UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 20-F

(Mark One)

[_] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES
EXCHANGE ACT OF 1934

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the fiscal year ended DECEMBER 31, 1998

[X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from_______to________

Commission file number 0-13456
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Reuters Group PLC
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(Exact name of Registrant as specified in its charter)

England
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(Jurisdiction of incorporation or organization)

85 Fleet Street, London EC4P 4AJ, England
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(Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the
Act: NONE.

Securities registered or to be registered pursuant to Section 12(g) of the
Act: ORDINARY SHARES OF 25P EACH.

Securities for which there is a reporting obligation pursuant to Section
15(d) of the Act: NONE.

Indicate the number of outstanding shares of each of the issuer's classes
of capital or common stock as of the close of the period covered by the annual
report.

Ordinary Shares of 25p each.......... 1,421,600,759
Founders Share of (pound)1........... 1

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes _X_ No ___

Indicate by check mark which financial statement item the registrant has
elected to follow

Item 17 ___ Item 18 _X_

TABLE OF CONTENTS

Page
----
PART I
ITEM 1. Description of Business.................................... 3
ITEM 2. Description of Property....................................10
ITEM 3. Legal Proceedings..........................................10
ITEM 4. Control of Registrant......................................10
ITEM 5. Nature of Trading Market...................................12
ITEM 6. Exchange Controls and Other Limitations Affecting
Security Holders.......................................13
ITEM 7. Taxation...................................................13
ITEM 8. Selected Financial Data....................................17
ITEM 9. Management's Discussion and Analysis of Financial
Condition and Results of Operations....................21
ITEM 9A Quantitative and Qualitative Disclosures About
Market Risk............................................22
ITEM 10. Directors and Officers of Registrant.......................22
ITEM 11. Compensation of Directors and Officers.....................23
ITEM 12. Options to Purchase Securities from Registrant
or Subsidiaries........................................23
ITEM 13. Interest of Management in Certain Transactions.............25

PART II
ITEM 14. Description of Securities to be Registered.................25

PART III
ITEM 15. Defaults upon Senior Securities............................25
ITEM 16. Changes in Securities and Changes in Security
for Registered Securities..............................25

PART IV
ITEM 17. Financial Statements.......................................*
ITEM 18. Financial Statements.......................................26
ITEM 19. Financial Statements and Exhibits..........................26

SIGNATURES....................................................................27

- --------------------

* The registrant has responded to Item 18 in lieu of responding to this Item.

The Consolidated Financial Statements of Reuters Group PLC ("Reuters" or
"Reuters Group") incorporated herein by reference from Reuters 1998 Annual
Report to Shareholders (the "1998 Annual Report to Shareholders") are presented
in pounds sterling ("(pound)"). On December 31, 1998, the noon buying rate in
New York City for cable transfers in foreign currencies as announced for customs
purposes by the Federal Reserve Bank of New York (the "Noon Buying Rate") was
$1.66 per (pound) 1; on February 12, 1999 the Noon Buying Rate was $1.63 per
(pound) 1. For additional information on exchange rates between the pound
sterling and the US dollar, see "Exchange Rates" in Item 8 of this Report.

Reuters Consolidated Financial Statements are prepared in accordance with
accounting principles generally accepted in the United Kingdom ("UK GAAP"). UK
GAAP differ in certain respects from accounting principles generally accepted in
the United States ("US GAAP"). The principal differences between UK GAAP and US
GAAP relevant to Reuters are explained in "Summary of Differences Between UK and
US Generally Accepted Accounting Principles" included in the Consolidated
Financial Statements referred to above.

On February 18, 1998 Reuters Holdings PLC ("Reuters Holdings") consummated
a court approved capital reorganization (the "Capital Reorganization") in which
shares of Reuters Holdings were exchanged for a combination of cash and shares
of Reuters Group. As a result, Reuters Holdings became a subsidiary of Reuters
Group. In all other respects the business and assets of the Reuters group of
companies were not affected. For additional information concerning the Capital
Reorganization, see Note 1 of Notes on the Consolidated Profit and Loss Account,
incorporated herein by reference from the 1998 Annual Report to Shareholders.

As used in this Report, "Reuters" refers collectively to Reuters Group and
its consolidated subsidiaries except as the context otherwise requires.

PART I
------

ITEM 1. DESCRIPTION OF BUSINESS
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Reuters supplies the global financial markets and the news media with a
wide range of information and news products including real-time financial data,
collective investment data, numerical, textual, historical and graphical
databases plus news, graphics, news video, and news pictures. Reuters designs
and installs enterprise-wide information management and risk management systems
for the financial markets as well as providing equity and foreign exchange
transaction systems. It extensively uses Internet technologies for wider
distribution of information and news.

Information is obtained from 267 exchanges and over-the-counter markets,
from some 4,900 subscribers who contribute data directly to Reuters, and from a
network of 2,072 journalists, photographers and camera operators. There are some
498,500 user accesses for Reuters products located in approximately 57,900
locations around the world, including accesses by clients using equipment not
owned by Reuters.

INFORMATION SOURCES
-------------------

Reuters gathers exchange and over-the-counter trading data, contributed
data, reference data and general, financial and business news.

Reuters obtains current trading information for securities, commodities,
options and futures from organized exchanges and over-the-counter markets. The
information is normally transmitted electronically to Reuters databases by a
direct feed from the computerized reporting system maintained by an exchange.
Dealers and brokers in foreign exchange and other financial markets contribute
their latest quotations to Reuters databases using Reuters terminals or their
own computer systems. Data contributed by one contributor is available to all
other subscribers to the same product except those the contributor directs
should be precluded. Reuters also has a number of long-term agreements with
certain brokers and specialist data vendors for the supply of key market data.

Other numeric data such as corporate and economic statistics and textual
historical information is obtained from a wide range of publications and other
third party sources, including annual reports. Data is gathered in either
electronic or hard copy form and is edited by specialized Reuters staff.

Reuters staff also report and edit general and specialized news for
business and media subscribers in textual, video and audio form. At December 31,
1998, Reuters journalists, photographers and camera operators were based in
reporting bureaus located in 182 cities in 108 countries. Reuters reporting
staff are supported by part-time staff in almost every country. Many Reuters
text journalists are financial or other market specialists.

As it is received, data is automatically processed and stored on a
continually updated basis so that subscribers can retrieve it within seconds.
Reuters information databases range from real-time to over ten years old.

PRINCIPAL PRODUCTS
------------------

Effective January 1, 1999 Reuters restructured its operations from a
horizontal business managed by area and country units to a vertical business
managed on a product line basis. The two main business divisions are Reuters
Information and Reuters Trading Systems. Reuters electronic equities broker
Instinet Corporation ("Instinet"), and TIBCO Software Inc. ("TIBCO Software"),
will continue to operate as autonomous subsidiaries. Reuters geographical units
have been brought together in the Global Sales and Operations ("GSO") group
responsible for the sale, installation, delivery and support of the Information
and Trading Systems divisions' products. An analysis of revenue by product
category under the previous structure is provided under the heading "Operating
and Financial Review" incorporated herein by reference from the 1998 Annual
Report to Shareholders. The external reporting of financial performance will be
revised with effect from the 1999 interim announcement to reflect the new
organizational structure.

REUTERS INFORMATION
- -------------------

Reuters information products include real-time information and historical
information databases. These products are delivered to subscribers through
personal computer-based Reuters Terminals ("RTs"), through Reuters-supplied or
third-party information management systems or, in the case of real-time data,
via datafeeds. Reuters databases carry around two million individual
instruments. Reuters also supplies a software-only version of its standard RT,
which allows Reuters information products to be distributed over a subscriber's
own local area network and hardware. Reuters corporate and media information
business and the editorial function also form part of Reuters Information
division.

Reuters Information division focuses on four main markets: foreign exchange
and money; commodities (including energy); fixed income; and equities. Reuters
foreign exchange and money market products were its greatest source of revenue
in each of the last three years.

During 1998 Reuters continued the rollout of its new generation "3000"
range of information products. By year end approximately 48,000 accesses had
been installed. Reuters 3000 products combine the real-time features of its
existing "2000" series (described below) with access to historical data, a range
of analytics and graphing capabilities, textual and television news and Reuters
Mail, an electronic messaging facility. Subscribers to the 3000 series also
receive a continuous flow of market related news items as well as background
economic data and analyses. Non-real-time components of the 3000 series are
delivered to subscribers over a high speed proprietary network using industry
standard Internet protocols.

Reuters 2000 series of real-time international products and most domestic
services are carried on its Integrated Data Network ("IDN"). These products are
formed from a series of content "building blocks", each containing relevant
real-time prices and related data on a particular market. The 2000 range may be
supplemented with news stories and analytics. Both the 3000 series and the 2000
series of products are grouped in different combinations to allow subscribers to
select the product or products specific to their needs.

In addition to the international products described above, Reuters offers
many domestic information products focused on the needs of individual countries.
In May 1998 Reuters launched Reuters Plus, an advanced equities trading and
analytics tool for US equities which includes real-time and historical data,
time and sales, charting and Reuters news. A range of optional products produced
by third parties to augment Reuters news and market data is also available to
subscribers. Reuters is increasingly using web technology and offers several
information products for password-protected Internet and intranet delivery.

Reuters recently acquired a number of businesses in the funds information,
shareholder and benchmarking analysis sector, including Harwick Stafford Wright
Limited in 1997; Lipper Analytical Services, Inc. ("Lipper"), BOPP ISB and
Citywatch in 1998; and CAMRA Consulting and the investment trust data business
of BT Alex. Brown in 1999. These businesses, which have been combined under the
Lipper brand, track 65,000 funds domiciled in 44 countries with assets in excess
of US$7.6 trillion. Historical performance data goes back to 1959 and includes
open-ended (mutual) funds, closed-ended funds and variable annuity (unit-linked)
funds.

Corporate and Media Information. Reuters corporate and media information
business includes textual news services for print media, broadcast and on-line
clients. These services cover politics, general news, finance, economics and
sports. Reuters supplies its news pictures and news graphics services to the
traditional and new media. Reuters news is supplied to most of the major portals
on the Internet. Reuters is also using the Internet to provide information about
Reuters itself, and its products, to existing and potential customers at its
website "http://www.reuters.com".

Reuters operates one of the world's largest international television news
agencies, Reuters Television News, which supplies unedited coverage to
broadcasters. It holds minority interests in Independent Television News (ITN)
in the UK and ANI in India, and has shareholdings in ventures operating 24-hour
radio networks in the UK and Switzerland.

In addition, Reuters provides a range of near real-time and historical
financial information news products and related technology to the corporate and
professional markets. Reuters Business Briefing, the principal product range in
this market, provides access to 10 years' business information from one of the
world's most comprehensive databases.

Editorial. The news content of all Reuters products is gathered by Reuters
editorial operations. Reuters delivers financial and media news worldwide,
producing more than 10,000 news reports a day in over twenty languages. In
addition to its textual news, Reuters provides television and news pictures
coverage and operates a global financial television news channel (RTV) for its
clients in the financial markets.

REUTERS TRADING SYSTEMS
- -----------------------

Reuters Trading Systems division groups together Reuters management
systems, transaction products (excluding Instinet), risk management products and
other applications. The primary purpose of the division is to supply an
enterprise-wide open framework with transactional and risk management facilities
of choice. The division is divided into several major sectors:

Financial Enterprise Systems. This area principally focuses on the design,
installation and maintenance of digital and video information management
systems. These systems allow access to Reuters real-time information,
information databases and transaction products, products of other data suppliers
and the customer's own in-house computer facilities. Reuters two main products
in this sector, Triarch 2000 and TIBCO Information Bus ("TIB"), are digital
systems offering a choice of operating systems and platforms using local area
networks to distribute the data.

TIB is the principal product of TIBCO Finance Technology Inc. ("TIBCO
Finance", formerly TIBCO Inc.), a US company acquired in 1994. In 1997 the
business of TIBCO Inc. was restructured. A new company, TIBCO Software, was
formed and is being managed as a non-integrated subsidiary (see below). TIBCO
Finance continues to focus on the financial sector in and beyond the trading
room.

Risk Management Systems. Reuters offers a number of risk management
products which encompass front-end trading systems (deal capture, position
keeping, decision support tools, tactical risk management), local and global
credit and limit management, and firmwide risk analysis. These systems cover
cash and derivatives financial instruments in the areas of money and foreign
exchange, fixed income and equities and interest rates related markets.

Money and Foreign Exchange Transaction Systems. Reuters delivers desktop
software, specialized networks and customer support to enable dealers to trade
in the money and foreign exchange markets.

Dealing 2000-1 enables fast electronic communication among dealers to
negotiate and conclude trades in foreign exchange and other instruments. Dealing
2000-1 has become a leading conversational-based trading system for dealers
specializing in the interbank foreign exchange and deposits markets.

Through its UK subsidiary Reuters Transaction Services Limited ("RTSL"), a
regulated wholesale money market institution, Reuters operates Dealing 2000-2,
an electronic brokerage service for interbank spot and forward foreign exchange
dealers. This automatic, anonymous service matches bid and offer orders using a
central computer, verifying that the counterparties have sufficient and mutually
acceptable credit. During 1999 Reuters expects to commence the progressive
upgrade of customers to the next generation, Dealing 3000, platform.

Securities Transactions Systems. This is a new area which Reuters proposes
to develop, building from its present capability and adding new elements as
required, to accomplish a fully integrated package of order routing, order
management and execution capabilities for the securities markets. In 1998
Reuters acquired Liberty SA ("Liberty"), which provides securities order routing
and order management facilities on a global basis and will form the platform for
further product development. Reuters also owns a 34.2% interest in GL Trade, a
French company that provides order execution and exchange gateways for direct
connection to electronic exchanges.

NON-INTEGRATED SUBSIDIARIES
---------------------------

INSTINET
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Through Instinet, a registered US securities broker, Reuters operates an
equity securities market information and trading system for investment
professionals (the "Instinet System"). The Instinet System provides anonymous
two-way computerized transactional capability and continuously updated market
information with respect to equity securities traded on US national and regional
stock exchanges and NASDAQ and with respect to certain non-US equity securities.

In addition to enabling customers to negotiate trades directly with each
other, the Instinet System automatically executes clients' matching buy and sell
orders. Instinet also offers a number of "crossing" services which operate
outside regular trading hours in the markets for the relevant securities, and a
research and analytics product which allows traders and portfolio managers to
monitor and analyze real-time and historical stock price data via traditional,
proprietary and customized technical indicators.

In February 1999 Instinet announced a new initiative to explore an
extension of its business into the fixed income market.

Affiliates of Instinet are members of the American Stock Exchange, the
Boston Stock Exchange, the Cincinnati Stock Exchange, the Chicago Stock
Exchange, the Philadelphia Stock Exchange, the Pacific Stock Exchange, the
Chicago Board Options Exchange, the Toronto Stock Exchange, the London Stock
Exchange, Tradepoint Stock Exchange, the Frankfurt Stock Exchange, the XETRA,
the SBF Paris Bourse, the Swiss Exchange, the Hong Kong Stock Exchange, the
Stockholm Stock Exchange and the Amsterdam Exchanges N.V. An Instinet affiliate
has a license from the Ministry of Finance in Japan to operate as a foreign
securities firm with a Tokyo branch.

TIBCO SOFTWARE
- --------------

TIBCO Software was formed in 1997 to pursue opportunities for applying
TIBCO technology to sectors outside finance, including the Internet. At December
31, 1998, options amounting to 30% of the issued share capital of TIBCO Software
(on a fully diluted basis) had been granted to employees of TIBCO Finance and
TIBCO Software; of these, options representing 5% of the issued share capital
had vested and been exercised. In addition, TIBCO Software has issued
convertible preferred shares to two outside investors, CISCO Systems, Inc. and
Mayfield Venture Capital Fund, which at the end of 1998 owned 7% and 5%,
respectively, of the fully diluted share capital of TIBCO Software. TIBCO
Software's main product offering is the Active Enterprise suite which provides
the ability to integrate applications across an enterprise.

DATA AND COMMUNICATIONS NETWORKS
--------------------------------

Reuters operates a number of communications networks, employing various
technologies, for distribution of its products. Reuters is making increasing use
of Internet technology which is being incorporated into the Reuters Web
communications network.

Reuters has two global technical centers, two main technical centers and a
number of smaller local data centers. Reuters data centers are linked by
dedicated international communications circuits which rely on satellite links,
optical fiber cables and coaxial cables. These circuits are leased from various
governmental and private telecommunications operators.

Communications between data centers and Reuters subscribers are usually by
dedicated terrestrial circuits which are leased from telecommunications
operators and are supplemented by a variety of other transmission systems. These
include satellite-based networks for delivery of services to small dish
receivers on customer premises as an alternative to terrestrial lines.

PRINCIPAL GEOGRAPHIC MARKETS
----------------------------

Reuters products are distributed to 157 countries. Prior to the January
1999 restructuring, operations were divided for financial reporting purposes
into three principal geographical areas: Europe, Middle East and Africa,
Asia/Pacific, and the Americas, with the world-wide operations of Instinet and
the TIBCO companies reported separately. An analysis of revenue, costs,
contribution and assets by these markets is provided under the heading
"Operating and Financial Review" and in Notes 2 and 15 of Notes on the
Consolidated Financial Statements, both incorporated herein by reference from
the 1998 Annual Report to Shareholders.

In connection with the 1999 restructuring, the GSO group was organized to
manage worldwide sales, customer support and technical operations for divisional
products.

SUBSCRIBERS AND MARKETING
-------------------------

Reuters information products are billed by number of user accesses. User
accesses include terminals, accesses to datafeeds, slave screens, portable data
screens and pagers. The number of user accesses at the end of each of the last
three years (broken down into the product categories in effect under the
previous organizational structure) is set forth below.

At December 31,
---------------------------
1998 1997 1996
------- ------- -------
Information Products ................... 444,900 386,000 321,000
Transaction Products ................... 40,500 38,000 33,500
Professional Products .................. 13,100 11,000 7,500
------- ------- -------
Total .................................. 498,500 435,000 362,000
======= ======= =======

Information relating to user accesses and an analysis of subscribers by
type are provided under the heading "Operating and Financial Review" and in Note
14 of Notes on the Consolidated Cash Flow Statement, both incorporated herein by
reference from the 1998 Annual Report to Shareholders.

The majority of Reuters revenue is recurring and generally covered by
contracts of indefinite period, terminable on one or two years' notice.
Individual services within a contract may be cancelled on twelve, six or three
months' notice. Charges are based upon the particular products purchased by a
subscriber and the number of user accesses. Payment terms are generally in
advance. Charges for certain other Reuters products vary according to volume of
use. These include the Instinet System, Dealing 2000-2 and certain information
database products.

Under its agreements with Dealing 2000-2 subscribers, RTSL accepts
liability for direct net loss incurred by subscribers solely as a result of a
transmission or processing fault that is shown to be caused by the negligence or
wilful misconduct of Reuters. RTSL only accepts this liability in full for
trades with a value of up to $15 million; for trades above $15 million, RTSL
agreements with Dealing 2000-2 subscribers provide that RTSL's liability is
limited on a pro rata basis.

DEVELOPMENT ACTIVITIES
----------------------

Expenditures for development, which exclude costs associated with the
Millennium Programme, aggregated (pound) 200 million in 1998, (pound) 235
million in 1997 and (pound) 202 million in 1996. These expenditures principally
related to information products and transaction products (as defined under the
previous organizational structure), which respectively accounted for (pound) 131
million (1997 - (pound) 162 million) and (pound) 51 million (1997 - (pound) 60
million) of the total. Activities during 1998 included continuing the
development of the 3000 series products, development of domestic products such
as Reuters Plus for the US market, improvements to data collection systems,
further development by Instinet and of other transaction products and
development relating to TIBCO Software and Internet products.

During 1998, efforts to address the transition to the Euro as part of
European Monetary Union integration and issues associated with Millennium
deadlines necessitated diversion of development effort to upgrade certain
products and phase out others. For information relating to Reuters European
Monetary Union and Millennium Programmes see the discussion included in the
"Operating and Financial Review" incorporated herein by reference from the 1998
Annual Report to Shareholders.

Greenhouse Fund. Reuters has a number of small targeted investments in high
technology and selected content companies to which Reuters can bring expertise
and a diverse global customer base. In return Reuters gains access to
entrepreneurs who generate new ideas, technologies and products.

EQUIPMENT SUPPLY AND SERVICING
------------------------------

Reuters central computers are presently supplied by Compaq Computer
Corporation, with a smaller number of computers from International Business
Machines Corporation, NCR Corporation, Sun Microsystems Corporation and other
manufacturers. Reuters central computers are installed and normally maintained
by the supplier. Operation is carried out by Reuters personnel.

Reuters installs and provides first level maintenance for client site
equipment either directly or in some countries via sub-contractors. These
installations are usually based on equipment supplied either by Intel
Corporation or more recently by International Business Machines Corporation.
Some clients specify and supply such equipment themselves and may be responsible
for its maintenance. All Reuters application software on central computers and
client site systems is maintained by Reuters.

COMPETITION
-----------

Reuters faces competition in all market sectors and geographical areas.
Some rival vendors compete across a range of markets and in most major financial
centers. Other vendors are more specialized, either in markets or location.

REUTERS INFORMATION
- -------------------

Competitors in the provision of information for the financial markets
include Bloomberg L.P. ("Bloomberg"); Bridge Information Systems ("Bridge"),
including the newly-acquired Telerate Inc. (formerly known as Dow Jones Markets)
and the ADP front office business of Automatic Data Processing Inc.; ICV
Datastream International Ltd. ("Datastream"), a subsidiary of Primark
Corporation; Quick Corporation of Japan; and Telekurs A.G. of Switzerland.
Competition to the Lipper funds information business comes from Morningstar, the
Standard & Poor's Micropal unit, Value Line and Thomson Corporation's CDA
Weisenberger.

Competition for the supply of news to the media comes from Associated
Press, Agence France Presse, Dow Jones Newswires and a number of other news
agencies and national newspapers which syndicate their news. Competition for the
supply of news pictures comes mainly from Associated Press, Agence France Presse
and the European Press Agency. The main competitor to Reuters Television is
Associated Press Television News.

The principal competitors for the supply of corporate products are
LEXIS-NEXIS, Financial Times Electronic Publishing, The Dialog Corporation and
Dow Jones News Retrieval.

REUTERS TRADING SYSTEMS
- -----------------------

The Electronic Broking Service ("EBS") competes with the foreign exchange
spot matching service provided by Reuters Dealing 2000-2 and, to a lesser
degree, with Dealing 2000-1. The EBS partnership comprises a number of leading
European, US and Japanese banks. Reuters money and foreign exchange transaction
products also compete with voice brokers in the relevant markets.

Competitors in the supply of financial enterprise systems include Misys plc
("Misys"), British Telecommunications plc, CSK Software, a subsidiary of CSK
Corporation, Bridge and a large number of other vendors. In the provision of
risk management systems on a global basis Reuters competes with SunGard Data
Systems, Inc., Misys and Algorithmics, Inc. Many other vendors offer these
systems locally.

INSTINET
- --------

In the provision of equity transaction products, Instinet competes with,
among others, the SelectNet System of the National Association of Securities
Dealers, Inc. (the "NASD"), which enables NASD members to trade electronically
in OTC stocks, and other so-called "electronic communications networks"
("ECNs"), including Bloomberg Tradebook L.L.C., a subsidiary of Bloomberg, and
the Island System. In addition, the NASD is considering a number of changes to
the NASDAQ marketplace, some of which could put the NASD in direct competition
with Instinet (see "Operating and Financial Review - Cautionary Statements -
NASD Initiatives", incorporated herein by reference from the 1998 Annual Report
to Shareholders). In its capacity as a broker-dealer, Instinet competes with
other broker-dealers (including many of its own customers) for institutional
order flow. In addition, the securities exchanges (including the Tradepoint
Stock Exchange in the UK) and other broker-dealers offer competing crossing
services.

GOVERNMENT REGULATIONS
----------------------

REUTERS INFORMATION
- -------------------

Reuters Limited is regulated as a service company by the UK Financial
Services Authority ("FSA") (the successor regulatory body to the UK Securities
and Investments Board) under the Financial Services Act 1986.

The use of communications links is subject to government regulation and/or
licensing in every country.

REUTERS TRADING SYSTEMS
- -----------------------

RTSL is subject to regulation by the FSA equivalent to that applied to
broking participants in the London foreign exchange market, including capital
adequacy requirements; this regulatory role was

transferred from the Bank of England to the FSA on June 1, 1998. The operations
of RTSL's Singapore branch are regulated by the Monetary Authority of Singapore,
and on June 9, 1998 RTSL was approved as a money broker by the Hong Kong
Monetary Authority.

Liberty is regulated as a service company by the FSA under the Financial
Services Act 1986 and by the Luxembourg Monetary Institute.

INSTINET
- --------

As registered broker-dealers and members of the NASD and various other
self-regulatory organizations in the US and other countries in which they
operate, Instinet and Instinet affiliates using the Instinet System are subject
to substantial regulation under the US securities laws and their equivalents in
other countries, including net capital requirements.

In December 1998 the US Securities and Exchange Commission ("SEC")
promulgated new rules overhauling the regulation of certain "alternative trading
systems". The rules expand the SEC's interpretation of the definition of
"exchange" under the US securities laws to encompass a broad range of electronic
brokerage activities, including those conducted by Instinet. The SEC has also
implemented rules governing market-maker and exchange specialist usage of
Instinet and other ECNs. See the discussion under the headings "Operating and
Financial Review - Cautionary Statements - SEC Rules for Alternative Trading
Systems" and "- SEC Rules on ECN Usage" incorporated herein by reference from
the 1998 Annual Report to Shareholders.

ITEM 2. DESCRIPTION OF PROPERTY
- ------- -----------------------

Reuters principal properties are its corporate headquarters in London, its
two global technical centers in London and Geneva and its two other main
technical centers in New York and Singapore. The London and New York properties
are situated on land owned by Reuters, whereas the buildings in Geneva and
Singapore were built by Reuters on leased land. The leases, including periods
covered by options to extend, expire in 2095 and 2050, respectively.

For information concerning a joint venture to develop a building in the
Times Square section of New York City see "Operating and Financial Review" and
Note 18 of Notes on the Consolidated Balance Sheet, both incorporated herein by
reference from the 1998 Annual Report to Shareholders.

ITEM 3. LEGAL PROCEEDINGS
- ------- -----------------

For information concerning a grand jury investigation regarding Reuters
Analytics Inc., a US subsidiary based in Stamford, Connecticut, see "Operating
and Financial Review - Cautionary Statements - Reuters Analytics" and Note 29 of
Notes on the Consolidated Balance Sheet, both incorporated herein by reference
from the 1998 Annual Report to Shareholders.

Reuters and its subsidiaries are parties to legal proceedings that are
considered to be either ordinary routine litigation incidental to their business
or not material to Reuters consolidated financial position.

ITEM 4. CONTROL OF REGISTRANT
- ------- ---------------------

The Memorandum and Articles of Association of Reuters Group (the
"Articles") contain two sets of restrictions relating to the ownership of
Reuters Group's shares that are intended to ensure continued compliance with the
following principles (the "Reuter Trust Principles") in a manner appropriate for
a public company:

I. that Reuters shall at no time pass into the hands of any one interest,
group or faction;

II. that the integrity, independence and freedom from bias of Reuters shall
at all times be fully preserved;

III. that Reuters shall supply unbiased and reliable news services to
newspapers, news agencies, broadcasters and other media subscribers and
to businesses, governments, institutions, individuals, and others with
whom Reuters has or may have contracts;

IV. that Reuters shall pay due regard to the many interests which it serves
in addition to those of the media; and

V. that no effort shall be spared to expand, develop and adapt the news and
other services and products of Reuters so as to maintain its leading
position in the international news and information business.

For purposes of the Reuter Trust Principles, the term "Reuters" means
Reuters Group and every subsidiary of Reuters Group from time to time supplying
news services. Reuters believes that the observance of the Reuter Trust
Principles is compatible with its ability to achieve its financial objectives
and to operate its business in the interest of its shareholders generally.

The first set of restrictions contained in the Articles applies to persons
that become "interested" in 15% or more of Reuters Ordinary Shares of 25p each
("Ordinary Shares") outstanding at any time. The term "interested" is defined in
the Articles by reference to provisions of the Companies Act 1985 of Great
Britain, as amended (the "Companies Act"), which require persons to disclose to
public companies interests in voting shares in excess of a prescribed
percentage. (At present, material interests of 3% of the class and other
interests of 10% of the class must be disclosed.) Subject to certain exceptions,
all shares held by a person who reaches the 15% limit will be disenfranchised.
Moreover, Reuters Group is empowered to effect an involuntary disposition of the
number of shares by which a person exceeds the 15% limit if that person fails to
do so on demand (which involuntary disposition may be made, if appropriate, by
means of an instruction to effect an electronic transfer of uncertificated
shares).

Second, Reuters Group share capital includes the Founders Share which is
held by the Reuters Founders Share Company Limited (the "Founders Share
Company"), a company limited by guarantee consisting of individuals (the "Reuter
Trustees") who constitute both its members and directors. The Founders Share
empowers the Founders Share Company to cast such number of votes as will pass
any resolution supported by, and defeat any resolution opposed by, the Founders
Share Company if it believes that any person or persons have obtained, or are
seeking to obtain, control of Reuters. Control for these purposes is defined as
the ability to control the exercise of 30% or more of the votes that may be cast
on a poll at general meetings. The Founders Share also empowers the Founders
Share Company to cast such number of votes as will defeat any resolution opposed
by it that would alter any provision of the Articles relating to the Reuter
Trust Principles or to the rights of the Founders Share. See "Principal
Shareholders - The Founders Share" below.

The restrictions on "interests" in Ordinary Shares and the extraordinary
voting rights of the Founders Share may be characterized as "anti-takeover"
provisions to the extent they are intended to prevent a bid for control of
Reuters. Tender offers or other non-market acquisitions of shares are usually
made at prices above the prevailing market price of a company's shares.
Acquisitions of shares by persons attempting to acquire control through market
purchases may support the price of shares at market levels higher than otherwise
would be the case. The "anti-takeover" provisions applicable to Reuters may be
expected to preclude such offers.

PRINCIPAL SHAREHOLDERS
----------------------

ORDINARY SHARES
- ---------------

As of February 12, 1999, there were 1,410,099,869 Ordinary Shares
outstanding, excluding 12,275,400 Ordinary Shares owned by certain Employee
Share Ownership Trusts. See Note 18 of Notes on the Consolidated Balance Sheet,
incorporated herein by reference from the 1998 Annual Report to Shareholders.
Reuters has received notice from The Capital Group Companies, Inc. under section
198 of the Companies Act, that on February 12, 1999 it and its affiliates
together held in their capacity as investment

managers 75,504,136 Ordinary Shares (representing 5.31% of Reuters share
capital). On that date, to Reuters knowledge, all directors and officers of
Reuters as a group (17 persons) had an interest in an aggregate of 1,196,068
Ordinary Shares, representing approximately 0.1% of the total outstanding,
excluding an aggregate of 1,168,849 Ordinary Shares that may be acquired by
directors and officers pursuant to the share option and restricted share and
share rights schemes referred to in Item 12 of this Report.

THE FOUNDERS SHARE
- ------------------

Reuter Trustees are nominated by a Nomination Committee which includes
certain serving Reuter Trustees, one person nominated by each of four news
associations and two persons appointed by the Chairman of Reuters. Reuter
Trustees may not be directors or employees of Reuters.

The Reuter Trustees currently in office are as follows:

Trustee
Since
-------

Leonard Terry Berkowitz ................................................ 1998
The Right Hon. the Lord Browne-Wilkinson ............................... 1989
Sir Michael Checkland .................................................. 1994
Claude Neville David Cole CBE, ......................................... 1984
John Elliott Christopher Dicks OBE ..................................... 1984
Pehr Gustaf Gyllenhammar ............................................... 1997
Sir Christopher Mallaby GCMG, GCVO ..................................... 1998
Dame Sheila Masters .................................................... 1998
Kenneth Morgan OBE ..................................................... 1984
Sir William Purves CBE, DSO ............................................ 1998
J. Michael Robson ...................................................... 1998
Sir Frank Jarvis Rogers (Chairman) ..................................... 1989
Arthur Ochs Sulzberger ................................................. 1994
Ernest James Lyle Turnbull AO .......................................... 1993
Richard John Winfrey ................................................... 1987

Each Reuter Trustee is normally required to retire at the Annual General
Meeting ("AGM") of the Founders Share Company following the fifth anniversary of
his or her nomination or last renomination and will be eligible for renomination
(unless he or she has reached the age of 75).

ITEM 5. NATURE OF TRADING MARKET
- ------- ------------------------

The Ordinary Shares are traded on the London Stock Exchange and American
Depositary Shares ("ADSs"), each representing six Ordinary Shares, are included
for trading in the NASDAQ National Market System. The ADSs are evidenced by
American Depositary Receipts ("ADRs") issued by Morgan Guaranty Trust Company of
New York, as Depositary under a Deposit Agreement, dated as of February 18, 1998
(the "Deposit Agreement"), among Reuters Group, the Depositary and the holders
from time to time of ADRs.

The table below sets forth, for the periods indicated, (i) the reported
high and low sales prices for the Ordinary Shares based on the Daily Official
List of the London Stock Exchange and (ii) the reported high and low sales
prices of the ADSs on NASDAQ, except that the price information included for
periods prior to the Capital Reorganization (January 1, 1997 to February 18,
1998) is for the ordinary shares of 2.5p each of Reuters Holdings and the
American Depositary Shares which represented them. The number of Ordinary Shares
and American Depositary Shares delivered in the Capital Reorganization was set
to, among other things, facilitate comparability of share price with the Reuters
Holdings shares and ADSs, respectively. Accordingly, the prices for prior
periods have not been restated. However, see Note (1) to the table of
Consolidated Income Statement Data, Amounts in Accordance with US GAAP in Item 8
of this Report, with respect to the US GAAP treatment of the Capital
Reorganization and its retroactive effect on the number of shares outstanding
and per share amounts.

The London
Stock Exchange NASDAQ
---------------- --------------------
Pounds Per Share US Dollars per ADS
---------------- --------------------
High Low High Low
------- ------- -------- ----------

1997
First Quarter.............................................. 7.57 5.98 76-3/4 58
Second Quarter............................................. 7.07 5.73 69-1/2 56
Third Quarter.............................................. 7.40 5.55 71-1/2 56-3/4
Fourth Quarter............................................. 7.82 5.90 75-5/8 60

1998
First Quarter ............................................. 6.94 5.18 67-1/8 50-1/4
Second Quarter............................................. 7.70 6.15 74-3/4 61-5/8
Third Quarter.............................................. 6.93 4.22 68-3/4 43-7/8
Fourth Quarter............................................. 6.54 4.12 63-15/16 42-1/8

1999
First Quarter (to February 12)............................. 9.71 6.13 94-3/8 62-1/16

As of February 12, 1999, 459,518 Ordinary Shares and ADRs evidencing
31,944,534 ADSs (representing 191,667,204 Ordinary Shares) were held of record
in the US. These Ordinary Shares and ADRs were held by 106 record holders and
2,767 record holders, respectively, and represented 0.03% or evidenced ADSs
representing 13.5%, respectively, of the total number of Ordinary Shares
outstanding. Since certain of these Ordinary Shares and ADRs were held by
brokers or other nominees, the number of record holders in the US may not be
representative of the number of beneficial holders or of where the beneficial
holders are resident.

ITEM 6. EXCHANGE CONTROLS AND OTHER LIMITATIONS AFFECTING SECURITY HOLDERS
- ------- ------------------------------------------------------------------

There are currently no UK foreign exchange control restrictions on
remittances of dividends on Ordinary Shares or on the conduct of Reuters
operations.

Under English Law and Reuters Articles persons who are neither residents
nor nationals of the UK may freely hold, vote and transfer their Ordinary Shares
in the same manner as UK residents or nationals.

ITEM 7. TAXATION
- ------- --------

The following discussion of taxation is intended only as a descriptive
summary and does not purport to be a complete technical analysis or listing of
all potential tax effects relevant to the Ordinary Shares or ADRs. The
statements of UK and US tax laws set forth below are based on the laws and the
UK Inland Revenue practice in force as of the date of this Report. The
statements herein are subject to any changes in UK or US law, and in any double
taxation convention between the US and the UK, occurring after the date of this
Report.

UK TAXATION OF DIVIDENDS - REFUND OF TAX CREDITS
- ------------------------------------------------

POSITION BEFORE APRIL 6, 1999
-----------------------------

General. When paying a dividend on Ordinary Shares before April 6, 1999,
Reuters will be liable to pay to the UK Inland Revenue advance corporation tax
("ACT") currently at a rate equal to 25% of the cash dividend paid. UK resident
individual shareholders are entitled to a tax credit equal to the ACT paid
against such individual shareholder's total income tax liability or, in
appropriate cases, a cash refund of the ACT paid.

Under the terms of the UK/US Double Taxation Convention 1975 (the
"Treaty"), which is being renegotiated, a US resident individual or corporate
portfolio holder of an Ordinary Share or ADR who is not also resident in the UK
for UK tax purposes (an "eligible US holder") generally will be entitled to
receive from

the UK Inland Revenue payment of a refund ("Refund") of the tax credit available
to UK resident shareholders currently at a rate equal to 25% of the cash
dividend. A 15% withholding tax will be imposed on the sum of the dividend plus
the Refund (the "Gross Dividend"). For example, at current rates, an (pound) 80
dividend results in a (pound) 20 Refund. The Gross Dividend of (pound) 100
((pound) 80 plus (pound) 20) is subject to a UK withholding tax of (pound) 15.
Thus, the eligible US holder receives (pound) 85.

These provisions do not apply (i) to shareholders whose holding of Ordinary
Shares or ADRs is effectively connected with a permanent establishment or fixed
place of business in the UK, (ii) under certain circumstances, to an investment
or holding company, 25% or more of the capital of which is owned, directly or
indirectly, by persons that are neither individual residents nor citizens of the
US and (iii) under certain circumstances, to a corporation which, alone or
together with one or more associated corporations controls, directly or
indirectly, 10% or more of the voting stock of Reuters.

Arrangements for Payment of Refund. Subject to certain exceptions, the
Refund will (subject to the 15% withholding tax on the Gross Dividend) be paid
by Reuters to an eligible US holder together with the associated dividend. To
establish its entitlement to the Refund, the eligible US holder must complete
the declaration on the reverse of the dividend check and present the check for
payment within three months from the date of its issue. In the case of ADRs or
Ordinary Shares held through The Depository Trust Company ("DTC"), a declaration
as to the conditions entitling the beneficial eligible US holder to the Refund
should be completed by the broker-dealer or bank member of DTC which holds the
Ordinary Shares or ADRs on behalf of such eligible holder. These arrangements
can be terminated without notice by the UK Inland Revenue.

An eligible US holder who does not come within these arrangements may
obtain the Refund by filing a claim for refund directly with the UK Inland
Revenue, in the manner and at the time described in US Revenue Procedure 80-18,
1980-1 C.B. 623 and US Revenue Procedure 81-58, 1981-2 C.B. 678, summarized
below. Claims for payment must be made within six years of the UK year of
assessment (generally, the 12-month period ending April 5 in each year) in which
the related dividend was paid. The first claim by an eligible US holder for a
Refund must be made by sending the appropriate UK form in duplicate to the
Director of the US Internal Revenue Service Center with which the shareholder's
last federal income tax return was filed. Forms may be obtained by writing to
the US Internal Revenue Service, Assistant Commissioner International, 950
L'Enfant Plaza South, S.W., Washington, D.C. 20024, Attention: Taxpayers Service
Division. Because a Refund claim is not considered made until the UK tax
authorities receive the appropriate form from the US Internal Revenue Service,
forms should be sent to the US Internal Revenue Service well before the end of
the applicable limitation period. Any subsequent claims by an eligible US holder
for payment of a Refund should be filed directly with the UK Financial
Intermediaries and Claims Office, Fitz Roy House, PO Box 46, Nottingham NG2 1BD,
England.

Certain provisions of the UK Income and Corporation Taxes Act 1988 empower
the UK Government to deny the payment of tax credits in circumstances where (i)
a corporate shareholder which, either alone or together with one or more
associated corporations, controls, directly or indirectly, 10% or more of the
voting stock of the UK company and (ii) such shareholder or an associated
company has a qualifying presence in a jurisdiction which operates a unitary
system of corporate taxation. These provisions are only triggered if the UK
Treasury so determines by Statutory Instrument and no such Instrument has yet
been made. However, the UK Chancellor of the Exchequer announced in 1994 that
the UK will be retaining its retaliatory powers against the possibility of harm
to the interests of UK-owned companies in the future.

POSITION ON AND AFTER APRIL 6, 1999
-----------------------------------

Under provisions introduced in the UK Finance Act 1998 ACT will be
abolished with effect from April 6, 1999, so that no ACT will be payable by
Reuters on payment of a cash dividend on or after that date. The proposal,
however, envisages a system of "shadow ACT" to govern the rate at which
companies can utilise surplus ACT that they have on April 6, 1999 against their
corporation tax liability in later years.

On and after April 6, 1999, the tax credit on cash dividends paid by
Reuters on Ordinary Shares will be reduced to one-ninth of the cash dividend (or
10% of the Gross Dividend). The tax credit may be set off against a UK resident
individual shareholder's total income tax liability, but no cash refund will be
available.

Accordingly, an eligible US holder will effectively cease to be entitled to
any Refund in respect of dividends, as the 15% withholding tax under the Treaty
will exceed (but will be limited to) the tax credit to which the Treaty
otherwise entitles him. Hence, using the example set out above, an (pound) 80
cash dividend would result in an eligible US holder receiving (pound) 80 after
deduction of withholding tax of (pound) 8.89 (being equal to the tax credit on
the cash dividend).

US TAXATION CONSEQUENCES
- ------------------------

The following is a summary of certain US federal income tax consequences of
the ownership of Ordinary Shares or ADRs by a US holder that holds the Ordinary
Shares or ADRs as capital assets, and does not take into account the specific
circumstances of any particular investors, some of which may be subject to
special rules. In addition, the summary is based in part upon the
representations of the Depositary and the assumption that each obligation in the
Deposit Agreement and any related agreement will be performed in accordance with
its terms.

For purposes of this discussion, a "US holder" is any beneficial owner of
Ordinary Shares or ADRs that is (i) a citizen or resident of the US, (ii) a
corporation organized under the laws of the US or any State, (iii) an estate the
income of which is subject to US federal income tax without regard to its
source, or (iv) a trust if a court within the US is able to exercise primary
supervision over the administration of the trust and one or more US persons have
the authority to control all substantial decisions of the trust.

TAXATION OF DIVIDENDS
---------------------

Subject to the passive foreign investment company ("PFIC") rules discussed
below, the Gross Dividend generally will be treated as dividend income for US
federal income tax purposes. Such dividend will not be eligible for the 70%
dividends received deduction allowed to US corporations. The amount of the
dividend distribution includible in income of a US holder will be the US dollar
value of the pound sterling payments made, determined at the spot pound
sterling/US dollar rate on the date such dividend distribution is includible in
the income of the US holder, regardless of whether the payment is in fact
converted into US dollars. Generally, any gain or loss resulting from currency
exchange fluctuations during the period from the date the dividend payment is
includible in income to the date such payment is converted into US dollars will
be treated as ordinary income or loss. Such gain or loss will generally be
income from sources within the US for foreign tax credit limitation purposes.

The withholding tax will be eligible, subject to certain limitations, for
credit against the US holder's US federal income tax. However, a US holder will
be denied a foreign tax credit (and instead allowed a deduction) for foreign
taxes imposed on a dividend if the US holder has not held the Ordinary Shares or
ADRs for at least 16 days in the 30-day holding period beginning 15 days before
the ex-dividend date. Any days during which a US holder has substantially
diminished its risk of loss on the Ordinary Shares or ADRs are not counted
toward meeting the 16-day holding period required by the statute. A US holder
that is under an obligation to make related payments with respect to the
Ordinary Shares or ADRs (or substantially similar or related property) also is
not entitled to claim a foreign tax credit with respect to a foreign tax imposed
on a dividend. For foreign tax credit limitation purposes, the dividend will be
income from sources outside the US, but generally will be treated separately,
together with other items of "passive income" (or, in the case of certain
holders, "financial services income"). US holders should consult their tax
advisors as to the application of the foreign tax credit rules in their own
circumstances.

TAXATION OF CAPITAL GAINS
-------------------------

The following categories of persons may be liable for both UK and US tax in
respect of a gain on the sale of Ordinary Shares or ADRs: (i) US citizens
ordinarily resident in the UK, (ii) US corporations resident in the UK by reason
of their business being managed or controlled in the UK, and (iii) US citizens
or corporations

which are trading or carrying on a profession or vocation in the UK through a
branch or agency which constitutes a permanent establishment or fixed base and
which have used, held or acquired the Ordinary Shares or ADRs for the purposes
of such trade, profession or vocation or such branch or agency. However, subject
to applicable limitations, such persons may be entitled to a tax credit against
their US federal income tax liability for the amount of UK capital gains tax or
UK corporation tax on chargeable gains (as the case may be) which is paid in
respect of such gain.

Subject to the PFIC rules discussed below, upon a sale or other disposition
of Ordinary Shares or ADRs, a US holder will recognize gain or loss for US
federal income tax purposes in an amount equal to the difference between the US
dollar value of the amount realized and the US holder's tax basis (determined in
US dollars) in such Ordinary Shares or ADRs. Generally, such gain or loss will
be capital gain or loss, will be long-term capital gain or loss if the US
holder's holding period for such Ordinary Shares or ADRs exceeds one year and
any such gain and loss generally will be income from sources within the US for
foreign tax credit limitation purposes. Long-term capital gain of a
non-corporate US holder is generally subject to a maximum tax rate of 20%.

PFIC
----

Reuters believes that its Ordinary Shares and ADRs should not be treated as
stock of a PFIC for US federal income tax purposes, but this conclusion is a
factual determination made annually and thus may be subject to change. If
Reuters were to be treated as a PFIC, unless a US holder elects to be taxed
annually on a mark-to-market basis with respect to the Ordinary Shares or ADRs,
a gain realized on the sale or other disposition of Ordinary Shares or ADRs
would, in general, not be treated as capital gain, and a US holder would be
treated as if such holder had realized such gain and certain "excess
distributions" ratably over the holder's holding period for the Ordinary Shares
or ADRs and would be taxed at the highest tax rate in effect for each such year
to which the gain was allocated, together with an interest charge in respect of
the tax attributable to each such year.

INFORMATION REPORTING AND BACKUP WITHHOLDING
--------------------------------------------

Payment of dividends and other proceeds with respect to the Ordinary Shares
or ADRs by a US paying agent or other US intermediary will be reported to the US
Internal Revenue Service and to the US holder as required under applicable
regulations. A US holder will not be subject to US backup withholding tax at the
rate of 31% with respect to dividends received or the proceeds of a sale,
exchange or redemption of such Ordinary Shares or ADRs if such holder (i) is a
corporation or other exempt recipient or (ii) the holder provides a US taxpayer
identification number, certifies as to no loss of exemption from backup
withholding and otherwise complies with any applicable backup withholding
requirements.

UK INHERITANCE TAX
- ------------------

An individual who is domiciled in the US for the purposes of the UK/US
estate and gift tax convention and who is not a national of the UK for the
purposes of that convention generally will not be subject to UK inheritance tax
in respect of the Ordinary Shares or ADRs on the individual's death or on a gift
of the Ordinary Shares or ADRs during the individual's lifetime. However, the
individual will be subject to UK inheritance tax if the Ordinary Shares or ADRs
are part of the business property of a permanent establishment of the individual
in the UK or pertain to a fixed base in the UK of an individual who performs
independent personal services. Special rules apply to Ordinary Shares or ADRs
held in trust. In the exceptional case where the disposition is subject both to
UK inheritance tax and to US federal gift or estate tax, the convention
generally provides for any tax paid in the UK to be credited against tax liable
to be paid in the US.

UK STAMP DUTY AND STAMP DUTY RESERVE TAX
- ----------------------------------------

No UK stamp duty will be payable on the transfer of an ADR provided that
the instrument of transfer is executed and remains outside the UK and does not
relate to any matter or thing done or to be done in the UK, nor will UK stamp
duty reserve tax ("SDRT") be imposed in respect of any agreement for such a
transfer of ADRs.

Ad valorem stamp duty will be charged and payable by the purchaser on
conveyances or transfers of Ordinary Shares at the rate of 50p per (pound) 100
(or part thereof) of the consideration, if any, for the transfer.

SDRT will be imposed, at the rate of 0.5% of the consideration for the
transfer, if an agreement is made for the sale of Ordinary Shares, unless an
instrument of transfer of the Ordinary Shares in favor of the purchaser or its
nominee is executed and duly stamped within six years of the day that the
agreement is made (or, in a case where the agreement is conditional, the day
that the condition is satisfied) in which case the charge to SDRT will be repaid
or cancelled. SDRT is in general payable by the purchaser of Ordinary Shares,
but there are regulations which provide for collection from other persons in
certain circumstances.

Ad valorem stamp duty or SDRT will be imposed on any instrument
transferring Ordinary Shares to a nominee or agent for a depositary which issues
depositary receipts (such as the ADRs). In these circumstances, stamp duty or
SDRT will be charged at the higher rate of 1.5% of the consideration for a sale
or, otherwise, 1.5% of the market value of the security transferred. This rate
of duty can be reduced to 1% in the case of certain transfers effected by a
qualified dealer in securities (as defined in the UK Finance Act 1986).
Clearance services may elect, under certain conditions, for the normal rates of
stamp duty or SDRT to apply to transfers into or transactions within the service
instead of the higher rate applying to an issue or transfer into the clearance
service. The UK Finance Act 1997 contains provisions which will remove this
reduced rate of duty from the 'appointed day' (yet to be determined).

A transfer of Ordinary Shares from a depositary or its agent or nominee to
a transferee which results in the cancellation of the ADR, which cancellation is
liable to stamp duty as a "conveyance or transfer on sale" because it completes
a sale of such Ordinary Shares, will be liable to ad valorem stamp duty, payable
by the transferee, at the rate of 50p per (pound) 100 (or part thereof) of the
consideration, if any, for the transfer. A transfer of Ordinary Shares from a
depositary or its agent or nominee to the ADR holder which results in
cancellation of the ADR but where there is no transfer of beneficial ownership
is not liable to duty as a "conveyance or transfer on sale", but will be liable
to a fixed stamp duty of 50p.

ITEM 8. SELECTED FINANCIAL DATA
- ------- -----------------------

The selected financial information set forth below is derived, in part,
from the Consolidated Financial Statements incorporated by reference from the
1998 Annual Report to Shareholders, which is filed as an exhibit to this Report.
The selected data should be read in conjunction with the financial statements
and related notes, as well as the Operating and Financial Review incorporated
herein by reference from the 1998 Annual Report to Shareholders.

The Consolidated Financial Statements are prepared in accordance with UK
GAAP, which differ in certain respects from US GAAP. A summary of the principal
differences between UK and US GAAP, a reconciliation to US GAAP and a condensed
US GAAP balance sheet are set forth in the Consolidated Financial Statements,
appearing on pages 79 to 81 of the 1998 Annual Report to Shareholders, and are
incorporated herein by reference.

CONSOLIDATED INCOME STATEMENT DATA:

YEAR ENDED DECEMBER 31,
-------------------------------------------------------------------------
1998 1997 1996 1995 1994
------------- ------------ ------------ ------------ ------------
(IN MILLIONS, EXCEPT PER SHARE DATA)

AMOUNTS IN ACCORDANCE WITH
UK GAAP:

Revenue .......................................... (pound)3,032 (pound)2,882 (pound)2,914 (pound)2,703 (pound)2,309

Operating profit before interest ................. 550 541 592 510 432

Profit on ordinary activities before taxation .... 580 626 652 558 481

Profit on ordinary activities after taxation ..... 384 390 442 373 319

PROFIT ATTRIBUTABLE TO ORDINARY SHAREHOLDERS ..... 384 390 442 373 318
============= ============ ============ ============ ============

BASIC EARNINGS PER ORDINARY SHARE ................ 26.7p 24.0p 27.3p 23.2p 19.9p
============= ============ ============ ============ ============

FULLY DILUTED EARNINGS PER ORDINARY SHARE ........ 26.6p 23.8p 27.0p 22.9p 19.6p
============= ============ ============ ============ ============

BASIC EARNINGS PER ADS ........................... 160.3p 144.2p 164.0p 139.3p 119.4p
============= ============ ============ ============ ============

FULLY DILUTED EARNINGS PER ADS ................... 159.7p 143.1p 161.7p 137.3p 117.7p
============= ============ ============ ============ ============

Dividends declared per ordinary share
(including UK tax credit) ..................... 16.5p 16.3p 14.7p 12.3p 10.0p
============= ============ ============ ============ ============

Dividends declared per ADS (including
UK tax credit) ................................. 98.8p 97.5p 88.1p 73.5p 60.0p
============= ============ ============ ============ ============

Weighted average number of ordinary
shares (in millions) ........................... 1,438 1,623 1,616 1,605 1,602
============= ============ ============ ============ ============

CONSOLIDATED INCOME STATEMENT DATA (CONTINUED):

AMOUNTS IN ACCORDANCE WITH
US GAAP

Revenue .......................................... (pound)3,032 (pound)2,882 (pound)2,914 (pound)2,703 (pound)2,309

Income before taxes on income .................... 572 618 645 544 463

NET INCOME ....................................... 392 386 440 366 303
============= ============ ============ ============ ============

BASIC EARNINGS PER ORDINARY SHARE(1) ............. 27.8p 27.4p 31.4p 26.3p 21.8p
============= ============ ============ ============ ============

Diluted earnings per ordinary share(1) ........... 27.7p 27.2p 31.0p 25.9p 21.5p
============= ============ ============ ============ ============

BASIC EARNINGS PER ADS(1) ........................ 166.6p 164.5p 188.3p 158.0p 130.8p
============= ============ ============ ============ ============

Diluted earnings per ADS(1) ...................... 166.0p 163.4p 185.8p 155.4p 128.7p
============= ============ ============ ============ ============

Dividends paid per ordinary share
(including UK tax credit)(1) .................. 121.2p 17.5p 14.8p 12.1p 9.9p
============= ============ ============ ============ ============

Dividends paid per ADS (including UK
tax credit)(1) ................................. 727.5p 104.7p 88.7p 72.7p 59.3p
============= ============ ============ ============ ============

Weighted average number of ordinary
shares (in millions)(1) ........................ 1,411 1,407 1,401 1,391 1,388
============= ============ ============ ============ ============

<FN>
- --------------------

(1) On February 18, 1998 Reuters Holdings consummated a court approved Capital Reorganization in which shares of Reuters Holdings
were exchanged for a combination of shares of Reuters Group and approximately (pound) 1.5 billion in cash. (See Note 1 of Notes
on Consolidated Profit and Loss Account incorporated herein by reference from the 1998 Annual Report to Shareholders.) Under US
GAAP this transaction was deemed a share consolidation combined with a special dividend and, accordingly, earnings per share
and per ADS and dividends per share and per ADS amounts have been retroactively restated. Under UK GAAP no restatement was
deemed appropriate as the cash payment was considered a repurchase of shares and the number of new shares in Reuters Group was
set to facilitate comparability of per share amounts with those of Reuters Holdings.
</FN>

CONSOLIDATED BALANCE STATEMENT DATA:

AMOUNTS IN ACCORDANCE WITH UK GAAP:
Total assets ..................................... (pound) 2,705 (pound) 2,913 (pound) 2,575 (pound) 2,369 (pound) 1,882
Long-term debt and provisions for charges ........ 52 65 71 162 109
Capital employed before minority interest ........ 372 1,661 1,458 1,211 973
AMOUNTS IN ACCORDANCE WITH US GAAP:
Total assets ..................................... 2,722 2,907 2,562 2,288 1,828
Long-term debt. .................................. 75 86 84 105 68
Shareholders' equity ............................. 504 1,754 1,561 1,299 1,048

DIVIDENDS
- ---------

The table below sets forth the amounts of interim, final and total
dividends (excluding any associated UK tax credit discussed in Item 7 of this
Report) paid in respect of each fiscal year indicated. Pound sterling amounts
per share have been translated into US cents per ADS (each representing six
Ordinary Shares) at the Noon Buying Rate on each of the respective payment dates
for such interim and final dividends. The first section of the table shows the
dividends paid as reported under UK GAAP. The second section of the table gives
the amounts restated for the Capital Reorganization and as reported under US
GAAP. See Note (1) to the table of Consolidated Income Statement Data, Amounts
in Accordance with US GAAP, above.

PENCE PER SHARE CENTS PER ADS
-------------------------------------- ----------------------------------------------
FISCAL YEAR ENDED
DECEMBER 31, INTERIM FINAL TOTAL INTERIM FINAL TOTAL
- ----------------- ------- ----------- ------------ -------------- ------------ ------------

DIVIDENDS IN ACCORDANCE
WITH UK GAAP:
1994 ...................... 1.90 6.10 8.00 17.80 58.56 76.36
1995 ...................... 2.30 7.50 9.80 21.39 67.92 89.31
1996 ...................... 2.75 9.00 11.75 25.71 87.56 113.27
1997 ...................... 3.10 9.90 13.00 29.92 99.05 128.97
1998(1) ................... 3.40 11.00 14.40 34.22

DIVIDENDS RETROACTIVELY
STATED IN ACCORDANCE
WITH US GAAP:
1994 ...................... 2.19 7.04 9.23 20.54 67.57 88.11
1995 ...................... 2.65 8.65 11.30 24.68 78.37 103.05
1996 ...................... 3.17 10.38 13.55 29.67 101.03 130.70
1997 ...................... 3.58 9.90 13.48 34.52 99.05 133.57
1998(1)(2) ................ 108.02 11.00 119.02 1,063.32

<FN>
- --------------------

(1) The final dividend in respect of 1998 is payable on April 26, 1999 to holders of Ordinary Shares on the register
at March 19, 1999 and on April 30, 1999 to holders of ADSs on the register at March 19, 1999, and will be
converted into US dollars from sterling at the rate prevailing on April 26, 1999.

(2) The 1998 interim dividend amount in accordance with US GAAP consists of the interim dividend of 3.40p per share
(34.22 cents per ADS) paid in September 1998 and the amount recorded as a dividend under the terms of the
Capital Reorganization consummated on February 18, 1998 of 104.62p per share (1,029.10 cents per ADS).
</FN>

Any future dividends will be declared consistent with Reuters policy of
retaining a substantial portion of its earnings for use in its business, and
will be dependent upon Reuters earnings, financial condition and other factors.

EXCHANGE RATES
--------------

The following table sets forth, for the periods and dates indicated, the
average, high, low and end of period Noon Buying Rates for pounds sterling in US
dollars per (pound) 1.

FISCAL YEAR ENDED
DECEMBER 31, AVERAGE* HIGH LOW PERIOD END
- ------------------ --------- ---------- ---------- -----------

1994 ............................... 1.54 1.64 1.46 1.57
1995 ............................... 1.58 1.64 1.53 1.55
1996 ............................... 1.57 1.71 1.49 1.71
1997 ............................... 1.65 1.70 1.58 1.64
1998................................ 1.66 1.72 1.61 1.66
1999 (through February 12, 1999) ... 1.64 1.66 1.62 1.63
<FN>
- --------------------
* The average of the exchange rates on the last trading day of each calendar month
during the period.
</FN>

On February 12, 1999 the Noon Buying Rate was $1.63 per (pound) 1.

Fluctuations in the exchange rate between the pound sterling and the US
dollar will affect the US dollar amounts received by holders of the ADSs upon
conversion by the Depositary of cash dividends paid in pounds sterling on the
Ordinary Shares represented by the ADSs and may affect the relative market
prices of the ADSs in the US and the Ordinary Shares in the UK.

For the effect on Reuters results of operations of fluctuations in the
exchange rates between the pound sterling and the other major currencies
(including the US dollar) in which revenues are received and expenditures are
made by Reuters, see "Operating and Financial Review" incorporated herein by
reference from the 1998 Annual Report to Shareholders, which is filed as an
exhibit to this Annual Report on Form 20-F.

ITEM 9. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------- RESULTS OF OPERATIONS
---------------------------------------------------------------

Reuters discussion and analysis of financial condition and results of
operations appears on pages 35 to 49 of Reuters 1998 Annual Report to
Shareholders under the heading "Operating and Financial Review", incorporated
herein by reference from the 1998 Annual Report to Shareholders. The discussion
is designed to comply with both the requirements of this Item 9 and the
recommendations of the July 1993 Statement, "Operating and Financial Review",
issued by the UK Accounting Standards Board.

The focus of Reuters discussion is on the financial statements included in
the 1998 Annual Report to Shareholders, which are prepared in accordance with UK
GAAP. A summary of differences between UK GAAP and US GAAP, a reconciliation to
US GAAP and a condensed US GAAP balance sheet are set forth in the Consolidated
Financial Statements, appearing on pages 79 to 81 of the 1998 Annual Report to
Shareholders, and are incorporated herein by reference.

CAUTIONARY STATEMENTS
---------------------

All statements other than statements of historical fact included in this
Report and the 1998 Annual Report to Shareholders incorporated by reference
herein are, or may be deemed to be, forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 31E of the
Securities Exchange Act of 1934. Certain important factors that could cause
actual results to differ materially from those discussed in such forward-looking
statements are described under "Cautionary Statements" and "Year 2000 Readiness
Disclosure" in the "Operating and Financial Review" incorporated herein by
reference from the 1998 Annual Report to Shareholders. All written and oral
forward-looking statements made on or after the date hereof and attributable to
Reuters are expressly qualified in their entirety by such Cautionary Statements.

ITEM 9A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
- -------- ----------------------------------------------------------

Quantitative and qualitative disclosures about market risk are provided
under the sub-heading Treasury Management on pages 43 to 45 of the "Operating
and Financial Review", and in Note 13 of Notes on the Consolidated Cash Flow
Statement, both incorporated herein by reference from the 1998 Annual Report to
Shareholders.

ITEM 10. DIRECTORS AND OFFICERS OF REGISTRANT
- -------- ------------------------------------

Reuters Articles provide for a Board of Directors consisting of not fewer
than five nor more than 15 directors. There are presently 14 directors in
office, including six executive directors.

The directors and executive officers of Reuters are as follows:

POSITION HELD
NAME POSITION SINCE
- --------- ------------------- -------------

DIRECTORS:
Sir Christopher Anthony Hogg ......... Chairman; Director (1) 1985; 1984
Peter James Denton Job ............... Chief Executive; Director 1991; 1989
Robert Oscar Rowley .................. Finance Director 1990
Robert Patten Bauman ................. Director (1) 1994
Sir John Anthony Craven .............. Director (1) 1997
Michael Philip Green ................. Director (1) 1992
Jean-Claude Marchand ................. Chief Executive, GSO Group; Director 1999; 1996
Roberto G Mendoza .................... Director (1) 1998
Richard Lake Olver ................... Director (1) 1997
John Michael Coldwell Parcell ........ Chief Executive, Reuters Information; Director 1999; 1996
Charles James Francis Sinclair ....... Director (1) 1994
David Granger Ure .................... Chief Executive, Reuters Trading Systems; Director 1999; 1989
Andre-Francois Helier Villeneuve ..... Chairman of Instinet; Chairman of Strategic Planning; 1989; 1999
Director 1989
Sir David Alan Walker ................ Director (1) 1994

EXECUTIVE OFFICERS:
Stephen Francis Mitchell ............. General Counsel and Secretary 1998
Geoffrey Arthur Weetman .............. Director of Human Resources 1998
Philip Kenneth Wood .................. Deputy Finance Director 1994
<FN>
- --------------------

(1) Non-executive director.
</FN>

The business address of the directors is 85 Fleet Street, London EC4P 4AJ,
England.

The Chairman and all non-executive directors, except Michael Green, served
on the Remuneration and Audit Committees of the Board in 1998 and all
non-executive directors served on the Nomination Committee in 1998. Summaries of
the functions of the Remuneration Committee and the Audit Committee appear on
pages 24 and 32, respectively, of the 1998 Annual Report to Shareholders which
is incorporated herein by reference. During 1998, Reuters maintained insurance
for the directors and certain employees against liabilities in relation to
Reuters.

The Articles require that, in performing their duties, the directors have
due regard for the Reuter Trust Principles insofar as, by the proper exercise of
their powers and in accordance with their other duties as directors, the
directors may do so. For additional information with respect to the Reuter Trust
Principles and the Reuter Trustees, who are charged with ensuring compliance
with them, see Item 4 of this Report.

The Articles contain provisions that require the Board of Directors to
include at least five non-executive directors before a new executive director
can be appointed.

At each AGM of Reuters one-third of the directors (or, if their number is
not a multiple of three, the number nearest to but not greater than one-third)
shall retire from office by rotation. A retiring director shall be eligible for
re-election. For additional information see the Report on Remuneration and
Related Matters which appears on pages 24 to 31 of the 1998 Annual Report to
Shareholders referred to above.

No director is required to hold any shares of Reuters in order to qualify
as a director. A director not holding any shares may nevertheless attend and
speak at general meetings of Reuters.

ITEM 11. COMPENSATION OF DIRECTORS AND OFFICERS
- -------- --------------------------------------

For the year ended December 31, 1998, the aggregate compensation paid or
accrued by Reuters and its subsidiaries to all directors and officers as a group
(24 persons) for services in all capacities was (pound) 8.8 million.

The aggregate compensation paid to all directors and officers as a group
included (pound) 1.7 million accrued as bonuses to the executive directors and
officers pursuant to a plan based upon the extent to which three targets were
met. The targets covered first, Reuters objectives for millennium compliance and
Euro conversion; second, the growth in operating profit at constant exchange
rates; and third, the growth in earnings per share. Many of the objectives were
achieved, some in full and some partially.

Also included in aggregate compensation was a (pound) 1.2 million
termination settlement with one officer relating to one year's salary, a
partially earned bonus and an accrual for his prorated interest in a rolling
four-year profit sharing plan operated by a subsidiary.

For further information relating to Reuters senior executive remuneration
policy and compensation, see the Report on Remuneration and Related Matters
which appears on pages 24 to 31 of the 1998 Annual Report to Shareholders and is
incorporated herein by reference.

ITEM 12. OPTIONS TO PURCHASE SECURITIES FROM REGISTRANT OR SUBSIDIARIES
- -------- --------------------------------------------------------------

Reuters has established a number of employee share schemes. These include:
(i) a share option plan introduced in 1998 ("Plan 2000") under which employees
became entitled to a single award of non-transferable options to acquire up to
2,000 shares; (ii) a long term incentive plan, a performance related share plan
and an international Save As You Earn ("SAYE") plan ("International SAYE Plan")
introduced by Reuters Group in 1997, which have substantially the same terms as
Reuters Holdings' 1997 Long Term Incentive Plan, 1997 Performance Related Share
Scheme and 1994 SAYE Scheme, respectively, referred to below; and (iii) two
executive share plans of Reuters Group (one for use in the US and the other for
the rest of the world) which were used to provide replacement options to those
persons who surrendered options granted under Reuters Holdings' 1984 Executive
Schemes referred to below.

Reuters employee share schemes also include the following plans of Reuters
Holdings in respect of which no further grants of options or rights will be
made, but under which options remain outstanding: (1) a long-term incentive
scheme introduced in 1993 under which non-transferable awards of
performance-based restricted shares or rights exercisable for shares on a one
for one basis (share rights) were made annually to key senior executives (the
"1993 Long-Term Incentive Scheme"); (2) a long-term incentive plan introduced in
1997 under which non-transferable awards of performance-based share options were
made annually to key senior executives (the "1997 Long Term Incentive Plan");
(3) a long-term incentive scheme introduced in 1995 under which non-transferable
awards of performance-based share rights were made annually to executives (the
"1995 Performance Related Share Scheme"); (4) a long-term incentive scheme
introduced in 1997 under which non-transferable performance-based share options
were granted annually to executives (the "1997 Performance Related Share
Scheme"); (5) a SAYE share option scheme adopted in 1994 (the "1994 SAYE
Scheme"); (6) three SAYE share option schemes adopted in 1984 (the "1984 SAYE
Schemes"); and (7) two executive share option schemes adopted in 1984 (the "1984
Executive Schemes"). In connection with the Capital Reorganization, mechanisms
were introduced so that, upon exercise of options and rights outstanding under
these Reuters Holdings plans, the person exercising his option or right would
receive Ordinary Shares of Reuters Group.

For additional information relating to Reuters employee share schemes, see
the Report on Remuneration and Related Matters which appears on pages 24 to 31
of the 1998 Annual Report to Shareholders and Note 30 of Notes on the
Consolidated Balance Sheet, both incorporated herein by reference from the 1998
Annual Report to Shareholders.

Reuters also offers an Employee Stock Purchase Plan for most US-based
employees, introduced in 1995, in which employees can elect to participate in
lieu of the International SAYE Plan. Under this plan, participating employees
authorize after-tax payroll deductions (subject to certain maximum amounts)
which, together with contributions from Reuters equal to 20% of the payroll
deductions, are transferred to a designated broker who, at the end of each pay
period, purchases ADSs at available market prices for the accounts of the
employees.

OUTSTANDING OPTIONS AND RESTRICTED SHARES
- -----------------------------------------

Information concerning options, restricted shares and share rights
outstanding under Reuters share option and restricted share schemes at February
12, 1999 is set forth below:

NUMBER OF ORDINARY
SHARES ISSUABLE
UPON EXERCISE OF
OPTIONS OR SUBJECT
TO RESTRICTED SHARE RANGES OF EXERCISE
OR SHARE RIGHT PRICES PER ORDINARY RANGE OF
SCHEMES/PLANS AWARDS(1) SHARE (POUND) OR ADS ($) EXPIRATION DATES
- -------------------------- ------------------- ------------------------- ----------------

OPTIONS:
1984 SAYE (2)................................... 3,901,860 (pound)3.94 11/99
$34.98 11/99
1994 SAYE (2)................................... 8,207,053 (pound)3.51 - (pound)6.01 4/00 - 10/02
International SAYE (2).......................... 4,790,119 (pound)4.78 10/01 - 10/03
$47.10 10/01 - 10/03
1984 Executive (3).............................. 1,262,930 (pound)1.50 - (pound)4.93 2/00 - 2/05
$15.94 - $43.72 2/00 - 2/05
Plan 2000....................................... 25,348,000 (pound)5.50 9/05
-------------------
TOTAL........................................... 43,509,962
===================
SHARES SUBJECT TO RESTRICTIONS OR RIGHTS:
1993 Long-Term Incentive (4).................... 927,228 Not applicable 2/99 - 12/02
1997 Long-Term Incentive (5).................... 518,290 (pound)0 - (pound)6.40 12/03
1995 Performance Related (6).................... 88,824 Not applicable 12/01
1997 Performance Related (5).................... 2,951,252 (pound)0 - (pound)6.40 12/03 - 12/04
-------------------
TOTAL 4,485,594
===================

- --------------------

(1) Includes Ordinary Shares represented by ADSs.

(2) The exercise price of options granted under the 1984, 1994 and
International SAYE schemes is effectively fixed at 20% below the market
price at the start of either a three-year or a five-year savings period. In
general, these options become exercisable at the end of that period and
remain exercisable for six months thereafter.

(3) The exercise price of options granted under the 1984 Executive Schemes is
the market price either at or shortly before the date of grant. Under their
original terms, these options become exercisable during the period
commencing on the third anniversary of the date of grant (the second
anniversary in the case of options issued to US-based employees) and ending
on either the seventh or the tenth anniversary of the date of grant. As a
result of the Capital Reorganization all options expired on August 18,
1998, but holders could elect to replace their original options with
unapproved Reuters Group options that have the same exercise price but
generally lapse one year later.

(4) Includes 510,184 restricted shares and 90,136 options relating to 1994 and
1995 awards respectively, which are vested.

(5) The 1997 long-term incentive and performance related awards granted in the
UK (a total of 417,688 shares and 1,423,147 shares, respectively) have an
exercise price equivalent to the market value of the underlying shares on
the date of the grant, and are linked with a cash bonus equal to such
exercise price. The share rights and linked cash bonus vest and are
exercisable only in tandem.

(6) All options outstanding under the 1995 Performance Related Share Scheme
have vested.

Of the total number of Ordinary Shares subject to outstanding options at
February 12, 1999, 85,272 Ordinary Shares were subject to options held by
directors and officers of Reuters, 27,272 of which were granted pursuant to
savings related schemes, 18,000 of which were granted pursuant to Plan 2000 and
40,000 of which were granted pursuant to the 1984 Executive Schemes. In
addition, Ordinary Shares subject to restrictions or rights held by directors
and officers at February 12, 1999 included 1,044,979 shares awarded under the
1993 and 1997 long-term incentive plans (435,831 vested) and 38,598 shares
awarded under the 1995 and 1997 performance related share plans (5,638 vested).

At February 12, 1999 options, restricted shares and/or share rights were
held by the Chairman and the executive directors as follows:

SAVINGS LONG-TERM INCENTIVE
RELATED EXECUTIVE SCHEMES/PLANS
SCHEMES PLAN 2000 SCHEME VESTED NON-VESTED
------- ------------ ------------- ------- ----------

Sir Christopher Hogg...... 2,065 -- -- -- --
P.J.D. Job................ 3,508 2,000 -- 98,579 130,030
J-C. Marchand............. 3,098 2,000 -- 41,385 87,799
J.M.C. Parcell............ 2,065 2,000 40,000 36,611 57,549
R.O. Rowley............... 3,508 2,000 -- 61,587 80,834
D.G. Ure.................. -- 2,000 -- 66,527 85,996
A-F.H. Villeneuve......... 3,508 2,000 -- 66,527 85,996

For additional information concerning options, restricted shares and share
rights held by the executive directors, see the Report on Remuneration and
Related Matters, incorporated herein by reference from the 1998 Annual Report to
Shareholders.

ITEM 13. INTEREST OF MANAGEMENT IN CERTAIN TRANSACTIONS
- -------- ----------------------------------------------

Not applicable.

PART II
-------

ITEM 14. DESCRIPTION OF SECURITIES TO BE REGISTERED
- -------- ------------------------------------------

Not applicable.

PART III
--------

ITEM 15. DEFAULTS UPON SENIOR SECURITIES
- -------- -------------------------------

Not applicable.

ITEM 16. CHANGES IN SECURITIES AND CHANGES IN SECURITY FOR REGISTERED
- -------- SECURITIES
------------------------------------------------------------

Not applicable.

PART IV
-------

ITEM 18. FINANCIAL STATEMENTS
- -------- --------------------

Reference is made to Item 19 for a list of all financial statements filed
as part of this Report.

ITEM 19. FINANCIAL STATEMENTS AND EXHIBITS
- -------- ---------------------------------

(a) FINANCIAL STATEMENTS:
---------------------

Annual Report to
Shareholders
-----------------------
Related
Notes
Pages Pages
----------- ---------

Incorporated by reference from the 1998 Annual Report to Shareholders:

Report of the auditors ............................................................. 34

Consolidated profit and loss account for each of the three years in the period
ended December 31, 1998 ....................................................... 50 51 to 56

Consolidated cash flow statement for each of the three years in the period
ended December 31, 1998 ....................................................... 57 58 to 62

Consolidated balance sheet as of December 31, 1998, 1997 and 1996 ............... 63 64 to 74

Accounting policies ............................................................. 77 to 78

Summary of differences between UK and US GAAP ................................... 79 80 to 81

Report on Remuneration and Related Matters ...................................... 24 to 31

The consolidated financial statements listed in the above index which are
included in the 1998 Annual Report to Shareholders are hereby incorporated by
reference. With the exception of the pages listed in the above index and the
items incorporated by reference in Items 1, 2, 3, 8, 9, 9A, 10, 11 and 12 of
this report, the 1998 Annual Report to Shareholders is not to be deemed filed as
part of this Report.

(b) EXHIBITS
--------

2.4 Consent of PricewaterhouseCoopers for incorporation by reference in Forms
S-8 of their report dated February 12, 1999.

2.5 Consent of PricewaterhouseCoopers for incorporation by reference in Forms
F-3 of their report dated February 12, 1999.

4. The 1998 Annual Report to Shareholders of Reuters Group PLC.

27 Financial Data Schedule

SIGNATURES
- ----------

Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the registrant certifies that it meets all of the requirements for
filing on Form 20-F and has duly caused this annual report to be signed on its
behalf by the undersigned thereunto duly authorized.

REUTERS GROUP PLC
-----------------
(Registrant)

Dated: March 5, 1999 By /s/ Robert O. Rowley
-----------------------
Robert O. Rowley
Finance Director