[W&C Draft: (New York) January 8, 1998]
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
LASMO PLC
(NAME OF ISSUER)
ORDINARY SHARES
(TITLE OF CLASS OF SECURITIES)
501730204
(CUSIP Number)
ROBERT LYNCH, ESQ. WITH COPIES TO:
MANAGING DIRECTOR DONALD P. MADDEN, ESQ.
DEUTSCHE BANK WHITE & CASE
NORTH AMERICA HOLDING CORP. 1155 AVENUE OF THE AMERICAS
31 WEST 52ND STREET NEW YORK, NY 10036
NEW YORK, NY 10019 212-819-8800
212-474-8600
- --------------------------------------------------------------------------------
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS)
JUNE 8, 1993
(DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box ( ).
<PAGE>
SCHEDULE 13D
- --------------------------------- --------------------------------
CUSIP No. [[________]] Page 2 of 24 Pages
- --------------------------------- --------------------------------
- -------- -----------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DEUTSCHE BANK AG
- -------- -----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A)( )
(B)( )
- -------- -----------------------------------------------------------------------
3 SEC USE ONLY
- -------- -----------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
- -------- -----------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E)
- -------- -----------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
FEDERAL REPUBLIC OF GERMANY
- ----------------------------------- ------- ------------------------------------
NUMBER OF SHARES BENEFICIALLY 7 SOLE VOTING POWER
OWNED BY EACH REPORTING PERSON WITH 0
------- ------------------------------------
8 SHARED VOTING POWER
58,237,216
------- ------------------------------------
9 SOLE DISPOSITIVE POWER
0
------- ------------------------------------
10 SHARED DISPOSITIVE POWER
74,713,690
- -------- -----------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
74,713,690
- -------- -----------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES ( )
- -------- -----------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.73%
- -------- -----------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
HC, BK, CO
- -------- -----------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
- --------------------------------- --------------------------------
CUSIP No. [[________]] Page 3 of 24 Pages
- --------------------------------- --------------------------------
- -------- -----------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MORGAN GRENFELL ASSET MANAGEMENT LIMITED
- -------- -----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A)( )
(B)( )
- -------- -----------------------------------------------------------------------
3 SEC USE ONLY
- -------- -----------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
- -------- -----------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(D) OR 2(E)
- -------- -----------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
- ----------------------------------- ------- ------------------------------------
NUMBER OF SHARES BENEFICIALLY 7 SOLE VOTING POWER
OWNED BY EACH REPORTING PERSON WITH 0
------- ------------------------------------
8 SHARED VOTING POWER
55,114,430
------- ------------------------------------
9 SOLE DISPOSITIVE POWER
0
------- ------------------------------------
10 SHARED DISPOSITIVE POWER
71,590,904
- -------- -----------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
71,590,904
- -------- -----------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES ( )
- -------- -----------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.41%
- -------- -----------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
HC, IA
- -------- -----------------------------------------------------------------------
<PAGE>
ITEM 1. SECURITY AND ISSUER
This statement on Schedule 13D relates to the ordinary shares (the
"Ordinary Shares") of Lasmo plc ("Lasmo"), the principal executive offices of
which are located at 101 Bishopsgate, London EC2M 3X8, England.
ITEM 2. IDENTITY AND BACKGROUND
This statement on Schedule 13D is being filed by Deutsche Bank AG
("DBAG") and Morgan Grenfell Asset Management Limited ("MGAM" and, together with
DBAG , the "Reporting Persons").
The principal business of DBAG is the provision of financial and
related services. DBAG is the largest banking institution in the Federal
Republic of Germany and is the parent company of a group consisting of banks,
capital market and fund management companies, mortgage banks and property
finance companies, installment financing and leasing companies, insurance
companies, research and consultancy companies and other companies. DBAG is
organized under the laws of the Federal Republic of Germany, and the address of
its principal place of business is Taunusanlage 12, D-60325, Frankfurt am Main,
Federal Republic of Germany.
MGAM is an indirect wholly-owned subsidiary of DBAG. The principal
business of MGAM is as an investment management holding company. MGAM is
organized under the laws of England and Wales, and the address of its principal
place of business is 20 Finsbury Circus, London EC2M 1NB, England.
The attached Schedule A is a list of the executive officers and
directors of the Reporting Persons which contains the following information with
respect to each such person: (i) name; (ii) business address; (iii) present
principal occupation or employment and the name, principal business and address
of any corporation or other organization in which such employment is conducted;
and (iv) citizenship.
During the last five years, none of the Reporting Persons and, to the
best knowledge of the Reporting Persons, none of the persons named on Schedule A
hereto has been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors) or has been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction as a result of which such
person was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
This Schedule 13D does not describe certain intermediate holding
companies within the Deutsche Bank group structure. Such holding companies
exercise no material influence over the voting or disposition of the securities
covered by this Schedule 13D, except to the extent that they may have officers
and directors in common with the companies described herein.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Morgan Grenfell Investment Management Limited ("MGIM"), Morgan
Grenfell Investment Services Limited ("MGIS"), Morgan Grenfell Trust Managers
Limited ("MGTM"), Morgan Grenfell Quantitative Investment Limited ("MGQI") and
Morgan Grenfell International Funds Management Limited ("MGIFM," and together
with MGIM, MGTM, MGQI and MGIS, the "MGAM Managers"), are wholly-owned
subsidiaries of MGAM. Between June 8, 1993 and November 24, 1997 (the "Trading
Period"), the MGAM Managers have participated in market transactions in Ordinary
Shares at market prices. During the Trading Period, market prices ranged from a
high of 2.875 British Pounds to a low of 0.9985 British Pounds per Ordinary
Share. The MGAM Managers do not hold American Depositary Shares.
The purchases were made by the MGAM Managers for investment fund
accounts over which they exercise discretion. Accordingly, the source of funds
used to effectuate the purchases was client funds held in such accounts.
Deutsche Gesellschaft fur Wertpapiersparen mbH ("DWS"), Deutsche
Gesellschaft fur Fondsverwaltung mbH ("Degef"), Deutsche Morgan Grenfell (C.I.)
Limited ("DMGCI") and Deutsche Morgan Grenfell Group plc ("DMGG", and together
with DWS, Degef and DMGCI as the "DBAG Managers") are wholly-owned subsidiaries
of DBAG. During the Trading Period, the DBAG Managers have participated in
market transactions in Ordinary Shares at market prices. The market prices
during the Trading Period ranged from a high of 2.875 British Pounds to a low of
0.9985 British Pounds per Ordinary Share. The DBAG Managers do not hold American
Depositary Shares.
The purchases were made by the DBAG Managers for mutual funds and
discretionary and proprietary accounts managed by the DBAG Managers.
Accordingly, the sources of funds used to effectuate the purchases were the
client accounts, the mutual fund assets and ultimately the client investments in
the mutual funds.
ITEM 4. PURPOSE OF THE TRANSACTION
The MGAM Managers and the DBAG Managers acquired Ordinary Shares in
the ordinary course of their respective businesses as investment management
companies and mutual fund companies.
None of the Reporting Persons and, to the best knowledge of any of the
Reporting Persons, none of the persons set forth on Schedule A, has any current
plans or proposals that relate to or would result in (a) the acquisition by any
person of additional securities of Lasmo or the disposition of securities of
Lasmo; (b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation of Lasmo or any of its subsidiaries; (c) a sale or
transfer of a material amount of assets of Lasmo or any of its subsidiaries; (d)
any change in the present board of directors or management of Lasmo, including
any plans or proposals to change the number or term of directors or to fill any
existing vacancies on the board; (e) any material change in the present
capitalization or dividend policy of Lasmo; (f) any other material change in
Lasmo's business or corporate structure; (g) changes in Lasmo's charter, by-laws
or instruments corresponding thereto, or other actions which may impede the
acquisition of the control of Lasmo by any person; (h) any of Lasmo's securities
being delisted from a national securities exchange or ceasing to be authorized
to be quoted in an inter-dealer quotation system of a registered national
securities association; (i) any of Lasmo's equity securities becoming eligible
for termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934, as amended; or (j) any action similar to any of those
enumerated above.
Notwithstanding the foregoing, the Reporting Persons acting directly,
in the case of DBAG and MGAM, and acting indirectly through the MGAM Managers,
the DBAG Managers or other direct or indirect wholly-owned subsidiaries, may in
the future determine to acquire additional Ordinary Shares or to dispose of
Ordinary Shares in the ordinary course of their respective businesses.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) (i) DBAG may be deemed the beneficial owner of Ordinary Shares as
set forth on the applicable cover page.
(ii) MGAM may be deemed the beneficial owner of Ordinary Shares as set
forth on the applicable cover page.
(iii) None of the persons listed in Schedule A is the beneficial owner
of outstanding Ordinary Shares.
(b) (i) Reference is made to the applicable cover page for each
Reporting Person for information concerning the number of shares as to which
there is sole power to vote or to direct the vote, shared power to vote or
direct the vote, sole or shared power to dispose or to direct the disposition.
(ii) In compliance with Item 5(b), the applicable information required
by Item 2 is provided below for each of the DBAG Managers and the MGAM Managers
with whom DBAG and MGAM may be deemed to share the power to dispose of or direct
the disposition of Ordinary Shares and to vote or direct the vote of Ordinary
Shares as set forth on the cover pages applicable to DBAG and MGAM.
Degef is a wholly owned subsidiary of DBAG. The principal business of
Degef is as a mutual fund investment company. Degef is organized under the laws
of the Federal Republic of Germany, and its principal place of business is
Bockenheimer Landstrasse 42, 60323 Frankfurt, Federal Republic of Germany.
DWS is a wholly-owned subsidiary of DBAG. The principal business of
DWS is as an investment management company. DWS is organized under the laws of
the Federal Republic of Germany, and the address of its principal place of
business is Gruneburgweg, 113-115, 60323 Frankfurt am Main, Federal Republic of
Germany.
DMGCI is a wholly-owned subsidiary of DBAG. The principal business of
DMGCI is as an investment management company. DMGCI is organized under the laws
of the Channel Islands, and the address of its principal place of business is
St. Paul's Gate, New Street, St. Helier, Jersey JE4 8ZB, Channel Islands.
DMGG is a wholly-owned subsidiary of DBAG. The principal business of
DMGG is as an investment company. DMGG is organized under the laws of England,
and the address of its principal place of business is 23 Great Winchester
Street, London FC2P 2AX, England.
MGIM is a wholly owned subsidiary of MGAM. The principal business of
MGIM is as an investment management company. MGIM is organized under the laws of
England and Wales, and the address of its principal place of business is 20
Finsbury Circus, London EC2M INB, England.
MGIS is a wholly-owned subsidiary of MGAM. The principal business of
MGIS is as an investment management company. MGIS is organized under the laws of
England and Wales, and the address of its principal place of business is 20
Finsbury Circus, London, EC2M 1NB, England.
MGIFM is a wholly-owned subsidiary of MGAM. The principal business of
MGIFM is as an investment management company. MGIFM is organized under the laws
of England and Wales, and the address of its principal place of business is 20
Finsbury Circus, London, EC2M 1NB, England.
MGTM is a wholly owned subsidiary of MGAM. The principal business of
MGTM is as an investment management company. MGTM is organized under the laws of
England and Wales, and the address of its principal place of business is 20
Finsbury Circus, London EC2M INB, England.
MGQI is a wholly owned subsidiary of MGAM. The principal business of
MGQI is as an investment management company. MGQI is organized under the laws of
England and Wales, and the address of its principal place of business is 20
Finsbury Circus, London EC2M INB, England.
During the last five years, none of Degef, DWS, DMGCI, DMGG, MGIM,
MGIS, MGIFM, MGTM and MGQI has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) or has been a party to a
civil proceeding of a judicial or administrative body of competent jurisdiction
as a result of which such person was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding violation
with respect to such laws.
(c) (i) During the past sixty days, DBAG acquired or disposed of
beneficial ownership of Ordinary Shares as a result of market transactions on
established exchanges carried out by the DBAG Managers and the MGAM Managers.
Schedule B attached hereto sets forth such purchase for the period stated
therein.
(ii) During the past sixty days, MGAM acquired or disposed of
beneficial ownership of Ordinary Shares as a result of market transactions on
established exchanges carried out by the MGAM Managers. Such purchases are set
forth in Schedule B attached hereto.
(d) Except with respect to those Ordinary Shares held in proprietary
trading accounts, all dividends received on Ordinary Shares described in this
Schedule 13D and proceeds from the sale thereof are received for the benefit of
clients on whose behalf such Ordinary Shares have been acquired.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
None of the Reporting Persons and, to the best knowledge of the
Reporting Persons, none of the individuals identified in Schedule A has any
contract, arrangement, understanding or relationship with any person with
respect to any security of Lasmo.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS:
Exhibit No. Description
----------- -----------
1 Consent of Morgan Grenfell Asset Management
Limited
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: January 12, 1998
DEUTSCHE BANK AG
By: /s/ Dieter Eisele
-----------------------------------
Name: Dr. Dieter Eisele
Title: Group Head of Compliance
By: /s/ Rondal Eric Powell
-----------------------------------
Name: Rondal Eric Powell
Title: Vice President
<PAGE>
SCHEDULE A
I. DBAG
Each person named below is a director or executive officer of DBAG,
whose principal business is described above in Item 2.
<TABLE>
<CAPTION>
Present Principal
Name and Citizenship Business Address Occupation or Employment
- -------------------- ---------------- ------------------------
<S> <C> <C>
Carl L. von Boehm-Bezing Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Dr. Rolf-E. Breuer Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Michael Dobson Deutsche Bank AG Member of the Board of Managing
United Kingdom Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Dr. Michael Endres Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Dr. Tessen von Heydebreck Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Dr. Jurgen Krumnow Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Georg Krupp Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Dr. Ronaldo H. Schmitz Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Dr. Josef Ackermann Deutsche Bank AG Member of the Board of Managing
Swiss Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
Dr. Ulrich Weiss Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Bank AG
60325 Frankfurt
The Federal Republic of Germany
</TABLE>
<PAGE>
II. MGAM
Each person named below is a director or executive officer of MGAM,
whose principal business is described above in Item 2.
<TABLE>
<CAPTION>
Present Principal
Name and Citizenship Business Address Occupation or Employment
- -------------------- ---------------- ------------------------
<S> <C> <C>
David W. Baldt Morgan Grenfell Capital Member of the Board of Managing
American Management Incorporated Directors, Morgan Grenfell Asset
1435 Walnut Street Management Limited
4th Floor
Philadelphia, PA 19102, USA
Graham D. Bamping Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Herr Johannes Baratta Morgan Grenfell Asset Member of the Board of Managing
Austrian Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Henry C. Benson Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Colin M. Brown Morgan Grenfell Development Member of the Board of Managing
British Capital Limited Directors, Morgan Grenfell Asset
23 Great Winchester Street Management Limited
London, England
EC2P 2AX
Timothy F. Brown Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Elizabeth B. Bryan Morgan Grenfell Asset Member of the Board of Managing
Australian Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Michael Bullock Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Simon J. Cooke Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Anthony J. Creighton Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
David T. Cumming Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors,
20 Finsbury Circus Morgan Grenfell Asset
London, England Management Limited
EC2M 1NB
Richard M. Curling Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Charles Z. Curtis Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Roger J. Curtis Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Susanna F. Davies Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Michael W.R. Dobson Deutsche Morgan Grenfell Group Plc Chairman of the Board of
British 23 Great Winchester Street Managing Directors, Morgan
London, England Grenfell Asset
EC2P 2AX Management Limited
Patrick W.W. Disney Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Ernst L. Drayss Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Asset
60325 Frankfurt Management GmbH
The Federal Republic of Germany
Neil R. Dunford Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
William P. Dwerryhouse Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
James G. Fox Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Charles James Maximilian Franklin Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Adrian C. Frost Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
James C.W. Goulding Morgan Grenfell Investment Member of the Board
British Management (Asia) Ltd of Managing
20 Raffles Place Directors, Morgan
#25-08 Ocean Towers Grenfell Asset
Singapore 0104 Management Limited
Martin A. Hall Morgan Grenfell Capital Member of the Board of Managing
British Management Incorporated Directors, Morgan Grenfell Asset
1435 Walnut Street Management Limited
4th Floor
Philadelphia, PA 19102, USA
Gerald V. Hough Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Julian R. Johnston Morgan Grenfell Asset Member of the Board of Managing
American/French Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Ian D. Kelson Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Peter Lees Morgan Grenfell Asset Member of the Board
British Management Limited of Managing
20 Finsbury Circus Directors, Morgan
London, England Grenfell Asset
EC2M 1NB Management Limited
Jeremy G. Lodwick Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
The Honourable Charles Martyn- Morgan Grenfell Asset Member of the Board
Hemphill Management Limited of Managing Directors, Morgan
British 20 Finsbury Circus Grenfell Asset Management Limited
London, England
EC2M 1NB
P. McNaughton Morgan Grenfell Asset Member of the Board
Irish Management (Ireland) of Managing Directors, Morgan
Limited Grenfell Asset Management Limited
Georges Dock House
International Financial Centre
1 Dublin
Ireland
William G. Michie Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Herbert K. Michel Deutsche Bank AG Member of the Board of Managing
German Taunusanlage 12 Directors, Deutsche Gesellschaft
60323 Frankfurt fur
The Federal Republic of Germany Fondsverwaltung mbH
James E. Minnick Morgan Grenfell Capital Member of the Board of Managing
American Management Incorporated Directors, Morgan Grenfell Asset
885 Third Avenue Management Limited
32nd Floor
New York, NY 10022-4802 USA
Stuart W. Mitchell Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Roger P. Morris Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Norman L. Murray Morgan Grenfell Asset Management Member of the Board
British Limited of Managing Directors, Morgan
20 Finsbury Circus Grenfell Asset Management Limited
London, England
EC2M 1NB
Christopher M. Phillips Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors,
20 Finsbury Circus Morgan Grenfell Asset Management
London, England Limited
EC2M 1NB
James A.J. Pulsford Deutsche Morgan Grenfell Member of the Board of Managing
British Asset Management (Japan) Directors, Morgan Grenfell Asset
Ltd, 19th Floor, Akasaka Park Management Limited
Building, 5-2-20 Akasaka,
Minato-Ku, Tokyo 107
Diane Seymour-Williams Morgan Grenfell Asset Management Member of the Board of Managing
British Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Robert H. Smith Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
William G.M. Thomas Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Patrick N.C. Walker Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Anthony Wilkinson Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell Asset
20 Finsbury Circus Management Limited
London, England
EC2M 1NB
Hitoshi Yamamoto Deutsche Morgan Grenfell Member of the Board of Managing
Japanese Asset Management (Japan) Directors, Morgan Grenfell Asset
Ltd, 19th Floor, Akasaka Park Management Limited
Building, 5-2-20 Akasaka,
Minato-Ku, Tokyo 107
</TABLE>
<PAGE>
SCHEDULE B
Following are the transactions in Ordinary Shares effected by the DBAG
Managers and the MGAM Managers set forth in British pounds in the past 60 days:
<TABLE>
<CAPTION>
TRADE HISTORY 09/24/97 - 11/24/97
<S> <C> <C> <C> <C>
COMPANY TRADE DATE CAPACITY BUY/SELL AMOUNT PRICE IN GBP
Degef 10/1/97 discretionary Buy 10500 2.76
Degef 10/1/97 discretionary Buy 24000 2.76
Degef 10/27/97 discretionary Buy 63200 2.625
Degef 10/27/97 discretionary Buy 25000 2.625
Degef 11/10/97 discretionary Buy 30200 2.703
Degef 11/14/97 discretionary Buy 82000 2.79
TRANSACTION HISTORY FOR LASMO 09/23/97 - 11/24/97
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
OPERATING SECURITY TRANSACTION TRADE SETTLE QUANTITY PRICE
COMPANY NAME TYPE DATE DATE (UNITS) IN GBP
MGIS LASMO Sell Long 9/23/97 9/30/97 39000 2.67
MGIM LASMO Buy 9/24/97 10/1/97 100000 2.68
MGIM LASMO Add Long 9/24/97 9/24/97 218000 1.5
MGIFM LASMO Buy 9/25/97 10/2/97 1400 2.68
MGIFM LASMO Buy 9/25/97 10/2/97 1400 2.68
MGIFM LASMO Buy 9/25/97 10/2/97 800 2.68
MGIFM LASMO Buy 9/25/97 10/2/97 600 2.68
MGIFM LASMO Buy 9/25/97 10/2/97 19900 2.68
MGIFM LASMO Buy 9/25/97 10/2/97 6200 2.68
MGIM LASMO Sell Long 9/26/97 9/30/97 36000 2.76
MGIFM LASMO Buy 9/26/97 10/3/97 84998 2.75
MGIFM LASMO Buy 9/26/97 10/3/97 38073 2.75
MGIFM LASMO Buy 9/26/97 10/3/97 488329 2.75
MGIFM LASMO Sell Long 9/26/97 10/3/97 42000 2.75
MGIFM LASMO Buy 9/29/97 10/6/97 13902 2.8
MGIFM LASMO Buy 9/29/97 10/6/97 6227 2.8
MGIFM LASMO Buy 9/29/97 10/6/97 79871 2.8
MGIM LASMO Buy 9/30/97 10/7/97 55000 2.72
MGIM LASMO Buy 10/1/97 10/8/97 7000 2.74
MGIFM LASMO Buy 10/1/97 10/8/97 33000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 15000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 15000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 20000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 45000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 8000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 67000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 13000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 4000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 25000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 3100 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 42000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 205000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 6000 2.76
MGIFM LASMO Buy 10/1/97 10/8/97 11000 2.76
MGIFM LASMO Buy 10/3/97 10/10/97 24300 2.72
MGIM LASMO Sell Long 10/3/97 10/10/97 12000 2.76
MGIM LASMO Buy 10/6/97 10/13/97 8000 2.87
MGIFM LASMO Buy 10/6/97 10/13/97 71400 2.88
MGIM LASMO Buy 10/6/97 10/13/97 14000 2.87
MGIFM LASMO Buy 10/8/97 10/15/97 34000 2.86
MGIM LASMO Buy 10/8/97 10/15/97 12316 2.86
MGIM LASMO Buy 10/10/97 10/17/97 6000 2.81
MGIM LASMO Buy 10/10/97 10/17/97 13000 2.81
MGIM LASMO Buy 10/10/97 10/17/97 71900 2.82
MGIM LASMO Buy 10/10/97 10/17/97 8000 2.81
MGIM LASMO Buy 10/10/97 10/17/97 4000 2.81
MGIM LASMO Sell Long 10/17/97 10/24/97 2240 2.83
MGIS LASMO Buy 10/17/97 10/24/97 4900 2.84
MGIM LASMO Sell Long 10/17/97 10/24/97 20990 2.83
MGIFM LASMO Sell Long 10/21/97 10/28/97 7200 2.78
MGIFM LASMO Sell Long 10/22/97 10/29/97 2100 2.67
MGIM LASMO Buy 10/22/97 10/29/97 4300 2.78
MGIFM LASMO Sell Long 10/27/97 11/3/97 2200 2.64
MGIFM LASMO Sell Long 10/27/97 11/3/97 2700 2.64
MGIM LASMO Buy 10/28/97 11/4/97 6000 2.45
MGIM LASMO Buy 10/28/97 11/4/97 9000 2.45
MGIM LASMO Buy 10/28/97 11/4/97 296000 2.45
MGIM LASMO Buy 10/28/97 11/4/97 24000 2.46
MGIM LASMO Buy 10/28/97 11/4/97 1000 2.45
MGIM LASMO Buy 10/28/97 11/4/97 9000 2.46
MGIM LASMO Buy 10/28/97 11/4/97 4000 2.46
MGIM LASMO Buy 10/28/97 11/4/97 3000 2.45
MGIM LASMO Buy 10/28/97 11/4/97 13000 2.45
MGIM LASMO Buy 10/28/97 11/4/97 4000 2.45
MGIM LASMO Buy 10/29/97 11/5/97 2360 2.59
MGIM LASMO Buy 10/29/97 11/5/97 91983 2.61
MGIM LASMO Buy 10/30/97 11/6/97 8381 2.66
MGIM LASMO Buy 10/30/97 11/6/97 2000 2.68
MGIFM LASMO Buy 10/30/97 11/6/97 2800 2.67
MGIFM LASMO Buy 10/30/97 11/6/97 3620 2.71
MGIM LASMO Buy 10/31/97 11/7/97 36870 2.75
MGIS LASMO Sell Long 11/3/97 11/10/97 60000 2.72
MGIM LASMO Buy 11/4/97 11/11/97 36870 2.71
MGIM LASMO Buy 11/6/97 11/13/97 25000 2.69
MGIM LASMO Buy 11/6/97 11/13/97 50000 2.69
MGIM LASMO Buy 11/6/97 11/13/97 40000 2.69
MGIM LASMO Buy 11/6/97 11/13/97 50000 2.69
MGIM LASMO Sell Long 11/7/97 11/14/97 408 2.67
MGIFM LASMO Buy 11/7/97 11/14/97 4500 2.66
MGIFM LASMO Buy 11/10/97 11/17/97 1900 2.74
MGIM LASMO Buy 11/10/97 11/17/97 50000 2.73
MGIFM LASMO Sell Long 11/10/97 11/17/97 60400 2.73
MGIM LASMO Buy 11/11/97 11/18/97 50000 2.76
MGIM LASMO Buy 11/11/97 11/18/97 75000 2.76
MGIM LASMO Buy 11/11/97 11/18/97 50000 2.76
MGIM LASMO Buy 11/12/97 11/19/97 10000 2.68
MGIS LASMO Sell Long 11/12/97 11/14/97 5600 2.71
MGIM LASMO Buy 11/12/97 11/19/97 331000 2.7
MGIM LASMO Buy 11/13/97 11/20/97 15000 2.76
MGIM LASMO Buy 11/13/97 11/20/97 30000 2.76
MGIM LASMO Buy 11/13/97 11/20/97 20000 2.76
MGIM LASMO Sell Long 11/13/97 11/20/97 6000 2.73
MGIS LASMO Buy 11/14/97 11/21/97 8140 2.82
MGIS LASMO Buy 11/14/97 11/21/97 46350 2.82
MGIS LASMO Buy 11/14/97 11/21/97 31290 2.82
MGIS LASMO Buy 11/14/97 11/21/97 32290 2.82
MGIS LASMO Buy 11/14/97 11/21/97 21260 2.82
MGIS LASMO Buy 11/14/97 11/21/97 3840 2.82
MGIS LASMO Buy 11/14/97 11/21/97 240 2.82
MGIS LASMO Buy 11/14/97 11/21/97 11390 2.82
MGIS LASMO Buy 11/14/97 11/21/97 4270 2.82
MGIS LASMO Buy 11/14/97 11/21/97 114040 2.82
MGIS LASMO Buy 11/14/97 11/21/97 7720 2.82
MGIS LASMO Buy 11/14/97 11/21/97 44850 2.82
MGIS LASMO Buy 11/14/97 11/21/97 242250 2.82
MGIS LASMO Buy 11/14/97 11/21/97 258050 2.82
MGIS LASMO Buy 11/14/97 11/21/97 10830 2.82
MGIS LASMO Buy 11/14/97 11/21/97 8820 2.82
MGIS LASMO Buy 11/14/97 11/21/97 1110 2.82
MGIS LASMO Buy 11/14/97 11/21/97 76160 2.82
MGIS LASMO Buy 11/14/97 11/21/97 2540 2.82
MGIM LASMO Buy 11/14/97 11/21/97 52000 2.81
MGIM LASMO Buy 11/14/97 11/21/97 10000 2.81
MGIFM LASMO Buy 11/14/97 11/21/97 3900 2.79
MGIFM LASMO Buy 11/17/97 11/24/97 1000 2.82
MGIM LASMO Buy 11/18/97 11/25/97 38000 2.74
MGIM LASMO Buy 11/18/97 11/25/97 13000 2.74
MGIM LASMO Buy 11/18/97 11/25/97 1106 2.81
MGIM LASMO Buy 11/18/97 11/25/97 744 2.81
MGIM LASMO Buy 11/18/97 11/25/97 559 2.81
MGIM LASMO Buy 11/18/97 11/25/97 620 2.81
MGIM LASMO Buy 11/18/97 11/25/97 23220 2.79
MGIM LASMO Buy 11/18/97 11/25/97 1600 2.81
MGIM LASMO Buy 11/18/97 11/25/97 1062 2.81
MGIM LASMO Buy 11/18/97 11/25/97 684 2.81
MGIFM LASMO Buy 11/18/97 11/25/97 2607 2.81
MGIM LASMO Buy 11/18/97 11/25/97 1679 2.81
MGIFM LASMO Sell Long 11/18/97 11/25/97 14758 2.81
MGIM LASMO Sell Long 11/18/97 11/25/97 194000 2.8
MGIM LASMO Buy 11/18/97 11/25/97 8000 2.8
MGIM LASMO Buy 11/20/97 11/27/97 15841 2.76
MGIM LASMO Sell Long 11/20/97 11/27/97 7000 2.79
MGIFM LASMO Sell Long 11/21/97 11/28/97 560 2.78
MGIS LASMO Sell Long 11/21/97 11/28/97 360 2.8
</TABLE>
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
1 Consent of Morgan Grenfell Asset Management
Limited
<PAGE>
EXHIBIT 1
Consent of Morgan Grenfell Asset Management
The undersigned agrees that the Schedule 13D executed by Deutsche Bank
AG to which this statement is attached as an exhibit is filed on behalf of
Deutsche Bank AG and Morgan Grenfell Asset Management Limited pursuant to Rule
13d-1(f)(1) of the Securities Exchange Act of 1934.
Dated: January 13, 1998
MORGAN GRENFELL ASSET MANAGEMENT
LIMITED
By: /s/ Andrew Hume
---------------------------------
Name: Andrew Hume
Title: Senior Associate Director
