SAB - SABMiller plc - Preliminary Announcement17 May 2007
SAB - SABMiller plc - Preliminary Announcement                                  
SABMiller plc                                                                   
JSE Alpha Code: SAB                                                             
Issuer Code: SOSAB                                                              
ISIN Code: GB0004835483                                                         
PRELIMINARY ANNOUNCEMENT                                                        
Good growth with strong underlying momentum                                     
SABMiller plc today announces its preliminary (unaudited) results for the year  
to 31 March 2007. Highlights are:                                               
                                    2007     2006    %                          
                                    US$m     US$m    change                     

Revenue (a)                          18,620   15,307  22%                       
EBITA (b)                            3,591    2,941   22%                       

Adjusted profit before tax (c)       3,154    2,626   20%                       
Profit before tax                    2,804    2,453   14%                       

Adjusted earnings (d)                1,796    1,497   20%                       
Adjusted earnings per share (d)                                                 
- US cents                           120.0    109.1   10%                       
- UK pence                           63.4     61.0    4%                        
- SA cents                           847.1    699.2   21%                       
Basic earnings per share (US cents)  110.2    105.0   5%                        
Dividends per share (US cents)       50.0     44.0    14%                       
Net cash generated from operations   4,018    3,291   22%                       
- Group lager volumes up 23% to 216 million hectolitres (hl), organic growth of 
- South America delivered pro forma volume growth of 12%, ahead of expectations 
- Excellent Europe organic volume growth of 11% and market share gains          
- Good constant currency growth in South Africa supported by strong economic    
- Continued strong volume growth rates in China and India                       
- Difficult trading conditions persisted in North America                       
- Strong cash flows support the dividend increase of 14%                        
(a)  Revenue excludes the attributable share of associates` revenue of US$2,025 
million (2006: US$1,774 million).                                               
(b)  Note 2 provides a reconciliation of operating profit to EBITA which is     
defined as operating profit before exceptional items and amortisation of        
intangible assets (excluding software) but includes the group`s share of        
associates` operating profit, on a similar basis. EBITA is used throughout the  
preliminary announcement.                                                       
(c)  Adjusted profit before tax comprises EBITA less net finance costs of US$428
million (2006: US$299 million), and share of associates` net finance costs of   
US$9 million (2006: US$16 million).                                             
(d)  Reconciliation of adjusted earnings to statutory measure of profit         
attributable to equity shareholders is provided in note 5.                      
2007      Reported currency                
                                     EBITA     growth   growth                  
                                     US$m      %        %                       
Latin America                         915       110      *                      
Europe                                733       29       19                     
North America                         375       (17)     (17)                   
Africa and Asia                       467       11       14                     
South Africa: Beverages               1,102     4        14                     
South Africa: Hotels and Gaming       100       19       31                     
Corporate                             (101)     (17)     -                      
Group                                 3,591     22       12                     
- Organic growth based on year on year Central America performance and South    
America performance for the 5 1/2 months from 12 October 2006 to 31 March 2007  
is 27%.                                                                         
STATEMENT FROM MEYER KAHN, CHAIRMAN                                             
"These results demonstrate that the momentum of recent years is continuing      
across our businesses. I am particularly pleased by the successful              
implementation of the South America strategy that is delivering volume and      
revenue growth ahead of expectations following a substantial integration        
project. Our Europe business continues to deliver strong results and is         
reporting a sixth consecutive year of double digit earnings growth. Both SA     
Beverages and Africa and Asia divisions reported double digit growth in organic 
constant currency EBITA."                                                       
"SABMiller has a reputation for successfully transferring skills and technology 
across the globe, repositioning beer markets and driving volume growth. Once    
again we have shown the strength and depth of our brand portfolios and our      
ability to grow robust businesses."                                             
SABMiller plc                         Tel: +44 20 7659 0100     
Sue Clark        Director of Corporate Affairs         Mob: +44 7850 285471     
Gary Leibowitz   Senior Vice President, Investor       Mob: +44 7717 428540     
Nigel Fairbrass  Head of Media Relations               Mob: +44 7799 894265     

Fiona Antcliffe  Brunswick Group LLP                   Mob: +44 7974 982546     
A live webcast of the management presentation to analysts will begin at 9.30am  
(BST) on 17 May 2007.                                                           
This announcement, a copy of the slide presentation and video interviews with   
management are available on the SABMiller plc website at .    
Video interviews with management can also be found at           
High resolution images are available for the media to view and download free of 
charge from                                                  
Copies of the press release and the detailed Preliminary Announcement are       
available from the Company Secretary at the Registered Office, or from 2 Jan    
Smuts Avenue, Johannesburg, South Africa.                                       
Registered office:                                                              
SABMiller House, Church Street West, Woking, Surrey, GU21 6HS                   
Incorporated in England and Wales                                               
(Registration Number 3528416)                                                   
Telephone: +44 1483 264000                                                      
Telefax: +44 1483 264117                                                        
CHIEF EXECUTIVES REVIEW                                                         
BUSINESS REVIEW                                                                 
The group has delivered good growth for the year, and ended with a strong fourth
quarter performance.  Our portfolio of developing and developed market          
businesses delivered organic growth in lager volumes of 10% and growth in EBITA 
of 12% on an organic, constant currency basis, despite higher commodity costs   
and challenging trading conditions in North America.  The group EBITA margin    
increased to 17.4%, an increase of 20 basis points over the prior year. This    
translated into a 10% increase in adjusted earnings per share of 120.0 US cents.
Total beverage volumes were up 10% on an organic basis, and 23% above last year 
on a reported basis at 272 million hl as the prior year only included a partial 
contribution from our South American business from 12 October 2005.  Total lager
volumes were 216 million hl.                                                    
Overall, these results continue to demonstrate the strength of the group`s      
growth profile and the advantage of its bias towards developing beer markets    
around the world.  Europe and Latin America delivered excellent growth.         
Europe`s impressive performance represents the division`s sixth consecutive year
of double digit earnings growth, driven by its focus on trade marketing and the 
development of a full brand portfolio in its markets.  These portfolios have    
benefited from continuous renovation of mainstream brands, the introduction of  
new premium products, utilisation of innovation in product packaging and point  
of sale materials and the addition of our international premium brands.  In     
South America, our strategy is delivering volume, revenue and earnings growth   
ahead of expectations, as new brand launches and packaging renovations          
contributed to an acceleration of volume growth in the second half of the year. 
Robust performances in our South American businesses were underpinned by        
positive macroeconomic performance, with GDP growth of more than 6% in our      
larger markets.                                                                 
Net cash generated from operations was 22% above the prior year, reflecting the 
overall strength of the trading performance and our strong cash characteristics.
The group`s gearing decreased at the year-end to 45.8% from last year`s 52.3%.  
The board has proposed a final dividend of 36 US cents per share, making a total
of 50 US cents per share for the year, an increase of 14% over the prior year.  
The dividend is covered 2.4 times by adjusted earnings per share.               
STRATEGIC REVIEW                                                                
These good results are a consequence of the group`s delivery against its four   
main strategic initiatives, namely:                                             
Creating a balanced and attractive global spread of businesses                  
SABMiller is building a diversified portfolio of businesses to deliver industry 
leading growth and to provide a platform for the application of the group`s     
proven skills and techniques.  During the year we formed Pacific Beverages, a   
joint venture with Coca Cola Amatil in Australia, to import, market and         
distribute three of the group`s international premium brands.  In Vietnam, the  
group`s joint venture with Vinamilk made significant progress as its brewery    
near Ho Chi Minh City moved into production, establishing a platform in this    
fast growing market.                                                            
In India, we acquired the Foster`s brand and brewery which has now been         
successfully integrated into our existing business, and pro forma annual volume 
growth of 36% has been recorded by the combined business. The Empressa N`Gola   
brewery in Southern Angola which SABMiller has managed under contract for many  
years, was privatised in December 2006, with SABMiller acquiring a 45%          
In China, our associate CR Snow has continued to consolidate its position as the
country`s largest brewer with the purchase of further breweries and investment  
in greenfield development.  During the year we acquired five breweries, as well 
as the remaining 38% minority shareholding in the Blue Sword group which CR Snow
did not already own, consolidating our interests in the South West of the       
In South America, we announced the disposal of non-core juice interests in      
Colombia and the Pepsi bottling and hotel interests in Costa Rica, and acquired 
minority shareholdings in Colombia, Peru and Ecuador.                           
SABMiller seeks to build portfolios of local brands which collectively address a
wide range of consumer segments, thereby maximising profitability through the   
optimal combination of scale and margin.  During the year we have undertaken    
successful brand positioning and packaging renovations in Colombia, where our   
Aguila, Pilsen and Poker brands have been clearly separated to ensure they      
occupy unique consumer positioning which appeals beyond the brands` traditional 
regional markets.                                                               
In Europe, Poland`s leading beer brands, Tyskie and Zubr, grew volumes in double
digits as Tyskie successfully returned to growth following some years of        
marginal decline. In Romania, our business overcame capacity constraints in the 
first half of the year, and Timisoreana Lux was repositioned from a regional    
brand to become the strongest growing brand in the country, assisted by a new   
two litre PET pack.                                                             
In North America, the Miller Brewing Company has continued to build its brand   
portfolio in the fast-growing worthmore category with the addition of a number  
of exciting brands to its portfolio.  In the first half of the year it announced
the acquisition of Sparks, a leader in the caffeinated alcoholic malt beverage  
category.  Alongside Peroni Nastro Azzurro, which is demonstrating clear sales  
momentum, Miller Brewing Company will import a number of SABMiller`s South      
American brands to capitalise on the high growth in imported beer brands, and a 
national rollout of the worthmore light lager, Miller Chill, is underway.       
Increased investment in marketing and pack innovation is driving strong premium 
category growth in South Africa, with packaging enhancements for Castle Lite and
Redds, in addition to the launch of two new products, Sarita, an apple flavoured
ale, and a lemon flavoured Brutal Fruit variant.                                
DRIVING LOCAL PERFORMANCE                                                       
The group has a strong record of driving year-on-year improvements in its       
operational performance as evidenced by EBITA margin improvements.              
Around the world, our manufacturing capability continues to improve in terms of 
its productivity, efficiency and flexibility. At Miller Brewing Company,        
improved brewery efficiencies and cost savings partially offset very significant
commodity cost increases thereby limiting the rise in cost of goods sold per    
hectolitre to mid single digits. This strategy applies to more than just        
manufacturing. Significant improvements have been made in the entire value chain
from brewery to consumer. In Italy, a focus on improving our distribution       
logistics, better segmentation and analysis of the channels to the consumer, and
ensuring the right conditions and consumer experience at the point of sale have 
resulted in strong volume growth, ahead of the domestic market.                 
In Latin America, market share gains were achieved against strong competition in
Peru, Ecuador, Panama and El Salvador, as our businesses invested in building   
brand equity and in service levels to the trade.                                
BENEFITS FROM GLOBAL SCALE                                                      
Despite the local nature of the brewing industry, access to the benefits of     
global scale is increasingly important as the environment becomes more          
competitive.  SABMiller aims to identify areas of competitive advantage afforded
by its growing global footprint and capitalise on these.  The successful        
integration of our operations in South America, which are now delivering ahead  
of expectations, benefited from access to SABMiller global resource, skills and 
expertise which were introduced within a short period of the transaction.       
The group`s international premium brands continue to make good progress, with   
international sales volumes of Peroni Nastro Azzurro up 47%, Miller Genuine     
Draft up 13% and Pilsner Urquell up 8%.  During the period Peroni Nastro Azzurro
was launched in Peru, Colombia and Puerto Rico.  Additionally, the group is     
investing in a growing number of regional brands, such as our Czech brand Kozel 
in Eastern Europe and Barena, a regional brand in Latin America.  Kozel was     
launched in Russia in 2002 and following subsequent regional expansion it is now
our fourth largest brand in Europe, with a compound annual volume growth rate of
over 27% in the last five years, both in Czech and across the region.           
This has been another year of good growth for the group, with a particularly    
strong performance in the fourth quarter.                                       
We have established a compelling portfolio of brands and businesses and, given  
the strong growth in many markets, we will be increasing our investments behind 
these assets in the coming year. While we face some challenges, including       
increasing commodity cost pressures and the need to rebuild our share of the    
premium segment in South Africa, we expect the group`s underlying progress of   
recent years to continue.                                                       
OPERATIONAL REVIEW                                                              
LATIN AMERICA                                                                   
                                      constant  Bavaria2                        
                                      currency  (April-                         
Financial summary  2006     Currency   growth1   Oct 2006) 2007                 
Group revenue                                                                   
(including share   2,165    (27)       420       1,834     4,392                
of associates)                                                                  
EBITA3 (US$m)      436      (8)        117       370       915                  
EBITA margin (%)   20.1                27.9      20.2      20.9                 
Sales volumes (hl                                                               
- Lager            16,163              2,212     16,573    34,948               
- Carbonated soft  7,335               362       1,361     9,058                
drinks (CSDs)                                                                   
- Other beverages  6,049               464       3,903     10,416               
1 Represents full year growth for Central America, and growth for South America,
for the period of 12 October 2006 -31 March 2007, over the 2006 comparative.    
2 Represents the results of Bavaria from 1 April 2006 to 11 October 2006, for   
which there are no comparative period data.                                     
3 In 2007 before exceptional items of US$64 million (2006: US$11 million) being 
integration and restructuring costs.                                            
EBITA for the region was US$915 million. Organic constant currency growth of    
US$117 million represents growth of 27% on the prior year. The results in Latin 
America reflect robust market performances and successful business initiatives  
in each country underpinned by strong economic growth in the region.  In South  
America the strong momentum reported at the half year continued into the second 
half with pro forma lager volumes increasing by 12% for the year, while in      
Central America both beer and CSDs showed commendable performances with growth  
of 8% and 6% respectively. The integration of operations in South America into  
the SABMiller group has been successfully completed during the year.            
In Colombia lager volumes for the year grew by 11% on a pro forma basis driven  
by solid economic growth, successful brand and packaging renovations, increased 
marketing investment and improved retail price discipline, which drove lower    
retail prices. Brand renovations during the second half of the year included the
local premium brand Club Colombia, and Pilsen in the mainstream segment, while  
in the premium segment our Peroni Nastro Azzurro brand was successfully         
launched. Trade marketing capabilities have been upgraded and include the       
appointment of brand developers to focus on quality of point of sale and        
enhancement of drinking occasions, while order taking has been supplemented with
a telesales operation. Improvements have also been made in the distribution     
system, notably the introduction of a deposit system for returnable containers  
in October 2006, while national pricing was introduced from December 2006.      
Strong growth has necessitated investment in production capacity and a new 3.5  
million hl brewery in western Colombia is scheduled to come on stream in October
2007. Corporate restructuring proceeded during the year including an offer to   
minority shareholders which resulted in an increase in SABMiller`s effective    
interest in Bavaria S.A. to 98.5%. The sale of Productura de Jugos S.A, our     
fruit juice and fruit pulp manufacturer received the necessary regulatory       
approvals, and is expected to be completed by the end of May 2007.              
A good performance was reported by our Peru operations with pro forma lager     
volume growth of 16% for the year, which was assisted by strong GDP growth of   
8%, as well as the impact of competitive pricing in the earlier part of the     
year. Our flagship mainstream brand Cristal was relaunched with a new and       
innovative packaging design and clear positioning as the beer of the Peruvians, 
resulting in annual growth of 27% and a significant improvement in market share.
This, together with further investment in marketing, brand renovations and new  
brand launches in the second half of the year, particularly in the premium      
category, resulted in the company increasing its market share year on year to   
92%. In the premium segment, our Peroni Nastro Azzurro brand was launched in    
February 2007 following the launch of our regional brand, Barena, in October    
2006 and Cusquena was relaunched in new packaging during March 2007. Pack mix   
has improved in favour of returnable packaging, influenced by the introduction  
of a deposit system in November 2006, while our route to market will benefit    
from the organisational change focusing on channel marketing based on           
consumption occasions. Corporate restructuring continued, including the purchase
of further minority shareholdings, with SABMiller`s effective interest in Backus
& Johnston increasing to 93.3%.                                                 
In Ecuador pro forma lager volume growth of over 12% was driven by the flagship 
mainstream brand Pilsener, capitalising on favourable economic conditions and   
buoyant consumer demand, underpinned by the brand`s mid year packaging upgrade. 
Market share gains in the fourth quarter confirmed the strength of this brand as
the leading brand in Ecuador. Total beer market share increased by nearly one   
percentage point to 95.3% at the end of March 2007. The favourable volume       
performance together with a 7% price increase earlier in the year boosted       
In Panama we increased our share of the beer market by 2.5% on a year-on-year   
basis to reach 84%, with the market growing by an estimated 4%, fuelled by      
strong GDP growth. Our mainstream brands Atlas and Balboa have performed well,  
contributing to total pro forma volume growth of 7%, despite a significant price
increase introduced in July 2006.  The relaunch of SABMiller`s international    
premium brand, Miller Genuine Draft, in October 2006 has strengthened our       
performance in the premium segment. In the non beer segment, the unit performed 
well ahead of the prior year with sales volumes increasing by 11%, mainly driven
by CSDs.                                                                        
In Honduras lager sales volumes grew by 3%, while CSDs reported growth of 9%.   
The volume growth of our Barena brand in the lager premium segment has improved 
the mix, and together with the full year effect of price increases in February  
2006, has enhanced profitability.  Innovation continued with Port Royal Gold    
Grand Reserve launched in a 12oz aluminium bottle at a premium price.  CSD      
volume growth was impacted by competitive pricing and discounting in the market,
with a shift in mix to family packs tempering price gains.                      
The trading environment in El Salvador showed signs of improvement compared with
the prior year. However the country continues to attract high levels of         
competition in both lager and CSDs.  Our operations performed strongly with     
lager volume growth of 14% assisted by good economic growth, and market share   
increased.  Mix improved with our local premium brand, Golden Light, reporting  
growth of 36%.  CSD volumes grew by 5% with robust market share gains on the    
back of above inflation price increases in April 2006.  The benefit of better   
pricing in CSDs was somewhat reduced by adverse pack mix.                       
Towards the end of the year, SABMiller entered the Puerto Rico market with the  
launch of Peroni Nastro Azzurro in March 2007. The sale of our Costa Rican Pepsi
soft drink bottler was completed in April 2007.                                 
In line with the strategic initiatives and plans for the region, a significant  
amount of restructuring and integration has been completed with one-time        
integration costs of $64 million recorded during the year, mostly related to    
packaging upgrades and organisational restructuring. Capital investment levels  
will increase in the next year as we continue to implement our restructuring    
Financial summary                  2007       2006      %                       
Revenue (US$m)                     4,078      3,258     25                      
EBITA* (US$m)                      733        569       29                      
EBITA margin (%)*                  18.0       17.5                              
Sales volumes (hl 000)                                                          
- Lager                            40,113     35,664    12                      
- Lager organic                    39,641     35,664    11                      
* In 2007 before net exceptional costs of US$24 million (2006: nil) being profit
on disposal in Italy of US$14 million less restructuring costs of US$7 million  
primarily in Slovakia and an adjustment to goodwill on acquisition of US$31     
million for Birra Peroni.                                                       
Europe again delivered excellent results, with total lager volume growth of 12% 
(organic 11%) and EBITA improving by 29%.  Volumes were strong in Poland, Russia
and Romania, while most other operations outperformed their underlying market   
growth.  Volume performance was boosted by the favourable weather conditions    
which prevailed during the year, including an exceptionally mild winter,        
generally buoyant economies and the soccer World Cup. Direct marketing          
investment grew in line with revenue while productivity was up 6% reflecting    
improved scale efficiencies. EBITA margin enhancement of 50 basis points was    
assisted by positive brand mix with premium brands growing 15%.                 
Reported EBITA growth of 29% was enhanced by strong currencies, with organic    
constant currency growth of 19%. During the second half, margins tightened with 
a move to non-returnable packaging, particularly cans, where volumes were up    
34%. Poor 2006 barley and hop harvests resulted in significantly increased malt 
and brewing costs in the final quarter, whilst skills shortages, and noticeable 
wage pressures, emerged across Central and Eastern Europe.                      
In Poland our volumes were up 13% and market share increased by 1% to 39%.      
Industry growth was 10% due to the combined effects of the soccer world cup, a  
warm summer and mild winter, a buoyant economy and growth in personal incomes.  
The operation achieved a small real price increase, a trend improvement from    
prior years, while industry prices declined in real terms.  Tyskie and Zubr,    
Poland`s two leading beer brands, grew volumes by 10% and 23% respectively,     
whilst our upper mainstream brand Lech grew 9%. In the premium segment, our     
flavoured beer Redd`s grew 42% with a new variant, upgraded packaging, and a    
successful repositioning of the range towards female consumers, contributing to 
growth in volumes.  Sales and distribution initiatives have focused on increased
product visibility, more chilled product availability and improving share of    
display within outlets. Marketing support has centred on enhanced consumer and  
outlet segmentation and shopper marketing techniques. Current expansion of      
brewing and packaging will increase annual capacity from 12.5 million hl to 15  
million hl by July 2007, with the Tychy brewery having capacity of 8 million hl.
In the Czech Republic volumes grew by 1% which was in line with the industry,   
and domestic volume share was stable at 49%. Our strategy to build value share  
continued, with our premium brands up by 2% overall while our economy brands    
declined by 8% as we chose not to follow aggressive competitor price discounting
in this segment. Pilsner Urquell grew by 4% and exceeded 1 million hl for the   
first time.  This performance was achieved by expanding our presence in the on- 
premise channel, as well as the launch of new packaging and a focus on shopper  
marketing in large format supermarkets. Volumes of our leading Czech brand      
Gambrinus (26% market share) declined in the on-premise channel following a     
price increase.  However, off-premise growth was strong, supported by new       
primary and secondary packaging, the introduction of new multipacks, and brand  
sponsorship of the Czech national soccer team during the world cup.  Kozel grew 
by 10% in the domestic market, following the introduction of a new proprietary  
bottle, new labelling and a new variant. Across Central and Eastern Europe,     
Kozel is now marketed and sold in several of our countries and total volumes    
were up 17% to 2.5 million hl.  Exports to the key German market were well up   
with Pilsner Urquell growing by 31% and now established as the leading premium  
imported beer in the off-premise channel. Price increases marginally ahead of   
inflation were achieved, largely in the on-premise channel.                     
In Russia, volumes ended 24% up on prior year, well ahead of the market growth  
of 17%.  Price increases of 5% were achieved against generally restrained       
industry pricing, and our national value share continued to increase.  We       
significantly increased our investment in coolers and extended retail coverage  
by 25%.  Miller Genuine Draft returned to robust growth, with volumes up 21% and
a new half litre bottle driving new consumption occasions.  Zolotaya Bochka, the
fastest growing local premium brand, was up 40% with the launch of a twist-off  
crown, and Pilsner Urquell and Redd`s both grew strongly.  Our marketing effort 
now includes non-traditional media, with the use of internet based marketing    
techniques. Profitability was improved by considerable operating leverage. The  
expansion of our Kaluga brewery to 6 million hl continued on schedule and in    
March 2007 we announced a new 3 million hl brewery to be constructed for $170   
million in Ulyanovsk, 1000km east of Moscow.                                    
In Italy, the beer market grew by an estimated 3%, benefiting from some         
improvement in economic performance, increased consumption during the soccer    
world cup and a mild winter. Excluding imports, domestic industry production was
up 1%, whilst Birra Peroni`s total volume growth was 2%, with branded domestic  
volumes 5% higher than last year and private label declining by 28%, as we      
continued our managed reduction in our presence in this category. Nastro Azzurro
was up 9% with premiumisation of the brand continuing through key prestige      
sponsorships and a marketing position focused on Italian style and design.  The 
Peroni brand accelerated to 6% growth from the 2% posted last year, supported by
a successful draught launch in the Northern provinces.  Exports of Peroni Nastro
Azzurro continued their strong momentum. The operation has recorded a solid     
improvement in profitability.                                                   
In Romania, industry volume growth is estimated at 20%, led by the continuing   
performance of mainstream PET.  Our operation was capacity constrained during   
the first half of the year but nevertheless grew full year volumes by 23% and   
year on year market share rose by 60 basis points to 22% driven by second half  
volume growth of 42%.  Our premium brand Ursus grew by 16%. Our mainstream      
Timisoreana Lux brand grew by 59% and was the strongest growing brand in the    
market, assisted by the newly launched two litre PET pack. Industry pricing     
remained subdued. Following from the strong growth of recent years, capacity is 
being expanded from 4.3 million hl to 6.3 million hl over the next 18 months.   
In Hungary, our volumes grew by 7% and outperformed the market.  This           
performance was achieved against a backdrop of significant fiscal austerity     
measures impacting consumers, a 20% excise increase, and competitor discounting.
In Slovakia the major focus has been the integration of Topvar, which was       
completed successfully during the year. Organic growth of our brands was broadly
in line with the market which was up by an estimated 2% as it begins to exhibit 
signs of recovery from the major excise rises of recent years. In the Canaries, 
our international brands gained almost 3% whilst profits were boosted by the    
distribution of Red Bull and the introduction of Appletiser, alongside the      
existing Compal range of juices.                                                
In its first full year of operation, Miller Brands UK has exceeded our          
expectations with volumes and revenues ahead of plan.  Peroni Nastro Azzurro,   
supported by innovative marketing and increased distribution, has grown 36%. The
prior year decline in Miller Genuine Draft has been halted, and Pilsner Urquell 
has been successfully repositioned.  In February 2007, the two key Polish brands
Tyskie and Lech were added to the portfolio and are growing strongly.           
NORTH AMERICA                                                                   
Financial summary                           2007     2006    %                  
Revenue (US$m)                              4,887    4,912   (1)                

EBITA (US$m)                                375      454     (17)               
EBITA margin (%)                            7.7      9.3                        

Sales volumes (hl 000)                                                          
- Lager   - excluding contract brewing      46,591   47,059  (1)                
         - contract brewing                8,907    10,246  (13)                
- Carbonated soft drinks (CSDs)             84       74      13                 
Lager - domestic sales to retailers (STRs)  43,897   43,964  (-)                
Miller Brewing Company experienced a difficult year with significantly higher   
commodity costs, declining Miller Lite volume and price competition in the      
economy segment negatively impacting results. However, in line with its         
strategy, the company continued to migrate its brand portfolio to higher margin 
segments, deliver domestic revenue increases, and invest in its core brands and 
organisational capabilities in order to drive sustainable, long-term growth.    
As the US beer industry continued to feel the impact of consumers trading into  
wine and spirits, volume performance of mainstream domestic beers was outpaced  
by import and craft brands. Total US industry domestic shipment volumes         
decreased by 0.4% during the financial year, while imports increased 13.1%.     
In this trading environment, Miller`s US domestic sales to retailers (STRs) were
level with the prior year and down 3% on an organic basis, excluding the        
acquisition of the Sparks and Steel Reserve brands at mid-year.  Domestic       
shipments to wholesalers (STWs) were in line with STRs in the period.  There was
one less trading day in the year under review in comparison to the prior year.  
Total shipment volumes, excluding contract brewing, declined by 1% as export    
sales to non-group market places declined due to challenging trading conditions.
Contract brewing volumes were lower by 13%, largely due to the acquisition of   
Sparks and Steel Reserve which Miller had previously brewed under contract, and 
are down 4% on an organic basis.                                                
Miller Lite sales declined by 1% as the brand cycled strong prior year          
comparisons and faced broader competition in the low calorie segment from import
and craft entrants.  Miller Genuine Draft continued its decline broadly in line 
with the overall decline in the full-calorie mainstream domestic segment.       
While Miller High Life sales decreased in low single digits, a new advertising  
campaign in the third quarter helped drive positive trends in core markets by   
the end of the fourth quarter.  Milwaukee`s Best franchise sales declined in    
single digits due to pricing dynamics within the economy segment.  Miller High  
Life and Milwaukee`s Best trends were both negatively impacted by reduced       
pricing gaps between the economy and mainstream segments, both at the wholesale 
and retail level.                                                               
Miller`s worthmore platform continues to grow, robustly led by Peroni and       
Leinenkugel`s, both of which brands significantly outperformed their respective 
import and craft segments.  Sparks, which Miller acquired in August 2006,       
continues to perform strongly as the leader in the fast-growing caffeinated     
alcohol beverage segment.                                                       
Total revenue declined slightly by 1% versus the prior period, to US$4,887      
million. Contract brewing revenues declined by 13%, but increased marginally    
after adjusting for the shift of Sparks and Steel Reserve from contract brewing 
to domestic brewing.  Domestic net revenue per hl increased 1.7%, driven by     
price increases of nearly 2%. Improved brewery efficiencies and cost savings    
partially offset very significant commodity cost increases, thereby limiting the
increase in cost of goods per hectolitre sold to mid-single digits.             
Miller strengthened its sales capabilities with the addition of specialised     
sales staff for Sparks and import brands.  Furthermore, in the fourth quarter,  
Miller announced plans to create new model markets in Texas and Florida/Georgia 
in which it will deploy sales, marketing, planning/strategy and finance         
capabilities locally to better capture business opportunities. Based on the     
learnings from these initial markets, Miller intends to roll-out this initiative
to additional markets in the next fiscal year.                                  
EBITA for the period of US$375 million was 17% lower than the prior year, driven
primarily by higher input costs of fuel, glass and, especially, aluminium.      
Overall EBITA margin decreased to 7.7% due mainly to the challenging input costs
Going forward, Miller has set itself strategic objectives of which the primary  
objective is to grow Miller Lite in the mainstream light segment. Secondly it is
to strengthen Miller`s worthmore portfolio through expanding the distribution of
Sparks, Leinenkugel`s and Peroni and adding Miller Chill, a new light lager, and
various South American brands. Miller also intends to maximise the sales and    
profitability of its legacy brands, whilst it is committed to delivering further
operational efficiencies, which includes projects to deliver savings of US$100  
million by 2010, to reinvest into sales and marketing and improving margins.    
AFRICA AND ASIA                                                                 
Financial summary                            2007     2006    %                 

Group revenue (including share of            2,674    2,221   20                
associates) (US$m)                                                              
EBITA (US$m)                                 467      422     11                
EBITA margin (%)                             17.5     19.0                      
Sales volumes (hl 000)*                                                         
- Lager                                      68,067   50,956  34                
- Lager organic                              64,429   50,956  26                
- Carbonated soft drinks (CSDs)              4,796    4,061   18                
- Other beverages                            15,137   13,093  16                
* Castel volumes of 15,407 hl 000 (2006: 13,991 hl 000) lager, 9,424 hl 000     
(2006: 8,557 hl 000) CSDs, and 3,320 hl 000 (2006: 3,015 hl 000) other beverages
are not included.                                                               
Africa and Asia growth momentum continued for the year, with lager volume growth
of 34% (organic growth of 26%) and reported EBITA growth of 11%, despite        
currency weakness in some of the African countries. Organic volume growth has   
been assisted by innovation, packaging upgrades and brand renovation. Whilst    
EBITA increased in Asia and in Africa, despite headwinds in Botswana, geographic
EBITA mix in Africa combined with faster revenue growth in Asia resulted in an  
anticipated lower EBITA margin for the region.                                  
Lager volumes for Africa, excluding Zimbabwe, grew 7% for the year while growth 
in total volumes, excluding Zimbabwe, was 11%. Continued economic growth in most
countries, ongoing brand renovation and further improvements in distribution    
networks combined to deliver this result. Zimbabwe continues to experience      
difficult economic and political conditions with foreign currency shortages a   
key issue.                                                                      
Mozambique enjoyed a third consecutive year of volume growth, with lager volumes
advancing 10% on the back of improving economic fundamentals, a strong brand    
portfolio and new distribution centres in the North. Our key brands, 2M, Manica 
and Raiz, performed well. Recent flooding in the Zambezi river delta did little 
to hamper the ongoing volume growth. During the year a new brewhouse was        
commissioned in Maputo with a further new brewhouse planned for Beira, in the   
coming year.                                                                    
Tanzania posted lager volume growth of 8% with recent packaging changes in key  
brands driving much of this growth. Castle Lager was reintroduced in a new long 
neck bottle, posting double digit growth, notwithstanding its price premium and 
our local premium brand, Ndovu, was successfully relaunched as a pure malt      
lager. Profitability was constrained by the effects of currency weakness and    
higher input and energy costs.                                                  
Uganda`s lager volumes again grew in double digits this year with volumes up    
12%, and our core mainstream brands of Nile Special and Club enjoyed good growth
during the year. Profitability improved despite increased fuel costs.           
Following the effects of prior year devaluations and pressure on consumer       
disposable incomes, Botswana recorded another year of decline with lager volumes
down 4%. Cost pressure was evident throughout the year as the operation is      
heavily reliant on imported goods and services with the consequent impact on    
profit margins. The final quarter, however, reflected growth in all beverage    
Elsewhere in Africa, Ghana benefited from a successful new brand launch, Stone  
Lager, which drove market share gains and improved profitability. Our innovative
sorghum-based Eagle lager continues to play a meaningful role in the economy    
segment across the region and is now available in Uganda, Zambia and Zimbabwe   
and was launched in Tanzania in April.                                          
CSD volumes in Angola grew by 34% to surpass 2.5 million hl. Ongoing capacity   
upgrades are planned to meet ongoing growth. The Empressa N`Gola brewery in     
Southern Angola which SABMiller has managed under contract for many years, was  
successfully privatised in December 2006, with SABMiller acquiring a 45%        
Castel delivered a strong performance with lager volumes growing 11% while CSD`s
increased by 9%. Ethiopia and Angola provided above average growth with         
continued improvements in the more established markets in Cameroon, Gabon and   
China maintained the momentum reported at the half year with organic volume     
growth for the full year of 30% well above industry growth rates, and all       
regions posted growth. Our national brand, Snow, showed a higher growth rate,   
with annual volumes approaching 30 million hl. Snow is now the leading brand by 
volume in China, driven by the combined impact of national brand campaigns and  
the expansion of our production base.                                           
The greenfield brewery in Guangdong province was commissioned in February 2006  
and produced volumes of 550,000 hl in its first full year.  During the year we  
acquired five breweries and in December 2006 we announced the acquisition of the
38% minority shareholding in the Blue Sword group of companies in Sichuan       
Province which is expected to be completed in May 2007.                         
Increases in energy costs impacted the business, and price increases, were      
insufficient to offset the full impact of the cost increases and higher         
marketing spend. Profit margins were also impacted by start-up costs and initial
losses at our greenfield breweries.                                             
India also recorded excellent lager volume growth of 36% on a pro forma basis,  
above industry growth rates. Volumes were notably strong in Andra Pradesh as    
well as Punjab and Haryana where industry reform provided a boost to volumes.   
Continuing capacity expansion is planned to meet demand in this fast growing    
market. The Foster`s brewery and brand acquired during the year have been       
successfully integrated and production of the brand will be rolled out to other 
of our breweries in the coming year.                                            
Our new joint ventures in Australia and Vietnam commenced trading during the    
second half of the year.                                                        
With strong volume growth expected across the division, increased capital       
expenditure in a number of countries will be necessary to meet capacity         
SOUTH AFRICA: BEVERAGES                                                         
Financial summary                             2007     2006    %                

Group revenue (including share of associates) 4,274    4,204   2                
EBITA (US$m)                                  1,102    1,062   4                
EBITA margin (%)                              25.8     25.3                     
Sales volumes (hl 000)                                                          
- Lager                                       26,543   25,951  2                
- Carbonated soft drinks (CSDs)               14,967   14,154  6                
- Other beverages                             1,019    828     23               
South Africa has experienced good economic growth over the last year with gross 
domestic product growing at 5%, supported by strong consumer demand,            
notwithstanding firmer interest rates and inflationary pressures driven by      
higher food and fuel prices.                                                    
We recorded lager volume growth of 2.3%, and total soft drink volume growth of  
7% supported by strong CSD volume growth of 6%. The double digit growth trend in
other beverages continued, particularly in the water and energy drink           
categories. Performance was driven by buoyant fourth quarter sales in both lager
and soft drinks operations with lager volumes up over 8% and soft drink volumes 
up 33% over the prior year. Both operations benefited from the exceptionally hot
and dry weather conditions experienced over the last quarter of the year. Soft  
drinks volumes were also boosted in the final quarter by replenishment of       
customer stocks following the carbon dioxide supply problems in the third       
quarter which severely limited CSD sales.                                       
The premium and flavoured alcoholic beverage (FAB) categories continued to drive
growth in lager volumes. Investment in marketing and pack innovation within     
these categories underpinned the 23% growth in premium lager volumes and the 9% 
increase in FABs for the year. The termination of the Amstel license in early   
March 2007 did not impact sales volumes for the year. Strong performances were  
delivered by Castle Lite, Miller Genuine Draft and Peroni Nastro Azzurro brands.
Mainstream beer volumes were marginally lower than the prior year despite       
renewed growth in Hansa and Castle Milk Stout.                                  
This lager volume performance, supported by favourable premium mix benefits,    
delivered constant currency revenue growth of over 11% on the prior year. Raw   
material input costs increased as a result of higher commodity prices and the   
relatively weaker rand exchange rate, although favourable currency hedging      
positions, which were in place for much of the year, helped to mitigate these   
cost increases to below inflation in the year under review.                     
Distribution costs rose by some 20% in the current year principally resulting   
from the expansion of direct deliveries to customers, as we implemented our     
market penetration initiative. By the end of the year the lager customer base   
had increased by 20% and the soft drink customer base by 8%.                    
Constant currency EBITA growth of 14% was achieved and the focus on fixed cost  
productivity as well as minimising raw material input costs assisted EBITA      
margin to improve by 50 basis points to 25.8%.                                  
Our continuing innovation agenda led to a number of new product launches and    
pack renovations in the year. Both Castle Lite and Redd`s packaging were        
enhanced, with a silver neck foil being added to the Castle Lite pack and all   
Redd`s packs were redressed with contemporary pressure sensitive labels. The    
375ml returnable bottle was replaced with a new 330ml returnable bottle. Our FAB
portfolio was bolstered by the introduction of two new products. A new apple-   
flavoured premium brand, Sarita, was introduced and the Brutal Fruit product    
range was enhanced by a new lemon flavoured variant. Peroni Nastro Azzurro was  
launched in draught format in March 2007 following the success of this brand`s  
single serve offering. Hansa Marzen Gold, a rich malt beer, was launched in     
early May 2007 and will build on our expanding portfolio of premium lagers. The 
750ml returnable bottle for our mainstream brands will also be replaced by a new
equivalent sized bottle over the next 18 months. This intensified market        
innovation leverages the installed manufacturing capacity as well as the        
investment in labeling capacity initiated last year.                            
Normalisation of the liquor trade, through formal government licensing of       
previously unlicensed outlets (or "shebeens") has proceeded slowly over the past
year, notwithstanding the progress made in a number of provinces where enabling 
legislation to issue new liquor licences has been promulgated. Our taverner     
training programme, aimed at uplifting new taverners` business skills, has seen 
a further 5,000 taverners trained over the last year bringing the total number  
trained to date to 12,400. This training programme is closely aligned with the  
market penetration initiative, to ensure improved commercial capabilities of new
The Department of Trade and Industry issued the final BEE (Broad Based Black    
Economic Empowerment) codes of good practice in early February 2007. Given that 
the BEE Act allows for the development of sector specific codes of good         
practice, the Liquor Industry Charter Steering Committee, in which we           
participate, will be meeting with the Department of Trade and Industry to       
discuss their respective expectations with the formulation of a sector code for 
the liquor industry.                                                            
As a result of a private arbitration award in favour of Heineken, and Heineken`s
subsequent decision to terminate the Amstel license in March 2007, SA Beverages 
stopped manufacturing and distributing Amstel lager in South Africa. As         
announced in March 2007, the loss of Amstel has had no material impact on the   
earnings for the year under review. SA Beverages expects to mitigate the        
financial impact in the next financial year and going forward, through a number 
of initiatives including drawing upon SABMiller`s global portfolio of brands and
market experience, extending reach into direct distribution and broadening its  
premium offerings but there will nevertheless still be a negative financial     
impact in the March 2008 financial year. In the financial year under review, on 
a proforma basis, SA Beverages estimates that this would have amounted to some  
US$80 million at the EBITA level and expects the impact in the next financial   
year to be at a similar level.                                                  
Sales of Appletiser in South Africa continued to show strong growth both in     
South Africa and internationally, with volumes up 13%.                          
Distell`s domestic sales volumes increased, with gains in the spirits and cider 
category, particularly in the premium sector, both contributing to improved     
sales mix. International volumes also grew, continuing the trends seen in prior 
years. Further improvements in operating efficiencies in production have also   
contributed to improved margins.                                                
SOUTH AFRICA: HOTELS AND GAMING                                                 
Financial summary                          2007     2006    %                   

Revenue (share of associate) (US$m)        340      321     6                   
EBITA (US$m)                               100      84      19                  

EBITA margin (%)                           29.3     26.1                        
Revenue per available room (Revpar) - US$  $62.21   $55.87  11                  
SABMiller is a 49% shareholder in the Tsogo Sun group. The performance of Tsogo 
Sun continued to be assisted by a buoyant South African economy. The casino     
industry in general and Tsogo Sun Gaming in particular have shown real growth in
revenue. The South African hotel industry has reported one of its best years on 
the back of a robust local economy and growth in international arrivals.  Strong
demand coupled with limited capacity growth to date, is underpinning significant
real growth in average room rates.                                              
The improved level of trading, assisted by good cost controls, resulted in a    
strong improvement in EBITA and margins.                                        
FINANCIAL REVIEW                                                                
NEW ACCOUNTING STANDARDS AND RESTATEMENTS                                       
The accounting policies followed are the same as those published within the     
Annual Report and Accounts for the year ended 31 March 2006 amended for the     
changes set out in note 1, which had no impact on group results.  The Annual    
Report and Accounts are available on the company`s website,  
The balance sheet as at 31 March 2006 has been restated for further adjustments 
relating to initial accounting for business combinations, further details of    
which are provided in note 10.                                                  
SEGMENTAL ANALYSIS                                                              
The group`s operating results on a segmental basis are set out in the segmental 
analysis of operations, and the disclosures are in accordance with the basis on 
which the businesses are managed and according to the differing risk and reward 
profiles. SABMiller believes that the reported profit measures - before         
exceptional items and amortisation of intangible assets (excluding software),   
and including associates on a similar basis (i.e. before interest, tax and      
minority interests) - provide to shareholders additional information on trends  
and allow for greater comparability between segments. Segmental performance is  
reported after the specific apportionment of attributable head office service   
ACCOUNTING FOR VOLUMES                                                          
In the determination and disclosure of reported sales volumes, the group        
aggregates 100% of the volumes of all consolidated subsidiaries and its equity  
accounted associates, other than associates where the group exercises           
significant influence but primary responsibility for day to day management rests
with others (such as Castel and Distell). In these latter cases, the financial  
results of operations are equity accounted in terms of IFRS but volumes are     
excluded.  Contract brewing volumes are excluded from total volumes, but revenue
from contract brewing is included within revenue.  Reported volumes exclude     
intra-group sales volumes.                                                      
ORGANIC, CONSTANT CURRENCY COMPARISONS                                          
The group discloses certain results on an organic, constant currency basis, to  
show the effects of acquisitions net of disposals and changes in exchange rates 
on the group`s results.  Organic results exclude the first twelve months`       
results of acquisitions and investments and the last twelve months` results of  
disposals.  Constant currency results have been determined by translating the   
local currency denominated results for the year ended 31 March 2007 at the      
exchange rates for the comparable period in the prior year.                     
ACQUISITIONS AND DISPOSALS                                                      
On 3 July 2006, the group announced that it had entered into an agreement to    
acquire the Sparks and Steel Reserve brands from US contract brewing partner    
McKenzie River Corporation for a cash consideration of US$215 million.  This    
transaction was completed on 11 August 2006.                                    
On 4 August 2006, the group announced that it had entered into an agreement to  
acquire a 100% interest in the Foster`s operation and brand in India at a cost  
of US$127 million. This transaction was completed on 12 September 2006.         
On 10 August 2006, the group announced that it had entered into a 50/50 joint   
venture with Coca-Cola Amatil to import, market and distribute SABMiller`s      
international premium brands in Australia.  The joint venture, Pacific Beverages
Pty Ltd, commenced operations in December 2006.                                 
During the year the group has also continued to purchase further minority       
shareholdings in Colombia, Peru and Ecuador.                                    
EXCEPTIONAL ITEMS                                                               
Items that are material either by size or incidence are classified as           
exceptional items. Further details on the treatment of these items can be found 
in note 3.                                                                      
Exceptional charges of US$93 million were reported during the year. Of these,   
$69 million relates to integration and restructuring costs incurred in Latin    
America of which US$64 million (2006: US$11 million) was incurred in the region 
and US$5 million (2006: US$4 million) in the corporate centre.  Europe has also 
reported a net exceptional cost of US$24 million. This comprises a profit on the
disposal of land in Naples of US$14 million less integration costs of US$7      
million principally incurred in Slovakia, and an adjustment to goodwill at Birra
Peroni. As required under IFRS, to the extent that a business is able to        
utilise, after an acquisition, previously unrecognised deferred tax assets, an  
adjustment to goodwill is required with a compensating adjustment to tax. During
the year we have recorded such an adjustment for US$31 million and this has been
included within exceptional items.                                              
BORROWINGS AND NET DEBT                                                         
Gross debt at 31 March 2007, comprising borrowings of the group together with   
the fair value of derivative assets or liabilities held to manage interest rate 
and foreign currency risk of borrowings, has decreased to US$7,358 million from 
US$7,775 million at 31 March 2006 (as restated for the finalisation of the South
America opening balance sheet).  Net debt comprising gross debt net of cash and 
cash equivalents and loan participation deposits has decreased to US$6,877      
million from US$7,107 million at 31 March 2006 (as restated) reflecting the cash
generated by the group less capital investments.  An analysis of net debt is    
provided in note 9.  The group`s gearing (presented as a ratio of debt/equity)  
has decreased to 45.8% from 52.3% at 31 March 2006 (as restated).  The weighted 
average interest rate for the gross debt portfolio at 31 March 2007 was 7.6%    
(2006: 6.9%).                                                                   
On 27 June 2006, SABMiller plc successfully raised US$1,750 million of new debt 
through the issue of a US$300 million 3 year Floating Rate Note at US LIBOR plus
30 basis points, a US$600 million 6.2% 5 year bond and a US$850 million 6.5% 10 
year bond.  The proceeds of these issuances were used to refinance amounts drawn
under committed facilities related to the Bavaria transaction.                  
Further progress has been made in the restructuring of debt in the Bavaria      
group, with US$500 million 144A bonds and US$150 million (equivalent Colombian  
pesos) related to a securitisation programme repaid in May 2006 and in October  
2006 respectively.                                                              
The group has further diversified its sources of financing by launching, on 12  
October 2006, a US$1,000 million commercial paper programme.  This programme    
also increases the flexibility of the group`s financing arrangements at a lower 
cost of debt.                                                                   
FINANCE COSTS                                                                   
Net finance costs increased to US$428 million, a 43% increase on the prior      
year`s US$299 million, reflecting an increase in net debt primarily due to the  
transaction with Bavaria.  Interest cover, based on pre-exceptional profit      
before interest and tax, has reduced to 7.8 times from 9.2 times in the prior   
PROFIT BEFORE TAX                                                               
Adjusted profit before tax of $3,154 million increased by 20% reflecting the    
consolidation of the investment in Bavaria for a full year and performance      
improvements across the businesses. On a statutory basis, profit before tax of  
US$2,804 million was only up 14% on prior year reflecting the impact of         
exceptional items noted above.                                                  
The effective tax rate of 34.5%, before amortisation of intangible assets       
(excluding software) and exceptional items, is above that of the prior year,    
principally reflecting a different mix of profits across the group, including   
South America for a full year, together with adjustments in respect of prior    
years partially offset by improved tax efficiencies and some rate reductions in 
certain jurisdictions.                                                          
EARNINGS PER SHARE                                                              
The group presents adjusted basic earnings per share to exclude the impact of   
amortisation of intangible assets (excluding software) and other non-recurring  
items, which include post-tax exceptional items, in order to present a more     
meaningful comparison for the years shown in the consolidated financial         
statements.  Adjusted basic earnings per share of 120.0 US cents were up 10% on 
the prior year, reflecting the improved performance noted above.  An analysis of
earnings per share is shown in note 5 to the financial statements.              
GOODWILL AND INTANGIBLE ASSETS                                                  
Additional goodwill has arisen on the acquisition of further minority           
shareholdings in Colombia, Peru and Ecuador and on the Foster`s acquisition in  
Intangible assets increased by US$305 million principally due to the brands     
acquired as part of the purchase of the Sparks and Steel Reserve brands in North
America and the Foster`s brand in India.                                        
CASH FLOW                                                                       
Net cash generated from operating activities before working capital movement    
(EBITDA) increased by 20% to US$4,031 million compared to the prior year. The   
ratio of EBITDA to revenue is 22% (2006: 22%). Net cash generated from          
operations including working capital movements is up 22%.                       
CURRENCIES: SOUTH AFRICAN RAND/COLOMBIAN PESO                                   
The rand has declined against the US dollar during the year and ended the       
financial year at R7.29 to the US dollar, whilst the weighted average           
rand/dollar rate worsened by 10% to R7.06 compared with R6.41 in the prior year.
The Colombian peso (COP) declined by almost 2% against the US dollar compared to
the post-acquisition period of the prior year but ended the financial year at   
COP2,190 to the US dollar, compared with COP2,292 at 31 March 2006.             
The board has proposed a final dividend of 36.0 US cents per share for the year.
Shareholders will be asked to approve this recommendation at the annual general 
meeting, which will be held on 31 July 2007.  If approved, the dividend will be 
payable on 7 August 2007 to shareholders registered on the London and           
Johannesburg registers on 13 July 2007. The ex-dividend trading dates will be 11
July 2007 on the London Stock Exchange (LSE) and 9 July 2007 on the JSE Limited 
(JSE).  As the group reports in US dollars, dividends are declared in US        
dollars. They are payable in South African rand to shareholders on the          
Johannesburg register, in US dollars to shareholders on the London register with
a registered address in the United States (unless mandated otherwise), and in   
sterling to all remaining shareholders on the London register.                  
The rate of exchange applicable on 28 June 2007 will be used for US dollar      
conversion into South African rand and the rate of exchange on 17 July 2007 will
be used for US dollar conversion into sterling.  Currency conversion            
announcements will be made on the JSE`s Stock Exchange News Service and on  the 
LSE`s Regulatory News Service, indicating the rates of exchange to be applied,  
on 29 June 2007 and on 18 July 2007, respectively.                              
From the close of business on 28 June 2007 until the close of business on 13    
July 2007, no transfers between the London and Johannesburg registers will be   
permitted, and from the close of business on 6 July 2007 until the close of     
business on 13 July 2007, no shares may be dematerialised or rematerialised.    
ANNUAL REPORT AND ACCOUNTS                                                      
The group`s unaudited summarised financial statements and certain significant   
explanatory notes follow. The annual report will be mailed to shareholders in   
early July 2007 and the annual general meeting of the company will be held at   
the Intercontinental Park Lane Hotel in London at 11:00 on 31 July 2007.        
SABMiller plc                                                                   
CONSOLIDATED INCOME STATEMENT                                                   
for the year ended 31 March                                                     
                                              2007       2006                   
Unaudited  Unaudited              
                                      Notes   US$m       US$m                   
Revenue                                2       18,620     15,307                

Net operating expenses                         (15,593)   (12,732)              
Operating profit                       2       3,027      2,575                 
Operating profit before exceptional            3,120      2,590                 
Exceptional items                      3       (93)       (15)                  
Net finance costs                              (428)      (299)                 
Interest payable and similar charges           (668)      (377)                 
Interest receivable                            240        78                    
Share of post-tax results of                   205        177                   
Profit before taxation                         2,804      2,453                 
Taxation                               4       (921)      (779)                 
Profit for the financial period                1,883      1,674                 
Profit attributable to minority                234        234                   
Profit attributable to equity                  1,649      1,440                 
1,883      1,674                  
Basic earnings per share (US cents)    5       110.2      105.0                 
Diluted earnings per share (US cents)  5       109.5      104.3                 
All operations are continuing.                                                  
SABMiller plc                                                                   
CONDENSED CONSOLIDATED BALANCE SHEET                                            
at 31 March                                                                     
                                              2007       2006*                  
                                              Unaudited  Unaudited              
                                      Notes   US$m       US$m                   

Non-current assets                                                              
Goodwill                               7       13,250     12,814                
Intangible assets                      7       3,901      3,596                 
Property, plant and equipment                  6,750      6,337                 
Investments in associates                      1,351      1,133                 
Available for sale investments                 52         43                    
Derivative financial instruments               34         3                     
Trade and other receivables                    181        86                    
Deferred tax assets                            164        274                   
                                              25,683     24,286                 
Current assets                                                                  
Inventories                                    928        878                   
Trade and other receivables                    1,471      1,225                 
Current tax assets                             103        54                    
Derivative financial instruments               6          4                     
Loan participation deposit                     -          196                   
Cash and cash equivalents              9       481        472                   
                                              2,989      2,829                  
Assets in disposal groups held for             64         -                     
                                              3,053      2,829                  
Total assets                                   28,736     27,115                

Current liabilities                                                             
Derivative financial instruments               (5)        (3)                   
Borrowings                             9       (1,711)    (1,950)               
Trade and other payables                       (2,746)    (2,414)               
Current tax liabilities                        (429)      (316)                 
Provisions                                     (266)      (182)                 
(5,157)    (4,865)                
Liabilities directly associated with           (19)       -                     
disposal groups held for sale                                                   
                                              (5,176)    (4,865)                

Non-current liabilities                                                         
Derivative financial instruments               (204)      (175)                 
Borrowings                             9       (5,520)    (5,652)               
Trade and other payables                       (269)      (272)                 
Deferred tax liabilities                       (1,393)    (1,437)               
Provisions                                     (1,173)    (1,129)               
                                              (8,559)    (8,665)                

Total liabilities                              (13,735)   (13,530)              
Net assets                                     15,001     13,585                

Total shareholders` equity                     14,406     13,043                
Minority interests                             595        542                   
Total equity                                   15,001     13,585                
*As restated (see note 10).                                                     
SABMiller plc                                                                   
CONSOLIDATED CASH FLOW STATEMENT                                                
for the year ended 31 March                                                     
                                              2007       2006                   
                                              Unaudited  Audited                
                                      Notes   US$m       US$m                   

Cash flows from operating activities                                            
Cash generated from operations         8       4,018      3,291                 
Interest received                              231        80                    
Interest paid                                  (719)      (401)                 
Tax paid                                       (801)      (869)                 
Net cash from operating activities             2,729      2,101                 
Cash flows from investing activities                                            
Purchase of property, plant and                (1,191)    (999)                 
Proceeds from sale of property, plant          110        48                    
and equipment                                                                   
Purchase of intangible assets                  (270)      (33)                  
Purchase of investments                        (3)        (7)                   
Proceeds from sale of investments              1          5                     
Proceeds from sale of associates               81         -                     
Proceeds on disposal of shares in              7          -                     
Acquisition of subsidiaries (net of            (131)      (717)                 
cash acquired)                                                                  
Purchase of shares from minorities             (200)      (2,048)               
Purchase of shares in associates               (186)      (1)                   
Repayment of funding by associates             -          122                   
Dividends received from associates             102        71                    
Dividends received from other                  1          2                     
Net cash used in investing activities          (1,679)    (3,557)               
Cash flows from financing activities                                            
Proceeds from the issue of shares              38         30                    
Purchase of own shares for share               (30)       (8)                   
Proceeds from borrowings                       5,126      3,002                 
Repayment of borrowings                        (5,663)    (900)                 
Net repayments of capital element of           (7)        (28)                  
finance lease                                                                   
(Decrease) / increase in loan                  200        (196)                 
participation deposit                                                           
Net cash receipts on net investment            42         -                     
Dividends paid to shareholders of the          (681)      (520)                 
Dividends paid to minority interests           (161)      (167)                 
Net cash generated / (used) in                 (1,136)    1,213                 
financing activities                                                            

Net cash from operating, investing and         (86)       (243)                 
financing activities                                                            
Effects of exchange rate changes               (18)       11                    
Net (decrease) / increase in cash and          (104)      (232)                 
cash equivalents                                                                
Cash and cash equivalents at 1 April           398        630                   
Cash and cash equivalents at 31 March  9       294        398                   
SABMiller plc                                                                   
for the year ended 31 March                                                     
2007       2006                   
                                              Unaudited  Unaudited              
                                              US$m       US$m                   
Currency translation differences on foreign    362        (128)                 
currency net investments                                                        
Actuarial (losses) / gains on defined benefit  (5)        42                    
Fair value moves on available for sale         7          -                     
Tax on items taken directly to equity          2          (17)                  
Net investment hedges                          (2)        (2)                   
Net gains / (losses) recognised directly in    364        (105)                 
Profit for the year                            1,883      1,674                 

Total recognised income for the year           2,247      1,569                 
- attributable to equity shareholders          2,010      1,360                 
- attributable to minority interests           237        209                   
SABMiller plc                                                                   
NOTES TO THE FINANCIAL STATEMENTS                                               
1. BASIS OF PREPARATION                                                         
The preliminary announcement for the year ended 31 March 2007 has been prepared 
in accordance with the Listing Rules of the Financial Services Authority,       
International Accounting Standards and International Financial Reporting        
Standards (collectively IFRS), and International Financial Reporting            
Interpretation Committee (IFRIC) interpretations as adopted by the EU.          
The financial information in this preliminary announcement is not audited and   
does not constitute statutory accounts within the meaning of s240 of the        
Companies Act 1985 (as amended). Group financial statements for 2007 will be    
delivered to the Registrar of Companies in due course. The board of directors   
approved this financial information on 16 May 2007. Statutory accounts for the  
year ended 31 March 2006, which were prepared in accordance with IFRS and IFRIC 
interpretations endorsed by the EU, have been filed with the Registrar of       
Companies. The auditors` report on those accounts was unqualified and did not   
contain a statement made under s237(2) or (3) of the Companies Act 1985.        
The consolidated financial statements present the financial record for the years
ended 31 March 2007 and 31 March 2006, as restated for further adjustments to   
initial accounting for business combinations (see note 10).  The subsidiary and 
associated undertakings in the group operate in the local currency of the       
country in which they are based. From a presentational perspective, the group   
regards these operations as being US dollar-based as the transactions of these  
entities are, insofar as is possible, evaluated in US dollars. In management    
accounting terms all companies report in US dollars. The directors of the       
company regard the US dollar as the presentational currency of the group, being 
the most representative currency of its operations. Therefore the consolidated  
financial statements are presented in US dollars.                               
ACCOUNTING POLICIES                                                             
The financial statements are prepared under the historical cost convention,     
except for the revaluation to fair value of certain financial assets and        
The accounting policies adopted are consistent with those of the previous       
financial year except that the Group has adopted the following IFRIC            
interpretations with effect from 1 April 2006. Adoption of these interpretations
did not have a material effect on the financial statements of the Group.        
- IFRIC 4 `Determining Whether an Arrangement Contains a Lease`, provides       
guidance in determining whether arrangements contain a lease to which lease     
accounting must be applied.                                                     
- IFRIC 7 `Applying the Restatement Approach` under IAS 29 `Financial Reporting 
in Hyperinflationary Economies`, provides guidance on how to apply the          
requirements of IAS 29 in a reporting period in which an entity identifies the  
existence of hyperinflation in the economy when that economy was not            
hyperinflationary in the prior period.                                          
The Group also applied the amendment to IAS 39 `Financial Instruments:          
Recognition and Measurement` and IFRS 4 `Insurance Contracts` which requires    
that financial guarantee contracts are accounted for as financial instruments,  
initially recognised at fair value. As the Group has no material external       
financial guarantees, the amendment did not have a material effect on the       
financial statements.                                                           
2. SEGMENTAL INFORMATION (UNAUDITED)                                            
The segmental information presented below includes the reconciliation of GAAP   
measures presented on the face of the income statement to non-GAAP measures     
which are used by management to analyse the group`s performance.                
                                      Share of      Group revenue               
                        Segment       associates`   (including                  
revenue       revenue       Associates)                 
                        2007          2007          2007                        
Revenue                  US$m          US$m          US$m                       
Latin America            4,373         19            4,392                      
Europe                   4,078         -             4,078                      
North America            4,887         -             4,887                      
Africa and Asia          1,455         1,219         2,674                      
South Africa:                                                                   
- Beverages              3,827         447           4,274                      
- Hotels and Gaming      -             340           340                        
South Africa: Total      3,827         787           4,614                      
18,620        2,025         20,645                      
                                      Share of      Group revenue               
Segment       associates`   (including                  
                        revenue       revenue       Associates)                 
                        2006          2006          2006                        
Revenue                  US$m          US$m          US$m                       

Latin America            2,153         12            2,165                      
Europe                   3,258         -             3,258                      
North America            4,912         -             4,912                      
Africa and Asia          1,203         1,018         2,221                      
South Africa:                                                                   
- Beverages              3,781         423           4,204                      
- Hotels and Gaming      -             321           321                        
South Africa: Total      3,781         744           4,525                      
                        15,307        1,774         17,081                      
                                                    profit before               
                        Operating     Exceptional   exceptional                 
                        profit        Items         items                       
2007          2007          2007                        
Operating profit         US$m          US$m          US$m                       
Latin America            746           64            810                        
Europe                   706           24            730                        
North America            366           -             366                        
Africa and Asia          272           -             272                        
South Africa: Beverages  1,043         -             1,043                      
Corporate                (106)         5             (101)                      
                        3,027         93            3,120                       
                                                    profit before               
Operating     Exceptional   Exceptional                 
                        profit        items         items                       
                        2006          2006          2006                        
Operating profit         US$m          US$m          US$m                       

Latin America            376           11            387                        
Europe                   567           -             567                        
North America            454           -             454                        
Africa and Asia          257           -             257                        
South Africa: Beverages  1,011         -             1,011                      
Corporate                (90)          4             (86)                       
                        2,575         15            2,590                       
Operating      Share of        Amortisation of   EBITA        
                  profit before  associates`     intangible                     
                  exceptional    operating       assets                         
                  items          profit before   (excluding                     
exceptional     software)                      
                  2007           2007            2007              2007         
EBITA              US$m           US$m            US$m              US$m        

Latin America      810            -               105               915         
Europe             730            -               3                 733         
North America      366            -               9                 375         
Africa and Asia    272            193             2                 467         
South Africa:                                                                   
- Beverages        1,043          59              -                 1,102       
- Hotels and       -              100             -                 100         
South Africa:      1,043          159             -                 1,202       
Corporate          (101)          -               -                 (101)       
Group              3,120          352             119               3,591       
                  Operating      Share of        Amortisation of   EBITA        
profit before  associates`     intangible                     
                  exceptional    operating       assets                         
                  items          profit before   (excluding                     
                                 exceptional     software)                      
                  2006           2006            2006              2006         
EBITA              US$m           US$m            US$m              US$m        
Latin America      387            -               49                436         
Europe             567            -               2                 569         
North America      454            -               -                 454         
Africa and Asia    257            164             1                 422         
South Africa:                                                                   
- Beverages        1,011          51              -                 1,062       
- Hotels and       -              84              -                 84          
South Africa:      1,011          135             -                 1,146       
Corporate           (86)          -               -                 (86)        
Group              2,590          299             52                2,941       
The group`s share of associates` operating profit is reconciled to the share of 
post-tax results of associates in the income statement as follows:              
                                               2007       2006                  
                                               US$m       US$m                  

Share of associates` operating profit before    352        299                  
exceptional items                                                               
Share of associates` interest                   (9)        (16)                 
Share of associates` tax                        (102)      (81)                 
Share of associates` minority interests         (36)       (25)                 
                                               205        177                   
The following table provides a reconciliation of EBITDA (the net cash inflow    
from operating activities before working capital movements) before cash         
exceptional items to EBITDA after cash exceptional items.  A reconciliation of  
profit for the year for the Group to EBITDA after cash exceptional items for the
Group can be found in note 8.                                                   
EBITDA before                                    
                               cash           Cash                              
                               exceptional    exceptional                       
                               items          items       EBITDA                
2007           2007        2007                  
EBITDA                          US$m           US$m        US$m                 
Latin America                   1,147          (25)        1,122                
Europe                          936            (7)         929                  
North America                   510            -           510                  
Africa and Asia                 340            -           340                  
South Africa: Beverages         1,200          -           1,200                
Corporate                       (65)           (5)         (70)                 
Group                           4,068          (37)        4,031                
EBITDA before                                    
                               cash           Cash                              
                               exceptional    exceptional                       
                               items          items       EBITDA                
2006           2006        2006                  
EBITDA                          US$m           US$m        US$m                 
Latin America                   574            (4)         570                  
Europe                          733            -           733                  
North America                   591            -           591                  
Africa and Asia                 321            -           321                  
South Africa: Beverages         1,205          -           1,205                
Corporate                        (68)          (4)         (72)                 
Group                           3,356          (8)         3,348                
Excise duties of US$3,758 million (2006: US$2,929 million) have been incurred   
during the year as follows: Latin America US$1,092 million (2006: US$502        
million); Europe US$784 million (2006: US$607 million); North America US$856    
million (2006: US$879 million); Africa and Asia US$321 million (2006: US$243    
million) and South Africa US$705 million (2006: US$698 million).                
                 Segment    Investment in  Unallocated   Total assets           
assets     associates     assets                               
                 2007       2007           2007          2007                   
Total assets      US$m       US$m           US$m          US$m                  
Latin America     12,575     5              -             12,580                
Europe            4,232      -              -             4,232                 
North America     6,072      -              -             6,072                 
Africa and Asia   1,562      1,045          -             2,607                 
South Africa      2,074      301            -             2,375                 
Corporate         575        -              -             575                   
Unallocated       -          -              295           295                   
Group             27,090     1,351          295           28,736                
                 Segment    Investment in  Unallocated   Total assets           
assets     associates     assets                               
                 2006       2006           2006          2006                   
Total assets      US$m       US$m           US$m          US$m                  
Latin America     12,092     73             -             12,165                
Europe            3,582      -              -             3,582                 
North America     5,732      -              -             5,732                 
Africa and Asia   1,218      721            -             1,939                 
South Africa      2,331      339            -             2,670                 
Corporate         699        -              -             699                   
Unallocated       -          -              328           328                   
Group             25,654     1,133          328           27,115                
                            Segment        Unallocated   Total                  
liabilities    liabilities   liabilities            
                            2007           2007          2007                   
Total liabilities            US$m           US$m          US$m                  
Latin America                1,226          -             1,226                 
Europe                       874            -             874                   
North America                1,272          -             1,272                 
Africa and Asia              329            -             329                   
South Africa                 592            -             592                   
Corporate                    234            -             234                   
Unallocated liabilities      -              9,208         9 208                 
Group                        4,527          9,208         13,735                

                            Segment        Unallocated   Total                  
                            liabilities    liabilities   liabilities            
2006           2006          2006                   
Total liabilities            US$m           US$m          US$m                  
Latin America                1,072          -             1,072                 
Europe                       644            -             644                   
North America                1,303          -             1,303                 
Africa and Asia              190            -             190                   
South Africa                 607            -             607                   
Corporate                    184            -             184                   
Unallocated liabilities      -              9,530         9,530                 
Group                        4,000          9,530         13,530                

                            expenditure                  Total                  
                            excluding      Acquisition   capital                
acquisitions   activity      expenditure*           
                            2007           2007          2007                   
Capital expenditure          US$m           US$m          US$m                  
Latin America                372            -             372                   
Europe                       374            7             381                   
North America**              155            215           370                   
Africa and Asia              144            48            192                   
South Africa                 230            -             230                   
Corporate                    12             -             12                    
Group                        1,287          270           1,557                 

                            expenditure                  Total                  
                            excluding      Acquisition   capital                
acquisitions   activity      expenditure*           
                            2006           2006          2006                   
Capital expenditure          US$m           US$m          US$m                  
Latin America                161            5,473         5,634                 
Europe                       279            21            300                   
North America**              146            -             146                   
Africa and Asia              110            107           217                   
South Africa                 280            -             280                   
Corporate                    44             -             44                    
Group                        1,020          5,601         6,621                 
*  Capital expenditure is defined as the acquisition and addition of intangible 
assets (excluding goodwill) and property, plant and equipment.                  
** The Sparks and Steel Reserve brands have been reflected within acquisition   
activity for segmental reporting purposes.                                      
3. EXCEPTIONAL ITEMS                                                            
2007          2006                   
                                           Unaudited     Unaudited              
                                           US$m          US$m                   
Subsidiaries` exceptional items included in                                     
operating profit:                                                               
Latin America                                                                   
Bavaria integration and restructuring costs (64)          (11)                  
Integration and restructuring costs         (7)           -                     
Profit on sale of land in Italy             14            -                     
Adjustment to goodwill                      (31)          -                     
                                           (24)          -                      
Bavaria integration costs                   (5)           (4)                   
Exceptional items included within operating (93)          (15)                  
Taxation credit                             30            5                     
LATIN AMERICA AND CORPORATE                                                     
Integration and restructuring costs associated with the consolidation of Bavaria
S.A. of US$69 million were incurred during the year.                            
Integration and restructuring costs of US$7 million associated with the         
consolidation of Pivovar Topvar a.s. and the relocation of the Europe hub office
to Zug were incurred during the year.                                           
In November 2006, the Naples brewery site was sold for US$28 million giving rise
to a profit of US$14 million.                                                   
During the year the Group recognised deferred tax assets that had previously not
been recognised on the acquisition of Birra Peroni. In accordance with IAS12,   
Income Taxes, when deferred tax assets on losses not previously recognised on   
acquisition are subsequently recognised, both goodwill and deferred tax assets  
are adjusted with corresponding entries to operating expense and taxation in the
income statement.  This deferred tax asset has been substantially utilised      
during the year.                                                                
LATIN AMERICA AND CORPORATE                                                     
Integration and restructuring costs associated with the consolidation of Bavaria
of US$15 million were incurred during the year.                                 
4. TAXATION                                                                     
                                            2007         2006                   
                                            Unaudited    Unaudited              
US$m         US$m                   
Current taxation                             780          701                   
- Charge for the year (UK corporation tax:   833          717                   
nil charge (2006: US$29 million charge))                                        
- Adjustments in respect of prior years      (53)         (16)                  
Withholding taxes and other taxes            119          78                    
Total current taxation                       899          779                   

Deferred taxation                            22           -                     
- Charge for the year (UK corporation tax:   82           7                     
US$9 million charge (2006: US$6 million                                         
- Adjustments in respect of prior years      5            (5)                   
- Recognition of deferred tax asset in       (31)         -                     
connection with the acquisition of Birra                                        
- Rate change                                (34)         (2)                   
                                            921          779                    

Effective tax rate, before amortisation of   34.5         33.6                  
intangibles (excluding software and                                             
exceptional items) (%) *                                                        
* The effective tax rate is calculated including share of associates` operating 
profit before exceptional items after net finance costs and share of associates`
tax before exceptional items.  This calculation is on a basis consistent with   
that used in prior years and is also consistent with other group operating      
5. EARNINGS PER SHARE                                                           
                                            2007         2006                   
                                            Unaudited    Unaudited              
US cents     US cents               
Basic earnings per share                     110.2        105.0                 
Diluted earnings per share                   109.5        104.3                 
Headline earnings per share                  116.4        108.3                 
Adjusted basic earnings per share            120.0        109.1                 
Adjusted diluted earnings per share          119.3        108.4                 
The weighted average number of shares was:                                      
                                            2007         2006                   
Unaudited    Unaudited              
                                            Millions of  Millions of            
                                            shares       shares                 
Ordinary shares                              1,500        1,376                 
ESOP trust ordinary shares                   (4)          (4)                   
Basic shares                                 1,496        1,372                 
Dilutive ordinary shares from share options  9            9                     
Diluted shares                               1,505        1,381                 
ADJUSTED AND HEADLINE EARNINGS                                                  
The group has also presented an adjusted basic earnings per share figure to     
exclude the impact of amortisation of intangible assets (excluding capitalised  
software) and other non-recurring items for the years shown in the consolidated 
financial statements. Adjusted earnings per share has been based on adjusted    
headline earnings for each financial year and on the same number of weighted    
average shares in issue as the basic earnings per share calculation.  Headline  
earnings per share has been calculated in accordance with the Institute of      
Investment Management and Research (IIMR)`s Statement of Investment Practice No.
1 entitled `The Definition of Headline Earnings`.  The adjustments made to      
arrive at headline earnings and adjusted earnings are as follows:               
2007         2006                   
                                            Unaudited    Unaudited              
                                            US$m         US$m                   
Profit for the financial year                1,649        1,440                 
attributable to equity holders of the                                           
Early redemption penalty in respect of       -            13                    
private placement notes                                                         
(Profit)/loss on fair value movements        (10)         5                     
on capital items *                                                              
Intangible amortisation excluding            119          52                    
capitalised software                                                            
Impairment of property, plant and            13           4                     
Profit on sale of property, plant and        (20)         (5)                   
equipment and investments                                                       
Adjustment to goodwill                       31           -                     
Tax effects of the above items               (43)         (19)                  
Minority interests` share of the above       2            (6)                   
Headline earnings (basic)                    1,741        1,484                 
Integration/reorganisation costs (net        55           13                    
of tax effects)                                                                 
Adjusted earnings                            1,796        1,497                 
* This does not include all fair value movements but includes those in relation 
to capital items for which hedge accounting cannot be applied.                  
6. DIVIDENDS                                                                    
Dividends paid are as follows:                                                  
2007         2006                   
                                            Unaudited    Unaudited              
Equity                                       US$m         US$m                  
2006 Final dividend paid: 31.0 US cents      472          328                   
(2005: 26.0 US cents) per ordinary share                                        
2007 Interim dividend paid: 14.0 US cents    209          192                   
(2006: 13.0 US cents) per ordinary share                                        
681          520                    
In addition, the directors are proposing a final dividend of 36.0 US cents per  
share in respect of the financial year ended 31 March 2007, which will absorb an
estimated US$541 million of shareholders` equity.  The dividends will be paid on
7 August 2007 to shareholders registered on the London and Johannesburg         
registers on 13 July 2007.                                                      
7. GOODWILL AND INTANGIBLE ASSETS                                               
Goodwill *   assets                 
                                            Unaudited    Unaudited              
                                            US$m         US$m                   
Net book amount                                                                 
At 1 April 2005                              7,181        122                   
Exchange adjustments                         (76)         (17)                  
Acquisitions and net additions during the    5,716        3,596                 
Amortisation                                 -            (105)                 
Adjustments to purchase consideration        (7)          -                     
At 31 March 2006                             12,814       3,596                 
Exchange adjustments                         278          159                   
Acquisitions - through business combinations 199          44                    
Additions - separately acquired              -            276                   
Amortisation                                 -            (162)                 
Adjustment on recognition of deferred tax    (31)         -                     
assets in connection with the acquisition of                                    
Birra Peroni                                                                    
Transfer to disposal groups                  (10)         (12)                  
At 31 March 2007                             13,250       3,901                 
* As restated (see note 10).                                                    
Additional goodwill arising on the consolidation of subsidiary undertakings was 
due to the acquisition of the Foster`s business in India and minority purchases 
in Latin America.                                                               
Additional goodwill arising on the consolidation of subsidiary undertakings     
principally arose due to the Bavaria transaction on 12 October 2005 which       
resulted in US$4,317 million of goodwill, the acquisition of additional minority
interests in Colombia and Peru which resulted in additional goodwill of US$942  
million, the consolidation of 99% of the brewing interests of the Shaw Wallace  
group in the India investment resulting in US$315 million of goodwill and the   
acquisitions of the remaining minority interests in Bevco (Central America) and 
Plzensky Prazdroj a.s. (Czech) which resulted in additional goodwill of US$107  
INTANGIBLE ASSETS                                                               
Brands acquired during the year include the Sparks and Steel Reserve brands in  
the U.S. and the Foster`s brand in India.                                       
Intangible assets acquired during the year principally comprised brands with a  
value of US$3,480 million which were recognised as a result of the Bavaria      
                                            2007         2006                   
                                            Unaudited    Unaudited              
                                            US$m         US$m                   
Profit for the financial period              1,883        1,674                 
Taxation                                     921          779                   
Share of post-tax results of associates      (205)        (177)                 
Interest receivable                          (240)        (78)                  
Interest payable and similar charges         668          377                   
Operating profit                             3,027        2,575                 
Property, plant and equipment                550          444                   
Containers                                   187          111                   
Container breakages, shrinkage and           44           77                    
Profit on sale of property, plant and        (6)          (5)                   
Exceptional profit on sale of property,      (14)         -                     
plant and equipment (Europe)                                                    
Impairment of property, plant and            13           4                     
Amortisation of intangible assets            162          105                   
Unrealised net (loss)/gain from              (2)          5                     
Dividends received from other                (1)          (3)                   
Charge with respect to share options         31           17                    
Restructuring and integration costs          10           7                     
(Latin America)                                                                 
Adjustment to goodwill (Europe)              31           -                     
Other non-cash movements                     (1)          11                    
Net cash generated from operations           4,031        3,348                 
before working capital movements                                                
Increase in inventories                      (73)         (78)                  
Increase in receivables                      (294)        (67)                  
Increase in payables                         319          86                    
Increase / (decrease) in provisions          21           (31)                  
Increase in post-retirement provisions       14           33                    
Net cash generated from operations           4,018        3,291                 
Cash generated from operations include cash flows relating to exceptional items 
of US$37 million in respect of South America and European integration and       
restructuring costs (2006: US$8 million).                                       
9. ANALYSIS OF NET DEBT (UNAUDITED)                                             
Cash and                                                 
                       equivalents   Loan                                       
                       (excluding    participation                              
overdrafts)   deposit       Overdrafts   Borrowings      
                       US$m          US$m          US$m         US$m            
At 1 April 2005         1,143         -             (513)        (2,833)        
Exchange adjustments    (2)           -             13           62             
Cash flow               (651)         196           179          (2,102)        
Acquisitions (as        232           -             (3)          (2,662)        
restated - see note 10)                                                         
Other non-cash          -             -             -            34             
At 31 March 2006*       722           196           (324)        (7,501)        
Exchange adjustments    (24)          4             6            (47)           
Cash flow               (220)         (200)         133          537            
Acquisitions            3             -             (2)          -              
Transfer to disposal    -             -             -            2              
Other non-cash          -             -             -            (20)           
At 31 March 2007        481           -             (187)        (7,029)        
Derivative    Finance       Total gross  Net debt        
                       financial     leases        borrowings                   
US$m          US$m          US$m         US$m            
At 1 April 2005         12            (19)          (3,353)      (2,210)        
Exchange adjustments    -             -             75           73             
Cash flow               -             28            (1,895)      (2,350)        
Acquisitions (as        (138)         (36)          (2,839)      (2,607)        
restated - see note 10)                                                         
Other non-cash           (47)         -             (13)         (13)           
At 31 March 2006*        (173)        (27)          (8,025)      (7,107)        
Exchange adjustments    -             (1)           (42)         (62)           
Cash flow               28            7             705          285            
Acquisitions            -             -             (2)          1              
Transfer to disposal    -             2             4            4              
Other non-cash          18            4             2            2              
At 31 March 2007         (127)        (15)          (7,358)      (6,877)        
* Reconciliation of borrowings and cash and cash equivalents (excluding         
overdrafts) from the Cash Flow to the Balance Sheet:                            
Cash and     Total gross            
                                            cash         borrowings             
                                            US$m         US$m                   
Cash flow at 31 March 2006                   722          (8,025)               
Legal right of offset                        (250)        250                   
Balance sheet at 31 March 2006               472          (7,775)               
Cash and cash equivalents on the Balance Sheet are reconciled to cash and cash  
equivalents on the Cash Flow as follows:                                        
                                            As at        As at                  
31/3/07      31/3/06                
                                            US$m         US$m                   
Cash and cash equivalents (Balance Sheet)    481          472                   
Overdrafts                                   (187)        (324)                 
Legal right of offset                        -            250                   
Cash and cash equivalents (Cash Flow)        294          398                   
The group`s net debt is denominated in the following currencies:                
US       SA     Euro   Colombian Other       Total             
                 dollars  rand          peso      currencies                    
                 US$m     US$m   US$m   US$m      US$m        US$m              
Total cash and    174      46     28     45        179         472              
cash equivalents                                                                
Loan              -        -      -      -         196         196              
Total gross       (4,418)  (225)  (253)  (2,051)   (828)       (7,775)          
Net debt at 31    (4,244)  (179)  (225)  (2,006)   (453)       (7,107)          
March 2006                                                                      
Total cash and    129      19     36     77        220         481              
cash equivalents                                                                
Total gross       (4,580)  (389)  (267)  (1,384)   (738)       (7,358)          
Net debt at 31    (4,451)  (370)  (231)  (1,307)   (518)       (6,877)          
March 2007                                                                      
10. BUSINESS COMBINATIONS                                                       
The initial accounting under IFRS 3, `Business Combinations`, for the Bavaria   
transaction had not been completed as at 31 March 2006.  During the period ended
11 October 2006, adjustments to provisional fair values in respect of the       
Bavaria transaction were made.  As a result comparative information for the year
ended 31 March 2006 has been presented as if the further adjustments to         
provisional fair values had been made from the transaction date of 12 October   
2005.  The impact on the prior period Income Statement has been reviewed and no 
material adjustments to the Income Statement as a result of the adjustments to  
provisional fair values are required and therefore there is no adjustment to    
basic or diluted earnings per share.  The following table reconciles the impact 
on the Balance Sheet reported for the year ended 31 March 2006 to the           
comparative Balance Sheet presented in this preliminary announcement.           
BALANCE SHEET                                                                   
                                       to provisional   At 31/3/06              
At 31/3/06  fair values      As restated             
                           Audited     Unaudited        Unaudited               
                           US$m        US$m             US$m                    
Non-current assets                                                              
Goodwill                    12,539      275              12,814                 
Intangible assets           3,596       -                3,596                  
Property, plant and         6,340       (3)              6,337                  
Other non-current assets    1,476       63               1,539                  
                           23,951      335              24,286                  
Current assets                                                                  
Inventories                 881         (3)              878                    
Trade and other             1,218       7                1,225                  
Other current assets        726         -                726                    
2,825       4                2,829                   
Total assets                26,776      339              27,115                 
Current liabilities                                                             
Trade and other payables    (2,473)     59               (2,414)                
Other current liabilities   (2,334)     (117)            (2,451)                
(4,807)     (58)             (4,865)                 
Non-current liabilities                                                         
Trade and other payables    (63)        (209)            (272)                  
Provisions                  (1,088)     (41)             (1,129)                
Other non-current           (7,219)     (45)             (7,264)                
                           (8,370)     (295)            (8,665)                 
Total liabilities           (13,177)    (353)            (13,530)               
Net assets                  13,599      (14)             13,585                 
Total equity                13,599      (14)             13,585                 
On 12 September 2006 SABMiller plc, through its wholly-owned subsidiary         
SABMiller (A&A 2) Limited, completed the acquisition of a 100% interest in      
Foster`s India for a cash consideration of approximately US$127 million on a    
cash-free debt-free basis.  Under the terms of the transaction, SABMiller       
assumed ownership of all Foster`s assets in India, including the Foster`s brand 
in the territory.                                                               
11.  SHARE CAPITAL                                                              
During the year ended 31 March 2007 4,342,988 ordinary shares (2006: 3,673,590  
ordinary shares) were allotted and issued in accordance with the group`s share  
purchase, option and award schemes.                                             
12.  POST BALANCE SHEET EVENTS                                                  
The Group completed the sale of Embotelladora Centroamericana S.A., its Pepsi   
bottling operation in Costa Rica, on the 27 April 2007.                         
FORWARD-LOOKING STATEMENTS                                                      
This announcement does not constitute an offer to sell or issue or the          
solicitation of an offer to buy or acquire ordinary shares in the capital of    
SABMiller plc (the "Company") or any other securities of the Company in any     
jurisdiction or an inducement to enter into investment activity.                
This announcement includes `forward-looking statements`.  These statements      
contain the words "anticipate", "believe", "intend", "estimate", "expect" and   
words of similar meaning.  All statements other than statements of historical   
facts included in this announcement, including, without limitation, those       
regarding the Company`s financial position, business strategy, plans and        
objectives of management for future operations (including development plans and 
objectives relating to the Company`s products and services) are forward-looking 
statements.  Such forward-looking statements involve known and unknown risks,   
uncertainties and other important factors that could cause the actual results,  
performance or achievements of the Company to be materially different from      
future results, performance or achievements expressed or implied by such        
looking statements.  Such forward-looking statements are based on numerous      
assumptions regarding the Company`s present and future business strategies and  
the environment in which the Company will operate in the future.  These forward-
looking statements speak only as at the date of this document.  The Company     
expressly disclaims any obligation or undertaking to disseminate any updates or 
revisions to any forward-looking statements contained herein to reflect any     
change in the Company`s expectations with regard thereto or any change in       
events, conditions or circumstances on which any such statement is based.       
SABMILLER plc                                                                   
(Registration No. 3528416)                                                      
COMPANY SECRETARY                                                               
John Davidson                                                                   
REGISTERED OFFICE                                                               
SABMiller House                                                                 
Church Street West                                                              
Surrey, England                                                                 
GU21 6HS                                                                        
Telefax     +44 1483 264103                                                     
Telephone +44 1483 264000                                                       
HEAD OFFICE                                                                     
One Stanhope Gate                                                               
London, England                                                                 
W1K 1AF                                                                         
Telefax      +44 20 7659 0111                                                   
Telephone +44 20 7659 0100                                                      
INTERNET ADDRESS                                                                                                               
INVESTOR RELATIONS                                                                                                     
Telephone +44 20 7659 0100                                                      
INDEPENDENT AUDITORS                                                            
PricewaterhouseCoopers LLP                                                      
1 Embankment Place                                                              
London, England                                                                 
WC2N 6RH                                                                        
Telefax +44 20 7822 4652                                                        
Telephone +44 20 7583 5000                                                      
REGISTRAR (UNITED KINGDOM)                                                      
Capita Registrars                                                               
The Registry                                                                    
34 Beckenham Road                                                               
Kent, England                                                                   
BR3 4TU                                                                         
Telefax +44 20 8658 3430                                                        
Telephone +44 20 8639 2157 (outside UK)                                         
Telephone 0870 162 3100 (from UK)                                               
REGISTRAR (SOUTH AFRICA)                                                        
Computershare Investor Services 2004 (Pty) Limited                              
70 Marshall Street, Johannesburg                                                
PO Box 61051                                                                    
Marshalltown 2107                                                               
South Africa                                                                    
Telefax    +27 11 370 5487                                                      
Telephone +27 11 370 5000                                                       
UNITED STATES ADR DEPOSITARY                                                    
The Bank of New York                                                            
ADR Department                                                                  
101 Barclay Street                                                              
New York, NY 10286                                                              
United States of America                                                        
Telefax +1 212 815 3050                                                         
Telephone +1 212 815 2051                                                       
Internet: http://                                              
Toll free +1 888 269 2377 (USA & Canada only)                                   
Date: 17/05/2007 08:00:17 Produced by the JSE SENS Department.