UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant [X]
Filed by a Party other than the Registrant [_]

Check the appropriate box:

[_] Preliminary Proxy Statement [_] Soliciting Material Pursuant to
[_] Confidential, For Use of the SS.240.14a-11(c) or SS.240.14a-12
Commission Only (as permitted
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[X] Definitive Proxy Statement
[_] Definitive Additional Materials

London Pacific Group Limited
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

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was paid previously. Identify the previous filing by registration
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SEC 1913 (3-99)

LONDON PACIFIC GROUP LIMITED
Minden House, 6 Minden Place
St. Helier, Jersey JE2 4WQ
Channel Islands

April 15, 2002

Dear ADR holder:

You are cordially invited to attend the Annual General Meeting of
Shareholders of London Pacific Group Limited to be held at the Jersey Museum,
Ouless Room, The Weighbridge, St. Helier, Jersey, Channel Islands on Tuesday,
May 7, 2002, at 9:00 a.m. local time.

Details of the business to be conducted at the meeting are given in the
attached Notice of Annual General Meeting of Shareholders and Proxy Statement.

As an ADR holder you are not entitled to vote directly at the meeting,
however, the ADR Depositary, The Bank of New York, is obligated to vote the
shares it holds on your behalf in accordance with your instructions. Whether or
not you plan to attend the meeting, it is important that your interests be
represented and voted at the meeting. Accordingly, please sign, date and return
the enclosed proxy card to The Bank of New York (in the accompanying envelope).
In order for your proxy instructions to be valid, they must be received by The
Bank of New York on or before April 30, 2002. You may revoke or amend your proxy
for any reason provided that such change is received by The Bank of New York on
or before April 30, 2002.

Thank you for your interest in London Pacific Group Limited.

Sincerely,

/s/ Ronald W. Green

Ronald W. Green
Secretary

[COMPANY LOGO]

LONDON PACIFIC GROUP LIMITED
Minden House, 6 Minden Place
St. Helier, Jersey JE2 4WQ
Channel Islands

NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS

To the ADR holders of London Pacific Group Limited:

NOTICE IS HEREBY GIVEN that the Annual General Meeting of Shareholders of
London Pacific Group Limited (the "Company") will be held at the Jersey Museum,
Ouless Room, The Weighbridge, St. Helier, Jersey, Channel Islands on Tuesday,
May 7, 2002, at 9:00 a.m. local time, for the following purposes:

Ordinary Business
1. To receive the report of the directors and the financial statements for
the year ended December 31, 2001, together with the report of the
independent auditors thereon.

2. To approve the declaration of a final dividend of 5.0 cents per share
gross on the Ordinary Shares (4.0 cents per ADR).

3. To re-elect a director who is retiring by rotation.

4. To re-appoint PricewaterhouseCoopers as independent auditors of the
Company and to authorize the directors to fix their remuneration.

Other Business
5. To act on any other matters that may properly come before the meeting.

The Board of Directors knows of no other matters which may be presented
for shareholder action at the meeting. To date, no shareholder proposals
have been received by the Company. However, if other matters do properly
come before the meeting, it is intended that the persons named in the
proxies will vote upon such matters in accordance with their best
judgement.

Holders of the Company's Ordinary Shares are entitled to twenty-one (21)
clear days notice of, and to vote at, the Annual General Meeting and any
adjournment thereof. Only ADR holders of record at the close of business on
April 11, 2002 are entitled to notice of, to attend and to have their vote
counted at the Annual General Meeting and any adjournment thereof. ADR holders
are not entitled to vote directly at the meeting, however, the ADR Depositary,
The Bank of New York, is obligated to vote the shares it holds on behalf of the
ADR holders in accordance with their instructions. Accordingly, please sign,
date and return the enclosed proxy card to The Bank of New York (in the
accompanying envelope). IN ORDER FOR YOUR PROXY INSTRUCTIONS TO BE VALID, THEY
MUST BE RECEIVED BY THE BANK OF NEW YORK ON OR BEFORE APRIL 30, 2002. A copy of
the Company's Annual Report to Shareholders for the year ended December 31,
2001, which contains audited consolidated financial statements and other
information, accompanies this Notice and the enclosed Proxy Statement. All ADR
holders are cordially invited to attend the meeting.

By Order of the Board of Directors,

/s/ Ronald W. Green

Ronald W. Green
Secretary

April 15, 2002

LONDON PACIFIC GROUP LIMITED

PROXY STATEMENT

ABOUT THE ANNUAL GENERAL MEETING

General

This Proxy Statement and the accompanying proxy card are being mailed to
ADR holders of London Pacific Group Limited (the "Company") on or about April
15, 2002, in connection with the solicitation of proxies by the Board of
Directors of the Company for use at the Annual General Meeting of Shareholders
to be held on May 7, 2002 (the "Meeting"), or at any adjournments thereof. The
Meeting will be held at 9:00 a.m. local time, at the Jersey Museum, Ouless Room,
The Weighbridge, St. Helier, Jersey, Channel Islands.

The proxy card accompanying this Proxy Statement, which instructs The Bank
of New York as ADR Depositary (the "ADR Depositary"), is solicited by the Board
of Directors of the Company. ADRs represented by properly executed proxies
received by the ADR Depositary in time for the Meeting will be voted in
accordance with the choices specified in the proxies. Unless contrary
instructions are indicated on the proxy, the shares (representing ADRs) will be
voted FOR the election of the nominee named in the proxy statement as director,
and FOR the other proposals described therein. Any ADR holder giving a proxy has
the power to revoke it prior to its exercise by giving notice of revocation to
the ADR Depositary in writing, or by executing and delivering to the ADR
Depositary a later dated proxy. However, such action must be taken in sufficient
time to permit the necessary examination and tabulation of the subsequent proxy
or revocation before the vote is taken. Proxy instructions, amendments or
revocations must therefore be received by the ADR Depositary on or before April
30, 2002.

The cost of preparing, assembling, printing and mailing this Proxy
Statement, the accompanying proxy card and any other related materials used in
the solicitation of proxies will be borne by the Company. In addition to
soliciting by mail, directors, officers and employees of the Company, without
receiving any additional compensation, may solicit proxies personally, by
telephone or facsimile.

Also enclosed herewith is a copy of the Annual Report to Shareholders of
the Company for the year ended December 31, 2001.

Voting at the Annual General Meeting

Holders of ADRs should complete and return the enclosed proxy card in
accordance with the terms provided thereon not later than the close of business
on April 30, 2002. The close of business on April 11, 2002 has been fixed as the
record date for the determination of the holders entitled to give instructions
of voting rights at the Meeting and any adjournment thereof. Under the
depositary agreement between the Company and the ADR Depositary, the ADR
Depositary shall not vote or attempt to exercise the right to vote that attaches
to the Ordinary Shares other than in accordance with such instructions.

Two shareholders present in person or by proxy and entitled to vote shall
be a quorum for all purposes. If a quorum is present, directors are elected and
all other matters are decided upon by a show of hands, unless before or upon the
declaration of the results, a poll is demanded by the Chairman of the Meeting or
by at least three shareholders or by one or more shareholders representing not
less than one-tenth of the total voting rights of shareholders. If a poll is
taken, every shareholder who is present in person by representative or proxy
shall have one vote for every share of which he or she is the holder. Cumulative
voting in the election of directors is not permitted.

Proposals 1 to 4 which are described below are ordinary resolutions. Any
other resolutions presented at the Meeting would be special resolutions. The
approval of an ordinary resolution requires the affirmative vote of a majority
of the votes cast at the Meeting. The approval of a special resolution requires
an affirmative vote of at least two-thirds of the votes cast at the Meeting.
Accordingly, abstentions and broker non-votes will have no effect on any
resolution voted on at the Meeting.

As of March 18, 2002, there were 64,439,073 Ordinary Shares outstanding.
Also as of that date, there were 19,982,833 ADRs outstanding, representing
19,982,833 of those Ordinary Shares or 31.0% of the Company's total outstanding
shares. Each Ordinary Share carries one vote in a poll. Each ADR carries one
vote indirectly through the Ordinary Share held by the ADR Depositary on the ADR
holder's behalf.

For the purposes of this Proxy Statement, the term "vote" shall refer to
either a vote by a holder of Ordinary Shares or instructions to the ADR
Depositary by a holder of ADRs.

PROPOSAL 1 - REPORT OF THE DIRECTORS AND FINANCIAL STATEMENTS

To receive the report of the directors and financial statements for the
year ended December 31, 2001, together with the report of the independent
auditors thereon.

The Company's Articles of Association provide that each year the above
shall be presented before a General Meeting of Shareholders. The Board of
Directors recommends a vote FOR the acceptance of the report of the directors
and financial statements for the year ended December 31, 2001, together with the
report of the independent auditors thereon.

PROPOSAL 2 - DECLARATION OF A FINAL DIVIDEND

To approve the declaration of a final dividend of 5.0 cents per share
gross on the Ordinary Shares (4.0 cents per ADR).

If this final dividend is approved, the total dividends for 2001 will be
16.0 cents per share gross on the Ordinary Shares (12.8 cents per ADR). An
interim dividend of 11.0 cents per share gross on the Ordinary Shares (8.8 cents
per ADR) was paid in September 2001.

The combined interim and final dividend for each year in the previous
seven years was 29.0 cents per share gross on the Ordinary Shares (23.2 cents
per ADR). The Board of Directors is recommending a reduction in the total
dividends for 2001 to a level which it believes is appropriate in terms of
dividend yield and in view of the Company's requirement to conserve cash during
the current period of market instability in order to meet the operating needs
and growth opportunities of the business.

The Board of Directors recommends a vote FOR the declaration of a final
dividend of 5.0 cents per share gross on the Ordinary Shares (4.0 cents per
ADR).

PROPOSAL 3 - ELECTION OF DIRECTOR

To re-elect a director, Harold E. Hughes, Jr., who is retiring by
rotation.

The Company's Articles of Association provide that at each Annual General
Meeting, one-third (or the number nearest to but not exceeding one-third) of the
directors other than Arthur I. Trueger, who, as he is also the managing

director of the Company, does not retire by rotation nor is counted in
calculating the number of directors to retire by rotation, shall retire from
office by rotation. Under the Company's Articles of Association, there shall be
no less than three directors. The directors (other than Mr. Trueger) are elected
to hold office until they are subject to retirement by rotation. Harold E.
Hughes, Jr., the nominated director for 2002, has informed the Company that he
is willing to serve as a director. No person other than a director retiring at
the meeting shall, unless recommended by the Board of Directors, be eligible for
election to the office of director at any Annual General Meeting unless not less
than seven, nor more than twenty-eight (28) days, before the date appointed for
the meeting, a notice in writing signed by a shareholder, and a notice in
writing signed by that person of his willingness to be elected, has been left at
the registered office of the Company in Jersey.

The Board of Directors may appoint any person to be a director, either to
fill a casual vacancy or as an additional director. Any director so appointed
shall hold office only until the next Annual General Meeting and shall then be
eligible for re-appointment, but shall not be taken into account in determining
the directors who are to retire by rotation at such meeting.

The following director, already being a member of the Board of Directors
and eligible for re-election, retires by rotation and is nominated for
re-election at this Annual General Meeting.

Harold E. Hughes, Jr. Mr. Hughes, age 56, has been a non-executive director
since January 1987. He is currently President of
eVineyard.com, which he joined in 2001. Previously, he
was Chairman of Pandesic Company, an eCommerce software
supplier owned jointly by Intel Corporation and SAP,
from 1997 to 2000. Prior to Pandesic, he was employed by
Intel Corporation for 23 years, during which time he
held a number of positions in financial and operational
management. Mr. Hughes is a member of the Audit and
Business Development Committees.

Subject to re-election, Mr. Hughes will be required to retire by rotation
again at the Annual General Meeting in 2007, provided that no additional
directors are appointed, or existing directors resign, before that time.

The Board of Directors recommends a vote FOR the re-election of Harold E.
Hughes, Jr. as a director.

PROPOSAL 4 - APPOINTMENT OF INDEPENDENT AUDITORS

To re-appoint PricewaterhouseCoopers as independent auditors of the
Company for the year ended December 31, 2002 and to authorize the directors to
fix their remuneration.

The Company expects that representatives of PricewaterhouseCoopers will be
present at the Annual General Meeting and will be given the opportunity to make
a statement if they desire to do so and to respond to appropriate questions.
PricewaterhouseCoopers or its predecessors have examined the financial
statements of the Company each year since 1985.

The Board of Directors recommends a vote FOR the proposal to re-appoint
PricewaterhouseCoopers as independent auditors of the Company.

BOARD OF DIRECTORS AND COMMITTEES

Biographical information about each director continuing in office is
provided below:

Arthur I. Trueger Mr. Trueger, age 53, is the founder and a principal
(Executive Chairman) shareholder of London Pacific Group Limited. He has
worked for the Company for more than 25 years and holds
A.B., M.A. and J.D. degrees from the University of
California.

Director continuing in office for a term expiring in 2003:

John Clennett Mr. Clennett, age 78, has been a non-executive director
since the Company's incorporation in January 1985. He is
a director of Ashburton Replica Portfolio Limited and
was a director of Ansbacher (Jersey) Limited until 2000.
He is a member of the Institute of Chartered Accountants
in England and Wales and of the Chartered Institute of
Management Accountants. Prior to his retirement in 1983,
he was Treasurer of the States of Jersey. Mr. Clennett
is a member of the Audit Committee.

Directors continuing in office for terms expiring between 2004 - 2006:

The Viscount Trenchard Lord Trenchard, age 51, has been a non-executive
director since August 1999. He is joint Chairman of The
Japan Society, a Trustee of The Royal Air Force
Benevolent Fund, a Director of AC European Finance
Limited and Chairman of The Dejima Fund Limited. He was
a director of Robert Fleming and Co. Limited, or one of
its principal subsidiaries, from 1996 to 2000, where he
was also head of Japanese Investment Banking.
Previously, he was a director of Kleinwort Benson
Limited from 1986 to 1996, whose Tokyo office he managed
for many years. Lord Trenchard is a member of the
Business Development Committee.

Gary L. Wilcox Dr. Wilcox, age 55, has been a non-executive director
since the Company's incorporation in January 1985. He
has been executive Vice President of Operations at ICOS
Corporation, a Washington based biotechnology company,
since 1993. Previously, he was Professor of Microbiology
at the University of California, Los Angeles, from 1974
to 1988. Dr. Wilcox is a member of the Audit and
Compensation Committees.

Victor A. Hebert Mr. Hebert, age 64, has been a non-executive director
Deputy Chairman since the Company's incorporation in January 1985 and
Deputy Chairman since February 1996. He has been a
senior member of the law firm Heller, Ehrman, White &
McAuliffe LLP in San Francisco, California since 1969,
having joined the firm in 1962. He also serves as a
director of Foster Wheeler Ltd., an engineering,
construction and project development company, as a
director and Secretary to California & Washington Co.,
and as Secretary to Nextest Systems Corporation and
Paymap Inc. Mr. Hebert is a member of the Compensation
Committee.

One of the above directors is required to retire in each of the years
2004, 2005 and 2006. These retirement dates also assume that no additional
directors are appointed, or existing directors resign, during the period.
Retiring directors are eligible for re-election.

Meetings of the Board

The Board of Directors held five meetings during 2001. The Board has three
committees: Audit, Compensation and Business Development. Previously, the Board
had a Litigation Committee but it was officially dissolved on March 31, 2001, as
such a committee was no longer considered necessary. With the exception of the
Litigation and Business Development Committees, each of the Committees held
meetings during 2001. Director attendance at these meetings averaged 95% during
2001. Each director attended 75% or more of the total number of meetings of the
Board and the committees on which he served.

Committees of the Board

Audit Committee

Members: Gary L. Wilcox (Chairman), John Clennett, Harold E. Hughes, Jr.

The Board of Directors adopted a written charter for the Audit Committee
that was included with last year's Proxy Statement. The Audit Committee is
responsible for selecting the independent auditors, considering auditors'
independence matters, and reviewing the adequacy of the financial reporting
process (including reviewing the selection, application and disclosure of
critical accounting policies), audit process and internal financial controls.
The Audit Committee also reviews the audited financial statements and recommends
that they be included in the Company's Annual Report on Form 10-K. The Committee
is comprised of three independent directors in accordance with New York Stock
Exchange rules. During 2001, the Audit Committee met once.

Compensation Committee

Members: Victor A. Hebert, Gary L. Wilcox

The Compensation Committee approves all elements of compensation for the
Executive Chairman, including bonuses, other than grants of share options. The
Committee recommends all grants of share options for the Executive Chairman,
executive officers and employees to the Trustees of The London Pacific Group
1990 Employee Share Option Trust. During 2001, the Compensation Committee met
four times.

Litigation Committee

Members: Harold E. Hughes, Jr., Gary L. Wilcox

The Litigation Committee was established in 1995 for the purpose of
dealing generally with all aspects of litigation arising from time to time that
may affect the Group. During 2001, the Litigation Committee did not hold any
meetings. The Committee was dissolved on March 31, 2001, as the Board determined
that such a committee was no longer necessary.

Business Development Committee

Members: Harold E. Hughes, Jr., The Viscount Trenchard

The Business Development Committee was established on March 31, 2001 for
the purpose of dealing generally with all aspects of new business areas,
including expanding existing business internationally. Formal committee meetings
are not generally held, as individual committee members undertake specific
responsibilities for areas of new business development. During 2001, the
Business Development Committee did not hold any meetings.

DIRECTORS' COMPENSATION

Annual Compensation

Each director receives an annual fee of $7,500, except for the Executive
Chairman who, effective June 30, 2001, no longer receives this fee. The Deputy
Chairman receives an additional annual fee of $10,000. Each director on the
Audit Committee and Compensation Committee receives an annual fee of $7,500, and
each director on the Litigation Committee and Business Development Committee
receives an annual fee of $10,000. John Clennett and Lord Trenchard receive an
annual fee of $12,500 and $20,000, respectively, for administrative duties
performed for the Company in Jersey.

Share Option Plan

Under The London Pacific Group 1990 Employee Share Option Trust, a
non-executive director may be granted options to purchase the Company's Ordinary
Shares, generally at an option exercise price equal to the market value of the
Ordinary Shares as of the date of the grant. Options expire seven or ten years
from the date of grant. Under this plan, no options were granted to
non-executive directors during 2001.

The Executive Chairman makes recommendations to the Trustees of The London
Pacific Group 1990 Employee Share Option Trust in relation to such grants to the
non-executive directors.

INFORMATION REGARDING BENEFICIAL OWNERSHIP OF PRINCIPAL
SHAREHOLDERS, DIRECTORS AND EXECUTIVE OFFICERS

The following table sets forth certain information with respect to
beneficial ownership of Ordinary Shares as of March 18, 2002 for each person who
is known by the Company to own beneficially more than 5% of the Ordinary Shares
(including Ordinary Shares underlying ADRs), for directors and executive
officers named in the Summary Compensation Table on page 8 of this Proxy
Statement, and for all directors and executive officers as a group.

Amount and Nature of Ownership (1)
_______________________________________________________________________________
Number of Options Exercisable Total Shares Percent of
Ordinary Within 60 Days Beneficially Outstanding
Name Shares Owned of March 18, 2002 (2) Owned Ordinary Shares
__________________________________________________________________________________________________________________________

Arthur I. Trueger 19,260,693 6,000,000 25,260,693 39.2%
650 California Street, Suite 2800
San Francisco, California 94108
__________________________________________________________________________________________________________________________
The London Pacific Group
1990 Employee Share
Option Trust (2)(3) 13,247,181 - 13,247,181 20.6%
Whiteley Chambers, Don Street
St. Helier, Jersey JE4 9WG
Channel Islands
__________________________________________________________________________________________________________________________
Victor A. Hebert (4) 45,000 40,000 85,000 *
__________________________________________________________________________________________________________________________
John Clennett 5,450 20,000 25,450 *
__________________________________________________________________________________________________________________________
Harold E. Hughes, Jr. - 60,000 60,000 *
__________________________________________________________________________________________________________________________
The Viscount Trenchard - 40,000 40,000 *
__________________________________________________________________________________________________________________________
Gary L. Wilcox (5) 30,000 40,000 70,000 *
__________________________________________________________________________________________________________________________
Ian K. Whitehead 400 1,734,000 1,734,400 2.69%
__________________________________________________________________________________________________________________________
All directors and executive
officers as a group (4)(5) 19,341,543 7,934,000 27,275,543 42.3%
__________________________________________________________________________________________________________________________

<FN>
* Amounts represent less than one percent.

(1) Except as described in footnote (4) below, each director and executive
officer has sole voting and investment power with respect to his shares.

(2) The shares underlying the 7,934,000 options exercisable are also included
in the 13,247,181 shares held by The London Pacific Group 1990 Employee
Share Option Trust.

(3) The Trustees of The London Pacific Group 1990 Employee Share Option Trust
are entitled to notice of, and to vote at the Meeting, with each share
entitling them to one vote. The Trust has waived its entitlement to
dividends on any shares held. Victor A. Hebert, Deputy Chairman and a
non-executive director, is one of the four trustees of the Trust.

(4) Share amounts include 40,000 shares held in a pension and profit sharing
trust for the benefit of Mr. Hebert over which he has shared voting and
investment power. Except for options covering 40,000 shares, share amounts
do not include any shares owned by The London Pacific Group 1990 Employee
Share Option Trust, of which Mr. Hebert is one of the four trustees, and
as to which shares Mr. Hebert disclaims any beneficial interest.

(5) Share amounts include 20,000 Ordinary Shares and 10,000 ADRs.
</FN>

EXECUTIVE COMPENSATION

The executive officers of the Company receive annual base salaries and are
also eligible for an annual bonus. Mr. Trueger and Mr. Whitehead currently
receive base salaries of $800,000 and GBP400,000 (approximately $580,000),
respectively. The amount of any annual bonus award to the Executive Chairman is
determined by the Compensation Committee of the Board of Directors based on the
performance of the Company and its subsidiaries (the "Group"). The amount of any
annual bonus award to the Chief Financial Officer is determined by the Executive
Chairman.

The following table sets forth the cash and non-cash compensation paid to
the Executive Chairman and the Chief Financial Officer of the Company for the
last three fiscal years. The Company has no executive officers other than Mr.
Trueger and Mr. Whitehead.

Summary Compensation Table

Long-Term
Annual Compensation Compensation
___________________________________________________ ____________
Securities
Other Annual Underlying All Other
Name and Principal Salary Bonus Compensation (1) Options Compensation (2)
Position Year $ $ $ # $
_____________________________________________________________________________ ___________ ________________

Arthur I. Trueger 2001 950,000 6,000,000 20,305 2,000,000 0
Executive Chairman 2000 1,000,000 2,250,000 22,255 0 0
1999 1,000,000 20,000,000 (3) 23,285 1,000,000 0
___________________________________________________________________________________________________________________
Ian K. Whitehead 2001 699,892 0 0 200,000 96,668
Chief Financial 2000 615,121 298,000 186,807 0 67,460
Officer 1999 545,833 200,000 25,000 0 64,868
___________________________________________________________________________________________________________________

<FN>
(1) Amounts include directors fees, life insurance, vacation payouts and
relocation costs.

(2) Amounts represent realized appreciation in the Group's deferred
compensation plan and pension plan contributions. The amount for 2001
includes $44,738 related to the deferred compensation plan and $51,930 in
pension plan contributions.

(3) Approximately 73% of this bonus was paid by a distribution, at market
value, of certain listed equity securities owned by the Group.
</FN>

Employment Agreement with the Chief Financial Officer

Mr. Whitehead joined the Company in September 1990 as Chief Financial
Officer. His employment is terminable either by the Company on twelve (12)
months written notice or by Mr. Whitehead on six (6) months written notice.

The base salary of the Chief Financial Officer is reviewed annually by the
Executive Chairman who takes into account the performance of the Group and the
contribution made by the Chief Financial Officer to the Group during the
previous twelve months. Bonus awards are also determined by the Executive
Chairman.

The number of share options held by the Chief Financial Officer is
reviewed annually by the Executive Chairman. Additional share option grants to
the Chief Financial Officer are recommended by the Executive Chairman, at his
discretion, to the Compensation Committee, which makes recommendations to the
Trustees of The London Pacific Group 1990 Employee Share Option Trust.

Pension Plan

The Group has a defined contribution plan for the Chief Financial Officer.
This plan was established in 2000, with $51,930 contributed during the year
ended December 31, 2001.

Share Option Grants and Exercises

Share options may be granted to the Executive Chairman under The London
Pacific Group 1990 Employee Share Option Trust. The Compensation Committee of
the Board of Directors considers the responsibilities and performance of the
Executive Chairman and the performance of the Group when determining the number
of options to be recommended to the Trustees of The London Pacific Group 1990
Employee Share Option Trust. The Trust may grant share options to other officers
and employees, following recommendations from the Executive Chairman to the
Compensation Committee, which, if concurring, makes recommendations to the
trustees of the Trust. The objectives of this plan include retaining the best
personnel and providing for additional performance incentives.

Grants to the Executive Chairman are fully vested on the date of grant and
expire seven or ten years from the date of the grant.

Grants to the Chief Financial Officer and other employees are exercisable
generally in four equal installments beginning one year from the date of the
grant, subject to employment continuation, and expire seven or ten years from
the date of the grant.

The following table summarizes option grants during 2001 under The London
Pacific Group 1990 Employee Share Option Trust to the Executive Chairman and the
Chief Financial Officer.

Option Grants in 2001

Number of Percent of
Securities Total Options
Underlying Granted to Market Price
Options Employees in Exercise on Date of Present Value on
Name Granted (1) 2001 Price Grant Expiration Date Date of Grant (2)
# $ $ $
__________________________________________________________________________________________________________________________

Arthur I. Trueger 2,000,000 83.8% 5.40 5.40 5/17/2011 4,755,200
__________________________________________________________________________________________________________________________
Ian K. Whitehead 200,000 8.4% 2.46 5.11 3/20/2011 571,300
__________________________________________________________________________________________________________________________

<FN>
(1) Mr. Trueger's and Mr. Whitehead's options were granted on May 18, 2001 and
March 21, 2001, respectively. All options became exercisable immediately
on the grant date.

The options granted to Mr. Whitehead were a replacement for options that
had an average exercise price of $2.46 and that had expired in December
2000 and February 2001. 1,000,000 of the options granted to Mr. Trueger
were a replacement for options that had expired in February 2001, however,
the exercise price of the replacement options was set at the market price
of the underlying shares on the date of grant.

(2) A Black-Scholes model was used to calculate the present value of the
options on the date of grant. The following assumptions were used to
estimate the value of the options: a five-year expected life of the
options; a dividend yield of 0% (as the Company has paid a constant
dividend amount, a deduction to the share price was made in the amount of
the net present value of the dividend and the dividend yield in the option
pricing model was set to zero); expected volatility for the Company's
stock of 76%; and a risk-free rate of return of 5.09%.
</FN>

The following table summarizes option exercises during 2001 under The
London Pacific Group 1990 Employee Share Option Trust by the named executive
officers and the value of the share options held by them as of December 31,2001.

Aggregated Option Exercises in 2001 and
December 31, 2001 Option Values

Number of Value of
Securities Underlying Unexercised In-the-
Unexercised Options as Money Options as
of December 31, 2001 of December 31, 2001 (1)
Shares Acquired Exercisable/ Exercisable/
Name On Exercise Value Realized Unexercisable Unexercisable
# $ # $
______________________________________________________________________________________________________

Arthur I. Trueger 0 0 6,000,000 /nil 256,426 /nil
______________________________________________________________________________________________________
Ian K. Whitehead 0 0 1,863,000 /171,000 1,330,330 /70,110
______________________________________________________________________________________________________

<FN>
(1) Based on the closing price of the Company's Ordinary Shares on December
31, 2001 (GBP2.60 at an exchange rate of 1.46).
</FN>

REPORT OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS

The Company's Compensation Committee of the Board of Directors (the
"Committee") is comprised of two non-executive directors, Victor A. Hebert and
Gary L. Wilcox, and is responsible for approving and reporting to the Board of
Directors the compensation of the Executive Chairman of the Company, including
base salary and bonus. The Compensation Committee is also responsible for
recommending share option grants for the Executive Chairman, the Chief Financial
Officer and for certain other employees of the Company or its subsidiaries to
the Trustees of The London Pacific Group 1990 Employee Share Option Trust, and
for reviewing the Company's general compensation strategy.

Compensation Philosophy and Objectives

It is the philosophy of the Committee and the Company that in order to
meet the Company's goal of increasing long-term shareholder value, the Company
must develop and maintain a compensation program that (i) attracts, motivates
and retains qualified executives and (ii) aligns the financial rewards of the
Company's management with those of the Company's shareholders.

Compensation for the Company's executive officers includes salary and
generally an annual bonus award. All executive officers hold share options, but
share options are not necessarily granted every year. In establishing the level
of compensation for each executive officer, the Committee (in the case of the
Executive Chairman) and/or the Executive Chairman (in the case of the Chief
Financial Officer) consider many factors, with the primary factor being the
Company's operating performance and financial position. Other factors include
the executive officer's contribution to the advancement of the Company's
operating performance and financial position, strategic accomplishments such as
the development of new customers or new services and products, the development
of the Company's senior management team and the executive officer's seniority.
The Committee also takes into consideration the compensation levels of senior
executives of comparably sized, publicly held, diversified financial services
companies.

The Committee believes that the best interests of shareholders and
executives will be clearly aligned by providing executives and employees an
opportunity to increase their ownership in the Company. The Committee reviews
the recommendations made by management for the award of share option grants to
executives and

employees and, if concurring, the Committee then recommends all grants of share
options for executive officers and employees to the Trustees of the London
Pacific Group 1990 Employee Share Option Trust.

Compensation for the Executive Chairman

The base salary for the Executive Chairman is reviewed annually. The
Executive Chairman is also eligible for an annual bonus award, which may be paid
in either cash or shares of listed equity securities held by the Group.

As set forth under the "Summary Compensation Table" above, the Executive
Chairman received total compensation of $6,970,305 in fiscal 2001, including
base salary of $950,000 and a bonus of $6,000,000. In addition during 2001, the
Executive Chairman was granted options to purchase 2,000,000 Ordinary Shares.
This compensation is based upon the Committee's qualitative analysis of the
criteria set forth above in the second paragraph under the heading "Compensation
Philosophy and Objectives." In addition, the Committee considered the Executive
Chairman's contributions in developing and implementing the strategic focus of
the Company and successful investment in high technology ventures.

COMPENSATION COMMITTEE
Victor A. Hebert
Gary L. Wilcox

REPORT OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS

The Audit Committee of the Board of Directors has reviewed and discussed
the Company's audited financial statements for the year ended December 31, 2001
with the Company's management and with the Company's independent auditors,
PricewaterhouseCoopers. The Audit Committee has discussed with
PricewaterhouseCoopers the matters required to be discussed by Statement of
Auditing Standards No. 61, "Communication with Audit Committees." The Audit
Committee has received the written disclosures and the letter from
PricewaterhouseCoopers required by Independence Standards Board Standard No. 1,
"Independence Discussions with Audit Committees," and has discussed with
PricewaterhouseCoopers its independence. The Audit Committee has considered and
believes that the performance of services related to "Financial Information
Systems Design and Implementation Fees" and "All Other Fees" is compatible with
maintaining the independence of PricewaterhouseCoopers.

For the year ended December 31, 2001, PricewaterhouseCoopers billed or
will bill the Company for the following fees:

Audit and Quarterly Review Fees (estimated) $923,000
Financial Information Systems Design and Implementation Fees $5,715
All Other Fees (primarily for tax services) $199,334

Based on the Audit Committee's review and discussions above, the Audit
Committee recommends to the Board of Directors that the Company's audited
financial statements be included in the Company's Annual Report on Form 10-K for
the year ended December 31, 2001, for filing with the Securities and Exchange
Commission.

AUDIT COMMITTEE
Gary L. Wilcox (Chairman)
John Clennett
Harold E. Hughes, Jr.

SHARE PERFORMANCE

The graph presented below compares the yearly change in the Company's
cumulative total return on ADRs for the five years ended December 31, 2001, with
the cumulative total returns of the S&P 500 Index and the S&P Insurance Index.
The comparison assumes $100 was invested on December 31, 1996 in each of the
Company ADRs, the stocks included in the S&P 500 Index, and the stocks included
in the S&P Insurance Index. It also assumes reinvestment of all dividends.

Comparison of Five-Year Cumulative Total Return

[CHART]

1996 1997 1998 1999 2000 2001

London Pacific Group Limited $100.00 $ 91.49 $102.88 $310.49 $263.66 $145.29
S&P 500 Index $100.00 $133.10 $170.82 $206.50 $187.85 $165.59
S&P Insurance Index $100.00 $145.84 $150.69 $156.13 $216.10 $186.28

OTHER INFORMATION ABOUT DIRECTORS AND EXECUTIVE OFFICERS

Related Transactions

The Company paid legal fees of $60,000 during 2001 to a law firm of which
one of its directors, Victor A. Hebert, is a member.

Compensation Committee Interlocks and Insider Participation

The members of the Compensation Committee for 2001 were Victor A. Hebert
and Gary L. Wilcox, neither of whom have ever been an executive officer or
employee of the Company.

Victor A. Hebert is a senior member of the law firm Heller, Ehrman, White
& McAuliffe LLP in San Francisco, California. The Company retains this law firm
from time to time as legal counsel on various matters.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934 and related
regulations require the Company's directors, executive officers, and anyone
holding more than 10% of the Company's Ordinary Shares to report their initial

ownership of the Company's Ordinary Shares and any changes in that ownership to
the Securities and Exchange Commission and the New York Stock Exchange. The
Company is required to disclose in this Proxy Statement the failure of any
reporting person to file these reports when due. To the Company's knowledge,
based solely on its review of copies of such reports received by the Company,
the Company believes that during the year 2001, all reporting persons of the
Company satisfied these filing requirements.

OTHER MATTERS

The Company knows of no other matters to be presented at the Annual
General Meeting other than those described in this Proxy Statement. In the event
that other business properly comes before the Meeting, the persons named as
proxies will have discretionary authority to vote the shares underlying the ADRs
represented by the accompanying proxy in accordance with their own judgement.

ADDITIONAL INFORMATION

Shareholder Proposals for 2003 Annual General Meeting

ADR holders are entitled to present proposals for action at a forthcoming
meeting of shareholders if they comply with the requirements of the Securities
and Exchange Commission's proxy rules. Any proposals intended to be presented at
the 2003 Annual General Meeting of Shareholders of London Pacific Group Limited
must be received at the Company's registered office in Jersey, Channel Islands
on or before December 16, 2002 in order to be considered for inclusion in the
Company's proxy materials relating to such meeting.

Availability of Annual Report on Form 10-K

A copy of the Company's Annual Report on Form 10-K for the year ended
December 31, 2001, as filed with the Securities and Exchange Commission, will be
furnished without charge to ADR holders upon receipt by the Company of a request
addressed to:

Ronald W. Green, Secretary
London Pacific Group Limited
Minden House, 6 Minden Place
St. Helier, Jersey JE2 4WQ
Channel Islands

The enclosed form of proxy has been prepared at the direction of the
Company, of which you are an ADR holder, and is sent to you at the request of
the Board of Directors.

LONDON PACIFIC GROUP LIMITED
By Order of the Board of Directors,

Ronald W. Green
Secretary

St. Helier
Jersey, Channel Islands

April 15, 2002