<PAGE>
                                                                    Exhibit 20.1

                        CROWN NORTHCORP LIMITED

                        US NON-STATUTORY FINANCIAL STATEMENTS

                        31 DECEMBER 2003

<PAGE>



INDEPENDENT AUDITORS' REPORT
TO THE BOARD OF DIRECTORS AND STOCKHOLDERS OF
CROWN NORTHCORP LIMITED
IPSWICH, UNITED KINGDOM


We have audited the accompanying consolidated balance sheets of Crown Northcorp
Limited and subsidiaries as of December 31, 2003 and 2002, and the related
consolidated statements of income, stockholders' equity, and cash flows for the
years then ended. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, such consolidated financial statements present fairly, in all
material respects, the financial position of the companies as of December 31,
2003 and 2002, and the results of their operations and their cash flows for the
years then ended in conformity with accounting principles generally accepted in
the United Kingdom.

Accounting principles generally accepted in the United Kingdom vary in certain
significant respects from accounting principles generally accepted in the United
States of America. Information relating to the nature and effect of such
differences is presented in Note 21 to the consolidated financial statements.


/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP
Chartered Accountants and Registered Auditors
London
April 14, 2004


<PAGE>


CROWN NORTHCORP LIMITED


CONSOLIDATED PROFIT AND LOSS ACCOUNT
YEAR ENDED 31 DECEMBER 2003


<TABLE>
<CAPTION>
                                                                                            2003                2002
                                                                     NOTE         POUND STERLING      POUND STERLING

<S>                                                                  <C>          <C>                  <C>
 TURNOVER                                                                             2,739,050              911,328
 Administrative expenses                                                             (3,615,807)          (3,013,669)
                                                                                  -------------       --------------
 Group operating loss                                                                  (876,757)          (2,102,341)
 Share of associates' operating profit                                                1,459,140            5,824,628
                                                                                  -------------       --------------

 Total operating profit on ordinary activities before
   finance charges                                                                      582,383            3,722,287
 Finance charges (net)
      Group                                                             2                89,729               43,433
      Associates                                                        2                 1,255             (177,114)
                                                                                  -------------       --------------
 Profit on ordinary activities before taxation                          3               673,367            3,588,606
 Tax on profit on ordinary activities                                   5               (54,893)          (1,060,433)
                                                                                  -------------       --------------
 Profit on ordinary activities after taxation                                           618,474            2,528,173
 Equity minority interests                                                                    -              (24,067)
                                                                                  -------------       --------------
 Profit for the financial year                                                          618,474            2,504,106
 Dividends paid                                                                      (1,200,000)          (1,712,457)
                                                                                  -------------       --------------
 Retained (loss)/profit for the financial year                                         (581,526)             791,649
 RETAINED PROFIT BROUGHT FORWARD                                                      2,796,738            2,005,089
                                                                                  -------------       --------------
 RETAINED PROFIT CARRIED FORWARD                                                      2,215,212            2,796,738
                                                                                  =============       ==============
 </Table>



All amounts derive from continuing operations.



CONSOLIDATED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
YEAR ENDED 31 DECEMBER 2003

<Table>
<Caption>
                                                                                                  2003          2002
                                                                                                 POUND         POUND
                                                                                              STERLING      STERLING

<S>                                                                                            <C>           <C>
(Loss)/profit for the financial year                                                           (581,526)     791,649
Foreign exchange translation reserve                                                                  -      (11,646)
                                                                                            -----------   ----------
Total recognised gains and losses relating to
  the year                                                                                     (581,526)     780,003
                                                                                            ===========   ==========
</Table>



                                                                               3

<PAGE>


CROWN NORTHCORP LIMITED


RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
YEAR ENDED 31 DECEMBER 2003

<Table>
<Caption>
                                                                                                   2003          2002
                                                                                                  POUND         POUND
                                                                                               STERLING      STERLING

<S>                                                                                            <C>           <C>
Retained (loss)/profit for the financial year                                                  (581,526)     791,649
Foreign exchange translation reserve                                                                  -      (11,646)
Shareholders' funds at start of year                                                          2,796,740    2,016,737
                                                                                              ---------    ---------
Shareholders' funds at end of year                                                            2,215,214    2,796,740
                                                                                              =========    =========
</Table>





                                                                               4
<PAGE>



CROWN NORTHCORP LIMITED


CONSOLIDATED BALANCE SHEET
31 DECEMBER 2003


<Table>
<Caption>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                       NOTE                                    STERLING     STERLING

<S>                                                     <C>                                   <C>          <C>
FIXED ASSETS
Intangible assets                                         6                                     333,806            -
Tangible assets                                           7                                      21,917       47,265
Investments                                               8                                     936,215    1,608,304
                                                                                              ---------    ---------
                                                                                              1,291,938    1,655,569
                                                                                              ---------    ---------
CURRENT ASSETS
Debtors                                                   9                                   1,294,337    1,190,397
Cash at bank and in hand                                                                      1,133,781    1,433,093
                                                                                              ---------    ---------

                                                                                              2,428,118    2,623,490

CREDITORS: AMOUNTS FALLING DUE
  WITHIN ONE YEAR                                        10                                  (1,394,010)  (1,338,544)
                                                                                              ---------    ---------

NET CURRENT ASSETS                                                                            1,034,108    1,284,946
                                                                                              ---------    ---------
TOTAL ASSETS LESS CURRENT LIABILITIES                                                         2,326,046    2,940,515

PROVISIONS FOR LIABILITIES AND CHARGES                   11                                    (110,832)    (143,775)
                                                                                              ---------    ---------
                                                                                              2,215,214    2,796,740
                                                                                              =========    =========
CAPITAL AND RESERVES
Called up share capital                                  12                                           2            2
Profit and loss account                                                                       2,215,212    2,796,738
                                                                                              ---------    ---------
TOTAL EQUITY SHAREHOLDERS' FUNDS                                                              2,215,214    2,796,740
                                                                                              =========    =========
</Table>




                                                                               5
<PAGE>



CROWN NORTHCORP LIMITED


CONSOLIDATED CASH FLOW STATEMENT
YEAR ENDED 31 DECEMBER 2003

<Table>
<Caption>
                                                                                                   2003          2002
                                                                                                  POUND         POUND
                                                                     NOTE                      STERLING      STERLING


<S>                                                                    <C>                    <C>         <C>
Net cash outflow from operating activities                               13                    (603,235)   (2,509,593)

Distributions received from associates                                                        2,171,200     5,608,930

Returns on investments and servicing of finance                          14                      90,984)     (133,681)

Taxation                                                                                       (655,484)   (1,409,063)
Capital expenditure and financial investment                             14                     (10,069)      (24,344)
Acquisitions and disposals                                               16                    (819,411)            -
Dividends paid                                                                               (1,200,000)   (1,712,457)
                                                                                             ----------    -----------
Cash outflow before use of liquid resources and financing                                    (1,026,015)     (180,208)

Financing                                                                                       726,703             -
                                                                                             ----------    -----------
DECREASE IN CASH IN THE YEAR                                                                   (299,312)     (180,208)
                                                                                             ==========    ===========
RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
  (NOTE 13)
Decrease in cash in the period and change in net debt
  resulting from cash flows                                                                    (299,312)     (180,208)

Net funds at 1 January                                                                        1,433,093     1,613,301
                                                                                             ----------    -----------
Net funds at 31 December                                                                      1,133,781     1,433,093
                                                                                             ==========    ===========
</Table>



                                                                               6
<PAGE>



CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003

1.     ACCOUNTING POLICIES

       (i)    BASIS OF ACCOUNTING

       The accounts have been prepared under the historical cost convention and
       in accordance with applicable United Kingdom accounting standards.
       However, these are not statutory financial statements pursuant to the
       Companies Act 1985.

       (ii)   BASIS OF CONSOLIDATION

       The consolidated financial statements incorporate the financial
       statements of the company and all its subsidiaries with the exception of
       Rooftop Mortgages Limited and Crown European Holdings Limited which have
       not been consolidated due to severe long term restrictions. These
       companies have been accounted for as fixed asset investments in
       accordance with FRS2.

       (iii)  TURNOVER

       Turnover represents management fees charged to clients during the year
       from servicing contracts and the recovery of associated costs net of VAT
       and the company's share of profits from two limited liability
       partnerships. All turnover is derived in the United Kingdom.

       (iv)   INVESTMENT INCOME

       Interest is shown gross before deduction of income tax and is included on
       an accruals basis.

       (v)    INVESTMENTS

       All investments are stated at cost less provision for impairment.

       (vi)   ASSOCIATES

       In the group financial statements investments in associates are accounted
       for using the equity method. The consolidated profit and loss account
       includes the group's share of associate's profits less losses while the
       group's share of the net assets of the associates is shown in the
       consolidated balance sheet. Goodwill arising on the acquisition of
       associates is capitalized and written off on a straight line basis over
       its useful live. Provision is made for any impairment. Any unamortized
       balance of goodwill is included in the carrying value of the investment
       in associates.

       (vii)  TANGIBLE FIXED ASSETS

       Tangible fixed assets are stated at cost net of depreciation and any
       provision for impairment. Depreciation is provided on all tangible fixed
       assets at rates calculated to write off the cost, less residual value, of
       each asset on a straight line basis over its expected useful life, which
       is deemed to be three years.

       (viii) INTANGIBLE ASSETS - GOODWILL

       Goodwill arising on the acquisition of the remaining 50% interest in
       Regal Mortgages LLP and Regal Mortgages (No2) LLP, representing any
       excess of the fair value of the consideration given over the fair value
       of the identifiable assests and liabilities acquired, is capitalised and
       written off on a straight line basis over its useful economic life, which
       is fourteen months.

       (ix)   TAXATION

       Current tax is provided at amounts expected to be paid (or recovered)
       using the tax rates and laws that have been enacted or substantially
       enacted by the balance sheet date.

       Deferred taxation is provided in full on timing differences that result
       in an obligation at the balance sheet date to pay more tax, or a right to
       pay less tax, at a future date, at rates expected to apply when they
       crystallise based on current tax rates and law. Timing differences arise
       from the inclusion of items of income and expenditure in taxation
       computations in periods different from those in which they are included
       in financial statements.




                                                                               7
<PAGE>

CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003



1.     ACCOUNTING POLICIES (CONTINUED)

       (x)    PENSION COSTS

       The company operates a defined contribution pension scheme and the amount
       charged to the profit and loss account in respect of pension costs and
       other post-retirement benefits is the contributions payable in the year.
       Differences between contributions payable in the year and contributions
       actually paid are shown as either accruals or prepayments in the balance
       sheet.



2.     FINANCE CHARGES (NET)

<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING
<S>                                                                                           <C>          <C>
       Interest payable and similar charges                                                           -     (190,023)
       Less: interest income                                                                     90,984       56,342
                                                                                              ---------   ----------
                                                                                                 90,984     (133,681)
                                                                                              =========   ==========
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING
       Group                                                                                     89,729       43,433
       Associates                                                                                 1,255     (177,114)
                                                                                              ---------   ----------
                                                                                                 90,984     (133,681)
                                                                                              =========   ==========
       INTEREST PAYABLE AND SIMILAR CHARGES

                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING

       Share of associates' interest payable                                                          -      190,023
                                                                                              =========   ==========
       INTEREST INCOME

                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING
       Interest receivable and similar income                                                    89,729       43,433
       Share of associates' interest receivable                                                   1,255       12,909
                                                                                              ---------   ----------
                                                                                                 90,984       56,342
                                                                                              =========   ==========
</TABLE>



 3.    PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION

       The profit on ordinary activities before taxation is stated after
       charging:

<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING

<S>                                                                                           <C>          <C>
       Auditors' remuneration - audit fees                                                       28,326       23,002
       Auditors' remuneration - taxation fees                                                    44,950       22,950
       Depreciation and amortisation                                                             46,778       60,947
                                                                                              =========   ==========
</TABLE>








                                                                               8
<PAGE>


CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003

<TABLE>
<CAPTION>
4.     EMPLOYEES


                                                                                                   2003          2002
                                                                                                  POUND         POUND
                                                                                               STERLING      STERLING
<S>                                                                                          <C>           <C>
       (i) EMPLOYMENT COSTS
           Salaries                                                                             990,373       859,453
           Social security                                                                      123,894        88,949
           Pension costs                                                                         32,578        33,530
                                                                                              ---------    ----------
                                                                                              1,146,845       981,932
                                                                                              =========    ==========
</TABLE>



       The average number of employees employed by the group during the year was
       28 (2002: 28).


5.     TAX ON PROFIT ON ORDINARY ACTIVITIES

<TABLE>
<CAPTION>
                                                                                                   2003          2002
                                                                                                  POUND         POUND
                                                                                               STERLING      STERLING
<S>                                                                                           <C>         <C>
       United Kingdom taxation:
           Corporation tax at 30% (2002 - 30%)
           - Current period                                                                    (181,908)  (1,110,471)
           - Adjustment in respect of prior year                                                153,234       (1,121)
                                                                                               ---------   ----------
                                                                                                (28,674)  (1,111,592)

       Deferred tax
           - Timing differences, origination and reversal                                           (63)      27,491
           - adjustments to the estimated recoverable
             amounts of deferred tax assets arising in
             previous periods                                                                      (154)      23,668
           - Adjustment in respect of prior years                                               (26,002)           -
                                                                                               ---------   ----------
                                                                                                (54,893)  (1,060,433)
                                                                                               =========   ==========
</TABLE>


        The differences between the total current tax shown above and the amount
       calculated by applying the standard rate of UK corporation tax to the
       profit before tax is as follows:

<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING

<S>                                                                                           <C>         <C>
       Profit on ordinary activities before tax                                                 673,367    3,588,606
                                                                                               ========    =========
       Tax on profit on ordinary activities at standard UK
         corporation tax rate of 30% (2002: 30%)                                               (202,010)  (1,076,582)
       Effects of:
       Expenses not deductible for tax purposes                                                  (1,214)      (5,997)
       Capital allowances in excess of depreciation                                                 (34)     (30,511)
       Adjustments in respect of previous periods                                               153,234        1,181
       Share                                                                                     21,350            -
       Utilisation of tax losses                                                                      -          257
                                                                                               ---------  ----------
       Current tax charge for year                                                              (28,674)  (1,111,652)
                                                                                               ========    =========
</TABLE>




                                                                               9
<PAGE>

CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003



6.     INTANGIBLE ASSETS


<TABLE>
<CAPTION>
                                                                                               MORTGAGE
                                                                                              SERVICING
                                                                                 GOODWILL        RIGHTS         TOTAL
                                                                                    POUND         POUND         POUND
                                                                                 STERLING      STERLING      STERLING
<S>                                                                             <C>           <C>           <C>
       VALUE
       At 1 January 2003                                                                -             -             -
       Additions                                                                   77,115       268,052       345,167
                                                                                 --------      --------      --------
       At 31 December 2003                                                         77,115       268,052       345,167
                                                                                 --------      --------      --------
       ACCUMULATED AMORTISATION
       At 1 January 2003                                                                -             -             -
       Charge for year                                                             11,361             -        11,361
                                                                                 --------      --------      --------
       At 31 December 2003                                                         11,361             -        11,361
                                                                                 --------      --------      --------
       NET BOOK VALUE
       At 31 December 2003                                                         65,754       268,052       333,806
                                                                                 ========      ========      ========

       At 31 December 2002                                                              -             -             -
                                                                                 ========      ========      ========
</TABLE>




        The goodwill arose on the acquisition of the remaining interest in Regal
       Mortgages LLP and Regal Mortgages (No2) LLP and TBE. The mortgage
       servicing rights were purchased from TBE. They are carried at cost paid
       for the contracts and will be written off over the life of the contracts.



7.     TANGIBLE FIXED ASSETS


<TABLE>
<CAPTION>
                                                                                                               OFFICE
                                                                                                            EQUIPMENT
                                                                                                                POUND
                                                                                                             STERLING
<S>                                                                                                       <C>
       COST
       At 1 January 2003                                                                                      509,160
       Additions                                                                                               10,069
                                                                                                           ----------
       At 31 December 2003                                                                                    519,229
                                                                                                           ----------
       ACCUMULATED DEPRECIATION
       At 1 January 2003                                                                                      461,895
       Charge for period                                                                                       35,417
                                                                                                           ----------
       At 31 December 2003                                                                                    497,312

       NET BOOK VALUE
       At 31 December 2003                                                                                     21,917
                                                                                                           ==========
       At 31 December 2002                                                                                     47,265
                                                                                                           ==========
</TABLE>






                                                                              10
<PAGE>



CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003

8.     INVESTMENTS


<TABLE>
<CAPTION>
                                                                                                  OTHER
                                                                               ASSOCIATES   INVESTMENTS         TOTAL
                                                                                    POUND         POUND         POUND
                                                                                 STERLING      STERLING      STERLING
       COST
<S>                                                                            <C>            <C>         <C>
       At 1 January 2003                                                        1,608,304             -     1,608,304
       Additions                                                                  224,522       851,554     1,076,076
       Disposals                                                               (1,608,304)     (139,861)   (1,748,165)
                                                                               ----------     ---------    ----------
       At 31 December 2003                                                        224,522       711,693       936,215
                                                                               ----------     ---------    ----------
       NET BOOK VALUE
       At 31 December 2003                                                        224,522       711,693       936,215
                                                                               ==========     =========    ==========
       At 31 December 2002                                                      1,608,304             -     1,608,304
                                                                               ==========     =========    ==========
</TABLE>



       The new investment in associates relates to the investment in TBE, a
       Belgian company, and has been accounted for at cost plus Crown Mortgage
       Management Limited's share of profit for the year, less goodwill
       amortized for the period. A 50% share in this company was purchased for
       Pound Sterling 212,660 including goodwill of Pound Sterling 19,221. At
       the year end, Crown Mortgage Management Limited's share of operating
       profit for the year was Pound Sterling 11,862 after amortisation of
       goodwill which has been included within the carrying value of the
       associate shown above.

       On 31 October 2003, Crown Northcorp Limited (the group), bought out the
       remaining share of Regal Mortgages LLP and Regal Mortgages (No 2) LLP.
       Therefore Regal Mortgages LLP and Regal Mortgages (No 2) LLP ceased to be
       associates and have been accounted for as subsidiaries in these accounts
       since this date.

       As noted above Regal Mortgages LLP has been consolidated during the
       current year due to the increase in Crown Northcorp Limited's ownership
       share. As a result, Regal Mortgages LLP's investments are included above
       for the first time. These investments relate to loans secured on property
       in the United Kingdom.

       The fair value of the cash consideration given for Regal Mortgages LLP
       was Pound Sterling 958,828 and for Regal Mortgages (No 2) LLP was Pound
       Sterling 3,672.




                                                                              11
<PAGE>

CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003


8.     INVESTMENTS (CONTINUED)

       The following table sets out the book values of the identifiable assets
       and liabilities acquired and their fair value to the group. There were no
       fair value adjustments:



<TABLE>
<CAPTION>
                                                                                                  REGAL         REGAL
                                                                                              MORTGAGES     MORTGAGES
                                                                                                    LLP     (NO2) LLP
                                                                                                  POUND         POUND
                                                                                               STERLING      STERLING
<S>                                                                                             <C>          <C>
       FIXED ASSETS
       Investments                                                                              851,554             -

       CURRENT ASSETS
       Debtors                                                                                  447,601             -
       Cash                                                                                     476,597         7,343
                                                                                              ---------      --------
       TOTAL ASSETS                                                                           1,775,752         7,343
                                                                                              ---------      --------
       CREDITORS
       Trade creditors                                                                          (12,327)            -
       Accruals                                                                                       -          (999)
                                                                                              ---------      --------
       TOTAL LIABILITIES                                                                        (12,327)         (999)
                                                                                              ---------      --------
       NET ASSETS                                                                             1,763,425         6,344
                                                                                              =========      ========
       50% SHARE OF ASSETS ACQUIRED                                                             881,713         3,172
                                                                                              =========      ========
       Goodwill                                                                                  77,115           500

       SATISFIED BY
       Cash consideration                                                                       958,828         3,672
                                                                                              =========      ========
 </Table>



       During the year, Crown Northcorp Limited set up two wholly owned
       subsidiaries, Crown European Holdings Limited and Rooftop Mortgages
       Limited. They have been excluded from the consolidation under the
       provisions of FRS2 due to severe long term restrictions which
       substantially hinder the company's exercise of its rights over the assets
       and management of these subsidiaries. The investment in each company
       included in the group balance sheet represents the share capital of Pound
       Sterling 1 each.


                                       12
<PAGE>

CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003


9.     DEBTORS


<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING

<S>                                                                                          <C>           <C>
       Trade debtors                                                                            514,667       85,977
       Other debtors                                                                            590,549      862,426
       Prepayments and accrued income                                                           164,181      190,835
       Deferred tax asset                                                                        24,940       51,159
                                                                                              ---------    ---------
                                                                                              1,294,337    1,190,397
                                                                                              =========    =========
</TABLE>


 10.   CREDITORS - AMOUNTS FALLING DUE WITHIN ONE YEAR


<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING

<S>                                                                                             <C>          <C>
       Trade creditors                                                                          336,072      285,593
       Unsecured loan                                                                           726,703            -
       Corporation tax                                                                           16,186      642,996
       VAT                                                                                            -        5,369
       Other creditors                                                                          178,650            -
       Accruals and deferred income                                                             136,399      404,586
                                                                                              ---------    ---------
                                                                                              1,394,010    1,338,544
                                                                                              =========    =========
</TABLE>

        During the year the company received unsecured loans from the Group's
       chairman, R.E. Roark and Royal Invesements Corp, a company controlled by
       the Mr Roark.



11.    PROVISIONS FOR LIABILITIES AND CHARGES



<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING

<S>                                                                                             <C>          <C>
       At 1 January                                                                             143,775            -
       (Released)/charged to profit and loss account                                            (32,943)     143,775
                                                                                              ---------    ---------
       At 31 December                                                                           110,832      143,775
                                                                                              =========    =========
</TABLE>


        The provision represents the directors' best estimate of the unavoidable
       costs related to vacant office space that Crown Mortgage Management is
       contracted to lease until March 2007.


                                                                              13
<PAGE>


CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003

12.    SHARE CAPITAL


<TABLE>
<CAPTION>
                                                                                                  2003          2002
                                                                                                 POUND         POUND
                                                                                              STERLING      STERLING

<S>                                                                                          <C>          <C>
       AUTHORISED:
         2 Ordinary shares of Pound Sterling 1 each                                                   2            2
                                                                                              =========     ========
       ISSUED, ALLOTTED, CALLED UP AND FULLY PAID:
         2 Ordinary shares of Pound Sterling1 each                                                    2            2
                                                                                              =========     ========
</TABLE>


13.    RECONCILIATION OF OPERATING PROFIT TO NET CASH INFLOW FROM OPERATING
       ACTIVITIES



<TABLE>
<CAPTION>
                                                                                                  2003          2002
                                                                                                 POUND         POUND
                                                                                               STERLING     STERLING

<S>                                                                                            <C>        <C>
       Group operating loss                                                                    (876,757)  (2,102,341)
       Depreciation and amortisation charges                                                     46,778       60,947
       Decrease/(increase) in debtors                                                           317,442     (878,078)
       (Decrease)/increase in creditors                                                         (57,755)     277,850
       (Decrease)/increase in provisions                                                        (32,943)     143,775
       Non cash movements                                                                             -      (11,746)
                                                                                               --------    ---------
       Net cash outflow from operating activities                                              (603,235)  (2,509,593)
                                                                                               ========    =========
</TABLE>



 14.   ANALYSIS OF CASH FLOWS



<TABLE>
<CAPTION>
                                                                                                   2003          2002
                                                                                                  POUND         POUND
                                                                                               STERLING      STERLING
<S>                                                                                            <C>          <C>
       RETURNS ON INVESTMENTS
       Interest and other investment income                                                      90,984       56,342
       Interest paid                                                                                  -     (190,023)
                                                                                                --------    --------
                                                                                                 90,984     (133,681)
                                                                                                ========    ========
       CAPITAL EXPENDITURE AND FINANCIAL INVESTMENT
       Payments to acquire tangible fixed assets                                                (10,069)     (24,344)
                                                                                                ========    ========
</TABLE>



 15.   ANALYSIS AND RECONCILIATION OF NET DEBT


<TABLE>
<CAPTION>
                                                                                     2002     CASH FLOW         2003
                                                                                    POUND         POUND        POUND
                                                                                 STERLING      STERLING     STERLING

<S>                                                                             <C>            <C>         <C>
       Cash at bank and in hand                                                 1,433,093      (299,312)   1,133,781
                                                                                =========      ========    =========
</TABLE>



                                                                              14
<PAGE>

CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003


16.    ACQUISITIONS AND DISPOSALS


<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING

<S>                                                                                            <C>          <C>
       Purchase of investment in subsidiaries                                                  (962,500)           -
       Net cash acquired with subsidiaries                                                      483,940            -
       Purchase of interest in associates                                                      (212,660)           -
       Purchase of mortgage servicing contract                                                 (268,052)           -
       Receipts from sale of fixed assets investments                                           139,861            -

                                                                                             ----------    ----------
                                                                                                819,411            -
                                                                                             ==========    ==========
</TABLE>



 17.   PENSIONS

       The company operates a defined contribution pension scheme for its
       employees and contributes to the scheme on their behalf. The total
       pension cost charge represents contributions payable by the company to
       the scheme and amounted to Pound Sterling 32,578 (2002: Pound
       Sterling 33,530).


18.    RELATED PARTIES

       The company has taken advantage of the dispensation available under
       paragraph 3(c) of FRS8 not to disclose transactions with fellow group
       companies.


19.    ULTIMATE PARENT UNDERTAKING

       The company's ultimate parent company changed as of the 31 December 2003,
       when Royal Investments Corp was merged with Crown Northcorp Inc. Crown
       Northcorp Inc is now the ultimate parent company and is a public company
       based at 1251 Dublin Road, Columbus, OH 43215 USA.







                                                                              15
<PAGE>


CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003


20.    ADDITIONAL INFORMATION ON SUBSIDIARY UNDERTAKINGS


<TABLE>
<CAPTION>
                                                                                                            PORTION OF
                                                                                                       ORDINARY SHARES
                                                                 COUNTRY OF                                       HELD
                                                              INCORPORATION           ACTIVITY                       %

<S>                                                           <C>              <C>                              <C>
      Crown Asset Management Limited                            Great Britain  Holding Company                     100

      Crown European Holdings Limited                           Great Britain  Holding Company                     100

      Crown Fastigheter AB
      (Shares are owned by Crown
      European Holdings Limited)                                       Sweden  Trading Company                     100

      Crown Mortgage Management Limited
      (Shares are owned by Crown
      Asset Management Limited)                                 Great Britain  Trading Company                     100

      Crown European Mortgages Limited
      (Shares are owned by Crown
      Asset Management Limited)                                 Great Britain  Trading Company                     100

      Rooftop Mortgages Limited
      (Shares are owned by Crown
      Asset Management Limited)                                 Great Britain  Trading Company                     100

      Crown Leisure Management Limited
      (Shares are owned by Crown
      Mortgage Management Limited)                              Great Britain  Trading Company                     100

      TBE                                                             Belgium  Trading Company                      50

      Regal Mortgages
                                                                               Investment
      Limited Liability Partnership                             Great Britain    Partnership                       100

      Regal Mortgages (No2)                                                    Investment
      Limited Liability Partnership                             Great Britain    Partnership                       100

      CMBS Limited                                                             Software
      Liability Partnership                                     Great Britain    Development                        50
</TABLE>




        The results of all these companies/partnerships are reflected in the
       group accounts excluding CMBS LLP which is a dormant, non-trading
       company. All subsidiaries are included in the consolidation with the
       exception of Rooftop Mortgages Limited and Crown European Holdings
       Limited which have both been excluded from the consolidation on the
       grounds that there are severe restrictions over Crown Northcorp Limited's
       ability to control these entities.

       There are no dividends, write-downs, intercompany balances or
       transactions within the financial statements relating to these excluded
       subsidiary undertakings. As at 31 December 2003 Crown European Holdings
       Limited had net assets of Pound Sterling 10,143 and made a profit of
       Pound Sterling 14,484 for the year then ended. As at the same date
       Rooftop Mortgages Limited had net liabilities of Pound Sterling 181,338
       and made a loss of Pound Sterling 181,339 for the year then ended.





                                                                              16
<PAGE>

CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003



21.    US GAAP INFORMATION

       RECONCILIATION OF NET INCOME, SHAREHOLDERS' EQUITY AND CASH FLOWS FROM UK
       GAAP TO US GAAP

       The consolidated financial statements have been prepared in accordance
       with Generally Accepted Accounting Principles in the United Kingdom (UK
       GAAP), which differs in certain respects from Generally Accepted
       Accounting Principles in the United States (US GAAP). The effect of
       applying US GAAP principles to net profit and shareholders' equity is set
       out below along with an explanation of applicable differences between UK
       GAAP and US GAAP:

       The effect of applying US GAAP principles to net profit is:


<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                     NOTE                      STERLING     STERLING

<S>                                                                 <C>                      <C>          <C>
       NET PROFIT AS REPORTED IN ACCORDANCE
         WITH UK GAAP                                                                           618,474    2,504,106
       Items increasing /(decreasing) net profit:
       Goodwill amortisation                                          (a)                        11,361            -
       Development expenditure - capitalization                       (b)                       270,916      334,843
       Development expenditure - amortization                         (b)                      (100,960)           -
       Deferred taxation                                              (c)                       (50,987)    (100,453)
                                                                                             ----------   ----------
       Net profit in accordance with US GAAP                                                    748,804    2,738,496
                                                                                             ==========   ==========
</TABLE>


        The effect of applying US GAAP principles to shareholders' equity is:



<TABLE>
<CAPTION>

                                                                                                   2003          2002
                                                                                                  POUND         POUND
                                                                     NOTE                      STERLING      STERLING
<S>                                                                 <C>                     <C>            <C>
       SHAREHOLDERS' FUNDS AS REPORTED IN ACCORDANCE WITH UK
         GAAP                                                                                 2,215,214    2,796,740
       Items increasing / (decreasing) shareholders' equity:
       Goodwill amortisation                                          (a)                        11,361            -
       Development expenditure - capitalization                       (b)                       605,759      334,843
       Development expenditure - amortization                         (b)                      (100,960)           -
       Deferred taxation                                              (c)                      (151,440)    (100,453)
                                                                                              ---------    ---------

       SHAREHOLDERS' EQUITY IN ACCORDANCE WITH US GAAP                                        2,579,934    3,031,130
                                                                                              =========    =========

</TABLE>



                                                                              17
<PAGE>

CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003


21.    US GAAP INFORMATION (CONTINUED)


       Statement of changes in shareholders' equity in accordance with US GAAP


<TABLE>
<CAPTION>
                                                                                                               POUND
                                                                                                            STERLING
<S>                                                                                                        <C>
       BALANCE AT JANUARY 1, 2002                                                                          2,016,737
       Net profit for the year                                                                               791,649
       Foreign exchange translation reserve                                                                  (11,646)
       Development expenditure - capitalization                                                              334,843
       Deferred taxation                                                                                    (100,453)
                                                                                                           ---------
       BALANCE AT DECEMBER 31, 2002                                                                        3,031,130
                                                                                                           =========
       Net loss for the period                                                                              (581,526)
       Goodwill amortisation                                                                                  11,361
       Development expenditure - capitalization                                                              270,916
       Development expenditure - amortization                                                               (100,960)
       Deferred taxation                                                                                     (50,987)
                                                                                                           ---------
       BALANCE AT DECEMBER 31, 2003                                                                        2,579,934
                                                                                                           =========
</TABLE>


       CASH FLOW STATEMENT

       Under UK GAAP, the consolidated cash flow statement is presented in
       accordance with UK Financial Reporting Standard No. 1 (Revised) ('FRS 1')
       "Cash Flow Statements". The statement prepared under FRS 1 presents
       substantially the same information as that required under SFAS No. 95
       "Statement of Cash Flows". Under US GAAP, however, there are certain
       differences from UK GAAP with regard to classification of items within
       the cash flow statement with regard to the definition of cash.

       Under FRS 1, cash flows are presented separately for operating
       activities; returns on investments and servicing of finance; taxation;
       capital expenditure and financial investments; acquisitions and
       disposals; dividends paid to the company's shareholders; management of
       liquid resources and financing. SFAS No.95 cash flows are reported as
       resulting from operating, investing and financing activities.

       Cash flows under FRS 1 in respect of interest received, interest paid and
       taxation would be included within operating activities under SFAS N0.95.
       Cash flows from purchases, sales and maturities of trading securities,
       while not separately identified under UK GAAP, would be included within
       operating activities under US GAAP. Dividends paid would be included
       within financing activities under US GAAP. Under UK GAAP movements in
       bank overdrafts are classified as movements in cash while under US GAAP
       they are classified as a financing activity.

       Under SFAS No. 95 cash and cash equivalents include cash and short-term
       investments with original maturities of three months or less. Under FRS
       1, cash comprises cash in hand and at bank (on demand) and overnight
       deposits, net of bank overdrafts.





                                                                              18
<PAGE>


CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003


21.    US GAAP INFORMATION (CONTINUED)


       CASH FLOW STATEMENT (CONTINUED)



<TABLE>
<CAPTION>
                                                                                                   2003         2002
                                                                                                  POUND        POUND
                                                                                               STERLING     STERLING
<S>                                                                                          <C>          <C>
       Net income                                                                               748,804    2,738,496
       Adjustments to reconcile net income to net cash provided by operating
         activities
             Depreciation and amortization                                                      136,377       60,947
             Share of associates' operating profit                                           (1,459,140)  (5,824,628)
           Change in operating assets and liabilities
             Decrease/(increase) in debtors                                                     317,442     (878,078)
             (Decrease)/increase in creditors                                                  (607,359)      53,741
             (Decrease)/increase in provisions                                                  (32,943)     143,775
             Non cash movements                                                                       -      (11,747)
                                                                                              ---------    ---------
       Net cash provided by operating activities                                               (896,819)  (3,717,494)

       Cash flows from investing activities:
             Purchase of property and equipment                                                (280,985)    (359,187)
             Acquisition of associates                                                         (212,660)           -
             Purchase of mortgage servicing contract                                           (268,052)           -
             Purchase of investments                                                           (478,560)           -
             Proceeds from sale of investments                                                  139,861            -
             Distributions received from associates                                           2,171,200    5,608,930
                                                                                              ---------    ---------
       Net cash flows from investing activities                                               1,070,804    5,249,743

       Cash flows from financing activities:
             Proceeds from unsecured loans                                                      726,703            -
             Dividends paid                                                                  (1,200,000)  (1,712,457)
                                                                                              ---------    ---------
       Net cash used in financing activities                                                   (473,297)  (1,712,457)
                                                                                              ---------    ---------

       Net decrease in cash and cash equivalents                                               (299,312)    (180,208)
       Cash and cash equivalents at the beginning of year                                     1,433,093    1,613,301
                                                                                              ---------    ---------
       Cash and cash equivalents at end of year                                               1,133,781    1,433,093
                                                                                              =========    =========
       SUPPLEMENTAL DISCLOSURE OF CASH FLOW ACTIVITY
       Cash payments for interest                                                                     -     (190,023)
       Cash payments for income taxes                                                          (655,484)  (1,409,063)

</TABLE>


                                                                              19
<PAGE>



CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003






21.    US GAAP INFORMATION (CONTINUED)

       (a)    GOODWILL

              Under UK GAAP, FRS 10 requires positive purchased goodwill to be
              capitalized as an asset. If it is regarded as having a limited
              useful life it should then be amortized over that useful live
              which is generally presumed not to exceed 20 years. If goodwill is
              regarded as having an indefinite useful live it should not be
              amortized. Goodwill that is not amortized or amortized over a
              useful life exceeding 20 years should be tested for impairment at
              the end of each reporting period and, if necessary, written down.

              Under UK GAAP the goodwill arising on the acquisition of Regal
              Mortgages LLP and Regal Mortgages (No2) LLP is capitalized and
              amortized through the profit and loss account over its estimated
              useful economic life which is estimated to be 14 months from the
              date of acquisition.

              Under US GAAP, for fiscal years beginning after December 31, 2001
              positive goodwill is no longer amortized but instead must be
              tested for impairment annually.

              Under US GAAP, SFAS 141 Business Combinations (SFAS 141) requires
              all business combinations consummated after June 30, 2001 to be
              accounted for under the purchase method. SFAS 141 also sets forth
              guidelines for applying the purchase method of accounting in the
              determination of intangible assets, including goodwill, acquired
              in a business combination.

              Under US GAAP, SFAS 142 Goodwill and Other Intangible Assets (SFAS
              142) addresses the initial and ongoing financial accounting and
              reporting for acquired goodwill and other intangible assets. SFAS
              142 requires that goodwill be separately disclosed from other
              intangible assets in the balance sheet, and no longer be amortized
              on a recurring basis but tested for impairment at least annually
              (or more frequently if impairment indicators arise). SFAS 142 is
              effective for financial statements for periods beginning on or
              after December 15, 2001. Additionally, the amortization provisions
              of SFAS 142 are applicable to goodwill arising in all business
              acquisitions consummated after June 30, 2001 regardless of the
              adoption date of SFAS 142.

       (b)    DEVELOPMENT EXPENDITURE

              The company has not capitalized its development costs and these
              costs have been expensed as incurred.

              Under UK GAAP, SSAP 13 requires development expenditure to be
              written off as incurred except where all the following
              circumstances apply: (a) there is a clearly defined project; (b)
              the related expenditure is separately identifiable; (c) the
              outcome of the project has been assessed with reasonable certainty
              as to its technical feasibility and its ultimate commercial
              viability considered in the light of factors such as likely market
              conditions (including competing products), public opinion,
              consumer and environmental legislation; (d) if further development
              costs are to be incurred on the same project, the aggregate of
              such costs together with related production, selling and
              administration costs are reasonably expected to be exceeded by
              related future sales and other revenues; and (e) adequate
              resources exist, or are reasonably expected to be available, to
              enable the project to be completed and to provide any
              consequential increases in working capital.

              Under UK GAAP where these circumstances apply, development
              expenditure may be deferred (capitalized) to the extent that its
              recovery can reasonably be regarded as assured and amortized on a
              straight-line basis over the life of the project from the date
              when the developed asset is put into use. Research costs are
              generally expensed as incurred.


                                                                              20
<PAGE>

CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003






21.    US GAAP INFORMATION (CONTINUED)

       (b)    DEVELOPMENT EXPENDITURE (CONTINUED)

              Under US GAAP, costs to develop software for internal use by the
              Company are generally expensed as incurred, except in certain
              situations, as outlined in Statement of Position 98-1, Accounting
              for the Costs of Computer Software Developed or Obtained for
              Internal Use (SOP 98-1), issued by the AICPA. Under SOP 98-1, only
              certain costs to develop internal-use computer software during the
              application development stage or costs to develop or obtain
              software that allows for access or conversion of old data by new
              systems are eligible for capitalization. All other costs,
              including those incurred in the project development and
              post-implementation stages are expensed as incurred.

              The company has commenced amortizing the capitalized development
              expenditure in July 2003.

       (c)    DEFERRED INCOME TAX

              Under UK GAAP deferred tax is recognized in respect of all timing
              differences that have originated but not reversed at the balance
              sheet date, with the following exceptions:

              -      Where fixed assets have been revalued, provision is made
                     for deferred tax only to the extent that, at the balance
                     sheet date, there is a binding agreement to dispose of the
                     assets concerned. However, no provision is made where, on
                     the basis of all available evidence at the balance sheet
                     date, it is more likely than not that the taxable gain will
                     be rolled over into replacement assets and charged to tax
                     only where the replacement assets are sold;

              -      Provision is made for deferred tax that would arise on
                     remittance of the retained earnings of overseas
                     subsidiaries only to the extent that, at the balance sheet
                     date, dividends have been accrued as receivables; and

              -      Deferred tax assets are recognized only to the extent that
                     the directors consider that it is more likely than not that
                     there will be suitable taxable profits from which the
                     future reversal of the underlying timing differences can be
                     deducted.

              Under US GAAP, all deferred tax liabilities and assets resulting
              from temporary differences in financial and tax reporting are
              recognized together with deferred tax assets relating to tax loss
              carried forward subject to certain limited exemptions which
              include unremitted earnings of overseas subsidiaries that are
              essentially "permanent". Deferred tax assets are reduced by a
              valuation allowance if it is more likely that some portion or all
              of the deferred tax assets will not be realized.

              Under UK GAAP deferred tax is measured based on tax rates and laws
              enacted or substantively enacted at the balance sheet date. Under
              US GAAP deferred tax is based on rates that have been enacted.

              Under UK GAAP, it is permitted to recognize deferred tax on a
              discounted basis. However, the Company elected to recognize
              deferred tax on an undiscounted basis. US GAAP does not permit
              discounting for deferred tax balances.

              The adjustment relates to the deferred tax impact of the
              capitalization and amortization of the development expenditure.





                                                                              21
<PAGE>


CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003


21.    US GAAP INFORMATION (CONTINUED)


       OTHER DIFFERENCES BETWEEN UK GAAP AND US GAAP NOT AFFECTING THE
       DETERMINATION OF SHAREHOLDERS' EQUITY OR NET INCOME FOR THE PERIODS
       PRESENTED

       REVENUE RECOGNITION

       Under UK GAAP, turnover represents the net invoice value of goods and
       services provided to third parties, deducting sales taxes and duties. The
       revenue represents management fees charged to clients during the year
       from servicing contracts and the recovery of associated costs net of VAT
       and the company's share of profits from two limited liability
       partnerships. All revenue is derived in the United Kingdom.

       US GAAP has a number of specific pronouncements relating to aspects of
       revenue recognition in general and in particular industries. The SEC
       Staff has issued Staff Accounting Bulletin No. 101, Revenue Recognition
       in Financial Statements (SAB 101), as amended by SAB 104. Under SAB 104
       revenue is recognized when the following four criteria are all met: (i)
       persuasive evidence of an arrangement exists, (ii) delivery has occurred
       or services have been rendered, (iii) the sales price to the buyer is
       fixed or determinable, and (iv) collectibility is reasonably assured.

       Under US GAAP, investors in partnerships generally have applied AICPA
       Statement of Position (SOP) No. 78-9, Accounting for Investments in Real
       Estate Ventures, and AICPA Accounting Interpretation No. 2, Investments
       in Partnerships and Ventures, of APB Opinion 18, which requires the use
       of equity accounting, because it enables non-controlling investors to
       reflect the underlying nature of their investments. Under APB Opinion 18,
       an investor's share of earnings or losses of an equity investee should
       ordinarily be shown in the income statement as a single amount.

       The company has a material GAAP difference in this respect.

       IMPAIRMENT OF ASSETS

       Under UK GAAP, the company is required to annually assess at the balance
       sheet date or earlier should a triggering event occur, whether there are
       any indications that an asset may be impaired. Should there be such an
       indicator, the asset must be tested for impairment. An impairment loss
       must be recognized in the income statement, should the carrying amount of
       an asset exceed its recoverable amount. The impairment loss is the
       difference between the carrying amount of the asset and its recoverable
       amount. The recoverable amount is the higher of the net selling price of
       the asset and its value in use. Value in use is the present value of the
       future cash flows obtainable as a result of an asset's continued use,
       including those resulting from its ultimate disposal. The reversal of an
       impairment loss in subsequent periods is permitted when there has been a
       change in economic conditions or the expected use of the asset.

       Under US GAAP, the company is required to test for impairment whenever
       there is an indication of impairment. For assets to be held and used,
       impairment is first measured by reference to undiscounted cash flows. If
       there is no impairment by reference to undiscounted cash flows, no
       further action is required but the useful life of the asset must be
       reconsidered. If impairment exists the Company must measure impairment by
       comparing the fair value of the asset to its carrying value. Fair value
       is either market value (if an active market for the asset exists) or the
       sum of discounted future cash flows. The discount rate reflects the risk
       that is specific to that asset. For assets to be disposed of, the loss
       recognized is the excess of the carrying amount of the asset over its
       fair value less costs to sell. The reversal of previously recognized
       impairment losses is prohibited.

       The company currently has no material GAAP difference for impairment of
       assets.


                                                                              22
<PAGE>


CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003





21.    US GAAP INFORMATION (CONTINUED)

       BUSINESS COMBINATIONS - DETERMINATION OF FAIR VALUE

       Under UK GAAP, where it is not possible to complete the determination of
       fair values by the date on which the first post-acquisition financial
       statements are approved, a provisional assessment of fair values is made
       and any adjustments required to those provisional fair values, and the
       corresponding adjustments to purchased goodwill, are incorporated in the
       financial statements for the first full annual accounting period
       following the acquisition. Thereafter, any adjustments, except for the
       correction of fundamental errors (which should be accounted for as prior
       period adjustments), should be recognized as profits or losses when they
       are identified.

       Under US GAAP, adjustments are likewise permitted subsequent to
       consummation of the acquisition, but the "allocation period" should
       usually not exceed one year from the consummation of a business
       combination.

       The company currently has no material GAAP difference in this respect.

       REVALUATION OF FIXED ASSETS

       Under UK GAAP, revaluation of fixed assets to fair value is permitted in
       accordance with specified criteria.

       US GAAP does not permit the upward revaluation of fixed assets.

       The company currently does not have a policy of revaluing their assets.

       LEASE CLASSIFICATION

       Under UK GAAP, a lease is classified as a finance lease if the risks and
       rewards of ownership lie with the lessee. There is a rebuttable
       presumption that if the present value of the minimum lease payments
       discounted at the interest rate implicit in the lease is greater than 90%
       of the fair value of the asset at the inception of the lease, then the
       risks and rewards of ownership have passed to the lessee.

       Under US GAAP, if any one of the following four criteria applies to a
       lease agreement, then the lease must be classified as capital by the
       lessee.

       (1)    The lease transfers ownership of the leased assets to the lessee
              at the end of the lease term.
       (2)    The lease contains a bargain purchase option.
       (3)    The lease term is greater than or equal to 75% of the economic
              useful life of the leased asset.
       (4)    The present value of the minimum lease payments is greater than or
              equal to 90% of the fair value of the leased asset.

       The company currently has no material GAAP difference in this respect.

       ORDINARY DIVIDENDS

       Under UK GAAP, ordinary dividends are provided for in the period in
       respect of which they are proposed, on the basis of the recommendation by
       the directors. Under US GAAP, ordinary dividends are not provided for
       until formally declared. The company has not proposed the payment of a
       final dividend and therefore the company has no material GAAP difference
       in this respect.

       STOCK-BASED COMPENSATION

       Under UK GAAP, the estimated cost of employee share awards is charged to
       the profit and loss account over the relevant performance period. The
       estimated cost of awards is the market value of shares awarded or the
       intrinsic value of the awards (being the difference between the exercise
       price of the award and the market price at the date of grant) adjusted to
       reflect any applicable performance conditions.

       Under US GAAP, companies may elect to follow the accounting prescribed by
       either Accounting Principles Board Opinion 25, "Accounting for Stock
       Issued to Employees", (APB 25) or SFAS No 123, "Accounting for
       Stock-Based Compensation" (SFAS 123).




                                                                              23
<PAGE>


CROWN NORTHCORP LIMITED


NOTES TO THE ACCOUNTS
YEAR ENDED 31 DECEMBER 2003

21.    US GAAP INFORMATION (CONTINUED)

       STOCK-BASED COMPENSATION (CONTINUED)

       Under US GAAP, compensation is recorded for the cost of providing the
       warrants and options to the employee over the relevant service period.
       The costs can be determined based on either the intrinsic value method
       (APB 25) or the fair value method (SFAS 123). Under the intrinsic value
       method, the compensation cost is the difference between the market price
       of the stock at the measurement date and the price to be contributed by
       the employee (exercise price). Under the intrinsic method, the
       measurement date is the first date on which the employee knows the number
       of shares that such employee is entitled to receive and the exercise
       price. The measurement date is often the grant date; however, it may be
       later than the grant date in plans with variable terms that depend on
       events which occur after the grant date These terms may be variable by
       design, may become variable due to their modification after the date of
       grant, or may be considered variable due to their relationship to other
       stock option features. In such cases, compensation is measured at the end
       of each reporting period until the measurement date or, in some cases,
       until the stock option's exercise forfeiture, or expiry.

       Under the fair value method, the cost associated with warrants and
       options is based in the fair value at the date of grant. Cost is
       estimated using an option-pricing model. If an entity chooses to follow
       the intrinsic value method, it must make pro-forma disclosures of net
       income and earnings per share as if the fair value method had been
       applied.

       Under UK GAAP, warrants and options granted to non employees are treated
       in the same manner as those granted employees.

       Under US GAAP, warrants and options granted to non employees for services
       performed are accounted for at fair value. The fair value is measured at
       the earlier of the completion of the services or the date when the
       company receives a commitment of performance.

       The company has no stock-based compensation schemes.

       ADOPTION OF FIN 46R

       In December 2003, the FASB issued a revision to Interpretation No. 46,
       "Consolidation of Variable Interest Entities, an Interpretation of ARB
       No. 51" ("FIN 46R" or the "Interpretation"). FIN 46R clarifies the
       application of ARB No. 51, "Consolidated Financial Statements," to
       certain entities in which equity investors do not have the
       characteristics of a controlling financial interest or do not have
       sufficient equity at risk for the entity to finance its activities
       without additional subordinated financial support. FIN 46R requires the
       consolidation of these entities, known as variable interest entities
       ("VIEs"), by the primary beneficiary of the entity. The primary
       beneficiary is the entity, if any, that will absorb a majority of the
       entity's expected losses, receive a majority of the entity's expected
       residual returns, or both.

       Among other changes, the revisions of FIN 46R (a) clarified some
       requirements of the original FIN 46, which had been issued in January
       2003, (b) eased some implementation problems, and (c) added new scope
       exceptions. FIN 46R deferred the effective date of the Interpretation for
       public companies, to the end of the first reporting period ending after
       March 15, 2004, except that all public companies must at a minimum apply
       the provisions of the Interpretation to entities that were previously
       considered "special-purpose entities" under the FASB literature prior to
       the issuance of FIN 46R by the end of the first reporting period ending
       after December 15, 2003. The Company has adopted FIN 46R for the period
       ending December 31, 2003.




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