UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Genset SA
(Name of Issuer)
Ordinary Shares, nominal value FF17
(Title of Class of Securities)
37244T10
(CUSIP Number)
Robert Lynch, Esq. with copies to:
Managing Director Donald P. Madden, Esq.
Deutsche Bank White & Case
North America 1155 Avenue of the
Holding Corp. 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)
September 4, 1997
____________________________________________________________
(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 ___ 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 (a) ( )
GROUP (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 7 SOLE VOTING POWER
BENEFICIALLY 0
OWNED BY EACH
REPORTING 8 SHARED VOTING POWER
PERSON WITH 549,806
OWNED BY EACH
9 SOLE DISPOSITIVE POWER
0
SHARED DISPOSITIVE POWER
10 722,167
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
722,167
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES ( )
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.47%
14 TYPE OF REPORTING PERSON
HC, BK, CO
<PAGE>
SCHEDULE 13D
CUSIP No. Page 3 of ___ 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 (a) ( )
GROUP (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 7 SOLE VOTING POWER
BENEFICIALLY 0
OWNED BY EACH 8 SHARED VOTING POWER
REPORTING PERSON 547,662
WITH 9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
720,023
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
720,023
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES ( )
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.44%
14 TYPE OF REPORTING PERSON
HC, IA
<PAGE>
SCHEDULE 13D
CUSIP No. Page 4 of ___ Pages
[________]
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Morgan Grenfell Investment Management Limited
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A (a) ( )
GROUP (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 7 SOLE VOTING POWER
BENEFICIALLY 0
OWNED BY EACH 8 SHARED VOTING POWER
REPORTING PERSON 365,114
WITH 9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
518,041
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
518,041
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES ( )
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.51%
14 TYPE OF REPORTING PERSON
IA, CO
<PAGE>
ITEM 1. SECURITY AND ISSUER
The response to this item set forth in the Schedule 13D filed on
August 8, 1997 is incorporated herein by reference as if set forth in this
amendment in its entirety.
ITEM 2. IDENTITY AND BACKGROUND
The response to this item set forth in the Schedule 13D filed on
August 8, 1997 is incorporated herein by reference as if set forth in this
amendment in its entirety.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The response to Item 3 of Schedule 13D filed on August 8, 1997 is
amended by adding the following text as a third paragraph:
Since the original filing of Schedule 13D on August 8, 1997, the
MGAM Managers and Deutsche Morgan Grenfell (C.I.) Limited ("DMGCI") have
purchased and sold Ordinary Shares and ADRs in open market transactions at
market prices. Such prices have ranged from a high of 472.9 French Francs to
a low of 325.9 French Francs per Ordinary Share and from a high of $24.125 to
a low of $18.00 per ADR. The funds used to effectuate the purchases were
client funds held in discretionary investment accounts.
ITEM 4. PURPOSE OF THE TRANSACTION
The response to this item set forth in the Schedule 13D filed on
August 8, 1997 is incorporated herein by reference as if set forth in this
amendment in its entirety.
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) MGIM may be deemed the beneficial owner of Ordinary Shares as
set forth on the applicable cover page.
(iv) 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 MGAM Managers (other than
MGIM for which the applicable information required by Item 2 is provided in
Item 2 above) and DMGCI with whom MGAM and DBAG 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 stated above.
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.
<PAGE>
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.
DMGCI is an indirect wholly-owned subsidiary of DBAG. The principal
business of DMGCI is as a bank and 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, Channel Islands.
During the last five years, neither MGIS, MGIFM nor DMGCI 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
carried out by the MGAM Managers and MGCI. Such purchases are set forth in
Schedule B attached hereto.
(ii) During the past sixty days, MGAM acquired or disposed of
beneficial ownership of Ordinary Shares as a result of market transactions
carried out by the MGAM Managers. Such purchases are set forth in Schedule B
attached hereto.
(iii) During the past sixty days, MGIM acquired or disposed of
beneficial ownership of Ordinary Shares as a result of market transactions
carried out by MGIM. Such purchases are set forth in Schedule B attached
hereto.
(d) 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
The response to this item set forth in the Schedule 13D filed on
August 8, 1997 is incorporated herein by reference as if set forth in this
amendment in its entirety.
ITEM 7. Material to be filed as Exhibits:
Exhibit No. Description
1 Consent of Morgan Grenfell Asset Management Limited
2 Consent of Morgan Grenfell Investment 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: October __, 1997
DEUTSCHE BANK AG
By:_________________________
Title:
By:_________________________
Title:
<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 Occupation or
Name and Citizenship Business Address 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
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
<PAGE>
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 Managing
British 23 Great Winchester Street Directors, Morgan Grenfell Asset
London, England Management Limited
EC2P 2AX
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 Management
60325 Frankfurt 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
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
<PAGE>
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 fur
60323 Frankfurt Fondsverwaltung mbH
The Federal Republic of Germany
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
<PAGE>
Norman L. Murray Morgan Grenfell Asset Management Limited Member of the Board
British 20 Finsbury Circus of Managing Directors, Morgan
London, England Grenfell Asset Management Limited
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 Building, 5-2-20 Management Limited
Akasaka,
Minato-Ku, Tokyo 107
Diane Seymour-Williams Morgan Grenfell Asset Management Limited Member of the Board of Managing
British 20 Finsbury Circus Directors, Morgan Grenfell Asset
London, England Management Limited
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>
III. MGIM
Each person named below is a director or executive officer of MGIM,
whose principal business is described above in Item 2.
<TABLE>
<CAPTION>
Present Principal Occupation or
Name and Citizenship Business Address Employment
<S> <C> <C>
Stephen W. Barrow Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England EC2M 1NB
Paul C. Berriman Morgan Grenfell Investment Management Limited Member of the Board of Managing
British 20 Finsbury Circus Directors, Morgan Grenfell
London Investment Management Limited
England
EC2M 1NB
Mark A. Burgess Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
William J. Chard Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Shaun A. Coleman Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Alastair N. Cuming Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Charles J.C. Ekins Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Nicholas P. Evans Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Steven J. Evans Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
<PAGE>
Peter N.S. Hanbury Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Oliver R.C. Larminie Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Alistair D. Morrison Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
John A. Murphy Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Simon D. Peck Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Nigel L. Ridge Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Jane A. Simmons Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Karl S. Sternberg Morgan Grenfell Investment Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Investment Management Limited
London
England
EC2M 1NB
Davina Walter Morgan Grenfell Asset Member of the Board of Managing
British Management Limited Directors, Morgan Grenfell
20 Finsbury Circus Asset Management Limited
London
England
EC2M 1NB
</TABLE>
The following members of the Board of Managing Directors of Morgan Grenfell
Investment Management Limited are also members of the Board of Managing
Directors of Morgan Grenfell Asset Management Limited and their citizenships,
business addresses and present principal occupations or employments are set
forth in Part II of this Schedule A.
Neil R. Dunford
<PAGE>
Anthony J. Creighton
Richard M. Curling
Charles Z. Curtis
Roger J. Curtis
Susanna F. Davies
William P. Dwerryhouse
Charles J.M. Franklin
Adrian C. Frost
James C.W. Goulding
Gerald V. Hough
Peter R. Lees
The Hon. Charles A. Martyn-Hemphill
William G.G. Michie
Stuart W. Mitchell
Roger P. Morris
Christopher M. Phillips
Anthony Wilkinson
Hitoshi Yamamoto
<PAGE>
SCHEDULE B
Following are the transactions in Ordinary Shares effected by MGIM and
the other MGAM Managers in the past 60 days.
<TABLE>
<CAPTION>
TRANSACTIONS IN GENSET ADRS 07/14/97 - 10/06/97
DATE CUSTOMER PURCHASE/SALE NO. SHARES PRICE IN US$
<S> <C> <C> <C> <C>
07/16/97 Morgan Grenfell Investment Services Limited Purchase 9,331 19.18
07/16/97 Morgan Grenfell Investment Services Limited Purchase 9,144 19.18
07/17/97 Morgan Grenfell Investment Services Limited Purchase 10,675 19.25
07/17/97 Morgan Grenfell Investment Services Limited Purchase 3,159 19.25
07/17/97 Morgan Grenfell Investment Services Limited Purchase 3,096 19.25
07/17/97 Morgan Grenfell International Funds Management Purchase 2,420 19.25
Limited
07/30/97 Morgan Grenfell Investment Management Limited Purchase 2,780 22.51
07/30/97 Morgan Grenfell Investment Services Limited Purchase 26,250 22.50
07/31/97 Morgan Grenfell Investment Services Limited Purchase 9,680 24.25
07/31/97 Morgan Grenfell International Funds Management Purchase 430 24.25
Limited
08/04/97 Morgan Grenfell International Funds Management Purchase 16,000 24.25
Limited
08/13/97 Morgan Grenfell Investment Management Limited Purchase 2,730 22.25
08/15/97 Morgan Grenfell Investment Management Limited Purchase 641 22.43
08/15/97 Morgan Grenfell Investment Management Limited Sale (1,043) 21.69
08/15/97 Morgan Grenfell Investment Management Limited Sale (1,043) 21.36
08/15/97 Morgan Grenfell Investment Management Limited Purchase 1,043 21.69
08/20/97 Morgan Grenfell Investment Management Limited Purchase 2,800 20.38
08/20/97 Morgan Grenfell Investment Management Limited Purchase 4,000 20.38
09/03/97 Morgan Grenfell Investment Management Limited Purchase 16,000 20.18
09/04/97 Morgan Grenfell Investment Management Limited Purchase 48,700 20.38
09/05/97 Morgan Grenfell Investment Management Limited Purchase 15,000 20.00
09/08/97 Morgan Grenfell Investment Management Limited Purchase 20,000 19.38
09/09/97 Morgan Grenfell Investment Management Limited Purchase 10,000 19.13
09/11/97 Morgan Grenfell Investment Management Limited Purchase 28,000 19.13
09/11/97 Morgan Grenfell Investment Management Limited Sale (10,000) 19.00
09/12/97 Morgan Grenfell Investment Management Limited Purchase 27,300 19.13
09/12/97 Morgan Grenfell Investment Services Limited Sale (11,870) 19.09
07/16/97 Morgan Grenfell Investment Services Limited Purchase 31,525 19.18
09/16/97 Morgan Grenfell International Funds Management Purchase 10,500 18.13
Limited
09/11/97 Morgan Grenfell Investment Management Limited Sale (10,000) 19.00
09/26/97 Morgan Grenfell Investment Management Limited Purchase 3,640 22.00
09/23/97 Morgan Grenfell Investment Management Limited Sale (9,680) 21.25
10/03/97 Morgan Grenfell Investment Management Limited Purchase 2,499 22.60
</TABLE>
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
1 Consent of Morgan Grenfell Asset Management
Limited
2 Consent of Morgan Grenfell Invesment 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, Morgan Grenfell Asset Management Limited and Morgan Grenfell
Investment Management Limited pursuant to Rule 13d-1(f)(1) of the Securities
Exchange Act of 1934.
Dated: October ___, 1997
MORGAN GRENFELL ASSET MANAGEMENT
LIMITED
By:___________________________
Name:
Title:
By:___________________________
Name:
Title:
<PAGE>
EXHIBIT 2
Consent of Morgan Grenfell Investment Management Limited
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, Morgan Grenfell Asset Management Limited and Morgan Grenfell
Investment Management Limited, pursuant to Rule 13d-1(f)(1) of the Securities
Exchange Act of 1934.
Dated: October ___, 1997
MORGAN GRENFELL INVESTMENT
MANAGEMENT LIMITED
By:__________________________
Name:
Title:
By:__________________________
Name:
Title:
