
|Taxation                                                                                           | 1 137     |   | 1 332     |   | 1 301     |  
|Share of net profit of joint
    ventures/associates and other income from non-current investments | (191      | ) | (144      | ) | (55       | )
|Net finance costs                                                                                  | 252       |   | 725       |   | 618       |  
|Depreciation, amortisation and impairment                                                          | 943       |   | 982       |   | 1 274     |  
|Changes in working capital                                                                         | 27        |   | 87        |   | 193       |  
|Pensions charges in operating
    profit less payments                                             | (910      | ) | (1 038    | ) | (532      | )
|Movements in provisions less payments                                                              | 145       |   | 107       |   | (230      | )
|Elimination of profits on disposals                                                                | (459      | ) | (1 620    | ) | (789      | )
|Non-cash charge for share-based compensation                                                       | 118       |   | 120       |   | 192       |  
|Other adjustments                                                                                  | (10       | ) | 8         |   | (23       | )
|                                                                                                   |           |   |           |   |           |  
|Cash flow from operating activities                                                                | 5 188     |   | 5 574     |   | 5 924     |  
|                                                                                                   |           |   |           |   |           |  
|Less charge for share-based
    compensation                                                       | (118      | ) | (120      | ) | (192      | )
|Add back pension payments less pension charges in operating profit                                 | 910       |   | 1 038     |   | 532       |  
|Less net capital expenditure                                                                       | (983      | ) | (934      | ) | (813      | )
|                                                                                                   |           |   |           |   |           |  
|Less tax charge adjusted to reflect an ungeared position                                           | (1 228    | ) | (1 336    | ) | (1 440    | )
|                                                                                                   |           |   |           |   |           |  
|Taxation on profit                                                                                 | (1 137    | ) | (1 332    | ) | (1 301    | )
|Taxation
    on profit on sales of frozen foods businesses                                         |          |   | 159       |   |          |  
|Tax
    relief on net finance costs                                                                | (91       | ) | (163      | ) | (139      | )
|                                                                                                   |           |   |           |   |           |  
|Ungeared free cash flow                                                                            | 3 769     |   | 4 222     |   | 4 011     |  
|                                                                                                   |           |   |           |   |           |  



|30 | UnileverAnnual
        Report on Form 20-F 2007
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|                                 
|---------------------------------
|                                 
|Report of the Directors continued
|                                 
|                                 
|Financial Reviewcontinued        
|                                 

Return on invested capital (ROIC)ROIC expresses the returns generated on capital invested in the Group. The progression of ROIC is used by Unilever to measure progress against our longer-term value creation goals
outlined to investors.

ROIC is profit after tax but excluding net interest on net debt and impairment of goodwill and indefinite-lived intangible assets both net of tax, divided by average invested capital
for the year. Invested capital is the sum of property, plant and equipment and other non-current investments, software and finite-lived intangible assets, working capital, goodwill and indefinite-lived intangible assets at gross book value and
cumulative goodwill written off directly to reserves under an earlier accounting policy.

In 2007, ROIC was 12.7% (2006: 14.6%). The
  reconciliation of ROIC to the GAAP measure net profit is shown below.

There were no disposals of discontinued operations
  in 2007; the impact of such disposals in 2006 and 2005 was €1.2 billion
  and €0.5 billion respectively. ROIC is based on total business profit,
  including profit on such disposals. ROIC excluding this impact in 2007 is 12.7%
  (2006: 11.5%; 2005: 11.3%).

|                                                                                                    | € million |   | € million |   | € million |  
|--------------------------------------------------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|Return on invested capital                                                                          | 2007      |   | 2006      |   | 2005      |  
|                                                                                                    |           |   |           |   |           |  
|Net profit                                                                                          | 4 136     |   | 5 015     |   | 3 975     |  
|Add back net interest expense net of tax                                                            | 314       |   | 365       |   | 424       |  
|Add back impairment charges net of tax(a)                                                           | 1         |   | 15        |   | 245       |  
|                                                                                                    |           |   |           |   |           |  
|Profit after tax, before interest and impairment of goodwill and indefinite-lived intangible assets | 4 451     |   | 5 395     |   | 4 644     |  
|                                                                                                    |           |   |           |   |           |  
|Year-end positions for invested capital:                                                            |           |   |           |   |           |  
|Property, plant and equipment and other non-current investments                                     | 7 276     |   | 7 142     |   | 7 333     |  
|Software and finite-lived intangible assets                                                         | 590       |   | 608       |   | 642       |  
|Inventories                                                                                         | 3 894     |   | 3 796     |   | 4 107     |  
|Trade and other receivables                                                                         | 4 965     |   | 4 667     |   | 5 185     |  
|Trade payables and other creditors due within one year                                              | (8 545    | ) | (8 513    | ) | (8 782    | )
|Elements of invested capital included in assets and liabilities held for sale                       | 150       |   | 15        |   | 200       |  
|Goodwill and indefinite-lived intangible assets at gross book value                                 | 20 029    |   | 20 705    |   | 21 621    |  
|                                                                                                    |           |   |           |   |           |  
|Total                                                                                               | 28 359    |   | 28 420    |   | 30 306    |  
|                                                                                                    |           |   |           |   |           |  
|Add back cumulative goodwill written off directly to reserves                                       | 6 427     |   | 6 427     |   | 6 870     |  
|                                                                                                    |           |   |           |   |           |  
|Year-end invested capital                                                                           | 34 786    |   | 34 847    |   | 37 176    |  
|                                                                                                    |           |   |           |   |           |  
|Average invested capital for the year                                                               | 35 122    |   | 36 850    |   | 37 012    |  
|                                                                                                    |           |   |           |   |           |  
|Return on average invested capital                                                                  | 12.7      | % | 14.6      | % | 12.5      | %
|                                                                                                    |           |   |           |   |           |  
|Return on average invested capital excluding profit on disposal of discontinued operations          | 12.7      | % | 11.5      | % | 11.3      | %
|                                                                                                    |           |   |           |   |           |  

|(a) | Excluding write-downs of goodwill
        and indefinite-lived intangible assets taken in connection with business
    disposals.
|--- | ---------------------------------------------------------------------------------------------------------------------------------



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        Report on Form 20-F 2007 | 31
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|                                 
|Report of the Directors continued
|                                 
|                                 
|Financial Reviewcontinued        
|                                 
|                                 

Underlying sales growth (USG)USG reflects the change in revenue from continuing operations at constant rates of exchange, excluding the effects of acquisitions and disposals. It is a measure that provides valuable
additional information on the underlying performance of the business. In particular, it presents the organic growth of our business year on year and is used internally as a core measure of sales performance. The reconciliation of USG to changes in the GAAP measure turnover is as follows: 2007
	
	2006vs 2006
	
	vs 2005Underlying sales growth (%)
	5.5
	
	3.8Effect of acquisitions (%)
	0.1
	
	0.1Effect of disposals (%)
	(0.9
	)
	(0.8
	)Effect of exchange rates (%)
	(3.1
	)
	0.3Turnover growth (%)
	1.4
	
	3.2 Net debtNet
debt is defined as the excess of total financial liabilities, excluding trade
and other payables, over cash, cash equivalents and financial assets, excluding
amounts held for sale. It is a measure that provides valuable additional information
on the summary presentation of the Groups net financial liabilities and
is a measure in common use elsewhere. The net debt definition in our 2007 reporting
has not changed in substance from previous years, however, the terminology has
been updated to correspond with that appearing on the balance sheet. The reconciliation of net debt to the GAAP measure total financial liabilities is as follows: € million
	
	€ million2007
	
	2006Total financial liabilities
	(9 649
	)
	(8 835
	)Financial liabilities due within one year
	(4 166
	)
	(4 458
	)Financial liabilities due after one year
	(5 483
	)
	(4 377
	)Cash and cash equivalents as per balance sheet
	1 098
	
	1 039Cash
	      and cash equivalents as percash
	      flow statement
	901
	
	710Add bank overdrafts deducted therein
	197
	
	329Financial assets
	216
	
	273Net debt
	(8 335
	)
	(7 523
	)


Total Shareholder Return (TSR)TSR
measures the returns received by a shareholder, capturing both the increase in
share price and the value of dividend income (assuming dividends are re-invested).
Unilevers TSR
performance is compared with a peer group of competitors over a three-year rolling performance period. This period is sensitive enough to reflect changes but long enough to smooth out short-term volatility. The return is expressed in US dollars,
based on the equivalent US dollar share price for NV and PLC. US dollars were chosen to facilitate comparison with companies in Unilevers
chosen reference group. The choice of currency affects the absolute TSR but not
the relative ranking. Unilevers TSR target is to be in the top third of a reference group including 20 other international consumer goods companies on a three-year rolling basis. At the end of 2006 we
were positioned 13th, and at the end of 2007 the ranking was 8th. In 2007, the following companies formed
the peer group of comparative companies: Avon
	KraftBeiersdorf
	LionCadbury Schweppes
	LOréalClorox
	NestléCoca-Cola
	OrklaColgate
	PepsiCoDanone
	Procter & GambleHeinz
	Reckitt BenckiserKao
	Sara LeeKimberly-Clark
	Shiseido Unilevers position relative to the TSR reference group   The reference group, including Unilever, consists of 21 companies. Unilevers position is based on TSR over a three-year rolling period.




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        Report on Form 20-F 2007
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|                                 
|Report of the Directors continued
|                                 
|                                 
|Corporate governance             
|                                 
|                                 

Introduction Unilever
  aspires to high standards of corporate governance. We constantly keep our corporate
  governance arrangements under review. NV and PLC are subject to various corporate
  governance requirements and best practice codes, the most relevant being those
  in the Netherlands, the United Kingdom and the United States. It is Unilevers
  practice to comply, where practicable, with the highest level of these codes
  and respond to
  developments appropriately. The Unilever GroupUnilever N.V. and Unilever PLC are the two parent companies of the Unilever Group. Together with the group companies, NV and PLC operate effectively as a single economic entity. This is
achieved by a series of agreements between NV and PLC (the Foundation Agreements, see page 40), together with special provisions in the Articles of Association of NV and PLC. NV and PLC have the same Directors and adopt the same accounting
principles. Shareholders of both companies receive dividends on an equalised basis. NV and PLC and their group companies constitute a single reporting entity for the purposes of presenting consolidated accounts. Accordingly, the accounts of the
Unilever Group are presented by both NV and PLC as their respective consolidated accounts. NV and PLC have agreed to co-operate in all areas and ensure that all group companies act accordingly. NV and PLC are holding and service companies, and the business activity of
Unilever is carried out by their subsidiaries around the world. Shares in group companies may ultimately be held wholly by either NV or PLC, or jointly by the two companies, in varying proportions. NV was incorporated under the name Naamlooze Vennootschap Margarine Unie in the Netherlands in 1927. Its objects and purposes are set out in Article 2 of its Articles of Association.
PLC was incorporated under the name Lever Brothers Limited in England and Wales in 1894. Its objects and purposes can be found in Clause 3 of its Memorandum of Association. The two companies have different shareholder constituencies and shareholders
cannot convert or exchange the shares of one company for shares of the other. NV is listed in Amsterdam and New York. PLC is listed in London and New York. Unilever policiesThe implementation of and compliance with our governance structure is facilitated through a business-orientated policy framework. Unilever policies are universally applicable within the
Unilever Group. They are mandatory and have been developed to ensure consistency in key areas within our worldwide operations. They cover operational and functional matters, and govern how we run our business, in order to comply with applicable laws
and regulations. Unilever policies include: the Code of Business Principles, the Code of Ethics for Senior Financial Officers, the Compliance Manual for the Listing Rules and Disclosure and Transparency
Rules (including the Unilever Share Dealing Code), the Risk Management Policy, the Corporate Pensions Policy and the Accounting and Reporting Policy.


The Code of Business Principles is Unilevers statement of values and represents the standard of conduct we require from all of our employees. Our Code of Ethics applies to the
senior executive, financial and accounting officers and comprises the standards prescribed by the US Securities and Exchange Commission (SEC). The Code of Business Principles Hotline is a confidential way for employees to submit concerns regarding
accounting and auditing issues anonymously and handles all alleged violations of the Code of Business Principles. Copies of the Code of Business Principles, the Code of Ethics and the Share Dealing Code are posted on our website at
www.unilever.com/investorcentre/corpgovernance Our internal risk management and control systems are described on pages 13 and 14. Developments in corporate governanceFollowing his appointment as a Non-Executive Director at the AGMs in May 2007, Unilever appointed its first independent Non-Executive Chairman, Michael Treschow, in succession to Antony
Burgmans who retired as Chairman at those meetings. In September 2007, the offices of the Joint Secretaries came to an end, and the position of a single Group Secretary was introduced and adopted by the Boards. The text that follows describes the corporate governance arrangements operating within Unilever and the changes anticipated in 2008. More information on our corporate governance
arrangements is set out in The Governance of Unilever, the Boards statement of their internal arrangements, which can be found at www.unilever.com/investorcentre/corpgovernance The BoardsThe Boards of NV and PLC comprise the same Directors and have the same Chairman. This ensures unity of governance and management by ensuring that all matters are considered by the
Boards as a single intellect, reaching the same conclusions on the same set of facts (save where specific local factors apply). The Boards are one-tier boards, comprising Executive Directors and, in a majority, Non-Executive Directors. The Boards have ultimate responsibility for the management, general affairs,
direction and performance of the business as a whole. The responsibility of the Directors is collective, taking into account their respective roles as Executive Directors and Non-Executive Directors. The Executive Directors have additional
responsibilities for the operation of our business as determined by the Group Chief Executive. Our Directors have set out a number of areas of responsibility which are reserved to themselves and other areas for which matters are delegated to the Group Chief Executive and
committees whose actions are regularly reported to and monitored by the Boards. These are described on pages 35 to 38. Further details of how our Boards effectively operate as one board, govern themselves and delegate their authorities are set out
in The Governance of Unilever, which can be found at www.unilever.com/investorcentre/corpgovernance




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        Report on Form 20-F 2007 | 33
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|---------------------------------------
|                                       
|Report of the Directors
      continued
|                                       
|                                       
|Corporate governance
      continued   
|                                       
|                                       

Appointment of DirectorsDirectors are appointed by shareholders
  at the AGMs. All existing Directors, unless they are retiring, submit themselves
  for election every year and shareholders can remove any of them by a simple
  majority vote. In order to seek to ensure that NV and PLC have the same Directors, the Articles of Association of NV and PLC contain provisions which are designed to ensure that both NV and PLC
shareholders are presented with the same candidates for election as Directors. This is achieved through a nomination procedure operated by the Boards of NV and PLC through Unilevers Nomination Committee. Based on the evaluation of the Boards, its Committees and its individual members, the Nomination Committee recommends to the Boards a list of candidates for nomination at the AGMs of
both NV and of PLC. In addition, since 2006 shareholders have been able to nominate Directors for this list although to do so they must put a resolution to both meetings in line with local requirements for requisitioning a resolution. In order to
ensure that the Boards remain identical, anyone being elected as a Director of NV must also be elected as a Director of PLC and vice versa. If an individual fails to be elected to both companies then he or she will be unable to take their place on
the Boards. The provisions in the Articles of Association
  for appointingDirectors cannot be changed
  without the permission, in the case of NV, of the holders of the special ordinary
  shares numbered 1 - 2400 inclusive and, in the case of PLC, of the holders of
  PLC's deferred stock. The NV special ordinary shares may only be transferred
  to one or more other holders of such shares. The joint holders of both the NV
  special ordinary shares and the PLC deferred stock are N.V. Elma and United
  Holdings Limited, which are joint subsidiaries of NV and PLC. The boards of
  N.V. Elma and United Holdings Limited comprise the members of the Nomination
  Committee. The Nomination Committee comprises Non-Executive Directors only. Board meetingsOur Boards meet at least seven times
  a year to consider important corporate events and actions, such as: •
    approval of corporate strategy;•
    approval of the corporate Annual Plan;•
    review of risks and controls;•
    authorisation of major transactions;•
    preparation of the Annual Report and Accounts
      and Form 20-F;•
    declaration of dividends;•
    agreement of quarterly results announcements;•
    convening of shareholders meetings;•
    nominations for Board appointments;•
    approval of Board remuneration policy;
      and•
    review of the functioning of the Boards
      and their Committees.


The following table shows the attendance of
  Directors at Board meetings for the year ended 31 December 2007. If Directors
  are unable to attend a meeting, they have the opportunity before the meeting
  to discuss with the Chairman any agenda items or Board papers: Name
    
    Attendance(a)Antony Burgmans (Chairman to
      16 May 2007)
    
      3 of 3Michael Treschow (Chairman
      from 16 May 2007)
    
    5 of 5Patrick Cescau
    
    8 of 8Kees van der Graaf
    
    7 of 8Ralph Kugler
    
    7 of 8Rudy Markham (to 16 May 2007)
    
    3 of 3Genevieve Berger (from 16 May
      2007)
    
    5 of 5Leon Brittan
    
    7 of 8Lynda Chalker (to 16 May 2007)
    
    2 of 3Wim Dik
    
    8 of 8Charles Golden
    
    8 of 8Byron Grote
    
    8 of 8Narayana Murthy (from 16 May
      2007)
    
    4 of 5Hixonia Nyasulu (from 16 May
      2007)
    
    5 of 5David Simon
    
    8 of 8Jean-Cyril Spinetta (to 14
      September 2007)
    
    1 of 6Kees Storm
    
    7 of 8Jeroen van der Veer
    
    6 of 8 (a)
      Attendance is expressed as number of
        meetings attended out of number eligible to attend. Board meetings are normally held either in London or Rotterdam, with at least one off site Board meeting a year. The Chairman is assisted by the Group Secretary, who ensures that the
Boards are supplied with all the information necessary for their deliberations. The Chairman and the Group Secretary involve the Senior Independent Director (see page 36) in the arrangements for Board meetings. Board induction and trainingUpon election, Directors receive a
  comprehensive Directors Manual and are briefed thoroughly on their responsibilities
  and our business. Updates on corporate governance developments and investor
  relations matters are frequent items at Board meetings. Ongoing training is
  provided for Directors by way of site visits, presentations, circulated updates,
  teach-ins and agenda items at Board or Board committee meetings on, among other
  things, Unilevers business, corporate governance, regulatory developments,
  and investor relations matters. In particular, during 2007 the Boards were given
  a presentation by our external legal advisers on the new directors duties
  under the UK Companies Act 2006, which came into force on 1 October 2007. In
  2007, a Board meeting was held in Durban, South Africa which included a visit
  to our factory operations, certain retail outlets and charitable organisations
  supported by Unilever in South Africa.




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|                                       
|Report of the Directors
      continued
|                                       
|                                       
|Corporate governance
      continued   
|                                       
|                                       

Board evaluationThe evaluation process of our Boards
  consists of a three-year cycle with an independent third party evaluation carried
  out once every three years and internal evaluations in each of the two years
  in between. The internal evaluations are based on the independent third party
  evaluation materials. An independent third party evaluation was last carried
  out in 2006. In 2007 our Chairman, in conjunction with the Senior Independent
  Director, conducted the internal evaluation process. An extensive questionnaire
  for all Board members formed part of the evaluation process. In addition, our
  Chairman conducted a process of evaluating the performance of each individual
  Board member, including an interview with each. A similar process with respect
  to the performance of the Chairman was conducted by the Senior Independent Director
  after consulting Board members. Committees of the Boards evaluate themselves under supervision of their respective chairmen taking into account the views of respective committee members. The results of the evaluations
were discussed by the Boards. Board supportThe Group Secretary is available to
  advise all Directors and ensure that Board procedures are complied with. The
  position is appointed and can be removed by the Boards. A procedure is in place to enable Directors, if they so wish, to seek independent professional advice at Unilevers expense. Board changesThe current Directors, with their
  biographies, are shown on page 46. All the current Executive Directors held
  office throughout the year. Leon Brittan, Wim Dik, Charles Golden, Byron Grote, David Simon, Jean-Cyril Spinetta, Kees Storm and Jeroen van der Veer were re-elected as Non-Executive Directors of NV and PLC at the
2007 AGMs. In addition, Genevieve Berger, Narayana Murthy and Hixonia Nyasulu were appointed as Non-Executive Directors, and Michael Treschow became our first independent Non-Executive Chairman. Michael Treschow was appointed a member of the
Nomination Committee in 2007 and, following a change in the UK Combined Code on Corporate Governance, a member of the Remuneration Committee in February 2008. In 2007, Genevieve Berger, Narayana Murthy and Hixonia Nyasulu became members of the Corporate Responsibility and Reputation Committee. At the 2007 AGMs, Rudy Markham retired as an
  ExecutiveDirector but remained as Chief
  Financial Officer until his successor, Jim Lawrence, was appointed on 1 September
  2007. Lynda Chalker also retired as a Non-Executive Director at the 2007 AGMs,
  and in September 2007 Jean-Cyril Spinetta stepped down as Non-Executive Director
  due to personal reasons.


At the 2008 AGMs all of the Executive Directors
  and the Non-Executive Directors will be nominated for re-election, with the
  exception of Kees van der Graaf and Ralph Kugler, who will be stepping down
  at the meetings. In addition, Jim Lawrence will be proposed for election as
  an Executive Director at the 2008 AGMs following his appointment as Chief Financial
  Officer in September 2007. Biographical details for Mr Lawrence are contained
  in the 2008 AGM Notices, and on our website at  www.unilever.com/ourcompany/investorcentre Chairman and Group Chief
  ExecutiveUnilever has a separate independent
  Non-Executive Chairman and Group Chief Executive. There is a clear division
  of responsibilities between their roles. The Chairman is primarily responsible
  for leadership of the Boards, ensuring their effectiveness and setting their
  agendas. He is also responsible for ensuring that the Boards receive accurate,
  timely and clear information. The Group Chief Executive has been entrusted, within the parameters set out in the Articles of Association of NV and PLC and The Governance of Unilever, with all the
Boards powers, authorities and discretions in relation to the operational management of Unilever. The Group Chief Executive has the authority to determine which duties regarding the operational management of the companies and their business
enterprises will be carried out under his responsibility by one or more Executive Directors or by one or more other persons. This provides a basis for the Unilever Executive team (UEx) that is chaired by and reports to the Group Chief Executive. For
UEx members biographies see page 47. For our business structure, please refer to About Unilever on pages 7 and 8. Executive DirectorsAll Executive Directors are members
  of the UEx: Patrick Cescau and, currently, Kees van der Graaf and Ralph Kugler,
  who will both be leaving the Boards at the 2008 AGMs. Jim Lawrence will be proposed
  for election as an Executive Director at those AGMs. He is currently a member
  of UEx in his capacity as Chief Financial Officer. The Executive Directors are full-time employees of Unilever. Information about their remuneration can be found in the report of the Remuneration Committee and on our website. The Remuneration Committee takes the view that the entitlement of the Executive Directors to the security of twelve months notice of termination of employment is in line both with
the practice of many comparable companies and the entitlement of other senior executives within Unilever. It is our policy to set the level of severance payments for Directors at no more than one years salary, unless the Boards, at the
proposal of the Remuneration Committee, find this manifestly unreasonable given circumstances or unless dictated by applicable law. The Executive Directors submit themselves for re-election at the AGMs each year. The Nomination Committee carefully considers each nomination for reappointment. The Directors stop holding executive office on ceasing to be Directors. Those appointed prior to 2004 retire at the latest by the age of 62. Appointees from 2004 onwards retire at an
age between 60 and 65, as decided by either them or Unilever.




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|                                       
|Report of the Directors
      continued
|                                       
|                                       
|Corporate governance
      continued   
|                                       
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We do not grant our Executive Directors any
  personal loans or guarantees. There are no family relationships between any of our Executive Directors, other key management personnel or Non-Executive Directors. None of our Executive Directors are elected or
appointed under any arrangement or understanding. Outside AppointmentsUnilever recognises the benefit to
  the individual and to the Group of involvement by Unilever Executives acting
  as directors of other companies outside the Unilever Group, broadening their
  experience and knowledge. The number of outside directorships of listed companies
  is generally limited to one per individual. In the case of publicly listed companies
  approval is required from the Chairman. Outside directorships must not involve
  an excessive commitment or conflict of interest. Unilever Executives must at
  all times ensure that their time commitment to Unilever takes precedence over
  any outside directorship. As of 2008 fees paid in connection with an outside
  directorship may be retained by the individual. This reflects that any outside
  directorship is for the sole responsibility of the individual and that Unilever
  takes no responsibility in this regard. For Executive Directors biographies
  see page 46. Non-Executive DirectorsThe Non-Executive Directors share
  responsibility for the execution of the Boards duties, taking into account
  their specific responsibilities, which are essentially supervisory. In particular,
  they comprise the principal external presence in the governance of Unilever,
  and provide a strong independent element. See page 46 for their biographies. Role and ResponsibilityThe key elements of the role and responsibilities
  of our Non-Executive Directors are: •
    supervision of and advice to the Group
      Chief Executive;•
    developing strategy with the Group Chief
      Executive;•
    scrutiny of performance;•
    oversight of controls;•
    reporting of performance;•
    remuneration of and succession planning
      for Executive Directors; and•
    governance and compliance. Our Non-Executive Directors are chosen for
  their broad and relevant experience and international outlook, as well as their
  independence. They form the Audit Committee, the Nomination Committee, the Remuneration
  Committee and in majority the Corporate Responsibility and Reputation Committee.
  The roles and membership of these key Board committees are described on pages
  37 and 38. The profile set by the Boards for the Non-Executive Directors and
  the chart used for orderly succession planning can be seen on our website at
  www.unilever.com/investorcentre/corpgovernance


MeetingsThe Non-Executive Directors meet as
  a group, without the Executive Directors present, under the chairmanship of
  Mr Treschow. In 2007 they met three times as a group. In addition, the Non-Executive
  Directors (including the Chairman) usually meet before each Board meeting with
  the Group Chief Executive and the Group Secretary. Senior Independent DirectorOur Non-Executive Directors have appointed
  David Simon as Senior Independent Director. He acts as their spokesman. The
  Senior Independent Director is consulted by the Chairman on the agenda and arrangements
  for Board meetings. He is also, in appropriate cases, a point of contact for
  shareholders and other stakeholders. TenureOur Non-Executive Directors submit
  themselves for re-election each year. Their nomination for re-election is subject
  to continued good performance which is evaluated by the Boards, based on the
  recommendations of the Nomination Committee. The Nomination Committee carefully
  considers each nomination for reappointment. The Non-Executive Directors normally
  serve for a maximum of nine years. RemunerationThe remuneration of the Non-Executive
  Directors is determined by the Boards, within the overall limit set by the shareholders
  at the AGMs in 2007, and it is reported on page 59. Details of the engagement
  of our Non-Executive Directors can be seen on the Unilever website. Other appointmentsNon-Executive Directors may serve
  on boards of other companies, provided they do not involve a conflict of interest
  or restrict their ability to discharge their duties to Unilever. IndependenceTaking into account the role of Non-Executive
  Directors, which is essentially supervisory, and the fact that they make up
  the key committees of the Boards, it is important that our Non-Executive Directors
  can be considered to be independent. Our definition of independence for Directors is set out in The Governance of Unilever. It is derived from the applicable definitions in use in the Netherlands,
UK and US. Our current Non-Executive Directors are considered to be independent of Unilever. Our Boards reached this conclusion after conducting a thorough review of all relevant relationships of the Non-Executive Directors, and their related or
connected persons. A number of relationships, such as non-executive
  directorships, exist between various of our Non-Executive Directors and companies
  that provide banking, insurance or financial advisory services to Unilever.
  Our Boards considered in each case the number of other companies that also provide
  or could readily provide such services to Unilever, the significance to those
  companies of the services they provide to Unilever, the roles of the Non-Executive
  Directors within those companies and the significance of that role to our Non-Executive
  Directors.




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|                                 
|Report of the Directors continued
|                                 
|                                 
|Corporate governancecontinued    
|                                 
|                                 

It concluded that none of these relationships threaten the independence of the Non-Executive Directors concerned. For example, the Boards have satisfied themselves that Leon
Brittans position at UBS Investment Bank and UBS Securities Company Limited does not involve him in any way in its broking relationship with Unilever. The Boards have also formed the view that the fact that David Simon is a senior adviser of
Morgan Stanley International is not material. The Boards have also satisfied themselves that the services provided by Paton Tupper Associates (Pty) Limited and Barloworld Limited, of which Hixonia Nyasulu is a director and 12.5% shareholder and
director respectively, to Unilever South Africa is not material. None of our Non-Executive Directors are elected or appointed under any arrangement or understanding. Committees Board committeesThe Boards have established the committees described below, all formally set up by Board resolution with carefully defined remits. They are made up solely of Non-Executive Directors
with the exception of the Corporate Responsibility and Reputation Committee which currently has an Executive Director as a member, and report regularly to the Boards. For all committees, if Directors are unable to attend a meeting, they are given
the opportunity before the meeting to discuss with the Chairman of the committee any agenda items or committee papers. All committees are provided with sufficient resources to undertake their duties. The terms of reference for each committee can be
found on our website. Audit CommitteeThe
Audit Committee is comprised only of independent Non-Executive Directors with
a minimum requirement of three. It is chaired by Kees Storm, and its other members
are Wim Dik, Charles Golden and Byron Grote. The Boards have satisfied themselves
that all the current members of the Committee are competent in financial matters
and have recent and relevant experience and that, for the purposes of the US
Sarbanes-Oxley Act of 2002,
Kees Storm is the Audit Committees financial expert. The Committees
meetings are attended, by invitation, by the Chief Financial Officer, the Chief
Legal Officer, the Group Controller, the Chief Auditor and our external
auditors. The Audit Committee assists the Boards in fulfilling their oversight responsibilities in respect of the integrity of Unilevers financial statements; risk management and internal
control arrangements; compliance with legal and regulatory requirements; the performance, qualifications and independence of the external auditors; and the performance of the internal audit function. The Committee is directly responsible, subject to
local laws regarding shareholder approval, for the nomination, compensation and oversight of the external auditors. The Audit Committee is fully compliant with the rules regarding audit committees that are applicable in the Netherlands, UK and US. The Committees responsibilities and powers are
fully aligned with all requirements in the Netherlands, UK and US. The Audit Committee is supplied with all information necessary for the performance of its duties by the Chief Auditor, Chief Financial Officer, and Group Controller. Both the Chief
Auditor and the external auditors have direct access to the Audit Committee separately from management.


The following table shows the attendance of Directors at Audit Committee meetings for the year ended 31 December 2007: Name
	Attendance
    (a)Kees Storm (Chairman)
	6 of 7Wim Dik
	7 of 7Charles Golden
	7 of 7Byron Grote
	7 of 7 (a)
	Attendance is expressed as number of meetings attended out of number eligible to attend. See page 62 for the Report of the Audit Committee to the shareholders. Nomination CommitteeOur Nomination Committee comprises a minimum of three independent Non-Executive Directors. It is chaired by David Simon and its other members are Michael Treschow and Jeroen van der
Veer. Jean-Cyril Spinetta stepped down from the Committee following his retirement as a Non-Executive Director in September 2007. The Committee recommends to the Boards candidates for the positions of Director. It also has responsibilities for
succession planning and oversight of corporate governance matters. It is supplied with information by the Group Secretary. The following table shows the attendance of Directors at Nomination Committee meetings for the year ended 31 December 2007: Name
	Attendance
    (a)David Simon (Chairman)
	6 of 6Antony Burgmans (to 16 May 2007)
	3 of 3Jean-Cyril Spinetta (to 14 September 2007)
	3 of 4Michael Treschow (from 27 June 2007)
	3 of 3Jeroen van der Veer
	6 of 6 (a)
	Attendance is expressed as number of meetings attended out of number eligible to attend. See page 48 for the Report of the Nomination Committee to shareholders. Remuneration CommitteeOn 31 December 2007, our Remuneration Committee comprised two independent Non-Executive Directors following Jean-Cyril Spinetta stepping down from the Committee following his retirement
as a Non-Executive Director in September 2007. It is chaired by David Simon and its other member is Jeroen van der Veer. Michael Treschow was appointed as an additional member of the Committee in February 2008. The Committee reviews Directors remuneration and is responsible for the executive share-based incentive plans. It determines, within the parameters set by our shareholders,
specific remuneration arrangements for each of the Executive Directors, the remuneration scales and arrangements for Non-Executive Directors and the remuneration of the tier of management directly below the Boards. The Committee is advised by the
Group Secretary on matters of Corporate Governance.




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The following table shows the attendance of Directors at Remuneration Committee meetings for the year ended 31 December 2007: Name
	Attendance
    (a)David Simon (Chairman)
	5 of 5Jean-Cyril Spinetta (to 14 September 2007)
	1 of 3Jeroen van der Veer
	5 of 5 (a)
	Attendance is expressed as number of meetings attended out of number eligible to attend. The detailed report of the Remuneration Committee to shareholders on Directors remuneration is on pages 49 to 61. Corporate Responsibility and Reputation CommitteeThe
Corporate Responsibility and Reputation Committee currently comprises four Non-Executive
Directors and one Executive Director. It is chaired by Leon Brittan and its other
members are Genevieve Berger, Narayana Murthy, Hixonia Nyasulu and Ralph Kugler.
The Committee has responsibility for the oversight of Unilevers conduct
with regard to its corporate and societal obligations and its reputation as a
responsible
corporate citizen. The following table shows the attendance of Directors at Corporate Responsibility and Reputation Committee meetings for the year ended 31 December 2007: Name
	Attendance
    (a)Leon Brittan (Chairman from 16 May 2007)
	3 of 4Lynda Chalker (Chair to 16 May 2007)
	2 of 2Genevieve Berger (from 16 May 2007)
	2 of 2Antony Burgmans (to 16 May 2007)
	0 of 2Wim Dik (to 13 September 2007)
	2 of 3Ralph Kugler
	4 of 4Narayana Murthy (from 16 May 2007)
	2 of 2Hixonia Nyasulu (from 16 May 2007)
	2 of 2 (a)
	Attendance is expressed as number of meetings attended out of number eligible to attend. See page 63 for the Report of the Corporate Responsibility and Reputation Committee to shareholders. Routine business committeesCommittees are also set up to conduct routine business as and when they are necessary. They comprise any two of the Directors and certain senior executives and officers. They administer
or implement certain matters previously agreed by our Boards or the Group Chief Executive. The Group Secretary is responsible for the operation of these committees. Disclosure CommitteeThe Boards have set up a Disclosure Committee which is responsible for helping the Boards ensure that financial and other information that ought to be disclosed publicly is disclosed in
a timely manner and that the information that is disclosed is complete and accurate. The Committee comprises the Group Controller, the Group Secretary, the Chief Legal Officer and the Group Treasurer.


Director matters Various formal mattersThe borrowing powers of NV Directors on behalf of NV are not limited by the Articles of Association of NV. PLC Directors have the power to borrow on behalf of PLC up to three times the
adjusted capital and reserves of PLC, as defined in its Articles of Association, without the approval of shareholders (any exceptions requiring an ordinary resolution). The Articles of Association of NV and PLC do not require Directors of NV or Directors of PLC to hold shares in NV or PLC. However, the remuneration arrangements applicable to our
Executive Directors require them to build and retain a personal shareholding in Unilever equal to at least 150% of their annual base pay. IndemnificationDirectors indemnification, including the terms thereof, is provided for in Article 19 of NVs Articles of Association. The power to indemnify Directors is provided for in
PLCs Articles of Association. Deeds of indemnity have been issued to all
PLC Directors.Appropriate Directors and Officers liability
insurance is in place for all Unilever Directors. Conflicts of interestWe attach special importance to avoiding conflicts of interest between on the one hand NV and PLC and on the other hand their Directors. The Boards are responsible for ensuring that
there are rules in place to avoid conflicts of interest by Board members. Conflicts of interest are not understood to include transactions and other activities between companies in the Unilever Group. Shareholder matters Relations with shareholders and other investorsWe believe it is important both to explain our business developments and financial results to investors and to understand their objectives. The Chief Financial Officer has lead responsibility for investor relations, with the active involvement of the Group Chief Executive. They are supported by our Investor Relations
department which organises presentations for analysts and investors. Such presentations are generally made available on our website. Briefings on quarterly results are given via teleconference and are accessible by telephone or via our website. For
further information visit our website at www.unilever.com/investorcentre The Boards are regularly briefed on reactions to the quarterly results announcements. They, or the relevant Board Committee, are briefed on any issues raised by shareholders that are
relevant to their responsibilities. Our shareholders can, and do, raise issues directly with the relevant Executive Director or the Chairman and, if appropriate, a relevant Non-Executive Director or the Senior Independent
Director.




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Both NV and PLC communicate with their respective shareholders through the AGMs as well as responding to their questions and enquiries during the course of the year. We take the views
of our shareholders into account and, in accordance with all applicable legislation and regulations, may consult them in an appropriate way before putting major new proposals to our AGMs. General Meetings of ShareholdersThe business to be conducted at the AGMs of NV and PLC is set out in the separate Notices of AGM for NV and PLC. It typically includes appointment of Directors, declaration/approval of
final dividend, appointment of external auditors, approval of changes to the Articles of Association, and authorisation for the Boards to allot and repurchase shares, and to restrict pre-emptive rights of shareholders. At the AGMs, a full account is given of the progress of the business over the last year and there is a review of current issues. Shareholders are encouraged to attend the meetings and
ask questions, and the question-and-answer sessions form an important part of the meetings. General Meetings of shareholders of NV and PLC are held at times and places decided by our Boards. NV meetings are held in Rotterdam and PLC meetings are held in London on consecutive
days. The notices calling the meetings normally go out more than thirty days prior to the meetings and include further information on how to gain access to the AGMs and how to vote by proxy. We welcome our external auditors to the AGMs and they are entitled to address the meetings. Electronic CommunicationWe are committed to efforts to establish more effective ways of communication with our shareholders around the AGMs. Electronic communication is becoming an important medium for
shareholders, providing ready access to shareholder information and reports, and for voting purposes. NV was one of the founders of the Dutch Shareholders
    Communication Channel. NV shareholders participating in the Dutch Shareholders
    Communication Channel are able to appoint electronically a proxy to vote on
    their behalf at the NV AGM and NV shareholders who wish to participate should
    contact their bank or broker. Shareholders of PLC in the UK can choose to
    receive electronic notification that the Annual Review, Annual Report and
    Accounts and Notice of AGMs have been published on our website, instead of
    receiving printed copies, and can also electronically appoint a proxy to vote
    on their behalf at the AGM. Registration for electronic communication by shareholders of PLC can be made at www.unilever.com/shareholderservices The UK Companies Act 2006 contains provisions facilitating
communications between companies and their shareholders electronically. PLC consulted with its shareholders in 2007 to offer them the opportunity to review their method of receiving shareholder communications in the future.


At the 2007 NV AGM shareholders voted for an amendment to the NV Articles of Association allowing Unilever to implement the opportunity of electronic communication. Accordingly, the
Board of Directors is now authorised to decide upon the use of this means of communication. Voting rightsTo be entitled to attend and vote at NV General Meetings shareholders must hold their NV shares on the record date, which is set by the Board of NV at a date not more than thirty days
before the meeting. Shareholders do not need to block their shares. NV shareholders can cast one vote for each €0.16 nominal capital that they hold. This means that they can cast one vote for each NV ordinary share, or NV New York Registry
Share. Shareholders can vote in person or by proxy. Similar arrangements apply to holders of depositary receipts issued for NV shares and the holders of NV preference shares (see pages 42 and
43). PLC shareholders can cast one vote for each 31/9p nominal capital that they hold. Shareholders can vote in person at the meeting or by proxy. This means shareholders can cast one vote for each PLC ordinary share, or PLC American Depositary
Receipts of shares. Proxies should be submitted at least 48 hours before the General Meeting to the Registrars, whose details can be found on page 144. More information on the exercise of voting rights can be found in NVs and PLCs Articles of Association and in the respective Notices of Meetings. Holders of NV New York Registry Shares or PLC American Depositary Receipts of shares will receive a proxy form enabling them to authorise and instruct ABN AMRO N.V. or Citibank, N.A.
respectively to vote on their behalf at the General Meeting of NV or PLC. N.V. Elma and United Holdings Limited (the holders of NVs special shares), other group companies of NV which hold ordinary or preference shares, and United Holdings
Limited, which owns half of PLCs deferred stock, are not permitted to vote at General Meetings. Voting on each of the resolutions contained in the Notice of AGMs is conducted by poll. The final vote is published at the meetings and the outcome of the votes, including the proxy
votes, is put on Unilevers website. For each resolution, proxy appointment forms in 2007 provided shareholders with the option to direct their proxy to vote either for or against the resolution or to withhold their vote. Proxy forms and voting
result announcements make it clear that a vote withheld is not a vote in law, and will not be counted in the calculation of the proportion of votes for and against the resolution voted on. Shareholder proposed resolutionsShareholders
of NV may propose resolutions if they individually or together hold 1% of NVs
issued capital in the form of shares or depositary receipts for shares, or if
they individually or together hold shares or depositary receipts worth or representing
the market value in shares as set in respect thereto by or pursuant to the law
(currently €50 million). They must submit these requests at least 60 days before
the date
of the General Meeting, and the request will be honoured unless, in the opinion
of the Boards, it is against a substantive interest of the Company. Shareholders
who together represent at least 10% of the issued capital of NV can also requisition
Extraordinary General Meetings to deal with specific resolutions.




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Shareholders who together hold shares representing at least 5% of the total voting rights of PLC, or 100 shareholders who hold on average £100 each in nominal value of PLC capital,
can require PLC to propose a resolution at a General Meeting. PLC shareholders holding in aggregate 10% of the issued PLC ordinary shares are able to convene a General Meeting of PLC. Required majoritiesResolutions
are usually adopted at NV and PLC shareholder meetings by an absolute majority
of votes cast, unless there are other requirements under the applicable laws
or NVs or
PLCs Articles of Association. For example, there are special requirements
for resolutions relating to the alteration of the Articles of Association, the
liquidation of NV or PLC and the alteration of the Equalisation Agreement (see
below). A proposal to alter the Articles of Association of NV can only be made by the Board. A proposal to alter the Memorandum and Articles of Association of PLC can be made either by the
Board or by shareholders in the manner permitted under the UK Companies Acts. Proposals to alter the provisions in the Articles of Association of NV and PLC respectively relating to the unity of management require the prior approval of meetings of
the holders of the NV special shares and the PLC deferred stock. The Articles of Association of NV and the Memorandum and Articles of Association of PLC can be found on our website. Right to hold sharesUnilever places no limitations on the right to hold NV and PLC shares. Foundation Agreements Equalisation AgreementThe
Equalisation Agreement makes the economic position of the shareholders of NV
and PLC, as far as possible, the same as if they held shares in a single company.
The Agreement regulates the mutual rights of the shareholders of NV and PLC.
Under the Equalisation Agreement, NV and PLC must adopt the same financial periods
and accounting policies. Dividends are paid in accordance with a formula relating
to the nominal values
of NVs and PLCs issued share capital. Since the AGMs in 2006 which agreed to split the NV ordinary shares and to consolidate the PLC ordinary shares, each NV ordinary share represents the same underlying economic interest
in the Unilever Group as each PLC ordinary share. We pay ordinary dividends for NV and PLC on the same day. NV and PLC allocate funds for the dividend from their parts of our current profits and free reserves. We pay the same amount on
each NV share as on one PLC share calculated at the relevant exchange rate. For interim dividends this exchange rate is the average rate for the quarter before we declare the dividend. For final dividends it is the average rate for the year. In
arriving at the equalised amount we include any tax payable by the Company in respect of the dividend, but calculate it before any tax deductible by the Company from the dividend.


The Equalisation Agreement provides that if one company had losses, or was unable to pay its preference dividends, the loss or shortfall would be made up out of: •
    the current profits of the other company (after it has paid its own preference shareholders);•
    then its own free reserves; and•
    then the free reserves of the other company. If either company could not pay its ordinary dividends, we would follow the same procedure, except that the current profits of the other company would only be used after it had paid its
own ordinary shareholders and if the Directors thought this more appropriate than, for example, using its own free reserves. So far, NV and PLC have always been able to pay their own dividends, so we have never had to follow this procedure. If we did, the payment from one company to the other would be subject
to any United Kingdom and Dutch tax and exchange control laws applicable at that time. Under the Equalisation Agreement, the two companies are permitted to pay different dividends in the following exceptional circumstances: •
      If the average annual sterling/euro
        exchange rate changed so substantially
        from one year to the next that to pay equal dividends
        at the current exchange rates, either NV or PLC would
        have to pay a dividend that was unreasonable (that is to say,
        substantially larger or smaller in its own currency than the dividend
        it paid in the previous year); or•
      The governments of the Netherlands
        or the United Kingdom could in some circumstances
        place restrictions on the proportion of
        a companys profits which can be paid out as dividends.
        This could mean that in order to pay equal dividends one
        company would have to pay out an amount which would breach
        the limitations in place at the time, or that the other company
        would have to pay a smaller dividend. In either of these rare cases, NV and PLC could pay different amounts of dividend if the Boards thought it appropriate. The company paying less than the equalised dividend would put the
difference between the dividends into a reserve: an equalisation reserve in the case of exchange rate fluctuations, or a dividend reserve in the case of a government restriction. The reserves would be paid out to its shareholders when it became
possible or reasonable to do so, which would ensure that the shareholders of both companies would ultimately be treated the same. If both companies were to go into liquidation, NV and PLC would each use any funds available for shareholders to pay the prior claims of their own preference shareholders. Then they
would use any surplus to pay each others preference shareholders, if necessary. After these claims had been met, they would pay out any equalisation or dividend reserve to their own shareholders before pooling the remaining surplus. This would
be distributed to the ordinary shareholders of both companies on an equal basis. If one company were to go into liquidation, we would apply the same principles as if both had gone into liquidation simultaneously.




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In principle, issues of bonus shares and rights offerings can only be made in ordinary shares. Again we would ensure that shareholders of NV and PLC received shares in equal
proportions. The subscription price for one new NV share would have to be the same, at the prevailing exchange rate, as the price for one new PLC share. Neither company can issue or reduce capital without the consent of the other. The Articles of Association of NV establish that any payment under the Equalisation Agreement will be credited or debited to the income statement for the financial year in question. Under Article 2 of the Articles of Association of NV and Clause 3 of the Memorandum of Association of PLC, each company is required to carry out the Equalisation Agreement with the
other. Both documents state that the Agreement cannot be changed or terminated without the approval of shareholders. For NV, the General Meeting can decide to alter or terminate the Equalisation Agreement at the proposal of the Board. The necessary
approval of the General Meeting is then that at least one half of the total issued ordinary capital must be represented at an ordinary shareholders meeting, where the majority must vote in favour; and (if they would be disadvantaged or the
agreement is to be terminated), at least two-thirds of the total issued preference share capital must be represented at a preference shareholders meeting, where at least three-quarters of them must vote in favour. For PLC, the necessary
approval must be given by the holders of a majority of all issued shares voting at a General Meeting and the holders of the ordinary shares, by a simple majority voting at a General Meeting where the majority of the ordinary shares in issue are
represented. In addition, Article 3 of the PLC Articles of Association states that PLCs Board must carry out the Equalisation Agreement and that the other provisions of the Articles of
Association are subject to it. We are advised by counsel that these provisions oblige our Boards to carry out the Equalisation Agreement, unless it is amended or terminated with the required approval of the
shareholders of both companies. If the Boards fail to enforce the Agreement, shareholders can compel them to do so under Dutch and United Kingdom law. A copy of the Equalisation Agreement can be found on our website at www.unilever.com/investorcentre/corpgovernance The Deed of Mutual CovenantsThe Deed of Mutual Covenants provides
    that NV and PLC and their respective subsidiary companies shall co-operate
    in every way for the purpose of maintaining a common operating policy. They
    shall exchange all relevant information about their respective businesses
     the intention being to create and maintain a common operating platform
    for the Unilever Group throughout the world. The Deed illustrates some of
    the information which makes up this common platform, such as the mutual exchange
    and free use of know-how, patents, trade marks and all other commercially
    valuable information. The Deed contains provisions which allow the Directors
    of NV and PLC to take any actions to ensure that the dividend-generating capacity
    of each of NV and PLC is aligned with the economic interests of their respective
    shareholders. These provisions also allow assets to be transferred between
    NV and PLC and their associated companies (as defined in the Deed) to ensure
    that assets are allocated in the most efficient manner. These arrangements
    are designed to create a balance between the two parent companies and the
    funds generated by them, for the benefit of their respective sets of shareholders.


The Agreement for Mutual Guarantees of BorrowingUnder the Agreement for Mutual Guarantees of Borrowing between NV and PLC, each company will, if asked by the other, guarantee the borrowings of the other. The two companies can also
agree jointly to guarantee the borrowings of their subsidiaries. These arrangements are used, as a matter of financial policy, for certain significant public borrowings. They enable lenders to rely on our combined financial strength. Share capital matters Combined earnings per shareWe
calculate earnings per share on a combined basis. The calculation is based on
the average amount of NVs and PLCs ordinary share capital in issue
during the
year. In our combined earnings per share calculation, we assume that both companies will be able to pay their dividends out of their part of our profits. This has always been the case in the
past, but if we did have to make a payment from one to the other it could result in additional taxes, and reduce our combined earnings per share. Further information about the calculation of earnings per share, including the calculation on a diluted basis, can be found in note 7 on page 85. Share capitalNVs
issued share capital on 31 December 2007 was made up of: •
    €274 356 432 split into1
    714 727 700 ordinary shares of €0.16 each;•
    €1 028 568 split into 2 400 ordinary shares numbered 1 to 2 400, known as special shares; and•
    €113 599 014 split into several classes (4%, 6% and 7%) of cumulative
    preference shares (financing preference
shares). The total number of voting rights attached to NV's outstanding shares is shown hereunder: Total number of votes
	
	% of issued capital1 714 727 700 ordinary shares
	1 714 727 700
	(a)
	70.532 400 special shares
	6 428 550
	
	0.26750 000 4% cumulative preference shares
	200 906 250
	
	8.26161 060 6% cumulative preference shares
	431 409 276
	
	17.7529 000 7% cumulative preference
shares
	77 678 312
	
	3.20 (a)
	Of which 81 337 992 shares were held in treasury and 40
958 255 shares were held in connection with share-based payments as at 31 December
2007.




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NV may issue shares not yet issued and grant rights to subscribe for shares only pursuant to a resolution of the General Meeting of Shareholders or of another corporate body designated
for such purpose by a resolution of the General Meeting. At the AGM held on 15 May 2007 the Board of Directors was designated, in accordance with Articles 96 and 96a of Book 2 of the Netherlands Civil Code, as the corporate body which is authorised
until 15 November 2008 to resolve on the issue of  or on the granting of rights to subscribe for  shares not yet issued and to restrict or exclude the statutory pre-emption rights that accrue to shareholders upon issue of shares, on the
understanding that this authority is limited to 10% of the issued share capital of the Company, plus an additional 10% of the issued share capital of the Company in connection with or on the occasion of mergers and acquisitions. At the 2007 AGM the Board of Directors of NV was authorised, in accordance with Article 98 of Book 2 of the Netherlands Civil Code, until 15 November 2008 to cause the Company to buy in
its own shares and depositary receipts therefor, within the limits set by law (10% of the issued share capital), either through purchase on a stock exchange or otherwise, at a price, excluding expenses, not lower than the nominal value of the shares
and not higher than 10% above the average of the closing price of the shares on Eurolist by Euronext Amsterdam for the five business days before the day on which the purchase is made. The above mentioned authorities are renewed annually. PLCs issued share capital on 31 December
  2007 was made up of: •
	£40 760 420 split into 1 310 156 361 ordinary
    shares of 31/ 9peach; and•
	£100 000 of deferred stock. The total number of voting rights attached to PLCs outstanding shares are shown hereunder: Total number of votes
	
	% of issued capital1 310 156 361 ordinary shares
	1 310 156 361
	(a)
	99.76£100 000 deferred stock
	3 214 285
	
	0.24 (a)
	Of which 11 556 216 shares were held by PLC in treasury and 37 973 522 shares were held by NV group companies or by share trusts as at 31 December 2007. The Board of Directors of PLC under sections 80 and 89 of the UK Companies Act 1985 may, subject to the passing of the appropriate resolutions at a meeting of shareholders, issue shares
within the limits prescribed within the resolutions. At the 2007 AGM the Directors were authorised to issue new shares pursuant to section 80 of that Act, limited to a maximum of £13 450 000 nominal value, and pursuant to section 89 of that
Act, to disapply pre-emption rights up to approximately 5% of PLCs issued ordinary share capital. These authorities are renewed annually. At the 2007 AGM the Board of Directors of PLC was authorised in accordance with its Articles of Association to make market purchases of its ordinary shares within the limits prescribed
within the resolution until the earlier of the 15 month anniversary after the passing of the resolution or the conclusion of the 2008 AGM.


Margarine Union (1930) Limited: Conversion RightsThe first Viscount Leverhulme was the founder of the company which became PLC. When he died in 1925, he left in his will a large number of PLC shares in various trusts. When the will trusts were varied in 1983, the interests of the beneficiaries of his will were also preserved. Four classes of special shares were created in Margarine Union (1930)
Limited, a subsidiary of PLC. One of these classes can be converted at the end of the year 2038 into 70 875 000 PLC ordinary shares of 31/9p
each. This
currently represents 5.4% of PLCs issued ordinary capital. These convertible
shares replicate the rights which the descendants of the first Viscount would
have had under his will. This class of the special shares only has a right to
dividends in specified circumstances, and no dividends have yet been paid. PLC
guarantees the dividend and conversion rights of the special shares. Foundation Unilever NV Trust OfficeAs
at 1 March 2008, around 74.48% of NVs ordinary shares and around 33.71% of NVs
7% cumulative preference shares were held by the Foundation Unilever NV Trust
Office (Stichting Administratiekantoor Unilever N.V.), a trust office with a
board independent from Unilever. As part of its corporate objects, the Foundation
issues depositary receipts in exchange for these shares. These depositary receipts
are listed on
Euronext Amsterdam, as are the NV ordinary and 7% preference shares themselves. Holders of depositary receipts can under all circumstances exchange their depositary receipts for the underlying shares (and vice versa). Holders of depositary receipts are entitled to dividends that are paid on the underlying shares held by the Foundation. The members of the board are Mr J H Schraven (Chairman), Mr P P de Koning, Prof Dr L Koopmans and Mr A A Olijslager. Their biographies can be found on the website of the Foundation
www.administratiekantoor-unilever.nl The Foundation reports periodically, but at least once a year, on its activities. Voting by holders of depositary receiptsAlthough
the depositary receipts themselves do not formally have voting rights, holders
of depositary receipts are in practice equated with shareholders. Holders of
depositary receipts
can attend all NVs General Meetings, either personally or by proxy, and
will then automatically, without limitation and under all circumstances, receive
a voting proxy on behalf of the Foundation to vote on the underlying shares. Holders of depositary receipts not attending a shareholders meeting and who participate in the Dutch Shareholders Communication Channel can also issue binding voting
instructions to the Foundation. The Foundation is obliged to follow these instructions. The same applies to all holders of depositary receipts who instruct the Foundation outside the Shareholders Communication Channel.




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Voting by the Foundation Unilever NV Trust OfficeShares
    for which the Foundation has not granted voting proxies or for which it has
    not received voting instructions are voted on by the Foundation in such a
    way as it deems to be in the interests of the holders of the depositary receipts.
    This voting policy is laid down in the Conditions of Administration that
    apply to the depositary receipts. Both the Articles of Association and the
    Conditions of Administration can be found on the
Foundations website. Specific provisions apply in the event that a meeting of holders of NV 7% cumulative preference shares is convened. If a change to shareholders rights is proposed, the Foundation will let shareholders know if it intends to vote, at least 14 days in advance if possible. It will do this by
advertising in the press. Hitherto the majority of votes cast by ordinary shareholders at NV meetings have been cast by the Foundation. Unilever and the Foundation have a policy of actively encouraging holders
of depositary receipts to exercise their voting rights in NV meetings. Unilever considers the arrangements of the Foundation appropriate and in the interest of NV and its shareholders given the voting rights attached to the financing preference shares and
the relatively low attendance of the holders of the ordinary shares in its AGMs. Foundation Unilever NV Trust Offices shareholdingFoundation
NV Trust Offices shareholding fluctuates daily  its holdings on 1
March 2008 were: •
      NV ordinary shares of €0.16: 1
        277 186 652 (74.48%);•
      NV 7% cumulative preference
        shares of €428.57: 9 776 (33.71%);•
      NV 6% cumulative preference
        shares of €428.57: 5 (0.00%); and•
      NV 4% cumulative preference shares of
        €42.86: 23 (0.00%). Further information on the Foundation, its arrangements
    and its activities can be found on its website at www.administratiekantoor-unilever.nl Requirements and compliance
     generalUnilever is subject to corporate
    governance requirements in the Netherlands, the UK and as a foreign private
    issuer in the US. In the following section we report on our compliance with
    the corporate governance regulations and best practice codes applicable in
    the Netherlands and the UK and we also describe compliance with corporate
    governance regulations in the US. Our governance arrangements are designed and structured to promote and further the interests of our companies and their shareholders. The Boards reserve the right, in cases where they
decide such to be conducive to the interests of the companies and the enterprise connected therewith or our shareholders, to depart from that which is set out in the present and previous sections in relation to our corporate governance. Further
changes will be reported in future Annual Reports and Accounts and, when necessary, through changes to the relevant documents published on our website. As appropriate, proposals for change will be put to our shareholders for approval.


Further information can be found on our website and in The Governance of Unilever, the Boards own constitutional document. This describes the terms of reference of our
Board Committees, including their full responsibilities. It will be kept up to date with changes in our internal constitutional arrangements that our Boards may make from time to time and it is available on our website at
www.unilever.com/Investorcentre/corpgovernance Following implementation of the EU Takeover Directive, certain information is required to be disclosed in relation to control and share structures and interests of NV and PLC. Such
disclosures, which are not covered elsewhere in this Annual Report on Form 20-F, include the following: •
    there are no requirements to obtain the approval of NV or PLC, or of other holders of securities in NV or PLC, for
a transfer of securities;•
    the Trustees of the PLC employee share trusts may vote or abstain in any way they think fit and in doing so may
take into account both financial and non-financial interests of the beneficiaries of the employee share
trusts or their dependents;•
    there are no arrangements by which, with NV or PLC's co- operation, financial rights carried by securities are
held by a person other than the holder of securities;•
    NV and PLC are not aware of any agreements between holders of securities which may result in restrictions on the
transfer of securities or on voting rights;•
    neither NV or PLC are parties to any significant agreement which include provisions that take effect, alter or
terminate such an agreement upon a change of control following a takeover bid; and•
    NV and PLC do not have any agreements with any Director or employee that would provide compensation for loss of
office or employment resulting from a takeover except that most of Unilever's share schemes contain
provisions which operate in the event of a takeover of Unilever, which provisions may for instance cause
options or awards granted to employees under such schemes to vest after a takeover or be exchanged into new
awards for shares in another entity. Requirements  the Netherlands GeneralNV
          is required to state in its Annual Report and Accounts whether it complies
          or will comply with the Principles (P) and best practice provisions (bpp)
          of the Dutch Corporate Governance Code (the Dutch Code) and, if it does
          not comply, to explain the reasons for this. As will be clear from the
          preceding
          description
          of our governance arrangements, NV complies with almost all of the principles
          and best
          practice provisions of the Dutch Code. The text that follows sets out
          areas of non-compliance, as well as certain statements that the Dutch
          Code invites
          us
          to make to our shareholders that are not included elsewhere in this Annual
          Report on Form
    20-F.




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|Report of the Directors continued
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|Corporate governance continued   
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Board and Committee structuresNV is a multinational company with activities and shareholders located all over the world. It has a one-tier board, consisting of both Executive and, as a majority, Non-Executive
Directors. We achieve compliance of our board arrangements with the Dutch Code, which is for the most part based on the customary two-tier structure in the Netherlands, by, as far as is possible and practicable, applying the provisions of the Dutch
Code relating to members of a management board to our Executive Directors and the provisions relating to members of a supervisory board to our Non-Executive Directors. Management tasks not capable of delegation are performed by the Board. Reference
is made to Ps II and III and corresponding bpps. Reference is also made to the UK Combined Code on Corporate Governance, which is fully tailored to the one-tier board model (see page 33). Risk management and controlReference is made to pages 13 and
    14 where Unilevers control framework is described. This incorporates
    risk management, internal control procedures and disclosure controls and procedures.
    Our procedures cover financial, operational, social, strategic and environmental
    risks and regulatory matters. They are in line with the latest recommendations
    of Internal Control  Revised Guidance for Directors on the Combined
    Code published by the Internal Control Working Party of the Institute
    of Chartered Accountants in England and Wales in October 2005 (The Turnbull
    Guidance) and in line with the Recommendations of the Dutch Monitoring
    Committee. On pages 13 and 14 we have identified certain specific risks that
    are areas of focus in 2008. Unilever has designed its internal risk management
    and control systems to provide reasonable (not absolute) assurance to ensure
    compliance with regulatory matters and to safeguard reliability of the financial
    reporting and its disclosures. The Board considers that the internal risk management and control systems are appropriate for our business and in compliance with bpp II.1.3. In bpp II.1.4 the Dutch Code invites our Board to make a statement on our internal risk management and control systems. In its reports, published on 20 December 2005 and 19 December
2007, the Dutch Corporate Governance Code Monitoring Committee has made recommendations concerning the application of this best practice provision. In accordance with its recommendation and in the light of the above, the Board believes that, as
regards financial reporting risks: •
    the risk management and control systems provide reasonable assurance that the Annual Report does not contain any
material inaccuracies;•
    the risk management and control systems have worked properly in 2007;•
    there are no indications that the risk management and control systems will not work properly in 2008;•
    no material failings in the risk management and control systems were discovered in the year under review or the
current year up to the date of signing of these accounts;and, as regards operational, strategic,
    legislative and regulatory risks:•
    no material failings in the risk management
        and control systemswere discovered
        in the year under
review.


This statement is not a statement in accordance with the requirements of Section 404 of the US Sarbanes-Oxley Act 2002. Share options and awardsIn line with bpp II.2.2, the awards and grants of shares and options to our Executive Directors are in the material cases subject to performance criteria, as referred to on pages 51 and
52 of the Report of the Remuneration Committee. Retention period of sharesThe Dutch Code recommends that shares
    granted to executive directors without a financial consideration must be retained
    for a period of at least five years (bpp II.2.3). In 2001 we introduced a
    new remuneration policy with shareholder approval which requires our Executive
    Directors to build and retain a personal shareholding in Unilever equal to
    at least 150% of their annual base pay. We believe that this is in line with
    the spirit of the Dutch Code. Severance payIt is our policy to set the level
    of severance payments for Directors at no more than one years salary,
    unless the Board, at the proposal of the Remuneration Committee, finds this
    manifestly unreasonable given circumstances or unless otherwise dictated by
    applicable law (bpp II.2.7). Regulations for transactions in securities in other companiesThe Dutch Code recommends that a director shall give periodic notice of any changes in his holding of securities in other Dutch listed companies (bpp II.2.6 and bpp III.7.3) . We are a
multinational company operating all over the world and our Directors come from a wide variety of countries. We therefore have a broader more general requirement for our Directors, requiring them, upon request, to disclose to the compliance officer
their holdings and transactions in securities in any listed company. Conflicts of interestIn the event of a (potential) conflict of interest, the provisions of the Dutch Code (P II.3 and III.6) are applied. Conflicts of interest are not understood to include transactions and
other activities between companies in the Unilever Group. Financing preference sharesNV issued 4%, 6% and 7% cumulative preference shares between 1927 and 1970. Their voting rights are based on their nominal value, as prescribed by Dutch law. The Dutch Code recommends
that the voting rights on such shares should, in any event when they are newly issued, be based on their economic value rather than on their nominal value (bpp IV.1.2) . NV agrees with this principle but cannot unilaterally reduce voting rights of
its outstanding preference shares. Anti-takeover constructions and control
    over the companyWith reference to bpp IV.3.9, NV
    has no anti-takeover constructions, in the sense of constructions that are
    intended solely, or primarily, to block future hostile public offers for its
    shares. Nor does NV have any constructions whose specific purpose is to prevent
    a bidder, after acquiring 75% of the capital, from appointing or dismissing
    members of the Board and subsequently altering the Articles of Association.
    The acquisition through a public offer of a majority of the shares in a company
    does not under Dutch law preclude in all circumstances the continued right
    of the Board of the company to exercise its powers.




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|                                 
|Report of the Directors continued
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|                                 
|Corporate governance continued   
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|                                 

Provision of informationWe consider it important to comply with all applicable statutory regulations on the equal treatment of shareholders and provision of information and communication with shareholders and
other parties (P IV.2 and P IV.3). Meetings of analysts and presentations to investorsWe have extensive procedures for handling relations with and communicating with shareholders, investors, analysts and the media (see description on page 38). The important presentations
and meetings are conducted as far as practicable in accordance with bpp IV.3.1. Due to their large number and overlap in information, some of the less important ones are not announced in advance, made accessible to everyone or put on our
website. Requirements  the United
KingdomPLC
is required, as a company that is incorporated in the UK and listed on the London
Stock Exchange, to state how it has applied the principles and how far it has
complied with the provisions set out in Section 1 of the 2006 UK Combined Code
on Corporate Governance (the Combined Code). In the preceding pages we have described how we have applied the principles and the provisions in the Combined Code. In 2007, Unilever complied with the Combined Code except in the
following areas: •
    Since the 2007 AGMs, Michael Treschow has been Unilevers first independent Non-Executive Chairman. His
predecessor, Antony Burgmans, was not considered to be independent during his period as Chairman of
Unilever, as he was before May 2005 an Executive Director.•
    The Remuneration Committee, following the stepping down from that committee by Jean-Cyril Spinetta upon his
retirement as a Non-Executive Director of Unilever in September 2007, has had two independent Non-Executive
Directors on its membership. Michael Treschow was appointed a member of the Remuneration Committee in
February 2008. The Committee and the Board are currently working to replace Jean-Cyril Spinetta with a new
Non-Executive Director.•
    Due to the requirement for Unilever to hold two AGMs for its respective companies on consecutive days, it may not
always be possible for all Directors, and possibly the Chairmen of the Audit, Remuneration and Nomination
Committees, to be present at both meetings. The Chairman ensures that a majority of Directors attend both
meetings and that at least one member of each Committee attends each AGM. Requirements  the
    United StatesBoth NV and PLC are listed on the
    New York Stock Exchange and must therefore comply with such of the requirements
    of US legislation, such as the Sarbanes-Oxley Act of 2002, regulations enacted
    under US securities laws and the Listing Standards of the New York Stock Exchange
    as are applicable to foreign private issuers. In some cases the requirements
    are mandatory and in other cases the obligation is to ‘comply or explain.


We have complied with the requirements concerning corporate governance that were in force during 2007. Attention is drawn in particular to the remit of the Audit Committee on page 37
and the Report of the Audit Committee on page 62. Actions already taken to ensure compliance that are not specifically disclosed elsewhere or otherwise clear from reading this document include: •
    the issuance of a Code of Ethics for senior financial officers;•
    the issuance of instructions restricting the employment of former employees of the audit firm; and•
    the establishment of a policy on reporting requirements under the US Securities and Exchange Commission (SEC)
relating to the standards of professional conduct for US attorneys. In each of these cases, existing practices were revised and/or documented in such a way as to conform to the new requirements. The Code of Ethics applies to the senior executive, financial and accounting officers and comprises the standards prescribed by the SEC, and a copy has been posted on our website at
www.unilever.com/investorcentre/corpgovernance The Code of Ethics comprises an extract of the relevant provisions of Unilevers Code of Business Principles and the more detailed rules of conduct that implement it. The only
amendment to these pre-existing provisions and rules that was made in preparing the Code of Ethics was made at the request of the Audit Committee and consisted of a strengthening of the explicit requirement to keep proper accounting records. No
waiver from any provision of the Code of Ethics was granted to any of the persons falling within the scope of the SEC requirement in 2007. We are required by US securities laws and the Listing Standards of the New York Stock Exchange to have an Audit Committee that satisfies Rule 10A-3 under the Exchange Act and the
Listing Standards of the New York Stock Exchange (NYSE). We are fully compliant with these requirements. We are also required to disclose any significant ways in which our corporate governance practices differ from those typically followed by US
companies listed on the NYSE. In addition to the information we have given you in this document about our corporate governance arrangements, further details are provided in The Governance of Unilever, which is on our website atwww.unilever.com/investorcentre/corpgovernance We are fully compliant with the Listing Standards of the New York Stock Exchange applicable to foreign private issuers. Our corporate governance practices do not significantly differ
from those followed by US companies listed on the New York Stock Exchange. We also confirm that our shareholders have the opportunity to vote on equity compensation plans.




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|                                            
|Report of the Directorscontinued            
|                                            
|                                            
|Corporate governanceBiographical
    details
|                                            
|                                            

Chairman Michael Treschow1,2Nationality: Swedish. Aged 64. Chairman since May 2007. Chairman, Telefonaktiebolaget L M Ericsson. Non-Executive Director, ABB Group. Board member, Knut and Alice Wallenberg
Foundation. Chairman, AB Electrolux 1997-2007 and Confederation of Swedish Enterprise 2004-2007. Vice-Chairman The Lord Simon of Highbury CBE3,4,5Nationality: British. Aged 68. Appointed 2000. Non-Executive Director, Suez Group. Director, CEPS, Belgium. Member of the International Advisory Council, FITCH, France. Member of the
International Advisory Board, Dana Gas Corporation. Senior Advisor, Morgan Stanley International. UK Government Minister 1997-1999. Group Chief Executive, BP p.l.c. 1992-1995 and Chairman 1995-1997. Executive Directors Patrick CescauGroup Chief ExecutiveNationality: French. Aged 59. Group Chief Executive since April 2005. Joined Unilever 1973. Appointed Director 4 May 1999. Previous posts include: Chairman, Unilever PLC and
Vice-Chairman, Unilever N.V. 2004-2005. Foods Director 2001. Financial Director 1999. Controller and Deputy Financial Director 1998-1999. President, Lipton USA 1997-1998. President and CEO, Van den Bergh Foods USA 1995-1997. Chairman, Indonesia
1991-1995. External appointments include: Non-Executive Director, Pearson plc. Kees van der GraafPresident EuropeNationality: Dutch. Aged 57. President Europe since April 2005. Joined Unilever 1976. Appointed Director 12 May 2004. Previous posts include: Foods Director 2004, Business Group
President, Ice Cream and Frozen Foods 2001. Executive Vice-President, Foods and Beverages Europe 1998. Senior Vice-President, Global Ice Cream category 1995. External appointments include: Board member, ECR (Efficient Consumer Response). Member,
Supervisory Boards of ANWB Club (Algemene Nederlandse Wielrijdersbond) and ANWB B.V. Ralph Kugler6President Home and Personal CareNationality: British. Aged 52. President Home and Personal Care since April 2005. Joined Unilever 1979. Appointed Director 11 May 2005. Previous posts include: President Home and
Personal Care Europe 2001. Business Group President, Latin America 1999. Chairman, Unilever Thai Holdings 1995. Chairman, Unilever Malaysia 1992. External appointments include: Non-Executive Director, InterContinental Hotels Group PLC. Non-Executive Directors Professor Genevieve Berger6Nationality: French. Aged 53. Appointed 2007. Professor, Medical University Teaching Hospital, Paris. Member, Technical Committee, Institute of Electrical and Electronics Engineers
(IEEE). Chairman, Advisory Board, Health for the European Commission. Director, Biotech and Agri-Food Department 1998-2000 and Director of Technology 2000, the French Ministry for Education. Director General, National Centre for Scientific Research
(CNRS), France 2000-2003.


The Rt Hon The Lord Brittan of Spennithorne QC, DL7Nationality: British. Aged 68. Appointed 2000. Vice-Chairman, UBS Investment Bank and Chairman, UBS Limited. Director, UBS Securities Company Limited. Member, International Advisory Committee of
Total. Member, European Commission and Vice-President 1989-1999. Member, UK Government 1979-1986. Home Secretary 1983-1985 and Secretary of State for Trade and Industry 1985-1986. Professor Wim Dik8Nationality: Dutch. Aged 69. Appointed 2001. Professor at Delft University of Technology. Chairman, Supervisory Boards of Tele Atlas N.V., Zesko Holding B.V. and Chairman, Advisory
Board of Spencer Stuart Netherlands. Non-Executive Director, Aviva plc, LogicaCMG plc and Stage Entertainment B.V. Chairman and CEO, Koninklijke PTT Nederland (KPN) 1988-1998 and Koninklijke KPN N.V. (Royal Dutch Telecom) 1998-2000. Minister for
Foreign Trade, Netherlands 1981-1982. Charles Golden8Nationality: American. Aged
61. Appointed 2006. Executive Vice-President, Chief Financial Officer and Director,
Eli Lilly and Company 1996-2006. Non-Executive Director, Clarian Health Partners,
Hillenbrand Industries, Inc. and Eaton Corporation. Member of Finance Committee,
Indianapolis Museum of Art. Byron Grote8Nationality: American/British. Aged 60. Appointed 2006. Chief Financial Officer, BP p.l.c. Narayana Murthy6Nationality:
Indian. Aged 61. Appointed 2007. Chairman, Asia Business Council, Indian Institute
of Information Technology and Infosys Technologies Limited. Director, DBS Bank,
DBS Group Holdings, Infosys Consulting, Inc., Infosys Technologies (China) Company
Limited, New Delhi Television Ltd. Hixonia Nyasulu6Nationality: South African. Aged 53. Appointed 2007. Non-Executive Director, Barloworld Ltd, JP Morgan SA, Sasol Ltd and Tongaat-Hulett Group Ltd. Member, Banking Enquiry Panel, South
African Competition Commission. Kees Storm9Nationality: Dutch. Aged 65. Appointed 2006. Chairman, Executive Board, AEGON N.V. 1993-2002. Chairman, Supervisory Board KLM Royal Dutch Airlines N.V. Board member and Chairman of
Audit Committee, InBev S.A. Board member and Audit Committee member, Baxter International, Inc. Member, Supervisory Board, Pon Holdings B.V. Member, Supervisory Board, AEGON N.V. Jeroen van der Veer1,2Nationality: Dutch. Aged 60. Appointed 2002. Chief Executive Royal Dutch Shell plc. Former Member, Supervisory Board of De Nederlandsche Bank N.V. 2000-2004.




|1 | Member Nomination
      Committee |  | 6 | Member Corporate
      Responsibility and Reputation Committee  
|- | --------------------------------- |  | - | ----------------------------------------------------------------
|2 | Member Remuneration Committee     |  | 7 | Chairman Corporate Responsibility
      and Reputation Committee
|3 | Chairman Nomination Committee     |  | 8 | Member Audit Committee                                          
|4 | Chairman Remuneration Committee   |  | 9 | Chairman Audit Committee                                        
|5 | Senior Independent Director       |  |   |                                                                 



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|                                                      
|Report of the Directorscontinued                      
|                                                      
|                                                      
|Corporate governanceBiographical
    details continued
|                                                      
|                                                      

Unilever Executive (UEx)* Patrick CescauGroup Chief Executive(see previous details on page 46) Vindi BangaPresident FoodsNationality: Indian. Aged 53. Appointed President Foods April 2005. Joined Unilever 1977. Previous posts include: Business Group President Home and Personal Care, Asia 2004 in addition
to Non-Executive Chairman, Hindustan Lever 2004-2005. Chairman and Managing Director, Hindustan Lever 2000-2004. Kees van der GraafPresident Europe(see previous details on page 46) Ralph KuglerPresident Home and Personal Care(see previous details on page 46) James Lawrence**Chief Financial OfficerNationality: American. Aged 55. Appointed Chief Financial Officer 1 September 2007. External appointments include: Non-Executive Director, British Airways Plc and Avnet, Inc. Previous
posts include: various senior positions at General Mills, Inc. 1998-2007, including Vice Chairman 2006-2007, Executive Vice President-International 2000-2006 and Chief Financial Officer 1998-2007, Executive Vice President and CFO, Northwest Airlines
1996-1998, President and CEO, Pepsi-Cola International (Asia, Middle East, Africa) 1992-1996, and Chairman, LEK Partnership 1983-1992.


Harish ManwaniPresident Asia AfricaNationality: Indian. Aged 54. Appointed President Asia Africa April 2005. Joined Unilever 1976. He is also Non-Executive Chairman, Hindustan Lever. Previous posts include: Business
Group President, Home and Personal Care, North America 2004. Business Group President, Home and Personal Care, Latin America 2001 and Senior Vice President, Hair Care and Oral Care 2000. Sandy OggChief Human Resources OfficerNationality: American. Aged 54. Appointed Chief HR Officer April 2005. Joined Unilever 2003. Previous posts include: SVP Human Resources, Foods 2003. Prior to joining Unilever he worked
for Motorola as SVP, Leadership, Learning and Performance Management. Michael PolkPresident AmericasNationality: American. Aged 47. Appointed March 2007. External appointments include: Director, Grocery Manufacturers of America and Food Products Association, GS1, Retail Industry
Leaders Association, and Yellowstone National Park Foundation. Prior to joining Unilever he was at Kraft Foods as President, Biscuits and Snacks Sector and President, Asia Pacific Region.




|*   | UEx members are treated as
      executive officers and senior management for US purposes and key management
      personnel for IFRS purposes. All
      members of the UEx have existing agreements with varying terms, however,
      all agreements include a notice period of
      twelve months. Details of the remuneration paid and share awards are shown
      in aggregate in note 31 on page 120.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                               
|* * | James Lawrence will be proposed
      for election as an Executive Director at the 2008 AGMs.                                                                                                                                                                                                                                                                                                                 



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|Report of the Directorscontinued      
|                                      
|                                      
|Report of the Nomination
    Committee
|                                      
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Terms of ReferenceThe Nomination Committee comprises two Independent Non-Executive Directors and the Chairman. It is chaired by David Simon, Vice Chairman and Senior Independent Director. Its other
members are Michael Treschow and Jeroen van der Veer. The Group Secretary acts as secretary to the Committee. The Committee is responsible for drawing up selection criteria and appointment procedures for Directors. Under Unilevers corporate governance arrangements all Executive and
Non-Executive Directors offer themselves for election each year at the Annual General Meetings, unless they are retiring. The Nomination Committee is responsible for recommending candidates for nomination as Executive Directors, including Group
Chief Executive, and Non-Executive Directors each year. The Committee does so on the basis of an evaluation of the Boards, its Committees and its individual members. The Committee periodically assesses the size and the composition of the Board, and
makes proposals for the composition profile of the Board. After Directors have been appointed by shareholders
    the Committee recommends to the Board candidates for election as Chairman
    and Vice-Chairman. In addition to its responsibility for succession planning within and to the Board, under its Terms of Reference the Committee has responsibility for supervising the policy of the Group
Chief Executive on the selection criteria and appointment procedures for senior management. The Committee keeps oversight of all matters relating to corporate governance and brings any issues to the attention of the Boards. The Committees full Terms of Reference and the
information used by it for succession planning are available on our website www.unilever.com/investorcentre/corpgovernance Process for the appointment of DirectorsUnilever has formal procedures for evaluation of the Boards, the Board Committees and the individual Directors. The results of the evaluations are provided to the Committee when it
discusses the nominations for election as Directors. All Directors offer themselves for re-election every year, unless they are retiring. Where a vacancy arises on the Boards, the Committee seeks the services of specialist recruitment firms and other external experts to assist in finding individuals with the appropriate
skills and expertise. In nominating Directors to the Boards, the Committee follows the agreed Board Profile of potential Non-Executive Directors, which takes into account the roles of Non-Executive Directors
set out in the Dutch Corporate Governance Code and the UK Combined Code on Corporate Governance. Under the terms of the Governance of Unilever the Boards should comprise a majority of Non-Executive Directors and the Profile provides that three of
these have strong financial experience, and staff the Audit Committee. To represent Unilevers areas of interest, the Profile also indicates there should be a strong representation from Developing and Emerging markets as well as from Europe and
North America. Non-Executives should be independent of Unilever and free from any conflicts of interest.


The Profile looks at diversity in terms of
    nationality, race, gender and relevant expertise and directs that, wherever
    possible, the Boards should reflect Unilevers consumer base.
For more details see www.unilever.com/investorcentre/corpgovernance Activities of the Committee during the yearThe Committee met six times in 2007. David Simon and Jeroen van der Veer attended all meetings. The other Committee members attended all meetings that they were eligible to attend,
except Jean-Cyril Spinetta who attended three out of four meetings he was eligible to attend. The Committee proposed the nomination of all Directors offering themselves for re-election at the 2007 AGMs. In 2007, the Committee also proposed the nomination of the new Chairman, and
three new Non-Executive Directors. These were Michael Treschow, Genevieve Berger, Narayana Murthy and Hixonia Nyasulu respectively. Michael Treschow is the first person from outside Unilever to hold the office of Chairman and, following the restructuring of the Boards in recent years, is the first independent,
Non-Executive Chairman. Michael has been a member of the Nomination Committee since June 2007. The three new Non-Executive Directors appointed in 2007 were chosen specifically to strengthen the Boards knowledge in IT and science as well as to increase representation from
the D&E markets and enhance diversity of both background and expertise. All three Non-Executive Directors are members of the Corporate Responsibility and Reputation Committee. In 2007 an outside executive search firm was engaged to identify candidates for the role of Chief Financial Officer, following the retirement of Rudy Markham at the 2007 AGMs. Jim
Lawrence was chosen by the Boards, through the selection process, to become Chief Financial Officer with effect from 1 September 2007, and he will be nominated for election as an Executive Director at the 2008 AGMs. Following the appointment of an outside consultant to support the 2006 evaluation process, an internal review was undertaken during 2007 in relation to the evaluation of the Boards, the
Chairman, the individual Directors and the Board Committees based on the completion of a questionnaire. The Committee discussed general matters of succession planning and talent management with the Group Chief Executive. The Committee reviewed and agreed new the terms of appointment of
Non-Executive Directors in line with best practice. Changes to compositionAntony Burgmans left the Committee when stepping down as Chairman in May 2007 and Jean-Cyril Spinetta stepped down when he resigned as a Director in September 2007. Michael Treschow was
appointed to the Committee on 27 June 2007. At all times, the majority of the Nomination Committee consisted of independent Non-Executive Directors. The Board evaluated the performance of the Committee and the Committee carried out a self assessment of its performance. David SimonChairman of the Nomination CommitteeMichael Treschow 
Jeroen van der Veer




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|                                    
|Report of the Directors continued   
|                                    
|                                    
|Report of the Remuneration Committee
|                                    
|                                    

During 2007, the Committee continued to progress on the five strategic principles that serve as the platform for Unilever's approach to remuneration for the Unilever Executive. These
principles not only pertain to our Executive Directors but to all Unilever's leadership levels. They provide the basis for our remuneration structure as explained in greater detail in the following pages, and direct that pay should be: •
    aligned with shareholders' interests;•
    robustly linked to performance;•
    aligned with strategic priorities;•
    market competitive; and•
    easy to understand and communicate. The overriding objective is to ensure that Unilever recruits and retains the best performers, and effectively incentivises them to achieve superior results. It is also our aim to manage
the differing elements of total remuneration in a fully integrated manner. During 2007 these five principles provided the foundation for important changes to the level and structure of Unilevers incentive plans. At our 2007 AGMs, shareholders approved
the introduction of a new share-based incentive plan which appropriately aligned our programme with our peer company market. The Committee also increased the annual incentive opportunity for Executive Directors while leaving base salary levels
unchanged. Together, these changes have placed a greater emphasis on performance-based rewards relative to fixed pay, and play a critical role in driving improved business results. During the second half of 2007, Jim Lawrence was appointed as Chief Financial Officer of Unilever. Jim Lawrences election to the Boards is subject to shareholders approval
at the AGMs in May 2008. However, in the interests of transparency and good governance, a summary of his remuneration arrangements has been included in this years report.


The year 2007 marked a continuation of the Groups momentum of improved performance. The focus on growth priorities, together with stronger innovation, improved speed to market and
better in-market execution, has delivered consistent, and we believe sustainable, growth. Underlying operating margins have improved and a strong start was made in implementing an acceleration to the implementation of the One Unilever reorganisation
programme. Based on the performance over 2007 the annual incentive awards were on average 128% of base salary across the Unilever Executive team. A Global Performance Share Plan (GPSP) long-term
incentive award will vest in 2008 for 121% based on the performance period 2005  2007. The minimum vesting level for the performance period 2005  2007 was in 2005 set at 2% per annum average underlying sales growth (USG) and €12.2 billion
ungeared free cash flow (UFCF), whereas up to 200% could vest for USG exceeding 4% per annum and with UFCF more than  €13.2 billion. Targets were set before the disposal of European Frozen Foods and before the disposal of UCI. The targets have been
adjusted by the impacts of these disposals. A total shareholder return (TSR) long-term incentive award will also vest in 2008. The vesting was 50% for the performance period 2005 to 2007. Unilever ranked 8th within the comparator group of peer
companies (see page 51). Over the three years to December 2007 Unilever has created more than €20 billion of shareholder value. Looking forward to 2008, we expect the Group leadership to deliver improvement
against our longer-term objectives and, as a result, our shareholders and our executives will be duly rewarded. In September 2007, Jean-Cyril Spinetta stepped down as a Non-Executive Director for personal reasons. We would like to take this opportunity to thank Jean-Cyril for his contributions to
Unilever and our Committee. His wise counsel and experience have been most helpful. We wish him all the best for the future. We are currently working to replace Jean-Cyril with a new recruit for our Committee during 2008. Michael Treschow was also appointed a member of our Committee on 6 February 2008.   David SimonChairman of the Remuneration CommitteeJeroen van der Veer




Definition of auditable
  part of the Report of the Remuneration CommitteeIn compliance with the UK Directors
  Remuneration Report Regulation 2002, and under Title 9, Book 2 of the Civil
  Code in the Netherlands, the auditable part of the report of the Remuneration
  Committee comprises the ‘Aggregate remuneration for Executive Directors
  on page 53, the ‘Remuneration for individual Executive Directors
  on page 53, the Executive Directors Global Share Incentive Plan
  and the Executive Directors Global Performance Share Plan
  on page 54, the ‘Executive Directors conditional share awards under
  the TSR Long-Term Incentive Plan on page 55, the Executive Directors
  Share Matching Plan on page 55, ‘Executive Directors share
  options on page 56, ‘Executive Directors pensions on
  page 57, ‘Executive Directors interests  share capital
  on page 58, Non-Executive Directors remuneration on page 59
  and Non-Executive Directors interests  share capital
  on page 60.



|UnileverAnnual
        Report on Form 20-F 2007 | 49
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|                                                     
|-----------------------------------------------------
|                                                     
|Report of the Directors continued                    
|                                                     
|                                                     
|Report of the Remuneration
        Committeecontinued
|                                                     

Remuneration policy

Unilever reward policy table 2007

|Element          | Payment vehicle | Value determination                                                                                              | Plan objectives/Key drivers                                                                                                                         
|---------------- | --------------- | ---------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------
|                
|FIXED            |                 |                                                                                                                  |                                                                                                                                                     
|                
|Base salary      | Cash            | Market median                                                                                                    | Attraction and retention of
      high performing executives                                                                                        
|                
|Pension          | Cash            | Directors stay in their home country pension
      fund or an alternative of similar value Bonus not pensionable | Attraction and retention of high performing
      executives                                                                                        
|                
|VARIABLE         |                 | Indicative levels at face value as
      % of base pay                                                           |                                                                                                                                                     
|                
|Annual incentive | Cash (75%)      | Executive Directors: target 87% (range
      0%  150%) Group Chief Executive: target 113%                       | Delivery of trading contribution (Unilevers
      primary internal measure of economic value added  see page 51) and
      top-line growth targets
|                 | Shares (25%)    | (range of 0%  200%)                                                                                             |                                                                                                                                                     
|                 |                 |                                                                                                                  | Individual responsibility for key Unilever
      business                                                                                           
|                 |                 |                                                                                                                  | objectives                                                                                                                                          
|                
|Global Share     | Shares          | Grant level for Executive Directors: up
      to 120%                                                            | Shareholder return at upper half of peer
      group                                                                                                
|Incentive Plan   |                 | in 2007 (from 2008 onwards up to 180%                                                                            | (see page 51)                                                                                                                                       
|                 |                 | is allowable)                                                                                                    |                                                                                                                                                     
|                 |                 |                                                                                                                  | Top-line revenue growth as essential to
      Unilevers                                                                                            
|                 |                 | Grant level for Group Chief Executive:
      up to 135%                                                          | long-term value creation                                                                                                                            
|                 |                 | (from 2008 onwards up to 200% is allowable)                                                                      |                                                                                                                                                     
|                 |                 |                                                                                                                  | Ungeared Free Cash Flow as the basic driver
      of                                                                                                
|                 |                 | In exceptional circumstances the committee
      may                                                             | Unilevers shareholder returns                                                                                                                      
|                 |                 | exceed the limits                                                                                                |                                                                                                                                                     
|                 |                 | Vesting level: 0%  200% of grant                                                                                |                                                                                                                                                     
|                
|Share Matching   | Shares          | 25% of annual incentive is paid in shares,                                                                       | Alignment with shareholders interests                                                                                                              
|Plan             |                 | these shares are matched one for one                                                                             |                                                                                                                                                     
|                

A significant proportion of the Executive Directors total reward is linked to a number of key measures of Group performance to create alignment with strategy, business priorities,
and shareholder value. The total remuneration package for Executive Directors is intended to be competitive in a global market, with a strong emphasis on performance related pay.


Internal and external comparisons are made with the reward arrangements for other senior executives within Unilever to support consistent application of Unilevers executive reward
policies. In setting targets for the performance measures, the Committee is guided by what would be required to deliver top third shareholder value. This is reflected in both the short-term and
long-term performance targets.




|50 | UnileverAnnual
        Report on Form 20-F 2007
|-- | -----------------------------------------------

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|                                                   
|---------------------------------------------------
|                                                   
|Report of the Directors
      continued            
|                                                   
|                                                   
|Report of the Remuneration
      Committeecontinued
|                                                   
|                                                   

Base salaryThe Remuneration Committee reviews base salary levels annually, taking into account external benchmarks within the context of Group and individual performance. The Committee decided not to increase the salaries in 2007 in order to place more emphasis on performance related pay and less on fixed pay. Annual incentiveThe
annual incentive plan rewards Executive Directors for the delivery of trading
contribution (Unilevers primary internal measure of economic value added) and top-line growth targets, as well as for their
individual contribution to Unilevers business strategy. In 2007 the Remuneration Committee reviewed annual incentive levels in light of the strategic remuneration principles. Given the desire to enhance the focus on performance-linked pay and to ensure arrangements are
market competitive, the Committee decided to increase annual incentive opportunities. In 2007 the opportunity for Executive Directors was increased to a maximum of 150% of base salary and for the Group Chief Executive up to 200%. Up to 120% of
salary will be based on Unilevers business results targets (133.3% for Group Chief Executive) and a maximum of 30% of salary will be based on individual business targets (66.7% for Group Chief Executive). The target levels are around 60% of
maximum. Aggressive business targets mean that maximum levels are only payable for exceptional performance. The performance criteria for the annual incentive are: •
    trading contribution: Unilevers primary internal measure of economic value added. It is calculated from Trading Result after a deduction
for tax and a charge for asset use. (Trading result is the internal management measure of profit that is the most consistent with operating profit). Increases in
trading contribution reflect the combined impact of top-line growth, margin improvement and capital efficiency gains. It is well aligned with our objective of a progressive improvement in return on invested capital and with shareholder value creation;•
    underlying sales growth: focus on the organic growth of Unilevers turnover; and•
    individual business and leadership targets: tailored to each individuals responsibilities to deliver certain business objectives supporting the strategy. Individual contribution is assessed against robustly set measures and targets to ensure both objectivity and
stretch. Achievement of targets is measured at the end of the year and the payment takes place the following March. 25% of the annual incentive is delivered to the Executive Directors in the form of shares in NV and PLC, which
are matched by a conditional award of matching shares, as further described under the section on long-term incentives below.


Long-term incentivesAt
the 2007 AGMs, shareholders approved the new Unilever Global Share Incentive
Plan (GSIP) for employees and Executive Directors. The new plan supports the Committees strategic remuneration principles for executives. The number of shares vesting is linked to improvements in Unilevers performance over a three-year period. The plan
integrates and replaces two previous long-term plans, the Global Performance Share Plan and TSR Long-Term Incentive Plan, making Unilevers long-term arrangements simpler and easier to understand. The long-term incentive for Executive Directors now consists of two elements, both of which are delivered in shares: •
    Global Share Incentive Plan; and•
    Share Matching Plan (linked to annual incentive). Executive Directors are required to demonstrate a significant personal shareholding commitment to Unilever. Within five years of appointment, they are expected to hold shares worth 150% of their annual base salary.
This reinforces the link between the executives and other shareholders. Global Share Incentive Plan (GSIP)Under the GSIP, annual awards of shares in NV and PLC are granted to Executive Directors. The actual number of shares received at vesting after three years depends on the satisfaction of performance
conditions. For the 2007 awards, the vesting of shares is conditional on the achievement of three distinct performance conditions over the performance period. The performance period is the three-year period which began on 1
January 2007 and ends on 31 December 2009. The vesting of 40% of the shares in the award is based on a condition measuring Unilevers relative total shareholder return (TSR) against a comparator group of 20 other companies over that three-year period. TSR
measures the return received by a shareholder, capturing both the increase in share price and the value of dividend income (assuming dividends are reinvested). The TSR results are compared on a single reference currency basis. No shares (in the
portion of the award subject to TSR) will vest if Unilever is ranked below position 11 of the TSR ranking table over the three-year period. 50% of the shares will vest if Unilever is ranked 11th among the peer group, 100% if ranked 7th, and 200%
will vest if Unilever is ranked 3rd or above in the table. Straight-line vesting will occur between these points. The TSR peer group is as follows: Avon
	KraftBeiersdorf
	LionCadbury Schweppes
	LOréalClorox
	NestléCoca-Cola
	OrklaColgate
	PepsiCoDanone
	Procter & GambleHeinz
	Reckitt BenckiserKao
	Sara LeeKimberly-Clark
	Shiseido




|UnileverAnnual
        Report on Form 20-F 2007 | 51
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|                                                    
|----------------------------------------------------
|                                                    
|Report of the Directors
      continued             
|                                                    
|                                                    
|Report of the Remuneration
      Committee continued
|                                                    
|                                                    

The vesting of a further 30% of the shares in the award is conditional on achieving an underlying sales growth target. The vesting of the final 30% of the shares in the award is conditional on achieving an ungeared free cash flow target which is the basic driver of the returns that Unilever is able to generate for shareholders. Vesting of the business performance-focused parts of an award depends on meeting challenging objectives. There will be no vesting if performance is below the minimum of the range, 25% vesting for achieving minimum, and
200% vesting only at or substantially above the top end of the range. Performance for each condition will be assessed independently from the other conditions over the performance period. Shares will only vest if and to the extent that the respective performance conditions are satisfied.
There will be no re-testing. Target and actual performance levels will be shown in the Remuneration Report detailing the number of awards that have actually vested. Share Matching Plan(linked to the annual incentive) The Share Matching Plan enhances the alignment
    with shareholders interests and supports the retention of key executives.
    In addition, the necessity to hold the shares for a minimum period of three
    years supports the shareholding requirements. The Executive Directors receive 25% of their annual incentive in the form of NV and PLC shares. These are matched with an equivalent number of matching shares. The matching shares will vest after three years provided
that the underlying shares have been retained during this period and the Executive Director has not resigned or been dismissed. The Remuneration Committee considers that there is no need for further performance conditions on the vesting of the matching shares because the number of shares is directly linked to the annual incentive (which is
itself subject to demanding performance conditions). In addition, during the three-year vesting period the share price of NV and PLC will be influenced by the performance of Unilever. This, in turn, will affect the ultimate value of the matching
shares on vesting. Executive Directors pensionsThe policy beginning in 2007 is
    that new Executive Directors will be members of the all-employee pension arrangement
    in their home country (or an alternative of similar value) and will pay employee
  contributions at the same rate as other employees in that arrangement. Executive Directors appointed prior to 2007
    have a defined benefit pension of two-thirds of final salary, payable at retirement
    from age 60. Annual incentive is not pensionable except for Executive Directors
    appointed prior to the change of policy in 2005 (Patrick Cescau, Kees van
    der Graaf and Rudy Markham who retired in 2007) for whom annual incentive
    is pensionable up to a maximum of 20% of base salary.


Other benefits and allowancesExecutive Directors enjoy similar
  benefits to those enjoyed by many other employees of Unilever. Serving as non-executive on the Board
    of another companySome of the Executive Directors
    serve as a non-executive on the Board of another company. In 2007 Unilever
    required that all remuneration and fees earned from outside directorships
  are paid directly to Unilever. This policy has been amended in 2008 (see Outside appointments on page 36). Arrangements for Jim LawrenceJim Lawrence joined Unilever in
    September 2007 as ChiefFinancial Officer.
    He will be proposed for election to the Boards of NV and PLC at the AGMs in
    May 2008. Given Unilevers objective of balancing remuneration more clearly
    towards performance linked variable pay the agreed package follows this policy
    direction. His salary in 2007 was set at US $1 100 000 per annum; the
    maximum annual incentive in 2007 was 150% of salary and the grant under the
    GSIP in 2007 was 49 962 each of NV shares and PLC shares. He will be in a
    pension plan similar to that of Unilever in the USA, which is a defined contribution
    plan. To compensate for the forfeiture of incentives from his former employer, a cash allowance was paid on appointment of US $1 million (with a pro rata claw back over 3 years) and restricted shares of 35 565 each of NV
and PLC were granted (at award value US $2.5 million). These will vest one-third after one year of service, one-third after two years of service and one-third after 3 years of service. Jim Lawrence has purchased 295 508 NV shares and 240 000 PLC ADRs. Future developmentsThe Remuneration Committee continues
    to monitor trends and changes in the market. It keeps a watching brief on
    the continuing alignment between Unilevers strategic objectives and
    the reward policy for Executive Directors. From 1 January 2008, the UK all-employee pension plan benefit for new hires changed from final salary to a combination of career average earnings (up to a limit of £38 000) and defined contribution above the
limit. Existing employees are being given the option to move to the new plan or to remain in the previous plan (subject to certain changes including paying higher individual contributions). The latter impacts the UK-based Executive Directors Patrick
Cescau and Ralph Kugler. The performance range for the GSIP (Global
    Share Incentive Plan) 2008 award (performance period 2008 - 2010) will be
    4% - 6.4% per annum in respect of average underlying sales growth and€10.5 billion - €15.5 billionfor
    cumulative ungeared free cash flow.




|52 | UnileverAnnual
    Report on Form 20-F 2007
|-- | -------------------------------------------

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|                                                    
|----------------------------------------------------
|                                                    
|Report of the Directors
      continued             
|                                                    
|                                                    
|Report of the Remuneration
      Committee continued
|                                                    

Remuneration information
  for 2007The following section contains detailed
  information and commentary on the Executive Directors annual remuneration,
  long-term incentives, pension benefits and share interests in respect of 2007.

Aggregate remuneration for Executive DirectorsThe following table gives details
  of the aggregate remuneration (including value of the vesting of matching shares
  and exercise of options) as a group.

|                                                                                    | 2007   |  | 2006         | 
|----------------------------------------------------------------------------------- | ------ |  | ------------ | 
|                                                                                    | € 000 |  | €
      000 | 
|                                                                                    |        |  |              | 
|Annual emoluments                                                                   |        |  |              | 
|                                                                                    |        |  |              | 
|Base salary                                                                         | 3 491  |  | 4 061        | 
|Allowances and other payments                                                       | 221    |  | 913          | 
|Benefits                                                                            | 82     |  | 111          | 
|Performance-related payments
      (annual incentive)                               | 4 865  |  | 2 409        | 
|                                                                                    |        |  |              | 
|Sub-total of annual emoluments                                                      | 8 659  |  | 7 494        | 
|Other income arising from vesting/exercise
      of long-term incentives(a)         |        |  |              | 
|Gains on exercise of share
      options                                            | 50     |  | 427          | 
|Vesting of matching shares                                                          | 230    |  | 566          | 
|Vesting of awards under TSR
      Long-Term Incentive Plan                          |       |  |             | 
|                                                                                    |        |  |              | 
|Total of annual emoluments
      and other income arising from long-term incentives | 8 939  |  | 8 487        | 
|                                                                                    |        |  |              | 

|(a) | Includes the gains realised in 2007 following
      the exercise of share options granted in earlier years and the value of
      matching shares vested in 2007.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------

Comments on base salaryIn 2007, base salary levels were benchmarked
  against those paid in other major global companies based in Europe, excluding
  companies in the financial sector. The Committee decided not to increase base
  salaries for 2007 and to place greater emphasis on performance-based pay.

Comments on annual incentiveThe annual incentive awards for 2007
  were subject to achievement of underlying sales growth and trading contribution
  targets in combination with individual key strategic business targets. The Committee
  measured the results against the targets set and determined the annual incentive
  amounts for 2007.

Remuneration for individual Executive DirectorsThe following table gives details
  of the remuneration received in 2007 (including the value of vested share match
  and options exercised) by each Executive Director individually.

|                        |        |  |                              |     |          |     |        |     |                                   |  |        |  | Other income
      arising from |  |        |  |         
|----------------------- | ------ |  | ---------------------------- | --- | -------- | --- | ------ | --- | --------------------------------- |  | ------ |  | ------------------------------- |  | ------ |  | --------
|                        |        |  |                              |     |          |     |        |     |                                   |  |        |  | long-term incentives
      and  |  |        |  |         
|                        |        |  | Annual
      Emoluments 2007 |     |          |     |        |     | exercise of
      options in 2007 |  |        |  |                                
|                        |        |  |                              |     |          |     |        |     |                                   |  |        |  |                                
|                        |        |  | Allowances                   |     |          |     |        |     |                                   |  |        |  |                                 |  |        |  |         
|                        | Base   |  | and other                    |     | Value of |     |        |     | Total                             |  | Total  |  | Option                          |  | Share  |  |         
|                        | salary |  | payments                     | (a) | benefits | (b) | Bonus  | (c) | 2007                              |  | 2006   |  | gains                           |  | match  |  | TSR/LTIP
|Name and Base Country   | € 000 |  | € 000                       |     | € 000   |     | € 000 |     | € 000                            |  | € 000 |  | € 000                          |  | € 000 |  | € 000  
|                        |        |  |                              |     |          |     |        |     |                                   |  |        |  |                                 |  |        |  |         
|Patrick Cescau (UK)(d)  | 1 426  |  | 129                          |     | 47       |     | 2 346  |     | 3 948                             |  | 2 727  |  | 50                              |  | 63     |  |        
|                        |        |  |                              |     |          |     |        |     |                                   |  |        |  |                                 |  |        |  |         
|Kees van der Graaf (NL) | 798    |  | 27                           |     | 9        |     | 988    |     | 1 822                             |  | 1 202  |  |                                |  | 60     |  |        
|                        |        |  |                              |     |          |     |        |     |                                   |  |        |  |                                 |  |        |  |         
|Ralph Kugler (UK)       | 861    |  | 56                           |     | 11       |     | 1 033  |     | 1 961                             |  | 1 313  |  |                                |  | 53     |  |        
|                        |        |  |                              |     |          |     |        |     |                                   |  |        |  |                                 |  |        |  |         
|Rudy Markham (UK)(e)    | 406    |  | 9                            |     | 15       |     | 498    |     | 928                               |  | 1 517  |  |                                |  | 54     |  |        
|                        |        |  |                              |     |          |     |        |     |                                   |  |        |  |                                 |  |        |  |         

|(a)                                                                                                                       | Includes: allowance in lieu
      of company car; blind trust fees compensation; compensation for loss of
      net income because part of the salary was
      paid in the Netherlands; entertaining allowance and employers cost
      for the all-employee savings plan in the Netherlands. All allowances
      are taxable in the country of residence apart from the entertaining allowance
      which is currently tax free in the Netherlands.                                                                   
|------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b)                                                                                                                       | Includes: benefits for company
      car; housing (for business use) instead of hotel; medical insurance and
      private use of chauffeur driven cars. Included
      are benefits that are taxable in the country of residence. In addition,
      Unilever provides support to Executive Directors in relation to spouses
      travel expenses when travelling together on company business. This amount
      is capped at 5% of base salary and for 2007 totalled €168
      559 (including related taxes payable).
|(c)                                                                                                                       | Bonus of the year 2007. Includes:
      the value of both the cash element and the element paid in shares of NV
      and PLC. In addition to the element
      of the bonus paid in shares each Executive Director is awarded, on a conditional
      basis, an equivalent number of matching shares.                                                                                                                                                                                                                     
|(d)                                                                                                                       | Group Chief Executive.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|(e)                                                                                                                       | Rudy Markham stepped down as
      a Director at the May 2007 AGMs. He retired from Unilever at 31 October
      2007. In the table above are the emoluments
      for the period January  May 2007. His emoluments for the period June
       October were in total: €1 140 000.                                                                                                                                                                                                                                        
|Figures have been
      translated into euros using the following exchange rate: €1 = £0.6822
      (2006: €1 = £0.6818).



|UnileverAnnual Report on Form 20-F 2007 | 53
|--------------------------------------- | --

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|                                                    
|----------------------------------------------------
|                                                    
|Report of the Directors
      continued             
|                                                    
|                                                    
|Report of the Remuneration
      Committee continued
|                                                    
|                                                    

|Comments on
      long-term incentive arrangements
|--------------------------------------------------
|•                                                 
|                                                  
|•                                                 
|                                                  
|•                                                 
|                                                  
|•                                                 
|                                                  
|•                                                 

Executive Directors Global Share Incentive
  PlanThe Global Share Incentive Plan was
  approved by shareholders at the 2007 AGMs.

The following conditional shares were granted during 2007 and outstanding at 31 December 2007 under the Global Share Incentive Plan:

|                         |            |  |  |                                                               |     |                       |   | Balance of    | 
|------------------------ | ---------- |  |  | ------------------------------------------------------------- | --- | --------------------- | - | ------------- | 
|                         |            |  |  | Conditional grant made 22 May
      2007                      |     | conditional shares at |  
|                         |            |  |  | (Performance period 1 January
      2007 to 31 December 2009) | (a) | 31 December 2007      |  
|                         |            |  |  |                                                               |     |                       |  
|                         | Share type |  |  | No. of shares                                                 | (a) | Price at award        |   | No. of shares | 
|                         |            |  |  |                                                               |     |                       |   |               | 
|Patrick Cescau           | NV         |  |  | 40
      505                                                  |     | €22.20                |   | 40
      505  | 
|                         | PLC        |  |  | 40 505                                                        |     | 1 582.00              | p | 40 505        | 
|                         |            |  |  |                                                               |     |                       |   |               | 
|Kees van der
      Graaf | NV         |  |  | 20 550                                                        |     | €22.20                |   | 20 550        | 
|                         | PLC        |  |  | 20 550                                                        |     | 1 582.00              | p | 20 550        | 
|                         |            |  |  |                                                               |     |                       |   |               | 
|Ralph Kugler             | NV         |  |  | 22 145                                                        |     | €22.20                |   | 22 145        | 
|                         | PLC        |  |  | 22 145                                                        |     | 1 582.00              | p | 22 145        | 
|                         |            |  |  |                                                               |     |                       |   |               | 
|Rudy Markham(b)          | NV         |  |  |                                                              |     |                       |   |              | 
|                         | PLC        |  |  |                                                              |     |                       |   |              | 
|                         |            |  |  |                                                               |     |                       |   |               | 

|(a) | Each award of performance shares is conditional
      and vests subject to certain conditions three years after the date of the
      award.
|--- | --------------------------------------------------------------------------------------------------------------------------------------------
|(b) | Was not awarded under this new Scheme
      as he stepped down as a Director at the May 2007 AGMs.                                          

Executive Directors Global Performance
  Share PlanThe following conditional shares were
  outstanding from grants made in 2005 and 2006.

No new awards from 2007 onwards will be made under this Plan as a new plan was approved by shareholders at the 2007 AGMs and as from 2007 LTI awards will be made only under the new plan.

|                   |            |  |  | Balance of            |     | Balance of            |    
|------------------ | ---------- |  |  | --------------------- | --- | --------------------- | ---
|                   |            |  |  | conditional shares at |     | conditional shares at |    
|                   |            |  |  | 1 January 2007        |     | 31 December 2007      |    
|                   |            |  |  |                       |     |                       |    
|                   | Share type |  |  | No. of shares         | (a) | No. of shares         | (a)
|                   |            |  |  |                       |     |                       |    
|Patrick Cescau     | NV         |  |  | 18 000                |     | 18 000                |    
|                   | PLC        |  |  | 18 000                |     | 18 000                |    
|                   |            |  |  |                       |     |                       |    
|Kees van der Graaf | NV         |  |  | 12 000                |     | 12 000                |    
|                   | PLC        |  |  | 12 150                |     | 12 150                |    
|                   |            |  |  |                       |     |                       |    
|Ralph Kugler       | NV         |  |  | 12 000                |     | 12 000                |    
|                   | PLC        |  |  | 12 150                |     | 12 150                |    
|                   |            |  |  |                       |     |                       |    
|Rudy Markham       | NV         |  |  | 12 000                |     | 12 000                | (b)
|                   | PLC        |  |  | 12 150                |     | 12 150                | (b)
|                   |            |  |  |                       |     |                       |    

|(a) | Each award of performance shares is conditional
      and vests subject to performance conditions three years after the date of
      the award.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | Balance is at May 2007 when he stepped
      down as an Executive Director.                                                                     



|54 | UnileverAnnual
    Report on Form 20-F 2007
|-- | -------------------------------------------

---



Back to Contents

|                                                    
|----------------------------------------------------
|                                                    
|Report of the Directors
      continued             
|                                                    
|                                                    
|Report of the Remuneration Committee
      continued
|                                                    

Executive Directors conditional share
  awards under the TSR Long-Term Incentive PlanThe following conditional shares were
  outstanding from grants made in 2004 to 2006.

From 2007 onwards no new awards will be made under this Plan as a new plan was approved by shareholders at the 2007 AGMs. From 2007 LTI awards will be made only under the new plan.

|                         |       |  | Balance of   |  |                      |     |             |   | Balance of   |    
|------------------------ | ----- |  | ------------ |  | -------------------- | --- | ----------- | - | ------------ | ---
|                         |       |  | conditional  |  | Conditional awards   |     | conditional |  
|                         |       |  | shares       |  | lapsed 24 March 2007 |     | shares at   |  
|                         |       |  | at 1 January |  | (Performance period  |     | 31 December |  
|                         |       |  | 2007         |  | 2004 to 2006)        | (a) | 2007        |  
|                         |       |  |              |  |                      |     |             |   |              |    
|                         |       |  |              |  |                      |     | Original    |   |              |    
|                         | Share |  | No. of       |  | No. of               |     | price at    |   | No. of       |    
|                         | type  |  | shares       |  | shares               |     | award       |   | shares       |    
|                         |       |  |              |  |                      |     |             |   |              |    
|Patrick Cescau           | NV    |  | 58
      476 |  | (13
      863        | )   | €18.03      |   | 44
      613 |    
|                         | PLC   |  | 60 449       |  | (14 391              | )   | 1 154.00    | p | 46 058       |    
|                         |       |  |              |  |                      |     |             |   |              |    
|Kees van der
      Graaf | NV    |  | 36 201       |  | (8 319               | )   | €18.03      |   | 27 882       |    
|                         | PLC   |  | 37 422       |  | (8 634               | )   | 1 154.00    | p | 28 788       |    
|                         |       |  |              |  |                      |     |             |   |              |    
|Ralph Kugler             | NV    |  | 36 201       |  | (8 319               | )   | €18.03      |   | 27 882       |    
|                         | PLC   |  | 37 422       |  | (8 634               | )   | 1 154.00    | p | 28 788       |    
|                         |       |  |              |  |                      |     |             |   |              |    
|Rudy Markham             | NV    |  | 41 745       |  | (13 863              | )   | €18.03      |   | 27 882       | (b)
|                         | PLC   |  | 43 179       |  | (14 391              | )   | 1 154.00    | p | 28 788       | (b)
|                         |       |  |              |  |                      |     |             |   |              |    

|    |                                                                                                                                                                                                                                                                                         
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | The conditional awards made in 2004 lapsed
      in 2007, based on the TSR performance of Unilever over the three-year performance
      period ending 31 December 2006. For this period, Unilever ranked 13th in
      its peer group and therefore no vesting occurred for this award.
|(b) | Balance is at May 2007 when he stepped
      down as an Executive Director.                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                         

|Unilever’s position
      relative to the TSR reference group                                                                                       
|----------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                    
|The reference group, including Unilever,
      consists of 21 companies. Unilevers position is based on TSR over
      a three-year rolling period.

Executive Directors Share Matching
  PlanThe following conditional shares were
  outstanding, awarded or vested during 2007 under the share matching plan:

|                         |       |  | Balance of   |  |                    |     |                                      |     |              |   |            |   |             |   | Balance of   |    
|------------------------ | ----- |  | ------------ |  | ------------------ | --- | ------------------------------------ | --- | ------------ | - | ---------- | - | ----------- | - | ------------ | ---
|                         |       |  | conditional  |  |                    |     |                                      |     |              |   |            |   |             |   | conditional  |    
|                         |       |  | shares       |  |                    |     |                                      |     |              |   |            |   |             |   | shares at    |    
|                         |       |  | at 1 January |  | Conditional shares |     |                                      |     |              |   |            |   | 31 December |  
|                         |       |  | 2007         |  | awarded in 2007    | (a) | Shares vested
      on 24 March 2007 | (b) | 2007         |  
|                         |       |  |              |  |                    |     |                                      |     |              |   |            |   |             |   |              |    
|                         |       |  |              |  |                    |     |                                      |     |              |   | Market     |   | Original    |   |              |    
|                         | Share |  | No. of       |  | No. of             |     | Price at                             |     | No. of       |   | price      |   | price       |   | No. of       |    
|                         | type  |  | shares       |  | shares             |     | award                                |     | shares       |   | at vesting |   | at award    |   | shares       |    
|                         |       |  |              |  |                    |     |                                      |     |              |   |            |   |             |   |              |    
|Patrick Cescau           | NV    |  | 8
      778  |  | 6
      627        |     | €21.33                               |     | (1
      413 | ) | €21.66     |   | €18.03      |   | 13
      992 |    
|                         | PLC   |  | 8 992        |  | 6 627              |     | 1 488.00                             | p   | (1 469       | ) | 1 505.11   | p | 1 154.00    | p | 14 150       |    
|                         |       |  |              |  |                    |     |                                      |     |              |   |            |   |             |   |              |    
|Kees van der
      Graaf | NV    |  | 4 266        |  | 2 121              | (c) | €21.33                               |     | (1 341       | ) | €21.66     |   | €18.03      |   | 2 925        |    
|                         | PLC   |  | 4 394        |  | 2 121              | (c) | 1 488.00                             | p   | (1 392       | ) | 1 505.11   | p | 1 154.00    | p | 3 002        |    
|                         |       |  |              |  |                    |     |                                      |     |              |   |            |   |             |   |              |    
|Ralph Kugler             | NV    |  | 3 831        |  | 2 402              |     | €21.33                               |     | (1 191       | ) | €21.66     |   | €18.03      |   | 5 042        |    
|                         | PLC   |  | 3 936        |  | 2 402              |     | 1 488.00                             | p   | (1 238       | ) | 1 505.11   | p | 1 154.00    | p | 5 100        |    
|                         |       |  |              |  |                    |     |                                      |     |              |   |            |   |             |   |              |    
|Rudy Markham             | NV    |  | 4 932        |  | 2 830              |     | €21.33                               |     | (1 209       | ) | €21.66     |   | €18.03      |   | 6 553        | (d)
|                         | PLC   |  | 5 071        |  | 2 830              |     | 1 488.00                             | p   | (1 257       | ) | 1 505.11   | p | 1 154.00    | p | 6 644        | (d)
|                         |       |  |              |  |                    |     |                                      |     |              |   |            |   |             |   |              |    

|    |                                                                                                                                                                                                                
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | Each award of matching shares is conditional
      and vests three years after the date of the award subject to certain conditions.
      The 2007 award was made at grant date 21 March 2007.                 
|(b) | The conditional shares awarded on 24 March
      2004 (relating to the 2003 performance period) vested on 24 March 2007.                                                                                       
|(c) | Kees van der Graaf (based in the Netherlands)
      was granted a conditional right to receive at the vesting date a cash amount
      equal to the value on that date of 2 121 NV shares and 2 121 PLC shares.
|(d) | Balance is at May 2007 when he stepped
      down as an Executive Director.                                                                                                                                    



|UnileverAnnual Report on Form 20-F 2007 | 55
|--------------------------------------- | --

---



Back to Contents

|                                                    
|----------------------------------------------------
|                                                    
|Report of the Directors
      continued             
|                                                    
|                                                    
|Report of the Remuneration
      Committee continued
|                                                    

Executive Directors share optionsOptions to acquire NV ordinary shares
  of €0.16 each and options to acquire PLC ordinary shares of 31/9p
  each were outstanding, were exercised or lapsed during 2007. No option awards
  were made in 2007.

|                           |       |  |               |  |               |      |               |     | Options
      outstanding |  | Options
      outstanding |   |            |  |          | 
|-------------------------- | ----- |  | ------------- |  | ------------- | ---- | ------------- | --- | ------------------------- |  | ------------------------- | - | ---------- |  | -------- | 
|                           |       |  |               |  |               |      |               |     | below
      market price  |  | above
      market price  |   |            |  |          | 
|                           |       |  |               |  |               |      |               |     | at
      31 December 2007 |  | at
      31 December 2007 |   |            |  |          | 
|                           |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|                           |       |  |               |  | Number        |      |               |     |                           |  |                           |   |            |  |          | 
|                           |       |  | Balance of    |  | of options    |      | Balance of    |     |                           |  | Weighted                  |   |            |  | Weighted | 
|                           |       |  | options at    |  | exercised/    |      | options at    |     |                           |  | average                   |   |            |  | average  | 
|                           | Share |  | 1 January     |  | lapsed        |      | 31 December   |     | Number                    |  | exercise                  |   | Number     |  | exercise | 
|                           | type  |  | 2007          |  | in 2007       |      | 2007          |     | of options                |  | price                     |   | of options |  | price    | 
|                           |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|Patrick
      Cescau       |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|Executive Plan             | NV    |  | 269
      166 |  | (27
      000 | )(d) | 242
      166 |     | 242
      166             |  | €19.50                    |   |           |  |         | 
|Executive Plan             | PLC   |  | 272 967       |  | (27 000       | )(d) | 245 967       |     | 245 967                   |  | 1 175                     | p |           |  |         | 
|NL All-Employee
      Plan | NV    |  | 750           |  | (150          | )(d) | 600           |     | 600                       |  | €17.53                    |   |           |  |         | 
|UK ShareSave
      Plan    | PLC   |  | 1 374         |  |              |      | 1 374         |     | 1 374                     |  | 1 171                     | p |           |  |         | 
|                           |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|Kees
      van der Graaf   |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|Executive Plan             | NV    |  | 135 450       |  |              |      | 135 450       |     | 135 450                   |  | €19.70                    |   |           |  |         | 
|Executive Plan             | PLC   |  | 135 450       |  |              |      | 135 450       |     | 135 450                   |  | 1 203                     | p |           |  |         | 
|NL All-Employee
      Plan | NV    |  | 750           |  | (150          | )(d) | 600           |     | 600                       |  | €17.53                    |   |           |  |         | 
|UK ShareSave
      Plan    | PLC   |  | 1 374         |  |              |      | 1 374         |     | 1 374                     |  | 1 202                     | p |           |  |         | 
|                           |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|Ralph
      Kugler         |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|Executive Plan             | NV    |  | 176 625       |  |              |      | 176 625       |     | 176 625                   |  | €19.41                    |   |           |  |         | 
|Executive Plan             | PLC   |  | 176 625       |  |              |      | 176 625       |     | 176 625                   |  | 1 163                     | p |           |  |         | 
|NL All-Employee
      Plan | NV    |  | 300           |  |              |      | 300           |     | 300                       |  | €17.59                    |   |           |  |         | 
|UK ShareSave
      Plan    | PLC   |  | 1 374         |  |              |      | 1 374         |     | 1 374                     |  | 1 202                     | p |           |  |         | 
|                           |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|Rudy Markham               |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 
|Executive Plan             | NV    |  | 237 150       |  |              |      | 237 150       | (e) | 237 150                   |  | €19.67                    |   |           |  |         | 
|Executive Plan             | PLC   |  | 237 150       |  |              |      | 237 150       | (e) | 237 150                   |  | 1 212                     | p |           |  |         | 
|NL All-Employee Plan       | NV    |  | 750           |  | (150          | )(d) | 600           | (e) | 600                       |  | €17.53                    |   |           |  |         | 
|UK ShareSave Plan          | PLC   |  | 1 373         |  |              |      | 1 373         | (e) | 1 373                     |  | 1 190                     | p |           |  |         | 
|                           |       |  |               |  |               |      |               |     |                           |  |                           |   |            |  |          | 

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | Options in respect of 27 000 shares exercised
      on 1 November 2007 at a market value of €23.24. The options would
      have expired 7 November 2007 if not
      exercised before. The options had originally been granted on 8 May 1998
      at a price (after taking into account the share
      split in May 2006) of €23.10.                                                                                                                      
|(b) | Options in respect of 5 355 shares exercised
      on 8 May 2007 at a market price of 1 658p. Further options in respect of
      21 645 shares exercised on 26 September
      2007 at a market price of 1 585p. The options would have expired 7 November
      2007 if not exercised before. The
      options had originally been granted on 8 May 1998 at a price (after taking
      into account the share consolidation in May 2006) of 1
      483p.
|(c) | Options lapsed without value on 12 June
      2007.                                                                                                                                                                                                                                                                                                                                                                                                          
|(d) | Options exercised on 8 May 2007 at a market
      value of €23.75. The options had originally been granted on 12 June
      2002 at a price (after taking into
      account the share split in May 2006) of €22.63.                                                                                                                                                                                                                                         
|(e) | Balances are at May 2007 when he stepped
      down as a Director. On 2 November 2007, 33 750 options each of NV and PLC
      were exercised at €23.64 and
      1 725p respectively. The original grant prices were €23.10 and 1 483p.
      On 27 December 2007, a further 96 750 NV
      and 164 250 PLC options were exercised at €25.32 and 1 902p. The original
      grant prices were on average €17.21 and 1 158p.                                

The term Executive Plan refers to options granted under the PLC or NV Executive Option Plans.

The closing market prices of ordinary shares
  at 31 December 2007 were €25.15 (NV shares) and 1 890p (PLC shares). During
  2007 the highest market prices were €25.72 and 1 924p respectively, and
  the lowest market prices were €18.89 and 1 320p respectively.



|56 | UnileverAnnual Report on Form 20-F 2007
|-- | ---------------------------------------

---



Back to Contents

|                                                    
|----------------------------------------------------
|                                                    
|Report of the Directors
      continued             
|                                                    
|                                                    
|Report of the Remuneration
      Committee continued
|                                                    

Comments on pensionsThe Netherlands all-employee pension
  plan benefit basis was changed from final salary to career average earnings
  at 31 December 2006. This had a small impact on the accrued pension of the Netherlands-based
  Executive Director.

During 2007, individual contributions paid by Executive Directors in the UK were paid through a salary sacrifice arrangement.

Executive Directors pensions(a)Pension values for the year ended
  31 December 2007 are set out below.

|                                |          |  |             |     |             |     |             |     |              |     | Movement       |     |               |     |              |    
|------------------------------- | -------- |  | ----------- | --- | ----------- | --- | ----------- | --- | ------------ | --- | -------------- | --- | ------------- | --- | ------------ | ---
|                                |          |  |             |     | Movement in |     |             |     | Transfer     |     | in transfer    |     |               |     | Transfer     |    
|                                |          |  |             |     | accrued     |     |             |     | value of     |     | value during   |     | Individual    |     | value of     |    
|                                |          |  | Accrued     |     | pension     |     | Accrued     |     | accrued      |     | 2007 (less     |     | contributions |     | accrued      |    
|                                |          |  | pension at  |     | during      |     | pension at  |     | pension at   |     | individual     |     | made during   |     | pension at   |    
|                                | Age at   |  | 31/12/06    | (b) | 2007        | (c) | 31/12/07    | (b) | 31/12/06     | (d) | contributions) | (e) | 2007          | (f) | 31/12/07     | (d)
|Name and base country           | 31/12/07 |  | €000 pa    |     | €000 pa   |     | €000 pa    |     | €000        |     | €000          |     | €000         |     | €000        |    
|                                |          |  |             |     |             |     |             |     |              |     |                |     |               |     |              |    
|Patrick Cescau
      (UK)       | 59       |  | 1
      000 |     | 29          |     | 1
      029 |     | 18
      662 |     | 1
      951    |     | 4             |     | 20
      617 |    
|                                |          |  |             |     |             |     |             |     |              |     |                |     |               |     |              |    
|Kees van der
      Graaf(g)(NL) | 57       |  | 602         |     | 37          |     | 639         |     | 8 098        |     | 868            |     | 9             |     | 8 975        |    
|                                |          |  |             |     |             |     |             |     |              |     |                |     |               |     |              |    
|Ralph Kugler
      (UK)         | 51       |  | 441         |     | (23         | )   | 418         |     | 6 283        |     | 219            |     |              |     | 6 502        |    
|                                |          |  |             |     |             |     |             |     |              |     |                |     |               |     |              |    
|Rudy Markham(h)(UK)             | 61       |  | 793         |     | (68         | )   | 725         |     | 15 909       |     | (1 928         | )   |              |     | 13 981       |    
|                                |          |  |             |     |             |     |             |     |              |     |                |     |               |     |              |    

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | Figures have been translated into euros
      where necessary using the following exchange rates: 31 December 2007 €1.00
      = £0.7342; 31 December 2006 €1.00 = £0.6712; Average for
      the year ended 31 December 2007 €1.00 = £0.6822.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|(b) | Based on the Executive Directors
      current pension letters and calculated on a deferred basis using the Executive
      Directors service to 31 December 2006 and 31 December 2007 respectively
      on the basis that the Executive Directors remain in service until at least
      age 60 and that the pension payment commences at that time. It includes
      all pensions provided from Unilever pension plans. In the event that an
      Executive Director leaves service prior to age 60 and the payment of pension
      commences earlier than age 60, the pension payable would be on a reduced
      basis.                                                                                                                                                                                                                                                
|(c) | Includes the effect of inflation on the
      accrued pension at 31 December 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|(d) | For the Netherlands-based Executive Director
      the arrangement is calculated on the basis used by the Unilever Netherlands
      pension plan (Progress), as prescribed by the Netherlands Ministry
      of Social Affairs and Employment. These prescriptions changed on 1 January
      2008 as illustrated in footnote (g). For the UK-based Executive Directors
      the arrangement is calculated on the market related basis used by Unilever
      United Kingdom pension plan (UUKPF), in line with the GN11 guidance note
      published by the Board for Actuarial Standards in the United Kingdom.                                                                                                                                                                                                                                                          
|(e) | The movement in transfer value during
      2007 of market changes for the UK based Executive Directors together with
      additional service and the Executive Directors being one year closer to
      retirement and exchange rate movements (for pensions denominated in currency
      other than euros). There have been no salary increases in 2007.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|(f) | Consistent with employees in the current
      Netherlands pension plan, the rate of individual contributions paid by Kees
      van der Graaf is 0.5% of pensionable salary between €11 872 and €56
      990 and 1% on balance. Consistent with employees in the United Kingdom pension
      plan, Ralph Kuglers and Rudy Markhams contributions are paid
      through salary sacrifice and at a rate of 5% of pensionable salary (above
      the UK Lower Earnings Limit), and as such no individual contributions are
      shown above. Patrick Cescaus contributions on the part of his salary
      paid in the Netherlands are paid based on the basis of the old Unilever
      Netherlands pension plan, at 1% above €56 990, and on the part of
      his salary paid in the UK are consistent with employees in the Unilever
      United Kingdom pension plan.
|(g) | The increase in accrued pension and transfer
      value during 2007 includes the effect of revaluation on the accrued pension
      in the Unilever Netherlands pension plan at January 2008. The basis for
      calculation of the transfer value in the Netherlands as prescribed by the
      Netherlands Ministry of Social Affairs and Employment changed for accounting
      periods ending after 1 January 2008. Calculated on this new basis the transfer
      value at 31 December 2007 for Kees van der Graaf would be €7 951 000.                                                                                                                                                                                                                                                                                                                                 
|(h) | Attained age 60 in 2006 and accrued no
      additional pension. Stepped down as a Director at the 2007 AGMs. The values
      shown are at 31 May 2007, or the period ending on that date, as appropriate.
      Schedule 7A of the UK Companies Act requires the disclosure of pension values
      at retirement as he performed qualifying services during 2007. The accrued
      pension at 31 October 2007 (the date he retired from Unilever) is unchanged
      from that shown in the table. The transfer value of the accrued pension
      at 31 October 2007 was €14 055 000.                                                                                                                                                                                                                                                                                       

The Listing Rules of the Financial Services
  Authority are different from the Directors Remuneration Report Regulations
  2002 and require the following disclosures for defined benefit pension plans
  which are calculated on an alternative basis to those disclosed in the previous
  table.

The Dutch Corporate Governance Code requires the disclosure of pension service costs charged to operating profit:

|                        |  |                                                         |     |                 |     | Dutch     |    
|----------------------- |  | ------------------------------------------------------- | --- | --------------- | --- | --------- | ---
|                        |  |                                                         |     |                 |     | Corporate |    
|                        |  | Listing rules of
      the Financial Services Authority |     | Governance Code |    
|                        |  | €000                                                   | (a) | €000           | (b) | €000     |    
|                        |  |                                                         |     |                 |     |           |    
|Patrick Cescau (UK)     |  | (9                                                      | )   | (192            | )   | 552       |    
|                        |  |                                                         |     |                 |     |           |    
|Kees van der Graaf (NL) |  | 32                                                      |     | 450             |     | 249       |    
|                        |  |                                                         |     |                 |     |           |    
|Ralph Kugler (UK)       |  | (1                                                      | )   | (14             | )   | 294       |    
|                        |  |                                                         |     |                 |     |           |    
|Rudy Markham (UK)       |  | (31                                                     | )   | (601            | )   | 50        | (c)
|                        |  |                                                         |     |                 |     |           |    

|    |                                                                                                                                                                                                                
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | Movement in accrued pension during 2007
      (excluding the effect of inflation on the accrued pension at 31 December
      2006).                                                                            
|(b) | Transfer value at 31 December 2007 of
      the movement in accrued pension during 2007 (excluding the effect of inflation
      on the accrued pension at 31 December 2006 and less individual contributions).
|(c) | This includes €28 000 that was incurred
      up to May 2007 when he left the Board and €22 000 that was incurred
      subsequently up to 31 October 2007.                                                    



|UnileverAnnual Report on Form 20-F 2007 | 57
|--------------------------------------- | --

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|                                              
|----------------------------------------------
|                                              
|Report of the Directors continued             
|                                              
|                                              
|Report of the Remuneration Committee continued
|                                              

Executive Directors interests  share
capitalThe interests in the share capitals of NV and PLC and their group companies of those who were Executive Directors at 31 December 2007 and of their connected persons were as shown in the table below:

|                         |               |  | Shares held at |     | Shares held at   |    
|------------------------ | ------------- |  | -------------- | --- | ---------------- | ---
|                         | Share type(a) |  | 1 January 2007 | (b) | 31 December 2007 | (b)
|                         |               |  |                |     |                  |    
|Patrick Cescau(c)        | NV            |  | 85
      059   |     | 93
      099     |    
|                         | PLC           |  | 52 347         |     | 65 798           |    
|                         |               |  |                |     |                  |    
|Kees van der
      Graaf | NV            |  | 23 157         |     | 32 499           |    
|                         | PLC           |  | 16 718         |     | 20 339           |    
|                         |               |  |                |     |                  |    
|Ralph Kugler             | NV            |  | 45 396         |     | 48 489           |    
|                         | PLC           |  | 20 124         |     | 23 366           |    
|                         |               |  |                |     |                  |    

|(a) | NV shares are ordinary €0.16 shares
      and PLC shares are ordinary 31/9p
      shares.
|--- | -----------------------------------------------------------------------------------------
|(b) | Numbers are excluding unvested matching shares.                                          
|(c) | Balances include under NV 38 715 NV New York shares and under PLC 10 220 PLC ADRs.       

The Executive Directors, in common with other employees of PLC and its United Kingdom subsidiaries, had beneficial interests in 16 678 871 PLC ordinary shares at 1 January 2007 and 10 920 385 PLC ordinary shares at 31
December 2007, acquired by the Unilever Employee Share Trust (Jersey) for the purpose of satisfying options and vesting of shares under various group share plans (including the PLC Executive Option Plans and the UK Employee ShareSave Plan). Further
information, including details of the NV and PLC ordinary shares acquired by certain group companies in connection with other share-based compensation plans, is given in note 29 on pages 117 to 119.

The voting rights of the Directors who hold interests in the share capitals of NV and PLC are the same as for other holders of the class of shares indicated. None of the Directors or other executive
officers shareholdings amounts to more than 1% of the issued shares in that class of share. Except as stated above, all shareholdings are beneficial.

The only changes in the interests of the Executive Directors and their connected persons in NV and PLC ordinary shares between 31 December 2007 and 1 March 2008 were that:

|• | The holding of the Unilever Employee Share Trust (Jersey) has reduced to 10 814 117 PLC ordinary shares; and                                                                                 
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                                                                                              
|• | Kees van der Graaf and Ralph Kugler each acquired an additional 14 PLC ordinary shares during January and February as a result of regular contributions to an employee share
investment plan.



|58 | UnileverAnnual
        Report on Form 20-F 2007
|-- | -----------------------------------------------

---



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|                                                      
|------------------------------------------------------
|                                                      
|Report of the Directors continued                     
|                                                      
|                                                      
|Report of the Remuneration
        Committee continued
|                                                      

Non-Executive Directors

The following section contains detailed information
    and commentary on the Non-Executive Directors annual fees and share interests.
    The Non-Executive Directors receive fees from both NV and PLC. No other remuneration
    is given in respect of their non-executive duties from either NV or PLC, such
  as annual incentives, share-based incentives or pension benefits.

The level of their fees reflects their commitment and contribution to Unilever. The Chairmans levels were reviewed and increased with the appointment of Michael Treschow as Chairman in 2007. No other fee changes
have been made since the 2006 AGMs.

Non-Executive Directors remunerationThe total fees payable to each Non-Executive Director in 2007 are set out below:

|                                | Total fees paid |     | Total fees paid |    
|------------------------------- | --------------- | --- | --------------- | ---
|                                | in 2007         | (a) | in 2006         | (a)
|Current Non-Executive Directors | €000           |     | €000           |    
|                                |                 |     |                 |    
|Michael Treschow(b)(c)          | 469             |     | n/a             |    
|                                |                 |     |                 |    
|Genevieve Berger(b)             | 60              |     | n/a             |    
|                                |                 |     |                 |    
|Leon Brittan                    | 97              |     | 83              |    
|                                |                 |     |                 |    
|Wim Dik                         | 92              |     | 85              |    
|                                |                 |     |                 |    
|Charles Golden                  | 134             |     | 89              |    
|                                |                 |     |                 |    
|Byron Grote                     | 90              |     | 60              |    
|                                |                 |     |                 |    
|Narayana Murthy(b)              | 97              |     | n/a             |    
|                                |                 |     |                 |    
|Hixonia Nyasulu(b)              | 82              |     | n/a             |    
|                                |                 |     |                 |    
|David Simon                     | 131             |     | 110             |    
|                                |                 |     |                 |    
|Kees Storm                      | 113             |     | 75              |    
|                                |                 |     |                 |    
|Jeroen van der Veer             | 90              |     | 83              |    
|                                |                 |     |                 |    
|                                |                 |     |                 |    
|Former Non-Executive Directors  |                 |     |                 |    
|                                |                 |     |                 |    
|Antony Burgmans(d)(e)           | 246             |     | 300             |    
|                                |                 |     |                 |    
|Lynda Chalker(d)(g)             | 42              |     | 94              |    
|                                |                 |     |                 |    
|Jean-Cyril Spinetta(f)          | 68              |     | 60              |    
|                                |                 |     |                 |    

|(a) | Covers fees and allowances received from both NV and PLC. Includes fees for travel from outside Europe if applicable.                                                                   
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | Appointed at the 2007 AGMs.                                                                                                                                                             
|(c) | Chairman NV and PLC since the 2007 AGMs.                                                                                                                                                
|(d) | Stepped down at the 2007 AGMs.                                                                                                                                                          
|(e) | Chairman until the 2007 AGMs. Total fees include some benefits that occured after retirement.                                                                                           
|(f) | Stepped down in September 2007.                                                                                                                                                         
|(g) | Started to work for Unilever under a consultancy
agreement as from 1 June 2007 to support Unilever in the African world. Total
amount paid for period June 2007  December
2007 €85 508.

Please see page 46 for details on committee memberships.



|UnileverAnnual
        Report on Form 20-F 2007 | 59
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|                                                      
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|                                                      
|Report of the Directors continued                     
|                                                      
|                                                      
|Report of the Remuneration
        Committee continued
|                                                      

Prior to being a Non-Executive Director Mr
    Burgmans was awarded shares and options in his capacity as an Executive Director.
    Mr Burgmans received no further share-based awards in his capacity as Non-Executive
Director.

Details of the balance and lapsing under the
    TSR Long-Term Incentive Plan:

|    | Balance        |  | Conditional award lapsed |   | Balance  | 
|--- | -------------- |  | ------------------------ | - | -------- | 
|    | 1 January 2007 |  | 24 March 2007            |   | May 2007 | 
|    |                |  |                          |   |          | 
|NV  | 22 182         |  | (22 182                  | ) |         | 
|PLC | 23 024         |  | (23 024                  | ) |         | 
|    |                |  |                          |   |          | 

Details of the balance and vesting under the Share Matching Plan:

|    | Balance        |  | Shares vested |   | Balance  | 
|--- | -------------- |  | ------------- | - | -------- | 
|    | 1 January 2007 |  | 27 March 2007 |   | May 2007 | 
|    |                |  |               |   |          | 
|NV  | 4 569          |  | (1 815        | ) | 2 754    | 
|PLC | 4 712          |  | (1 886        | ) | 2 826    | 
|    |                |  |               |   |          | 

Details of his outstanding options can be found below:

|                     |       |  |            |  | Number     |     |            |  |         |  |          |  |         |  |          |  |             |  |          |    
|-------------------- | ----- |  | ---------- |  | ---------- | --- | ---------- |  | ------- |  | -------- |  | ------- |  | -------- |  | ----------- |  | -------- | ---
|                     |       |  | Number of  |  | of options |     | Balance of |  | Balance |  | Weighted |  | Balance |  | Weighted |  |             |  |          |    
|                     |       |  | options    |  | exercised/ |     | options at |  | below   |  | average  |  | above   |  | average  |  | First       |  | Final    |    
|                     | Share |  | granted in |  | lapsed     |     | May        |  | market  |  | exercise |  | market  |  | exercise |  | exercisable |  | expiry   |    
|                     | type  |  | 2007       |  | in 2007    |     | 2007       |  | price   |  | price    |  | price   |  | price    |  | date        |  | date     | (a)
|                     |       |  |            |  |            |     |            |  |         |  |          |  |         |  |          |  |             |  |          |    
|Executive Plan       | NV    |  | 316 800    |  |           |     | 316 800    |  | 316 800 |  | €19.10   |  |        |  |         |  | 24/03/02    |  | 01/06/09 |    
|Executive Plan       | PLC   |  | 316 800    |  |           |     | 316 800    |  | 316 800 |  | 1 163p   |  |        |  |         |  | 24/03/02    |  | 01/06/09 |    
|NL All-Employee Plan | NV    |  | 450        |  | (150)      | (a) | 300        |  | 300     |  | €17.47   |  |        |  |         |  | 02/06/03    |  | 12/05/09 |    
|                     |       |  |            |  |            |     |            |  |         |  |          |  |         |  |          |  |             |  |          |    

|(a) | Exercised 8 May 2007 at market price of €23.75 (originally awarded 12 June 2002 at €22.63).
|--- | -------------------------------------------------------------------------------------------

Non-Executive Directors interests  share capitalThe interests in the share capitals of NV and PLC and their group companies of those who were Non-Executive Directors as at 31 December 2007 and had share holdings (including those of their connected persons) were as
shown below:

|                    |            |     | Shares held at |     | Shares held at   |    
|------------------- | ---------- | --- | -------------- | --- | ---------------- | ---
|                    | Share type | (a) | 1 January 2007 | (a) | 31 December 2007 | (a)
|                    |            |     |                |     |                  |    
|Michael Treschow    | NV         |     | (b)           |     | 15 000           |    
|                    | PLC        |     | (b)           |     | 15 000           |    
|                    |            |     |                |     |                  |    
|Byron Grote         | NV NY      |     | 3 000          |     | 3 000            |    
|                    | PLC ADRs   |     | 1 800          |     | 1 800            |    
|                    |            |     |                |     |                  |    
|David Simon         | NV         |     |               |     |                 |    
|                    | PLC        |     | 1 492          |     | 1 536            |    
|                    |            |     |                |     |                  |    
|Jeroen van der Veer | NV         |     | 16 800         |     | 16 800           |    
|                    | PLC        |     |               |     |                 |    
|                    |            |     |                |     |                  |    

|(a) | NV shares are ordinary €0.16 shares and PLC shares are ordinary 31/9p shares.
|--- | -----------------------------------------------------------------------------
|(b) | Shareholding is as from date of appointment.                                 

There were no changes in the interests of the Non-Executive Directors and their connected persons in NV and PLC ordinary shares between 31 December 2007 and 1 March 2008.



|60 | UnileverAnnual
        Report on Form 20-F 2007
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|                                                    
|----------------------------------------------------
|                                                    
|Report of the Directors
      continued             
|                                                    
|                                                    
|Report of the Remuneration
      Committee continued
|                                                    

Additional statutory and other disclosures

The Board evaluated the performance of the Committee and the Committee carried out a self assessment of its performance.

Unilevers share performance relative
  to broad-based equity indicesThe UK Companies Act 1985 (schedule
  7A) requires us to show Unilevers relative share performance, based on
  Total Shareholder Return, against a holding of shares in a broad-based equity
  index for the last five years. The Remuneration Committee has decided to show
  Unilevers performance against two indices, namely the FTSE 100 Index,
  London, and the Euronext AEX Index, Amsterdam as these are the most generally
  used indices in the UK and the Netherlands, where we have our principal listings.

Five-Year Historical TSR Performance

|Growth in the value of a hypothetical £100
      holding over five years FTSE 100 comparison based on 30 trading day average
      values |  | Growth in the value of a hypothetical investment
      over five years AEX comparison based on 30 day average values
|----------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------------------------------------------
|                                                                                                                                          |  |                                                                                                                     

Role and responsibilities The Committee is responsible for making proposals
  to the Boards on the reward policy for Executive Directors. It is also responsible
  for setting individual reward packages for Executive Directors and for monitoring
  and approving all share-based incentive arrangements. The Committee meets at
  least three times a year and, during 2007, it met on five occasions.

Structure and roleDuring 2007 David Simon served as
  Chairman of the Committee with Jeroen van der Veer and Jean-Cyril Spinetta as
  Non-Executive members. Jean-Cyril Spinetta stepped down as a Director in September
  2007. Michael Treschow was appointed a member of the Committee on 6 February
  2008.

Advice and assistanceThe Committee does not formally retain
  remuneration consultants. It seeks professional advice from external advisers
  as and when required. During 2007, the Committee sought advice from Towers Perrin
  (an independent firm of human resources specialists) on market data, reward
  trends and performance-related pay. Towers Perrin also provides general consultancy
  advice to Unilever group companies on employee rewards, pension, communications
  and other human resource matters.

The Group Secretary attends all Committee meetings and advises on matters of corporate governance.

The Group Chief Executive can be invited to attend Committee meetings to provide his own insights to the Committee on business objectives and the individual performance of his direct reports. Naturally, he does not
attend when his own remuneration is being discussed.

During 2007, the Non-Executive Chairman could, in his role as Chairman of the Boards, also attend meetings.

The Report has been approved by the Boards. Signed on behalf of the Boards by Sven Dumoulin (Group Secretary).



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|                                       
|---------------------------------------
|                                       
|Report of the Directors
      continued
|                                       
|                                       
|Report
      of the Audit Committee    
|                                       
|                                       

The role of the Audit Committee is to assist
  the Unilever Boards in fulfilling their oversight responsibilities regarding
  the integrity of Unilevers financial statements, risk management and internal
  control, compliance with legal and regulatory requirements, the external auditors
  performance, qualifications and independence, and the performance of the internal
  audit function. During the year ended 31 December 2007 the principal activities
  of the Committee were as follows: Financial statementsThe Committee considered reports from
  the Chief Financial Officer on the quarterly and annual financial statements including other financial statements and disclosures prior to their publication, issues reviewed by the Disclosure Committee, and reviewed the Annual Report and
Accounts and Annual Report on Form 20-F prior to publication. Audit of the Annual AccountsPricewaterhouseCoopers, Unilevers
  external auditors, reported in depth to the Committee on the scope and outcome
  of the annual audit, including their audit of internal control over financial
  reporting as required by Section 404 of the US Sarbanes-Oxley Act of 2002. Their
  reports included accounting matters, governance and control, and accounting
  developments. Risk management and internal
  control arrangementsThe Committee reviewed Unilever's
  overall approach to risk management and control, and its processes, outcomes
  and disclosure, including specifically: •
    review of level of disclosure in quarterly
      financial results announcements;•
    review of accounting principles and judgements
      with respect to financial statements,
      including the annual impairment review of
      goodwill and intangibles;•
    Corporate Audits interim and year-end
      reports on the Status of Risk Management
      and Control, and managements response;•
    annual report from the Chief Financial
      Officer on business risks and positive
      assurance on operating controls and corporate policies; and a
      quarterly review of business risks and safeguards;•
    the interim and year-end reports from
      the Code of Business Principles Compliance
      Committee;•
    monitoring the resolution of complaints
      received through the global Ethics
      hotline including procedures for handling complaints
      and concerns relating to accounting, internal control and
      auditing matters;•
    quarterly review of progress of the application
      of the requirements under Section
      404 of the US Sarbanes-Oxley Act of
      2002 with respect to internal controls over financial reporting;•
    review of the application of information
      and communication technology;•
    a review of the annual pension report
      and pensions related accounting and
      proposals;•
    annual review of anti-fraud arrangements;•
    a review of tax planning policy; and•
    review of treasury policies, the annual
      financial plan and consideration of
      proposals relating to debt issuance, investment hedge,
      dividends and a review of the financial implications of acquisitions. External auditorsThe Audit Committee conducted a
    formal evaluation of the effectiveness of the external audit process. The
    Committee has approved the extension of the current external audit contract
    by one year, and recommended to the Boards the reappointment of the external
    auditors. On the recommendation of the Audit Committee, the Directors will
    be proposing the reappointment of PricewaterhouseCoopers at the AGMs in May
    2008.


Both Unilever and the auditors have for many years had safeguards in place to avoid the possibility that the auditors objectivity and independence could be compromised. The Committee reviewed the report from
PricewaterhouseCoopers on the actions they take to comply with the professional and regulatory requirements and best practice designed to ensure their independence from Unilever. The Committee also reviewed the statutory audit, other audit, tax and other services provided by PricewaterhouseCoopers, and compliance with Unilevers policy, which prescribes in detail the types of engagements
for which the external auditors can and cannot be used: •
    statutory audit services  as
      detailed above, including audit of subsidiaries;•
    other audit services  work
          which regulations or agreements with third
      parties require the auditors to undertake e.g. in connection
      with borrowings and shareholder services;•
    other services  statutory
          auditors may carry out work that they are best
      placed to undertake, including internal control reviews;•
    acquisition and disposal services  where
          the auditors are best placed
      to do this work;•
    tax services  all significant
          tax consulting work is put to tender, except
      where the auditors are best placed to do this; and•
    general consulting  external
          auditors may not tender for general consulting
      work. All engagements over €100 000 require
    specific advance approval of the Audit Committee Chairman. The overall policy
    is regularly reviewed and, where necessary, updated in the light of internal
    developments, external developments and best practice. The Committee held independent meetings with the external auditors during the year. Internal audit functionThe Committee engaged in discussion
  and review of the Corporate Audit Departments audit plan for the year,
  and approved its budget and resource requirements. The Committee carried out a formal evaluation of the performance of the internal audit function and confirmed that they were satisfied with their relationship with the Chief Auditor. The Committee held independent meetings with the Chief Auditor during the year. Audit Committee terms of
  referenceThe Audit Committees terms
    of reference can be viewed on Unilevers website at www.unilever.com
    or supplied on request. In June 2007, the terms of reference were updated
    to include the review of other financial statements and disclosures
    prior to their publication. Board Assessment of the
  Audit CommitteeThe Board evaluated the performance
  of the Committee and the Committee carried out a self assessment of its performance. Kees StormChairman of the Audit CommitteeWim DikCharles Golden 
  Byron Grote




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|                                                                     
|---------------------------------------------------------------------
|                                                                     
|Report of the Directors
      continued                              
|                                                                     
|                                                                     
|Report
      of the Corporate Responsibility and Reputation Committee
|                                                                     
|                                                                     

Terms of referenceThe Corporate Responsibility and Reputation
  Committee (CRRC) comprises four independent Non-Executive Directors and one
  Executive Director, the latter being the person who chairs Unilevers Corporate
  Responsibility Council. In May 2007 three new independent members were appointed to the Committee  Genevieve Berger, Narayana Murthy and Hixonia Nyasulu. They replaced Antony Burgmans and Lynda Chalker who retired. Wim Dik stood down
from the Committee in September 2007. Leon Brittan replaced Lynda Chalker as Chairman of the Committee and thanked departing members for their support and the valuable insights they had contributed to the Groups thinking. The Committee has responsibility for overseeing Unilever's conduct as a responsible corporate citizen. It is also charged with ensuring that Unilevers reputation is protected and enhanced. Inherent in this is the
need to identify any external developments which are likely to have an influence upon Unilevers standing in society and to bring these to the attention of the executive team. One of the issues the Committee oversees is that of sustainable development. In this capacity the Committee is building links with the Unilever Sustainable Development Group (USDG)  a body of five eminent people
who advise on Unilevers sustainability strategy. To facilitate greater synergy between the two groups, members of the CRRC share the briefings of the USDG and are invited to join their meetings. Full details of the Corporate Responsibility
    and Reputation Committees terms of reference and details of the members
    of the Unilever Sustainable Development Group are available at www.unilever.com/investorcentre/corpgovernance MeetingsCommittee meetings are held
  quarterly. In 2007 the Committee discussed a range of topics including Unilevers
  Code of Business Principles, human rights, its Business Partner Code and supplier
  assurance, corporate responsibility strategy, reporting and measurement. Further
  details of these discussions are set out below. Code of Business PrinciplesAt its April meeting in Durban, the
  Committee discussed the practices of Unilever South Africa in implementing and
  communicating the Code of Business Principles. Committee members commended Unilever
  on its thorough and rigorous approach to procedures for upholding the principles
  and its ongoing efforts to maintain awareness of the Code through diverse communications
  channels. Human rightsThe Committee supported a review of
  Unilevers approach to human rights. The aim of the review was to ensure
  that Unilever continues to live up to its ethical standards, as defined in the
  Code of Business Principles, and that effective communications and compliance
  mechanisms are in place. It concluded that further training was needed and that
  clearer definition of the various elements of human rights was required in order
  to increase employee awareness and understanding. Currently, compliance monitoring of Unilevers
    human rights obligations is delivered via the positive assurance process.
    The review proposed that this should be complemented by a system of continuous
    improvement (akin to the systems Unilever uses for safety, health and environment),
    based primarily on self-assessment at site level and supported by periodic
    external audits. The self-assessment methodology is designed to be consistent
    with that used to monitor suppliers compliance with our Business Partner
    Code.


Business Partner CodeUnilevers Business Partner Code
  is based on its Code of Business Principles. It makes clear our expectations
  of suppliers in the areas of health and safety at work, business integrity,
  labour standards, consumer safety and the environment. Unilevers supply
  management is responsible for the roll-out of the Business Partner Code and
  for gaining supplier assurance. As these areas are of increasing concern to both manufacturers and retailers, many companies are launching similar assurance initiatives, leading to multiple demands on suppliers to provide evidence of appropriate
management policies and compliance with recognised social, environmental and labour standards. As both a customer and a supplier, Unilever has a clear interest in avoiding this resource-intensive duplication of effort. To this end, Unilever initiated a collaborative forum with peer fast-moving consumer goods
manufacturers to develop a common approach to supplier evaluation through self-assessment and shared audit. The Committee endorsed Unilevers commitment to responsible sourcing and offered suggestions to reinforce communication around the
Business Partner Code. Corporate responsibility
  strategyCommittee members reviewed Unilevers
  updated corporate responsibility strategy, including its CO2reduction targets. The importance of pursuing
  clear and realistic targets was emphasised, along with the need to engage retail
  customers on this agenda, which is becoming an increasingly important part of
  their business activities. The Committee recommended that the elements of the
  strategy be reflected clearly in Unilevers next sustainable development
  report. Members also studied the metrics Unilever uses to measure progress in
  its corporate responsibility initiatives and suggested ways in which these should
  be reinforced. As part of its watching brief on current issues of concern to society, the Committee also received and commented on updates on a range of issues, including Unilevers approach to biofuels as a source of renewable
energy, carbon footprinting, marketing to children, the use of size zero models in advertising, sustainable sourcing of tea, packaging, and feedback on Unilevers participation in the World Economic Forum at Davos. Board assessment of the
  CommitteeThe Board evaluated the performance
  of the Committee and the Committee carried out a self assessment of its performance. More information about Unilevers corporate
  responsibility initiatives is available at www.unilever.com Leon
          BrittanChairman
          of the Corporate Responsibility and Reputation CommitteeGenevieve BergerNarayana MurthyHixonia NyasuluRalph KuglerExecutive Director




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|                    
|--------------------
|                    
|Financial statements
|                    
|                    
|Contents            
|                    
|                    
|                    

Statement
    of Directors responsibilities
	66Managements
    report on internal control over financial reporting
	67Auditors report
	68Consolidated income statement
	69Consolidated statement of recognised
    income and expense
	69Consolidated balance sheet
	70Consolidated cash flow statement
	71Notes to the consolidated accounts
	721
	Accounting information and policies
	722
	Segment information
	773
	Gross profit and operating costs
	814
	Staff costs
	825
	Net finance costs
	826
	Taxation
	837
	Combined earnings per share
	858
	Dividends on ordinary capital
	869
	Goodwill and intangible assets
	8610
	Property, plant and equipment
	8811
	Other non-current assets
	9012
	Deferred taxation
	9113
	Inventories
	9114
	Trade and other receivables
	9215
	Cash and cash equivalents and
    other financial assets
	9216
	Financial liabilities
	9417
	Financial instruments and treasury
    risk management
	9718
	Trade payables and other liabilities
	10219
	Provisions
	10220
	Pensions and similar obligations
	10321
	Equity
	10822
	Share capital
	10923
	Other reserves
	11024
	Retained profit
	11125
	Commitments and contingent liabilities
	11226
	Acquisitions and disposals
	11327
	Assets held for sale and discontinued
    operations
	11428
	Reconciliation of net profit to cash flow
    from operating
activities
	11629
	Share-based compensation plans
	11730
	Related party transactions
	12031
	Key management personnel
	12032
	Remuneration of auditors
	12133
	Events after the balance sheet
    date
	12134
	Summarised presentation of the NV and PLC
    parts
of the Group
	12235
	Guarantor statements
	123


Selected financial data
	129Principal group companies and non-current investments
	132




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|                                        
|----------------------------------------
|                                        
|Financial statements continued          
|                                        
|                                        
|Statement of Directors’ responsibilities
|                                        
|                                        

Annual accountsThe Directors are required by Title 9, Book 2 of the Civil Code in the Netherlands and the United Kingdom Companies Act 1985 to prepare accounts for each financial year which give a true and fair view of the state of
affairs of the Unilever Group, and the NV and PLC entities as at the end of the financial year and of the profit or loss and cash flows for that year. The Directors consider that, in preparing the accounts, the Group and the NV and PLC entities have used the most appropriate accounting policies, consistently applied and supported by reasonable and prudent judgements
and estimates, and that all International Financial Reporting Standards as adopted by the EU and as issued by the International Accounting Standards Board. The Directors have responsibility for ensuring that NV and PLC keep accounting records which disclose with reasonable accuracy their financial position and which enable the Directors to ensure that the accounts comply
with the relevant legislation. They also have a general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group, and to prevent and detect fraud and other irregularities. This statement, which should be read in conjunction with the Auditors report, is made with a view to distinguishing for shareholders the respective responsibilities of the Directors and of the auditors in
relation to the accounts. A copy of the financial statements of the Unilever Group is placed on our website at www.unilever.com/investorcentre The maintenance and integrity of the website are the responsibility of the Directors, and the work
carried out by the auditors does not involve consideration of these matters. Accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially placed on the website.
Legislation in the United Kingdom and the Netherlands governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. Going concernThe
Directors continue to adopt the going concern basis in preparing the accounts.
This is because the Directors, after making enquiries and following a review
of the Groups budget for 2008 and 2009, including
cash flows and borrowing facilities, consider that the Group has adequate resources
to continue in operation for the foreseeable future. Internal and disclosure controls and proceduresUnilever
has a well-established control framework, which is documented and regularly reviewed
by the Boards. This incorporates risk management, internal control procedures
and disclosure controls and procedures (including the operation of the Disclosure
Committee  see page 38) which are designed to provide reasonable, but not absolute, assurance that assets are safeguarded, the risks facing the business are being addressed and all information
required to be disclosed is reported to the Groups senior management, including
where appropriate the Group Chief Executive and Chief Financial Officer, within
the required timeframe. Our procedures cover financial, operational, social, strategic and environmental risks and regulatory matters. The Boards of NV and PLC have also established a clear organisational structure, including delegation of
appropriate authorities. The Groups


control framework is supported through a Code of Business Principles, which sets standards of professionalism and integrity for its operations worldwide, and through an Operational Controls Assessment process, which
requires the senior management in each business unit to assess the effectiveness of financial controls. In our major units financial controls are subject to a comprehensive risk-based assessment annually with controls in the remaining units being
reviewed over a one- to three-year cycle. The Boards have overall responsibility for establishing key procedures designed to achieve systems of internal control and disclosure control and for reviewing and evaluating their effectiveness. The day-to-day
responsibility for implementation of these procedures and ongoing monitoring of risk and the effectiveness of controls rests with the Groups senior management at individual operating company and regional level. Regions review, on an ongoing
basis, the risks faced by their group and the related internal control arrangements, and provide written reports to the Group Chief Executive. Unilevers corporate internal audit function plays a key role in providing an objective view and continuous reassurance of the effectiveness of the risk management and related control systems throughout Unilever
to both operating management and the Boards. The Group has an independent Audit Committee, comprised entirely of independent Non-Executive Directors. This Committee meets regularly with the Chief Auditor and the external auditors. Unilever has a comprehensive budgeting system with an annual budget approved by the Boards, which is regularly reviewed and updated. Performance is monitored against budget and the previous year through monthly and
quarterly reporting routines. The Group reports to shareholders quarterly. Unilevers system of risk management has been in place throughout 2007 and up to the date of this report, and complies with the recommendations of Internal Control  Revised Guidance for Directors on
the Combined Code, published by the Internal Control Working Party of the Institute of Chartered Accountants in England & Wales in October 2005. The Boards have carried out an annual review of the effectiveness of the systems of risk
management and internal control during 2007 in accordance with this guidance, and have ensured that the necessary actions have been or are being taken to address any significant failings arising out of that review. Based on an evaluation by the Boards, the Group Chief Executive and the Chief Financial Officer concluded that the design and operation of the Groups disclosure controls and procedures as at 31 December 2007 were
effective, and that subsequently there have been no significant changes in the Groups internal controls, or in other factors that could significantly affect those controls. It is Unilevers practice to bring acquired companies within the Groups governance procedures as soon as is practicable and in any event by the end of the first full year of operation.




|66 | UnileverAnnual
        Report on Form 20-F 2007
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|                                                                    
|--------------------------------------------------------------------
|                                                                    
|Financial statementscontinued                                       
|                                                                    
|                                                                    
|Managements report
    on internal control over financial reporting
|                                                                    

In accordance with the requirements of Section
    404 of the US Sarbanes-Oxley Act of 2002, the following report is provided
    by management in respect of the Companys internal control over financial
    reporting (as defined in rules 13a-15(f) or rule 15d-15(f) under the US Securities
Exchange Act of 1934):

|• | Unilevers management is responsible for establishing
    and maintaining adequate internal control over financial reporting for the Group;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|• | Unilevers management has used the Committee
    of Sponsoring Organizations of the Treadway Commission (COSO) framework to evaluate the effectiveness of our internal control over
financial reporting. Management believes that the COSO framework is a suitable framework for its evaluation of our internal control over financial reporting because it is free from bias, permits
reasonably consistent qualitative and quantitative measurements of internal controls, is sufficiently complete so that those relevant factors that would alter a conclusion
about the effectiveness of internal controls are not omitted, and is relevant to an evaluation of internal control over financial reporting;
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|• | Management has assessed the effectiveness of internal control over financial reporting as of 31 December 2007, and has concluded that such internal control over financial reporting
is effective; and                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|• | PricewaterhouseCoopers LLP and PricewaterhouseCoopers Accountants N.V., who have audited the consolidated financial statements of the Group for the year ended 31 December 2007,
have also audited the effectiveness of internal control over financial reporting as
at 31 December 2007 and have issued an attestation report on internal control
over financial reporting. For the Auditors report please refer to page 68.                                                                                                                                                                                                                                                                                 



|UnileverAnnual
    Report on Form 20-F2007 | 67
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|                                  
|----------------------------------
|                                  
|Financial statementscontinued     
|                                  
|                                  
|Auditors report United
    States
|                                  
|                                  

Report of the independent registered public accounting firms to the shareholders of Unilever N.V. and Unilever PLC

In our opinion, the accompanying consolidated income statements and the related consolidated balance sheets, consolidated cash flow statements and consolidated statements of recognised income and expense present
fairly, in all material respects, the financial position of the Unilever Group at 31 December 2007 and 2006 and the results of its operations and cash flows for each of the three years in the period ended 31 December 2007, in conformity with
International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. Also, in our opinion the Group maintained, in all material respects, effective internal control over financial reporting as of 31 December
2007, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Groups Directors and management are responsible for these consolidated
accounts. The Groups management are responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying
Managements report on internal control over financial reporting as set out on page 67. Our responsibility is to express opinions on these consolidated accounts and on the Groups internal control over financial reporting based
on our audits which were integrated audits in 2007 and 2006. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the consolidated accounts are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated accounts
included examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated accounts, assessing the accounting principles used and significant estimates made by management, and evaluating the overall consolidated
accounts presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our
opinions.

A companys internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated accounts for
external purposes in accordance with generally accepted accounting principles. A companys internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated accounts in accordance with
generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention
or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the consolidated accounts.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk
that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

|Rotterdam, The Netherlands,
        10 March 2008 
PricewaterhouseCoopers Accountants N.V. 
As auditors of Unilever N.V. |  |                                                                                
|------------------------------------------------------------------------------------------------------------------------ |  | -------------------------------------------------------------------------------
|                                                                                                                         |  |                                                                                
|                                                                                                                         |  | PricewaterhouseCoopers LLP 
London, United Kingdom 
As auditors of Unilever PLC
|                                                                                                                         |  |                                                                                
|Prof Dr J A van Manen RA                                                                                                 |  | 10 March 2008                                                                  



|68 | UnileverAnnual
        Report on Form 20-F2007
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|                                       
|---------------------------------------
|                                       
|Financial statementscontinued          
|                                       
|                                       
|Financial statements Unilever
    Group
|                                       
|                                       

Consolidated income statementfor the year ended 31 December

|                                                  | € million |   | € million |   | € million |  
|------------------------------------------------- | --------- | - | --------- | - | --------- | -
|                                                  | 2007      |   | 2006      |   | 2005      |  
|                                                  |           |   |           |   |           |  
|Continuing operations                             |           |   |           |   |           |  
|                                                  |           |   |           |   |           |  
|Turnover2                                         | 40 187    |   | 39 642    |   | 38 401    |  
|                                                  |           |   |           |   |           |  
|Operating profit2                                 | 5 245     |   | 5 408     |   | 5 074     |  
|                                                  |           |   |           |   |           |  
|After (charging)/crediting:                       |           |   |           |   |           |  
|Restructuring3                                    | (875      | ) | (704      | ) | (328      | )
|Business disposals, impairments and other 3       | 306       |   | 196       |   | (249      | )
|Gain
      on US healthcare and UK pensions3      |          |   | 266       |   |          |  
|Net finance costs 5                               | (252      | ) | (721      | ) | (613      | )
|                                                  |           |   |           |   |           |  
|Finance income                                    | 147       |   | 128       |   | 129       |  
|Finance costs                                     | (550      | ) | (590      | ) | (689      | )
|Preference shares provision                       | (7        | ) | (300      | ) |          |  
|Pensions and similar obligations                  | 158       |   | 41        |   | (53       | )
|                                                  |           |   |           |   |           |  
|Share of net profit/(loss) of joint ventures      | 102       |   | 78        |   | 47        |  
|Share of net profit/(loss) of associates          | 50        |   | 36        |   | (25       | )
|Other income from non-current
      investments11 | 39        |   | 30        |   | 33        |  
|                                                  |           |   |           |   |           |  
|Profit before taxation                            | 5 184     |   | 4 831     |   | 4 516     |  
|Taxation 6                                        | (1 128    | ) | (1 146    | ) | (1 181    | )
|                                                  |           |   |           |   |           |  
|Net profit from continuing operations             | 4 056     |   | 3 685     |   | 3 335     |  
|Net profit from discontinued operations 27        | 80        |   | 1 330     |   | 640       |  
|                                                  |           |   |           |   |           |  
|Net profit                                        | 4 136     |   | 5 015     |   | 3 975     |  
|                                                  |           |   |           |   |           |  
|Attributable to:                                  |           |   |           |   |           |  
|Minority interests                                | 248       |   | 270       |   | 209       |  
|Shareholders equity                              | 3 888     |   | 4 745     |   | 3 766     |  
|                                                  |           |   |           |   |           |  
|Combined earnings per share7                      |           |   |           |   |           |  
|From continuing operations                        |           |   |           |   |           |  
|Basic earnings per share                          | €1.32     |   | €1.19     |   | €1.07     |  
|Diluted earnings per share                        | €1.28     |   | €1.15     |   | €1.04     |  
|                                                  |           |   |           |   |           |  
|From discontinued operations                      |           |   |           |   |           |  
|Basic earnings per share                          | €0.03     |   | €0.46     |   | €0.22     |  
|Diluted earnings per share                        | €0.03     |   | €0.45     |   | €0.21     |  
|                                                  |           |   |           |   |           |  
|From total operations                             |           |   |           |   |           |  
|Basic earnings per share                          | €1.35     |   | €1.65     |   | €1.29     |  
|Diluted earnings per share                        | €1.31     |   | €1.60     |   | €1.25     |  
|                                                  |           |   |           |   |           |  

References in the consolidated income statement,
  consolidated statement of recognised income and expense, consolidated cash flow
  statement and consolidated balance sheet relate to notes on pages 72 to 128,
  which form an integral part of the consolidated financial statements.Accounting policies of the Unilever Group
  are set out in note 1 on pages 72 to 76.

Consolidated statement of recognised income and expensefor the year ended 31 December

|                                                       | € million |   | € million |   | € million |  
|------------------------------------------------------ | --------- | - | --------- | - | --------- | -
|                                                       | 2007      |   | 2006      |   | 2005      |  
|                                                       |           |   |           |   |           |  
|Fair value gains/(losses) net of tax:                  |           |   |           |   |           |  
|On cash flow hedges                                    | 84        |   | 6         |   | 14        |  
|On available-for-sale financial assets                 | 2         |   | 15        |   |          |  
|Actuarial gains/(losses) on pension schemes net of tax | 542       |   | 853       |   | (49       | )
|Currency retranslation gains/(losses) net of tax(a)    | (413      | ) | (335      | ) | 513       |  
|                                                       |           |   |           |   |           |  
|Net income/(expense) recognised directly in equity     | 215       |   | 539       |   | 478       |  
|                                                       |           |   |           |   |           |  
|Net profit                                             | 4 136     |   | 5 015     |   | 3 975     |  
|                                                       |           |   |           |   |           |  
|Total recognised income and expense21                  | 4 351     |   | 5 554     |   | 4 453     |  
|                                                       |           |   |           |   |           |  
|Attributable to:                                       |           |   |           |   |           |  
|Minority interests                                     | 237       |   | 242       |   | 249       |  
|Shareholders equity                                   | 4 114     |   | 5 312     |   | 4 204     |  
|                                                       |           |   |           |   |           |  

|    |                                                                                                                          
|--- | -------------------------------------------------------------------------------------------------------------------------
|(a) | Includes fair value gains/(losses) on net investment hedges of €(692)
million (2006: €(779) million; 2005: €332 million).



|UnileverAnnual
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|                                   
|-----------------------------------
|                                   
|Financial statements continued     
|                                   
|                                   
|Financial statements Unilever Group
|                                   

Consolidated balance sheetas at 31 December

|                                                     | € million |   | € million |  
|---------------------------------------------------- | --------- | - | --------- | -
|                                                     | 2007      |   | 2006      |  
|                                                     |           |   |           |  
|Goodwill 9                                           | 12 244    |   | 12 425    |  
|Intangible assets9                                   | 4 511     |   | 4 781     |  
|Property, plant and equipment 10                     | 6 284     |   | 6 276     |  
|Pension asset for funded schemes in surplus 20       | 2 008     |   | 1 697     |  
|Deferred tax assets 12                               | 1 003     |   | 1 266     |  
|Other non-current assets 11                          | 1 324     |   | 1 126     |  
|                                                     |           |   |           |  
|Total non-current assets                             | 27 374    |   | 27 571    |  
|                                                     |           |   |           |  
|Inventories 13                                       | 3 894     |   | 3 796     |  
|Trade and other current receivables 14               | 4 194     |   | 4 254     |  
|Current tax assets                                   | 367       |   | 125       |  
|Cash and cash equivalents 15                         | 1 098     |   | 1 039     |  
|Other financial assets 15                            | 216       |   | 273       |  
|Assets held for sale 27                              | 159       |   | 14        |  
|                                                     |           |   |           |  
|Total current assets                                 | 9 928     |   | 9 501     |  
|                                                     |           |   |           |  
|Financial liabilities 16                             | (4 166    | ) | (4 458    | )
|Trade payables and other current liabilities 18      | (8 017    | ) | (7 838    | )
|Current tax liabilities                              | (395      | ) | (579      | )
|Provisions 19                                        | (968      | ) | (1 009    | )
|Liabilities associated with assets held for sale 27  | (13       | ) |          |  
|                                                     |           |   |           |  
|Total current liabilities                            | (13 559   | ) | (13 884   | )
|                                                     |           |   |           |  
|Net current assets/(liabilities)                     | (3 631    | ) | (4 383    | )
|                                                     |           |   |           |  
|Total assets less current liabilities                | 23 743    |   | 23 188    |  
|                                                     |           |   |           |  
|                                                     |           |   |           |  
|Financial liabilities due after one year 16          | 5 483     |   | 4 377     |  
|Non-current tax liabilities                          | 233       |   | 272       |  
|Pensions and post-retirement healthcare liabilities: |           |   |           |  
|Funded schemes in deficit 20                         | 827       |   | 1 379     |  
|Unfunded schemes 20                                  | 2 270     |   | 3 398     |  
|Provisions 19                                        | 694       |   | 826       |  
|Deferred tax liabilities 12                          | 1 213     |   | 1 003     |  
|Other non-current liabilities                        | 204       |   | 261       |  
|                                                     |           |   |           |  
|Total non-current liabilities                        | 10 924    |   | 11 516    |  
|                                                     |           |   |           |  
|Called up share capital 21                           | 484       |   | 484       |  
|Share premium account 21                             | 153       |   | 165       |  
|Other reserves 21                                    | (3 412    | ) | (2 143    | )
|Retained profit 21                                   | 15 162    |   | 12 724    |  
|                                                     |           |   |           |  
|Shareholders equity                                 | 12 387    |   | 11 230    |  
|Minority interests 21                                | 432       |   | 442       |  
|                                                     |           |   |           |  
|Total equity                                         | 12 819    |   | 11 672    |  
|                                                     |           |   |           |  
|Total capital employed                               | 23 743    |   | 23 188    |  
|                                                     |           |   |           |  

Commitments and contingent liabilities are shown in note 25 on page 112.

These financial statements, together with the Report of the Directors, were approved by the Directors on 10 March 2008.



|70 | UnileverAnnual
        Report on Form 20-F 2007
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|                                             
|---------------------------------------------
|                                             
|Financial statements continued               
|                                             
|                                             
|Financial statements Unilever
          Group
|                                             

Consolidated cash flow statementfor the year ended 31 December

|                                                                            | € million |   | €million |   | €million |  
|--------------------------------------------------------------------------- | --------- | - | -------- | - | -------- | -
|                                                                            | 2007      |   | 2006     |   | 2005     |  
|                                                                            |           |   |          |   |          |  
|Cash flow from operating activities 28                                      | 5 188     |   | 5 574    |   | 5 924    |  
|Income tax paid                                                             | (1 312    | ) | (1 063   | ) | (1 571   | )
|                                                                            |           |   |          |   |          |  
|Net cash flow from operating activities                                     | 3 876     |   | 4 511    |   | 4 353    |  
|                                                                            |           |   |          |   |          |  
|Interest received                                                           | 146       |   | 125      |   | 130      |  
|Purchase of intangible assets                                               | (136      | ) | (113     | ) | (92      | )
|Purchase of property, plant and equipment                                   | (1 046    | ) | (1 013   | ) | (914     | )
|Disposal of property, plant and equipment                                   | 163       |   | 192      |   | 124      |  
|Sale and leaseback transactions resulting in operating leases               | 36        |   |         |   | 69       |  
|Acquisition of group companies, joint ventures and associates               | (214      | ) | (96      | ) | (20      | )
|Disposal of group companies, joint ventures and associates                  | 164       |   | 1 873    |   | 804      |  
|Acquisition of other non-current investments                                | (50       | ) | (90      | ) | (50      | )
|Disposal of other non-current investments                                   | 33        |   | 61       |   | 83       |  
|Dividends from joint ventures, associates and other non-current investments | 188       |   | 120      |   | 65       |  
|(Purchase)/sale of financial assets                                         | 93        |   | 96       |   | 316      |  
|                                                                            |           |   |          |   |          |  
|Net cash flow from/(used in) investing activities                           | (623      | ) | 1 155    |   | 515      |  
|                                                                            |           |   |          |   |          |  
|Dividends paid on ordinary share capital                                    | (2 182    | ) | (2 602   | ) | (1 804   | )
|Interest and preference dividends paid                                      | (552      | ) | (605     | ) | (643     | )
|Additional financial liabilities                                            | 4 283     |   | 2 154    |   | 3 968    |  
|Repayment of financial liabilities                                          | (2 896    | ) | (5 364   | ) | (4 795   | )
|Sale and leaseback transactions resulting in finance leases                 | 25        |   | 2        |   |         |  
|Capital element of finance lease rental payments                            | (74       | ) | (73      | ) | (53      | )
|Share buy-back programme                                                    | (1 500    | ) |         |   | (500     | )
|Other movements on treasury stock                                           | 442       |   | 98       |   | (776     | )
|Other financing activities                                                  | (555      | ) | (182     | ) | (218     | )
|                                                                            |           |   |          |   |          |  
|Net cash flow from/(used in) financing activities                           | (3 009    | ) | (6 572   | ) | (4 821   | )
|                                                                            |           |   |          |   |          |  
|Net increase/(decrease) in cash and cash equivalents                        | 244       |   | (906     | ) | 47       |  
|                                                                            |           |   |          |   |          |  
|Cash and cash equivalents at the beginning of the year                      | 710       |   | 1 265    |   | 1 406    |  
|                                                                            |           |   |          |   |          |  
|Effect of foreign exchange rate changes                                     | (53       | ) | 351      |   | (188     | )
|                                                                            |           |   |          |   |          |  
|Cash and cash equivalents at the end of the year15                          | 901       |   | 710      |   | 1 265    |  
|                                                                            |           |   |          |   |          |  

The cash flows of pension funds (other than contributions and other direct payments made by the Group in respect of pensions and similar obligations) are not included in the consolidated cash flow statement. Cash flows
relating to discontinued operations included above are set out in note 27 on page 114.



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|                                                     
|-----------------------------------------------------
|                                                     
|Financial statements continued                       
|                                                     
|                                                     
|Notes to the consolidated accounts Unilever
    Group
|                                                     

1 Accounting information and policies

The accounting policies adopted are the same as those which applied for the previous financial year, except as set out below under the heading of Companies legislation and accounting standards. UnileverThe two parent companies, NV and PLC, together with their group companies, operate as a single economic entity (the Unilever Group, also referred to as Unilever or the Group). NV and PLC have the same Directors and are
linked by a series of agreements, including an Equalisation Agreement, which are designed so that the position of the shareholders of both companies is as nearly as possible the same as if they held shares in a single company. The Equalisation Agreement provides that both
companies adopt the same accounting principles and requires as a general rule
the dividends and other rights and benefits (including rights on liquidation)
attaching to
each €0.16 nominal of ordinary share capital of NV to be equal in value
at the relevant rate of exchange to the dividends and other rights and benefits
attaching to each 31/9 p
nominal of ordinary share capital of PLC, as if each such unit of capital formed
part of the ordinary capital of one and the same company. For additional information
please refer to Corporate governance on page
40. Basis of consolidationDue to the operational and contractual arrangements referred to above, NV and PLC form a single reporting entity for the purposes of presenting consolidated accounts. Accordingly, the accounts of Unilever are presented
by both NV and PLC as their respective consolidated accounts. Group companies included in the consolidation are those companies controlled by NV or PLC. Control exists when the Group has the power to govern the financial and operating policies of an
entity so as to obtain benefits from its activities. The net assets and results of acquired businesses are included in the consolidated accounts from their respective dates of acquisition, being the date on which the Group obtains control. The results of disposed
businesses are included in the consolidated accounts up to their date of disposal, being the date control ceases. Companies legislation and accounting standardsThe consolidated accounts have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and in accordance with Book 2 of the Civil Code in the
Netherlands and the United Kingdom Companies Acts 1985 and 2006. They are also in accordance with IFRS as issued by the International Accounting Standards Board. The accounts are prepared under the historical cost convention unless otherwise indicated. The accounting policies adopted are consistent with those of the previous financial year except that the Group has adopted International Financial Reporting Standard 7 Financial Instruments: Disclosures and
the following IFRIC interpretations with effect from 1 January 2007: IFRIC 7, Applying the Restatement Approach under IAS 29 Financial Reporting in Hyperinflationary Economies; IFRIC 9 Reassessment of embedded
derivatives; and IFRIC 10 Interim Financial Reporting and Impairment. Adoption of IFRS 7 and these interpretations did not have a material effect on the financial statements of the Group. The Group also applied the amendment to IAS 1 Presentation of Financial Statements which requires Unilever to make new disclosures to enable the users of the financial statements to evaluate the
Groups objectives, policies and processes for managing capital.


In addition, the Group has applied the following changes in presentation of the financial statements within the balance sheet: •
    Finance lease creditors and funding-related derivatives have been reclassified in order to facilitate the presentation of net debt.Comparatives for 31 December 2006 have been restated accordingly; and•
    Line items relating to borrowings have been renamed to financial liabilities to align with the requirements of IFRS 7. Foreign currenciesItems included in the financial statements of group companies are measured using the currency of the primary economic environment in which each entity operates (its functional currency). The consolidated financial
statements are presented in euros. The functional currencies of NV and PLC are euros and sterling respectively. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in equity as qualifying hedges. Those arising on
trading transactions are taken to operating profit; those arising on cash, financial assets and financial liabilities are classified as finance income or cost. In preparing the consolidated financial statements, the income statement, the cash flow statement and all other movements in assets and liabilities are translated at annual average rates of exchange. The balance sheet,
other than the ordinary share capital of NV and PLC, is translated at year-end rates of exchange. In the case of hyper-inflationary economies, which are those in which inflation exceeds 100% cumulatively over a three-year period, the accounts are
adjusted to reflect current price levels and remove the influences of inflation before being translated. The ordinary share capital of NV and PLC is translated in accordance with the Equalisation Agreement. The difference between the resulting value for PLC and the value derived by applying the year-end rate of exchange
is taken to other reserves (see note 23 on page 110). The effects of exchange rate changes during the year on net assets at the beginning of the year are recorded as a movement in shareholders equity, as is the difference between profit of the year retained at
average rates of exchange and at year-end rates of exchange. For these purposes net assets include loans between group companies and related foreign exchange contracts, if any, for which settlement is neither planned nor likely to occur in the
foreseeable future. Exchange gains/losses on hedges of net assets are also recorded as a movement in equity. Cumulative exchange differences arising since the transition date of 1 January 2004 are reported as a separate component of other reserves (see note 23 on page 110). In the event of disposal or part disposal of an
interest in a group company either through sale or as a result of a repayment of capital, the cumulative exchange difference is recognised in the income statement as part of the profit or loss on disposal of group companies.




|72 | UnileverAnnual
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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements continued                              
|                                                            
|                                                            
|Notes to the consolidated
        accountsUnilever
    Group
|                                                            
|                                                            

1 Accounting information and policies(continued) Business combinationsBusiness combinations are accounted for using the acquisition accounting method. This involves recognising identifiable assets and liabilities of the acquired business at fair value. Acquisitions of minority interests are accounted for using the parent entity method, whereby the difference between the consideration and the book value of the share of the net assets acquired is recognised as
goodwill. GoodwillGoodwill
(being the difference between the fair value of consideration paid for new interests
in group companies, joint ventures and associates and the fair value of the Groups
share of their net identifiable assets and contingent liabilities at the date
of acquisition) is capitalised. Goodwill is not amortised, but is subject to
an annual review for impairment (or more frequently if necessary). Any impairment
is charged to the income statement as it
arises. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Groups cash generating units, or groups of cash generating units, that
are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the acquired business are assigned to those units or group of units. Each unit or group of units to which the goodwill is allocated
represents the lowest level within the Group at which the goodwill is monitored for internal management purposes, and is not larger than a segment based on either the Groups primary or the Groups secondary reporting format. Intangible assetsOn acquisition of group companies, Unilever recognises any specifically identifiable intangible assets separately from goodwill, initially measuring the intangible assets at fair value. Separately purchased intangible
assets are initially measured at cost. Finite-lived intangible assets mainly comprise patented and non-patented technology, know-how and software. These assets are capitalised and amortised on a straight-line basis in the income statement over the
period of their expected useful lives, or the period of legal rights if shorter, none of which exceeds ten years. Periods in excess of five years are used only where the Directors are satisfied that the life of these assets will clearly exceed that
period. Indefinite-lived intangibles are not amortised, but are subject to an annual review for impairment (or more frequently if necessary). Unilever monitors the level of product development costs against all the criteria set out in IAS 38. These include the requirement to establish that a flow of economic benefits is probable before costs are capitalised.
For Unilever this is evident only shortly before a product is launched into the market. The level of costs incurred after these criteria have been met is currently insignificant. Property, plant and equipmentProperty, plant and equipment is stated at cost less depreciation and impairment. Depreciation is provided on a straight-line basis at percentages of cost based on the expected average useful lives of the assets and
their residual values which are reviewed periodically.Estimated useful lives by major class of assets are as follows: Freehold buildings
      
      40 years(no depreciation on freehold
        land)Leasehold buildings
      
      40 years
      *Plant and equipment
      
      220 years*or life of lease if less
        than 40 years Property, plant and equipment is subject to review for impairment if triggering events or circumstances indicate that this is necessary. Any impairment is charged to the income statement as it arises.


Other non-current assetsJoint ventures are undertakings in which the Group has an interest and which are jointly controlled by the Group and one or more other parties. Associates are undertakings in which the Group has an investment and can
exercise significant influence. Interests in joint ventures and associates are accounted for using the equity method and are stated in the consolidated balance sheet at cost, adjusted for the movement in the Groups share of their net assets and
liabilities. The Groups share of the profit or loss after tax of joint ventures and associates is included in the Groups consolidated profit before taxation. Biological assets are stated at fair value less estimated point-of-sale costs. Financial instrumentsFinancial instruments are recognised when the Group becomes party to the contract. They are initially measured at fair value (the transaction price) adjusted, in the case of instruments not classified as fair value
through profit or loss, by directly attributable transaction costs. Financial assetsMarket purchases and sales of financial assets are recognised using value date accounting. Financial assets, other than those which are financial assets at fair value through profit or loss, are initially recognised at
fair value plus directly attributable transaction costs. Any impairment of a financial asset is charged to the income statement as it arises. Financial assets are classified according to the purpose for which the investments were acquired. This gives rise to the following categories: held-to-maturity investments, loans and receivables, available-for-sale
financial assets and financial assets at fair value through profit or loss. Unilever determines the classification of its investments at initial recognition. Held-to-maturity investmentsHeld-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturities that management has the positive intention and ability to hold to maturity. They are included in
non-current investments at amortised cost using the effective interest method, less any amounts written off to reflect impairment. Loans and receivablesLoans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise when the Group provides money, goods or services directly to a
counterparty with no intention of trading the receivable. Loans and receivables are included in trade and other receivables in the balance sheet at amortised cost. Short-term loans and receivables are initially measured at original invoice amount and subsequently measured after deducting any provision for impairment. Available-for-sale financial assetsAvailable-for-sale
financial assets are non-derivative financial assets that are either designated
in this category or not classified in any of the other categories. They are included
in non-current assets unless management intends to dispose of the investment
within 12 months of the balance sheet date. When securities classified as available-for-sale
are sold or impaired, the accumulated fair value adjustments recognised in equity
are included in the income
statement. Interest on available-for-sale securities calculated using the effective
interest rate method is recognised in the income statement as part of other income.
Dividends on available-for-sale equity instruments are recognised in the income
statement as part of other income when the Groups right to receive payment
is established.




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        Report on Form 20-F 2007 | 73
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|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                
|                                                                

1 Accounting information and policies(continued) Financial assets at fair value through profit or lossA financial asset is classified in this category if acquired principally for the purpose of selling in the short term or if so designated. Derivatives are also classified in this category unless they are designated as
hedges. Assets in this category are classified as current assets if they are either held-for-trading or are expected to be realised within 12 months of the balance sheet date. Directly attributable transaction costs related to the purchase of the
assets are expensed as incurred. Gains and losses arising from changes in fair value are included in the income statement. Financial liabilitiesFinancial liabilities are recognised initially at fair value, net of transaction costs incurred. Financial liabilities are subsequently stated at amortised cost unless they are part of a fair value hedge accounting
relationship; any difference between the amount on initial recognition and the redemption value is recognised in the income statement over the period of the financial liabilities using the effective interest method. Those financial liabilities that
are part of a fair value hedge accounting relationship are also recorded on an amortised cost basis, plus or minus the fair value attributable to the risk being hedged with a corresponding entry in the income statement. Short-term financial liabilities are measured at original invoice amount. Borrowing costs are not capitalised as part of property, plant and equipment. Derivative financial instrumentsDerivatives are measured on the balance sheet at fair value. The activities of the Group expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Group uses
foreign exchange forward contracts, interest rate swap contracts and forward rate agreements to hedge these exposures. The Group also uses commodity contracts to hedge future requirements for certain raw materials, almost always for physical
delivery. Those contracts that can also be settled in cash are treated as a financial instrument. The Group does not use derivative financial instruments for speculative purposes. The use of leveraged instruments is not permitted. Changes in the fair value of derivative financial instruments that are designated and effective as hedges of future cash flows are recognised directly in equity, and any ineffective portion is recognised immediately in
the income statement. If the cash flow hedge of a firm commitment or forecasted transaction subsequently results in the recognition of a non-financial asset or a liability, then, at the time the non-financial asset or liability is recognised, the
associated gains or losses on the derivative that had previously been recognised in equity are included in the initial measurement of the non-financial asset or liability. For hedged items that do not result in the recognition of a non-financial
asset or a liability, amounts deferred in equity are recognised in the income statement in the same period in which the hedged item affects net profit or loss. Hedge accounting is discontinued when the hedging instrument no longer qualifies for hedge accounting. At that time, any cumulative gain or loss on the hedging instrument recognised in equity is retained in equity
until the forecasted transaction occurs. If a hedged transaction is no longer expected to occur, the net cumulative gain or loss recognised in equity is transferred to the income statement. For an effective hedge of an exposure to changes in the fair value of recognised assets and liabilities, the hedged item is adjusted for changes in fair value attributable to the risk being hedged with the
corresponding entry in the income statement. Gains or losses from re-measuring the derivative, or for non-derivatives the foreign currency component of its carrying amount, are recognised in the income statement. Changes in fair value of net investment hedges in relation to foreign subsidiaries are recognised directly in equity. Gains and losses accumulated in equity are included in the income statement when the foreign
operation is partially disposed of or sold.


Changes in the fair value of derivative financial instruments that do not qualify for hedge accounting are recognised in the income statement as they arise. Derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their risks and characteristics are not closely related to those of host contracts and the host
contracts are carried at fair value with unrealised gains or losses reported in the income statement. The Group also uses commodity contracts to hedge future requirements. Those contracts that can also be settled in cash are treated as financial instruments. Valuation principlesThe
fair values of quoted investments are based on current bid prices. For unlisted
and for listed securities where the market for a financial asset is not active
the Group establishes fair value using valuation techniques. These include the
use of recent arms length transactions, reference to other instruments
that are substantially the same and discounted cash flow analysis. Impairment of financial instrumentsAt
each balance sheet date the Group assesses whether there is objective evidence
that a financial asset or a group of financial assets is impaired. In the case
of equity securities classified as available-for-sale, a significant or prolonged
decline in the fair value of the security below its cost is considered in determining
whether the securities are impaired. If any such evidence exists for available-for-sale
financial assets, the cumulative loss 
measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in profit or loss  is
removed from equity and recognised in the income statement. Impairment losses
recognised in the income statement on equity instruments are not subsequently
reversed through the income statement. InventoriesInventories are valued at the lower of weighted average cost and net realisable value. Cost comprises direct costs and, where appropriate, a proportion of attributable production overheads. Cash and cash equivalentsFor the purpose of preparation of the cash flow statement, cash and cash equivalents includes cash at bank and in hand, highly liquid interest bearing securities with original maturities of three months or less, and
bank overdrafts. Pensions and similar obligationsThe operating and financing costs of defined benefit plans are recognised separately in the income statement. Service costs are systematically allocated over the service lives of employees, and financing costs are
recognised in the periods in which they arise. The costs of individual events such as past service benefit enhancements, settlements and curtailments are recognised immediately in the income statement. Variations from expected costs, arising from
the experience of the plans or changes in actuarial assumptions, are recognised immediately in the statement of recognised income and expense. The assets and liabilities of defined benefit plans are recognised at fair value in the balance sheet. The charges to the income statement for defined contribution plans are the company contributions payable, and the assets and liabilities of such plans are not included in the balance sheet of the Group. All defined benefit plans are subject to regular actuarial review using the projected unit method, either by external consultants or by actuaries employed by Unilever. Group policy is that the most important plans,
representing approximately 80% of the defined benefit liabilities, are formally valued every year; other principal plans, accounting for approximately a further 15% of liabilities, have their liabilities updated each year. Group policy for the
remaining plans requires a full actuarial valuation at least every three years. Asset values for all plans are updated every year.




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        Report on Form 20-F 2007
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|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                
|                                                                

1 Accounting information and policies(continued) TaxationIncome tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the income statement except to the extent that it relates to items recognised directly in equity. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustments to tax payable in respect of previous
years. Deferred taxation is recognised using the liability method on taxable temporary differences between the tax base and the accounting base of items included in the balance sheet of the Group. The following temporary
differences are not provided for: goodwill not deductible for tax purposes, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit, and differences relating to investments in subsidiaries to the extent
that they will probably not reverse in the forseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates prevailing at the year
end unless future rates have been enacted or substantively enacted. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is
no longer probable that the related tax benefit will be realised. ProvisionsProvisions are recognised when either a legal or constructive obligation, as a result of a past event, exists at the balance sheet date and where the amount of the obligation can be reliably estimated. Segment informationSegmental information is provided on the basis of geographical segments and product categories. The primary format, geographic regions, is based on the management structure of the Group, which operates in three
geographical regions. Revenue recognitionTurnover comprises sales of goods and services after deduction of discounts and sales taxes. It does not include sales between group companies. Discounts given by Unilever include rebates, price reductions and
incentives given to customers, promotional couponing and trade communication costs. Turnover is recognised when the risks and rewards of the underlying products and services have been substantially transferred to the customer. Revenue from services is recognised as the services are performed. Interest
revenue is recognised as interest accrues using the effective interest method. Research and market support costsExpenditure on research and market support, such as advertising, is charged to the income statement when incurred. LeasesLeases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. Assets held under finance leases are recognised as non-current assets of the Group at their fair value at the date of commencement of the lease or, if lower, at the present value of the minimum lease payments. The
corresponding liability to the lessor is included in the balance sheet as a finance lease obligation. Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the
remaining balance of the liability. Finance charges are charged directly against income.


A profit or loss is recognised on a sale and leaseback transaction based on the difference between sales proceeds and the carrying amount of the asset. Where the transaction results in a finance lease, the profit or
loss is deferred and amortised over the lease term. Where the transaction results in an operating lease, any profit or loss is recognised immediately with reference to the proceeds of sale and the fair value of the asset. Lease payments relating to operating leases are charged to the income statement on a straight-line basis over the lease term. Share-based paymentsThe economic cost of awarding shares and share options to employees is reflected by recording a charge in the income statement equivalent to the fair value of the benefit awarded over the vesting period. The fair value
is determined with reference to option pricing models, principally adjusted Black-Scholes models or a multinomial pricing model. Shares held by employee share trustsThe
assets and liabilities of certain PLC trusts, NV and group companies which purchase
and hold NV and PLC shares to satisfy options granted are included in the consolidated
accounts. The book value of shares held is deducted from other reserves, and
trusts borrowings are included in the Groups liabilities. The costs
of the trusts are included in the results of the Group. These shares are excluded
from the calculation of earnings per
share. Assets held for saleAssets
and groups of assets and liabilities which comprise disposal groups are classified
as held for sale when all of the following criteria are met: a decision
has been made to sell, the assets are available for sale immediately, the assets
are being actively marketed, and a sale has been or is expected to be concluded
within twelve months of the balance sheet date. Assets and disposal groups held
for sale are valued at the lower of book value
or fair value less disposal costs. Assets held for sale are not depreciated. Critical accounting estimates and judgementsEstimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The preparation of financial statements requires management to make estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The
estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. Income statement presentationOn the face of the income statement, costs and revenues relating to restructuring, business disposals and impairments are disclosed. In addition, individual items judged to be significant are disclosed separately.
These are material in terms of nature and amount. These disclosures are given in order to provide additional information to help users better understand financial performance. Impairment of goodwill and indefinite-lived intangible assetsImpairment reviews in respect of goodwill and intangible assets are performed at least annually. More regular reviews are performed if events indicate that this is necessary. Examples of such triggering events would
include a significant planned restructuring, a major change in market conditions or technology, expectations of future operating losses, or negative cash flows. The recoverable amounts of cash-generating units are determined based on the higher of fair value less costs to sell and value-in-use calculations. These calculations require the use of estimates. Details of key
assumptions made are set out in note 9 on page 86.




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        Report on Form 20-F 2007 | 75
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|                                                 
|Financial statements continued                   
|                                                 
|                                                 
|Notes to the consolidated accounts Unilever Group
|                                                 
|                                                 

1 Accounting information and policies(continued) Retirement benefitsPension accounting requires certain assumptions to be made in order to value our obligations and to determine the charges to be made to the income statement. These figures are particularly sensitive to assumptions for
discount rates, mortality, inflation rates and expected long-term rates of return on assets. Details of assumptions made are given in note 20 on pages 103 and 104. TaxationThe Group is subject to taxes in numerous jurisdictions. Significant judgement is required in determining worldwide provision for taxes. There are many transactions and calculations during the ordinary course of
business for which the ultimate tax determination is uncertain. The Group recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different
from the amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made. ProvisionsProvision is made, among other reasons, for legal matters, disputed indirect taxes, employee termination costs and restructuring where a legal or constructive obligation exists at the balance sheet date and a reliable
estimate can be made of the likely outcome. The nature of these costs is such that judgement has to be applied to estimate the timing and amount of cash outflows. Recent accounting developmentsWe
are currently assessing the impact of the following revised standards or interpretations.
These changes are not expected to have a material impact on the Groups
results of operations, financial position or
disclosures.


•
    Amendments in IAS 1 Presentation of Financial Statements (effective from 1 January 2009) requiring information in financial statements to be aggregated on the basis of shared characteristics and introducing a statement of comprehensive income.•
    Amendments in IAS 23 Borrowing Costs (effective from 1 January 2009) removing the option for expensing borrowing costs and requiring mandatory capitalisation of qualifying borrowing costs.•
    IFRS 8 'Operating Segments' (effective from 1 January 2009) introduces a management reporting approach to segment reporting. The information
reported would be that which management uses internally for evaluating the performance of operating segments and allocating resources to those segments. It replaces disclosure requirements in IAS 14 'Segment Reporting'.•
    IFRIC 14 Limit on a defined benefit asset minimum funding requirement and their interaction (effective from 1 January 2008) clarifies that a pension plan surplus can be recognised only when a company has the unconditional right to receive the benefits of it, regardless of
whether the surplus is immediately available.•
      Amendments in IFRS 3 Business
        Combinations and IAS 27 Consolidated
        and Separate Financial Statements (effective from 1 July
        2009) changing and updating the existing requirements or practice
        on accounting for partial acquisitions, step acquisitions, acquisition-related
        costs, contingent consideration and transactions with
        non-controlling interests.




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        Report on Form 20-F 2007
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|                                                         
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|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

2 Segment information

Our primary reporting segments are geographic, comprising our three operating regions of Europe, The Americas and Asia Africa. The home countries of the Unilever Group are the Netherlands and the United Kingdom.
Turnover for these two countries combined in 2007 was  €3 768 million (2006: €3 710 million; 2005: €3 679 million). The combined operating profit in 2007 was €444 million (2006: €555 million; 2005: €648 million). Turnover for the United States for 2007
was €7 120 million (2006: €7 627 million; 2005: €7 550 million). No other country had turnover of more than 10% of the Group total.

The analysis of turnover by geographical area is stated on the basis of origin. Turnover on a destination basis would not be materially different. Inter-segment sales between geographical areas and between product
areas as on page 79 are not material. Total assets and capital expenditure are based on the location of the assets. Segment results are presented on the basis of operating profit. Segment assets consist primarily of property, plant and equipment,
goodwill and other intangible assets, inventories and receivables. Corporate assets consist of current and deferred tax and pension assets, cash and cash equivalents, and other current or non-current financial assets. Segment liabilities consist
primarily of trade payables and other liabilities. Corporate liabilities include financial liabilities, tax balances payable, provisions and pension and deferred tax liabilities. Capital expenditure comprises additions to property, plant and
equipment and intangible assets, including additions resulting from acquisitions. Other non-cash charges include charges to the income statement during the year in respect of share-based compensation, restructuring and other provisions.

|                                             | € million |   | € million |  | € million |   | € million |  
|-------------------------------------------- | --------- | - | --------- |  | --------- | - | --------- | -
|                                             |           |   | The       |  | Asia      |   |           |  
|Analysis by geographical segment             | Europe    |   | Americas  |  | Africa    |   | Total     |  
|                                             |           |   |           |  |           |   |           |  
|2007                                         |           |   |           |  |           |   |           |  
|Turnover                                     | 15 205    |   | 13 442    |  | 11 540    |   | 40 187    |  
|Operating profit                             | 1 678     |   | 1 971     |  | 1 596     |   | 5 245     |  
|Net finance costs                            |           |   |           |  |           |   | (252      | )
|Share of net profit/(loss) of joint ventures | 26        |   | 74        |  | 2         |   | 102       |  
|Share of net profit/(loss) of associates     | 50        |   |          |  |          |   | 50        |  
|Other income from non-current investments    |           |   |           |  |           |   | 39        |  
|                                             |           |   |           |  |           |   |           |  
|Profit before taxation                       |           |   |           |  |           |   | 5 184     |  
|Taxation                                     |           |   |           |  |           |   | (1 128    | )
|                                             |           |   |           |  |           |   |           |  
|Net profit from continuing operations        |           |   |           |  |           |   | 4 056     |  
|Net profit from discontinued operations      |           |   |           |  |           |   | 80        |  
|                                             |           |   |           |  |           |   |           |  
|Net profit                                   |           |   |           |  |           |   | 4 136     |  
|                                             |           |   |           |  |           |   |           |  
|2006                                         |           |   |           |  |           |   |           |  
|Turnover                                     | 15 000    |   | 13 779    |  | 10 863    |   | 39 642    |  
|Operating profit                             | 1 903     |   | 2 178     |  | 1 327     |   | 5 408     |  
|Net finance costs                            |           |   |           |  |           |   | (721      | )
|Share of net profit/(loss) of joint ventures | 17        |   | 60        |  | 1         |   | 78        |  
|Share of net profit/(loss) of associates     | 36        |   |          |  |          |   | 36        |  
|Other income from non-current investments    |           |   |           |  |           |   | 30        |  
|                                             |           |   |           |  |           |   |           |  
|Profit before taxation                       |           |   |           |  |           |   | 4 831     |  
|Taxation                                     |           |   |           |  |           |   | (1 146    | )
|                                             |           |   |           |  |           |   |           |  
|Net profit from continuing operations        |           |   |           |  |           |   | 3 685     |  
|Net profit from discontinued operations      |           |   |           |  |           |   | 1 330     |  
|                                             |           |   |           |  |           |   |           |  
|Net profit                                   |           |   |           |  |           |   | 5 015     |  
|                                             |           |   |           |  |           |   |           |  
|2005                                         |           |   |           |  |           |   |           |  
|Turnover                                     | 14 940    |   | 13 179    |  | 10 282    |   | 38 401    |  
|Operating profit                             | 2 064     |   | 1 719     |  | 1 291     |   | 5 074     |  
|Net finance costs                            |           |   |           |  |           |   | (613      | )
|Share of net profit/(loss) of joint ventures | 11        |   | 36        |  |          |   | 47        |  
|Share of net profit/(loss) of associates     | (25       | ) | 1         |  | (1        | ) | (25       | )
|Other income from non-current investments    |           |   |           |  |           |   | 33        |  
|                                             |           |   |           |  |           |   |           |  
|Profit before taxation                       |           |   |           |  |           |   | 4 516     |  
|Taxation                                     |           |   |           |  |           |   | (1 181    | )
|                                             |           |   |           |  |           |   |           |  
|Net profit from continuing operations        |           |   |           |  |           |   | 3 335     |  
|Net profit from discontinued operations      |           |   |           |  |           |   | 640       |  
|                                             |           |   |           |  |           |   |           |  
|Net profit                                   |           |   |           |  |           |   | 3 975     |  
|                                             |           |   |           |  |           |   |           |  



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        Report on Form 20-F 2007 | 77
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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

2 Segment information(continued)

|                                                            | € million |   | € million |   | € million |   | € million |  
|----------------------------------------------------------- | --------- | - | --------- | - | --------- | - | --------- | -
|                                                            |           |   | The       |   | Asia      |   |           |  
|Analysis by geographical segment                            | Europe    |   | Americas  |   | Africa    |   | Total     |  
|                                                            |           |   |           |   |           |   |           |  
|Assets                                                      |           |   |           |   |           |   |           |  
|2007                                                        |           |   |           |   |           |   |           |  
|Segment assets                                              | 14 502    |   | 10 867    |   | 6 279     |   | 31 648    |  
|Joint ventures/associates                                   | 201       |   | 11        |   | 12        |   | 224       |  
|                                                            |           |   |           |   |           |   |           |  
|Total assets by geographical segment                        | 14 703    |   | 10 878    |   | 6 291     |   | 31 872    |  
|Corporate assets                                            |           |   |           |   |           |   | 5 430     |  
|                                                            |           |   |           |   |           |   |           |  
|Total assets                                                |           |   |           |   |           |   | 37 302    |  
|                                                            |           |   |           |   |           |   |           |  
|2006                                                        |           |   |           |   |           |   |           |  
|Segment assets                                              | 14 411    |   | 11 548    |   | 5 875     |   | 31 834    |  
|Joint ventures/associates                                   | 78        |   | 16        |   | 9         |   | 103       |  
|                                                            |           |   |           |   |           |   |           |  
|Total assets by geographical segment                        | 14 489    |   | 11 564    |   | 5 884     |   | 31 937    |  
|Corporate assets                                            |           |   |           |   |           |   | 5 135     |  
|                                                            |           |   |           |   |           |   |           |  
|Total assets                                                |           |   |           |   |           |   | 37 072    |  
|                                                            |           |   |           |   |           |   |           |  
|Liabilities                                                 |           |   |           |   |           |   |           |  
|2007                                                        |           |   |           |   |           |   |           |  
|Segment liabilities                                         | 3 964     |   | 1 702     |   | 2 568     |   | 8 234     |  
|Joint ventures/associates                                   | 15        |   | 10        |   | 5         |   | 30        |  
|                                                            |           |   |           |   |           |   |           |  
|Total liabilities by geographical segment                   | 3 979     |   | 1 712     |   | 2 573     |   | 8 264     |  
|Corporate liabilities                                       |           |   |           |   |           |   | 16 219    |  
|                                                            |           |   |           |   |           |   |           |  
|Total liabilities                                           |           |   |           |   |           |   | 24 483    |  
|                                                            |           |   |           |   |           |   |           |  
|2006                                                        |           |   |           |   |           |   |           |  
|Segment liabilities                                         | 4 078     |   | 1 790     |   | 2 231     |   | 8 099     |  
|Joint ventures/associates                                   | 18        |   | 11        |   | 5         |   | 34        |  
|                                                            |           |   |           |   |           |   |           |  
|Total liabilities by geographical segment                   | 4 096     |   | 1 801     |   | 2 236     |   | 8 133     |  
|Corporate liabilities                                       |           |   |           |   |           |   | 17 267    |  
|                                                            |           |   |           |   |           |   |           |  
|Total liabilities                                           |           |   |           |   |           |   | 25 400    |  
|                                                            |           |   |           |   |           |   |           |  
|Capital expenditure                                         |           |   |           |   |           |   |           |  
|2007                                                        | 672       |   | 342       |   | 411       |   | 1 425     |  
|2006                                                        | 511       |   | 396       |   | 294       |   | 1 201     |  
|                                                            |           |   |           |   |           |   |           |  
|Depreciation of property, plant and equipment               |           |   |           |   |           |   |           |  
|2007                                                        | (381      | ) | (249      | ) | (174      | ) | (804      | )
|2006                                                        | (368      | ) | (239      | ) | (180      | ) | (787      | )
|2005                                                        | (390      | ) | (230      | ) | (150      | ) | (770      | )
|                                                            |           |   |           |   |           |   |           |  
|Amortisation of finite-lived intangible assets and software |           |   |           |   |           |   |           |  
|2007                                                        | (76       | ) | (48       | ) | (16       | ) | (140      | )
|2006                                                        | (63       | ) | (76       | ) | (18       | ) | (157      | )
|2005                                                        | (52       | ) | (38       | ) | (9        | ) | (99       | )
|                                                            |           |   |           |   |           |   |           |  



|78 | UnileverAnnual
        Report on Form 20-F 2007
|-- | -----------------------------------------------

---



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|                                                     
|-----------------------------------------------------
|                                                     
|Financial statements continued                       
|                                                     
|                                                     
|Notes to the consolidated accounts Unilever
    Group
|                                                     

2 Segment information(continued)

|                                 | € million |   | € million |   | € million |   | € million |  
|-------------------------------- | --------- | - | --------- | - | --------- | - | --------- | -
|                                 |           |   | The       |   | Asia      |   |           |  
|Analysis by geographical segment | Europe    |   | Americas  |   | Africa    |   | Total     |  
|                                 |           |   |           |   |           |   |           |  
|Impairment charges               |           |   |           |   |           |   |           |  
|2007                             |           |   |           |   |           |   |           |  
|Goodwill                         |          |   |          |   |          |   |          |  
|Intangible assets                |          |   |          |   |          |   |          |  
|                                 |           |   |           |   |           |   |           |  
|Total impairment charge          |          |   |          |   |          |   |          |  
|                                 |           |   |           |   |           |   |           |  
|2006                             |           |   |           |   |           |   |           |  
|Goodwill                         | (12       | ) |          |   |          |   | (12       | )
|Intangible assets                |          |   | (2        | ) |          |   | (2        | )
|                                 |           |   |           |   |           |   |           |  
|Total impairment charge          | (12       | ) | (2        | ) |          |   | (14       | )
|                                 |           |   |           |   |           |   |           |  
|2005                             |           |   |           |   |           |   |           |  
|Goodwill                         |          |   | (129      | ) | (2        | ) | (131      | )
|Intangible assets                |          |   | (241      | ) | (10       | ) | (251      | )
|Other                            |          |   |          |   | (15       | ) | (15       | )
|                                 |           |   |           |   |           |   |           |  
|Total impairment charge          |          |   | (370      | ) | (27       | ) | (397      | )
|                                 |           |   |           |   |           |   |           |  
|Other non-cash charges           |           |   |           |   |           |   |           |  
|2007                             | (366      | ) | (216      | ) | (66       | ) | (648      | )
|2006                             | (679      | ) | (231      | ) | (52       | ) | (962      | )
|2005                             | (224      | ) | (311      | ) | (53       | ) | (588      | )
|                                 |           |   |           |   |           |   |           |  

Analysis by product areaAlthough
the Groups operations are managed on a geographical basis, the two Foods
and Home and Personal Care categories manage brands which we group into our principal
product areas; these are secondary reporting
segments and are listed below.

Savoury, dressings and spreads including sales of soups, bouillons, sauces, snacks, mayonnaise, salad dressings, olive oil, margarines and spreads, and cooking
products such as liquid margarines.Ice cream and beverages including
sales of ice cream, tea, weight management products, and nutritionally enhanced
staples sold in developing markets.Personal care including
sales of skin care and hair care products, deodorants and anti-perspirants, and
oral care products.Home care and other operations including
sales of home care products, such as laundry powders and liquids, and a wide
range of cleaning products. To support our consumer brands, we own tea plantations,
the results of which are reported within this segment.

|                                             | € million   |  | € million |  | € million |  | € million |  | € million |  
|-------------------------------------------- | ----------- |  | --------- |  | --------- |  | --------- |  | --------- | -
|                                             |             |  |           |  |           |  | Home      |  |           |  
|                                             | Savoury,    |  | Ice cream |  |           |  | care      |  |           |  
|                                             | dressings   |  | and       |  | Personal  |  | and       |  |           |  
|Analysis by product area                     | and spreads |  | beverages |  | care      |  | other     |  | Total     |  
|                                             |             |  |           |  |           |  |           |  |           |  
|2007                                         |             |  |           |  |           |  |           |  |           |  
|Turnover                                     | 13 988      |  | 7 600     |  | 11 302    |  | 7 297     |  | 40 187    |  
|Operating profit                             | 2 059       |  | 809       |  | 1 786     |  | 591       |  | 5 245     |  
|Net finance costs                            |             |  |           |  |           |  |           |  | (252      | )
|Share of net profit/(loss) of joint ventures | 15          |  | 85        |  | 1         |  | 1         |  | 102       |  
|Share of net profit/(loss) of associates     |            |  |          |  |          |  | 50        |  | 50        |  
|Other income from non-current investments    |             |  |           |  |           |  |           |  | 39        |  
|                                             |             |  |           |  |           |  |           |  |           |  
|Profit before taxation                       |             |  |           |  |           |  |           |  | 5 184     |  
|Taxation                                     |             |  |           |  |           |  |           |  | (1 128    | )
|                                             |             |  |           |  |           |  |           |  |           |  
|Net profit from continuing operations        |             |  |           |  |           |  |           |  | 4 056     |  
|Net profit from discontinued operations      |             |  |           |  |           |  |           |  | 80        |  
|                                             |             |  |           |  |           |  |           |  |           |  
|Net profit                                   |             |  |           |  |           |  |           |  | 4 136     |  
|                                             |             |  |           |  |           |  |           |  |           |  
|2006                                         |             |  |           |  |           |  |           |  |           |  
|Turnover                                     | 13 767      |  | 7 578     |  | 11 122    |  | 7 175     |  | 39 642    |  
|Operating profit                             | 1 993       |  | 900       |  | 1 913     |  | 602       |  | 5 408     |  
|Net finance costs                            |             |  |           |  |           |  |           |  | (721      | )
|Share of net profit/(loss) of joint ventures | 13          |  | 64        |  | 1         |  |          |  | 78        |  
|Share of net profit/(loss) of associates     |            |  |          |  |          |  | 36        |  | 36        |  
|Other income from non-current investments    |             |  |           |  |           |  |           |  | 30        |  
|                                             |             |  |           |  |           |  |           |  |           |  
|Profit before taxation                       |             |  |           |  |           |  |           |  | 4 831     |  
|Taxation                                     |             |  |           |  |           |  |           |  | (1 146    | )
|                                             |             |  |           |  |           |  |           |  |           |  
|Net profit from continuing operations        |             |  |           |  |           |  |           |  | 3 685     |  
|Net profit from discontinued operations      |             |  |           |  |           |  |           |  | 1 330     |  
|                                             |             |  |           |  |           |  |           |  |           |  
|Net profit                                   |             |  |           |  |           |  |           |  | 5 015     |  
|                                             |             |  |           |  |           |  |           |  |           |  



|UnileverAnnual
    Report on Form 20-F 2007 | 79
|------------------------------------------- | --

---



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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

2 Segment information(continued)

|                                             | € million   |  | € million |  | € million |  | € million |   | € million |  
|-------------------------------------------- | ----------- |  | --------- |  | --------- |  | --------- | - | --------- | -
|                                             |             |  |           |  |           |  | Home      |   |           |  
|                                             | Savoury,    |  | Ice cream |  |           |  | care      |   |           |  
|                                             | dressings   |  | and       |  | Personal  |  | and       |   |           |  
|Analysis by product area                     | and spreads |  | beverages |  | care      |  | other     |   | Total     |  
|                                             |             |  |           |  |           |  |           |   |           |  
|2005                                         |             |  |           |  |           |  |           |   |           |  
|Turnover                                     | 13 557      |  | 7 332     |  | 10 485    |  | 7 027     |   | 38 401    |  
|Operating profit                             | 2 026       |  | 609       |  | 1 793     |  | 646       |   | 5 074     |  
|Net finance costs                            |             |  |           |  |           |  |           |   | (613      | )
|Share of net profit/(loss) of joint ventures | 10          |  | 36        |  | 1         |  |          |   | 47        |  
|Share of net profit/(loss) of associates     |            |  |          |  |          |  | (25       | ) | (25       | )
|Other income from non-current investments    |             |  |           |  |           |  |           |   | 33        |  
|                                             |             |  |           |  |           |  |           |   |           |  
|Profit before taxation                       |             |  |           |  |           |  |           |   | 4 516     |  
|Taxation                                     |             |  |           |  |           |  |           |   | (1 181    | )
|                                             |             |  |           |  |           |  |           |   |           |  
|Net profit from continuing operations        |             |  |           |  |           |  |           |   | 3 335     |  
|Net profit from discontinued operations      |             |  |           |  |           |  |           |   | 640       |  
|                                             |             |  |           |  |           |  |           |   |           |  
|Net profit                                   |             |  |           |  |           |  |           |   | 3 975     |  
|                                             |             |  |           |  |           |  |           |   |           |  
|Assets                                       |             |  |           |  |           |  |           |   |           |  
|2007                                         |             |  |           |  |           |  |           |   |           |  
|Segment assets                               | 19 794      |  | 4 434     |  | 3 752     |  | 3 668     |   | 31 648    |  
|Joint ventures/associates                    | 19          |  | 134       |  | 12        |  | 59        |   | 224       |  
|                                             |             |  |           |  |           |  |           |   |           |  
|Total assets by product area                 | 19 813      |  | 4 568     |  | 3 764     |  | 3 727     |   | 31 872    |  
|Corporate assets                             |             |  |           |  |           |  |           |   | 5 430     |  
|                                             |             |  |           |  |           |  |           |   |           |  
|Total assets                                 |             |  |           |  |           |  |           |   | 37 302    |  
|                                             |             |  |           |  |           |  |           |   |           |  
|2006                                         |             |  |           |  |           |  |           |   |           |  
|Segment assets                               | 20 435      |  | 4 485     |  | 3 616     |  | 3 298     |   | 31 834    |  
|Joint ventures/associates                    | 29          |  | 24        |  | 7         |  | 43        |   | 103       |  
|                                             |             |  |           |  |           |  |           |   |           |  
|Total assets by product area                 | 20 464      |  | 4 509     |  | 3 623     |  | 3 341     |   | 31 937    |  
|Corporate assets                             |             |  |           |  |           |  |           |   | 5 135     |  
|                                             |             |  |           |  |           |  |           |   |           |  
|Total assets                                 |             |  |           |  |           |  |           |   | 37 072    |  
|                                             |             |  |           |  |           |  |           |   |           |  
|Capital expenditure                          |             |  |           |  |           |  |           |   |           |  
|2007                                         | 451         |  | 350       |  | 383       |  | 241       |   | 1 425     |  
|2006                                         | 387         |  | 327       |  | 195       |  | 292       |   | 1 201     |  
|                                             |             |  |           |  |           |  |           |   |           |  



|80 | UnileverAnnual
    Report on Form 20-F 2007
|-- | -------------------------------------------

---



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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

3 Gross profit and operating costs

|                               | € million |   | €million |   | € million |  
|------------------------------ | --------- | - | -------- | - | --------- | -
|                               | 2007      |   | 2006     |   | 2005      |  
|                               |           |   |          |   |           |  
|Turnover                       | 40 187    |   | 39 642   |   | 38 401    |  
|Cost of sales                  | (20 558   | ) | (20 093  | ) | (19 539   | )
|                               |           |   |          |   |           |  
|Gross profit                   | 19 629    |   | 19 549   |   | 18 862    |  
|Distribution and selling costs | (9 489    | ) | (9 486   | ) | (9 078    | )
|Administrative expenses(a)     | (4 895    | ) | (4 655   | ) | (4 710    | )
|                               |           |   |          |   |           |  
|Operating profit               | 5 245     |   | 5 408    |   | 5 074     |  
|                               |           |   |          |   |           |  

|(a) | Includes amortisation of finite-lived intangible assets and impairment of goodwill and intangible assets.
|--- | ---------------------------------------------------------------------------------------------------------

The following items are disclosed on the face of the income statement as separate disclosure provides additional information to users to help them better understand underlying business performance.

|                                               | € million |   | € million |   | € million |  
|---------------------------------------------- | --------- | - | --------- | - | --------- | -
|                                               | 2007      |   | 2006      |   | 2005      |  
|                                               |           |   |           |   |           |  
|Restructuring                                  | (875      | ) | (704      | ) | (328      | )
|Business disposals, impairments and other:     |           |   |           |   |           |  
|Gain/(loss) on disposals of group companies    | 297       |   | 179       |   | 132       |  
|Impairments                                    |          |   | (14       | ) | (397      | )
|(Provision for)/release of Brazilian sales tax | 9         |   | 31        |   | 16        |  
|Gains on US healthcare and UK pensions         |          |   | 266       |   |          |  
|                                               |           |   |           |   |           |  

Restructuring costs are incurred as Unilever continues to simplify the organisation, reorganise operations and support functions and redevelop the portfolio. They primarily relate to redundancy and retirement costs.
The significant costs incurred in 2007 are in respect of new multi-country organisations announced and several factory closures. Business disposals generate both costs and revenues which are not reflective of underlying performance. Impairment
charges are primarily recognised for goodwill other than where included in restructuring or as part of business disposals. In 2005 an impairment charge of €363 million was recognised in respect of Slim•Fast.

The gains on US healthcare arose from the introduction of an annual cap on the benefits which each participant can claim. The gain in the UK resulted from reducing deferred pensions where they are taken
early.

Other items within operating costs include:

|                                                              | € million |   | €million |   | €million |  
|------------------------------------------------------------- | --------- | - | -------- | - | -------- | -
|                                                              | 2007      |   | 2006     |   | 2005     |  
|                                                              |           |   |          |   |          |  
|Staff costs                                                   | (5 537    | ) | (5 355   | ) | (5 745   | )
|Raw and packaging materials and goods purchased for resale    | (15 588   | ) | (15 655  | ) | (15 106  | )
|Amortisation of finite-lived intangible assets and software   | (140      | ) | (157     | ) | (99      | )
|Depreciation of property, plant and equipment                 | (804      | ) | (787     | ) | (770     | )
|Advertising and promotions                                    | (5 289    | ) | (5 203   | ) | (4 918   | )
|Exchange gains/(losses):                                      | (15       | ) | (25      | ) | 19       |  
|On underlying transactions                                    | (10       | ) | (10      | ) | (6       | )
|On covering forward contracts                                 | (5        | ) | (15      | ) | 25       |  
|Lease rentals:                                                | (477      | ) | (451     | ) | (421     | )
|Minimum operating lease payments                              | (488      | ) | (455     | ) | (423     | )
|Contingent operating lease payments                           |          |   | (3       | ) | (3       | )
|Less: Sub-lease income relating to operating lease agreements | 11        |   | 7        |   | 5        |  
|                                                              |           |   |          |   |          |  

Total expenditure on research and development in 2007, including costs incurred under some of the headings reported above, was €868 million (2006: €906 million; 2005: €932 million).



|UnileverAnnual
    Report on Form 20-F 2007 | 81
|------------------------------------------- | --

---



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|                                                             
|-------------------------------------------------------------
|                                                             
|Financial statements continued                               
|                                                             
|                                                             
|Notes to the consolidated
      accounts Unilever
      Group
|                                                             

4 Staff
  costs

|                                                     | € million |   | € million |   | € million |  
|---------------------------------------------------- | --------- | - | --------- | - | --------- | -
|Staff costs                                          | 2007      |   | 2006      |   | 2005      |  
|                                                     |           |   |           |   |           |  
|Remuneration of employees                            | (4 409    | ) | (4 377    | ) | (4 456    | )
|Emoluments of Executive Directors                    | (9        | ) | (8        | ) | (11       | )
|Pensions and other post-employment
      benefits(a) | (321      | ) | (132      | ) | (384      | )
|Social security costs                                | (646      | ) | (718      | ) | (702      | )
|Share-based compensation costs                       | (152      | ) | (120      | ) | (192      | )
|                                                     |           |   |           |   |           |  
|                                                     | (5 537    | ) | (5 355    | ) | (5 745    | )
|                                                     |           |   |           |   |           |  

|(a) | In 2006 includes gains of €266
        million arising from changes in US post-retirement healthcare plans and
        UK pension plans.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------

|                                                  |      |  |      |  |      | 
|------------------------------------------------- | ---- |  | ---- |  | ---- | 
|                                                  | 000 |  | 000 |  | 000 | 
|Average
      number of employees during the year | 2007 |  | 2006 |  | 2005 | 
|                                                  |      |  |      |  |      | 
|Europe                                            | 44   |  | 47   |  | 51   | 
|The Americas                                      | 44   |  | 46   |  | 46   | 
|Asia Africa                                       | 87   |  | 96   |  | 115  | 
|                                                  |      |  |      |  |      | 
|                                                  | 175  |  | 189  |  | 212  | 
|                                                  |      |  |      |  |      | 

5 Net
  finance costs

|                                                                                                                      | € million |   | € million |   | € million |  
|--------------------------------------------------------------------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|Finance
      costs                                                                                                   | 2007      |   | 2006      |   | 2005      |  
|                                                                                                                      |           |   |           |   |           |  
|Finance costs                                                                                                         | (550      | ) | (590      | ) | (689      | )
|                                                                                                                      |           |   |           |   |           |  
|Bank
      loans and overdrafts                                                                                       | (62       | ) | (93       | ) | (90       | )
|Bonds
      and other loans                                                                                           | (493      | ) | (499      | ) | (569      | )
|Dividends
      paid on preference shares                                                                             | (7        | ) | (6        | ) | (11       | )
|Net
      gain/(loss) on derivatives designated as a fair value hedge for which no
      hedge accounting is applied: | 12        |   | 8         |   | (19       | )
|On
      interest rate swaps                                                                                          | (1        | ) | (6        | ) | (11       | )
|On
      foreign exchange derivatives                                                                                 | 538       |   | 1 035     |   | (798      | )
|Exchange
      difference on underlying items                                                                         | (525      | ) | (1 021    | ) | 790       |  
|                                                                                                                      |           |   |           |   |           |  
|Preference shares provision(a)                                                                                        | (7        | ) | (300      | ) |          |  
|Finance income                                                                                                        | 147       |   | 128       |   | 129       |  
|Pensions and similar obligations(b)                                                                                   | 158       |   | 41        |   | (53       | )
|                                                                                                                      |           |   |           |   |           |  
|                                                                                                                      | (252      | ) | (721      | ) | (613      | )
|                                                                                                                      |           |   |           |   |           |  

|(a) | For further information please refer to
      note 19 on page 102.                                         
|--- | -----------------------------------------------------------------------------------------------------------
|(b) | Net finance costs in respect of pensions
      and similar obligations are analysed in note 20 on page 106.



|82 | UnileverAnnual Report on Form 20-F 2007
|-- | ---------------------------------------

---



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|                                                             
|-------------------------------------------------------------
|                                                             
|Financial statements continued                               
|                                                             
|                                                             
|Notes to the consolidated
      accounts Unilever
      Group
|                                                             

6 Taxation

|                                                         | € million |   | € million |   | € million |  
|-------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|Tax charge
      in income statement                     | 2007      |   | 2006      |   | 2005      |  
|                                                         |           |   |           |   |           |  
|Current tax                                              |           |   |           |   |           |  
|Current year                                             | (1 118    | ) | (1 171    | ) | (1 172    | )
|Over/(under) provided in prior
      years(a)            | 226       |   | 206       |   | 107       |  
|                                                         |           |   |           |   |           |  
|                                                         | (892      | ) | (965      | ) | (1 065    | )
|Deferred tax                                             |           |   |           |   |           |  
|Origination and reversal of
      temporary differences  | (261      | ) | (171      | ) | (123      | )
|Changes in tax rates                                     | 21        |   | (15       | ) | 2         |  
|Utilisation of unrecognised
      losses brought forward | 4         |   | 5         |   | 5         |  
|                                                         |           |   |           |   |           |  
|                                                         | (236      | ) | (181      | ) | (116      | )
|                                                         |           |   |           |   |           |  
|                                                         | (1 128    | ) | (1 146    | ) | (1 181    | )
|                                                         |           |   |           |   |           |  

|(a) | Provisions have been released
      following the favourable settlement of prior year tax audits for amounts
      provided for tax in prior years in a number of countries, including the
      Netherlands, the UK and the US, none of which is individually material.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Europe is considered to be Unilevers domestic tax base. The reconciliation between the computed weighted average rate of income tax expense, which is generally applicable to Unilevers European companies,
and the actual rate of taxation charged is as follows:

|                                                        | %    |   | %    |   | %    |  
|------------------------------------------------------- | ---- | - | ---- | - | ---- | -
|Reconciliation
      of effective tax rate              | 2007 |   | 2006 |   | 2005 |  
|                                                        |      |   |      |   |      |  
|Computed rate of tax(b)                                 | 27   |   | 30   |   | 31   |  
|Differences due to:                                     |      |   |      |   |      |  
|Other rates applicable to non-European
      countries  | 2    |   | 1    |   |     |  
|Incentive tax credits                                   | (6   | ) | (7   | ) | (5   | )
|Withholding tax on dividends                            | 2    |   | 1    |   | 2    |  
|Adjustments to previous years                           | (5   | ) | (4   | ) | (2   | )
|Expenses not deductible for
      tax purposes          | 2    |   | 2    |   | 2    |  
|Utilisation of previously unrecognised
      tax losses |     |   |     |   | (1   | )
|Other                                                   |     |   | 1    |   | (1   | )
|                                                        |      |   |      |   |      |  
|Effective tax rate                                      | 22   |   | 24   |   | 26   |  
|                                                        |      |   |      |   |      |  

|(b) | The computed tax rate used
      is the average of the standard rate of tax applicable in the European countries
      in which Unilever operates, weighted by the amount of profit before taxation
      generated in each of those countries.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|UnileverAnnual Report on Form 20-F 2007 | 83
|--------------------------------------- | --

---



Back to Contents

|                                                             
|-------------------------------------------------------------
|                                                             
|Financial statements continued                               
|                                                             
|                                                             
|Notes to the consolidated
      accounts Unilever
      Group
|                                                             

6 Taxation(continued)

The following tables analyse profit before taxation and actual taxation charges between those arising in Europe and elsewhere.

|                                                   | € million |   | € million |   | € million |  
|-------------------------------------------------- | --------- | - | --------- | - | --------- | -
|                                                   | 2007      |   | 2006      |   | 2005      |  
|                                                   |           |   |           |   |           |  
|Profit before
      taxation                       |           |   |           |   |           |  
|Europe                                             |           |   |           |   |           |  
|Parent and group companies                         | 2 332     |   | 2 266     |   | 2 379     |  
|Share of net profit/(loss)
      of joint ventures | 26        |   | 17        |   | 11        |  
|Share of net profit/(loss)
      of associates     | 50        |   | 36        |   | (20       | )
|                                                   |           |   |           |   |           |  
|                                                   | 2 408     |   | 2 319     |   | 2 370     |  
|Outside Europe                                     |           |   |           |   |           |  
|Group companies                                    | 2 700     |   | 2 451     |   | 2 115     |  
|Share of net profit/(loss)
      of joint ventures | 76        |   | 61        |   | 36        |  
|Share of net profit/(loss)
      of associates     |          |   |          |   | (5        | )
|                                                   |           |   |           |   |           |  
|                                                   | 2 776     |   | 2 512     |   | 2 146     |  
|                                                   |           |   |           |   |           |  
|                                                   | 5 184     |   | 4 831     |   | 4 516     |  
|                                                   |           |   |           |   |           |  
|Taxation                                           |           |   |           |   |           |  
|Europe                                             |           |   |           |   |           |  
|Parent and group companies:                        |           |   |           |   |           |  
|Current taxes payable                              | (208      | ) | (359      | ) | (414      | )
|                                                   |           |   |           |   |           |  
|Deferred taxation                                  | (202      | ) | (174      | ) | (162      | )
|                                                   |           |   |           |   |           |  
|Accelerated
      depreciation                     | 27        |   | 2         |   | 22        |  
|Pensions                                           | (196      | ) | (196      | ) | (123      | )
|Provisions                                         | 35        |   | 24        |   | (25       | )
|Goodwill
      and intangible assets               | (59       | ) | 4         |   | (48       | )
|Other                                              | (9        | ) | (8        | ) | 12        |  
|                                                   | (410      | ) | (533      | ) | (576      | )
|                                                   |           |   |           |   |           |  
|Outside Europe                                     |           |   |           |   |           |  
|Group companies:                                   |           |   |           |   |           |  
|Current taxes payable                              | (684      | ) | (606      | ) | (651      | )
|                                                   |           |   |           |   |           |  
|Deferred taxation                                  | (34       | ) | (7        | ) | 46        |  
|                                                   |           |   |           |   |           |  
|Accelerated
      depreciation                     | 2         |   | 25        |   | (40       | )
|Pensions                                           | (2        | ) | (142      | ) | 28        |  
|Provisions                                         | 63        |   | 16        |   | (78       | )
|Goodwill
      and intangible assets               | (62       | ) | 98        |   | 123       |  
|Other                                              | (35       | ) | (4        | ) | 13        |  
|                                                   | (718      | ) | (613      | ) | (605      | )
|                                                   |           |   |           |   |           |  
|                                                   | (1 128    | ) | (1 146    | ) | (1 181    | )
|                                                   |           |   |           |   |           |  



|84 | UnileverAnnual Report on Form 20-F 2007
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|                                                 
|-------------------------------------------------
|                                                 
|Financial statements continued                   
|                                                 
|                                                 
|Notes to the consolidated accounts Unilever Group
|                                                 

7 Combined earnings per share

|                             | €    |  | €    |  | €    | 
|---------------------------- | ---- |  | ---- |  | ---- | 
|Combined earnings per share  | 2007 |  | 2006 |  | 2005 | 
|                             |      |  |      |  |      | 
|From continuing operations   |      |  |      |  |      | 
|Basic earnings per share     | 1.32 |  | 1.19 |  | 1.07 | 
|Diluted earnings per share   | 1.28 |  | 1.15 |  | 1.04 | 
|                             |      |  |      |  |      | 
|From discontinued operations |      |  |      |  |      | 
|Basic earnings per share     | 0.03 |  | 0.46 |  | 0.22 | 
|Diluted earnings per share   | 0.03 |  | 0.45 |  | 0.21 | 
|                             |      |  |      |  |      | 
|From total operations        |      |  |      |  |      | 
|Basic earnings per share     | 1.35 |  | 1.65 |  | 1.29 | 
|Diluted earnings per share   | 1.31 |  | 1.60 |  | 1.25 | 
|                             |      |  |      |  |      | 

Basis of calculationThe calculations of combined earnings per share are based on the net profit attributable to ordinary capital divided by the average number of share units representing the combined ordinary capital of NV and PLC in
issue during the year, after deducting shares held as treasury stock. Earnings per share are calculated on the basis of the revised nominal share values which have been applied since 22 May 2006 and which resulted in a one-to-one equivalence of
ordinary shares of NV and PLC as regards their economic interest in the Group. For further information please refer to note 22 on page 109.

The calculations of diluted earnings per share are based on: (i) conversion into PLC ordinary shares of the shares in a group company which are convertible in the year 2038, as described in Corporate governance on page
42; (ii) conversion of the €0.05 NV preference shares, details of which are set out below and in note 16 on page 94; (iii) the effect of share-based compensation plans, details of which are set out in note 29 on pages 117 to 119; and (iv) the forward
equity contract described in note 29 on page 119.

On 15 February 2005, Unilever converted its €0.05 NV preference shares into ordinary €0.51 NV shares. The conversion was made using shares already held by Unilever for the purposes of satisfying the Groups
share-based compensation plans. Unilever bought further ordinary shares in the market during 2005 to the extent required to restore the hedging position. Until the date of conversion, the €0.05 preference shares were potentially dilutive for the
purposes of the calculation of fully diluted earnings per share, as shown below. At midnight on 13 July 2005 the  €0.05 NV preference shares were cancelled.

|                                                                                             |         |         | Millions of share
      units |        
|-------------------------------------------------------------------------------------------- | ------- | ------- | ----------------------------- | -------
|Calculation
      of average number of share units                                           | 2007    |         | 2006                          |        
|                                                                                             |         |         |                               |        
|Average number of shares:                                                                    | NV      | 1 714.7 |                               | 1 714.7
|                                                                                             | PLC     | 1 310.2 |                               | 1 310.2
|Less shares held
      by employee share trusts and companies                                | (150.3  | )       | (141.6                        | )      
|                                                                                             |         |         |                               |        
|Combined average
      number of share units for all bases except diluted earnings per share | 2 874.6 |         | 2 883.3                       |        
|Add shares issuable
      in 2038                                                            | 70.9    |         | 70.9                          |        
|Add shares for
      conversion                                                              |        |         |                              |        
|Add dilutive effect
      of share-based compensation plans and forward equity contract      | 30.6    |         | 18.3                          |        
|                                                                                             |         |         |                               |        
|Adjusted combined
      average number of share units for diluted earnings per share basis   | 2 976.1 |         | 2 972.5                       |        
|                                                                                             |         |         |                               |        

|                                                                      |           |   |           |   |           |  
|--------------------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|                                                                      | € million |   | € million |   | € million |  
|Calculation of earnings                                               | 2007      |   | 2006      |   | 2005      |  
|                                                                      |           |   |           |   |           |  
|For earnings per share from total operations:                         |           |   |           |   |           |  
|Net profit attributable to ordinary capital for total operations      | 3 888     |   | 4 745     |   | 3 766     |  
|                                                                      |           |   |           |   |           |  
|For earnings per share from continuing operations:                    |           |   |           |   |           |  
|Net profit from continuing operations                                 | 4 056     |   | 3 685     |   | 3 335     |  
|Minority interest in continuing operations                            | (248      | ) | (266      | ) | (205      | )
|                                                                      |           |   |           |   |           |  
|Net profit attributable to ordinary capital for continuing operations | 3 808     |   | 3 419     |   | 3 130     |  
|                                                                      |           |   |           |   |           |  

The numbers of shares included in the calculation of earnings per share is an average for the period. These numbers are influenced by the share buy-back programme that we undertook during 2007. During that period the
following movements in shares took place:

|                                                             | Millions of share units |  
|------------------------------------------------------------ | ----------------------- | -
|                                                             |                         |  
|Number of shares at 31 December 2006 (net of treasury stock) | 2 889.9                 |  
|Net movements in shares under incentive schemes              | 29.7                    |  
|Share buy-back                                               | (66.5                   | )
|                                                             |                         |  
|Number of shares at 31 December 2007                         | 2 853.1                 |  
|                                                             |                         |  

On 11 February 2008, Unilever announced a share buy-back programme of at least €1.5 billion in 2008.



|UnileverAnnual
        Report on Form 20-F 2007 | 85
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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

8 Dividends on ordinary capital

|                                                                                       | € million |   | € million |   | € million |  
|-------------------------------------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|Dividends paid on ordinary capital during the year                                     | 2007      |   | 2006      |   | 2005      |  
|                                                                                       |           |   |           |   |           |  
|Final NV dividend for the prior year of €0.47 per share (2006: €0.44; 2005 €0.42)      | (767      | ) | (722      | ) | (710      | )
|Final PLC dividend for the prior year of 32.04p per share (2006: 30.09p; 2005: 28.49p) | (589      | ) | (547      | ) | (519      | )
|Interim NV dividend for the year of €0.25 per share (2006: €0.23; 2005 €0.22)          | (400      | ) | (379      | ) | (363      | )
|Interim PLC dividend for the year of 17.00p per share (2006: 15.62p; 2005 15.04p)      | (314      | ) | (285      | ) | (275      | )
|One-off NV dividend of €0.26 per share in 2006                                         |          |   | (428      | ) |          |  
|One-off PLC dividend of 17.66p per share in 2006                                       |          |   | (323      | ) |          |  
|                                                                                       |           |   |           |   |           |  
|                                                                                       | (2 070    | ) | (2 684    | ) | (1 867    | )
|                                                                                       |           |   |           |   |           |  
|Of which:                                                                              |           |   |           |   |           |  
|NV dividends                                                                           | (1 167    | ) | (1 529    | ) | (1 073    | )
|PLC dividends                                                                          | (903      | ) | (1 155    | ) | (794      | )
|                                                                                       |           |   |           |   |           |  

The proposed final dividends on ordinary capital for the year 2007 have to be approved by shareholders at the Annual General Meetings. In accordance with IFRS, no provision for the amount of this dividend, estimated at
€1 427 million, has been recognised in the financial statements for the year ended 31 December 2007.

Full details of dividends per share for the years 2003 to 2007 are given on page 141.

9 Goodwill and intangible assets

Indefinite-lived intangible assets principally comprise those trademarks for which there is no foreseeable limit to the period over which they are expected to generate net cash inflows. These are considered to have an
indefinite life, given the strength and durability of our brands and the level of marketing support. Brands that are classified as indefinite have been in the market for many years, and the nature of the industry we operate in is such that brand
obsolescence is not common, if appropriately supported by advertising and marketing spend. Finite-lived intangible assets, which primarily comprise patented and non-patented technology, know-how, and software, are capitalised and amortised in
operating profit on a straight-line basis over the period of their expected useful lives, none of which exceeds ten years. The level of amortisation for finite-lived intangible assets is not expected to change materially over the next five
years.

|                                         | € million |  | € million | 
|---------------------------------------- | --------- |  | --------- | 
|At cost less amortisation and impairment | 2007      |  | 2006      | 
|                                         |           |  |           | 
|Goodwill                                 | 12 244    |  | 12 425    | 
|Intangible assets:                       | 4 511     |  | 4 781     | 
|Indefinite-lived intangible assets       | 3 921     |  | 4 174     | 
|Finite-lived intangible assets           | 273       |  | 343       | 
|Software                                 | 317       |  | 264       | 
|                                         |           |  |           | 
|                                         | 16 755    |  | 17 206    | 
|                                         |           |  |           | 

|                                  |           |   |             |   |            |   |           |   |           |  
|--------------------------------- | --------- | - | ----------- | - | ---------- | - | --------- | - | --------- | -
|                                  | € million |   | € million   |   | € million  |   | € million |   | € million |  
|                                  |           |   | Indefinite- |   | Finite-    |   |           |   |           |  
|                                  |           |   | lived       |   | lived      |   |           |   |           |  
|                                  |           |   | intangible  |   | intangible |   |           |   |           |  
|Movements during 2007             | Goodwill  |   | assets      |   | assets     |   | Software  |   | Total     |  
|                                  |           |   |             |   |            |   |           |   |           |  
|Cost                              |           |   |             |   |            |   |           |   |           |  
|1 January 2007                    | 13 454    |   | 4 409       |   | 642        |   | 392       |   | 18 897    |  
|Acquisitions of group companies   | 334       |   |            |   |           |   |          |   | 334       |  
|Disposals of group companies      | (4        | ) | (1          | ) |           |   |          |   | (5        | )
|Change in useful life assumptions |          |   | (2          | ) | 2          |   |          |   |          |  
|Additions                         |          |   |            |   | 3          |   | 133       |   | 136       |  
|Disposals                         |          |   |            |   |           |   | (16       | ) | (16       | )
|Currency retranslation            | (602      | ) | (272        | ) | (26        | ) | (8        | ) | (908      | )
|                                  |           |   |             |   |            |   |           |   |           |  
|31 December 2007                  | 13 182    |   | 4 134       |   | 621        |   | 501       |   | 18 438    |  
|                                  |           |   |             |   |            |   |           |   |           |  
|Amortisation and impairment       |           |   |             |   |            |   |           |   |           |  
|1 January 2007                    | (1 029    | ) | (235        | ) | (299       | ) | (128      | ) | (1 691    | )
|Amortisation for the year         |          |   |            |   | (64        | ) | (76       | ) | (140      | )
|Disposals                         |          |   |            |   |           |   | 16        |   | 16        |  
|Currency retranslation            | 91        |   | 22          |   | 15         |   | 4         |   | 132       |  
|                                  |           |   |             |   |            |   |           |   |           |  
|31 December 2007                  | (938      | ) | (213        | ) | (348       | ) | (184      | ) | (1 683    | )
|                                  |           |   |             |   |            |   |           |   |           |  
|Net book value 31 December 2007   | 12 244    |   | 3 921       |   | 273        |   | 317       |   | 16 755    |  
|                                  |           |   |             |   |            |   |           |   |           |  



|86 | UnileverAnnual
        Report on Form 20-F 2007
|-- | -----------------------------------------------

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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

9 Goodwill and intangible assets(continued)

|                                  | € million |   | € million   |   | € million  |   | € million |   | € million |  
|--------------------------------- | --------- | - | ----------- | - | ---------- | - | --------- | - | --------- | -
|                                  |           |   | Indefinite- |   | Finite-    |   |           |   |           |  
|                                  |           |   | lived       |   | lived      |   |           |   |           |  
|                                  |           |   | intangible  |   | intangible |   |           |   |           |  
|Movements during 2006             | Goodwill  |   | assets      |   | assets     |   | Software  |   | Total     |  
|                                  |           |   |             |   |            |   |           |   |           |  
|Cost                              |           |   |             |   |            |   |           |   |           |  
|1 January 2006                    | 14 080    |   | 4 713       |   | 631        |   | 291       |   | 19 715    |  
|Acquisitions of group companies   | 60        |   | 8           |   | 1          |   |          |   | 69        |  
|Disposals of group companies      | (1        | ) |            |   |           |   |          |   | (1        | )
|Change in useful life assumptions |          |   | (32         | ) | 32         |   |          |   |          |  
|Additions                         |          |   |            |   | 3          |   | 110       |   | 113       |  
|Currency retranslation            | (685      | ) | (280        | ) | (25        | ) | (9        | ) | (999      | )
|                                  |           |   |             |   |            |   |           |   |           |  
|31 December 2006                  | 13 454    |   | 4 409       |   | 642        |   | 392       |   | 18 897    |  
|                                  |           |   |             |   |            |   |           |   |           |  
|Amortisation and impairment       |           |   |             |   |            |   |           |   |           |  
|1 January 2006                    | (1 117    | ) | (263        | ) | (215       | ) | (65       | ) | (1 660    | )
|Amortisation for the year         |          |   |            |   | (94        | ) | (63       | ) | (157      | )
|Impairment                        | (12       | ) |            |   |           |   | (2        | ) | (14       | )
|Currency retranslation            | 100       |   | 28          |   | 10         |   | 2         |   | 140       |  
|                                  |           |   |             |   |            |   |           |   |           |  
|31 December 2006                  | (1 029    | ) | (235        | ) | (299       | ) | (128      | ) | (1 691    | )
|                                  |           |   |             |   |            |   |           |   |           |  
|Net book value 31 December 2006   | 12 425    |   | 4 174       |   | 343        |   | 264       |   | 17 206    |  
|                                  |           |   |             |   |            |   |           |   |           |  

There are no significant carrying amounts of goodwill and intangible assets that are allocated across multiple cash generating units (CGUs).

Impairments charges in the yearThere were no impairments in 2007. The impairments charged in 2006 principally related to business disposals that were completed during 2007.

In 2006, Slim•Fastwas fully integrated
into The Americas business as part of the North American beverage operations. As a result of the integration, Slim•Fastis no longer evaluated on a stand-alone basis but as part of the North American beverage CGU. The 2007 and 2006 impairment reviews on this basis did not result in any impairments
(2005: €363
million).

Significant CGUsThe goodwill and indefinite-lived intangible assets (predominantlyKnorrandHellmanns) held in the global savoury and dressings CGU, comprising €11.1 billion (2006: €11.6 billion) and €3.2 billion (2006: €3.4 billion) respectively, are considered significant in
comparison to the total carrying amounts of goodwill and indefinite-lived intangible assets at 31 December 2007. No other CGUs are considered significant in this respect.

During 2007, we conducted an impairment review of the carrying value of these assets. Value in use of the global savoury and dressings CGU has been calculated as the present value of projected future cash flows. A
pre-tax discount rate of 10% was used.

The following key assumptions were used in the discounted cash flow projections for the savoury and dressings CGU:

|• | a longer-term sustainable growth rate of 4%, adjusted for market fade, used to determine an appropriate terminal value multiple;
|- | --------------------------------------------------------------------------------------------------------------------------------
|• | average near-term nominal growth for the major product groups within the CGU of 4%; and                                         
|• | average operating margins for the major product groups within the CGU ranging from 15% to 18%.                                  

The growth rates and margins used to estimate future performance are based on past performance and our experience of growth rates and margins achievable in our key markets as a guide. We believe that the assumptions
used in estimating the future performance of the savoury and dressings CGU are consistent with past performance.

The projections covered a period of ten years as we believe this to be a suitable timescale over which to review and consider annual performance before applying a fixed terminal value multiple to the final year cash
flows of the detailed projection. Stopping the detailed projections after five years and applying a terminal value multiple thereafter would not result in a value in use that would cause impairment.

The growth rates used to estimate future performance beyond the periods covered by our annual planning and strategic planning processes do not exceed the long-term average rates of growth for similar
products.

We have performed sensitivity analysis around the base case assumptions and have concluded that no reasonably possible changes in key assumptions would cause the recoverable amount of the global savoury and dressings
CGU to be less than the carrying amount.



|UnileverAnnual
        Report on Form 20-F 2007 | 87
|----------------------------------------------- | --

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|                                                    
|----------------------------------------------------
|                                                    
|Financial statements continued                      
|                                                    
|                                                    
|Notes to the consolidated
    accountsUnilever Group
|                                                    

10 Property, plant and equipment

|                                                   | € million |  | € million | 
|-------------------------------------------------- | --------- |  | --------- | 
|At cost less depreciation and impairment           | 2007      |  | 2006      | 
|                                                   |           |  |           | 
|Land and buildings                                 | 1 989     |  | 1 944     | 
|Plant and equipment                                | 4 295     |  | 4 332     | 
|                                                   |           |  |           | 
|                                                   | 6 284     |  | 6 276     | 
|                                                   |           |  |           | 
|Includes freehold land                             | 207       |  | 205       | 
|                                                   |           |  |           | 
|Commitments for capital expenditure at 31 December | 321       |  | 231       | 
|                                                   |           |  |           | 

|                                                                  |           |   |           |   |           |  
|----------------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|                                                                  | € million |   | € million |   | € million |  
|                                                                  | Land and  |   | Plant and |   |           |  
|Movements during 2007                                             | buildings |   | equipment |   | Total     |  
|                                                                  |           |   |           |   |           |  
|Gross                                                             |           |   |           |   |           |  
|1 January 2007                                                    | 2 992     |   | 10 371    |   | 13 363    |  
|Disposals of group companies                                      | (12       | ) | (142      | ) | (154      | )
|Additions                                                         | 346       |   | 943       |   | 1 289     |  
|Disposals                                                         | (98       | ) | (429      | ) | (527      | )
|Currency retranslation                                            | (116      | ) | (333      | ) | (449      | )
|Reclassification as held for sale                                 | (41       | ) | (165      | ) | (206      | )
|Other adjustments                                                 | (52       | ) | 9         |   | (43       | )
|                                                                  |           |   |           |   |           |  
|31 December 2007                                                  | 3 019     |   | 10 254    |   | 13 273    |  
|                                                                  |           |   |           |   |           |  
|Depreciation                                                      |           |   |           |   |           |  
|1 January 2007                                                    | (1 048    | ) | (6 039    | ) | (7 087    | )
|Disposals of group companies                                      | 8         |   | 102       |   | 110       |  
|Depreciation charge for the year                                  | (106      | ) | (698      | ) | (804      | )
|Disposals                                                         | 37        |   | 372       |   | 409       |  
|Currency retranslation                                            | 36        |   | 186       |   | 222       |  
|Reclassification as held for sale                                 | 24        |   | 114       |   | 138       |  
|Other adjustments                                                 | 19        |   | 4         |   | 23        |  
|                                                                  |           |   |           |   |           |  
|31 December 2007                                                  | (1 030    | ) | (5 959    | ) | (6 989    | )
|                                                                  |           |   |           |   |           |  
|Net book value 31 December 2007                                   | 1 989     |   | 4 295     |   | 6 284     |  
|                                                                  |           |   |           |   |           |  
|Includes payments on account and assets in course of construction | 80        |   | 542       |   | 622       |  
|                                                                  |           |   |           |   |           |  



|88 | UnileverAnnual
        Report on Form 20-F 2007
|-- | -----------------------------------------------

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|                                                        
|--------------------------------------------------------
|                                                        
|Financial statements continued                          
|                                                        
|                                                        
|Notes to the consolidated
        accountsUnilever Group
|                                                        

10 Property, plant and equipment(continued)

|                                                                  | € million |   | € million |   | € million |  
|----------------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|                                                                  | Land and  |   | Plant and |   |           |  
|Movements during 2006                                             | buildings |   | equipment |   | Total     |  
|                                                                  |           |   |           |   |           |  
|Gross                                                             |           |   |           |   |           |  
|1 January 2006                                                    | 3 014     |   | 10 845    |   | 13 859    |  
|Acquisitions of group companies                                   | 2         |   | 6         |   | 8         |  
|Disposals of group companies                                      | (130      | ) | (291      | ) | (421      | )
|Additions                                                         | 150       |   | 921       |   | 1 071     |  
|Disposals                                                         | (80       | ) | (586      | ) | (666      | )
|Currency retranslation                                            | (136      | ) | (446      | ) | (582      | )
|Reclassification as held for sale(a)                              | 95        |   | (69       | ) | 26        |  
|Other adjustments                                                 | 77        |   | (9        | ) | 68        |  
|                                                                  |           |   |           |   |           |  
|31 December 2006                                                  | 2 992     |   | 10 371    |   | 13 363    |  
|                                                                  |           |   |           |   |           |  
|Depreciation                                                      |           |   |           |   |           |  
|1 January 2006                                                    | (1 020    | ) | (6 347    | ) | (7 367    | )
|Disposals of group companies                                      | 50        |   | 185       |   | 235       |  
|Depreciation charge for the year(b)                               | (74       | ) | (731      | ) | (805      | )
|Disposals                                                         | 45        |   | 512       |   | 557       |  
|Currency retranslation                                            | 38        |   | 251       |   | 289       |  
|Reclassification as held for sale(a)                              | (18       | ) | 69        |   | 51        |  
|Other adjustments                                                 | (69       | ) | 22        |   | (47       | )
|                                                                  |           |   |           |   |           |  
|31 December 2006                                                  | (1 048    | ) | (6 039    | ) | (7 087    | )
|                                                                  |           |   |           |   |           |  
|Net book value 31 December 2006                                   | 1 944     |   | 4 332     |   | 6 276     |  
|                                                                  |           |   |           |   |           |  
|Includes payments on account and assets in course of construction | 71        |   | 478       |   | 549       |  
|                                                                  |           |   |           |   |           |  

|(a) | After reinstating certain assets with gross value of €112 million and accumulated depreciation of €28 million which were previously classified as held for sale.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | Includes €(18) million relating to discontinued operations.                                                                                                     

Included in the above is property, plant and equipment under a number of finance lease agreements, for which the book values are as follows:

|                 | € million |   | € million |   | € million |  
|---------------- | --------- | - | --------- | - | --------- | -
|                 |           |   | Plant and |   |           |  
|Net book value   | Buildings |   | equipment |   | Total     |  
|                 |           |   |           |   |           |  
|Gross book value | 223       |   | 342       |   | 565       |  
|Depreciation     | (16       | ) | (204      | ) | (220      | )
|                 |           |   |           |   |           |  
|31 December 2007 | 207       |   | 138       |   | 345       |  
|                 |           |   |           |   |           |  
|                 |           |   |           |   |           |  
|Gross book value | 62        |   | 369       |   | 431       |  
|Depreciation     | (20       | ) | (201      | ) | (221      | )
|                 |           |   |           |   |           |  
|31 December 2006 | 42        |   | 168       |   | 210       |  
|                 |           |   |           |   |           |  



|UnileverAnnual
        Report on Form 20-F 2007 | 89
|----------------------------------------------- | --

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|                                                        
|--------------------------------------------------------
|                                                        
|Financial statements continued                          
|                                                        
|                                                        
|Notes to the consolidated
        accountsUnilever Group
|                                                        

11 Other non-current assets

|                                                      | € million |  | € million | 
|----------------------------------------------------- | --------- |  | --------- | 
|                                                      | 2007      |  | 2006      | 
|                                                      |           |  |           | 
|Interest in net assets of joint ventures              | 150       |  | 57        | 
|Interest in net assets of associates                  | 74        |  | 46        | 
|Other non-current financial assets(a):                | 738       |  | 735       | 
|Held-to-maturity investments                          | 473       |  | 453       | 
|Loans and receivables                                 | 13        |  | 13        | 
|Available-for-sale financial assets                   | 201       |  | 257       | 
|Financial assets at fair value through profit or loss | 51        |  | 12        | 
|Long-term trade and other receivables(b)              | 187       |  | 199       | 
|Fair value of biological assets                       | 37        |  | 36        | 
|Other non-financial assets                            | 138       |  | 53        | 
|                                                      |           |  |           | 
|                                                      | 1 324     |  | 1 126     | 
|                                                      |           |  |           | 

|    |                                                                                                                                                                                                                                                             
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | Predominantly consist of investments in a number of companies and financial institutions in India, Europe and the US, including €162
million (2006: €181 million) of assets in a trust to fund benefit obligations
in the US
(see also note 20 on page 103).
|(b) | Classified as loans and receivables.                                                                                                                                                                                                                        

|                                                                        |           |   |           |  
|----------------------------------------------------------------------- | --------- | - | --------- | -
|                                                                        | € million |   | € million |  
|Movements during 2007 and 2006                                          | 2007      |   | 2006      |  
|                                                                        |           |   |           |  
|Joint ventures(c)                                                       |           |   |           |  
|1 January                                                               | 57        |   | 67        |  
|Additions(d)                                                            | 115       |   |          |  
|Dividends received/reductions                                           | (122      | ) | (85       | )
|Share in net profit                                                     | 102       |   | 78        |  
|Currency retranslation                                                  | (2        | ) | (3        | )
|                                                                        |           |   |           |  
|31 December                                                             | 150       |   | 57        |  
|                                                                        |           |   |           |  
|Associates(e)                                                           |           |   |           |  
|1 January                                                               | 12        |   | (20       | )
|Acquisitions/(disposals)                                                | 31        |   | 5         |  
|Dividends received/reductions                                           | (48       | ) | (13       | )
|Share in net profit                                                     | 50        |   | 36        |  
|Currency retranslation                                                  | (1        | ) | 4         |  
|                                                                        |           |   |           |  
|                                                                        | 44        |   | 12        |  
|Of which: Net liabilities of JohnsonDiversey reclassified to provisions | 30        |   | 34        |  
|                                                                        |           |   |           |  
|31 December                                                             | 74        |   | 46        |  
|                                                                        |           |   |           |  

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(c) | Our principal joint ventures are the
        FIMA business in Portugal, Pepsi/Lipton International and the Pepsi/Lipton
        Partnership in the US.                                                                                                                                                                                                                                                                                                                                  
|(d) | In January 2007, the reorganisation of
        our Portuguese businesses was completed, whereby Unilever now has a 55%
        share of the combined Portuguese entity, called Unilever Jerónimo
        Martins. The structure of the newly formed entity is such that there
        is joint control and it is therefore accounted for by Unilever as a joint
        venture. In December 2007 a capital contribution of €103 million was made
        to Pepsi/Lipton International.
|(e) | Associates primarily comprise our investments
        in JohnsonDiversey Holdings Inc., Palmci, Langholm Capital Partners and
        Physic Ventures. Other Unilever Ventures assets (excluding Langholm)
        are included under Other non-current financial assets above.                                                                                                                                                                                                       
|   

|                                                  | € million |  | € million | 
|------------------------------------------------- | --------- |  | --------- | 
|Analysis of listed and unlisted investments       | 2007      |  | 2006      | 
|                                                  |           |  |           | 
|Investments listed on a recognised stock exchange | 388       |  | 402       | 
|Unlisted investments                              | 350       |  | 333       | 
|                                                  |           |  |           | 
|                                                  | 738       |  | 735       | 
|                                                  |           |  |           | 
|                                                  |           |  |           | 

|                                          | € million |  | € million |  | € million | 
|----------------------------------------- | --------- |  | --------- |  | --------- | 
|Other income from non-current investments | 2007      |  | 2006      |  | 2005      | 
|                                          |           |  |           |  |           | 
|Income from other non-current investments | 19        |  | 21        |  | 20        | 
|Profit/(loss) on disposal                 | 20        |  | 9         |  | 13        | 
|                                          |           |  |           |  |           | 
|                                          | 39        |  | 30        |  | 33        | 
|                                          |           |  |           |  |           | 

The joint ventures and associates have no significant contingent liabilities to which the Group is exposed, and the Group has no significant contingent liabilities in relation to its interest in the joint ventures and
associates.

The Group has no outstanding capital commitments to joint ventures.

Outstanding balances with joint ventures and associates are shown in note 30 on page 120.



|90 | UnileverAnnual
        Report on Form 20-F 2007
|-- | -----------------------------------------------

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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statementscontinued                                   
|                                                                
|                                                                
|Notes
        to the consolidated accountsUnilever
        Group
|                                                                

12
  Deferred taxation

|                                 | € million |   | € million |     | € million        |     | € million      |  | € million |  
|-------------------------------- | --------- | - | --------- | --- | ---------------- | --- | -------------- |  | --------- | -
|                                 |           |   |           |     | Reclassification |     |                | 
|                                 | As at 1   |   |           |     |                  |     | to liabilities |  | As at 31  |  
|                                 | January   |   | Income    |     |                  |     | held for       |  | December  |  
|Movements during the year        | 2007      |   | statement | (a) | Equity           | (b) | disposal       |  | 2007      |  
|                                 |           |   |           |     |                  |     |                |  |           |  
|Pensions and similar obligations | 714       |   | (198      | )   | (316             | )   |               |  | 200       |  
|Provisions                       | 692       |   | 93        |     |                 |     | 1              |  | 786       |  
|Goodwill and intangible assets   | (684      | ) | (121      | )   | 25               |     |               |  | (780      | )
|Accelerated tax depreciation     | (649      | ) | 29        |     | 20               |     | 2              |  | (598      | )
|Tax losses                       | 113       |   | (32       | )   | 3                |     |               |  | 84        |  
|Fair value gains                 | (1        | ) | (1        | )   | (6               | )   |               |  | (8        | )
|Fair value losses                | 4         |   |          |     | 4                |     |               |  | 8         |  
|Share-based payments             | 92        |   | (26       | )   | 35               |     |               |  | 101       |  
|Other                            | (18       | ) | 15        |     |                 |     |               |  | (3        | )
|                                 |           |   |           |     |                  |     |                |  |           |  
|                                 | 263       |   | (241      | )   | (235             | )   | 3              |  | (210      | )
|                                 |           |   |           |     |                  |     |                |  |           |  

|(a) | Includes€5
million charge reported under discontinued operations in the income statement.               
|--- | --------------------------------------------------------------------------------------------------------
|(b) | Of the total movement in equity of€235
million, €7
million arises as a result of currency retranslation.

At the balance sheet date, the Group has unused tax losses of€1
471 million and tax credits amounting to€503
million available for offset against future taxable profits. Deferred tax assets
have not been recognised in respect
of unused tax losses of€1
146 million and tax credits of€503
million, as it is not probable that there will be future taxable profits within
the entities against
which the losses can be utilised. The majority of these tax losses and credits
arise in tax jurisdictions where they do not expire with the exception of€456
million of state and federal tax losses in the US which expire between now and
2027.

Other deductible temporary differences of€123
million have not been recognised as a deferred tax asset. There is no expiry
date for these differences.

At the balance sheet date, the aggregate amount of temporary differences associated with undistributed earnings of subsidiaries for which deferred tax liabilities have not been recognised was€1
059 million (2006:€755
million). No liability has been recognised in respect of these differences because
the Group is in a position to control the timing
of the reversal of the temporary differences, and it is probable that such differences
will not reverse in the
foreseeable future.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred income taxes relate to the same fiscal
authority. The following amounts, determined after appropriate offsetting, are shown in the consolidated balance sheet:

|                                                                              | €million |   | € million |   | € million   |   | € million   |   | € million |   | € million |  
|----------------------------------------------------------------------------- | -------- | - | --------- | - | ----------- | - | ----------- | - | --------- | - | --------- | -
|                                                                              | Assets   |   | Assets    |   | Liabilities |   | Liabilities |   | Total     |   | Total     |  
|Deferred tax assets and liabilities                                           | 2007     |   | 2006      |   | 2007        |   | 2006        |   | 2007      |   | 2006      |  
|                                                                              |          |   |           |   |             |   |             |   |           |   |           |  
|Pensions and similar obligations                                              | 514      |   | 925       |   | (314        | ) | (211        | ) | 200       |   | 714       |  
|Provisions                                                                    | 750      |   | 670       |   | 36          |   | 22          |   | 786       |   | 692       |  
|Goodwill and intangible assets                                                | (223     | ) | (194      | ) | (557        | ) | (490        | ) | (780      | ) | (684      | )
|Accelerated tax depreciation                                                  | (234     | ) | (328      | ) | (364        | ) | (321        | ) | (598      | ) | (649      | )
|Tax losses                                                                    | 85       |   | 112       |   | (1          | ) | 1           |   | 84        |   | 113       |  
|Fair value gains                                                              | (3       | ) | (1        | ) | (5          | ) |            |   | (8        | ) | (1        | )
|Fair value losses                                                             | 8        |   | 4         |   |            |   |            |   | 8         |   | 4         |  
|Share-based payments                                                          | 101      |   | 92        |   |            |   |            |   | 101       |   | 92        |  
|Other                                                                         | 5        |   | (14       | ) | (8          | ) | (4          | ) | (3        | ) | (18       | )
|                                                                              |          |   |           |   |             |   |             |   |           |   |           |  
|                                                                              | 1 003    |   | 1 266     |   | (1 213      | ) | (1 003      | ) | (210      | ) | 263       |  
|                                                                              |          |   |           |   |             |   |             |   |           |   |           |  
|Of
    which deferred tax to be recovered/(settled) after more than 12 months | 484      |   | 460       |   | (1 111      | ) | (621        | ) | (627      | ) | (161      | )
|                                                                              |          |   |           |   |             |   |             |   |           |   |           |  

13 Inventories

|                                    | € million |  | € million | 
|----------------------------------- | --------- |  | --------- | 
|Inventories                         | 2007      |  | 2006      | 
|                                    |           |  |           | 
|Raw materials and consumables       | 1 406     |  | 1 360     | 
|Finished goods and goods for resale | 2 488     |  | 2 436     | 
|                                    |           |  |           | 
|                                    | 3 894     |  | 3 796     | 
|                                    |           |  |           | 

Inventories with a value of€101
million (2006:€96
million) are carried at net realisable value, this being lower than cost. During
2007,€177
million (2006:€160
million) was charged to the income statement for damaged, obsolete and lost inventories.
In 2007,€25
million (2006:€34
million) was utilised or released to the income statement from
inventory provisions
taken in earlier years.

In 2007, inventories with a carrying amount of€4
million were pledged as security for certain of the Groups borrowings (2006:€6
million).



|UnileverAnnual
        Report on Form 20-F2007 | 91
|---------------------------------------------- | --

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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statementscontinued                                   
|                                                                
|                                                                
|Notes
        to the consolidated accountsUnilever
        Group
|                                                                

14
  Trade and other receivables

|                               | € million |  | €  million | 
|------------------------------ | --------- |  | ---------- | 
|Trade and other receivables    | 2007      |  | 2006       | 
|                               |           |  |            | 
|Due within one year            |           |  |            | 
|Trade receivables              | 2 965     |  | 3 054      | 
|Prepayments and accrued income | 467       |  | 441        | 
|Other receivables              | 762       |  | 759        | 
|                               |           |  |            | 
|                               | 4 194     |  | 4 254      | 
|                               |           |  |            | 

Credit terms for customers are determined in individual territories. Concentrations of credit risk with respect to trade receivables are limited, due to the Groups customer base being large and diverse. Our
historical experience of collecting receivables, supported by the level of default, is that credit risk is low across territories and so trade receivables are considered to be a single class of financial assets. Other receivables comprise loans and
receivables of€362
million (2006:€413
million) and other non-financial assets of€400
million (2006:€346
million).

|                                                         | €  million |   | €  million |  
|-------------------------------------------------------- | ---------- | - | ---------- | -
|Ageing of trade receivables                              | 2007       |   | 2006       |  
|                                                         |            |   |            |  
|Total trade receivables                                  | 3 112      |   | 3 214      |  
|Less impairment provision for trade receivables          | (147       | ) | (160       | )
|                                                         |            |   |            |  
|                                                         | 2 965      |   | 3 054      |  
|                                                         |            |   |            |  
|Of which:                                                |            |   |            |  
|Not overdue                                              | 2 240      |   | 2 433      |  
|Past due less than three months                          | 649        |   | 534        |  
|Past due more than three months but less than six months | 85         |   | 82         |  
|Past due more than six months but less than one year     | 57         |   | 53         |  
|Past due more than one year                              | 81         |   | 112        |  
|Impairment provision for trade receivables               | (147       | ) | (160       | )
|                                                         |            |   |            |  
|                                                         | 2 965      |   | 3 054      |  
|                                                         |            |   |            |  

|                                                                                 |            |   |            |  
|-------------------------------------------------------------------------------- | ---------- | - | ---------- | -
|                                                                                 | €  million |   | €  million |  
|Impairment provision for trade and other receivables  movements during the year | 2007       |   | 2006       |  
|                                                                                 |            |   |            |  
|1 January                                                                        | 180        |   | 258        |  
|Charged to current year income statement                                         | 39         |   | 38         |  
|Reductions/releases                                                              | (40        | ) | (107       | )
|Currency retranslation                                                           | (3         | ) | (9         | )
|                                                                                 |            |   |            |  
|31 December                                                                      | 176        |   | 180        |  
|                                                                                 |            |   |            |  

15 Cash and cash equivalents
and other financial assets

|                                                            | €  million |  | €  million | 
|----------------------------------------------------------- | ---------- |  | ---------- | 
|Cash and cash equivalents and other financial assets        | 2007       |  | 2006       | 
|                                                            |            |  |            | 
|Cash and cash equivalents                                   |            |  |            | 
|Cash at bank and in hand                                    | 507        |  | 469        | 
|Short-term deposits with maturity of less than three months | 500        |  | 390        | 
|Other cash equivalents(a):                                  | 91         |  | 180        | 
|                                                            |            |  |            | 
|                                                            | 1 098      |  | 1 039      | 
|                                                            |            |  |            | 
|Other financial assets(b)                                   |            |  |            | 
|Held-to-maturity investments                                | 15         |  | 36         | 
|Loans and receivables                                       | 2          |  | 9          | 
|Available-for-sale financial assets                         | 91         |  | 171        | 
|Financial assets at fair value through profit or loss(c)    | 108        |  | 57         | 
|                                                            |            |  |            | 
|                                                            | 216        |  | 273        | 
|                                                            |            |  |            | 
|Of which:                                                   |            |  |            | 
|Listed                                                      | 41         |  | 47         | 
|Unlisted                                                    | 175        |  | 226        | 
|                                                            |            |  |            | 
|                                                            | 216        |  | 273        | 
|                                                            |            |  |            | 

|(a) | Other cash equivalents are wholly comprised of available-for-sale financial assets.                                             
|--- | --------------------------------------------------------------------------------------------------------------------------------
|(b) | Other financial assets include government securities, A minus or higher rated money, capital market instruments and derivatives.
|(c) | Financial assets at fair value through profit and loss include derivatives amounting to €78 million (2006: €36 million).        



|92 | UnileverAnnual
        Report on Form 20-F2007
|-- | ----------------------------------------------

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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statementscontinued                                   
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

15 Cash and cash equivalents and other financial assets(continued)

|                                                              | €  million |   | €  million |   | €  million |  
|------------------------------------------------------------- | ---------- | - | ---------- | - | ---------- | -
|Cash and cash equivalents included in the cash flow statement | 2007       |   | 2006       |   | 2005       |  
|                                                              |            |   |            |   |            |  
|Cash and cash equivalents as per balance sheet                | 1 098      |   | 1 039      |   | 1 529      |  
|Cash and cash equivalents in businesses held for sale         |           |   |           |   | 1          |  
|Bank overdrafts                                               | (197       | ) | (329       | ) | (265       | )
|                                                              |            |   |            |   |            |  
|                                                              | 901        |   | 710        |   | 1 265      |  
|                                                              |            |   |            |   |            |  

Interest rate profile and
  currency analysis of financial assetsThe table set out below takes into account the various interest rate swaps and forward foreign currency contracts entered into by the Group, details of which are set out in note 17 on pages 97 to 101.

The interest rate profiles of the Groups
    financial assets analysed by principal currency are set out in the table
below:

|                                                                             | €  million |               |               |        |           |  | €  million |           |          |  | €  million |    
|---------------------------------------------------------------------------- | ---------- | ------------- | ------------- | ------ | --------- |  | ---------- | --------- | -------- |  | ---------- | ---
|                                                                             | Fixed      |               | Fixed         |        | Fixed     |  | Floating   |           | Floating |  |            |    
|                                                                             | rate       |               | rate          |        | rate      |  | rate       |           | rate     |  | Total      |    
|                                                                             |            |               |               |        |           |  |            |           |          |  |            |    
|                                                                             | Amount     |               | Average       |        | Weighted  |  |            |           | Interest |  |            |    
|                                                                             | of fixing  |               | interest rate |        | average   |  |            |           | rate for |  |            |    
|for following                                                                |            | for following |               | fixing |           |  |            | following |          |  |           
|                                                                             | year       |               | year          |        | period    |  |            |           | year     |  |            |    
|                                                                             |            |               |               |        |           |  |            |           |          |  |            |    
|Assets  2007                                                                |            |               |               |        |           |  |            |           |          |  |            |    
|Euro                                                                         | 12         |               | 4.6%          |        | 0.5 years |  | 358        |           | 4.5%     |  | 370        |    
|Sterling                                                                     | 541        |               | 6.2%          |        | 0.7 years |  | 1 250      |           | 5.3%     |  | 1 791      | (a)
|US dollar                                                                    |           |               |               |        |           |  | 4          |           | 3.4%     |  | 4          |    
|Indian rupee                                                                 |           |               |               |        |           |  | 205        |           | 9.0%     |  | 205        |    
|Brazilian real                                                               |           |               |               |        |           |  | 151        |           | 11.2%    |  | 151        |    
|Other                                                                        |           |               |               |        |           |  | 577        |           | 7.5%     |  | 577        |    
|                                                                             |            |               |               |        |           |  |            |           |          |  |            |    
|                                                                             | 553        |               |               |        |           |  | 2 545      |           |          |  | 3 098      |    
|Sterling leg of currency derivatives mainly relating to intra-group loans(a) |            |               |               |        |           |  |            |           |          |  | (1 784     | )  
|                                                                             |            |               |               |        |           |  |            |           |          |  |            |    
|Total                                                                        |            |               |               |        |           |  |            |           |          |  | 1 314      | (b)
|                                                                             |            |               |               |        |           |  |            |           |          |  |            |    
|Assets  2006                                                                |            |               |               |        |           |  |            |           |          |  |            |    
|Euro                                                                         | 1          |               | 3.1%          |        | 0.1 years |  | 243        |           | 4.1%     |  | 244        |    
|Sterling                                                                     | 1 549      |               | 5.3%          |        | 1.0 years |  | 1 196      |           | 5.6%     |  | 2 745      | (a)
|US dollar                                                                    |           |               |               |        |           |  | 8          |           | 5.4%     |  | 8          |    
|Indian rupee                                                                 |           |               |               |        |           |  | 403        |           | 8.8%     |  | 403        |    
|Brazilian real                                                               |           |               |               |        |           |  | 49         |           | 13.2%    |  | 49         |    
|Other                                                                        |           |               |               |        |           |  | 586        |           | 6.5%     |  | 586        |    
|                                                                             |            |               |               |        |           |  |            |           |          |  |            |    
|                                                                             | 1 550      |               |               |        |           |  | 2 485      |           |          |  | 4 035      |    
|Sterling leg of currency derivatives mainly relating to intra-group loans(a) |            |               |               |        |           |  |            |           |          |  | (2 723     | )  
|                                                                             |            |               |               |        |           |  |            |           |          |  |            |    
|Total                                                                        |            |               |               |        |           |  |            |           |          |  | 1 312      | (b)
|                                                                             |            |               |               |        |           |  |            |           |          |  |            |    

|(a) | Includes the sterling leg of the currency derivatives
mainly relating to intra-group loans, amounting to €1
784 million for 2007    (2006: €2
723 million). These derivatives create a sterling interest rate exposure. However,
to reconcile the assets with the balance sheet, the total value is eliminated
again. The other leg of the currency derivatives
is shown in note 16 as a liability.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | Includes fair value of financial liability-related derivatives amounting to €78 million (2006: €36 million).                                                                                                                                                                                                                                                                                       



|UnileverAnnual
        Report on Form 20-F2007 | 93
|---------------------------------------------- | --

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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements continued                              
|                                                            
|                                                            
|Notes to the consolidated
        accountsUnilever
    Group
|                                                            

16
  Financial liabilities

|                                       | € million |  | € million | 
|-------------------------------------- | --------- |  | --------- | 
|Financial liabilities                  | 2007      |  | 2006      | 
|                                       |           |  |           | 
|Preference shares                      | 124       |  | 124       | 
|Bank loans and overdrafts              | 1 212     |  | 1 307     | 
|Bonds and other loans                  |           |  |           | 
|At amortised cost                      | 7 907     |  | 6 561     | 
|Subject to fair value hedge accounting |          |  | 609       | 
|Finance lease creditors                | 311       |  | 187       | 
|Derivatives                            | 95        |  | 47        | 
|                                       |           |  |           | 
|                                       | 9 649     |  | 8 835     | 
|                                       |           |  |           | 

All the preference shares and the bank loans
and overdrafts are valued at amortised cost.

|                                                       | € million |  | € million | 
|------------------------------------------------------ | --------- |  | --------- | 
|Financial liabilities  additional
details             | 2007      |  | 2006      | 
|                                                       |           |  |           | 
|The repayments fall due as follows                     |           |  |           | 
|Within one year:                                       |           |  |           | 
|Bank loans and overdrafts                              | 785       |  | 743       | 
|Bonds and other loans                                  | 3 239     |  | 3 619     | 
|Finance lease creditors                                | 65        |  | 61        | 
|Derivatives                                            | 77        |  | 35        | 
|                                                       |           |  |           | 
|Total due within one year                              | 4 166     |  | 4 458     | 
|                                                       |           |  |           | 
|After one year but within two years                    | 1 087     |  | 448       | 
|After two years but within three years                 | 1 325     |  | 330       | 
|After three years but within four years                | 34        |  | 1 358     | 
|After four years but within five years                 | 797       |  | 10        | 
|After five years                                       | 2 240     |  | 2 231     | 
|                                                       |           |  |           | 
|Total due after more than one year                     | 5 483     |  | 4 377     | 
|                                                       |           |  |           | 
|Secured financial liabilities                          | 5         |  |          | 
|                                                       |           |  |           | 
|Of which secured against property, plant and equipment |          |  |          | 
|                                                       |           |  |           | 

|                                            |            |  |            |  |           |  |           |  |           |  |           |  |           | 
|------------------------------------------- | ---------- |  | ---------- |  | --------- |  | --------- |  | --------- |  | --------- |  | --------- | 
|                                            |            |  | € million  |  |           |  |           |  | € million |  | € million |  | € million | 
|                                            |            |  |            |  |           |  |           |  | Issued,   |  |           |  |           | 
|                                            | Number     |  |            |  | Nominal   |  | Number    |  | called up |  |           |  |           | 
|                                            | of shares  |  |            |  | value     |  | of shares |  | and fully |  | Statutory |  |           | 
|                                            | authorised |  | Authorised |  | per share |  | issued    |  | paid      |  | Reserve   |  | Total     | 
|                                            |            |  |            |  |           |  |           |  |           |  |           |  |           | 
|Preference shares NV as at 31 December 2007 |            |  |            |  |           |  |           |  |           |  |           |  |           | 
|7% Cumulative Preference                    | 75 000     |  | 32         |  | € 428.57  |  | 29 000    |  | 12        |  | 1         |  | 13        | 
|6% Cumulative Preference(a)                 | 200 000    |  | 86         |  | € 428.57  |  | 161 060   |  | 69        |  | 4         |  | 73        | 
|4% Cumulative Preference                    | 750 000    |  | 32         |  | € 42.86   |  | 750 000   |  | 32        |  | 2         |  | 34        | 
|Share premium                               |            |  |            |  |           |  |           |  | 4         |  |           |  | 4         | 
|                                            |            |  |            |  |           |  |           |  |           |  |           |  |           | 
|                                            |            |  | 150        |  |           |  |           |  | 117       |  | 7         |  | 124       | 
|                                            |            |  |            |  |           |  |           |  |           |  |           |  |           | 
|Preference shares NV as at 31 December 2006 |            |  |            |  |           |  |           |  |           |  |           |  |           | 
|7% Cumulative Preference                    | 75 000     |  | 32         |  | € 428.57  |  | 29 000    |  | 12        |  | 1         |  | 13        | 
|6% Cumulative Preference(a)                 | 200 000    |  | 86         |  | € 428.57  |  | 161 060   |  | 69        |  | 4         |  | 73        | 
|4% Cumulative Preference                    | 750 000    |  | 32         |  | € 42.86   |  | 750 000   |  | 32        |  | 2         |  | 34        | 
|Share premium                               |            |  |            |  |           |  |           |  | 4         |  |           |  | 4         | 
|                                            |            |  |            |  |           |  |           |  |           |  |           |  |           | 
|                                            |            |  | 150        |  |           |  |           |  | 117       |  | 7         |  | 124       | 
|                                            |            |  |            |  |           |  |           |  |           |  |           |  |           | 

|(a) | The 6% cumulative preference shares are traded in the market in units of one tenth of their nominal value.
|--- | ----------------------------------------------------------------------------------------------------------

The 7%, 6% and 4% cumulative preference shares of NV are entitled to dividends at the rates indicated. The 4% preference capital of NV is redeemable at par at the companys option either wholly or in part. The
other classes of preferential share capital of NV are not unilaterally redeemable by the company.

At the Annual General Meeting of NV held on 8 May 2006 it was agreed to convert the nominal value of all classes of shares from guilders into euros. The 7% and 6% preference shares with a nominal value of Fl.1 000
each, were converted into shares with a nominal value of €428.57 each, and the 4% preference shares with a nominal value of Fl.100 each, were converted into shares with a nominal value of €42.86 each. The effect of this was to adjust their reported
value, with the difference being held as a statutory reserve.

In order to maintain the same economic rights for the preference shares as before the euro conversion, it was decided that their entitlement to dividend and liquidation proceeds remains linked, using the official euro
conversion rate, to the amount in Dutch guilders originally paid up on these shares. The euro conversion did not alter the dividend entitlements of the cumulative preference shares.



|94 | UnileverAnnual
        Report on Form 20-F 2007
|-- | -----------------------------------------------

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|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

16 Financial liabilities(continued)

Additional detailsDetails of specific bonds and other loans are given below:

|                                             | € million |  | € million |     | € million |  | € million |    
|-------------------------------------------- | --------- |  | --------- | --- | --------- |  | --------- | ---
|                                             | Amortised |  | Fair      |     | Amortised |  | Fair      |    
|                                             | cost      |  | value     |     | cost      |  | value     |    
|                                             | 2007      |  | 2007      | (a) | 2006      |  | 2006      | (a)
|                                             |           |  |           |     |           |  |           |    
|Unilever N.V.                                |           |  |           |     |           |  |           |    
|4.250% Bonds 2007 (€)                        |          |  |          |     | 505       |  | 500       |    
|5.000% Bonds 2007 (US $)                     |          |  |          |     | 490       |  |          |    
|Floating rate note 2009 (€)                  | 750       |  |          |     |          |  |          |    
|4.625% Bonds 2012 (€)                        | 747       |  |          |     |          |  |          |    
|3.375% Bonds 2015 (€)                        | 747       |  |          |     | 747       |  |          |    
|Other                                        |          |  |          |     | 7         |  |          |    
|                                             |           |  |           |     |           |  |           |    
|Total Unilever N.V.                          | 2 244     |  |          |     | 1 749     |  | 500       |    
|                                             |           |  |           |     |           |  |           |    
|Other group companies                        |           |  |           |     |           |  |           |    
|                                             |           |  |           |     |           |  |           |    
|Netherlands                                  |           |  |           |     |           |  |           |    
|Commercial paper (€)                         | 1 526     |  |          |     | 770       |  |          |    
|Commercial paper (£)                         | 45        |  |          |     | 532       |  |          |    
|Commercial paper (US $)                      | 487       |  |          |     | 236       |  |          |    
|Commercial paper (Swiss francs)              | 29        |  |          |     | 63        |  |          |    
|Commercial paper (Canadian $)                | 12        |  |          |     |          |  |          |    
|                                             |           |  |           |     |           |  |           |    
|United States                                |           |  |           |     |           |  |           |    
|Floating rate extendible note 2009 (US $)(b) | 340       |  |          |     |          |  |          |    
|7.125% Bonds 2010 (US $)                     | 1 184     |  |          |     | 1 321     |  |          |    
|7.000% Bonds 2017 (US $)                     | 99        |  |          |     | 110       |  |          |    
|7.250% Bonds 2026 (US $)                     | 195       |  |          |     | 217       |  |          |    
|6.625% Bonds 2028 (US $)                     | 149       |  |          |     | 166       |  |          |    
|5.900% Bonds 2032 (US $)                     | 668       |  |          |     | 746       |  |          |    
|5.600% Bonds 2097 (US $)                     | 62        |  |          |     | 69        |  |          |    
|Commercial paper (US $)                      | 732       |  |          |     | 259       |  |          |    
|Other                                        | 8         |  |          |     | 8         |  |          |    
|                                             |           |  |           |     |           |  |           |    
|Thailand                                     |           |  |           |     |           |  |           |    
|3.300% Bonds 2007 (Thai baht)                |          |  |          |     | 139       |  |          |    
|                                             |           |  |           |     |           |  |           |    
|South Africa                                 |           |  |           |     |           |  |           |    
|10.200% Bonds 2008 (South African rand)      | 100       |  |          |     |          |  | 109       |    
|Commercial paper (South African rand)        |          |  |          |     | 27        |  |          |    
|                                             |           |  |           |     |           |  |           |    
|Other countries                              | 27        |  |          |     | 149       |  |          |    
|                                             |           |  |           |     |           |  |           |    
|Total other group companies                  | 5 663     |  |          |     | 4 812     |  | 109       |    
|                                             |           |  |           |     |           |  |           |    
|Total bonds and other loans                  | 7 907     |  |          |     | 6 561     |  | 609       |    
|                                             |           |  |           |     |           |  |           |    

|    |                                                                                                   
|--- | --------------------------------------------------------------------------------------------------
|(a) | Values are based on fair value hedge accounting and do not include a valuation of the credit risk.
|(b) | Of which€292
million will be repaid in 2008.                                                      

ReclassificationsDuring 2007, Unilever discontinued fair value hedge accounting for 10.200% Bonds 2008 (South African Rand). On the date the hedge accounting discontinued, the fair value became the new value at amortised
cost.



|UnileverAnnual
        Report on Form 20-F 2007 | 95
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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

16 Financial liabilities(continued)

Interest rateThe average interest rate on short-term borrowings in 2007 was 4.5% (2006: 3.6%) .

Interest rate profile and currency analysis of financial liabilitiesThe
table set out below takes into account the various interest rate swaps and forward
foreign currency contracts entered into by the Group, details of which are set
out in note 17 on pages 97 to 101. The interest rate
profiles of the Groups financial liabilities analysed by principal currency
are set out in the table below:

|                                                                         | € million     |  |               |  |            |  | € million |  |           |  | € million |    
|------------------------------------------------------------------------ | ------------- |  | ------------- |  | ---------- |  | --------- |  | --------- |  | --------- | ---
|                                                                         | Fixed         |  | Fixed         |  | Fixed      |  | Floating  |  | Floating  |  |           |    
|                                                                         | rate          |  | rate          |  | rate       |  | rate      |  | rate      |  | Total     |    
|                                                                         |               |  |               |  |            |  |           |  |           |  |           |    
|                                                                         | Amount        |  | Average       |  | Weighted   |  |           |  | Interest  |  |           |    
|                                                                         | of fixing     |  | interest rate |  | average    |  |           |  | rate for  |  |           |    
|                                                                         | for following |  | for following |  | fixing     |  |           |  | following |  |           |    
|                                                                         | year          |  | year          |  | period     |  |           |  | year      |  |           |    
|                                                                         |               |  |               |  |            |  |           |  |           |  |           |    
|Liabilities  2007                                                       |               |  |               |  |            |  |           |  |           |  |           |    
|Euro(c)                                                                  | 2 073         |  | 4.3%          |  | 5.0 years  |  | 980       |  | 4.5%      |  | 3 053     |    
|Sterling                                                                 | 168           |  | 6.4%          |  | 19.8 years |  | 98        |  | 5.3%      |  | 266       |    
|US dollar                                                                | 3 259         |  | 6.2%          |  | 10.9 years |  | 1 853     |  | 3.4%      |  | 5 112     |    
|Swedish krona                                                            |              |  |               |  |            |  | 741       |  | 4.9%      |  | 741       |    
|Swiss francs                                                             |              |  |               |  |            |  | 699       |  | 3.1%      |  | 699       |    
|Japanese yen                                                             | 240           |  | 1.0%          |  | 1.5 years  |  | 99        |  | 1.1%      |  | 339       |    
|Thai baht                                                                | 139           |  | 3.5%          |  | 0.9 years  |  | 43        |  | 4.2%      |  | 182       |    
|Australian dollar                                                        | 3             |  | 5.3%          |  | 12.0 years |  | 192       |  | 7.7%      |  | 195       |    
|Other                                                                    | 90            |  | 11.8%         |  | 2.5 years  |  | 756       |  | 6.7%      |  | 846       |    
|                                                                         |               |  |               |  |            |  |           |  |           |  |           |    
|                                                                         | 5 972         |  |               |  |            |  | 5 461     |  |           |  | 11 433    |    
|Euro leg of currency derivatives mainly relating to intra-group loans(d) |               |  |               |  |            |  |           |  |           |  | (1 784    | )  
|                                                                         |               |  |               |  |            |  |           |  |           |  |           |    
|Total                                                                    |               |  |               |  |            |  |           |  |           |  | 9 649     | (e)
|                                                                         |               |  |               |  |            |  |           |  |           |  |           |    
|Liabilities  2006                                                       |               |  |               |  |            |  |           |  |           |  |           |    
|Euro(c)                                                                  | 1 771         |  | 3.4%          |  | 4.5 years  |  | 383       |  | 4.1%      |  | 2 154     |    
|Sterling                                                                 | 140           |  | 7.8%          |  | 20.8 years |  | 143       |  | 5.6%      |  | 283       |    
|US dollar                                                                | 3 444         |  | 6.6%          |  | 12.2 years |  | 2 687     |  | 5.4%      |  | 6 131     |    
|Swedish krona                                                            |              |  |               |  |            |  | 830       |  | 3.8%      |  | 830       |    
|Swiss francs                                                             |              |  |               |  |            |  | 519       |  | 2.4%      |  | 519       |    
|Japanese yen                                                             | 1             |  | 4.0%          |  | 0.5 years  |  | 377       |  | 0.8%      |  | 378       |    
|Thai baht                                                                | 139           |  | 3.2%          |  | 0.9 years  |  | 85        |  | 5.2%      |  | 224       |    
|Australian dollar                                                        | 3             |  | 5.3%          |  | 12.0 years |  | 387       |  | 6.7%      |  | 390       |    
|Other                                                                    | 99            |  | 11.9%         |  | 3.6 years  |  | 550       |  | 8.3%      |  | 649       |    
|                                                                         |               |  |               |  |            |  |           |  |           |  |           |    
|                                                                         | 5 597         |  |               |  |            |  | 5 961     |  |           |  | 11 558    |    
|Euro leg of currency derivatives mainly relating to intra-group loans(d) |               |  |               |  |            |  |           |  |           |  | (2 723    | )  
|                                                                         |               |  |               |  |            |  |           |  |           |  |           |    
|Total                                                                    |               |  |               |  |            |  |           |  |           |  | 8 835     | (e)
|                                                                         |               |  |               |  |            |  |           |  |           |  |           |    

|    |                                                                                                                                                                                                                                                                                                                                                                                                         
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(c) | Euro financial liabilities include €124
million preference shares that provide for a fixed preference dividend.                                                                                                                                                                                                                                                                                         
|(d) | Includes the euro leg of the currency derivatives mainly relating to intra-group loans, amounting to €1 784 million for 2007 (2006: €2 723 million). These derivatives create an interest rate exposure in euros. However,
to reconcile the liability with the balance sheet, the total value is eliminated again. The other leg of the currency derivatives is shown in note 15 on page 93 as an asset.
|(e) | Includes finance lease creditors amounting to €311 million (2006: €187 million) and fair value of financial liability-related derivatives amounting to €95 million (2006: €47 million).                                                                                                                                                                                                                 



|96 | UnileverAnnual
        Report on Form 20-F 2007
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|                                                     
|-----------------------------------------------------
|                                                     
|Financial statements continued                       
|                                                     
|                                                     
|Notes to the consolidated
    accounts Unilever Group
|                                                     

17 Financial instruments and treasury risk management

Treasury Risk ManagementUnilever manages a variety of market risks, including the effects of changes in foreign exchange rates, interest rates, liquidity and counterparty risks.

Currency risksBecause
of Unilevers broad operational reach, it is subject to risks from changes
in foreign currency values that could affect earnings. As a practical matter,
it is not feasible to fully hedge these fluctuations. Additionally, Unilever
believes that most currencies of major countries in which it operates will equalise
against the euro over time. Unilever does have a foreign exchange policy that
requires operating companies to manage trading and
financial foreign exchange exposures within prescribed limits. This is achieved
primarily through the use of forward foreign exchange contracts. On a case by
case basis, depending on potential income statement volatility that can be caused
by the fair value movement of the derivative, companies decide whether or not
to apply cash flow hedge accounting. Regional groups monitor compliance with
this foreign exchange policy. At the end of 2007, there was no material exposure
from companies
holding assets and liabilities other than in their functional currency.

In addition, as Unilever conducts business in many foreign currencies but publishes its financial statements and measures its performance in euros, it is subject to exchange risk due to the effects that exchange rate
movements have on the translation of the underlying net assets of its foreign subsidiaries. Unilever aims to minimise its foreign exchange exposure in operating companies by borrowing in the local currency, except where inhibited by local
regulations, lack of local liquidity or local market conditions. For those countries that in the view of management have a substantial retranslation risk, Unilever may decide on a case by case basis, taking into account amongst others the impact on
the income statement, to hedge such net investment. This is achieved through the use of forward foreign exchange contracts on which hedge accounting is applied. Nevertheless, from time to time, currency revaluations on unhedged investments will
trigger exchange translation movements in the balance sheet.

Interest rate risksUnilever has an interest rate management policy aimed at achieving an optimal balance between fixed and floating rate interest rate exposures on expected net debt (gross borrowings minus cash and cash equivalents)
levels for the next five calendar years. The objective of the policy is to minimise annual interest costs and to reduce volatility. This is achieved by issuing fixed rate long-term debt and by modifying the interest rate exposure of debt and cash
positions through the use of interest rate swaps. The fixing levels per calendar year are determined by fixing bands, with minimum and maximum fixing level percentages, decreasing by 10 percentage points per calendar year. The minimum level in the
first year amounts to 50% and the maximum level amounts to 90%. The minimum level is set to avoid unacceptable interest cost volatility and the maximum level is set to prevent over-fixing, recognising that future debt levels can be
volatile.

At the end of 2007, interest rates were fixed on approximately 68% of the projected net of cash and financial liability positions for 2008 and 53% for 2009 (compared with 48% for 2007 and 52% for 2008 at the end of
2006).

Liquidity riskA
material and sustained shortfall in our cash flow could undermine our credit
rating and overall investor confidence and could restrict the Groups ability
to raise funds.

Operational cash flow provides the funds to service the financing of financial liabilities and enhance shareholder return. Unilever manages the liquidity requirements by the use of short-term and long-term cash flow
forecasts. Unilever maintains access to global debt markets through an infrastructure of short-term and long-term debt programmes. In addition to this, Unilever has committed credit facilities in place to support its commercial paper programmes and
for general corporate purposes.

Unilever had the following undrawn committed facilities at 31 December 2007:

|• | revolving 364-day bilateral credit facilities of in aggregate US $3 630 million (2006: US $3 930 million) with a 364-day term out;                                                                                                           
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|• | revolving 364-day notes commitments of US $200 million (2006: US $200 million) with the ability to issue notes with a maturity up to 364 days; and                                                                                           
|• | 364-day bilateral money market commitments of in aggregate US $1 720 million (2006: US $1 420 million), under which the underwriting banks agree, subject to certain
conditions, to subscribe for notes with maturities of up to three years.

These facilities have been renewed until November 2008.

The revolving five-year bilateral credit facilities of in aggregate US $334 million and a revolving 364-day bilateral credit facility of in aggregate US $333 million matured in November 2007 and were not
renewed.

The financial market turbulence and associated illiquidity in credit markets during the second half of 2007 did not impact Unilevers ability to meet its financing requirements.



|UnileverAnnual
        Report on Form 20-F 2007 | 97
|----------------------------------------------- | --

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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the
        consolidated accounts Unilever Group
|                                                         

17 Financial instruments and treasury risk management(continued)

The following table shows Unilevers contractually agreed (undiscounted) cash flows payable under financial liabilities and derivative assets and liabilities as at the balance sheet date:

|Undiscounted cash flows                                | € million |               | € million |               | € million |             | € million |       | € million |               | € million |    
|------------------------------------------------------ | --------- | ------------- | --------- | ------------- | --------- | ----------- | --------- | ----- | --------- | ------------- | --------- | ---
|                                                       |           |               |           |               |           |             |           |       |           | Net carrying  |          
|                                                       |           |               |           |               |           |             |           |       |           | amount as     |          
|Due within                                             |           | Due between   |           | Due between   |           | Due 3 years |           |       |           | shown in      |          
|1 year                                                 |           | 1 and 2 years |           | 2 and 3 years |           | and beyond  |           | Total |           | balance sheet |          
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|2007                                                   |           |               |           |               |           |             |           |       |           |               |           |    
|Non derivative financial liabilities:                  |           |               |           |               |           |             |           |       |           |               |           |    
|Financial liabilities excluding related derivatives    |           |               |           |               |           |             |           |       |           |               |           |    
|and finance lease creditors                            | (4 101    | )             | (1 060    | )             | (1 314    | )           | (2 877    | )     | (9 352    | )             | (9 243    | )  
|Interest on financial liabilities                      | (304      | )             | (270      | )             | (236      | )           | (1 916    | )     | (2 726    | )             |           |    
|Finance lease creditors including related finance cost | (81       | )             | (41       | )             | (36       | )           | (362      | )     | (520      | )             | (311      | )  
|Trade payables and other liabilities                   |           |               |           |               |           |             |           |       |           |               |           |    
|excluding social security and sundry taxes(a)          | (7 643    | )             | (204      | )             |          |             |          |       | (7 847    | )             | (7 847    | )  
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|                                                       | (12 129   | )             | (1 575    | )             | (1 586    | )           | (5 155    | )     | (20 445   | )             |           |    
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|Derivative financial liabilities:                      |           |               |           |               |           |             |           |       |           |               |           |    
|Interest rate derivatives:                             |           |               |           |               |           |             |           |       |           |               |           |    
|Derivative contracts - receipts                        | 6         |               | 4         |               | 3         |             | 2         |       | 15        |               |           |    
|Derivative contracts - payments                        | (9        | )             | (4        | )             | (3        | )           | (2        | )     | (18       | )             |           |    
|Foreign exchange derivatives:                          |           |               |           |               |           |             |           |       |           |               |           |    
|Derivative contracts - receipts                        | 5 315     |               | 22        |               | 22        |             | 45        |       | 5 404     |               |           |    
|Derivative contracts - payments                        | (5 411    | )             | (26       | )             | (26       | )           | (52       | )     | (5 515    | )             |           |    
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|                                                       | (99       | )             | (4        | )             | (4        | )           | (7        | )     | (114      | )             | (116)     | (b)
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|31 December                                            | (12 228   | )             | (1 579    | )             | (1 590    | )           | (5 162    | )     | (20 559   | )             |           |    
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|2006                                                   |           |               |           |               |           |             |           |       |           |               |           |    
|Non derivative financial liabilities:                  |           |               |           |               |           |             |           |       |           |               |           |    
|Financial liabilities excluding related derivatives    |           |               |           |               |           |             |           |       |           |               |           |    
|and finance lease creditors                            | (4 338    | )             | (405      | )             | (280      | )           | (3 601    | )     | (8 624    | )             | (8 601    | )  
|Interest on financial liabilities                      | (328      | )             | (234      | )             | (219      | )           | (2 251    | )     | (3 032    | )             |           |    
|Finance lease creditors including related finance cost | (71       | )             | (68       | )             | (22       | )           | (135      | )     | (296      | )             | (187      | )  
|Trade payables and other liabilities                   |           |               |           |               |           |             |           |       |           |               |           |    
|excluding social security and sundry taxes(a)          | (7 452    | )             | (261      | )             |          |             |          |       | (7 713    | )             | (7 713    | )  
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|                                                       | (12 189   | )             | (968      | )             | (521      | )           | (5 987    | )     | (19 665   | )             |           |    
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|Derivative financial liabilities:                      |           |               |           |               |           |             |           |       |           |               |           |    
|Interest rate derivatives:                             |           |               |           |               |           |             |           |       |           |               |           |    
|Derivative contracts - receipts                        | 2         |               |          |               |          |             |          |       | 2         |               |           |    
|Derivative contracts - payments                        | (3        | )             | (3        | )             | (2        | )           | (1        | )     | (9        | )             |           |    
|Foreign exchange derivatives:                          |           |               |           |               |           |             |           |       |           |               |           |    
|Derivative contracts - receipts                        | 5 272     |               | 100       |               |          |             |          |       | 5 372     |               |           |    
|Derivative contracts - payments                        | (5 302    | )             | (121      | )             |          |             |          |       | (5 423    | )             |           |    
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|                                                       | (31       | )             | (24       | )             | (2        | )           | (1        | )     | (58       | )             | (60)      | (b)
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    
|31 December                                            | (12 220   | )             | (992      | )             | (523      | )           | (5 988    | )     | (19 723   | )             |           |    
|                                                       |           |               |           |               |           |             |           |       |           |               |           |    

|(a) | See note 18 on page 102.                                                                          
|--- | --------------------------------------------------------------------------------------------------
|(b) | Includes financial liability-related derivatives amounting to €(95) million (2006: €(47) million).

Credit risk on banks and received collateralCredit
risk related to the use of treasury instruments is managed on a group basis.
This risk arises from transactions with banks like
cash and cash equivalents, deposits and derivative financial instruments. To
reduce  the credit risk, Unilever has concentrated its main activities with a
limited group of banks that have secure credit ratings. Per bank, individual
risk limits are set based on its financial position, credit ratings, past experience
and other
factors. The utilisation of credit limits is regularly monitored. To reduce the
credit exposures, netting agreements are in place with Unilevers principal
banks that allow Unilever, in case of a default, to net assets and liabilities
across
transactions. To further reduce Unilevers credit exposures, Unilever has
collateral agreements with Unilevers principal banks based on which they
need to deposit securities and/or cash as a collateral for their obligations
in respect of  derivative financial instruments. At 31 December 2007 the collateral
received by Unilever amounts to €nil (2006: €2 million). At 31
December 2007 there was no significant concentration of credit risk with any
single counterparty.



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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the
        consolidated accounts Unilever Group
|                                                         

17 Financial instruments and treasury risk management(continued)

Derivative financial instrumentsThe Group has comprehensive policies in place, approved by the Boards, covering the use of derivative financial instruments. These instruments are used for hedging purposes. The Group has an established system of
control in place covering all financial instruments; including policies, guidelines, exposure limits, a system of authorities and independent reporting, that is subject to periodic review by internal audit. Hedge accounting principles are described
in note 1 on page 74. The use of leveraged instruments is not permitted. In the assessment of hedge effectiveness the credit risk element on the underlying hedged item has been excluded. Hedge ineffectiveness is immaterial.

|The Group uses the following types of
    hedges:
|-------------------------------------------------
|•                                                
|•                                                
|•                                                
|•                                                

Details of the various types of hedges are given below.

The fair values of forward foreign exchange contracts represent the unrealised gain or loss on revaluation of the contracts at the year-end forward exchange rates. The fair values of interest rate derivatives are based
on the net present value of the anticipated future cash flows.

Cash flow hedgesThe
fair values of derivatives hedging the risk on future foreign currency cash flows,
floating interest rate cash flows and the price risk on future purchases of raw
materials amount to €85 million (2006: €9 million) of
which €88 million relates to commodity contracts (2006: €5 million),  €(10) million to foreign exchange contracts (2006: €2 million) and €7million to interest rate derivatives (2006: €2 million). Of the total fair value of €85 million, €82 million is due
within one year (2006: €7 million).

The following table shows the amounts of cash outflows that are designated as hedged item in the cash flow hedge relations (no cash inflows are designated as hedged item):

|                               | € million |   | € million |   | € million |   | € million |   | € million |  
|------------------------------ | --------- | - | --------- | - | --------- | - | --------- | - | --------- | -
|                               | Due       |   | Due       |   | Due       |   | Due       |   | Total     |  
|                               | within    |   | between   |   | between   |   | between   |   |           |  
|                               | 1 year    |   | 1-2 years |   | 2-3 years |   | 3-4 years |   |           |  
|                               |           |   |           |   |           |   |           |   |           |  
|2007                           |           |   |           |   |           |   |           |   |           |  
|Foreign exchange cash flows    | (235      | ) |          |   |          |   |          |   | (235      | )
|Interest rate cash flows       | (18       | ) | (19       | ) | (21       | ) |          |   | (58       | )
|Commodity contracts cash flows | (310      | ) | (1        | ) |          |   |          |   | (311      | )
|                               |           |   |           |   |           |   |           |   |           |  
|2006                           |           |   |           |   |           |   |           |   |           |  
|Foreign exchange cash flows    | (298      | ) |          |   |          |   |          |   | (298      | )
|Interest rate cash flows       | (31       | ) | (43       | ) | (19       | ) | (20       | ) | (113      | )
|Commodity contracts cash flows | (107      | ) |          |   |          |   |          |   | (107      | )
|                               |           |   |           |   |           |   |           |   |           |  

Fair Value hedgesThe
fair values of derivatives hedging the fair value interest rate risk on fixed
rate debt at 31 December 2007 amounted to €nil
million (2006: €5 million) of which €nil million (2006 €5 million)
is included under other
financial assets.

Net investment hedgesThe following table shows the fair values of derivatives outstanding at year end designated as hedging instruments in hedges of net investments in foreign operations:

|Fair values of derivatives used as hedges of net investments in foreign entities | € million |        | € million |             | € million |             | € million | 
|-------------------------------------------------------------------------------- | --------- | ------ | --------- | ----------- | --------- | ----------- | --------- | 
|Assets                                                                           |           | Assets |           | Liabilities |           | Liabilities |          
|2007                                                                             |           | 2006   |           | 2007        |           | 2006        |          
|                                                                                 |           |        |           |             |           |             |           | 
|Current                                                                          |           |        |           |             |           |             |           | 
|Foreign exchange derivatives                                                     |          |        | 11        |             | 337       |             | 350       | 
|                                                                                 |           |        |           |             |           |             |           | 

Of the above mentioned fair values, an amount of €nil million (2006: €11
million) is included under other financial assets and €(337) million (2006: €(350)
million) is included under financial liabilities.

The impact of exchange rate movements on the fair value of forward exchange contracts used to hedge net investments is recognised in reserves.



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|                                                     
|-----------------------------------------------------
|                                                     
|Financial statements continued                       
|                                                     
|                                                     
|Notes to the consolidated
    accounts Unilever Group
|                                                     

17 Financial instruments and treasury risk management(continued)

Natural hedgesA
natural hedge  sometimes known as an economic hedge  is where exposure
to a risk is offset, or partly offset, by an opposite exposure to that same risk.
Hedge accounting is not applied to these
relationships.

The following table shows the fair value of derivatives outstanding at year end that are natural hedges.

|                              | € million |  | €million |  | € million   |  | €million    | 
|----------------------------- | --------- |  | -------- |  | ----------- |  | ----------- | 
|                              | Assets    |  | Assets   |  | Liabilities |  | Liabilities | 
|Fair values of natural hedges | 2007      |  | 2006     |  | 2007        |  | 2006        | 
|                              |           |  |          |  |             |  |             | 
|Current                       |           |  |          |  |             |  |             | 
|Interest rate derivatives     | 1         |  | 2        |  | 3           |  | 1           | 
|Cross currency swaps          |          |  |         |  |            |  | 6           | 
|Foreign exchange derivatives  | 377       |  | 371      |  | 41          |  | 31          | 
|                              |           |  |          |  |             |  |             | 
|                              | 378       |  | 373      |  | 44          |  | 38          | 
|                              |           |  |          |  |             |  |             | 
|Non-current                   |           |  |          |  |             |  |             | 
|Interest rate derivatives     |          |  |         |  |            |  | 1           | 
|Cross currency swaps          |          |  |         |  | 18          |  | 12          | 
|                              |           |  |          |  |             |  |             | 
|                              |          |  |         |  | 18          |  | 13          | 
|                              |           |  |          |  |             |  |             | 
|                              | 378       |  | 373      |  | 62          |  | 51          | 
|                              |           |  |          |  |             |  |             | 

Of the fair values disclosed above, the fair value of financial liability-related derivatives at 31 December 2007 amounted to €320 million (2006: €323 million) of which €78 million (2006: €20 million) is included under
other financial assets and €242 million (2006: €301 million) is included under financial liabilities as a positive amount partly offsetting the €(337) million (2006: €(350) million) included under financial liabilities relating to the fair values of
derivatives used as net investment hedges. The remaining balances are shown under trade and other receivables and other liabilities.

Sensitivity to not applying hedge accountingDerivatives have to be reported at fair value. Those derivatives used for cash flow hedging and net investment hedging for which we do not apply hedge accounting will cause volatility in the income statement. Such
derivatives did not have a material impact on the 2007 income statement.

Embedded derivativesIn accordance with IAS 39, 'Financial instruments: Recognition and Measurement', Unilever has reviewed all contracts for embedded derivatives that are required to be separately accounted for if they do not meet
specific requirements set out in the standard; no material embedded derivatives have been identified.

Fair values of financial assets and financial liabilitiesThe following table summarises the fair values and carrying amounts of the various classes of financial assets and financial liabilities. All trade and other receivables and trade payables and other liabilities have
been excluded from the analysis below and from the interest rate and currency profiles in note 15 on page 93 and note 16 on page 96, as their carrying amounts are a reasonable approximation of their fair value, because of their short-term
nature.

|                                             | € million |   | € million |   | € million |   | € million |  
|-------------------------------------------- | --------- | - | --------- | - | --------- | - | --------- | -
|                                             | Fair      |   | Fair      |   | Carrying  |   | Carrying  |  
|                                             | value     |   | value     |   | amount    |   | amount    |  
|                                             | 2007      |   | 2006      |   | 2007      |   | 2006      |  
|                                             |           |   |           |   |           |   |           |  
|Financial assets                             |           |   |           |   |           |   |           |  
|Other non-current assets                     | 733       |   | 748       |   | 738       |   | 735       |  
|Cash and cash equivalents                    | 1 098     |   | 1 039     |   | 1 098     |   | 1 039     |  
|Other financial assets                       | 138       |   | 237       |   | 138       |   | 237       |  
|Derivatives related to financial liabilities | 78        |   | 36        |   | 78        |   | 36        |  
|                                             |           |   |           |   |           |   |           |  
|                                             | 2 047     |   | 2 060     |   | 2 052     |   | 2 047     |  
|                                             |           |   |           |   |           |   |           |  
|Financial liabilities                        |           |   |           |   |           |   |           |  
|Bank loans and overdrafts                    | (1 212    | ) | (1 307    | ) | (1 212    | ) | (1 307    | )
|Bonds and other loans                        | (8 073    | ) | (7 402    | ) | (7 907    | ) | (7 170    | )
|Finance lease creditors                      | (313      | ) | (192      | ) | (311      | ) | (187      | )
|Preference shares                            | (114      | ) | (122      | ) | (124      | ) | (124      | )
|Derivatives related to financial liabilities | (95       | ) | (47       | ) | (95       | ) | (47       | )
|                                             |           |   |           |   |           |   |           |  
|                                             | (9 807    | ) | (9 070    | ) | (9 649    | ) | (8 835    | )
|                                             |           |   |           |   |           |   |           |  



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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

17 Financial instruments and treasury risk management(continued)

The fair values and the carrying amount of listed investments included in financial assets and preference shares included in financial liabilities are based on their market values. Cash and cash equivalents, other
financial assets, bank loans and overdrafts have fair values that approximate to their carrying amounts because of their short-term nature. The fair values of listed bonds are based on their market value; non-listed bonds and other loans are based
on the net present value of the anticipated future cash flows associated with these instruments. Fair values for finance lease creditors have been assessed by reference to current market rates for comparable leasing arrangements.

Commodity contractsThe Group uses commodity forward contracts and futures to hedge against price risk in certain commodities. All commodity forward contracts and futures hedge future purchases of raw material. Settlement of these
contracts will be in cash or by physical delivery. Those contracts that will be settled in cash are reported in the balance sheet at fair value and, to the extent that they are considered as an effective hedge under IAS 39, fair value movements are
recognised in the cash flow reserve.

Capital managementThe
Groups financial strategy supports Unilevers aim to be in the top
third of a reference group including 20 other international consumer goods companies
for Total Shareholder Return, as explained on page 32. The key elements of the
financial strategy are:

|• | appropriate access to equity and debt markets;                                 
|- | -------------------------------------------------------------------------------
|• | sufficient flexibility for acquisitions that we fund out of current cash flows;
|• | A1/P1 short-term credit rating;                                                
|• | sufficient resilience against economic turmoil; and                            
|• | optimal weighted average cost of capital, given the constraints above.         

For the A1/P1 sort-term credit rating the company monitors the qualitative and quantitative factors utilised by the rating agencies. This information is publicly available and is updated by the credit rating agencies
on a regular basis.

The capital structure of the company is based on managements judgement of the appropriate balancing of all key elements of its financial strategy in order to meet the companys strategic and day-to-day
needs. Annually the overall funding plan is presented to the Board for approval.

Return on Invested Capital is one of Unilever's key performance measures. Within this definition we defined the components of our Invested Capital. See page 31 for the details of this definition and the calculation of
Unilever's Return on Invested Capital.

Income statement sensitivity to changes in foreign exchange ratesThe values of debt, investments and related hedging instruments, denominated in currencies other than the functional currency of the entities holding them, are subject to exchange rate movements. The translation risk
on the foreign exchange debtors and creditors is excluded from this sensitivity analysis as the risk is considered to be immaterial because positions will remain within prescribed limits (see currency risks on page 97).

The remaining foreign exchange positions at 31 December 2007 mainly relate to unhedged US $ loans (total amount at 31 December 2007 US $37 million). A reasonably possible 10% change in rates would lead to a €7
million movement in the income statement (2006: €16 million).

Income statement sensitivity to changes in interest rateInterest rate risks are presented by way of sensitivity analysis. As described on page 97, Unilever has an interest rate management policy aimed at optimising net interest cost and reducing volatility in the income
statement. As part of this policy, part of the funds/debt have fixed interest rates and are no longer exposed to changes in the floating rates. The remaining floating part of our funds/debt (see interest rate profile tables on pages 93 for the
assets and 96 for the liabilities) is exposed to changes in the floating interest rates.

The analysis below shows the sensitivity of the income statement to a reasonably possible one percentage point change in floating interest rates on a full-year basis.

|      | Sensitivity
        to a reasonably possible |  
|----- | -------------------------------------------- | -
|      | one percentage
        point change in       |  
|      | floating
        rates as at 31 December     |  
|      | € million                                    |  
|      | 2007                                         |  
|      |                                              |  
|Funds | 25                                           |  
|Debt  | (55                                          | )
|      |                                              |  

Net investment hedges: sensitivity relating
to changes in foreign exchange ratesTo reduce the retranslation risk of Unilever's investments in foreign subsidiaries, Unilever uses net investment hedges. The fair values of these net investment hedges are subject to exchange rate movements and changes
in these fair values are recognised directly in equity and will offset the retranslation impact of the related subsidiary.

At 31 December 2007 the nominal value of these
net investment hedges amounts to €7.5 billion (2006: €7.6 billion) mainly consisting of US$/€ contracts. A reasonably possible 10% change in rates would lead to a fair
value movement of €750 million (2006: €760 million). This movement would be fully offset by an opposite movement on the retranslation of the book equity of the foreign subsidiary.

Cash flow hedges: sensitivity relating to changes in interest rates and foreign exchange ratesUnilever uses on a limited scale both interest rate and forex cash flow hedges. The fair values of these instruments are subject to changes in interest rates and exchange rates. Because of the limited use of these
instruments and the amount of Unilever's equity, possible changes in interest rates and exchange rates will not lead to fair value movements that will have a material impact on Unilever's equity.



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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

18 Trade payables and other liabilities

|                                           | € million |  | € million | 
|------------------------------------------ | --------- |  | --------- | 
|Trade and other payables                   | 2007      |  | 2006      | 
|                                           |           |  |           | 
|Due within one year                        |           |  |           | 
|Trade payables                             | 3 690     |  | 3 833     | 
|Accruals                                   | 2 970     |  | 2 706     | 
|Social security and sundry taxes           | 374       |  | 386       | 
|Others                                     | 983       |  | 913       | 
|                                           |           |  |           | 
|                                           | 8 017     |  | 7 838     | 
|                                           |           |  |           | 
|Due after more than one year               |           |  |           | 
|Accruals                                   | 138       |  | 185       | 
|Others                                     | 66        |  | 76        | 
|                                           |           |  |           | 
|                                           | 204       |  | 261       | 
|                                           |           |  |           | 
|Total trade payables and other liabilities | 8 221     |  | 8 099     | 
|                                           |           |  |           | 

The amounts shown above do not include any creditors due after more than five years. Trade payables and other liabilities are valued at historic cost, which where appropriate, approximates their amortised
cost.

19 Provisions

|                                         | € million |  | € million | 
|---------------------------------------- | --------- |  | --------- | 
|Provisions                               | 2007      |  | 2006      | 
|                                         |           |  |           | 
|Due within one year                      |           |  |           | 
|Restructuring provisions                 | 518       |  | 439       | 
|Preference shares provision              | 3         |  | 300       | 
|Disputed indirect taxes                  | 269       |  |          | 
|Other provisions                         | 178       |  | 270       | 
|                                         |           |  |           | 
|                                         | 968       |  | 1 009     | 
|                                         |           |  |           | 
|Due after one year                       |           |  |           | 
|Restructuring provisions                 | 63        |  | 53        | 
|Legal provisions                         | 55        |  | 51        | 
|Disputed indirect taxes                  | 422       |  | 560       | 
|Net liability of associate               | 30        |  | 34        | 
|Other provisions                         | 124       |  | 128       | 
|                                         |           |  |           | 
|                                         | 694       |  | 826       | 
|                                         |           |  |           | 
|Total restructuring and other provisions | 1 662     |  | 1 835     | 
|                                         |           |  |           | 
|                                         |           |  |           | 

|                            | € million     |   | € million  |   | € million  |   | € million      |   | € million     |   | € million  |   | € million |  
|--------------------------- | ------------- | - | ---------- | - | ---------- | - | -------------- | - | ------------- | - | ---------- | - | --------- | -
|                            |               |   |            |   | Preference |   |                |   |               |   |            |   |           |  
|                            | Restructuring |   | Legal      |   | shares     |   | Disputed       |   | Net liability |   | Other      |   |           |  
|Movements during 2007       | provisions    |   | provisions |   | provision  |   | indirect taxes |   | of associate  |   | provisions |   | Total     |  
|                            |               |   |            |   |            |   |                |   |               |   |            |   |           |  
|1 January 2007              | 492           |   | 51         |   | 300        |   | 560            |   | 34            |   | 398        |   | 1 835     |  
|Disposal of group companies | 3             |   |           |   |           |   |               |   |              |   | (37        | ) | (34       | )
|Income statement:           |               |   |            |   |            |   |                |   |               |   |            |   |           |  
|New charges                 | 457           |   | 19         |   | 15         |   | 161            |   |              |   | 29         |   | 681       |  
|Releases                    | (43           | ) | (2         | ) | (8         | ) | (61            | ) |              |   | (59        | ) | (173      | )
|Utilisation                 | (312          | ) | (10        | ) | (304       | ) | (11            | ) |              |   | (22        | ) | (659      | )
|Currency retranslation      | (16           | ) | (3         | ) |           |   | 42             |   | (4            | ) | (7         | ) | 12        |  
|                            |               |   |            |   |            |   |                |   |               |   |            |   |           |  
|31 December 2007            | 581           |   | 55         |   | 3          |   | 691            |   | 30            |   | 302        |   | 1 662     |  
|                            |               |   |            |   |            |   |                |   |               |   |            |   |           |  

Restructuring provisions primarily relate to early retirement and redundancy costs, the most significant of which relate to the formation of new multi-country organisations and several factory closures; no projects are
individually material. Legal provisions are comprised of many claims, of which none is individually material.

The provision for disputed indirect taxes is comprised of a number of small disputed items. The largest elements of the provision relate to disputes with the Brazilian authorities. Because of the nature of the
disputes, the timing of the utilisation of the provisions, and any associated cash outflows, is uncertain. The majority of the disputed items attract an interest charge. For further information please refer to page 11.

No individual item within the other provisions balance is significant. Unilever expects that the issues relating to these restructuring, legal and other provisions will be substantively resolved over the next five
years.



|102 | UnileverAnnual
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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements continued                              
|                                                            
|                                                            
|Notes to the consolidated
        accountsUnilever
    Group
|                                                            

20 Pensions and similar obligations

Description of plansIn many countries the Group operates defined benefit pension plans based on employee pensionable remuneration and length of service. The majority of these plans are externally funded. The Group also provides other
post-employment benefits, mainly post-employment healthcare plans in the United States. These plans are predominantly unfunded. The Group also operates a number of defined contribution plans, the assets of which are held in external
funds.

The majority of the Groups externally funded plans are established as trusts, foundations or similar entities. The operation of these entities is governed by local regulations and practice in each country, as is
the nature of the relationship between the Group and the trustees (or equivalent) and their composition.

Exposure to risksPension
assets and liabilities (pre-tax) of €17 253 million and €18 342 million respectively
are held on the Groups balance sheet as at31 December 2007. Movements in equity markets, interest rates, inflation and life expectancy could materially affect the level of surpluses and deficits in these schemes, and could prompt the need for the Group to make
additional pension contributions, or to reduce pension contributions, in the future. The key assumptions used to value our pension liabilities are set out below and on page 104.

Investment strategyThe
Groups investment strategy in respect of its funded pension plans is implemented
within the framework of the various statutory requirements of the territories
where the plans are based. The Group has developed policy guidelines for the
allocation of assets to different classes with the objective of controlling risk
and maintaining the right balance between risk and long-term returns in order
to limit the cost to the Group of the benefits
provided. To achieve this, investments are well diversified, such that the failure
of any single investment would not have a material impact on the overall level
of assets. The plans invest the largest proportion of the assets in equities
which the Group believes offer the best returns over the long term commensurate
with an acceptable level of risk. The pension funds also have a proportion of
assets invested in property, bonds, hedge funds and cash. The majority of assets
are managed by a
number of external fund managers with a small proportion managed in-house. Unilever
has a pooled investment vehicle (Univest) which it believes offers its pension
plans around the world a simplified externally managed investment vehicle to
implement their strategic asset allocation models currently for equities and
hedge funds. The aim is to provide a high quality, well diversified risk-controlled
vehicle.

AssumptionsWith the objective of presenting the assets and liabilities of the pensions and other post-employment benefit plans at their fair value on the balance sheet, assumptions under IAS 19 are set by reference to market
conditions at the valuation date. The actuarial assumptions used to calculate the benefit obligations vary according to the country in which the plan is situated. The following table shows the assumptions, weighted by liabilities, used to value the
principal defined benefit pension plans (which cover approximately 95% of total pension liabilities and plans providing other post-employment benefits) and in addition the expected long-term rates of return on assets, weighted by asset
value.

|                                                                | 31 December 2007 |  | 31 December 2006 |  | 31 December 2005 |  | 31 December 2004 | 
|--------------------------------------------------------------- | ---------------- |  | ---------------- |  | ---------------- |  | ---------------- | 
|                                                                |                  |  |                  |  |                  |  |                  | 
|                                                                | Principal        |  | Other            |  | Principal        |  | Other            | 
|                                                                | defined          |  | post-            |  | defined          |  | post-            | 
|                                                                | benefit          |  | employment       |  | benefit          |  | employment       | 
|                                                                | pension          |  | benefit          |  | pension          |  | benefit          | 
|                                                                | plans            |  | plans            |  | plans            |  | plans            | 
|                                                                |                  |  |                  |  |                  |  |                  | 
|Discount rate                                                   | 5.8%             |  | 6.1%             |  | 5.1%             |  | 5.9%             | 
|Inflation                                                       | 2.6%             |  | n/a              |  | 2.5%             |  | n/a              | 
|Rate of increase in salaries                                    | 3.8%             |  | 4.0%             |  | 3.7%             |  | 4.0%             | 
|Rate of increase for pensions in payment                        | 2.5%             |  | n/a              |  | 2.3%             |  | n/a              | 
|Rate of increase for pensions
	    in deferment(where provided) | 2.7%             |  | n/a              |  | 2.7%             |  | n/a              | 
|Long-term medical cost inflation                                | n/a              |  | 5.0%             |  | n/a              |  | 5.0%             | 
|Expected long-term rates of return:                             |                  |  |                  |  |                  |  |                  | 
|Equities                                                        | 8.0%             |  |                  |  | 7.8%             |  |                  | 
|Bonds                                                           | 4.9%             |  |                  |  | 4.9%             |  |                  | 
|Property                                                        | 6.6%             |  |                  |  | 6.3%             |  |                  | 
|Others                                                          | 6.3%             |  |                  |  | 6.3%             |  |                  | 
|Weighted average asset return                                   | 7.0%             |  |                  |  | 6.9%             |  |                  | 
|                                                                |                  |  |                  |  |                  |  |                  | 



|UnileverAnnual
        Report on Form 20-F 2007 | 103
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|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

20 Pensions and similar obligations(continued)

The valuations of other post-employment benefit plans generally assume a higher initial level of medical cost inflation, which falls from 9.3% to the long-term rate within the next five years. Assumed healthcare cost
trend rates have a significant effect on the amounts reported for healthcare plans. A one percentage point change in assumed healthcare cost trend rates would have the following effect:

|                                                        | € million |  | € million |  
|------------------------------------------------------- | --------- |  | --------- | -
|                                                        | 1% point  |  | 1% point  |  
|                                                        | increase  |  | decrease  |  
|                                                        |           |  |           |  
|Effect on total of service and interest cost components | 3         |  | (3        | )
|Effect on total benefit obligation                      | 29        |  | (26       | )
|                                                        |           |  |           |  

The expected rates of return on plan assets were determined, based on actuarial advice, by a process that takes the long-term rates of return on government bonds available at the balance sheet date and applies to these
rates suitable risk premiums that take account of historic market returns and current market long-term expectations for each asset class.

For the most important pension plans, representing approximately 80% of all defined benefit plans by liabilities, the assumptions used at 31 December 2007, 2006, 2005 and 2004 were:

|                                                            | United Kingdom |   | Netherlands |  
|----------------------------------------------------------- | -------------- | - | ----------- | -
|Assumptions                                                 | 2007           |   | 2006        |  
|                                                            |                |   |             |  
|Discount rate                                               | 5.8            | % | 5.1         | %
|Inflation                                                   | 3.0            | % | 2.9         | %
|Rate of increase in salaries                                | 4.5            | % | 4.4         | %
|Rate of increase for pensions in payment                    | 3.0            | % | 2.9         | %
|Rate of increase for pensions in deferment (where provided) | 3.0            | % | 2.9         | %
|Expected long-term rates of return:                         |                |   |             |  
|Equities                                                    | 8.0            | % | 8.0         | %
|Bonds                                                       | 5.0            | % | 5.2         | %
|Property                                                    | 6.5            | % | 6.5         | %
|Others                                                      | 6.3            | % | 7.2         | %
|Weighted average asset return                               | 7.2            | % | 7.3         | %
|                                                            |                |   |             |  

|                                                                   |               |   |         |   |      |   |      |   |      |   |      |   |      |   |      |  
|------------------------------------------------------------------ | ------------- | - | ------- | - | ---- | - | ---- | - | ---- | - | ---- | - | ---- | - | ---- | -
|                                                                   | United States |   | Germany |  
|                                                                   | 2007          |   | 2006    |   | 2005 |   | 2004 |   | 2007 |   | 2006 |   | 2005 |   | 2004 |  
|                                                                   |               |   |         |   |      |   |      |   |      |   |      |   |      |   |      |  
|Discount rate                                                      | 5.9           | % | 5.8     | % | 5.5  | % | 5.7  | % | 5.5  | % | 4.6  | % | 4.0  | % | 4.5  | %
|Inflation                                                          | 2.3           | % | 2.5     | % | 2.4  | % | 2.5  | % | 1.9  | % | 1.9  | % | 1.8  | % | 1.8  | %
|Rate of increase in salaries                                       | 4.0           | % | 4.0     | % | 4.0  | % | 4.5  | % | 2.8  | % | 2.6  | % | 2.5  | % | 2.5  | %
|Rate of increase for pensions in payment                           | 0.0           | % | 0.0     | % | 0.0  | % | 0.0  | % | 1.9  | % | 1.9  | % | 1.8  | % | 1.8  | %
|Rate
	      of increase for pensions in deferment (where provided) | 0.0           | % | 0.0     | % | 0.0  | % | 0.0  | % | 0.0  | % | 0.0  | % | 0.0  | % | 0.0  | %
|Expected long-term rates of return:                                |               |   |         |   |      |   |      |   |      |   |      |   |      |   |      |  
|Equities                                                           | 7.8           | % | 8.3     | % | 8.0  | % | 8.4  | % | 8.1  | % | 7.6  | % | 7.0  | % | 7.6  | %
|Bonds                                                              | 4.5           | % | 5.2     | % | 4.8  | % | 4.7  | % | 4.7  | % | 4.4  | % | 3.7  | % | 4.1  | %
|Property                                                           | 6.3           | % | 6.8     | % | 6.5  | % | 6.9  | % | 6.6  | % | 6.1  | % | 5.5  | % | 6.1  | %
|Others                                                             | 3.7           | % | 4.8     | % | 4.2  | % | 2.1  | % | 5.8  | % | 3.0  | % | 3.7  | % | 3.7  | %
|Weighted average asset return                                      | 6.8           | % | 7.4     | % | 7.0  | % | 7.3  | % | 6.5  | % | 5.8  | % | 5.3  | % | 5.7  | %
|                                                                   |               |   |         |   |      |   |      |   |      |   |      |   |      |   |      |  

Demographic assumptions, such as mortality rates, are set having regard to the latest trends in life expectancy (including expectations for future improvements), plan experience and other relevant data. The assumptions
are reviewed and updated as necessary as part of the periodic actuarial valuation of the pension plans.

Mortality assumptions for the most important countries are based on the following post-retirement mortality tables: (i) United Kingdom: PNMA 00 and PNFA 00 with medium cohort adjustment subject to a minimum annual
improvement of 1% and scaling factors of 110% for current male pensioners, 125% for current female pensioners and 105% for future male and female pensioners; (ii) the Netherlands: GBMV (20002005) with age set back of four years for males and
two years for females; (iii) United States: RP2000 with a projection period of 1015 years; and (iv) Germany: Heubeck 1998 (Periodentafel) with a scaling factor of 85%.

These tables translate into the following years of life expectancy for current pensioners aged 65:

|        | United  |  |             |  | United |  |         | 
|------- | ------- |  | ----------- |  | ------ |  | ------- | 
|        | Kingdom |  | Netherlands |  | States |  | Germany | 
|        |         |  |             |  |        |  |         | 
|Males   | 21      |  | 20          |  | 19     |  | 18      | 
|Females | 23      |  | 22          |  | 22     |  | 21      | 
|        |         |  |             |  |        |  |         | 

With regard to future improvements in life expectancy, in the UK for example, males and females currently aged 45 are assumed to have a life expectancy of 24 years and 26 years respectively on retirement at age
65.

Assumptions for the remaining defined benefit plans vary considerably, depending on the economic conditions of the countries where they are situated.



|104 | UnileverAnnual
        Report on Form 20-F 2007
|--- | -----------------------------------------------

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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

20 Pensions and similar obligations(continued)

Balance sheetThe assets, liabilities and surplus/(deficit) position of the pension and other post-employment benefit plans and the expected rates of return on the plan assets at the balance sheet date were:

|                                   | € million        |   | € million        |   | %                |   | € million |   | € million   |   | %         |   | € million |   | € million   |   | %         |  
|---------------------------------- | ---------------- | - | ---------------- | - | ---------------- | - | --------- | - | ----------- | - | --------- | - | --------- | - | ----------- | - | --------- | -
|                                   | 31 December 2007 |   | 31 December 2006 |   | 31 December 2005 |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |  
|                                   |                  |   | Other post-      |   | Long-term        |   |           |   | Other post- |   | Long-term |   |           |   | Other post- |   | Long-term |  
|                                   |                  |   | employment       |   | rates of         |   |           |   | employment  |   | rates of  |   |           |   | employment  |   | rates of  |  
|                                   | Pension          |   | benefit          |   | return           |   | Pension   |   | benefit     |   | return    |   | Pension   |   | benefit     |   | return    |  
|                                   | plans            |   | plans            |   | expected         |   | plans     |   | plans       |   | expected  |   | plans     |   | plans       |   | expected  |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Assets of principal plans:         |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Equities                           | 9 957            |   |                 |   | 8.0              | % | 10 274    |   |            |   | 7.8       | % | 9 670     |   |            |   | 7.4       | %
|Bonds                              | 4 278            |   |                 |   | 4.9              | % | 3 946     |   |            |   | 4.9       | % | 3 854     |   |            |   | 4.2       | %
|Property                           | 1 381            |   |                 |   | 6.6              | % | 1 421     |   |            |   | 6.3       | % | 1 326     |   |            |   | 5.8       | %
|Other                              | 1 220            |   |                 |   | 6.3              | % | 1 221     |   |            |   | 6.3       | % | 752       |   |            |   | 6.1       | %
|Assets of other plans              | 404              |   | 13               |   | 7.5              | % | 403       |   | 13          |   | 7.3       | % | 387       |   | 17          |   | 6.9       | %
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|                                   | 17 240           |   | 13               |   |                  |   | 17 265    |   | 13          |   |           |   | 15 989    |   | 17          |   |           |  
|Present value of liabilities:      |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Principal plans                    | (16 798          | ) |                 |   |                  |   | (18 711   | ) |            |   |           |   | (19 081   | ) |            |   |           |  
|Other plans                        | (748             | ) | (796             | ) |                  |   | (722      | ) | (925        | ) |           |   | (1 059    | ) | (1 306      | ) |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|                                   | (17 546          | ) | (796             | ) |                  |   | (19 433   | ) | (925        | ) |           |   | (20 140   | ) | (1 306      | ) |           |  
|Aggregate net deficit of the plans | (306             | ) | (783             | ) |                  |   | (2 168    | ) | (912        | ) |           |   | (4 151    | ) | (1 289      | ) |           |  
|Irrecoverable surplus(a)           |                 |   |                 |   |                  |   |          |   |            |   |           |   | (141      | ) |            |   |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Pension liability net of assets    | (306             | ) | (783             | ) |                  |   | (2 168    | ) | (912        | ) |           |   | (4 292    | ) | (1 289      | ) |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Of which in respect of             |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Funded plans in surplus:           |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Liabilities                        | (12 396          | ) |                 |   |                  |   | (5 200    | ) |            |   |           |   | (4 728    | ) |            |   |           |  
|Assets                             | 14 404           |   |                 |   |                  |   | 6 897     |   |            |   |           |   | 5 905     |   |            |   |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Aggregate surplus                  | 2 008            |   |                 |   |                  |   | 1 697     |   |            |   |           |   | 1 177     |   |            |   |           |  
|Irrecoverable surplus(a)           |                 |   |                 |   |                  |   |          |   |            |   |           |   | (141      | ) |            |   |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Pension asset net of liabilities   | 2 008            |   |                 |   |                  |   | 1 697     |   |            |   |           |   | 1 036     |   |            |   |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Funded plans in deficit:           |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Liabilities                        | (3 627           | ) | (49              | ) |                  |   | (11 716   | ) | (44         | ) |           |   | (12 444   | ) | (72         | ) |           |  
|Assets                             | 2 836            |   | 13               |   |                  |   | 10 368    |   | 13          |   |           |   | 10 084    |   | 17          |   |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Pension liability net of assets    | (791             | ) | (36              | ) |                  |   | (1 348    | ) | (31         | ) |           |   | (2 360    | ) | (55         | ) |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Unfunded plans:                    |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  
|Pension liability                  | (1 523           | ) | (747             | ) |                  |   | (2 517    | ) | (881        | ) |           |   | (2 968    | ) | (1 234      | ) |           |  
|                                   |                  |   |                  |   |                  |   |           |   |             |   |           |   |           |   |             |   |           |  

|(a) | A surplus is deemed recoverable to
    the extent that the Group is able to benefit economically from the surplus.
|--- | ------------------------------------------------------------------------------------------------------------------

The constituents of the Principal plans and Other plans were reviewed in both 2006 and 2007, such that some Other plans were moved into Principal plans in 2006 and a
smaller number of plans were moved out of Principal plans into Other plans in 2007.

During 2007, a contractual trust arrangement was established in Germany to partially fund previously unfunded pension liabilities. The initial funding was €300 million whilst the value of the previously unfunded
liabilities at 1 January 2007 was approximately €850 million. As a consequence of this funding, the liabilities have been transferred from unfunded to funded in the table above.

Equity securities include Unilever securities amounting to €32 million (0.2% of total plan assets) and €32 million (0.2% of total plan assets) at 31 December 2007 and 2006 respectively. Property includes property
occupied by Unilever amounting to €69 million and €75 million at 31 December 2007 and 2006 respectively.

The pension assets above exclude the assets in a Special Benefits Trust amounting to €162 million (2006: €181 million) to fund pension and similar obligations in the US (see also note 11 on page 90).

The sensitivity of the overall pension liabilities to changes in the weighted key financial assumptions are:

|               |                           |  | Impact on                 | 
|-------------- | ------------------------- |  | ------------------------- | 
|               | Change in                 |  | overall                   | 
|               | assumption                |  | liabilities               | 
|               |                           |  |                           | 
|Discount rate  | Increase/decrease by 0.5% |  | Decrease/increase by 6.6% | 
|Inflation rate | Increase/decrease by 0.5% |  | Increase/decrease by 5.3% | 
|               |                           |  |                           | 



|UnileverAnnual
        Report on Form 20-F 2007 | 105
|----------------------------------------------- | ---

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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements continued                              
|                                                            
|                                                            
|Notes to the consolidated
        accountsUnilever
    Group
|                                                            

20 Pensions and similar obligations(continued)

|Income statement                                |           |   |           |   |           |  
|----------------------------------------------- | --------- | - | --------- | - | --------- | -
|The charge to the income statement comprises:   |           |   |           |   |           |  
|                                                | € million |   | € million |   | € million |  
|                                                | 2007      |   | 2006      |   | 2005      |  
|                                                |           |   |           |   |           |  
|Charged to operating profit:                    |           |   |           |   |           |  
|Defined benefit pension and other benefit plans |           |   |           |   |           |  
|Current service cost                            | (329      | ) | (369      | ) | (349      | )
|Employee contributions                          | 12        |   | 13        |   | 18        |  
|Special termination benefits                    | (59       | ) | (56       | ) | (73       | )
|Past service cost                               | 35        |   | 293       |   | (12       | )
|Settlements/curtailments                        | 72        |   | 48        |   | 95        |  
|Defined contribution plans                      | (52       | ) | (61       | ) | (63       | )
|                                                |           |   |           |   |           |  
|Total operating cost                            | (321      | ) | (132      | ) | (384      | )
|                                                |           |   |           |   |           |  
|Charged to other finance income/(cost):         |           |   |           |   |           |  
|Interest on retirement benefits                 | (1 013    | ) | (977      | ) | (984      | )
|Expected return on assets                       | 1 171     |   | 1 018     |   | 931       |  
|                                                |           |   |           |   |           |  
|Total other finance income/(cost)               | 158       |   | 41        |   | (53       | )
|                                                |           |   |           |   |           |  
|Net impact on the income statement (before tax) | (163      | ) | (91       | ) | (437      | )
|                                                |           |   |           |   |           |  

Significant Items on the face of the income statementDuring 2006 we updated certain terms of the defined benefit plan in the UK which resulted in a one-off credit to the income statement in 2006 of €120 million. During 2006 a number of initiatives were taken to reduce the
cost of post employment healthcare benefits, principally in the United States, through changes to the design of the plans. As a consequence, a reduction in liability of €146 million was recognised in the income statement for 2006.

Cash flowGroup cash flow in respect of pensions and similar post employment benefits comprises company contributions paid to funded plans and benefits paid by the company in respect of unfunded plans. In 2007, the benefits paid
in respect of unfunded plans amounted to €280 million (2006: €333 million; 2005: €328 million). Company contributions to funded defined benefit plans are subject to periodic review, taking account of local legislation. In 2007, contributions to funded
defined benefit plans including funding of previously unfunded benefits amounted to  €878 million (2006: €758 million; 2005: €508 million). Contributions to defined contribution plans including 401k plans amounted to  €52 million (2006: €61 million;
2005: €63 million). In 2007, a €50 million refund of assets was received out of recognised surplus from Finland (2005: €15 million from unrecognised surplus). Total contributions by the Group to funded plans, net of refunds, are currently expected to
be about €235 million in 2008 (2007 Actual: €878 million). In addition, we may make further contributions in 2008 to fund currently unfunded obligations. Benefit payments by the Group in respect of unfunded plans are currently expected to be about €243
million in 2008 (2007 Actual:  €280 million).

|Statement of recognised income and expense                                                              |           |   |           |  |           |   |           |   |            |  
|------------------------------------------------------------------------------------------------------- | --------- | - | --------- |  | --------- | - | --------- | - | ---------- | -
|Amounts recognised in the statement of recognised income and expense:                                   |          
|                                                                                                        | € million |   | € million |  | € million |   | € million |   | € million  |  
|                                                                                                        |           |   |           |  |           |   |           |   | Cumulative |  
|                                                                                                        |           |   |           |  |           |   |           |   | since      |  
|                                                                                                        |           |   |           |  |           |   |           |   | 1 January  |  
|                                                                                                        | 2007      |   | 2006      |  | 2005      |   | 2004      |   | 2004       |  
|                                                                                                        |           |   |           |  |           |   |           |   |            |  
|Actual return less expected return on pension and other benefit plan assets                             | (236      | ) | 533       |  | 1 592     |   | 369       |   | 2 258      |  
|Experience gains/(losses) arising on pension plan and other benefit plan liabilities                    | 103       |   | 51        |  | 27        |   | (47       | ) | 134        |  
|Changes in assumptions
 underlying the present value of the pension and other benefit
 plan liabilities | 946       |   | 474       |  | (1 706    | ) | (1 047    | ) | (1 333     | )
|                                                                                                        |           |   |           |  |           |   |           |   |            |  
|Actuarial gain/(loss)                                                                                   | 813       |   | 1 058     |  | (87       | ) | (725      | ) | 1 059      |  
|Change in unrecognised surplus                                                                          |          |   | 142       |  | (41       | ) | 2         |   | 103        |  
|Refund of unrecognised assets                                                                           |          |   |          |  | 15        |   |          |   | 15         |  
|                                                                                                        |           |   |           |  |           |   |           |   |            |  
|Net actuarial gain/(loss)
 recognised in statement of recognised income
 and expense (before tax)       | 813       |   | 1 200     |  | (113      | ) | (723      | ) | 1 177      |  
|                                                                                                        |           |   |           |  |           |   |           |   |            |  



|106 | UnileverAnnual
        Report on Form 20-F 2007
|--- | -----------------------------------------------

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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

20 Pensions and similar obligations(continued)

|Reconciliation of change in assets and liabilities   |          
|---------------------------------------------------- | ---------
|Movements in assets and liabilities during the year: |          
|                                                     | € million
|                                                     | Assets   
|                                                     | 2007     
|                                                     |          
|1 January                                            | 17 278   
|Acquisitions/disposals                               | (3       
|Current service cost                                 |         
|Employee contributions                               | 12       
|Special termination benefits                         |         
|Past service costs(b)                                |         
|Settlements/curtailments                             | (4       
|Expected returns on plan assets                      | 1 171    
|Interest on pension liabilities                      |         
|Actuarial gain/(loss)                                | (236     
|Employer contributions                               | 1 158    
|Benefit payments                                     | (1 247   
|Reclassification of benefits(c)                      | (7       
|Currency retranslation                               | (869     
|                                                     |          
|31 December                                          | 17 253   
|                                                     |          

|(b) | The reduction in liabilities in 2006 includes the €266 million reported on the face of the income statement.
|--- | ------------------------------------------------------------------------------------------------------------
|(c) | Certain obligations have been reclassified as employee benefit obligations.                                 
|   

|Funded status of plans at the year end |          
|-------------------------------------- | ---------
|                                       | € million
|                                       | 2007     
|                                       |          
|Total assets                           | 17 253   
|Total pension liabilities              | (18 342  
|                                       |          
|Net liabilities                        | (1 089   
|Less unrecognised surplus              |         
|                                       |          
|Pension liabilities net of assets      | (1 089   
|                                       |          
|                                       |          

|History of experience gains and losses                                                                                             |          
|---------------------------------------------------------------------------------------------------------------------------------- | ---------
|                                                                                                                                   | € million
|                                                                                                                                   | 2007     
|                                                                                                                                   |          
|Actual return less expected return on plan assets                                                                                  | (236     
|As % of plan assets at beginning of year                                                                                           | (1.4     
|                                                                                                                                   |          
|Experience gains/(losses) on plan liabilities                                                                                      | 103      
|As % of present value of plan liabilities at beginning of year                                                                     | 0.5      
|                                                                                                                                   |          
|Changes
	      in actuarial assumptions underlying the present value of the pension benefit
    and other benefit plan liabilities | 946      
|As % of present value of plan liabilities at beginning of year                                                                     | 4.6      
|                                                                                                                                   |          
|Total actuarial gain/(loss)                                                                                                        | 813      
|As % of present value of plan liabilities at beginning of year                                                                     | 4.0      
|                                                                                                                                   |          



|UnileverAnnual
        Report on Form 20-F 2007 | 107
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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

21 Equity

|                                                 | Shareholders equity |   | Total equity |  
|------------------------------------------------ | -------------------- | - | ------------ | -
|                                                 |                      |   |              |  
|                                                 | € million            |   | € million    |  
|                                                 | Called up            |   | Share        |  
|                                                 | share                |   | premium      |  
|Consolidated statement of changes in equity      | capital              |   | account      |  
|                                                 |                      |   |              |  
|1 January 2005                                   | 512                  |   | 158          |  
|Total recognised income and expense for the year |                     |   |             |  
|Dividends on ordinary capital                    |                     |   |             |  
|Conversion of preference shares                  |                     |   |             |  
|(Purchase)/sale/reduction of treasury stock      |                     |   |             |  
|Share-based payment credit(a)                    |                     |   |             |  
|Dividends paid to minority shareholders          |                     |   |             |  
|Currency retranslation gains/(losses) net of tax |                     |   | 4            |  
|Other movements in equity                        |                     |   |             |  
|                                                 |                      |   |              |  
|31 December 2005                                 | 512                  |   | 162          |  
|Total recognised income and expense for the year |                     |   |             |  
|Dividends on ordinary capital                    |                     |   |             |  
|(Purchase)/sale/reduction of treasury stock(b)   |                     |   |             |  
|Share-based payment credit(a)                    |                     |   |             |  
|Dividends paid to minority shareholders          |                     |   |             |  
|Currency retranslation gains/(losses) net of tax | (12                  | ) | 3            |  
|Other movements in equity                        | (16                  | ) |             |  
|                                                 |                      |   |              |  
|31 December 2006                                 | 484                  |   | 165          |  
|Total recognised income and expense for the year |                     |   |             |  
|Dividends on ordinary capital                    |                     |   |             |  
|(Purchase)/sale/reduction of treasury stock      |                     |   |             |  
|Share-based payment credit(a)                    |                     |   |             |  
|Dividends paid to minority shareholders          |                     |   |             |  
|Currency retranslation gains/(losses) net of tax |                     |   | (12          | )
|Other movements in equity                        |                     |   |             |  
|                                                 |                      |   |              |  
|31 December 2007                                 | 484                  |   | 153          |  
|                                                 |                      |   |              |  

|(a) | The share-based payment credit relates to the reversal of the non-cash charge recorded against operating profit in respect of the fair value of share options and awards granted to employees.
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | Includes transfer from treasury stock to retained profit of share settled schemes arising from prior years and differences between exercise and grant price of share options.                 



|108 | UnileverAnnual
        Report on Form 20-F 2007
|--- | -----------------------------------------------

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|                                                             
|-------------------------------------------------------------
|                                                             
|Financial statements continued                               
|                                                             
|                                                             
|Notes to the consolidated
      accounts Unilever
      Group
|                                                             

22 Share
  capital

|                              | € million |  | € million | 
|----------------------------- | --------- |  | --------- | 
|Called up
      share capital | 2007      |  | 2006      | 
|                              |           |  |           | 
|Ordinary share capital of NV  | 274       |  | 274       | 
|Ordinary share capital of PLC | 210       |  | 210       | 
|                              |           |  |           | 
|                              | 484       |  | 484       | 
|                              |           |  |           | 

|                                                                           |               |  |            |  |            |  |           |  |               |  |               |   |               |  
|-------------------------------------------------------------------------- | ------------- |  | ---------- |  | ---------- |  | --------- |  | ------------- |  | ------------- | - | ------------- | -
|                                                                           |               |  |            |  |            |  |           |  |               |  | Issued,       |   | Issued,       |  
|                                                                           | Number        |  |            |  |            |  | Nominal   |  | Number        |  | called up and |   | called up and |  
|                                                                           | of shares     |  | Authorised |  | Authorised |  | value     |  | of shares     |  | fully paid    |   | fully paid    |  
|Ordinary
      share capital                                               | authorised    |  | 2007       |  | 2006       |  | per share |  | issued        |  | 2007          |   | 2006          |  
|                                                                           |               |  |            |  |            |  |           |  |               |  |               |   |               |  
|                                                                           |               |  | € million  |  | € million  |  |           |  |               |  | € million     |   | € million     |  
|                                                                           |               |  |            |  |            |  |           |  |               |  |               |   |               |  
|NV ordinary shares                                                         | 3 000 000 000 |  | 480        |  | 480        |  | €0.16     |  | 1 714 727 700 |  | 274           |   | 274           |  
|NV ordinary shares (shares numbered
        1 to 2 400  Special Shares) |               |  | 1          |  | 1          |  | €428.57   |  | 2 400         |  | 1             |   | 1             |  
|Internal holdings eliminated on
        consolidation (€428.57 shares)     |               |  |           |  |           |  |           |  |               |  | (1            | ) | (1            | )
|                                                                           |               |  |            |  |            |  |           |  |               |  |               |   |               |  
|                                                                           |               |  | 481        |  | 481        |  |           |  |               |  | 274           |   | 274           |  
|                                                                           |               |  |            |  |            |  |           |  |               |  |               |   |               |  

|                                                                |               |  |           |  |           |  |          |  |               |  |           |   |           |  
|--------------------------------------------------------------- | ------------- |  | --------- |  | --------- |  | -------- |  | ------------- |  | --------- | - | --------- | -
|                                                                |               |  | £ million |  | £ million |  |          |  |               |  | £ million |   | £ million |  
|                                                                |               |  |           |  |           |  |          |  |               |  |           |   |           |  
|PLC ordinary shares                                             | 4 377 075 492 |  | 136.2     |  | 136.2     |  | 31/9p    |  | 1 310 156 361 |  | 40.8      |   | 40.8      |  
|PLC deferred stock                                              | 100 000       |  | 0.1       |  | 0.1       |  | £1 stock |  | 100 000       |  | 0.1       |   | 0.1       |  
|Internal
        holding eliminated on consolidation (£1 stock) |               |  |          |  |          |  |          |  |               |  | (0.1      | ) | (0.1      | )
|                                                                |               |  |           |  |           |  |          |  |               |  |           |   |           |  
|                                                                |               |  | 136.3     |  | 136.3     |  |          |  |               |  | 40.8      |   | 40.8      |  
|                                                                |               |  |           |  |           |  |          |  |               |  |           |   |           |  
|Euro equivalent in millions
         (at £1.00 = €5.143)        |               |  |           |  |           |  |          |  |               |  | 210       |   | 210       |  
|                                                                |               |  |           |  |           |  |          |  |               |  |           |   |           |  

For information on the rights of shareholders of NV and PLC and the operation of the Equalisation Agreement, see Corporate governance on pages 40 and 41.

At the Annual General Meetings of NV and PLC held on 8 May and 9 May 2006 respectively, shareholders approved proposals that the NV ordinary shares be split in the ratio 3 to 1 and that the PLC ordinary shares be
consolidated in the ratio 9 to 20. At the same time, amendments were made to NVs Articles of Association to convert into euros the share capital amounts previously denominated in Dutch guilders. Following these changes, which became effective
on 22 May 2006, the nominal value of each NV ordinary share is €0.16 and the nominal value of each PLC ordinary share is 31/9p. A nominal dividend of 6% is paid on the deferred stock of PLC, which is not redeemable.

Internal holdingsThe ordinary shares numbered 1 to
  2 400 (inclusive) in NV (Special Shares) and deferred stock of PLC
  are held as to one half of each class by N.V. Elma  a subsidiary of NV
   and one half by United Holdings Limited  a subsidiary of PLC. This
  capital is eliminated on consolidation. For information on the rights related
  to the aforementioned ordinary shares, see Corporate Governance on pages 39
  and 40. The subsidiaries mentioned above have waived their rights to dividends
  on their ordinary shares in NV.

Share-based compensationThe Group operates a number of share-based
  compensation plans involving options and awards of ordinary shares of NV and
  PLC. Full details of these plans are given in note 29 on pages 117 to 119.



|UnileverAnnual Report on Form 20-F 2007 | 109
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|                                                             
|-------------------------------------------------------------
|                                                             
|Financial statements continued                               
|                                                             
|                                                             
|Notes to the consolidated
      accounts Unilever
      Group
|                                                             

23 Other
  reserves

|                                                                                       | € million |   | € million |   | € million |   | € million |   | € million |   | € million |   | € million |   | € million |   | € million |  
|-------------------------------------------------------------------------------------- | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | -
|                                                                                       | NV        |   | NV        |   | NV        |   | PLC       |   | PLC       |   | PLC       |   | Total     |   | Total     |   | Total     |  
|                                                                                       | 2007      |   | 2006      |   | 2005      |   | 2007      |   | 2006      |   | 2005      |   | 2007      |   | 2006      |   | 2005      |  
|                                                                                       |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|Fair value reserves                                                                    | 92        |   | 9         |   | (3        | ) | 9         |   | 7         |   | (2        | ) | 101       |   | 16        |   | (5        | )
|                                                                                       |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|Cash flow
      hedges                                                                 | 86        |   | 4         |   | (3        | ) | (1        | ) | (3        | ) | (2        | ) | 85        |   | 1         |   | (5        | )
|Available-for-sale
      financial assets                                              | 6         |   | 5         |   |          |   | 10        |   | 10        |   |          |   | 16        |   | 15        |   |          |  
|Currency
        retranslation of group companies                                      | 104       |   | 318       |   | 548       |   | (204      | ) | (19       | ) | 35        |   | (100      | ) | 299       |   | 583       |  
|Adjustment on translation of PLCs ordinary capital 
        at 31/
        9p = €0.16 |          |   |          |   |          |   | (155      | ) | (150      | ) | (164      | ) | (155      | ) | (150      | ) | (164      | )
|Capital redemption reserve                                                             | 16        |   | 16        |   |          |   | 16        |   | 16        |   | 16        |   | 32        |   | 32        |   | 16        |  
|Book value treasury stock                                                              | (2 741    | ) | (1 623    | ) | (2 010    | ) | (549      | ) | (717      | ) | (748      | ) | (3 290    | ) | (2 340    | ) | (2 758    | )
|                                                                                       |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|                                                                                       | (2 529    | ) | (1 280    | ) | (1 465    | ) | (883      | ) | (863      | ) | (863      | ) | (3 412    | ) | (2 143    | ) | (2 328    | )
|                                                                                       |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|                                                                                       |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  

|                                                   | € million |  | € million |  
|-------------------------------------------------- | --------- |  | --------- | -
|Cash flow
      hedges  movements during the year | 2007      |  | 2006      |  
|                                                   |           |  |           |  
|1 January                                          | 1         |  | (5        | )
|                                                   |           |  |           |  
|Additions                                          | 74        |  | 12        |  
|Transfers to income statement:                     | 1         |  | (4        | )
|Operating
      profit                             | 1         |  | (2        | )
|Financing                                          |          |  | (2        | )
|Transfers to inventories/non-current
      assets  | 9         |  | (2        | )
|                                                   |           |  |           |  
|31 December                                        | 85        |  | 1         |  
|                                                   |           |  |           |  

Unilever acquired 68 891 470 ordinary shares of NV and 2 461 202 ordinary shares of PLC through purchases on the stock exchanges during the year. These shares are held as treasury stock as a separate component of other
reserves. The total number held at 31 December 2007 is 122 296 247 (2006: 70 319 259) NV shares and 49 529 738 (2006: 64 656 456) PLC shares. Of these, 40 958 255 NV shares and 37 973 522 PLC shares were held in connection with share-based
compensation plans (see note 29 on pages 117 to 119).

|                                                                 | € million |   | € million |  
|---------------------------------------------------------------- | --------- | - | --------- | -
|Treasury
      stock  movements during the year                 | 2007      |   | 2006      |  
|                                                                 |           |   |           |  
|1 January                                                        | (2 340    | ) | (2 758    | )
|Purchases and other utilisations                                 | (950      | ) | 418       |  
|                                                                 |           |   |           |  
|31 December                                                      | (3 290    | ) | (2 340    | )
|                                                                 |           |   |           |  
|                                                                 |           |   |           |  
|                                                                 | € million |   | € million |  
|Currency
      retranslation reserve  movements during the year | 2007      |   | 2006      |  
|                                                                 |           |   |           |  
|1 January                                                        | 299       |   | 583       |  
|Currency retranslation during
      the year                     | 294       |   | 495       |  
|Movement in net investment
      hedges                          | (692      | ) | (779      | )
|Recycled to income statement                                     | (1        | ) |          |  
|                                                                 |           |   |           |  
|31 December                                                      | (100      | ) | 299       |  
|                                                                 |           |   |           |  



|110 | UnileverAnnual Report on Form 20-F 2007
|--- | ---------------------------------------

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|                                                             
|-------------------------------------------------------------
|                                                             
|Financial statements continued                               
|                                                             
|                                                             
|Notes to the consolidated
      accounts Unilever
      Group
|                                                             

24 Retained
  profit

|                                                                          | € million |   | € million |   | € million |   | € million |   | € million |   | € million |   | € million |   | € million |   | € million |  
|------------------------------------------------------------------------- | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | -
|                                                                          | NV        |   | NV        |   | NV        |   | PLC       |   | PLC       |   | PLC       |   | Total     |   | Total     |   | Total     |  
|Movements
      during the year                                           | 2007      |   | 2006      |   | 2005      |   | 2007      |   | 2006      |   | 2005      |   | 2007      |   | 2006      |   | 2005      |  
|                                                                          |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|1 January                                                                 | 8 404     |   | 8 721     |   | 6 831     |   | 4 320     |   | 1 294     |   | 1 223     |   | 12 724    |   | 10 015    |   | 8 054     |  
|                                                                          |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|Recognised income and expense through
        retained profit             | 2 599     |   | 3 727     |   | 3 092     |   | 1 829     |   | 1 848     |   | 733       |   | 4 428     |   | 5 575     |   | 3 825     |  
|Dividends on ordinary capital                                             | (1 167    | ) | (1 529    | ) | (1 073    | ) | (903      | ) | (1 155    | ) | (794      | ) | (2 070    | ) | (2 684    | ) | (1 867    | )
|Conversion of preference shares                                           |          |   |          |   | (199      | ) |          |   |          |   |          |   |          |   |          |   | (199      | )
|Utilisation of treasury stock                                             | (53       | ) | (217      | ) |          |   | (46       | ) | (68       | ) |          |   | (99       | ) | (285      | ) |          |  
|Share-based compensation credit(a)                                        | 90        |   | 70        |   | 132       |   | 50        |   | 41        |   | 54        |   | 140       |   | 111       |   | 186       |  
|                                                                          |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|Adjustment
        arising from change in structure of group companies(b) | 499       |   | (2 368    | ) | (70       | ) | (499      | ) | 2 368     |   | 70        |   |          |   |          |   |          |  
|Other
        movements in retained profit                                | 31        |   |          |   | 8         |   | 8         |   | (8        | ) | 8         |   | 39        |   | (8        | ) | 16        |  
|                                                                          |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|31 December                                                               | 10 403    |   | 8 404     |   | 8 721     |   | 4 759     |   | 4 320     |   | 1 294     |   | 15 162    |   | 12 724    |   | 10 015    |  
|Of which retained by:                                                     |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|Parent
      companies                                                    | 10 009    |   | 9 755     |   | 9 463     |   | 2 344     |   | 2 306     |   | 2 145     |   | 12 353    |   | 12 061    |   | 11 608    |  
|Other
      group companies                                               | 345       |   | (1 294    | ) | (668      | ) | 2 555     |   | 2 006     |   | (837      | ) | 2 900     |   | 712       |   | (1 505    | )
|Joint ventures
      and associates                                       | 49        |   | (57       | ) | (74       | ) | (140      | ) | 8         |   | (14       | ) | (91       | ) | (49       | ) | (88       | )
|                                                                          |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  
|                                                                          | 10 403    |   | 8 404     |   | 8 721     |   | 4 759     |   | 4 320     |   | 1 294     |   | 15 162    |   | 12 724    |   | 10 015    |  
|                                                                          |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |   |           |  

|(a) | The share-based compensation credit relates
      to the reversal of the non-cash charge recorded against operating profit
      in respect of the fair value of share options and awards granted to employees.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | As part of the review of Unilever's corporate
      structure, and in the light of the constitutional and operational arrangements
      which enable Unilever N.V. and Unilever PLC to operate as nearly as practicable
      as a single company, the Directors have been authorised to take any action
      necessary or desirable in order to ensure that the ratio of the dividend
      generating capacity of PLC to that of NV does not differ substantially from
      the ratio of the dividend entitlement of ordinary shareholders in PLC to
      that of ordinary shareholders in NV. During 2007, Unilevers shareholding
      in Unilever Jerónimo Martins in Portugal was transferred from NV
      to PLC for no consideration. In addition, a part of indirect shareholdings
      in Unilever US was sold by NV to PLC and the fair value economic swap in
      South Africa led to further adjustments between NV and PLC. In 2006, shareholdings
      in the Unilever companies in Czech Republic, Hungary, Russia and Turkey,
      as well as a part of indirect shareholdings in Unilever US, were transferred
      from NV to PLC for no consideration. In addition, part of a dividend which
      would otherwise be due from a Unilever US intermediate company to a company
      within the NV part of the Group was instead paid to a company within the
      PLC part of the Group. Re-organisations of group companies have produced
      similar types of adjustments in previous years.

Cumulative goodwill written off directly to
  reserves prior to the transition to IFRS on 1 January 2004 was €5 199
  million for NV and €2 063 million for PLC.



|UnileverAnnual Report on Form 20-F 2007 | 111
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|                                                 
|-------------------------------------------------
|                                                 
|Financial statements continued                   
|                                                 
|                                                 
|Notes to the consolidated accounts Unilever Group
|                                                 

25 Commitments and contingent liabilities

|                                             | € million |  | € million |  | € million |  | € million |  | € million |  | € million | 
|-------------------------------------------- | --------- |  | --------- |  | --------- |  | --------- |  | --------- |  | --------- | 
|                                             | Future    |  |           |  |           |  | Future    |  |           |  |           | 
|                                             | minimum   |  |           |  |           |  | minimum   |  |           |  |           | 
|                                             | lease     |  | Finance   |  | Present   |  | lease     |  | Finance   |  | Present   | 
|                                             | payments  |  | cost      |  | value     |  | payments  |  | cost      |  | value     | 
|Long-term finance lease commitments          | 2007      |  | 2007      |  | 2007      |  | 2006      |  | 2006      |  | 2006      | 
|                                             |           |  |           |  |           |  |           |  |           |  |           | 
|Buildings(a)                                 | 410       |  | 198       |  | 212       |  | 137       |  | 94        |  | 43        | 
|Plant and machinery                          | 110       |  | 11        |  | 99        |  | 159       |  | 15        |  | 144       | 
|                                             |           |  |           |  |           |  |           |  |           |  |           | 
|                                             | 520       |  | 209       |  | 311       |  | 296       |  | 109       |  | 187       | 
|The commitments fall due as follows:         |           |  |           |  |           |  |           |  |           |  |           | 
|Within 1 year                                | 82        |  | 17        |  | 65        |  | 71        |  | 10        |  | 61        | 
|Later than 1 year but not later than 5 years | 125       |  | 59        |  | 66        |  | 117       |  | 25        |  | 92        | 
|Later than 5 years                           | 313       |  | 133       |  | 180       |  | 108       |  | 74        |  | 34        | 
|                                             |           |  |           |  |           |  |           |  |           |  |           | 
|                                             | 520       |  | 209       |  | 311       |  | 296       |  | 109       |  | 187       | 
|                                             |           |  |           |  |           |  |           |  |           |  |           | 

|(a) | All leased land is classified as operating leases.
|--- | --------------------------------------------------
|   

|                                      | € million |  | € million | 
|------------------------------------- | --------- |  | --------- | 
|Long-term operating lease commitments | 2007      |  | 2006      | 
|                                      |           |  |           | 
|Land and buildings                    | 1 328     |  | 1 257     | 
|Plant and machinery                   | 335       |  | 360       | 
|                                      |           |  |           | 
|                                      | 1 663     |  | 1 617     | 
|                                      |           |  |           | 
|                                      |           |  |           | 

|                                                          | € million |  | € million |  | € million |  | € million | 
|--------------------------------------------------------- | --------- |  | --------- |  | --------- |  | --------- | 
|                                                          |           |  |           |  | Other     |  | Other     | 
|                                                          | Operating |  | Operating |  | commit-   |  | commit-   | 
|                                                          | leases    |  | leases    |  | ments     |  | ments     | 
|Operating lease and other commitments fall due as follows | 2007      |  | 2006      |  | 2007      |  | 2006      | 
|                                                          |           |  |           |  |           |  |           | 
|Within 1 year                                             | 363       |  | 342       |  | 646       |  | 471       | 
|Later than 1 year but not later than 5 years              | 859       |  | 875       |  | 955       |  | 781       | 
|Later than 5 years                                        | 441       |  | 400       |  | 152       |  | 528       | 
|                                                          |           |  |           |  |           |  |           | 
|                                                          | 1 663     |  | 1 617     |  | 1 753     |  | 1 780     | 
|                                                          |           |  |           |  |           |  |           | 

The Group has sublet part of the leased properties under operating leases. Future minimum sublease payments are not significant.

Other commitments principally comprise commitments under contracts to purchase materials and services. They do not include commitments for capital expenditure, which are reported in note 10 on page 88.

The estimated total of our contingent liabilities at 31 December 2007 was €430 million (2006: €439 million). The principal components of the contingent liabilities relate to legal proceedings, obligations arising under
environmental legislation. Guarantees issued by group companies at 31 December 2007 amounted to some €81 million (2006: €105 million), Included in this are discounted trade bills with value of €4 million (2006: €23 million). No individual contingent
liability is significant. The fair value of guarantees is not material in either 2007 or 2006.

We are not involved in any legal or arbitration proceedings which might lead to material loss or expenditure in the context of the Group results. Similarly we do not have any material obligations under environmental
legislation. None of our Directors or Officers is involved in any legal proceedings which are material as aforesaid. Nonetheless, we give further information on pages 10 and 11 about certain current legal proceedings.



|112 | UnileverAnnual
        Report on Form 20-F 2007
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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

26 Acquisitions and disposals

2007During 2007 we purchased minority interests in subsidiary companies in Greece and India. We invested in a new venture fund, Physic Ventures, which is accounted for as an associate, and made additional investments in
two other venture companies, Spa and Salon International Limited and Langholm Capital, both of which are accounted for as associates.

With effect from 1 October 2007, Unilever and Remgro Ltd. reached agreement to reorganise their respective shareholdings in the Unilever businesses in South Africa and Israel. In the reorganised shareholding Unilever
has a majority share in a single South African business and fully owns the Unilever Israel foods and home and personal care business. As a result of this transaction, Unilever has reported a profit on disposal of  €214 million and goodwill of €168
million.

On 1 January 2007, Unilever completed the restructuring of its Portuguese businesses. The result of the reorganisation is that Unilever now has a 55% share of the combined Portuguese entity, called Unilever
Jerónimo Martins. The combined business includes the foods and home and personal care businesses. The remaining 45% interest is held by Jerónimo Martins Group. The structure of the agreement is such that there is joint control of the
newly formed entity and so it is accounted for by Unilever as a joint venture.

Other disposals in 2007 included the sale of local Brazilian margarine brands. In addition, to further develop our healthy heart brand margarine,Becel, in Brazil we have established a joint venture with Perdigão. During 2007, we have also announced the disposal of Boursin to Le Groupe Bel for €400 million, and the disposal of Lawrys and Adolphs seasoning blends
and marinades business to McCormick and Company for US $605 million. Both will be effective during 2008. See note 33 on page 121 for further details. Furthermore, we announced plans to dispose of our North American laundry business, the process
for which is ongoing.

2006During 2006 we purchased minority interests in subsidiary companies in Greece and Algeria, trademarks in Czech Republic, distribution in Tunisia and Vashisti business in India. Also an additional investment into
Langholm Capital Partners Fund was made and classified as an acquisition of associates (see note 11 on page 90).

On 3 November 2006, Unilever announced that it had reached a final agreement with Permira Funds to sell the majority of its European frozen foods business for €1.7 billion. The Unilever businesses being sold in this
transaction include the frozen foods operations in Austria, Belgium, France, Germany, Ireland, Netherlands, Portugal and the United Kingdom.

Other disposals in 2006 wereMora in the Netherlands and Belgium, Finesse in the US, Canada and Sweden, Friol in Italy and Nihar and tea plantations in India.

2005The principal disposals in 2005 were Unilever Cosmetics International across the world, Stanton Oil in the UK and Ireland, Dextro in various countries in Europe, Opal in Peru, Karo and Knax in Mexico, spreads and
cooking products in Australia and New Zealand, Crispa, Mentadent, Marmite, Bovril and Maizena in South Africa, frozen pizza in Austria, Biopon in Hungary and tea plantations in India.

In March 2005 Unilever restructured its Portuguese foods business. Before the restructuring Unilever Portugal held an interest in FIMA/VG Distribuição de Produtos Alimentares, Lda. (FIMA) foods
business, a joint venture with Jerónimo Martins Group, in addition to its wholly owned Bestfoods business acquired in 2000. As a result of the transaction the two foods businesses  FIMA and Unilever Bestfoods Portugal  were
unified and the joint venture stakes were re-balanced so that Unilever holds 49% of the combined foods business and Jerónimo Martins Group 51%. During 2006, Unilever signed an agreement with Jerónimo Martins to restructure the
ownership of the Portuguese operations effective 1 January 2007.

|                                                                             | € million |   | € million |   | € million |  
|---------------------------------------------------------------------------- | --------- | - | --------- | - | --------- | -
|Disposals                                                                    | 2007      |   | 2006      |   | 2005      |  
|                                                                             |           |   |           |   |           |  
|Goodwill and intangible assets                                               | 5         |   | 1         |   | 150       |  
|Other non-current assets                                                     | 44        |   | 242       |   | 78        |  
|Current assets                                                               | 117       |   | 354       |   | 207       |  
|Trade creditors and other payables                                           | (48       | ) | (157      | ) | (106      | )
|Provisions for liabilities and charges                                       | (34       | ) | (91       | ) | (15       | )
|Minority interest                                                            | 71        |   |          |   | (1        | )
|                                                                             |           |   |           |   |           |  
|Net assets sold                                                              | 155       |   | 349       |   | 313       |  
|(Gain)/loss on recycling of currency retranslation on disposal               | (1        | ) |          |   | (5        | )
|Profit on sale attributable to Unilever                                      | 399       |   | 1 528     |   | 655       |  
|                                                                             |           |   |           |   |           |  
|Consideration(a)                                                             | 553       |   | 1 877     |   | 963       |  
|                                                                             |           |   |           |   |           |  
|Cash                                                                         | 168       |   | 1 870     |   | 845       |  
|Cash balances of businesses sold                                             | (4        | ) |          |   | (17       | )
|Financial assets, cash deposits and financial liabilities of businesses sold | 113       |   | (5        | ) | 8         |  
|Non-cash items and deferred consideration(a)                                 | 276       |   | 12        |   | 26        |  
|Payment received in prior year                                               |          |   |          |   | 101       |  
|                                                                             |           |   |           |   |           |  

|(a) | For 2007, includes €214 million fair value economic swap in South Africa.
|--- | -------------------------------------------------------------------------

The results of disposed businesses are included in the consolidated accounts up to their date of disposal.



|UnileverAnnual
        Report on Form 20-F 2007 | 113
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|                                                         
|---------------------------------------------------------
|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

26 Acquisitions and disposals(continued)

The following table sets out the effect of acquisitions in 2007, 2006 and 2005 on the consolidated balance sheet. The fair values currently established for all acquisitions made in 2007 are provisional. The goodwill
arising on these transactions has been capitalised and is subject to an annual review for impairment (or more frequently if necessary) in accordance with our accounting policies as set out in note 1 on page 72. Any impairment is charged to the
income statement as it arises. Detailed information relating to goodwill is given in note 9 on pages 86 and 87.

|                                 | € million |  | € million |  | € million | 
|-------------------------------- | --------- |  | --------- |  | --------- | 
|Acquisitions                     | 2007      |  | 2006      |  | 2005      | 
|                                 |           |  |           |  |           | 
|Net assets acquired              | 94        |  | 42        |  | 7         | 
|Goodwill arising in subsidiaries | 334       |  | 60        |  | 13        | 
|                                 |           |  |           |  |           | 
|Consideration                    | 428       |  | 102       |  | 20        | 
|                                 |           |  |           |  |           | 

Consideration consisted of €214 million cash, principally relating to acquisitions of minority interest, and €214
million fair value economic swap in South Africa.

27 Assets held for sale and discontinued operations

Included under this heading are the results of the majority of Unilevers European frozen foods businesses following the sale to Permira Funds in November 2006 and Unilever Cosmetics International (UCI) following
the sale of this business to Coty Inc. in July 2005.

An analysis of the result of discontinued operations, and the result recognised on disposal of discontinued operations is as follows:

|                                                      | € million |   | € million |   | € million |  
|----------------------------------------------------- | --------- | - | --------- | - | --------- | -
|Income statement of discontinued operations           | 2007      |   | 2006      |   | 2005      |  
|                                                      |           |   |           |   |           |  
|Turnover                                              |          |   | 1 033     |   | 1 501     |  
|Expenses                                              |          |   | (863      | ) | (1 253    | )
|                                                      |           |   |           |   |           |  
|Operating profit                                      |          |   | 170       |   | 248       |  
|Net finance costs                                     |          |   | (3        | ) | (6        | )
|                                                      |           |   |           |   |           |  
|Profit before tax                                     |          |   | 167       |   | 242       |  
|Taxation                                              |          |   | (25       | ) | (72       | )
|                                                      |           |   |           |   |           |  
|Profit after taxation                                 |          |   | 142       |   | 170       |  
|                                                      |           |   |           |   |           |  
|Gain/(loss) on disposal of discontinued operations(a) | 89        |   | 1 349     |   | 513       |  
|Recycling of currency retranslation upon disposal     |          |   |          |   | 5         |  
|Taxation arising on disposal                          | (9        | ) | (161      | ) | (48       | )
|                                                      |           |   |           |   |           |  
|Gain/(loss) after taxation on disposal                | 80        |   | 1 188     |   | 470       |  
|                                                      |           |   |           |   |           |  
|Net profit from discontinued operations               | 80        |   | 1 330     |   | 640       |  
|                                                      |           |   |           |   |           |  

|(a) | In 2007, a one-off gain of €50
million was recognised for future performance based consideration from the sale
of UCI.
|--- | ----------------------------------------------------------------------------------------------------------------------
|   

|                                            | €million |  | €million |  | €million | 
|------------------------------------------- | -------- |  | -------- |  | -------- | 
|Segment analysis of discontinued operations | 2007     |  | 2006     |  | 2005     | 
|                                            |          |  |          |  |          | 
|Turnover                                    |          |  |          |  |          | 
|Europe                                      |         |  | 1 033    |  | 1 397    | 
|The Americas                                |         |  |         |  | 102      | 
|Asia Africa                                 |         |  |         |  | 2        | 
|                                            |          |  |          |  |          | 
|                                            |         |  | 1 033    |  | 1 501    | 
|                                            |          |  |          |  |          | 
|Foods                                       |         |  | 1 033    |  | 1 271    | 
|Personal care                               |         |  |         |  | 230      | 
|                                            |          |  |          |  |          | 
|                                            |         |  | 1 033    |  | 1 501    | 
|                                            |          |  |          |  |          | 
|Operating profit                            |          |  |          |  |          | 
|Europe                                      |         |  | 170      |  | 227      | 
|The Americas                                |         |  |         |  | 20       | 
|Asia Africa                                 |         |  |         |  | 1        | 
|                                            |          |  |          |  |          | 
|                                            |         |  | 170      |  | 248      | 
|                                            |          |  |          |  |          | 
|Foods                                       |         |  | 164      |  | 226      | 
|Personal care                               |         |  | 6        |  | 22       | 
|                                            |          |  |          |  |          | 
|                                            |         |  | 170      |  | 248      | 
|                                            |          |  |          |  |          | 



|114 | UnileverAnnual
        Report on Form 20-F 2007
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|                                                       
|-------------------------------------------------------
|                                                       
|Financial statements continued                         
|                                                       
|                                                       
|Notes to the consolidated
      accounts Unilever Group
|                                                       

27 Assets held for sale
  and discontinued operations(continued)

|                                                             | € million |   | € million |   | € million |  
|------------------------------------------------------------ | --------- | - | --------- | - | --------- | -
|Summary
      cash flow statement of discontinued operations | 2007      |   | 2006      |   | 2005      |  
|                                                             |           |   |           |   |           |  
|Net cash flow from/(used in)
      operating activities      | (4        | ) | 79        |   | 62        |  
|Net cash flow from/(used in)
      investing activities      | 80        |   | 1 618     |   | 621       |  
|Net cash flow from/(used in)
      financing activities      |          |   | (1        | ) | (4        | )
|                                                             |           |   |           |   |           |  
|Net increase/(decrease) in
      cash and cash equivalents   | 76        |   | 1 696     |   | 679       |  
|                                                             |           |   |           |   |           |  

|                                                                                          
|------------------------------------------------------------------------------------------
|The most significant items
      included as assets held for sale at 31 December 2007 are:
|•                                                                                         
|•                                                                                         
|•                                                                                         

In 2006, various non-current assets were classified as held for sale.

|                                         | € million |  | € million | 
|---------------------------------------- | --------- |  | --------- | 
|Assets classified
      as held for sale | 2007      |  | 2006      | 
|                                         |           |  |           | 
|Disposal groups held for
      sale      |           |  |           | 
|Property, plant and equipment            | 66        |  |          | 
|Inventories                              | 83        |  |          | 
|Trade and other receivables              | 4         |  |          | 
|                                         |           |  |           | 
|                                         | 153       |  |          | 
|                                         |           |  |           | 
|Non-current assets held
      for sale   |           |  |           | 
|Property, plant and equipment            | 6         |  | 14        | 
|                                         |           |  |           | 
|                                         | 6         |  | 14        | 
|                                         |           |  |           | 
|                                         |           |  |           | 
|                                         |           |  |           | 

|                                                                        | € million |   | € million | 
|----------------------------------------------------------------------- | --------- | - | --------- | 
|Liabilities
      classified as held for sale (part of disposal groups) | 2007      |   | 2006      | 
|                                                                        |           |   |           | 
|Trade payables and other liabilities                                    | (10       | ) |          | 
|Deferred taxation                                                       | (3        | ) |          | 
|                                                                        |           |   |           | 
|                                                                        | (13       | ) |          | 
|                                                                        |           |   |           | 

Total assets at 31 December 2007 are included
  in the geographical segments as follows: Europe €31 million; The Americas
  €127 million; and Asia Africa €1 million.



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|                                                       
|-------------------------------------------------------
|                                                       
|Financial statements continued                         
|                                                       
|                                                       
|Notes to the consolidated
      accounts Unilever Group
|                                                       

28 Reconciliation
  of net profit to cash flow from operating activities

|                                                                                                     |  | € million |   | € million |   | € million |  
|---------------------------------------------------------------------------------------------------- |  | --------- | - | --------- | - | --------- | -
|Cash flow
      from operating activities                                                            |  | 2007      |   | 2006      |   | 2005      |  
|                                                                                                     |  |           |   |           |   |           |  
|Net profit                                                                                           |  | 4 136     |   | 5 015     |   | 3 975     |  
|Taxation                                                                                             |  | 1 137     |   | 1 332     |   | 1 301     |  
|Share of net profit of joint
      ventures/associates and other income from non-current investments |  | (191      | ) | (144      | ) | (55       | )
|Net finance costs:                                                                                   |  | 252       |   | 725       |   | 618       |  
|                                                                                                     |  |           |   |           |   |           |  
|Finance
      income                                                                                 |  | (147      | ) | (138      | ) | (130      | )
|Finance
      cost                                                                                   |  | 550       |   | 602       |   | 693       |  
|Preference
      shares provision                                                                    |  | 7         |   | 300       |   |          |  
|Pensions
      and similar obligations                                                               |  | (158      | ) | (39       | ) | 55        |  
|                                                                                                     |  |           |   |           |   |           |  
|                                                                                                     |  |           |   |           |   |           |  
|Operating profit (continuing
      and discontinued operations)                                      |  | 5 334     |   | 6 928     |   | 5 839     |  
|Depreciation, amortisation
      and impairment                                                      |  | 943       |   | 982       |   | 1 274     |  
|Changes in working capital:                                                                          |  | 27        |   | 87        |   | 193       |  
|                                                                                                     |  |           |   |           |   |           |  
|Inventories                                                                                          |  | (333      | ) | (156      | ) | (153      | )
|Trade
      and other current receivables                                                            |  | (43       | ) | (172      | ) | (36       | )
|Trade
      payables and other current liabilities                                                   |  | 403       |   | 415       |   | 382       |  
|                                                                                                     |  |           |   |           |   |           |  
|Pensions and similar provisions
      less payments                                                  |  | (910      | ) | (1 038    | ) | (532      | )
|Provisions less payments                                                                             |  | 145       |   | 107       |   | (230      | )
|Elimination of (profits)/losses
      on disposals                                                   |  | (459      | ) | (1 620    | ) | (789      | )
|Non-cash charge for share-based
      compensation                                                   |  | 118       |   | 120       |   | 192       |  
|Other adjustments                                                                                    |  | (10       | ) | 8         |   | (23       | )
|                                                                                                     |  |           |   |           |   |           |  
|Cash flow from operating activities                                                                  |  | 5 188     |   | 5 574     |   | 5 924     |  
|                                                                                                     |  |           |   |           |   |           |  

The cash flows of pension funds (other than contributions and other direct payments made by the Group in respect of pensions and similar obligations) are not included in the Group cash flow statement.

Major non-cash transactionsDuring 2006 the Group took a provision
  of €300 million for possible compensation payments relating to the 2005
  conversion of preference shares, issued by Unilever N.V. in 1999. See note 19
  on page 102 for further details.

During 2007 the Group entered into new finance
  lease arrangements in respect of equipment with a capital value at inception
  of the lease of €51 million (2006: €51 million). In addition a lease
  for €181 million related to the sale and leaseback transaction carried
  out for the head office building in UK was signed during 2007.

On 15 February 2005 €1 129 million of
  treasury stock was used in the conversion of the €0.05 preference shares into
  ordinary NV shares.



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|                                                       
|-------------------------------------------------------
|                                                       
|Financial statements continued                         
|                                                       
|                                                       
|Notes to the consolidated
      accounts Unilever Group
|                                                       

29 Share-based
  compensation plans

As at 31 December 2007, the Group had share-based compensation plans in the form of Share Option Plans, Performance Share Plans, and Other Plans.

The numbers in this note include those for Executive Directors shown in the report of the Remuneration Committee on pages 49 to 61 and those for key management personnel shown in note 31 on page 120. No awards were
made to Executive Directors in 2005, 2006 and 2007 under the North America Performance Share Programme, the Restricted Share Plan or the cash-settled share-based retention plan. Non-Executive Directors do not participate in any of the share-based
compensation plans.

The economic fair value of the awards is calculated using option pricing models and the resulting cost is recognised as remuneration cost amortised over the vesting period of the grant.

Disclosures, including a description of the method and significant assumptions used to estimate the fair values of options and the weighted average information, are given below for each type of plan, for NV, PLC and
New York shares on a combined basis.

Unilever will not grant share options in total in respect of Executive Option Plans for more than 5% of its issued ordinary capital, and for all Plans together, for more than 10% of its issued ordinary capital. The
Board does not apportion these limits to each plan separately.

The actual remuneration cost charged in each period is shown below, and relates almost wholly to equity settled plans:

|                              | € million |   | € million |   | € million |  
|----------------------------- | --------- | - | --------- | - | --------- | -
|Income statement
      charge | 2007      |   | 2006      |   | 2005      |  
|                              |           |   |           |   |           |  
|Share option plans            | (16       | ) | (41       | ) | (76       | )
|Performance share plans       | (103      | ) | (48       | ) | (78       | )
|Other plans(a)                | (33       | ) | (31       | ) | (38       | )
|                              |           |   |           |   |           |  
|                              | (152      | ) | (120      | ) | (192      | )
|                              |           |   |           |   |           |  

|    |                                                                                                                                                                   
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(a) | The Group also provides a Share Matching
      Plan, a Restricted Share Plan, TSR-LTIP (no awards after 2006) and a cash-settled
      share-based retention plan.

(i) Share Option PlansUnilever has All-Employee Share Option
  Plans in 15 countries: Austria, Belgium, Denmark, Finland, France, Germany,
  Ireland, Italy, the Netherlands, Portugal, Spain, Sweden and Switzerland, and
  with a share save element in South Africa and the United Kingdom. Generally
  the vesting periods range between three and five years and the maximum term
  is five years.

Under the Executive Option Plans options are granted to key employees of the Group on a discretionary basis. The exercise price is the market price at the date of grant. The options become exercisable after a
three-year period from the date of grant and have a maximum term of ten years. In view of the introduction of the Global Performance Share Plan in 2005, no further grants were made under the Executive Option Plans after 2005. The plans consist of
the NV, the PLC Plans and the North America Programme which is covered by the Unilever North America 2002 Omnibus Equity Compensation Plan.

The fair value per option is estimated using the Black-Scholes option pricing method. The expected option terms are based on historic data. Figures for expected volatility are set with regard to historic volatility
over the last six years. The expected dividend yield is based on the dividend yield in the year of grant. Forfeiture rates are set annually with regard to historic forfeiture rates.

Managers working in India can participate in
  an Executive Option Plan relating to Hindustan Unilever Limiteds shares.
  As these are neither NV nor PLC shares, no figures for this plan are disclosed
  in this note, but the fair value costs for 2007 were €1 million (2006:
  €1 million; 2005: €2 million) and are included in the costs of share
  option plans in the table above.

A summary of the status of the All-Employee and Executive Option Plans as at 31 December 2007, 2006 and 2005 and changes during the years ended on these dates is presented below:

|                           |  |             |   | 2007     |  |             |   | 2006     |  |             |   | 2005     | 
|-------------------------- |  | ----------- | - | -------- |  | ----------- | - | -------- |  | ----------- | - | -------- | 
|                           |  |             |   | Weighted |  |             |   | Weighted |  |             |   | Weighted | 
|                           |  |             |   | average  |  |             |   | average  |  |             |   | average  | 
|                           |  | Number of   |   | exercise |  | Number of   |   | exercise |  | Number of   |   | exercise | 
|                           |  | options     |   | price    |  | options     |   | price    |  | options     |   | price    | 
|                           |  |             |   |          |  |             |   |          |  |             |   |          | 
|Outstanding at 1 January   |  | 96 296 565  |   | €17.58   |  | 114 772 471 |   | €18.33   |  | 128 972 689 |   | €18.28   | 
|Granted                    |  | 2 626 506   |   | €22.10   |  | 4 356 278   |   | €17.65   |  | 5 878 792   |   | €17.53   | 
|Exercised                  |  | (33 535 234 | ) | €17.53   |  | (14 380 347 | ) | €16.87   |  | (9 464 155  | ) | €15.42   | 
|Forfeited                  |  | (3 877 793  | ) | €18.75   |  | (5 171 316  | ) | €19.57   |  | (9 045 452  | ) | €19.13   | 
|Expired                    |  | (2 815 087  | ) | €22.01   |  | (3 280 521  | ) | €21.22   |  | (1 569 403  | ) | €17.93   | 
|                           |  |             |   |          |  |             |   |          |  |             |   |          | 
|Outstanding at 31 December |  | 58 694 957  |   | €17.53   |  | 96 296 565  |   | €18.35   |  | 114 772 471 |   | €18.42   | 
|                           |  |             |   |          |  |             |   |          |  |             |   |          | 
|Exercisable at 31 December |  | 47 975 809  |   | €17.35   |  | 71 189 331  |   | €18.57   |  | 66 586 233  |   | €18.65   | 
|                           |  |             |   |          |  |             |   |          |  |             |   |          | 

The weighted average market price of the shares
  at the time of exercise was €23.02 (2006: €19.68; 2005: €18.66).



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|                                                 
|-------------------------------------------------
|                                                 
|Financial statements continued                   
|                                                 
|                                                 
|Notes to the consolidated accounts Unilever Group
|                                                 

29 Share-based compensation plans(continued)

|                         | 2007      |  | 2006      |  | 2005      | 
|------------------------ | --------- |  | --------- |  | --------- | 
|                         |           |  |           |  |           | 
|Option value information |           |  |           |  |           | 
|Fair value per option    | €4.33     |  | €3.10     |  | €3.12     | 
|Valuation assumptions:   |           |  |           |  |           | 
|Expected option term     | 3.5 years |  | 3.5 years |  | 3.9 years | 
|Expected volatility      | 27.5%     |  | 27.5%     |  | 27.5%     | 
|Expected dividend yield  | 3.2%      |  | 3.8%      |  | 3.6%      | 
|Risk-free interest rate  | 4.6%      |  | 3.8%      |  | 3.1%      | 
|                         |           |  |           |  |           | 

The exercise prices and remaining life of the All-Employee and Executive Option Plans as at 31 December 2007 are as follows:

|                 | Options outstanding |  |                   |  | Options exercisable | 
|---------------- | ------------------- |  | ----------------- |  | ------------------- | 
|                 |                     |  |                   |  |                     | 
|                 | Number              |  | Weighted          |  |                     | 
|Range of         | outstanding at      |  | average remaining |  | Weighted average    | 
|exercise prices  | 31 December 2007    |  | contractual life  |  | exercise price      | 
|                 |                     |  |                   |  |                     | 
|€8.41
   €11.70 | 1 681 642           |  | 3 years           |  | €10.98              | 
|€12.40
  €16.97 | 18 327 615          |  | 4 years           |  | €14.87              | 
|€17.00
  €24.66 | 38 685 700          |  | 4 years           |  | €19.07              | 
|                 |                     |  |                   |  |                     | 

(ii) Performance Share PlansThe
Global Performance Share Plan (GPSP) was introduced in 2005. Under this plan,
managers can be awarded conditional shares which will vest three years later
at a level between 0% and 150% (for middle management) or 200% (for higher executives)
depending on Unilevers achievement of set targets for Underlying Sales
Growth and Ungeared Free Cash Flow over the three-year performance period. The
amount to be paid by participants to obtain the shares at
vesting is zero.

In 2007 we introduced the Leadership Performance Share Plan (LPSP) under the Global Share Incentive Plan (GSIP) rules. The structure of this Plan is comparable to the GPSP but the Plan has an additional third
performance condition which is based on TSR ranking over the three year period.

North American managers participate in the North American Performance Share Programme, introduced in 2001, that awards Unilever shares if North American company performance targets are met over a three-year period. The
amount to be paid to the company by participants to obtain the shares at vesting is zero.

A summary of the status of the Performance Share Plans as at 31 December 2007, 2006 and 2005 and changes during the years ended on these dates is presented below:

|                              | 2007       |   | 2006       |   | 2005       |  
|----------------------------- | ---------- | - | ---------- | - | ---------- | -
|                              | Number of  |   | Number of  |   | Number of  |  
|                              | shares     |   | shares     |   | shares     |  
|                              |            |   |            |   |            |  
|Outstanding at 1 January      | 15 270 180 |   | 13 286 992 |   | 10 749 007 |  
|Awarded                       | 6 209 781  |   | 6 162 489  |   | 6 514 252  |  
|Vested                        | (3 465 990 | ) | (3 057 630 | ) | (3 510 939 | )
|Forfeited                     | (1 170 202 | ) | (1 121 671 | ) | (465 328   | )
|                              |            |   |            |   |            |  
|Outstanding at 31 December    | 16 843 769 |   | 15 270 180 |   | 13 286 992 |  
|                              |            |   |            |   |            |  
|Exercisable at 31 December    |           |   |           |   |           |  
|                              |            |   |            |   |            |  
|                              |            |   |            |   |            |  
|                              | 2007       |   | 2006       |   | 2005       |  
|                              |            |   |            |   |            |  
|Share award value information |            |   |            |   |            |  
|Fair value per share award    | €19.06     |   | €17.22     |   | €17.26     |  
|                              |            |   |            |   |            |  



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|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

29 Share-based compensation plans(continued)

Additional informationAs a result of the share-based compensation plans for employees, we are exposed to movements in our own share price. We take a flexible approach to the buying of shares to meet these obligations, not automatically
buying shares at grant. In 2001, we entered into a contract with a bank for the forward purchase of Unilever shares. This contract was terminated in March 2006.

At 31 December 2007, there were options outstanding to purchase 61 579 485 (2006: 88 937 770) ordinary shares in NV or PLC in respect of share-based compensation plans of NV and its subsidiaries and the North American
plans, and 18 296 234 (2006: 29 315 519) ordinary shares in NV or PLC in respect of share-based compensation plans of PLC and its subsidiaries.

To satisfy the options granted, certain NV
  group companies hold 68 011 392 (2006: 91 935 752) ordinary shares of NV or
  PLC, and trusts in Jersey and the United Kingdom hold 10 920 385 (2006: 16 678
  871) PLC shares. The trustees of these trusts have agreed, until further notice,
  to waive dividends on these shares, save for the nominal sum of 0.01p per 31/9p
  ordinary share. Shares acquired during 2007 represent 0.2% of the Groups
  called up capital. The balance at 31 December 2007 was 2.6% (2006: 3.6%).

The book value of €1 305 million (2006: €1 836 million) of all shares held in respect of share-based compensation plans for both NV and PLC is eliminated on consolidation by deduction from other reserves (see note 23 on
page 110). Their market value at 31 December 2007 was  €2 008 million (2006: €2 279 million).

At 31 December 2007 the exercise price of nil (2006: 14 989 001) NV and PLC options were above the market price of the shares.

Shares held to satisfy options are accounted for in accordance with IAS 32 and SIC 12. All differences between the purchase price of the shares held to satisfy options granted and the proceeds received for the shares,
whether on exercise or lapse, are charged to reserves. In 2007 this includes €nil million (2006: €7 million) for shares held to meet options expiring in the short term which are priced above market value. The basis of the charge to operating profit
for the economic value of options granted is discussed on page 117.

Obligations over the following number of shares were granted, exercised, forfeited or expired between 31 December 2007 and 1 March 2008.

|                        | Number of shares | 
|----------------------- | ---------------- | 
|                        |                  | 
|                        |                  | 
|                        | Granted          | 
|                        |                  | 
|Share Option Plans      |                 | 
|Performance Share Plans |                 | 
|                        |                  | 



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|                                                         
|Financial statements continued                           
|                                                         
|                                                         
|Notes to the consolidated
        accounts Unilever Group
|                                                         

30 Related party transactions

The following related party balances existed with associate or joint venture businesses at 31 December:

|                                                        | € million |   | € million |  
|------------------------------------------------------- | --------- | - | --------- | -
|Related party balances                                  | 2007      |   | 2006      |  
|                                                        |           |   |           |  
|Trading and other balances due (to)/from joint ventures | 157       |   | 93        |  
|Trading balances due (to)/from associates               | (21       | ) | (14       | )
|                                                        |           |   |           |  

Joint venturesAs discussed in note 26 on page 113, Unilever completed the restructuring of its Portuguese business as at 1 January 2007. Balances owed by/(to) FIMA and PLI at 31 December 2007 were €258 million and €(101) million
(2006: €91 million and €2 million) respectively.

AssociatesFollowing the sale of DiverseyLever, our institutional and industrial cleaning business, to Johnson Professional Holdings Inc. in 2002, Unilever has a one-third equity stake in the combined JohnsonDiversey business,
with an option to exit the business from 2007. This option had a fair value of zero at 31 December 2007 and 31 December 2006. At 31 December 2007 the outstanding balance payable to JohnsonDiversey Holdings Inc. was €21 million (2006: €14 million).
Sales agency fees to JohnsonDiversey were incurred of approximately €67 million in 2007 (2006: €68 million; 2005: €76 million).

Langholm Capital Partners invests in private European companies with above-average longer-term growth prospects. It has invested in: Lumene OY, a Finnish personal care business specialising in natural personal care for
fair skins in harsh climates; Dorset Cereals, a UK manufacturer of cereal products aimed at the healthy eating and luxury niche of the cereals market; Just Retirement, a specialist financial services company based in the UK, providing customised
retirement solution for those in and approaching retirement, and Elvi, a UK retailer of plus-size womens clothing. During 2007 Langholm placed 30 million shares of the Langholm Funds remaining shares in Just Retirement. As a result of
sale of shares, Langholm returned €47 million to Unilever. Langholm remains a majority shareholder of Just Retirement. To build business opportunities that fit our core business interests in Foods and Home and Personal Care, we have committed €97
million to Langholm Capital Partners on a total of €242 million funds raised. At 31 December 2007, the outstanding balance with Langholm Capital Partners was €36 million (2006: €45 million).

Other related partiesIn September 2006 Harish Manwani, President Asia Africa and a member of the Unilever Executive Team, and his wife purchased an apartment from Hindustan Lever Limited (now Hindustan Unilever Limited), a group company
ultimately owned by PLC, for Rs.118 million ( €2 042 255). The purchase was made at full market value via an open bidding/tendering process managed by independent property consultants.

31 Key management personnel

Key management personnel are defined as the members of UEx together with the Non-Executive Directors.

|                                           | € million |   | € million |   | € million |  
|------------------------------------------ | --------- | - | --------- | - | --------- | -
|Key management compensation                | 2007      |   | 2006      |   | 2005      |  
|                                           |           |   |           |   |           |  
|Salaries and short-term employee benefits  | (19       | ) | (14       | ) | (13       | )
|Non-Executive Directors fees              | (2        | ) | (1        | ) | (1        | )
|Post-employment benefits                   | (2        | ) | (3        | ) | (4        | )
|Other long-term benefits (all share-based) | (2        | ) | (2        | ) | (1        | )
|Termination payments                       |          |   |          |   | (1        | )
|                                           |           |   |           |   |           |  
|                                           | (25       | ) | (20       | ) | (20       | )
|                                           |           |   |           |   |           |  
|Of which:                                  |           |   |           |   |           |  
|Executive Directors                        | (12       | ) | (11       | ) | (16       | )
|Non-Executive Directors                    | (2        | ) | (1        | ) | (1        | )
|Other                                      | (11       | ) | (8        | ) | (3        | )
|                                           |           |   |           |   |           |  
|                                           | (25       | ) | (20       | ) | (20       | )
|                                           |           |   |           |   |           |  

Details of the remuneration of Directors are given in the auditable part of the report of the Remuneration Committee as defined on page 49. See also note 30 above for information on related party
transactions.



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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements
      continued                        
|                                                            
|                                                            
|Notes to the consolidated
      accountsUnilever
      Group
|                                                            

32 Remuneration of auditors

|                            | €
      million |   | € million |   | € million |  
|--------------------------- | --------------- | - | --------- | - | --------- | -
|                            | 2007            |   | 2006      |   | 2005      |  
|                            |                 |   |           |   |           |  
|Audit fees(a)               | (20             | ) | (24       | ) | (14       | )
|Audit-related
      fees(b) | (2              | ) | (3        | ) | (3        | )
|Tax fees                    | (2              | ) | (2        | ) | (3        | )
|All other fees              | (1              | ) | (1        | ) | (2        | )
|                            |                 |   |           |   |           |  

|(a) | Excludes €(1) million of out of pocket expenses and €(1) million fees paid in respect of services supplied for associated pension schemes.                
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | Includes other audit services which comprises audit and similar work that regulations or agreements with third parties requires the auditors to undertake.

33 Events after the balance sheet date

Effective 1 January 2008, Unilever and PepsiCo have entered into an expanded international partnership for the marketing and distribution on ready-to-drink tea products under theLiptonbrand. The new agreement adds 11 counties to the partnerships existingLiptonready-to drink
tea business  eight in Europe (Germany, Italy, France, Netherlands, Switzerland, Austria, Belgium and Portugal) as well as Korea, Taiwan and South Africa.

On 5 November 2007, Unilever announced the disposal of Boursin to Le Groupe Bel for €400 million. The sale was effective on 3 January 2008.

On 4 February 2008, we announced that we had reached an agreement to acquire the leading Russian ice cream business Inmarko, for an undisclosed amount. The deal is subject to regulatory approval and is expected to be
completed in the first half of 2008.

On 11 February 2008, Unilever announced a share buy-back programme for at least €1.5 billion for 2008.

On 21 February 2008, Unilever launched a bond composed of two tranches; i) CHF250 million fixed rate bond which will mature in four years, and ii) CHF 350 million fixed rate bond
which will mature in seven years. Completion is expected in late March 2008.

On 28 February 2008 Unilever announced a number of changes affecting its organisation. As a further extension of the One Unilever programme, Foods and Home and Personal Care will be combined into a single category
structure. To reflect our strategic focus on growth in developing markets, operations in Central and Eastern Europe will be managed as part of an enlarged region comprising Asia, Africa and Central and Eastern Europe, with Western Europe becoming a
separate region.

A number of Board and senior executive changes were announced simultaneously. Kees van der Graaf will step down from the Boards of Unilever and from his role as President Europe at the AGMs on 14 and 15 May 2008. Ralph
Kugler, President Home and Personal Care, will similarly step down at the AGMs. Harish Manwani, currently President Asia Africa, will lead the new expanded region. Doug Baillie, previously Chief Executive Officer of Hindustan Unilever, will join the
Unilever Executive as President Western Europe. The roles of President Home and Personal Care and President Foods will be merged under the leadership of Vindi Banga, currently President Foods.



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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements
      continued                        
|                                                            
|                                                            
|Notes to the consolidated
      accountsUnilever
      Group
|                                                            

34 Summarised presentation of the NV and PLC parts of the Group

NV and PLC and their group companies constitute a single reporting entity for the purposes of presenting consolidated accounts. The following supplemental information shows the consolidated income statement and balance
sheet of the Group analysed according to the relative legal ownership of individual entities by NV or PLC.

|                                                     | € million |   | € million |   | € million |   | € million |   | € million |   | € million |  
|---------------------------------------------------- | --------- | - | --------- | - | --------- | - | --------- | - | --------- | - | --------- | -
|                                                     | NV        |   | NV        |   | NV        |   | PLC       |   | PLC       |   | PLC       |  
|Income
      statementfor the year ended 31 December | 2007      |   | 2006      |   | 2005      |   | 2007      |   | 2006      |   | 2005      |  
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Continuing operations:                               |           |   |           |   |           |   |           |   |           |   |           |  
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Turnover                                             | 24 100    |   | 27 376    |   | 26 479    |   | 16 087    |   | 12 266    |   | 11 922    |  
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Operating
      profit                               | 2 891     |   | 3 608     |   | 3 552     |   | 2 354     |   | 1 800     |   | 1 522     |  
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Net finance costs                                    | (249      | ) | (686      | ) | (470      | ) | (3        | ) | (35       | ) | (143      | )
|Share in net profit of joint
      ventures          | 67        |   | 59        |   | 35        |   | 35        |   | 19        |   | 12        |  
|Share in net profit of associates                    | (2        | ) |          |   | (12       | ) | 52        |   | 36        |   | (13       | )
|Other income from non-current
      investments      | 27        |   | 13        |   | 20        |   | 12        |   | 17        |   | 13        |  
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Profit before
      taxation                         | 2 734     |   | 2 994     |   | 3 125     |   | 2 450     |   | 1 837     |   | 1 391     |  
|Taxation                                             | (601      | ) | (727      | ) | (774      | ) | (527      | ) | (419      | ) | (407      | )
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Net profit
      from continuing operations          | 2 133     |   | 2 267     |   | 2 351     |   | 1 923     |   | 1 418     |   | 984       |  
|Net profit from discontinued
      operations        | 71        |   | 836       |   | 455       |   | 9         |   | 494       |   | 185       |  
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Net profit                                           | 2 204     |   | 3 103     |   | 2 806     |   | 1 932     |   | 1 912     |   | 1 169     |  
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Attributable to:                                     |           |   |           |   |           |   |           |   |           |   |           |  
|Minority interest                                    | 41        |   | 66        |   | 57        |   | 207       |   | 204       |   | 152       |  
|Shareholders equity                                 | 2 163     |   | 3 037     |   | 2 749     |   | 1 725     |   | 1 708     |   | 1 017     |  
|                                                     |           |   |           |   |           |   |           |   |           |   |           |  

|                                                          |           |   |           |   |  |           |   |           |  
|--------------------------------------------------------- | --------- | - | --------- | - |  | --------- | - | --------- | -
|                                                          | € million |   | € million |   |  | € million |   | € million |  
|                                                          | NV        |   | NV        |   |  | PLC       |   | PLC       |  
|Balance
      sheetas at 31 December                      | 2007      |   | 2006      |   |  | 2007      |   | 2006      |  
|                                                          |           |   |           |   |  |           |   |           |  
|Goodwill and intangible assets                            | 11 873    |   | 12 569    |   |  | 4 882     |   | 4 637     |  
|Property, plant and equipment                             | 3 392     |   | 3 642     |   |  | 2 892     |   | 2 634     |  
|Pension asset for funded schemes
      in surplus         | 1 665     |   | 1 484     |   |  | 343       |   | 213       |  
|Deferred tax assets                                       | 757       |   | 755       |   |  | 246       |   | 511       |  
|Other non-current assets                                  | 844       |   | 723       |   |  | 480       |   | 403       |  
|                                                          |           |   |           |   |  |           |   |           |  
|Total non-current
      assets                            | 18 531    |   | 19 173    |   |  | 8 843     |   | 8 398     |  
|                                                          |           |   |           |   |  |           |   |           |  
|Inventories                                               | 2 206     |   | 2 141     |   |  | 1 688     |   | 1 655     |  
|Trade and other current receivables                       | 2 649     |   | 2 711     |   |  | 1 545     |   | 1 543     |  
|Cash and cash equivalents                                 | 732       |   | 565       |   |  | 366       |   | 474       |  
|Other financial assets                                    | 401       |   | 176       |   |  | 182       |   | 222       |  
|Assets held for sale                                      | 92        |   | 7         |   |  | 67        |   | 7         |  
|                                                          |           |   |           |   |  |           |   |           |  
|Total current
      assets                                | 6 080     |   | 5 600     |   |  | 3 848     |   | 3 901     |  
|                                                          |           |   |           |   |  |           |   |           |  
|Financial liabilities                                     | (3 354    | ) | (3 977    | ) |  | (812      | ) | (481      | )
|Trade payables and other current
      liabilities        | (5 376    | ) | (5 417    | ) |  | (3 036    | ) | (3 000    | )
|Provisions                                                | (687      | ) | (806      | ) |  | (281      | ) | (203      | )
|Liabilities associated with
      assets held for sale    | (11       | ) |          |   |  | (2        | ) |          |  
|                                                          |           |   |           |   |  |           |   |           |  
|Total current
      liabilities                           | (9 428    | ) | (10 200   | ) |  | (4 131    | ) | (3 684    | )
|                                                          |           |   |           |   |  |           |   |           |  
|Net current
      assets/(liabilities)                    | (3 348    | ) | (4 600    | ) |  | (283      | ) | 217       |  
|                                                          |           |   |           |   |  |           |   |           |  
|Total assets
      less current liabilities               | 15 183    |   | 14 573    |   |  | 8 560     |   | 8 615     |  
|                                                          |           |   |           |   |  |           |   |           |  
|                                                          |           |   |           |   |  |           |   |           |  
|Financial liabilities due after
      one year            | 4 169     |   | 3 216     |   |  | 1 314     |   | 1 161     |  
|Pension and post-retirement
      healthcare liabilities: |           |   |           |   |  |           |   |           |  
|Funded
      schemes in deficit                           | 619       |   | 465       |   |  | 208       |   | 914       |  
|Unfunded
      schemes                                    | 1 091     |   | 2 097     |   |  | 1 179     |   | 1 301     |  
|Provisions                                                | 560       |   | 674       |   |  | 134       |   | 152       |  
|Deferred tax liabilities                                  | 1 101     |   | 888       |   |  | 112       |   | 115       |  
|Other non-current liabilities                             | 264       |   | 203       |   |  | 173       |   | 330       |  
|                                                          |           |   |           |   |  |           |   |           |  
|Total non-current liabilities                             | 7 804     |   | 7 543     |   |  | 3 120     |   | 3 973     |  
|                                                          |           |   |           |   |  |           |   |           |  
|Intra-group  NV/PLC                                      | (858      | ) | (368      | ) |  | 858       |   | 368       |  
|Shareholders equity                                      | 8 173     |   | 7 360     |   |  | 4 214     |   | 3 870     |  
|Minority interests                                        | 64        |   | 38        |   |  | 368       |   | 404       |  
|                                                          |           |   |           |   |  |           |   |           |  
|Total equity                                              | 8 237     |   | 7 398     |   |  | 4 582     |   | 4 274     |  
|                                                          |           |   |           |   |  |           |   |           |  
|Total capital employed                                    | 15 183    |   | 14 573    |   |  | 8 560     |   | 8 615     |  
|                                                          |           |   |           |   |  |           |   |           |  



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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements
      continued                        
|                                                            
|                                                            
|Notes to the consolidated
      accountsUnilever
      Group
|                                                            

35 Guarantor statements

On 2 October 2000, NV and Unilever Capital
  Corporation (UCC) filed a US $15 billion Shelf registration, which is unconditionally
  and fully guaranteed, jointly and severally, by NV, PLC and Unilever United
  States, Inc. (UNUS). Of the US $15 billion Shelf registration, US $2.75
  billion of Notes were outstanding at 31 December 2007 (2006: US $2.75 billion;
  2005: US $2.75 billion) with coupons ranging from 5.90% to 7.125%. These
  Notes are repayable between 1 November 2010 and 15 November 2032.

Provided below are the income statements, cash flow statements and balance sheets of each of the companies discussed above, together with the income statement, cash flow statement and balance sheet of non-guarantor
subsidiaries. These have been prepared under the historical cost convention, and, aside from the basis of accounting for investments at net asset value (equity accounting), comply in all material respects with International Financial Reporting
Standards. The financial information in respect of NV, PLC and UNUS has been prepared with all subsidiaries accounted for on an equity basis. The financial information in respect of the non-guarantor subsidiaries has been prepared on a consolidated
basis.

|                                             | € million   |   | € million |   | € million    |   | € million   |   | € million    |   | € million    |   | € million |  
|-------------------------------------------- | ----------- | - | --------- | - | ------------ | - | ----------- | - | ------------ | - | ------------ | - | --------- | -
|                                             | Unilever    |   | Unilever  |   |              |   | Unilever    |   |              |   |              |   |           |  
|                                             | Capital     |   | N.V.      |   |              |   | United      |   |              |   |              |   |           |  
|                                             | Corporation |   | parent    |   | Unilever PLC |   | States Inc. |   | Non-         |   |              |   |           |  
|Income statement                             | subsidiary  |   | issuer/   |   | parent       |   | subsidiary  |   | guarantor    |   |              |   | Unilever  |  
|for the year ended 31 December 2007          | issuer      |   | guarantor |   | guarantor    |   | guarantor   |   | subsidiaries |   | Eliminations |   | Group     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Continuing operations:                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Turnover                                     |            |   |          |   |             |   |            |   | 40 187       |   |             |   | 40 187    |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Operating profit                             | (1          | ) | 23        |   | (36          | ) | (22         | ) | 5 281        |   |             |   | 5 245     |  
|Finance income                               |            |   | 4         |   | 4            |   |            |   | 139          |   |             |   | 147       |  
|Finance costs                                | (182        | ) | (112      | ) | (1           | ) |            |   | (262         | ) |             |   | (557      | )
|Pensions and similar obligations             |            |   | (6        | ) |             |   | (33         | ) | 197          |   |             |   | 158       |  
|Intercompany finance costs                   | 201         |   | 38        |   | 48           |   | (12         | ) | (275         | ) |             |   |          |  
|Dividends                                    |            |   | 1 536     |   | 1 154        |   |            |   | (2 690       | ) |             |   |          |  
|Share of net profit/(loss) of joint ventures |            |   |          |   |             |   |            |   | 102          |   |             |   | 102       |  
|Share of net profit/(loss) of associates     |            |   |          |   |             |   |            |   | 50           |   |             |   | 50        |  
|Other income from non-current investments    |            |   |          |   |             |   |            |   | 39           |   |             |   | 39        |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Profit before taxation                       | 18          |   | 1 483     |   | 1 169        |   | (67         | ) | 2 581        |   |             |   | 5 184     |  
|Taxation                                     | (7          | ) | (91       | ) | (89          | ) | (52         | ) | (889         | ) |             |   | (1 128    | )
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net profit from continuing operations        | 11          |   | 1 392     |   | 1 080        |   | (119        | ) | 1 692        |   |             |   | 4 056     |  
|Net profit from discontinued operations      |            |   |          |   |             |   |            |   | 80           |   |             |   | 80        |  
|Equity earnings of subsidiaries              |            |   | 2 496     |   | 2 808        |   | 611         |   |             |   | (5 915       | ) |          |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net profit                                   | 11          |   | 3 888     |   | 3 888        |   | 492         |   | 1 772        |   | (5 915       | ) | 4 136     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Attributable to:                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Minority interest                            |            |   |          |   |             |   |            |   | 248          |   |             |   | 248       |  
|Shareholders equity                         | 11          |   | 3 888     |   | 3 888        |   | 492         |   | 1 524        |   | (5 915       | ) | 3 888     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Income statement                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|for the year ended 31 December 2006          |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Continuing operations:                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Turnover                                     |            |   |          |   |             |   |            |   | 39 642       |   |             |   | 39 642    |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Operating profit                             | (1          | ) | (126      | ) | (108         | ) | (16         | ) | 5 659        |   |             |   | 5 408     |  
|Finance income                               |            |   | 38        |   | 5            |   | 1           |   | 84           |   |             |   | 128       |  
|Finance costs                                | (169        | ) | (662      | ) |             |   |            |   | (59          | ) |             |   | (890      | )
|Pensions and similar obligations             |            |   | (5        | ) |             |   | (61         | ) | 107          |   |             |   | 41        |  
|Intercompany finance costs                   | 187         |   | 805       |   | (20          | ) | (29         | ) | (943         | ) |             |   |          |  
|Dividends                                    |            |   | 1 916     |   | 1 337        |   |            |   | (3 253       | ) |             |   |          |  
|Share of net profit/(loss) of joint ventures |            |   |          |   |             |   |            |   | 78           |   |             |   | 78        |  
|Share of net profit/(loss) of associates     |            |   |          |   |             |   |            |   | 36           |   |             |   | 36        |  
|Other income from non-current investments    |            |   |          |   |             |   |            |   | 30           |   |             |   | 30        |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Profit before taxation                       | 17          |   | 1 966     |   | 1 214        |   | (105        | ) | 1 739        |   |             |   | 4 831     |  
|Taxation                                     | (6          | ) | (119      | ) | 16           |   | 76          |   | (1 113       | ) |             |   | (1 146    | )
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net profit from continuing operations        | 11          |   | 1 847     |   | 1 230        |   | (29         | ) | 626          |   |             |   | 3 685     |  
|Net profit from discontinued operations      |            |   |          |   | 180          |   |            |   | 1 150        |   |             |   | 1 330     |  
|Equity earnings of subsidiaries              |            |   | 2 898     |   | 3 335        |   | 567         |   |             |   | (6 800       | ) |          |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net profit                                   | 11          |   | 4 745     |   | 4 745        |   | 538         |   | 1 776        |   | (6 800       | ) | 5 015     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Attributable to:                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Minority interest                            |            |   |          |   |             |   |            |   | 270          |   |             |   | 270       |  
|Shareholders equity                         | 11          |   | 4 745     |   | 4 745        |   | 538         |   | 1 506        |   | (6 800       | ) | 4 745     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  



|UnileverAnnual
        Report on Form 20-F 2007 | 123
|----------------------------------------------- | ---

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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements continued                              
|                                                            
|                                                            
|Notes to the consolidated
        accountsUnilever
    Group
|                                                            

35 Guarantor statements(continued)

|                                             | € million   |   | € million |   | € million    |   | € million   |   | € million    |   | € million    |   | € million |  
|-------------------------------------------- | ----------- | - | --------- | - | ------------ | - | ----------- | - | ------------ | - | ------------ | - | --------- | -
|                                             | Unilever    |   | Unilever  |   |              |   | Unilever    |   |              |   |              |   |           |  
|                                             | Capital     |   | N.V.      |   |              |   | United      |   |              |   |              |   |           |  
|                                             | Corporation |   | parent    |   | Unilever PLC |   | States Inc. |   | Non-         |   |              |   |           |  
|Income statement                             | subsidiary  |   | issuer/   |   | parent       |   | subsidiary  |   | guarantor    |   |              |   | Unilever  |  
|for the year ended 31 December 2005          | issuer      |   | guarantor |   | guarantor    |   | guarantor   |   | subsidiaries |   | Eliminations |   | Group     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Continuing operations:                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Turnover                                     |            |   |          |   |             |   |            |   | 38 401       |   |             |   | 38 401    |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Operating profit                             |            |   | 87        |   | (61          | ) | (3          | ) | 5 051        |   |             |   | 5 074     |  
|Finance income                               |            |   | 61        |   | 11           |   |            |   | 57           |   |             |   | 129       |  
|Finance costs                                | (241        | ) | (274      | ) | (2           | ) | (3          | ) | (169         | ) |             |   | (689      | )
|Pensions and similar obligations             |            |   | (5        | ) |             |   | (61         | ) | 13           |   |             |   | (53       | )
|Intercompany finance costs                   | 256         |   | 509       |   | (11          | ) | (40         | ) | (714         | ) |             |   |          |  
|Dividends                                    |            |   | 1 043     |   | 856          |   |            |   | (1 899       | ) |             |   |          |  
|Share of net profit/(loss) of joint ventures |            |   |          |   |             |   |            |   | 47           |   |             |   | 47        |  
|Share of net profit/(loss) of associates     |            |   |          |   |             |   |            |   | (25          | ) |             |   | (25       | )
|Other income from non-current investments    |            |   |          |   |             |   |            |   | 33           |   |             |   | 33        |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Profit before taxation                       | 15          |   | 1 421     |   | 793          |   | (107        | ) | 2 394        |   |             |   | 4 516     |  
|Taxation                                     | (5          | ) | (118      | ) | 36           |   | 45          |   | (1 139       | ) |             |   | (1 181    | )
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net profit from continuing operations        | 10          |   | 1 303     |   | 829          |   | (62         | ) | 1 255        |   |             |   | 3 335     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net profit from discontinued operations      |            |   |          |   |             |   |            |   | 640          |   |             |   | 640       |  
|Equity earnings of subsidiaries              |            |   | 2 463     |   | 2 937        |   | 732         |   |             |   | (6 132       | ) |          |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net profit                                   | 10          |   | 3 766     |   | 3 766        |   | 670         |   | 1 895        |   | (6 132       | ) | 3 975     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Attributable to:                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Minority interest                            |            |   |          |   |             |   |            |   | 209          |   |             |   | 209       |  
|Shareholders equity                         | 10          |   | 3 766     |   | 3 766        |   | 670         |   | 1 686        |   | (6 132       | ) | 3 766     |  
|                                             |             |   |           |   |              |   |             |   |              |   |              |   |           |  



|124 | UnileverAnnual
        Report on Form 20-F 2007
|--- | -----------------------------------------------

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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

35 Guarantor statements(continued)

|                                                     | € million   |   | € million |   | € million    |   | € million   |   | € million    |   | € million    |   | € million |  
|---------------------------------------------------- | ----------- | - | --------- | - | ------------ | - | ----------- | - | ------------ | - | ------------ | - | --------- | -
|                                                     | Unilever    |   | Unilever  |   |              |   | Unilever    |   |              |   |              |   |           |  
|                                                     | Capital     |   | N.V.      |   |              |   | United      |   |              |   |              |   |           |  
|                                                     | Corporation |   | parent    |   | Unilever PLC |   | States Inc. |   | Non-         |   |              |   |           |  
|                                                     | subsidiary  |   | issuer/   |   | parent       |   | subsidiary  |   | guarantor    |   |              |   | Unilever  |  
|Balance sheetas at 31 December 2007                  | issuer      |   | guarantor |   | guarantor    |   | guarantor   |   | subsidiaries |   | Eliminations |   | Group     |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Goodwill and intangible assets                       |            |   | 54        |   | 42           |   |            |   | 16 659       |   |             |   | 16 755    |  
|Property, plant and equipment                        |            |   |          |   |             |   | 1           |   | 6 283        |   |             |   | 6 284     |  
|Pension asset for funded schemes in surplus          |            |   |          |   |             |   |            |   | 2 008        |   |             |   | 2 008     |  
|Deferred tax assets                                  |            |   |          |   |             |   | 685         |   | 318          |   |             |   | 1 003     |  
|Other non-current assets                             |            |   |          |   |             |   | 12          |   | 1 312        |   |             |   | 1 324     |  
|Amounts due from group companies after one year      | 3 154       |   | 2 250     |   | 4            |   |            |   | (5 408       | ) |             |   |          |  
|Net assets of subsidiaries (equity accounted)        |            |   | 28 915    |   | 13 341       |   | 8 991       |   | (27 594      | ) | (23 653      | ) |          |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total non-current assets                             | 3 154       |   | 31 219    |   | 13 387       |   | 9 689       |   | (6 422       | ) | (23 653      | ) | 27 374    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Inventories                                          |            |   |          |   |             |   |            |   | 3 894        |   |             |   | 3 894     |  
|Amounts due from group companies within one year     |            |   | 848       |   | 2 134        |   |            |   | (2 982       | ) |             |   |          |  
|Trade and other current receivables                  |            |   | 80        |   | (3           | ) |            |   | 4 117        |   |             |   | 4 194     |  
|Current tax assets                                   |            |   | 38        |   |             |   | 59          |   | 270          |   |             |   | 367       |  
|Cash and cash equivalents                            | 1           |   | 2         |   |             |   | (2          | ) | 1 097        |   |             |   | 1 098     |  
|Other financial assets                               |            |   |          |   |             |   |            |   | 216          |   |             |   | 216       |  
|Assets held for sale                                 |            |   |          |   |             |   |            |   | 159          |   |             |   | 159       |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total current assets                                 | 1           |   | 968       |   | 2 131        |   | 57          |   | 6 771        |   |             |   | 9 928     |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Financial liabilities                                | (1 024      | ) |          |   |             |   |            |   | (3 142       | ) |             |   | (4 166    | )
|Amounts due to group companies within one year       |            |   | (17 001   | ) | (2 952       | ) | (1          | ) | 19 954       |   |             |   |          |  
|Trade payables and other current liabilities         | (23         | ) | (162      | ) | 3            |   | (21         | ) | (7 814       | ) |             |   | (8 017    | )
|Current tax liabilities                              | (6          | ) |          |   | (168         | ) | (3          | ) | (218         | ) |             |   | (395      | )
|Provisions                                           |            |   | (24       | ) |             |   | (1          | ) | (943         | ) |             |   | (968      | )
|Liabilities associated with assets held for sale     |            |   |          |   |             |   |            |   | (13          | ) |             |   | (13       | )
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total current liabilities                            | (1 053      | ) | (17 187   | ) | (3 117       | ) | (26         | ) | 7 824        |   |             |   | (13 559   | )
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net current assets/(liabilities)                     | (1 052      | ) | (16 219   | ) | (986         | ) | 31          |   | 14 595       |   |             |   | (3 631    | )
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total assets less current liabilities                | 2 102       |   | 15 000    |   | 12 401       |   | 9 720       |   | 8 173        |   | (23 653      | ) | 23 743    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Financial liabilities due after one year             | 1 899       |   | 2 364     |   |             |   |            |   | 1 220        |   |             |   | 5 483     |  
|Amounts due to group companies after one year        |            |   |          |   |             |   |            |   |             |   |             |   |          |  
|Pensions and post-retirement healthcare liabilities: |            |   |          |   |             |   |            |   |             |   |             |   |          |  
|Funded schemes in deficit                            |            |   |          |   |             |   | 8           |   | 819          |   |             |   | 827       |  
|Unfunded schemes                                     |            |   | 134       |   |             |   | 725         |   | 1 411        |   |             |   | 2 270     |  
|Provisions                                           |            |   |          |   |             |   | 1           |   | 693          |   |             |   | 694       |  
|Deferred tax liabilities                             |            |   | 63        |   | 14           |   |            |   | 1 136        |   |             |   | 1 213     |  
|Other non-current liabilities                        |            |   | 52        |   |             |   | 104         |   | 281          |   |             |   | 437       |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total non-current liabilities                        | 1 899       |   | 2 613     |   | 14           |   | 838         |   | 5 560        |   |             |   | 10 924    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Shareholders equity attributable to:                |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|NV                                                   |            |   |          |   | 8 173        |   |            |   |             |   | (8 173       | ) |          |  
|PLC                                                  |            |   | 4 214     |   |             |   |            |   |             |   | (4 214       | ) |          |  
|Called up share capital                              |            |   | 274       |   | 210          |   |            |   |             |   |             |   | 484       |  
|Share premium account                                |            |   | 25        |   | 128          |   |            |   |             |   |             |   | 153       |  
|Other reserves                                       | (9          | ) | (2 529    | ) | (883         | ) | (417        | ) | (613         | ) | 1 039        |   | (3 412    | )
|Retained profit                                      | 212         |   | 10 403    |   | 4 759        |   | 9 299       |   | 2 794        |   | (12 305      | ) | 15 162    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total shareholders equity                           | 203         |   | 12 387    |   | 12 387       |   | 8 882       |   | 2 181        |   | (23 653      | ) | 12 387    |  
|Minority interests                                   |            |   |          |   |             |   |            |   | 432          |   |             |   | 432       |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total equity                                         | 203         |   | 12 387    |   | 12 387       |   | 8 882       |   | 2 613        |   | (23 653      | ) | 12 819    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total capital employed                               | 2 102       |   | 15 000    |   | 12 401       |   | 9 720       |   | 8 173        |   | (23 653      | ) | 23 743    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  



|UnileverAnnual
        Report on Form 20-F 2007 | 125
|----------------------------------------------- | ---

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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

35 Guarantor statements(continued)

|                                                     | € million   |   | € million |   | € million    |   | € million   |   | € million    |   | € million    |   | € million |  
|---------------------------------------------------- | ----------- | - | --------- | - | ------------ | - | ----------- | - | ------------ | - | ------------ | - | --------- | -
|                                                     | Unilever    |   | Unilever  |   |              |   | Unilever    |   |              |   |              |   |           |  
|                                                     | Capital     |   | N.V.      |   |              |   | United      |   |              |   |              |   |           |  
|                                                     | Corporation |   | parent    |   | Unilever PLC |   | States Inc. |   | Non-         |   |              |   |           |  
|                                                     | subsidiary  |   | issuer/   |   | parent       |   | subsidiary  |   | guarantor    |   |              |   | Unilever  |  
|Balance sheetas at 31 December 2006                  | issuer      |   | guarantor |   | guarantor    |   | guarantor   |   | subsidiaries |   | Eliminations |   | Group     |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Goodwill and intangible assets                       |            |   | 53        |   | 46           |   |            |   | 17 107       |   |             |   | 17 206    |  
|Property, plant and equipment                        |            |   |          |   |             |   | 8           |   | 6 268        |   |             |   | 6 276     |  
|Pension asset for funded schemes in surplus          |            |   |          |   |             |   | 83          |   | 1 614        |   |             |   | 1 697     |  
|Deferred tax assets                                  |            |   |          |   |             |   | 941         |   | 325          |   |             |   | 1 266     |  
|Other non-current assets                             |            |   |          |   |             |   | 9           |   | 1 117        |   |             |   | 1 126     |  
|Amounts due from group companies after one year      | 2 567       |   | 2 269     |   | 67           |   |            |   | (4 903       | ) |             |   |          |  
|Net assets of subsidiaries (equity accounted)        |            |   | 28 775    |   | 12 453       |   | 5 946       |   | (29 790      | ) | (17 384      | ) |          |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total non-current assets                             | 2 567       |   | 31 097    |   | 12 566       |   | 6 987       |   | (8 262       | ) | (17 384      | ) | 27 571    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Inventories                                          |            |   |          |   |             |   |            |   | 3 796        |   |             |   | 3 796     |  
|Amounts due from group companies within one year     |            |   | 3 289     |   | 163          |   |            |   | (3 452       | ) |             |   |          |  
|Trade and other current receivables                  |            |   | 445       |   | 34           |   | 7           |   | 3 768        |   |             |   | 4 254     |  
|Current tax assets                                   |            |   |          |   |             |   | 40          |   | 85           |   |             |   | 125       |  
|Cash and cash equivalents                            |            |   | 7         |   |             |   | (5          | ) | 1 037        |   |             |   | 1 039     |  
|Other financial assets                               |            |   |          |   |             |   |            |   | 273          |   |             |   | 273       |  
|Assets held for sale                                 |            |   |          |   |             |   |            |   | 14           |   |             |   | 14        |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total current assets                                 |            |   | 3 741     |   | 197          |   | 42          |   | 5 521        |   |             |   | 9 501     |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Financial liabilities                                | (258        | ) | (1 503    | ) |             |   |            |   | (2 697       | ) |             |   | (4 458    | )
|Amounts due to group companies within one year       |            |   | (18 490   | ) | (1 363       | ) |            |   | 19 853       |   |             |   |          |  
|Trade payables and other current liabilities         | (22         | ) | (612      | ) | (39          | ) | (7          | ) | (7 158       | ) |             |   | (7 838    | )
|Current tax liabilities                              | (6          | ) | (38       | ) | (121         | ) |            |   | (414         | ) |             |   | (579      | )
|Provisions                                           |            |   |          |   |             |   | (1          | ) | (1 008       | ) |             |   | (1 009    | )
|Liabilities associated with assets held for sale     |            |   |          |   |             |   |            |   |             |   |             |   |          |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total current liabilities                            | (286        | ) | (20 643   | ) | (1 523       | ) | (8          | ) | 8 576        |   |             |   | (13 884   | )
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net current assets/(liabilities)                     | (286        | ) | (16 902   | ) | (1 326       | ) | 34          |   | 14 097       |   |             |   | (4 383    | )
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total assets less current liabilities                | 2 281       |   | 14 195    |   | 11 240       |   | 7 021       |   | 5 835        |   | (17 384      | ) | 23 188    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Financial liabilities due after one year             | 2 066       |   | 866       |   |             |   |            |   | 1 445        |   |             |   | 4 377     |  
|Amounts due to group companies after one year        |            |   | 1 522     |   |             |   | 279         |   | (1 801       | ) |             |   |          |  
|Pensions and post-retirement healthcare liabilities: |            |   |          |   |             |   |            |   |             |   |             |   |          |  
|Funded schemes in deficit                            |            |   |          |   |             |   | 133         |   | 1 246        |   |             |   | 1 379     |  
|Unfunded schemes                                     |            |   | 149       |   |             |   | 879         |   | 2 370        |   |             |   | 3 398     |  
|Provisions                                           |            |   | 340       |   |             |   | 2           |   | 484          |   |             |   | 826       |  
|Deferred tax liabilities                             |            |   | 27        |   | 10           |   | 62          |   | 904          |   |             |   | 1 003     |  
|Other non-current liabilities                        |            |   | 61        |   |             |   | 193         |   | 279          |   |             |   | 533       |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total non-current liabilities                        | 2 066       |   | 2 965     |   | 10           |   | 1 548       |   | 4 927        |   |             |   | 11 516    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Shareholders equity attributable to:                |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|NV                                                   |            |   |          |   | 7 423        |   |            |   |             |   | (7 423       | ) |          |  
|PLC                                                  |            |   | 3 807     |   |             |   |            |   |             |   | (3 807       | ) |          |  
|Called up share capital                              |            |   | 274       |   | 210          |   |            |   |             |   |             |   | 484       |  
|Share premium account                                |            |   | 25        |   | 140          |   |            |   |             |   |             |   | 165       |  
|Other reserves                                       | (4          | ) | (1 280    | ) | (863         | ) | (467        | ) | (418         | ) | 889          |   | (2 143    | )
|Retained profit                                      | 219         |   | 8 404     |   | 4 320        |   | 5 940       |   | 884          |   | (7 043       | ) | 12 724    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total shareholders equity                           | 215         |   | 11 230    |   | 11 230       |   | 5 473       |   | 466          |   | (17 384      | ) | 11 230    |  
|Minority interests                                   |            |   |          |   |             |   |            |   | 442          |   |             |   | 442       |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total equity                                         | 215         |   | 11 230    |   | 11 230       |   | 5 473       |   | 908          |   | (17 384      | ) | 11 672    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Total capital employed                               | 2 281       |   | 14 195    |   | 11 240       |   | 7 021       |   | 5 835        |   | (17 384      | ) | 23 188    |  
|                                                     |             |   |           |   |              |   |             |   |              |   |              |   |           |  



|126 | UnileverAnnual
        Report on Form 20-F 2007
|--- | -----------------------------------------------

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|                                                            
|------------------------------------------------------------
|                                                            
|Financial statements continued                              
|                                                            
|                                                            
|Notes to the consolidated
        accountsUnilever
    Group
|                                                            

35 Guarantor statements(continued)

|                                                       | € million   |   | € million |   | € million    |   | € million   |   | € million    |   | € million    |   | € million |  
|------------------------------------------------------ | ----------- | - | --------- | - | ------------ | - | ----------- | - | ------------ | - | ------------ | - | --------- | -
|                                                       | Unilever    |   | Unilever  |   |              |   | Unilever    |   |              |   |              |   |           |  
|                                                       | Capital     |   | N.V.      |   |              |   | United      |   |              |   |              |   |           |  
|                                                       | Corporation |   | parent    |   | Unilever PLC |   | States Inc. |   | Non-         |   |              |   |           |  
|Cash flow statement                                    | subsidiary  |   | issuer/   |   | parent       |   | subsidiary  |   | guarantor    |   |              |   | Unilever  |  
|for the year ended 31 December 2007                    | issuer      |   | guarantor |   | guarantor    |   | guarantor   |   | subsidiaries |   | Eliminations |   | Group     |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash flow from operating activities                    | (8          | ) | (10       | ) | (54          | ) | (67         | ) | 5 327        |   |             |   | 5 188     |  
|Income tax paid                                        |            |   | (131      | ) | (21          | ) | (58         | ) | (1 102       | ) |             |   | (1 312    | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from operating activities                | (8          | ) | (141      | ) | (75          | ) | (125        | ) | 4 225        |   |             |   | 3 876     |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Interest received                                      | 201         |   | 33        |   | 54           |   |            |   | 131          |   | (273         | ) | 146       |  
|Net capital expenditure                                |            |   | (14       | ) |             |   | 2           |   | (971         | ) |             |   | (983      | )
|Acquisitions and disposals                             |            |   |          |   |             |   |            |   | (50          | ) |             |   | (50       | )
|Other investing activities                             | (921        | ) | 1 375     |   | (84          | ) | 190         |   | (706         | ) | 410          |   | 264       |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from/(used in) investing activities      | (720        | ) | 1 394     |   | (30          | ) | 192         |   | (1 596       | ) | 137          |   | (623      | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Dividends paid on ordinary share capital               |            |   | 357       |   | 232          |   |            |   | (2 771       | ) |             |   | (2 182    | )
|Interest and preference dividends paid                 | (177        | ) | (95       | ) | (1           | ) | (12         | ) | (540         | ) | 273          |   | (552      | )
|Change in borrowings and finance leases                | 906         |   | (6        | ) | (235         | ) |            |   | 1 083        |   | (410         | ) | 1 338     |  
|Share buy-back programme                               |            |   | (1 500    | ) |             |   |            |   |             |   |             |   | (1 500    | )
|Other movement in treasury stocks                      |            |   | 291       |   | 105          |   | (57         | ) | 103          |   |             |   | 442       |  
|Other finance activities                               |            |   | (305      | ) |             |   |            |   | (250         | ) |             |   | (555      | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from/(used in) financing activities      | 729         |   | (1 258    | ) | 101          |   | (69         | ) | (2 375       | ) | (137         | ) | (3 009    | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net increase/(decrease) in
cash and cash equivalents   | 1           |   | (5        | ) | (4           | ) | (2          | ) | 254          |   |             |   | 244       |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash and cash equivalents
at the beginning of the year |            |   | 7         |   | 4            |   | (5          | ) | 704          |   |             |   | 710       |  
|Effect of foreign exchange rate changes                |            |   |          |   |             |   | 5           |   | (58          | ) |             |   | (53       | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash and cash equivalents at the end of the year       | 1           |   | 2         |   |             |   | (2          | ) | 900          |   |             |   | 901       |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash flow statement                                    |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|for the year ended 31 December 2006                    |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash flow from operating activities                    | 1           |   | (336      | ) | (17          | ) | (408        | ) | 6 334        |   |             |   | 5 574     |  
|Income tax paid                                        |            |   | (163      | ) | 42           |   | (33         | ) | (909         | ) |             |   | (1 063    | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from operating activities                | 1           |   | (499      | ) | 25           |   | (441        | ) | 5 425        |   |             |   | 4 511     |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Interest received                                      | 187         |   | 995       |   | 5            |   |            |   | 33           |   | (1 095       | ) | 125       |  
|Net capital expenditure                                |            |   | (28       | ) |             |   | (3          | ) | (903         | ) |             |   | (934      | )
|Acquisitions and disposals                             |            |   |          |   | 212          |   |            |   | 1 565        |   |             |   | 1 777     |  
|Other investing activities                             | (324        | ) | 3 799     |   |             |   | 480         |   | (7 302       | ) | 3 534        |   | 187       |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from/(used in) investing activities      | (137        | ) | 4 766     |   | 217          |   | 477         |   | (6 607       | ) | 2 439        |   | 1 155     |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Dividends paid on ordinary share capital               |            |   | 460       |   | 154          |   |            |   | (3 216       | ) |             |   | (2 602    | )
|Interest and preference dividends paid                 | (170        | ) | (349      | ) | (20          | ) | (28         | ) | (1 133       | ) | 1 095        |   | (605      | )
|Change in borrowings and finance leases                | 274         |   | (4 621    | ) | (420         | ) |            |   | 5 020        |   | (3 534       | ) | (3 281    | )
|Movement on treasury stock                             |            |   | 88        |   | 48           |   | (15         | ) | (23          | ) |             |   | 98        |  
|Other finance activities                               |            |   |          |   |             |   |            |   | (182         | ) |             |   | (182      | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from/(used in) financing activities      | 104         |   | (4 422    | ) | (238         | ) | (43         | ) | 466          |   | (2 439       | ) | (6 572    | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net increase/(decrease) in
cash and cash equivalents   | (32         | ) | (155      | ) | 4            |   | (7          | ) | (716         | ) |             |   | (906      | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash and cash equivalents
at the beginning of the year | 35          |   | 162       |   |             |   | (3          | ) | 1 071        |   |             |   | 1 265     |  
|Effect of foreign exchange rate changes                | (3          | ) |          |   |             |   | 5           |   | 349          |   |             |   | 351       |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash and cash equivalents at the end of the year       |            |   | 7         |   | 4            |   | (5          | ) | 704          |   |             |   | 710       |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  



|UnileverAnnual
        Report on Form 20-F 2007 | 127
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|                                                                
|----------------------------------------------------------------
|                                                                
|Financial statements continued                                  
|                                                                
|                                                                
|Notes to the consolidated
        accountsUnilever
        Group
|                                                                

35 Guarantor statements(continued)

|                                                       | € million   |   | € million |   | € million    |   | € million   |   | € million    |   | € million    |   | € million |  
|------------------------------------------------------ | ----------- | - | --------- | - | ------------ | - | ----------- | - | ------------ | - | ------------ | - | --------- | -
|                                                       | Unilever    |   | Unilever  |   |              |   | Unilever    |   |              |   |              |   |           |  
|                                                       | Capital     |   | N.V.      |   |              |   | United      |   |              |   |              |   |           |  
|                                                       | Corporation |   | parent    |   | Unilever PLC |   | States Inc. |   | Non-         |   |              |   |           |  
|Cash flow statement                                    | subsidiary  |   | issuer/   |   | parent       |   | subsidiary  |   | guarantor    |   |              |   | Unilever  |  
|for the year ended 31 December 2005                    | issuer      |   | guarantor |   | guarantor    |   | guarantor   |   | subsidiaries |   | Eliminations |   | Group     |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash flow from operating activities                    |            |   | (5        | ) | (156         | ) | 33          |   | 6 052        |   |             |   | 5 924     |  
|Income tax paid                                        |            |   | (86       | ) | (19          | ) | (177        | ) | (1 289       | ) |             |   | (1 571    | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from operating activities                |            |   | (91       | ) | (175         | ) | (144        | ) | 4 763        |   |             |   | 4 353     |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Interest received                                      | 253         |   | 285       |   | 10           |   |            |   | (106         | ) | (312         | ) | 130       |  
|Net capital expenditure                                |            |   | (24       | ) | (3           | ) | (2          | ) | (784         | ) |             |   | (813      | )
|Acquisitions and disposals                             |            |   |          |   |             |   |            |   | 784          |   |             |   | 784       |  
|Other investing activities                             | 1 796       |   | (689      | ) |             |   | 189         |   | 443          |   | (1 325       | ) | 414       |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from/(used in) investing activities      | 2 049       |   | (428      | ) | 7            |   | 187         |   | 337          |   | (1 637       | ) | 515       |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Dividends paid on ordinary share capital               |            |   | 28        |   | 37           |   |            |   | (1 869       | ) |             |   | (1 804    | )
|Interest and preference dividends paid                 | (253        | ) | (181      | ) | (7           | ) | (43         | ) | (471         | ) | 312          |   | (643      | )
|Change in borrowings and finance leases                | (1 774      | ) | 1 623     |   | 309          |   |            |   | (2 363       | ) | 1 325        |   | (880      | )
|Movement on treasury stock                             |            |   | (1 068    | ) | (171         | ) |            |   | (37          | ) |             |   | (1 276    | )
|Other finance activities                               |            |   |          |   |             |   |            |   | (218         | ) |             |   | (218      | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net cash flow from/(used in) financing activities      | (2 027      | ) | 402       |   | 168          |   | (43         | ) | (4 958       | ) | 1 637        |   | (4 821    | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Net increase/(decrease) in
cash and cash equivalents   | 22          |   | (117      | ) |             |   |            |   | 142          |   |             |   | 47        |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash and cash equivalents
at the beginning of the year | 10          |   | 279       |   |             |   | (3          | ) | 1 120        |   |             |   | 1 406     |  
|Effect of foreign exchange rate changes                | 3           |   |          |   |             |   |            |   | (191         | ) |             |   | (188      | )
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  
|Cash and cash equivalents at the end of the year       | 35          |   | 162       |   |             |   | (3          | ) | 1 071        |   |             |   | 1 265     |  
|                                                       |             |   |           |   |              |   |             |   |              |   |              |   |           |  



|128 | UnileverAnnual
        Report on Form 20-F 2007
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|                                             
|---------------------------------------------
|                                             
|Financial statements continued               
|                                             
|                                             
|Selected financial dataUnilever
        Group
|                                             

Selected financial data under IFRS

In the schedules below, figures within the income statement and for earnings per share reflect the classification between continuing and discontinued operations, which has applied for our reporting during 2006 and
2007. Figures for 2005 and 2004 also reflect this classification, and therefore differ from those originally published for those years.

|                                        | € million |   | € million |   | € million |   | € million |  
|--------------------------------------- | --------- | - | --------- | - | --------- | - | --------- | -
|Consolidated income statement           | 2007      |   | 2006      |   | 2005      |   | 2004      |  
|                                        |           |   |           |   |           |   |           |  
|Continuing operations:                  |           |   |           |   |           |   |           |  
|Turnover                                | 40 187    |   | 39 642    |   | 38 401    |   | 37 168    |  
|Operating profit                        | 5 245     |   | 5 408     |   | 5 074     |   | 3 981     |  
|Net finance costs                       | (252      | ) | (721      | ) | (613      | ) | (623      | )
|Income from non-current investments     | 191       |   | 144       |   | 55        |   | 95        |  
|                                        |           |   |           |   |           |   |           |  
|Profit before taxation                  | 5 184     |   | 4 831     |   | 4 516     |   | 3 453     |  
|Taxation                                | (1 128    | ) | (1 146    | ) | (1 181    | ) | (725      | )
|                                        |           |   |           |   |           |   |           |  
|Net profit from continuing operations   | 4 056     |   | 3 685     |   | 3 335     |   | 2 728     |  
|Net profit from discontinued operations | 80        |   | 1 330     |   | 640       |   | 213       |  
|                                        |           |   |           |   |           |   |           |  
|Net profit                              | 4 136     |   | 5 015     |   | 3 975     |   | 2 941     |  
|Attributable to:                        |           |   |           |   |           |   |           |  
|Minority interests                      | 248       |   | 270       |   | 209       |   | 186       |  
|Shareholders equity                    | 3 888     |   | 4 745     |   | 3 766     |   | 2 755     |  
|                                        |           |   |           |   |           |   |           |  

|                               |      |  |      |  |      |  |      | 
|------------------------------ | ---- |  | ---- |  | ---- |  | ---- | 
|                               | €    |  | €    |  | €    |  | €    | 
|Combined earnings per share(a) | 2007 |  | 2006 |  | 2005 |  | 2004 | 
|                               |      |  |      |  |      |  |      | 
|Continuing operations:         |      |  |      |  |      |  |      | 
|Basic earnings per share       | 1.32 |  | 1.19 |  | 1.07 |  | 0.87 | 
|Diluted earnings per share     | 1.28 |  | 1.15 |  | 1.04 |  | 0.84 | 
|Total operations:              |      |  |      |  |      |  |      | 
|Basic earnings per share       | 1.35 |  | 1.65 |  | 1.29 |  | 0.94 | 
|Diluted earnings per share     | 1.31 |  | 1.60 |  | 1.25 |  | 0.91 | 
|                               |      |  |      |  |      |  |      | 

|                                      |           |   |           |   |           |   |           |  
|------------------------------------- | --------- | - | --------- | - | --------- | - | --------- | -
|                                      | € million |   | € million |   | € million |   | € million |  
|Consolidated balance sheet            | 2007      |   | 2006      |   | 2005      |   | 2004      |  
|                                      |           |   |           |   |           |   |           |  
|Non-current assets                    | 27 374    |   | 27 571    |   | 28 358    |   | 26 368    |  
|Current assets                        | 9 928     |   | 9 501     |   | 11 142    |   | 10 490    |  
|Current liabilities                   | (13 559   | ) | (13 884   | ) | (15 394   | ) | (14 186   | )
|                                      |           |   |           |   |           |   |           |  
|Total assets less current liabilities | 23 743    |   | 23 188    |   | 24 106    |   | 22 672    |  
|                                      |           |   |           |   |           |   |           |  
|Non-current liabilities               | 10 924    |   | 11 516    |   | 15 341    |   | 15 043    |  
|                                      |           |   |           |   |           |   |           |  
|Shareholders equity                  | 12 387    |   | 11 230    |   | 8 361     |   | 7 264     |  
|Minority interests                    | 432       |   | 442       |   | 404       |   | 365       |  
|                                      |           |   |           |   |           |   |           |  
|Total equity                          | 12 819    |   | 11 672    |   | 8 765     |   | 7 629     |  
|                                      |           |   |           |   |           |   |           |  
|Total capital employed                | 23 743    |   | 23 188    |   | 24 106    |   | 22 672    |  
|                                      |           |   |           |   |           |   |           |  

|                                                       |           |   |           |   |           |   |           |  
|------------------------------------------------------ | --------- | - | --------- | - | --------- | - | --------- | -
|                                                       | € million |   | € million |   | € million |   | € million |  
|Consolidated cash flow statement                       | 2007      |   | 2006      |   | 2005      |   | 2004      |  
|                                                       |           |   |           |   |           |   |           |  
|Net cash flow from operating activities                | 3 876     |   | 4 511     |   | 4 353     |   | 5 547     |  
|Net cash flow from/(used in) investing activities      | (623      | ) | 1 155     |   | 515       |   | (120      | )
|Net cash flow from/(used in) financing activities      | (3 009    | ) | (6 572    | ) | (4 821    | ) | (5 938    | )
|                                                       |           |   |           |   |           |   |           |  
|Net increase/(decrease) in cash and cash equivalents   | 244       |   | (906      | ) | 47        |   | (511      | )
|Cash and cash equivalents at the beginning of the year | 710       |   | 1 265     |   | 1 406     |   | 1 428     |  
|Effect of foreign exchange rates                       | (53       | ) | 351       |   | (188      | ) | 489       |  
|                                                       |           |   |           |   |           |   |           |  
|Cash and cash equivalents at the end of the year       | 901       |   | 710       |   | 1 265     |   | 1 406     |  
|                                                       |           |   |           |   |           |   |           |  

|                                              |       |  |       |  |       |  |       | 
|--------------------------------------------- | ----- |  | ----- |  | ----- |  | ----- | 
|Ratios and other metrics                      | 2007  |  | 2006  |  | 2005  |  | 2004  | 
|                                              |       |  |       |  |       |  |       | 
|Operating margin (%)                          | 13.1  |  | 13.6  |  | 13.2  |  | 10.7  | 
|Net profit margin (%)(b)                      | 9.7   |  | 12.0  |  | 9.8   |  | 7.4   | 
|Ungeared free cash flow (€ million)(c)        | 3 769 |  | 4 222 |  | 4 011 |  | 5 346 | 
|Return on invested capital (%)(d)             | 12.7  |  | 14.6  |  | 12.5  |  | 10.7  | 
|Ratio of earnings to fixed charges (times)(e) | 8.3   |  | 7.5   |  | 6.5   |  | 5.1   | 
|                                              |       |  |       |  |       |  |       | 

|(a) | For the basis of the calculations of combined earnings per share see note 7 on page 85.                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | Net profit margin is expressed as net profit attributable to shareholders equity as a percentage of turnover from continuing operations.                                                                                                                                                                                                                                                                                                                                                                                                 
|(c) | As defined on page 30.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|(d) | As defined on page 31.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|(e) | In the ratio of earnings to fixed charges, earnings consist of net profit from continuing operations excluding net profit or loss of joint ventures and associates increased by fixed charges, income taxes and dividends
received from joint ventures and associates. Fixed charges consist of interest payable on debt and a portion of lease costs determined to be representative of interest. This ratio takes no account of interest receivable although Unilevers
treasury operations involve both borrowing and depositing funds.



|UnileverAnnual
        Report on Form 20-F 2007 | 129
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|                                     
|-------------------------------------
|                                     
|Financial statements continued       
|                                     
|                                     
|Selected financial dataUnilever Group
|                                     

Selected financial data under IFRS(continued)

|                     | € million |  | € million |  | € million |  | € million | 
|-------------------- | --------- |  | --------- |  | --------- |  | --------- | 
|By geographical area | 2007      |  | 2006      |  | 2005      |  | 2004      | 
|                     |           |  |           |  |           |  |           | 
|Turnover             |           |  |           |  |           |  |           | 
|Europe               | 15 205    |  | 15 000    |  | 14 940    |  | 15 252    | 
|The Americas         | 13 442    |  | 13 779    |  | 13 179    |  | 12 296    | 
|Asia Africa          | 11 540    |  | 10 863    |  | 10 282    |  | 9 620     | 
|                     |           |  |           |  |           |  |           | 
|                     | 40 187    |  | 39 642    |  | 38 401    |  | 37 168    | 
|                     |           |  |           |  |           |  |           | 
|Operating profit     |           |  |           |  |           |  |           | 
|Europe               | 1 678     |  | 1 903     |  | 2 064     |  | 2 045     | 
|The Americas         | 1 971     |  | 2 178     |  | 1 719     |  | 896       | 
|Asia Africa          | 1 596     |  | 1 327     |  | 1 291     |  | 1 040     | 
|                     |           |  |           |  |           |  |           | 
|                     | 5 245     |  | 5 408     |  | 5 074     |  | 3 981     | 
|                     |           |  |           |  |           |  |           | 
|Total assets         |           |  |           |  |           |  |           | 
|Europe               | 14 703    |  | 14 489    |  | 15 164    |  | 15 586    | 
|The Americas         | 10 878    |  | 11 564    |  | 12 569    |  | 11 486    | 
|Asia Africa          | 6 291     |  | 5 884     |  | 6 320     |  | 4 369     | 
|Corporate            | 5 430     |  | 5 135     |  | 5 447     |  | 5 417     | 
|                     |           |  |           |  |           |  |           | 
|                     | 37 302    |  | 37 072    |  | 39 500    |  | 36 858    | 
|                     |           |  |           |  |           |  |           | 
|Capital expenditure  |           |  |           |  |           |  |           | 
|Europe               | 672       |  | 511       |  | 447       |  | 497       | 
|The Americas         | 342       |  | 396       |  | 305       |  | 297       | 
|Asia Africa          | 411       |  | 294       |  | 298       |  | 305       | 
|                     |           |  |           |  |           |  |           | 
|                     | 1 425     |  | 1 201     |  | 1 050     |  | 1 099     | 
|                     |           |  |           |  |           |  |           | 

|                       |           |  |           |  |           |  |           | 
|---------------------- | --------- |  | --------- |  | --------- |  | --------- | 
|                       | € million |  | € million |  | € million |  | € million | 
|By operation           | 2007      |  | 2006      |  | 2005      |  | 2004      | 
|                       |           |  |           |  |           |  |           | 
|Turnover               |           |  |           |  |           |  |           | 
|Foods                  | 21 588    |  | 21 345    |  | 20 889    |  | 20 566    | 
|Home and Personal Care | 18 599    |  | 18 297    |  | 17 512    |  | 16 602    | 
|                       |           |  |           |  |           |  |           | 
|                       | 40 187    |  | 39 642    |  | 38 401    |  | 37 168    | 
|                       |           |  |           |  |           |  |           | 
|Operating profit       |           |  |           |  |           |  |           | 
|Foods                  | 2 868     |  | 2 893     |  | 2 635     |  | 1 850     | 
|Home and Personal Care | 2 377     |  | 2 515     |  | 2 439     |  | 2 131     | 
|                       |           |  |           |  |           |  |           | 
|                       | 5 245     |  | 5 408     |  | 5 074     |  | 3 981     | 
|                       |           |  |           |  |           |  |           | 
|Total assets           |           |  |           |  |           |  |           | 
|Foods                  | 24 381    |  | 24 973    |  | 26 798    |  | 25 382    | 
|Home and Personal Care | 7 491     |  | 6 964     |  | 7 255     |  | 6 059     | 
|Corporate              | 5 430     |  | 5 135     |  | 5 447     |  | 5 417     | 
|                       |           |  |           |  |           |  |           | 
|                       | 37 302    |  | 37 072    |  | 39 500    |  | 36 858    | 
|                       |           |  |           |  |           |  |           | 
|Capital expenditure    |           |  |           |  |           |  |           | 
|Foods                  | 801       |  | 714       |  | 572       |  | 588       | 
|Home and Personal Care | 624       |  | 487       |  | 478       |  | 511       | 
|                       |           |  |           |  |           |  |           | 
|                       | 1 425     |  | 1 201     |  | 1 050     |  | 1 099     | 
|                       |           |  |           |  |           |  |           | 



|130 | UnileverAnnual
        Report on Form 20-F 2007
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|                                             
|---------------------------------------------
|                                             
|Financial statements continued               
|                                             
|                                             
|Selected financial dataUnilever
        Group
|                                             

Exchange rates

The information in the following table is based on exchange rates between euros and US dollars and between euros and sterling. These translation rates were used in preparation of the accounts:

|               | 2007  |  | 2006  |  | 2005  |  | 2004  |  | 2003  | 
|-------------- | ----- |  | ----- |  | ----- |  | ----- |  | ----- | 
|               |       |  |       |  |       |  |       |  |       | 
|Year
end       |       |  |       |  |       |  |       |  |       | 
|€1
= US $      | 1.471 |  | 1.317 |  | 1.184 |  | 1.366 |  | 1.261 | 
|€1
= £         | 0.734 |  | 0.671 |  | 0.686 |  | 0.707 |  | 0.708 | 
|               |       |  |       |  |       |  |       |  |       | 
|Annual average |       |  |       |  |       |  |       |  |       | 
|€1
= US $      | 1.364 |  | 1.254 |  | 1.244 |  | 1.238 |  | 1.126 | 
|€1
= £         | 0.682 |  | 0.682 |  | 0.684 |  | 0.678 |  | 0.691 | 
|               |       |  |       |  |       |  |       |  |       | 

Noon Buying Rates in New York for cable transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York were as follows:

|               | 2007  |  | 2006  |  | 2005  |  | 2004  |  | 2003  | 
|-------------- | ----- |  | ----- |  | ----- |  | ----- |  | ----- | 
|               |       |  |       |  |       |  |       |  |       | 
|Year end       |       |  |       |  |       |  |       |  |       | 
|€1
= US $      | 1.460 |  | 1.320 |  | 1.184 |  | 1.354 |  | 1.260 | 
|               |       |  |       |  |       |  |       |  |       | 
|Annual average |       |  |       |  |       |  |       |  |       | 
|€1
= US $      | 1.371 |  | 1.256 |  | 1.245 |  | 1.239 |  | 1.132 | 
|               |       |  |       |  |       |  |       |  |       | 
|High           |       |  |       |  |       |  |       |  |       | 
|€1
= US $      | 1.486 |  | 1.333 |  | 1.348 |  | 1.363 |  | 1.260 | 
|               |       |  |       |  |       |  |       |  |       | 
|Low            |       |  |       |  |       |  |       |  |       | 
|€1
= US $      | 1.290 |  | 1.186 |  | 1.167 |  | 1.180 |  | 1.036 | 
|               |       |  |       |  |       |  |       |  |       | 

High and low exchange rate values for each
of the last six months:

|          | September |  | October |  | November |  | December |  | January |  | February | 
|--------- | --------- |  | ------- |  | -------- |  | -------- |  | ------- |  | -------- | 
|          | 2007      |  | 2007    |  | 2007     |  | 2007     |  | 2008    |  | 2008     | 
|          |           |  |         |  |          |  |          |  |         |  |          | 
|High      |           |  |         |  |          |  |          |  |         |  |          | 
|€1
= US $ | 1.422     |  | 1.447   |  | 1.486    |  | 1.476    |  | 1.488   |  | 1.519    | 
|          |           |  |         |  |          |  |          |  |         |  |          | 
|Low       |           |  |         |  |          |  |          |  |         |  |          | 
|€1
= US $ | 1.361     |  | 1.409   |  | 1.444    |  | 1.434    |  | 1.457   |  | 1.450    | 
|          |           |  |         |  |          |  |          |  |         |  |          | 

On 1 March 2008, the exchange rates between
euros and US dollars and between euros and sterling were as follows:  €1.00= US $1.521
and €1.00 = £0.767.



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|                                                                       
|-----------------------------------------------------------------------
|                                                                       
|Financial statements continued                                         
|                                                                       
|                                                                       
|Principal group companies
    and non-current investmentsUnilever Group
|                                                                       

as at 31 December 2007

The companies listed below and on page 133 are those which, in the opinion of the Directors, principally affect the amount of profit and assets shown in the Unilever Group accounts. The Directors consider that those
companies not listed are not significant in relation to Unilever as a whole. Full information as required by Articles 379 and 414 of Book 2 of the Civil Code in the Netherlands has been filed by Unilever N.V. with the Commercial Registry in Rotterdam. Particulars of PLC group companies and other significant holdings as required by the United Kingdom Companies Act 1985 will be annexed to the next Annual Return of Unilever PLC. Unless otherwise indicated, the companies are
incorporated and principally operate in the countries under which they are shown. The
  aggregate percentage of equity capital directly or indirectly held by NV or
    PLC is shown in the margin, except where it is 100%. All these percentages
    are rounded
  down to the nearest whole number. The percentage of Unilevers shareholdings
      held either directly or indirectly by NV and PLC are identified in the
      tables according to the following code:NV 100%
	aPLC 100%
	bNV 56%; PLC 44%
	cNV 84%; PLC 16%
	dNV 19%; PLC 81%
	eNV 26%; PLC 74%
	fNV 23%; PLC 77%
	g Due to the inclusion of certain partnerships in the consolidated group accounts of Unilever, para 264(b) of the German trade law grants an exemption from the duty to prepare individual statutory financial statements
and management reports in accordance with the requirements for limited liability companies and to have these audited and published. Group companies%
	
	OwnershipArgentinaUnilever de Argentina S.A.
	dAustraliaUnilever Australia Ltd.
	bBelgiumUnilever Belgium BVBA/SPRL (Unibel)
	dBrazilUnilever Brasil Ltda.
	dCanadaUnilever Canada Inc.
	eChileUnilever Chile Home and Personal Care Ltda.
	dChinaUnilever Services (He Fei) Co Limited
	aFrance99
	Unilever France
	d


Group companies(continued)%
	
	OwnershipGermanyMaizena Grundstücksverwaltungs GmbH & Co.
OHG
	dPfanni GmbH & Co. OHG Stavenhagen
	dPfanni Werke Grundstücksverwaltungs GmbH & Co.
OHG
	dUBG Vermietungs GmbH & Co. OHG
	dUnilever Deutschland GmbH
	dUnilever Deutschland Holding GmbH
	dUnilever Deutschland
Immobilien Leasing GmbH & Co. OHG
	dWizona IPR GmbH & Co. OHG
	dGreeceUnilever Hellas A.E.B.E.
	aIndia52
	Hindustan Unilever Ltd.
	bIndonesia85
	P.T. Unilever Indonesia Tbk
	aItalyUnilever Italia SrL
	dJapanUnilever Japan KK
	aMexicoUnilever de México S. de R.L. de C.V.
	dThe NetherlandsMixhold B.V.
	dUnilever Finance International B.V.
	aUnilever N.V.(a)Unilever Nederland B.V.
	dUNUS Holding B.V.
	cPolandUnilever Polska S.A.
	dRussiaUnilever Rus
	gSouth Africa74
	Unilever South Africa (Pty) Limited
	fSpainUnilever España S.A.
	aSwedenUnilever Sverige AB
	aSwitzerlandUnilever Supply Chain Company AG
	aUnilever Schweiz GmbH
	dThailandUnilever Thai Trading Ltd.
	d (a)
	See Basis of consolidation in
    note 1 on page 72.




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        Report on Form 20-F 2007
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|                                                                                
|--------------------------------------------------------------------------------
|                                                                                
|Financial statements continued                                                  
|                                                                                
|                                                                                
|Principal group companies
      and non-current investments Unilever
      Group
|                                                                                
|                                                                                

as at 31 December 2007 Group
        companies(continued)%
      
      OwnershipTurkeyUnilever Sanayi ve Ticaret
        Türk A.S,.
      bUnited KingdomUnilever UK Ltd.
      eUnilever PLC(a)Unilever UK Holdings Ltd.
      bUnilever UK & CN Holdings
        Ltd.
      eUnited States of AmericaConopco, Inc.
      cUnilever Capital Corporation
      cUnilever United States, Inc.
      c(a) See Basis
        of consolidation in note 1 on page 72Joint
        ventures%
      
      OwnershipPortugal55
      Unilever Jerónimo
        Martins, Lda
      bUnited States of America50
      Pepsi/Lipton Partnership
      cAssociates%
      
      OwnershipCôte dIvoire40
      Palmci
      bUnited Kingdom40
      Langholm Capital Partners
        L.P.
      bUnited States of America33
      JohnsonDiversey Holdings,
        Inc.
      a In addition, we have revenues either from our own operations or through agency agreements in the following locations: Abu Dhabi, Algeria, Austria, Bahrain, Bangladesh, Bolivia, Bulgaria, Cambodia, Cameroon, Colombia,
Costa Rica, Côte dIvoire, Croatia, Cuba, Cyprus, Czech Republic, Democratic Republic of Congo, Denmark, Dominican Republic, Dubai, Ecuador, Egypt, El Salvador, Estonia, Finland, Ghana, Guatemala, Honduras, Hong Kong, Hungary, Iran,
Ireland, Israel, Jordan, Kenya, Latvia, Lebanon, Lithuania, Malawi, Malaysia, Morocco, Mozambique, Namibia, Nepal, Netherlands Antilles, New Zealand, Nicaragua, Niger, Nigeria, Norway, Oman, Pakistan, Palestine, Panama, Paraguay, Peru, Philippines,
Portugal, Puerto Rico, Romania, Saudi Arabia, Senegal, Serbia, Singapore, Slovakia, Slovenia, South Korea, Sri Lanka, Sudan, Syria, Taiwan, Tanzania, Trinidad & Tobago, Tunisia, Uganda, Ukraine, United Arab Emirates, Uruguay, Venezuela, Vietnam,
Zambia and Zimbabwe.




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|                       
|-----------------------
|                       
|Shareholder information
|                       
|                       
|Shareholder information
|                       
|                       

Analysis
  of shareholding

Significant shareholders of NVAs far as we are aware the only holders
  of more than 5% (as referred to in the Act on Financial Supervision in the Netherlands)
  in the NV share capital (apart from the Foundation Unilever NV Trust Office,
  see page 42 and shares held in treasury by NV, see page 41) are ING Groep N.V.
  (ING), Fortis Utrecht N.V. (Fortis) and AEGON N.V. (AEGON).
  We were informed that ING transferred part of its shareholding in NV to Fortis
  in July 2007 which is reflected in the information provided below.

The voting rights of such shareholders are
  the same as for other holders of the class of share indicated. All three shareholders
  have each notified the Netherlands Authority for the Financial Markets (AFM)
  of their holdings. As at 2 July 2007 ING and Fortis indirectly held an interest
  in the NV issued share capital of 16.94% and 5.10% respectively, and as at 1
  November 2006 AEGON indirectly held an interest of 5.57%. Detailed below are
  the interests in NV shares provided to the Company by ING, Fortis and AEGON
  in the second half of 2007. All interests are mainly held in cumulative preference
  shares.

|ING   
|------
|      
|•     
|•     
|•     
|•     
|      
|Fortis
|      
|•     
|•     
|      
|AEGON 
|      
|•     
|•     
|•     
|•     

Significant shareholders of PLCThe following table gives notified
  details of shareholders who held more than 3% of, or 3% of voting rights attributable
  to, PLCs shares or deferred stock (excluding treasury shares) on 1 March
  2008. The voting rights of such shareholders are the same as for other holders
  of the class of share indicated.

|                |  |                                                                                   |  | Number of   |  | Approximate | 
|--------------- |  | --------------------------------------------------------------------------------- |  | ----------- |  | ----------- | 
|Title of class  |  | Name of holder                                                                    |  | shares held |  | % held      | 
|                |  |                                                                                   |  |             |  |             | 
|Deferred Stock  |  | Naamlooze Vennootschap
      Elma                                                 |  | 50 000      |  | 50          | 
|                |  | United Holdings Limited                                                           |  | 50 000      |  | 50          | 
|Ordinary shares |  | Trustees of the Leverhulme Trust and the
        Leverhulme Trade Charities Trust |  | 70 566 764  |  | 5           | 
|                |  | Legal & General Group plc                                                         |  | 54 184 916  |  | 4           | 
|                |  | Barclays PLC                                                                      |  | 40 319 254  |  | 3           | 
|                |  |                                                                                   |  |             |  |             | 

Between 1 January 2005 and 31 December 2007, Barclays PLC, The Capital Group Companies, inc. and Legal & General Group plc have held more than 3% of, or 3% of voting rights attributable to, PLCs ordinary
shares. During this period, and as notified, certain of these holdings reduced to below the reporting 3% threshold. The table above sets out the notifiable interest of shares or voting rights attributable to PLC as at 1 March 2008.



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|                                       
|---------------------------------------
|                                       
|Shareholder information continued      
|                                       
|                                       
|Shareholder information
      continued
|                                       

Analysis of PLC registered holdingsAt 31 December 2007 PLC had 63 825 ordinary shareholdings.

The following table analyses the registered
  holdings of PLCs 31/9p ordinary shares
  at 31 December 2007:

|                 |   |             |  | Number |  |               |  | Total         |  |        | 
|---------------- | - | ----------- |  | ------ |  | ------------- |  | ------------- |  | ------ | 
|Number of shares |   | of holdings |  | %      |  | shares held   |  | %             | 
|                 |   |             |  |        |  |               |  |               | 
|1                |  | 1 000       |  | 41 044 |  | 64.31         |  | 16 842 627    |  | 1.29   | 
|1 001            |  | 2 500       |  | 13 290 |  | 20.82         |  | 21 198 976    |  | 1.62   | 
|2 501            |  | 5 000       |  | 5 262  |  | 8.24          |  | 18 451 027    |  | 1.41   | 
|5 001            |  | 10 000      |  | 2 149  |  | 3.37          |  | 14 723 218    |  | 1.12   | 
|10 001           |  | 25 000      |  | 876    |  | 1.37          |  | 13 019 461    |  | 0.99   | 
|25 001           |  | 50 000      |  | 316    |  | 0.50          |  | 11 058 969    |  | 0.84   | 
|50 001           |  | 100 000     |  | 214    |  | 0.34          |  | 15 165 228    |  | 1.16   | 
|100 001          |  | 1 000 000   |  | 513    |  | 0.80          |  | 175 415 138   |  | 13.39  | 
|Over 1 000 000   |   | 161         |  | 0.25   |  | 1 024 281 717 |  | 78.18         | 
|                 |   |             |  |        |  |               |  |               | 
|                 |   |             |  | 63 825 |  | 100.00        |  | 1 310 156 361 |  | 100.00 | 
|                 |   |             |  |        |  |               |  |               |  |        | 

Share purchases during 2007

|          |                  |  |                |  |                       |     | € million            | 
|--------- | ---------------- |  | -------------- |  | --------------------- | --- | -------------------- | 
|          |                  |  |                |  | Of which, numbers of  |     | Maximum value that   | 
|          |                  |  |                |  | shares purchased      |     | may yet be purchased | 
|          | Total number of  |  | Average price  |  | as part of publicly   |     | as part of publicly  | 
|          | shares purchased |  | paid per share |  | announced
      plans | (a) | announced plans      | 
|          |                  |  |                |  |                       |     |                      | 
|January   |                 |  |               |  |                      |     |                     | 
|February  | 485
      177    |  | €20.37         |  |                      |     | 1
      500          | 
|March     | 7 465 293        |  | €21.13         |  | 3 917 782             |     | 1 418                | 
|April     | 6 600 000        |  | €22.09         |  | 6 600 000             |     | 1 273                | 
|May       | 11 849 090       |  | €22.81         |  | 11 195 731            |     | 1 018                | 
|June      | 7 273 454        |  | €22.10         |  | 7 146 817             |     | 860                  | 
|July      | 8 787 712        |  | €23.40         |  | 8 787 712             |     | 654                  | 
|August    | 7 092 471        |  | €21.74         |  | 7 092 471             |     | 500                  | 
|September | 6 495 886        |  | €22.19         |  | 6 495 886             |     | 356                  | 
|October   | 5 431 376        |  | €21.98         |  | 5 431 376             |     | 236                  | 
|November  | 2 501 055        |  | €23.62         |  | 2 501 055             |     | 177                  | 
|December  | 7 371 158        |  | €24.11         |  | 7 364 282             |     |                     | 
|          |                  |  |                |  |                       |     |                      | 
|Total     | 71 352 672       |  | €22.49         |  | 66 533 112            |     |                     | 
|          |                  |  |                |  |                       |     |                      | 

|(a) | Shares were also purchased to satisfy
      commitments to deliver shares under our share-based plans as described in
      note 29 on page 117 to 119.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------

Exchange controls affecting
  security holdersThe Netherlands Act on Financial Supervision
  (Wet op het financieel toezicht (Wft)) came into effect on 1 January 2007. The
  Wft brings together practically all the rules and conditions that applied to
  the financial markets and their supervision. Under this Act the Minister of
  Finance is authorised to issue regulations relating to financial transactions
  concerning the movement of capital to or from third countries with respect to
  direct investments, establishment, the performing of financial services, the
  admission of negotiable instruments or goods with respect to which regulations
  have been issued under the Import and Export Act in the interest of the international
  legal system or an arrangement relevant thereto. These regulations may contain
  a prohibition to perform any of the actions indicated in those regulations without
  a licence. To date no regulations of this type have been issued which are applicable
  to Unilever N.V.

There are currently no exchange controls affecting PLC shareholders.



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|                                       
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|Shareholder information
      continued
|                                       
|                                       

Nature of the trading marketThe principal trading markets upon
  which Unilever shares are listed are Euronext Amsterdam for NV depositary receipts
  of ordinary and preference shares and the London Stock Exchange for PLC ordinary
  shares. NV ordinary shares mainly trade in the form of depositary receipts for
  shares. In the United States, NV ordinary shares and PLC American Depositary Receipts are traded on the New York Stock Exchange. Citibank, N.A. acts for NV and PLC as issuer, transfer agent and, in respect of the American
Depositary Receipts, depositary. There have not been any significant trading suspensions in the past three years. At 1 March 2008 there were 6 104 registered
     holders of NV New York Registry shares and 790 registered holders of PLC
    American
  Depositary Receipts in the United States. We estimate that approximately 18%
     of NVs ordinary shares were held in the United States (approximately
     21%  in 2006), while most holders of PLC ordinary shares are registered
     in the United
  Kingdom  approximately 99% in 2007 and in 2006.


NV and PLC are separate companies with separate stock exchange listings and
    different shareholders. Shareholders cannot convert or exchange the shares
    of one for shares of the other and the relative share prices on the various
    markets can, and do, fluctuate. Each NV ordinary share now represents the
    same underlying economic interest in the Unilever Group as each PLC ordinary
    share (save for exchange rate fluctuations). If you are a shareholder of NV, you have an interest in a Dutch legal entity, your dividends will be paid in euros (converted into US dollars if you have shares registered in the United States) and you may be subject
to tax in the Netherlands. If you are a shareholder of PLC, your interest is in a UK legal entity, your dividends will be paid in sterling (converted into US dollars if you have American Depositary Receipts) and you may be subject to UK tax.
Nevertheless, the Equalisation Agreement means that as a shareholder of either company you effectively have an interest in the whole of Unilever. You have largely equal rights over our combined net profit and capital reserves as shown in the
consolidated accounts. See Taxation for US persons on pages 139 and 140 and Equalisation Agreement on pages 40 and 41. The high and low trading prices for the separate stock exchange listings are shown in the tables on the following page.




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|                                       
|Shareholder information continued      
|                                       
|                                       
|Shareholder information
      continued
|                                       

Nature of the trading market(continued)

Share prices at 31 December 2007The share price of the ordinary shares
  at the end of the year were as follows:

|NV per €0.16 ordinary share in Amsterdam              | €25.15    |  | 
|----------------------------------------------------- | --------- |  | 
|                                                      |           |  | 
|NV per €0.16 ordinary share in New York               | US $36.46 |  | 
|                                                      |           |  | 
|PLC per 31/9p
      ordinary share in London          | £18.90    |  | 
|                                                      |           |  | 
|PLC per American Depositary
      Receipt in New York | US $37.42 |  | 
|                                                      |           |  | 

Monthly high and low prices for the most recent six months:

|                                                                |      |  | September |  | October |  | November |  | December |  | January |  | February | 
|--------------------------------------------------------------- | ---- |  | --------- |  | ------- |  | -------- |  | -------- |  | ------- |  | -------- | 
|                                                                |      |  |           |  |         |  |          |  |          |  |         |  |          | 
|NV per €0.16 ordinary share in Amsterdam (in €)                 | High |  | 22.91     |  | 23.11   |  | 24.62    |  | 25.72    |  | 25.61   |  | 22.46    | 
|                                                                | Low  |  | 21.42     |  | 21.22   |  | 22.89    |  | 23.57    |  | 20.13   |  | 20.41    | 
|                                                                |      |  |           |  |         |  |          |  |          |  |         |  |          | 
|NV per €0.16 ordinary share in New York (in US $)               | High |  | 31.97     |  | 33.21   |  | 36.18    |  | 37.31    |  | 37.18   |  | 33.26    | 
|                                                                | Low  |  | 30.12     |  | 30.08   |  | 33.24    |  | 34.10    |  | 29.94   |  | 30.16    | 
|                                                                |      |  |           |  |         |  |          |  |          |  |         |  |          | 
|PLC per 31/9p
      ordinary share in London (in £)             | High |  | 16.44     |  | 16.72   |  | 18.09    |  | 19.24    |  | 19.47   |  | 17.17    | 
|                                                                | Low  |  | 15.36     |  | 15.15   |  | 16.57    |  | 17.32    |  | 15.16   |  | 15.53    | 
|                                                                |      |  |           |  |         |  |          |  |          |  |         |  |          | 
|PLC per American Depositary
      Receipt in New York (in US $) | High |  | 32.88     |  | 34.38   |  | 37.16    |  | 38.25    |  | 38.02   |  | 33.88    | 
|                                                                | Low  |  | 31.18     |  | 31.11   |  | 34.46    |  | 35.07    |  | 29.90   |  | 30.46    | 
|                                                                |      |  |           |  |         |  |          |  |          |  |         |  |          | 

Quarterly high and low prices for 2007 and
  2006

|                                                                | 2007 |  | 1st   |  | 2nd   |  | 3rd   |  | 4th   | 
|--------------------------------------------------------------- | ---- |  | ----- |  | ----- |  | ----- |  | ----- | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|NV per €0.16 ordinary share in Amsterdam (in €)                 | High |  | 21.96 |  | 23.94 |  | 24.64 |  | 25.72 | 
|                                                                | Low  |  | 18.89 |  | 21.32 |  | 20.70 |  | 21.22 | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|NV per €0.16 ordinary share in New York (in US $)               | High |  | 29.33 |  | 32.39 |  | 33.73 |  | 37.31 | 
|                                                                | Low  |  | 24.94 |  | 28.63 |  | 28.11 |  | 30.08 | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|PLC per 31/9p
      ordinary share in London (in £)             | High |  | 15.41 |  | 16.74 |  | 17.22 |  | 19.24 | 
|                                                                | Low  |  | 13.20 |  | 14.95 |  | 14.49 |  | 15.15 | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|PLC per American Depositary
      Receipt in New York (in US $) | High |  | 30.16 |  | 33.31 |  | 34.86 |  | 38.25 | 
|                                                                | Low  |  | 25.57 |  | 29.64 |  | 28.95 |  | 31.11 | 
|                                                                |      |  |       |  |       |  |       |  |       | 

|                                                                |      |  |       |  |       |  |       |  |       | 
|--------------------------------------------------------------- | ---- |  | ----- |  | ----- |  | ----- |  | ----- | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|                                                                | 2006 |  | 1st   |  | 2nd   |  | 3rd   |  | 4th   | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|NV per €0.16 ordinary share in Amsterdam (in €)                 | High |  | 19.78 |  | 19.27 |  | 19.59 |  | 20.84 | 
|                                                                | Low  |  | 18.53 |  | 16.53 |  | 17.26 |  | 19.22 | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|NV per €0.16 ordinary share in New York (in US $)               | High |  | 23.86 |  | 24.34 |  | 24.90 |  | 27.32 | 
|                                                                | Low  |  | 22.69 |  | 20.72 |  | 21.74 |  | 24.20 | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|PLC per 31/9p
      ordinary share in London (in £)             | High |  | 13.54 |  | 13.16 |  | 13.25 |  | 14.28 | 
|                                                                | Low  |  | 12.74 |  | 11.25 |  | 11.84 |  | 12.94 | 
|                                                                |      |  |       |  |       |  |       |  |       | 
|PLC per American Depositary
      Receipt in New York (in US $) | High |  | 23.79 |  | 24.31 |  | 25.19 |  | 27.95 | 
|                                                                | Low  |  | 22.45 |  | 20.66 |  | 21.77 |  | 24.28 | 
|                                                                |      |  |       |  |       |  |       |  |       | 

Annual high and low prices

|                                                                |      |  | 2007  |  | 2006  |  | 2005  |  | 2004  |  | 2003  | 
|--------------------------------------------------------------- | ---- |  | ----- |  | ----- |  | ----- |  | ----- |  | ----- | 
|                                                                |      |  |       |  |       |  |       |  |       |  |       | 
|NV per €0.16 ordinary share in Amsterdam (in €)                 | High |  | 25.72 |  | 20.84 |  | 20.27 |  | 19.92 |  | 19.98 | 
|                                                                | Low  |  | 18.89 |  | 16.53 |  | 16.13 |  | 14.80 |  | 15.27 | 
|                                                                |      |  |       |  |       |  |       |  |       |  |       | 
|NV per €0.16 ordinary share in New York (in US $)               | High |  | 37.31 |  | 27.32 |  | 24.02 |  | 24.80 |  | 21.63 | 
|                                                                | Low  |  | 24.94 |  | 20.72 |  | 20.89 |  | 18.94 |  | 17.65 | 
|                                                                |      |  |       |  |       |  |       |  |       |  |       | 
|PLC per 31/9p
      ordinary share in London (in £)             | High |  | 19.24 |  | 14.28 |  | 13.39 |  | 12.80 |  | 13.96 | 
|                                                                | Low  |  | 13.20 |  | 11.25 |  | 10.83 |  | 9.85  |  | 10.56 | 
|                                                                |      |  |       |  |       |  |       |  |       |  |       | 
|PLC per American Depositary
      Receipt in New York (in US $) | High |  | 38.25 |  | 27.95 |  | 23.67 |  | 24.17 |  | 21.93 | 
|                                                                | Low  |  | 25.57 |  | 20.66 |  | 20.34 |  | 18.22 |  | 17.46 | 
|                                                                |      |  |       |  |       |  |       |  |       |  |       | 



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|                                   
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|                                   
|Shareholder information continued  
|                                   
|                                   
|Shareholder information (continued)
|                                   
|                                   

Taxation for US persons holding shares in NV The following notes are provided for guidance. US persons should consult their local tax advisers, particularly in connection with potential liability to pay US taxes on disposal, lifetime gift or bequest of their
shares. A US person is a US individual citizen or resident, a corporation organised under the laws of the United States, or any other legal person subject to US federal income tax on its worldwide income. Taxation on dividends in the NetherlandsAs
of 1 January 2007 dividends of companies in the Netherlands are in principle
subject to dividend withholding tax of 15%. Where a shareholder is entitled to
the benefits of the current Income Tax Convention
(the Convention) concluded on 18 December 1992 between the United
States and the Netherlands, when dividends are paid by NV to: •
    a corporation organised under the laws of the United States (or any territory of it) having no permanent establishment in the Netherlands of
which such shares form a part of the business property; or•
    any other legal person subject to United States Federal income tax with respect to its worldwide income, having no permanent establishment in
the Netherlands of which such shares form a part of the business property, these dividends qualify for a reduction of withholding tax on dividends in the Netherlands from 15% to 5% if the beneficial owner is a company which directly holds at least 10% of the voting power of NV shares and to
0% if the beneficial owner is a qualified Exempt Organisation as defined in Article 36 of the Convention. Where a United States person has a permanent establishment in the Netherlands, which has shares in NV forming part of its business property, dividends it receives on those shares are included in that
establishments profit. They are subject to income tax or corporation tax in the Netherlands, as appropriate, and tax on dividends in the Netherlands will generally be applied at the full rate of 15%. This tax will be treated as foreign income
tax eligible for credit against the shareholders United States income taxes. Under the Convention, qualifying United States organisations that are generally exempt from United States taxes and that are constituted and operated exclusively to administer or provide pension, retirement or other
employee benefits may be exempt at source from withholding tax on dividends received from a Dutch corporation. A Competent Authority Agreement between the US and Dutch Tax Authorities on 6 August 2007, published in the US as Announcement 2007-75,
2007-2 Cumulative Bulletin 540, describes the eligibility of these US organisations for benefits under the Convention and procedures for claiming these benefits. A United States trust, company or organisation that is operated exclusively for religious, charitable, scientific, educational or public purposes is subject to an initial 15% withholding tax rate. Such an exempt
organisation is entitled to reclaim from Tax Authorities in the Netherlands a refund of the Dutch dividend tax, if and to the extent that it is exempt from United States Federal Income Tax and it would be exempt from tax in the Netherlands if it
were organised and carried on all its activities there.


If you are an NV shareholder resident in any country other than the United States or the Netherlands, any exemption from, or reduction or refund of, dividend withholding tax in the Netherlands may be governed by the
Tax Regulation for the Kingdom of the Netherlands or by the tax convention, if any, between the Netherlands and your country of residence. United States taxation on dividendsIf you are a United States person, the dividend (including the withheld amount) up to the amount of our earnings and profits for United States Federal income tax purposes will be ordinary dividend income. Dividends
received by an individual during taxable years before 2011 will be taxed at a maximum rate of 15%, provided the individual has held the shares for more than 60 days during the 121-day period beginning 60 days before the ex-dividend date, that NV is
a qualified foreign corporation and that certain other conditions are satisfied. NV is a qualified foreign corporation for this purpose. Dividends received by an individual for taxable years after 2010 will be subject to tax at ordinary income
rates. The dividends are not eligible for the dividends received deduction allowed to corporations. For US foreign tax credit purposes, the dividend is foreign source income, and withholding tax in the Netherlands is a foreign income tax that is eligible for credit against the shareholders United States income
taxes. However, the rules governing the US foreign tax credit are complex, and additional limitations on the credit apply to individuals receiving dividends eligible for the 15% maximum tax rate on dividends described above. Any portion of the dividend that exceeds our United States earnings and profits is subject to different rules. This portion is a tax free return of capital to the extent of your basis in our shares, and thereafter is
treated as a gain on a disposition of the shares. Under a provision of the Dividend Tax Act in the Netherlands, NV is entitled to a credit (up to a maximum of 3% of the gross dividend from which dividend tax is withheld) against the amount of dividend tax withheld
before remittance to tax authorities in the Netherlands. The United States tax authority may take the position that withholding tax in the Netherlands eligible for credit should be limited accordingly. Taxation on capital gains in the NetherlandsUnder
the Convention, if you are a United States person and you have capital gains
on the sale of shares of a Dutch company, these are generally not subject to
taxation by the Netherlands. An exception to this rule generally applies if you
have a permanent establishment in the Netherlands and the capital gain is derived
from the sale of shares which form part of that permanent establishments
business property. Succession duty and gift taxes in the NetherlandsUnder
the Estate and Inheritance Tax Convention between the United States and the Netherlands
of 15 July 1969, individual US persons who are not Dutch citizens who have shares
will generally not be subject to
succession duty in the Netherlands on the individuals death, unless the
shares are part of the business property of a permanent establishment situated
in the Netherlands. A gift of shares of a Dutch company by a person who is not a resident or a deemed resident of the Netherlands is generally not subject to gift tax in the Netherlands. A non-resident Netherlands citizen, however, is
still treated as a resident of the Netherlands for gift tax purposes for ten years and any other non-resident person for one year after leaving the Netherlands.




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|                                   
|Shareholder information continued  
|                                   
|                                   
|Shareholder information (continued)
|                                   

Taxation for US persons holding shares in PLC

The following notes are provided for guidance. US persons should consult their local tax advisers, particularly in connection with potential liability to pay US taxes on disposal, lifetime gift or bequest of their
shares. A US person is a US individual citizen or resident, a corporation organised under the laws of the United States, or any other legal person subject to US federal income tax on its worldwide income. United Kingdom taxation on dividendsUnder United Kingdom law, income tax is not withheld from dividends paid by United Kingdom companies. Shareholders, whether resident in the United Kingdom or not, receive the full amount of the dividend actually
declared. United States taxation on dividendsIf you are a US person, the dividend up to the amount of our earnings and profits for United States Federal income tax purposes will be ordinary dividend income. Dividends received by an individual during taxable years
before 2011 will be taxed at a maximum rate of 15%, provided the individual has held the shares for more than 60 days during the 121-day period beginning 60 days before the ex-dividend date, that PLC is a qualified foreign corporation and certain
other conditions are satisfied. PLC is a qualified foreign corporation for this purpose. Dividends received by an individual for taxable years after 2010 will be subject to tax at ordinary income rates. The dividend is not eligible for the dividends
received deduction allowable to corporations. The dividend is foreign source income for US foreign tax credit purposes. Any portion of the dividend that exceeds our United States earnings and profits is subject to different rules. This portion is a tax free return of capital to the extent of your basis in our shares, and thereafter is
treated as a gain on a disposition of the shares.


UK taxation on capital gainsUnder United Kingdom law, when you sell shares you may be liable to pay capital gains tax. However, if you are either: •
    an individual who is neither resident nor ordinarily resident in the United Kingdom; or•
    a company which is not resident in the United Kingdom; you will generally not be liable to United Kingdom tax on any capital gains made on disposal of your shares. Two exceptions are: if the shares are held in connection with a trade or business which is conducted in the United Kingdom through a branch or an agency; and if the shares are held by an individual who has left the UK
for a period of non-residence of less than five tax years having been resident for at least four of the seven tax years prior to leaving the UK. UK inheritance taxUnder the current estate and gift tax convention between the United States and the United Kingdom, ordinary shares held by an individual shareholder who is: •
    domiciled for the purposes of the convention in the United States; and•
    is not for the purposes of the convention a national of the United Kingdom; will not be subject to United Kingdom inheritance tax on: •
    the individuals death; or•
    on a gift of the shares during the individuals lifetime. The exception is if the shares are part of the business property of a permanent establishment of the individual in the United Kingdom or, in the case of a shareholder who performs independent personal services, pertain
to a fixed base situated in the United Kingdom.




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        Report on Form 20-F 2007
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|                                 
|Shareholder information continued
|                                 
|                                 
|Shareholder information continued
|                                 

Dividend recordOur interim ordinary dividends are normally announced in November and paid in December. Final ordinary dividends are normally proposed in February and, if approved by shareholders at the Annual General Meetings, paid
in June.

The following tables show the dividends paid by NV and PLC for the last five years, expressed in terms of the revised share denominations which became effective from 22 May 2006. Dividends have been translated into US
dollars at the exchange rates prevailing on the dates of declaration of the dividend with the exception of the proposed final dividend for 2007 (see below). Differences between the amounts ultimately received by US holders of NV and PLC shares are
the result of changes in exchange rate between the equalisation of the dividends and the date of payment.

The interim dividend is normally 35% of the previous years total normal dividend per share, based on the stronger of our two parent currencies over the first nine months of the year. Equalisation of the interim
dividend in the other currency takes place at the average exchange rate of the third quarter. Equalisation of the final dividend takes place at the average exchange rate for the full year.

Final dividends for 2007 are payable on 19 June 2008, subject to approval at the AGMs. For purposes of illustration, the amounts payable in respect of NV New York Registry Shares and PLC ADRs have been translated in
the table below at rates of exchange on 6 February 2008, which was the day before the date on which the proposed dividends were announced. The actual amounts payable in US dollars will be calculated by reference to the exchange rates on the day on
which the dividends are approved (15 May 2008 in the case of NV and 14 May 2008 in the case of PLC).

The dividend timetable for 2008 is shown on page 144.

NV Dividends

|                                                |              |  | 2007   |  | 2006   |  | 2005   |  | 2004   |  | 2003   | 
|----------------------------------------------- | ------------ |  | ------ |  | ------ |  | ------ |  | ------ |  | ------ | 
|                                                |              |  |        |  |        |  |        |  |        |  |        | 
|Interim dividend per €0.16                      | (Euros)      |  | 0.2500 |  | 0.2300 |  | 0.2200 |  | 0.2100 |  | 0.1967 | 
|Final dividend per €0.16                        | (Euros)      |  |       |  | 0.4700 |  | 0.4400 |  | 0.4200 |  | 0.3833 | 
|Proposed final dividend per €0.16               | (Euros)      |  | 0.5000 |  |       |  |       |  |       |  |       | 
|One-off dividend per €0.16                      | (Euros)      |  |       |  | 0.2600 |  |       |  |       |  |       | 
|                                                |              |  |        |  |        |  |        |  |        |  |        | 
|Interim dividend per €0.16 (US Registry)        | (US dollars) |  | 0.3612 |  | 0.2934 |  | 0.2638 |  | 0.2685 |  | 0.2296 | 
|Final dividend per €0.16 (US Registry)          | (US dollars) |  |       |  | 0.6363 |  | 0.5613 |  | 0.5399 |  | 0.4545 | 
|Proposed final dividend per €0.16 (US Registry) | (US dollars) |  | 0.7311 |  |       |  |       |  |       |  |       | 
|One-off dividend per €0.16 (US Registry)        | (US dollars) |  |       |  | 0.3316 |  |       |  |       |  |       | 
|                                                |              |  |        |  |        |  |        |  |        |  |        | 

PLC Dividends

|                                                |              |  | 2007   |  | 2006   |  | 2005   |  | 2004   |  | 2003   | 
|----------------------------------------------- | ------------ |  | ------ |  | ------ |  | ------ |  | ------ |  | ------ | 
|                                                |              |  |        |  |        |  |        |  |        |  |        | 
|Interim dividend per 31/9p                      | (Pounds)     |  | 0.1700 |  | 0.1562 |  | 0.1504 |  | 0.1407 |  | 0.1369 | 
|Final dividend per 31/9p                        | (Pounds)     |  |       |  | 0.3204 |  | 0.3009 |  | 0.2849 |  | 0.2649 | 
|Proposed final dividend per 31/9p               | (Pounds)     |  | 0.3411 |  |       |  |       |  |       |  |       | 
|One-off dividend per 31/9p                      | (Pounds)     |  |       |  | 0.1766 |  |       |  |       |  |       | 
|                                                |              |  |        |  |        |  |        |  |        |  |        | 
|Interim dividend per 31/9p (US Registry)        | (US dollars) |  | 0.3525 |  | 0.2983 |  | 0.2655 |  | 0.2586 |  | 0.2315 | 
|Final dividend per 31/9p (US Registry)          | (US dollars) |  |       |  | 0.6357 |  | 0.5583 |  | 0.5366 |  | 0.4694 | 
|Proposed final dividend per 31/9p (US Registry) | (US dollars) |  | 0.6684 |  |       |  |       |  |       |  |       | 
|One-off dividend per 31/9p (US Registry)        | (US dollars) |  |       |  | 0.3372 |  |       |  |       |  |       | 
|                                                |              |  |        |  |        |  |        |  |        |  |        | 



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|                                   
|Shareholder information continued  
|                                   
|                                   
|Shareholder information (continued)
|                                   

Glossary

The following is intended to provide a general guide to the meanings of various terms which may be used in this report.

|Term used in this report                        |  | US equivalent or brief description                                                         | 
|----------------------------------------------- |  | ------------------------------------------------------------------------------------------ | 
|                                                |  |                                                                                            | 
|Accounts                                        |  | Financial statements                                                                       | 
|                                                |  |                                                                                            | 
|Associate                                       |  | A business which is not a subsidiary or a joint venture, but in which the Group has        | 
|                                                |  | a shareholding and exercises significant influence                                         | 
|                                                |  |                                                                                            | 
|Called up share capital                         |  | Ordinary shares, issued and fully paid                                                     | 
|                                                |  |                                                                                            | 
|Creditors                                       |  | Accounts payable/Payables                                                                  | 
|                                                |  |                                                                                            | 
|Creditors: amounts due after more than one year |  | Long-term accounts payable                                                                 | 
|                                                |  |                                                                                            | 
|Creditors: amounts due within one year          |  | Current accounts payable                                                                   | 
|                                                |  |                                                                                            | 
|Debtors                                         |  | Accounts receivable/Receivables                                                            | 
|                                                |  |                                                                                            | 
|Finance cost                                    |  | Interest expense                                                                           | 
|                                                |  |                                                                                            | 
|Finance income                                  |  | Interest income                                                                            | 
|                                                |  |                                                                                            | 
|Finance lease                                   |  | Capital lease                                                                              | 
|                                                |  |                                                                                            | 
|Freehold                                        |  | Ownership with absolute rights in perpetuity                                               | 
|                                                |  |                                                                                            | 
|Gearing                                         |  | Leverage                                                                                   | 
|                                                |  |                                                                                            | 
|Group, or consolidated, accounts                |  | Consolidated financial statements                                                          | 
|                                                |  |                                                                                            | 
|Joint venture                                   |  | A business which is jointly controlled by the Group and one or more                        | 
|                                                |  | external partners                                                                          | 
|                                                |  |                                                                                            | 
|Nominal value                                   |  | Par value                                                                                  | 
|                                                |  |                                                                                            | 
|Operating margin                                |  | Operating profit expressed as a percentage of turnover                                     | 
|                                                |  |                                                                                            | 
|Operating profit                                |  | Net operating income                                                                       | 
|                                                |  |                                                                                            | 
|Profit                                          |  | Income (or earnings)                                                                       | 
|                                                |  |                                                                                            | 
|Profit and loss account                         |  | Income statement                                                                           | 
|                                                |  |                                                                                            | 
|Profit attributable to ordinary shareholders    |  | Net income attributable to ordinary stockholders                                           | 
|                                                |  |                                                                                            | 
|Profit retained                                 |  | Retained earnings                                                                          | 
|                                                |  |                                                                                            | 
|Provisions                                      |  | Liabilities other than debt and specific accounts payable                                  | 
|                                                |  |                                                                                            | 
|Reserves                                        |  | Stockholders equity other than paid-up capital                                            | 
|                                                |  |                                                                                            | 
|Share capital                                   |  | Capital stock or common stock                                                              | 
|                                                |  |                                                                                            | 
|Share option                                    |  | Stock option                                                                               | 
|                                                |  |                                                                                            | 
|Share premium account                           |  | Additional paid-in capital relating to proceeds of sale of stock in excess of par value or | 
|                                                |  | paid-in surplus                                                                            | 
|                                                |  |                                                                                            | 
|Shareholders equity                            |  | Stockholders equity                                                                       | 
|                                                |  |                                                                                            | 
|Shares in issue                                 |  | Shares outstanding                                                                         | 
|                                                |  |                                                                                            | 
|Statement of recognised income and expense      |  | Statement of comprehensive income                                                          | 
|                                                |  |                                                                                            | 
|Turnover                                        |  | Sales revenues                                                                             | 
|                                                |  |                                                                                            | 



|142 | UnileverAnnual
        Report on Form 20-F 2007
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|                                   
|-----------------------------------
|                                   
|Shareholder information continued  
|                                   
|                                   
|Shareholder information (continued)
|                                   

Cross
  reference to Form 20-F

PART I1
	
	Identity of directors, senior management
and advisers
	
	n/a2
	
	Offer statistics and expected timetable
	
	n/a3
	
	Key information3
A
	
	Selected financial data
	
	109, 129-131, 1413
B
	
	Capitalisation and indebtedness
	
	n/a3
C
	
	Reasons for the offer and use of proceeds
	
	n/a3
D
	
	Risk factors
	
	13-14, 97-1014
	
	Information on the company4
A
	
	History and development of
the company
	
	1, 6-12, 15-33, 113-114, 144-1454
B
	
	Business overview
	
	6-12, 15-32, 77-804
C
	
	Organisational structure
	
	33, 132-1334
D
	
	Property, plant and equipment
	
	10, 88-894
A
	
	Unresolved staff comments
	
	n/a5
	
	Operating and financial review and prospects5
A
	
	Operating results
	
	15-32, 74, 97-1015
B
	
	Liquidity and capital resources
	
	23-32, 66, 88, 92-1025
C
	
	Research and development, patents and
licences, etc.
	
	9-10, 15-22, 815
D
	
	Trend information
	
	3-5, 13-325
E
	
	Off balance sheet arrangements
	
	26, 97-1015
F
	
	Tabular disclosure of contractual obligations
	
	25-265
G
	
	Safe harbour
	
	1, Inside back cover6
	
	Directors, senior management and employees6
A
	
	Directors and senior management
	
	33-476
B
	
	Compensation
	
	49-61, 82, 103-107, 117-1206
C
	
	Board practices
	
	3, 33-636
D
	
	Employees
	
	96
E
	
	Share ownership
	
	49-61, 117-1197
	
	Major shareholders and related party transactions7
A
	
	Major shareholders
	
	42-43, 1357
B
	
	Related party transactions
	
	8, 1207
C
	
	Interests of experts and counsel
	
	n/a8
	
	Financial information8
A
	
	Consolidated statements
and other financial information
	
	10-12, 68-131, 141, 1448
B
	
	Significant changes
	
	27, 1219
	
	The offer and listing9
A
	
	Offer and listing details
	
	137-1389
B
	
	Plan of distribution
	
	n/a9
C
	
	Markets
	
	Inside front cover, 137-1389
D
	
	Selling shareholders
	
	n/a9
E
	
	Dilution
	
	n/a9
F
	
	Expenses of the issue
	
	n/a


10
      
      Additional
        information10 A
      
      Share capital
      
      n/a10 B
      
      Memorandum and articles of
        association
      
      33-47, 94, 10910 C
      
      Material contracts
      
      24, 33, 40-4110 D
      
      Exchange controls
      
      13610 E
      
      Taxation
      
      139-14010 F
      
      Dividends and paying agents
      
      n/a10G
      
      Statement by experts
      
      n/a10 H
      
      Documents on display
      
      14510 I
      
      Subsidiary information
      
      n/a11
      
      Quantitative
        and qualitative disclosures about market risk
      
      13-14, 92-10212
      
      Description
        of securities other than equity securities
      
      n/aPART
        II13
      
      Defaults,
        dividend arrearages and delinquencies
      
      n/a14
      
      Material
        modifications to the rights of security holders and use of proceeds
      
      n/a15
      
      Controls
        and procedures
      
      66-6816
      
      Reserved16 A
      
      Audit Committee financial
        expert
      
      3716 B
      
      Code of Ethics
      
      33, 4516 C
      
      Principal accountant fees
        and services
      
      62, 12116 D
      
      Exemptions from the Listing
        Standards for Audit Committees
      
      n/a16 E
      
      Purchases of equity securities
        by the issuer and affiliated purchasers
      
      136PART
        III17
      
      Financial
        statements
      
      n/a18
      
      Financial
        statements
      
      68-12819
      
      Exhibits* *
	Filed with the United States Securities and Exchange
Commission. Unilevers agent in the United States is Mr R Soiefer, Senior Vice-President, General Counsel and Secretary, Unilever United States, Inc., 700 Sylvan Avenue, Englewood Cliffs, NJ 07632.




|UnileverAnnual
        Report on Form 20-F 2007 | 143
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|                                   
|-----------------------------------
|                                   
|Shareholder information continued  
|                                   
|                                   
|Shareholder information (continued)
|                                   

Financial calendar

|Annual General Meetings |  |                                | 
|----------------------- |  | ------------------------------ | 
|                        |  |                                | 
|PLC                     |  | 11:00
am
14
May
2008
London    | 
|                        |  |                                | 
|NV                      |  | 10:30
am
15
May
2008
Rotterdam | 
|                        |  |                                | 

Announcements of results

|                |  |              |  |                |  |                 |  | 
|--------------- |  | ------------ |  | -------------- |  | --------------- |  | 
|First Quarter   |  | 8 May
2008   |  | Third Quarter  |  | 30 October
2008 |  | 
|First Half Year |  | 31 July
2008 |  | Final for Year |  | 5 February
2009 |  | 
|                |  |              |  |                |  |                 |  | 

Final ordinary dividends for 2007Announced 7 February 2008 and to be declared 14 May 2008 (PLC) and 15 May 2008 (NV).

|                                   | Ex-dividend |  | Record      |  | Payment      | 
|---------------------------------- | ----------- |  | ----------- |  | ------------ | 
|                                   | date        |  | date        |  | date         | 
|                                   |             |  |             |  |              | 
|NV                                 | 19
May
2008 |  | 21
May
2008 |  | 19
June
2008 | 
|PLC                                | 21
May
2008 |  | 23
May
2008 |  | 19
June
2008 | 
|NV  New York Registry Shares      | 19
May
2008 |  | 21
May
2008 |  | 19
June
2008 | 
|PLC  American Depositary Receipts | 21
May
2008 |  | 23
May
2008 |  | 19
June
2008 | 
|                                   |             |  |             |  |              | 

Interim dividends for 2008To be announced 30 October 2008.

|                                   | Ex-dividend     |  | Record          |  | Payment         | 
|---------------------------------- | --------------- |  | --------------- |  | --------------- | 
|                                   | date            |  | date            |  | date            | 
|                                   |                 |  |                 |  |                 | 
|NV                                 | 5 November 2008 |  | 7 November
2008 |  | 3 December
2008 | 
|PLC                                | 5 November 2008 |  | 7 November
2008 |  | 3 December
2008 | 
|NV  New York Registry Shares      | 5 November 2008 |  | 7 November
2008 |  | 3 December
2008 | 
|PLC  American Depositary Receipts | 5 November 2008 |  | 7 November
2008 |  | 3 December
2008 | 
|                                   |                 |  |                 |  |                 | 

Preferential dividends  NV

|                         |                  |  | Ex-dividend      |  | Record            |  | Payment        | 
|------------------------ | ---------------- |  | ---------------- |  | ----------------- |  | -------------- | 
|                         | Announced        |  | date             |  | date              |  | date           | 
|                         |                  |  |                  |  |                   |  |                | 
|4%
Cumulative Preference | 5 December
2008  |  | 8 December
2008  |  | 10
December
2008  |  | 2 January
2009 | 
|6%
Cumulative Preference | 5
September
2008 |  | 8
September
2008 |  | 10
September
2008 |  | 1
October
2008 | 
|7%
Cumulative Preference | 5
September
2008 |  | 8
September
2008 |  | 10
September
2008 |  | 1
October
2008 | 
|                         |                  |  |                  |  |                   |  |                | 
|                        

|Contact
      details               |                     |                                     |          
|----------------------------------- | ------------------- | ----------------------------------- | ---------
|Rotterdam                           |                     | London                              |          
|                                    |                     |                                     |          
|Unilever N.V.                       |                     | Unilever PLC                        |          
|Investor Relations
      Department |                     | Investor Relations
      Department |          
|Weena 455, PO Box
      760         |                     | Unilever House                      |          
|3000 DK Rotterdam                   |                     | 100 Victoria Embankment             |          
|The Netherlands                     |                     | London EC4Y 0DY                     |          
|                                    |                     | United Kingdom                      |          
|                                    |                     |                                     |          
|Telephone                           | +44 (0)20 7822 6830 |                                     | Telephone
|Telefax                             | +44 (0)20 7822 5754 |                                     | Telefax  

|                                                                                    
|------------------------------------------------------------------------------------
|Any queries can also be sent to us electronically
    via www.unilever.com/contactus
|                                                                                    



|144 | UnileverAnnual
        Report on Form 20-F 2007
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|                                 
|---------------------------------
|                                 
|Shareholder information continued
|                                 
|                                 
|Shareholder information continued
|                                 
|                                 

WebsiteShareholders are encouraged to visit our website www.unilever.com which has a wealth of information about Unilever. There is a section designed specifically for investors at www.unilever.com/investorcentre It includes detailed coverage of the Unilever share price, our quarterly and annual results, performance charts, financial news
and investor relations speeches and presentations. It also includes conference and investor/analyst presentations. You can also view this years and prior years Annual Review and Annual Report and Accounts documents at www.unilever.com/investorcentre PLC shareholders can elect not to receive paper copies of the Annual Review, the Annual Report and Accounts and other shareholder documents by registering at www.unilever.com/shareholderservices if they prefer to view
these on our website. Share registration The NetherlandsN.V. Algemeen Nederlands
Trustkantoor
ANTClaude Debussylaan 24
1082 MD Amsterdam Telephone
	
	+31
(0)20 522
2555Telefax
	
	+31
 (0)20 522 2500Website
	
	www.ant-trust.nl/Email
	
	registers@ant-trust.nl UKComputershare Investor Services PLC
The
Pavilions
Bridgwater Road
Bristol BS99 6ZY Telephone
	
	+44 (0)870
600 3977Telefax
	
	+44
	    (0)870
 703 6119Website
	
	www.unilever.com/shareholderservicesEmail
	
	web-queries@computershare.co.uk USACitibank Shareholder ServicesPO Box 43077Providence RI 02940-3077 Toll free phone (inside US)
	
	888 502 6356Toll phone (outside US)
	
	+1 781 575 455Website
	
	www.citibank.com/adrEmail
	
	citibank@shareholders-online.com


PublicationsCopies of the following publications can be accessed directly or ordered through www.unilever.com/investorcentre or www.unilever.nl/onsbedrijf/beleggers Unilever Annual Review 2007Including Summary Financial Statement. Available in English or Dutch, with financial information in euros, pounds sterling and US dollars. Unilever Annual Report and Accounts 2007Available in English or Dutch, with figures in euros. It forms the basis for the Form 20-F that is filed with the United States Securities and Exchange Commission. Quarterly Results AnnouncementsAvailable in English or Dutch, with figures in euros; supplements in English, with pounds sterling or US dollar figures, are also available. Unilever Annual Report on Form 20-FFiled with the SEC at www.sec.gov Printed copies are available, free of charge, upon request to Unilever PLC, Investor Relations Department, Unilever House, 100 Victoria Embankment, London EC4Y 0DY United
Kingdom. Documents on display in the United StatesUnilever
files and furnishes reports and information with the United States SEC. Such
reports and information can be inspected and copied at the SECs public reference facilities in Washington DC, Chicago and New
York. Certain of our reports and other information that we file or furnish to the SEC are also available to the public over the internet on the SECs
website at www.sec.gov




|UnileverAnnual
        Report on Form 20-F 2007 | 145
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|                                 
|---------------------------------
|                                 
|Shareholder information continued
|                                 
|                                 
|Index                            
|                                 
|                                 

Accounting policies
	1, 27-28, 72-76Acquisitions
	24, 73, 113Advertising and promotion
	28Americas, The
	16-18, 77-79Annual General Meetings
	39, 144Asia Africa
	18-19, 77-79Associates
	90, 120Audit Committee
	37, 62Auditors
	62, 68, 121Balance sheet
	25, 70Biographical details
	46-47Biological assets
	90Board committees
	37-38Board remuneration
	49-61Boards
	33Brands
	8-9, 21Capital expenditure
	78, 80, 88-89Cash
	74, 93Cash flow
	26, 71, 116Categories
	8-9Chairman
	3, 35Commitments
	112Competition
	8Contingent liabilities
	112Corporate governance
	33-47Corporate responsibility
	12Corporate Responsibility and Reputation Committee
	38, 63Deferred tax
	28, 91Depreciation
	78, 90-91Directors responsibilities
	66Discontinued operations
	114-115Disposals
	24, 113-114Distribution
	8Diversity
	9-10Dividends
	25, 86, 141, 144Earnings per share
	41, 69, 85Employees
	9Equalisation Agreement
	40-41Equity
	108Europe
	15-16, 77-79Exchange rates
	1, 23, 72, 131Executive Directors
	35-36, 46, 51-58Exports
	8Finance and liquidity
	26Finance costs and income
	82Financial calendar
	144Financial instruments
	28, 73-74, 97-101Financial liabilities
	74, 94-96Financial Review
	23-32Foods
	8, 20-22Functions
	8Goodwill
	27-28, 73, 86-87Gross profit
	81Group Chief Executive
	4-5, 35Group structure
	1Guarantor statements
	123-128Home and Personal Care
	8, 20-22Home care
	8, 79-80Ice cream and beverages
	9, 79-80Impairment
	86-87Income statement
	69Information technology
	10Innovation
	20-22Intangible assets
	27-28, 73, 86-87


Intellectual property
	10Internal and disclosure controls
	66International Financial Reporting Standards (IFRS)
	1, 72Inventories
	74, 91Joint ventures
	90, 120Key management
	120Key performance indicators
	6-7Laws and regulation
	10Leases
	75, 112Legal proceedings
	10-12Market capitalisation
	25Net debt
	32Nomination Committee
	37, 48Non-Executive Directors
	36, 46, 59-60Non-GAAP measures
	29, 32Off-balance sheet arrangements
	26Operating costs
	81Operating profit
	77-80Operating Review
	15-22Payables
	102Pensions and similar obligations
	27, 28, 74, 103-107Personal care
	8, 79-80Post balance sheet events
	27, 121Preference shares and dividends
	94, 144Principal group companies
	132-133Property, plant and equipment
	10, 73, 88-89Provisions
	28, 75, 102Receivables
	92Regions
	7, 15-19Related party transactions
	8, 120Remuneration Committee
	37, 49-61Research and development
	20-21Reserves
	110Restructuring
	81, 102Retained profit
	111Return on invested capital (ROIC)
	29, 31Revenue recognition
	75Risk management
	13-14, 62, 97Sarbanes-Oxley
	67Savoury, dressings and spreads
	8, 79-80Seasonality
	8Segment information
	75, 77-80Selected financial data
	129-131Share-based payments
	75, 117-119Share capital
	41-42, 109Shareholders
	38-40, 135-136Share prices
	138Share registration
	145Staff costs
	82Statement of recognised income and expense
	69Strategy
	6Taxation
	76, 83-84Total shareholder return (TSR)
	29, 32Treasury
	26-27Turnover
	77-80Unilever Executive (UEx)
	47Unilever Foodsolutions
	9Underlying sales growth (USG)
	29, 32Ungeared free cash flow (UFCF)
	29, 30US GAAP
	122-128Ventures
	9Voting
	39Website
	145




|146 | UnileverAnnual
        Report on Form 20-F 2007
|--- | -----------------------------------------------

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Cautionary statementThis
document may contain forward-looking statements, including forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. Words such as
expects, anticipates, intends or the negative of these terms and other similar expressions of future performance or results, including financial objectives to 2010, and their negatives, are intended to identify
such forward-looking statements. These forward-looking statements are based upon current expectations and assumptions regarding anticipated developments and other factors affecting the Group. They are not historical facts, nor are they guarantees of
future performance. Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause actual results to differ materially from those expressed or implied by these forward-looking statements,
including, among others, competitive pricing and activities, consumption levels, costs, the ability to maintain and manage key customer relationships and supply chain sources, currency values, interest rates, the ability to integrate acquisitions
and complete planned divestitures, the ability to complete planned restructuring activities, physical risks, environmental risks, the ability to manage regulatory, tax and legal matters and resolve pending matters within current estimates,
legislative, fiscal and regulatory developments, political, economic and social conditions in the geographic markets where the Group operates and new or changed priorities of the Boards. Further details of potential risks and uncertainties affecting
the Group are described in the Groups filings with the London Stock Exchange, Euronext Amsterdam and the US Securities and Exchange Commission, including the Annual Report and Accounts on Form 20-F. These forward-looking statements speak only
as of the date of this document. Except as required by any applicable law or regulation, the Group expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to
reflect any change in the Groups expectations with regard thereto or any
change in events, conditions or circumstances on which any such statement is
based.

This document does not comply with US GAAP and should not therefore be relied upon by readers as such. In addition, a printed copy of the Annual Report on Form 20-F is available, free of charge, upon request to
Unilever PLC, Investor Relations Department, Unilever House, 100 Victoria Embankment, London EC4Y 0DY, United Kingdom.

|Designed and produced by
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|                                                                                                                                                                                                                                                                                                                                                                                                                                        |  | 
|                                                                                                                                                                                                                                                                                                                                                                                                                                        |  | 
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|Unilever
      N.V.Weena 455, PO Box 7603000 DK RotterdamThe NetherlandsT +31 (0)10 217 4000F +31 (0)10 217 4798Commercial Register RotterdamNumber: 24051830Unilever PLCUnilever House100 Victoria EmbankmentLondon EC4Y 0DYUnited KingdomT +44 (0)20 7822 5252F +44 (0)20 7822 5951Unilever PLC registered officeUnilever PLCPort SunlightWirralMerseyside CH62 4ZDUnited KingdomRegistered in England and WalesCompany Number: 41424 |  | 

www.unilever.com

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SIGNATURES

The registrant hereby certifies that it meets
    all of the requirements for filing on Form 20-F and that it has duly caused
    and authorised the undersigned to sign this Annual Report on its behalf.

Unilever PLC.(Registrant)



|/s/ S.H.M.A. Dumoulin | 
|--------------------- | 
|                      | 
|(Signature)           | 
|S.H.M.A. DUMOULIN,    | 
|Group Secretary       | 

Date: 26 March, 2008

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|UNILEVER PLC  20-F EXHIBIT LIST |                       
|-------------------------------- | ----------------------
|Item 19. Exhibits                |                       
|                                 |                       
|Exhibit 
Number                  | Description of Exhibit
|                                 |                       
|1.1                              |                       
|2.1                              |                       
|2.2                              |                       
|4.1                              |                       
|4.2                              |                       
|4.3                              |                       
|4.4                              |                       
|4.5                              |                       
|4.6                              |                       
|4.7                              |                       
|7.1                              |                       
|8.1                              |                       
|10.1                             |                       
|12.1                             |                       
|13.1                             |                       

Certain instruments which define rights of holders of long-term debt of the Company and its subsidiaries are not being filed because the total amount of securities authorized under each such instrument does not exceed 10% of the total consolidated assets of the Company and its subsidiaries. The Company and its subsidiaries hereby agree to furnish a copy of each such instrument to the Securities and Exchange Commission upon request.

|1 | Incorporated by reference to the Form 6-K furnished to the SEC on October 23, 2000.                            
|- | ---------------------------------------------------------------------------------------------------------------
|2 | Incorporated by reference to Exhibit 2.2 of Form 20-F filed with the SEC on March 28, 2002.                    
|3 | Incorporated by reference to Exhibit 2.2 of Form 20-F filed with the SEC on March 26, 2007.                    
|4 | Incorporated by reference to Exhibit 4.2 of Form 20-F filed with the SEC on March 29, 2006.                    
|5 | Incorporated by reference to Exhibit 99.1 of Form S-8 filed with the SEC on February 27, 2003.                 
|6 | Incorporated by reference to Exhibit 4.5 of Form 20-F filed with the SEC on March 28, 2002.                    
|7 | Incorporated by reference to Exhibit 4.7 of Form 20-F filed with the SEC on March 28, 2002.                    
|8 | The required information is set forth on
      page 129 of the Annual Report and Accounts on Form 20-F.        
|9 | The required information is set forth on
      pages 132 to 133 of the Annual Report and Accounts on Form 20-F.



---