RNS Number : 0261V
  Western & Oriental plc
  22 May 2008
   

    Western & Oriental plc
    Unaudited Interim Results for the six months ended 31 March 2008

    22 May 2008

    Western & Oriental plc, the specialist luxury travel group, today announces its interim results for the six months ended 31 March 2008.

    Highlights:

    *     Revenue for the six months ended 31 March 2008 increased by 87% to £30.6 million (31 March 2007: £16.4 million). Organic growth
11% over same period last year
    *     Ski season revenue up significantly, 34% year on year
    *     At 31 March 2008 the value of forward sales was £26.0 million, up 130% from £11.3 million at 31 March 2007 and up 9.5% before
the impact of acquisitions
    *     Gross profit percentage improved from 15.5% to 15.9%
    *     Underlying operating loss £1.3 million (31 March 2007: £0.4 million)
    *     Underlying operating profit up 24%, including organic growth of 23%, to £0.5m (31 March 2007: £0.4m) before central costs of
£1.7 million (31 March 2007: £0.8 million)
    *     Seasonal losses from acquired businesses, especially Key2Holidays and Villa Select, have a material impact on the half year
result
    *     Significant progress made in integrating the acquired businesses with results set to improve the second half and 2009
    *     Cost savings identified which have a net impact £0.3 million in second half of year, £1.0 million annualised saving. 
Identifiable costs incurred in the first half year were £0.5m
    *     Overall loss £1.7 million (31 March 2007: £0.7 million)
    *     Loss per share 0.76 pence (31 March 2007: 1.27 pence)
    *     Closing net cash £9.0 million (31 March 2007: £4.9 million).
    The Group believes that underlying operating profit or loss provides additional guidance to the statutory measures on the underlying
performance of the business during the financial year. Underlying profit or loss is defined as operating profit before amortisation of
intangible assets, goodwill impairment, share based payments, profits and losses on fair value of derivatives and separately disclosed
items.

Commenting on the results, David Howell, Chairman, said:

"We have continued to make significant progress in the integration of the acquired businesses during this half year. We remain on track to
deliver a single operating system for the tour operating brands by the year end which will provide further efficiencies and cost savings.
    Despite the difficulties experienced in the high street and the general economic downturn, revenue for the first half of the financial
year is in line with expectations with a considerably increased forward order book".

    Enquiries:

    Western & Oriental plc
    David Howell                                            020 7821 4078

    Collins Stewart
    Adrian Hadden/Oliver Quarmby              020 7523 8350

    Temple Bar
    Tom Allison/Caroline Merrell                    020 7002 1080

    
    


    Six months ended 31 March 2008

    Chairman's statement 

    I am pleased to report the continued progress the group has made in the last six months. We have completed our twelfth acquisition and
have made significant progress towards the successful integration of our businesses.

    Results
    Revenue for the period, based on the date of departure and including the impact of acquisitions, increased by 87% to £30.6 million (31
March 2007: £16.4 million).  Like for like organic growth was approximately 11%, driven by improved cross selling across the various
businesses and effective marketing. Overall gross margins have increased from 15.5% to 15.9%. In our tour operations we have seen signs of
some pressure on pricing throughout the six month period.

    Administration costs, excluding the non-cash items (intangible assets amortisation, goodwill impairment and the cost of share based
payment charge) increased, as anticipated from £3.0 million to £6.0 million. Central costs increased, as expected from £0.8 million to
£1.7 million reflecting the continued investment in our central infrastructure to support the business that we aim to be.  Excluding
central costs, administration costs are reducing as a proportion of the overall business due to the cost savings discussed below.

    The underlying operating profit of operations, before central costs, increased from £0.4 million to £0.5 million partly as a result of
the economies of scale that have started to flow through from the improved purchasing from airlines, ground handlers and hoteliers as a
result of our increased size. A majority of the cost savings referred to below are operational in their nature, which will have a
substantial positive impact on the underlying operating profit once these savings come through. In addition it is worth noting that our tour
operating division's result has become significantly more seasonal because of the acquisitions of both Key2Holidays and Villa Select. Both
of these businesses show substantial losses for the six months to 31 March 2008. 

    Order book 
    The forward order book at 31 March 2008 had increased to £26.0 million, up 130% from the same time last year. Like for like growth, for
those continuing businesses in the group at 1 October 2007 was over 9.5%. We have seen a particularly strong performance from our Conference
& Incentives (C&I) businesses, with an increasingly significant proportion of forward orders extending into the next financial year.

    Integration
    This period has seen significant focus on the integration of the Group's acquisitions. In the six month period we have completed the
move of all our London based operations, with the exception of Rainbow Tours, into a single office in central London. This has enabled us to
improve efficiencies in a number of central functions, in particular marketing, finance and the administration function that support the
tour operating businesses. To date these improvements have come from improved and standardised processes and from the advantages that flow
from having more businesses working together.  We have made significant progress in identifying and developing the mid-office system as a
platform for all of our tour operations and the project remains on course to be completed before our financial year end.  Whilst the task of
doing this is both time and cost consuming in the current financial year, we believe this will give us a great opportunity to further
improve efficiency with the resulting cost benefits coming through in 2008/2009.

    The ongoing integration of the group has led us to identify a number of areas where we can further reduce the overall cost base of the
operations with an immediate net saving in the second half, after £0.2 million of costs to achieve, of the year of £0.3 million and an
annualised saving of approximately £1.0 million.  In the period under review the identifiable savings accounted for approximately £0.5
million of costs.

    Acquisitions
    We announced the acquisition of Rainbow Tours in December 2007. This was our twelfth acquisition since the IPO in March 2006 and gives
us significantly more scale in Southern and Eastern Africa as well as making us the number one tour operator to Madagascar.

    Despite only completing one acquisition in the six month period there has been a significant level of M&A activity. We had advanced
negotiations with a number of companies and two significant potential acquisitions came very close to completion during the period. However
neither deal completed.

    The pipeline for future acquisitions remains good. We have started to move up the size tree with regard to the size of business
acquisitions and expect to make significant progress in the second half of the year.

    Directors and senior management  
    Kerry Golds joined the board on 29 April 2008. Kerry originally joined the group as head of tour operations in January 2007 and has done
an excellent job integrating the tour operating businesses. She has created a standard operating platform that has better enabled the
introduction of the mid-office system that will help drive future efficiencies across the group.  I believe Kerry's experience will add to
the overall talent of the board. 

    Raj Kumar, who joined the board in July 2007, at the time of the acquisition of Key2Holidays, left the board on 30 April 2008 to pursue
his other various business interests. Raj helped with the successful integration of Key2Holidays into the group's tour operating division.

    I continue to believe that the talented senior team we have put together is more than capable of running a significantly larger business
than we are today.

    International Financial Reporting Standards (IFRS)
    This is our first set of results announced under IFRS. We have recently issued a separate announcement to show the impact of restating
our prior year results and balance sheets with supporting explanations and detail of our revised accounting policies. In summary the main
differences between IFRS and UK GAAP are the treatment of brochure costs, the revaluation through the income statement of the forward
foreign exchange contracts we use to hedge our major exposures to foreign exchange denominated supply contracts, the requirement to value
and amortise business combination intangible assets, in particular the forward order book, with a consequent effect on deferred taxation and
the fact that acquired goodwill is no longer amortised but is instead subject to a rigorous annual impairment test.  The transition to IFRS
is an accounting change only and does not reflect a change in the operations or the underlying economic position of the group.

    Outlook 
    The economic environment in which we currently trade is overshadowed by a rising oil price, a very strong Euro, rising food and utility
prices and a falling value in houses. This obviously creates a cautious outlook for the second half of the year.

    To date, bookings and revenue have been within our expectations and continue to be so for the start of the second half of the financial
year. So far we have seen very limited evidence of customers reducing their holiday spend. Our C&I businesses have had an excellent first
half and have secured future orders which will have a significant effect on the 2009 results.
    
David Howell
    Chairman

    22 May 2008


    About Western & Oriental plc

     Western & Oriental is a specialist luxury travel group focused on leading the consolidation of the niche luxury travel & conference and
incentive sectors.  The company was admitted to trading on AIM under the ticker symbol WEST in March 2006.  The Group acts as a tour
operator, travel agent and conference and incentive organiser offering a premium service for tailor-made and specialist packaged holiday
programmes to destinations worldwide. 

    For more information on the group and its individual luxury travel brand websites, go to www.westernorientalplc.com.


    Responsibility statement of the Board of Directors in respect of the condensed interim
    financial statements

    These condensed consolidated interim financial statements for the six-month period ended 31 March 2008 have been prepared by the
Directors.

    We confirm that to the best of our knowledge that:

    *     the condensed consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as
adopted by the EU and the requirements of the AIM rules; and
    *     the accounting policies applied by the Group in these condensed consolidated financial statements are in accordance with
International Financial Reporting Standards as adopted by the European Union ('Adopted IFRSs') and are the same as those accounting policies
which were set out in the announcement made on 21 May 2008 entitled "Transition to International Financial Reporting Standards". 

    The board of directors

    David Howell
    Ian Neale
    Steven Hall
    Kerry Golds
    Alan Barber
    Pamela Harper

    22 May 2008
    

 Independent review report to Western & Oriental plc

    Introduction

    We have been engaged by the Company to review the condensed set of financial statements in the half-yearly report for the six months
ended 31 March 2008 which comprises the consolidated income statement, consolidated balance sheet, consolidated statement of recognised
income and expense, consolidated cash flow statement and the related explanatory notes. We have read the other information contained in the
half-yearly report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the
condensed set of financial statements.

    This report is made solely to the Company in accordance with the terms of our engagement. Our review has been undertaken so that we
might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for
the conclusions we have reached. 

    Directors' responsibilities

    The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for
preparing the half-yearly financial report in accordance with the AIM Rules. 

    As disclosed in note 1, the next annual financial statements of the Group will be prepared in accordance with IFRSs as adopted by the
EU. The condensed set of financial statements included in this half yearly report has been prepared in accordance with IAS 34 Interim
Financial Reporting as adopted by the EU and the requirements of IFRS 1 First-time Adoption of International Financial Reporting Standards
relevant to half-yearly reports.

    The accounting policies that have been adopted in preparing the condensed set of financial statements are consistent with those that the
directors currently intend to use in the next annual financial statements. There is, however, a possibility that the directors may determine
that some changes to these policies are necessary when preparing the full annual financial statements for the first time in accordance with
IFRSs as adopted by the EU.  

    Our responsibility

    Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial
report based on our review.

    Scope of review

    We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim
Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the UK. A review
of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and
applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with
International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of
all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.  

    Conclusion

    Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the
half-yearly financial report for the six months ended 31 March 2008 is not prepared, in all material respects, in accordance with IAS 34 as
adopted by the EU and the AIM Rules.


    KPMG Audit Plc
    Chartered Accountants
    8 Salisbury Square 
    London
    EC4Y 8BB

    22 May 2008





    Condensed Consolidated Income Statement
    For the six months ended 31 March 2008
    Unaudited

                                 Notes  6 months ended    6 months ended      Year ended
                                              31 March          31 March    30 September
                                                  2008              2007            2007
                                                £000's            £000's          £000's
 Continuing operations                                                    
                                                                          
   Revenue                         2            30,555            16,362          35,777
                                                                          
   Cost of sales                              (25,689)          (13,825)        (30,001)
 Gross profit                                    4,866             2,537           5,776
                                                                          
   Administrative expenses                     (7,363)           (3,364)         (8,663)
 Operating loss                                (2,497)             (827)         (2,887)
                                                                          
 Analysed as:                                                             
 Underlying operating profit /                     453               366             962
 (loss) before central costs                                              
 Central costs                                 (1,721)             (750)         (2,405)
 Underlying operating loss         2           (1,268)             (384)         (1,443)
 Separately disclosed items                          -                 -           (211)
 Profit / (loss) on fair value                     127              (70)            (14)
 of derivatives                                                           
 Amortisation of business                      (1,270)             (279)           (904)
 combination intangibles                                                  
 Impairment of goodwill                              -                 -           (151)
 Share based payments                             (86)              (94)           (164)
                                               (2,497)             (827)         (2,887)
                                                                          
   Financial income                                258                92             357
   Financial expenses                             (52)                 -            (11)
   Foreign exchange                                198                 -               -
   Net finance income                              404                92             346
                                                                          
 Loss before tax                               (2,093)             (735)         (2,541)
   Income tax                      4               381                84             271
                                                                          
 Loss for the period               2           (1,712)             (651)         (2,270)
 attributable to equity holders                                           
                                                                          
 Loss per share                                                           
 From continuing operations                                               
                                                                          
 Basic and diluted (pence)         3           (0.76)p           (1.27)p         (2.31)p

    Underlying profit or loss is defined as operating profit before amortisation of intangible assets, goodwill impairment, share based
payments, profits and losses on fair value of derivatives and separately disclosed items.    




    Condensed Consolidated Balance Sheet
    As at 31 March 2008
    Unaudited
                                     Notes     As at       As at           As at
                                            31 March    31 March    30 September
                                                2008        2007            2007
                                              £000's      £000's          £000's
 Assets                                                           
                                                                  
 Non-current assets                                               
 Property, plant and equipment                   918         563             820
 Goodwill                                     18,294       5,470          15,687
 Other intangible assets                         656          48           1,457
                                              19,868       6,081          17,964
                                                                  
 Current assets                                                   
 Inventories                                      86         105              94
 Trade and other receivables                   7,227       3,205           6,058
 Derivative financial instruments                133           -               6
 Cash and cash equivalents                     9,049       4,938          13,413
                                              16,495       8,248          19,571
                                                                  
 Total assets                                 36,363      14,329          37,535
                                                                  
 Equity and liabilities                                           
                                                                  
 Capital and reserves                                             
 Issued capital                        5       1,140         258           1,100
 Share premium                         5      24,193       7,927          23,367
 Other reserves                        5         363         152             222
 Retained earnings                     5     (5,465)     (2,142)         (3,756)
 Total equity attributable to          5                          
 equity holders of the parent                 20,231       6,195          20,933
                                                                  
 Non-current liabilities                                          
 Obligations under finance leases                166           1             179
 Deferred tax liabilities                        167          24             412
 Provisions                                        1           -               -
 Other liabilities                                67         525           1,350
                                                 401         550           1,941
 Current liabilities                                              
 Trade and other payables                     15,451       7,467          14,311
 Derivative financial instruments                  -          50               -
 Obligations under finance leases                 86           1              69
 Current tax liabilities                         194          66             112
 Provisions                                        -           -             169
                                              15,731       7,584          14,661
 Total liabilities                            16,132       8,134          16,602
 Total equity and liabilities                 36,363      14,329          37,535




    Condensed Consolidated Cash Flow Statement
    For the six months ended 31 March 2008
    Unaudited
                                 Notes  Six months    Six months            Year
                                             ended         ended           ended
                                          31 March      31 March    30 September
                                              2008          2007            2007
                                            £000's        £000's          £000's
 Loss for the period                       (1,712)         (651)         (2,270)
 Adjustment for:                                                  
 Finance costs recognised in                 (207)          (92)           (346)
 profit and loss                                                  
 (Gain) / loss on revaluation                (127)            70              14
 of fair value through profit                                     
 and loss financial assets                                        
 Gain on sale of property,                       -             -            (41)
 plant and equipment                                              
 Goodwill impairment charge                      -             -             151
 Depreciation and amortisation               1,379           337             992
 Net foreign exchange gain                   (166)             -               -
 Equity-settled share-based                     86            94             164
 payment expenses                                                 
 Operating loss before changes               (747)         (242)         (1,336)
 in working capital and                                           
 provisions                                                       
                                                                  
 Decrease / (increase) in trade                196         (588)         (1,095)
 and other receivables                                            
 Decrease / (increase) in                        8           (9)               4
 inventories                                                      
 (Decrease) / increase in trade              (812)           882             594
 and other payables                                               
 Cash flows from operations                (1,355)            43         (1,833)
                                                                  
 Interest paid                                (52)             -            (11)
 Interest received                             258            92             357
 Income taxes paid                               -             -            (26)
 Cash flows from operating                 (1,149)           135         (1,513)
 activities                                                       
 Investing activities                                             
 Acquisition of property, plant              (208)         (307)           (244)
 and equipment                                                    
 Acquisition of subsidiaries,              (3,234)           122         (3,597)
 net of cash acquired                                             
 Proceeds from sale of                           -             -             260
 property, plant and equipment                                    
                                           (3,442)         (185)         (3,581)
 Net cash used in investing                                       
 activities                                                       
                                                                  
 Financing activities                                             
 Proceeds from the issue of                      -             -          13,558
 share capital                                                    
 Other financing cash flows                      -             -            (39)
 (net)                                                            
 Net cash from financing                         -             -          13,519
 activities                                                       
 Net (decrease) /increase in               (4,591)          (50)           8,425
 cash and cash equivalents                                        
 Cash and cash equivalents at               13,413         4,988           4,988
 start of period                                                  
 Effect of foreign exchange on                 227             -               -
 cash held                                                        
 Cash and cash equivalents at                9,049         4,938          13,413
 end of period                                                    
                                             9,049         4,938          13,413
 Bank balances and cash                                           




    Condensed Consolidated Statement of Recognised Income and Expense
    For the six months ended 31 March 2008
    Unaudited

                                         Six months    Six months             Year
                                              ended         ended            ended
                                           31 March      31 March     30 September
                                               2008          2007             2007
                                             £000's        £000's           £000's
                                                     
 Foreign exchange translation                    58             -                -
                                                     
 Net income recognised directly in               58             -                -
 equity                                              
 Loss for the period                        (1,712)         (651)          (2,270)
 Total recognised expense for               (1,654)         (651)          (2,270)
 the period attributable to                          
 equity shareholders                                 




    Notes to the Interim Report

    1.    Basis of preparation

    Western & Oriental plc ("the Company") is a company domiciled in the United Kingdom. The consolidated financial information of the
Company comprises the Company and its subsidiaries (together referred to as "the Group").

    The results for the six months to 31 March 2008, which are unaudited, have been prepared on a basis consistent with the recognition and
measurement principles of EU-Adopted International Financial Reporting Standards (Adopted IFRS), which is consistent with the accounting
policies set out in the announcement made on 21 May 2008 entitled "Transition to International Financial Reporting Standards". The results
for the year ended 30 September 2007 and the six month period ended 31 March 2007 have been restated to show the results in accordance with
Adopted IFRS rather than in accordance with United Kingdom accounting standards which they were originally published under. Reconciliations
showing the movements from UK Generally Accepted Accounting Principles (UK GAAP) to Adopted IFRS are included in the transition document.

    These condensed consolidated interim financial statements have been prepared in accordance with International Financial Reporting
Standard (IFRS) IAS 34 Interim financial reporting. These are the Group's first IFRS condensed consolidated interim financial statements for
part of the period covered by the first IFRS annual financial statements and IFRS 1 First-time Adoption of International Financial Reporting
Standards has been applied. They do not include all of the information required for full annual financial statements.

    This financial information has been prepared on the basis of Adopted IFRSs expected to be applicable for early adoption at the Group's
first Adopted IFRS annual reporting date, 30 September 2008. Based on these Adopted IFRSs, the board of directors have made assumptions
about the accounting policies expected to be adopted (accounting policies) when the first Adopted IFRS annual financial statements are
prepared for the year ending 30 September 2008. 

    The Adopted IFRSs that will be effective or available for voluntary early adoption in the annual financial statements for the period
ending 30 September 2008 are still subject to change and to the issue of additional interpretations and therefore cannot be determined with
certainty. Accordingly, the accounting policies for that annual period that are relevant to this financial information will be determined
only when the first Adopted IFRS financial statements are prepared at 30 September 2008.

    The comparative figures for the financial year ended 30 September 2007 are not the Company's statutory accounts for that financial year.
Those accounts have been reported on by the Company's auditors and delivered to the registrar of companies. The report of the auditors was
(i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying
their report, and (iii) did not contain a statement under section 237(2) or (3) of the Companies Act 1985.
    Use of non-GAAP profit and loss measures
The Group believes that underlying operating profit or loss provides additional guidance to the statutory measures on the performance of the
business during the financial period. Underlying profit or loss is defined as operating profit before amortisation of intangible assets,
goodwill impairment, share based payments, profits and losses on fair value of derivatives and separately disclosed items.  Underlying
profit or loss is not defined under Adopted IFRS and therefore may not be directly comparable with other companies' adjusted profit
measures. It is not intended to be a substitute for or superior to Adopted IFRS measurements of profit.
    The consolidated financial statements of the Group as at and for the year ended 30 September 2007 are available on request from the
Company's registered office at Welby House, 96 Wilton Road, London SW1V 1DW or at www.westernorientalplc.com.




    2.    Segment information
        
    The following is an analysis of the revenue and results for the period, analysed by business segment, the Group's primary basis of
segmentation.
                                                                
                                      Six months    Six months            Year
                                           ended         ended           ended
                                        31 March      31 March    30 September
                                            2008          2007            2007
                                          £000's        £000's          £000's
 Revenue                                                        
 Tour operations                          21,673        11,562          25,132
 Conference and incentives                 8,882         4,800          10,645
                                          30,555        16,362          35,777
 Analysed as:                                                   
 - continuing operations                  28,867        16,362          35,777
 - acquisitions                            1,688             -               -
                                          30,555        16,362          35,777
                                                                
 Underlying operating (loss) /                                  
 profit                                                         
 Tour operations                           (235)            87             258
 Conference and incentives                   688           279             704
 Unallocated corporate expenses          (1,721)         (750)         (2,405)
                                         (1,268)         (384)         (1,443)
 Share based payments, impairment of                            
 goodwill, amortisation of                                      
 intangibles, separately disclosed                              
 items, valuation of derivatives,                               
 financing & taxation                                           
 Tour operations                           (379)         (195)           (568)
 Conference and incentives                 (510)             -           (141)
 Unallocated corporate expenses              445          (72)           (118)
                                           (444)         (267)           (827)
 Profit                                                         
 Tour operations                           (614)         (108)           (310)
 Conference and incentives                   174           279             563
 Unallocated corporate expenses          (1,272)         (822)         (2,523)
                                         (1,712)         (651)         (2,270)
 Analysed as:                                                   
 - continuing operations                 (1,592)         (651)         (2,270)
 - acquisitions                            (120)             -               -
                                         (1,712)         (651)         (2,270)




    3.    Earnings per Share

                                 6 months ended    6 months ended    Year ended
                                       31 March          31 March            30
                                           2008              2007     September
                                                                           2007
                                                                   
 Loss for the financial period            1,712               651         2,270
 (£000's)                                                          
 Weighted average number of         225,001,965        51,276,283    98,183,037
 shares                                                            
 Basic and fully diluted                (0.76)p           (1.27)p       (2.31)p
 earnings per share                                                

    The group has no dilutive potential ordinary shares because it was loss making and the impact of any further share issue is
anti-dilutive.




    4.    Income tax credit

                      6 months ended    6 months ended    Year ended
                            31 March          31 March            30
                                2008              2007     September
                                                                2007
                                                        
 Deferred tax credit             381                84           271

    The deferred tax credit arises on the reversal of temporary differences between the carrying value of intangible assets in the financial
accounts and the amounts used for taxation purposes.




    5.    Reconciliation of movement in equity

        
                                                                Share based payment
                                                                            reserve
                                                                              £'000
                                 Share capital  Share premium                        Currency reserve  Retained earnings
                                         £'000          £'000                                   £'000              £'000
                                                                                                                            Total
                                                                                                                            £'000

 Balance at 1 October 2007               1,100         23,367                   222                 -            (3,756)   20,933
 Total recognised expense for
 the period                                  -              -                     -                58            (1,712)  (1,654)
 Shares issued                              40            826                     -                 -                         866
 Share based payment                         -              -                    83                 -                  3       86
 Balance at 31 March 2008                1,140         24,193                   305                58            (5,465)   20,231


                                                                Share based payment
                                                                            reserve
                                                                              £'000
                                 Share capital  Share premium                        Currency reserve  Retained earnings
                                         £'000          £'000                                   £'000              £'000
                                                                                                                            Total
                                                                                                                            £'000

 Balance at 1 October 2006                 251          7,716                    58                 -            (1,485)    6,540
 Total recognised expense for
 the period                                  -              -                     -                 -              (651)    (651)
 Shares issued                               7            211                     -                 -                  -      218
 Share based payment                         -              -                    94                 -                (6)       88
 Balance at 31 March 2007                  258          7,927                   152                 -            (2,142)  (6,195)




    6.    Acquisitions
        
    The group made one acquisition during the six months to 31 March 2008. Details of the acquisition are set out below. The fair values are
considered provisional and will be finalised in the next financial year.

                        Date             Business segment

 Rainbow Tours Limited  6 December 2007  Tour operations

    The group acquired 100% of the share capital and associated voting rights of Rainbow Tours Limited.

                                                      Fair value  
                                        Book value    adjustment    Fair value
                                             £'000             s         £'000
 Net assets acquired:                                      £'000  
 Property, plant and equipment                  16          (16)             -
 Other intangible assets                         -           468           468
 Trade and other receivables                 1,829         (929)           900
 Cash                                          984             -           984
 Trade and other payables                  (1,857)           432       (1,425)
 Deferred taxation                               -         (136)         (136)
                                                                  
 Net identifiable assets and                   972         (181)           791
 liabilities                                                      
 Provisional goodwill                                                    4,258
                                                                         5,049
 Consideration                                                    
 Shares issued                                                             864
 Cash                                                                    3,685
 Contingent consideration                                                  500
                                                                         5,049

    It should be noted that certain fair values have necessarily been prepared on a provisional basis and subsequent experience may result
in revisions in the subsequent accounting period.

    A fair value adjustment arises on the acquisition of Rainbow Tours Limited in order to bring the acquired Company's revenue recognition
policy from the date of booking to the date of travel in line with the Group's accounting policy.

    7,858,554 ordinary shares in Western & Oriental plc were issued at a fair value of 11.0p representing the share price quoted on AIM on
the date of acquisition.

    The goodwill recognised on the acquisition represents intangible assets that are not capable of being separately measured and are not
permitted to be separately identified under IFRS 3. This includes the specialist knowledge of the workforce acquired, the ability to cross
market the products of the enlarged group and synergies of integration.

    Impact of acquisitions on the income statement

    The contribution to Group revenue and loss after tax of the acquisition of Rainbow Tours Limited in the period was £1,688,000 and
£120,000 (loss) respectively, after charging £174,000 of amortisation of acquisition related intangible assets net of the related deferred
tax credit.

    If the acquisition had taken place on the first day of the current accounting period, the Group's combined revenue and loss after tax
would have been £31,804,000 and £1,689,000 respectively for the six months ended 31 March 2008.

    Adjustments to goodwill in respect of the acquisition of Key2Holidays are described in the related party transaction note.




    7.    Related party transactions

    Mr Kumar served as a director throughout the period under review.  Under the terms of the acquisition by the Company of Key2Holidays
Limited, a balancing payment of consideration was to be calculated as either due to Mr Kumar or from Mr Kumar to the Company depending on
the level of Net Current Assets in Key2Holidays Limited as at 30 June 2007.  Mr Kumar also had a right to a potential earn-out payment of up
to £1,000,000 depending on the performance of Key2Holidays Limited for the year to 30 September 2008. On 30 April 2008, an agreement was
signed under which a net payment was made to the Company by Mr Kumar of £466,236 in settlement of both these potential amounts.  As a
result, goodwill on the acquisition of Key2Holidays Ltd was reduced by £1,466,236.

    Remuneration of key management personnel
    The remuneration of the directors, who are the key management personnel of the Group, is set out below in aggregate for each of the
categories specified in IAS 24 Related Party Disclosures. 


                               6 months ended    6 months ended    Year ended
                                     31 March          31 March            30
                                         2008              2007     September
                                                                         2007
                                        £'000             £'000         £'000
 Short-term employee benefits             366               299           621
 Share-based payments                      48                30            43
                                          414               329           664




    8.    Interim Report

    This interim report was approved by the board on 22 May 2008    

    A copy of the interim report will be posted to shareholders during June 2008. Additional copies will be available via the Company's
website, www.westernorientalplc.com or from the Company Secretary at the Company's registered office, Welby House, 96 Wilton Road, London
SW1V 1DW.
This information is provided by RNS
The company news service from the London Stock Exchange
 
  END 
 
IR SEMFAFSASESI

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