6-K 1 ctm200507216k.txt SECOND QUARTER RESULTS FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of July 2005 COLT TELECOM GROUP plc (Translation of Registrant's Name into English) Beaufort House 15 St. Botolph Street London EC3A 7QN England _________________________________ (Address of Principal Executive Offices) (Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.) Form 20-F..X... Form 40-F..... (Indicate by check mark whether the Registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934) Yes ..... No ..X... (If "Yes" is marked, indicate below the file number assigned to the Registrant in connection with Rule 12g3-2(b): 82- ________) This Form 6-K shall be deemed to be incorporated by reference in the Registrant's Registration Statement on Form F-3 (Reg. No.333-05972), in the Registrant's Registration Statement on Form S-8 (Reg. No.333-8362) 21 July 2005 COLT Telecom Group plc announces results for the quarter ended 30 June 2005 COLT Telecom Group plc (COLT), a leading European provider of business communications said today that it continued to make progress in the implementation of its strategic plan, even though markets remain challenging. Second quarter highlights Compared with Q1 2005: - Turnover increased by 3.1% to GBP316.7 million. On a constant currency basis, turnover increased by 5.0% - Gross margin before depreciation decreased by 0.4 of a percentage point to 33.6% - Selling, general and administrative expenses were reduced by GBP1.9 million to GBP65.6 million - EBITDA (1) increased by GBP3.7 million to GBP40.8 million - Free cash outflow improved by GBP6.1 million to GBP9.8 million - India head count increased by more than 100 to just under 400 Compared with Q2 2004: - Turnover increased by 4.5%. On a constant currency basis turnover increased by 3.1% and by 5.6% after also excluding reductions in fixed to mobile prices - EBITDA (1) improved by GBP1.4 million despite the costs of the India transition The Company's financial position continues to be strong, with cash and cash equivalents of GBP335.9 million at the end of the quarter. COLT Chairman Barry Bateman said: "Despite challenging markets, we have grown revenues and improved EBITDA. There is still much hard work to be done to fully implement the strategic initiatives we announced last October, but the foundations are laid and hopefully we should now begin to see a return on our efforts and continuing investment." Commenting on the results for the quarter, Jean-Yves Charlier, Chief Executive, said: "In the second quarter we saw COLT return to growth with improvement in turnover, earnings and cash flow. These results are an encouraging sign that our strategy is continuing to show early results. "Compared with the first quarter, second quarter revenues grew in twelve out of thirteen COLT countries, led by a strong performance in voice revenues. Non-switched revenues grew more slowly than we would like to have seen but we remain confident that growth in these areas should accelerate as our sales initiatives and new value add products are introduced. (1) EBITDA is earnings before interest, tax, depreciation, foreign exchange and debt settlement expense "During the quarter we won a number of new and important contracts. We also enjoyed growing interest in our Ethernet product range, where we have already signed 25 customers, in VoIP for corporates and in COLT Total Plus, our LAN management offering for mid-sized businesses. We are also planning to introduce during the third quarter a converged voice and data offering for mid-sized businesses to continue expanding our product portfolio. "Overall, we are pleased with the progress on all the strategic initiatives we announced last October. Whilst we are improving our operational results and driving down our cost base, we continue to make investments in new internal systems, in our transaction processing centre in India, where we now have almost 400 employees and the development of new products. "We are on course to meet market expectations for revenue and EBITDA. We expect to be free cashflow positive in the second half of the year but not necessarily for the year as a whole. We are confident that we will be free cashflow positive on a sustainable annual basis going forward." Financial Review Results for the quarter are reported under International Financial Reporting Standards (IFRS). Results for comparative periods have been restated to conform to IFRS. Unless otherwise stated all comparisons are between the quarter and six months ended 30 June 2005 and 30 June 2004. Total turnover Turnover for the quarter was GBP316.7 million (Q1 2005: GBP307.1 million; Q2 2004: GBP302.9 million) an increase of 5.0% over the first quarter of 2005 and of 3.1% over the second quarter of 2004 on a constant currency basis. Excluding the impact of reductions in fixed to mobile prices, constant currency turnover increased by 5.6% over the second quarter of 2004. Non-switched turnover as a percentage of total turnover was 38.2% (Q1 2005: 39.6%; Q2 2004: 38.0%). Turnover for the six months was GBP623.8 million (2004: GBP605.7 million), an increase of 1.4% over the first six months of 2004 on a constant currency basis. Excluding the impact of reductions in fixed to mobile prices, constant currency turnover increased by 3.9% over the first six months of 2004. Non-switched turnover as a percentage of total turnover increased to 38.9% (2004: 38.0%). Switched turnover Switched turnover for the quarter increased by 5.5% to GBP195.4 million (Q1 2005: GBP185.2 million) and increased by 4.1% over the second quarter of 2004 (Q2 2004: GBP187.7 million). Within switched turnover the proportion of carrier was 36.0% (Q1 2005: 32.7%; Q2 2004: 36.6%). Switched turnover from corporate customers increased by 1.0% to GBP84.1 million (Q1 2005: GBP83.2 million) and increased by 4.7% over the second quarter of 2004 (Q2 2004: GBP80.3 million). Switched turnover from wholesale customers increased by 9.2% to GBP111.3 million (Q1 2005: GBP102.0 million) and increased by 3.6% over the second quarter of 2004 (Q2 2004: GBP107.4 million). Switched turnover for the six months increased by 1.5% to GBP380.6 million (2004: GBP375.1 million). Within switched turnover the proportion of carrier was 34.4% (2004: 35.3%). Switched turnover from corporate customers decreased by 1.5% to GBP167.3 million (2004: GBP169.9 million). Switched turnover from wholesale customers increased by 4.0% to GBP213.3 million (2004: GBP205.2 million). Non-switched turnover Non-switched turnover for the quarter decreased by 0.4% to GBP121.0 million (Q1 2005: GBP121.5 million) and increased by 5.1% over the second quarter of 2004 (Q2 2004: GBP115.1 million). Non-switched turnover from corporate customers decreased by 0.2% to GBP96.3 million (Q1 2005: GBP96.4 million) and increased by 4.5% over the second quarter of 2004 (Q2 2004: GBP92.1 million). Non-switched turnover from wholesale customers decreased by 1.2% to GBP24.8 million (Q1 2005: GBP25.1 million) and increased by 7.8% over the second quarter of 2004 (Q2 2004: GBP23.0 million). Non-switched turnover for the six months increased by 5.5% to GBP242.6 million (2004: GBP230.0 million). Non-switched turnover from corporate customers increased by 8.8% to GBP192.7 million (2004: GBP177.1 million). Non-switched turnover from wholesale customers decreased by 5.7% to GBP49.9 million (2004: GBP52.9 million). Cost of sales Cost of sales for the quarter increased by 2.6% to GBP258.5 million (Q1 2005: GBP251.8 million) and increased by 3.1% over the second quarter of 2004 (Q2 2004: GBP250.8 million). Interconnection and network costs increased by 3.8% to GBP210.2 million (Q1 2005: GBP202.6 million) and increased by 2.5% over the second quarter of 2004 (Q2 2004: GBP205.0 million). Network depreciation decreased by 2.0% to GBP48.2 million (Q1 2005: GBP49.2 million) and increased by 5.5% over the second quarter of 2004 (Q2 2004: GBP45.7 million). Cost of sales for the six months increased by 2.9% to GBP510.3 million (2004: GBP495.7 million). Interconnection and network costs increased by 2.4% to GBP412.8 million (2004: GBP403.1 million). Network depreciation increased by 5.3% to GBP97.4 million (2004: GBP92.5 million). Operating expenses Operating expenses for the quarter decreased by 1.3% to GBP73.8 million (Q1 2005: GBP74.8 million) and increased by 13.7% over the second quarter of 2004 (Q2 2004: GBP64.9 million). Selling, general and administrative (SG&A) expenses decreased by 2.8% to GBP65.6 million (Q1 2005: GBP67.5 million) and increased by 12.3% over the second quarter of 2004 (Q2 2004: GBP58.4 million). SG&A expenses as a proportion of turnover were 20.7% (Q1 2005: 22.0%; Q2 2004: 19.3%). Other depreciation increased by GBP0.8 million to GBP8.1 million (Q1 2005: GBP7.3 million) and increased by GBP1.7 million over the second quarter of 2004 (Q2 2004: GBP6.4 million). Operating expenses for the six months increased by 14.8% to GBP148.5 million (2004: GBP129.4 million). SG&A expenses increased by 15.2% to GBP133.1 million (2004: GBP115.6 million). SG&A expenses as a proportion of turnover were 21.3% (2004: 19.1%). Other depreciation increased by GBP1.6 million to GBP15.4 million (2004: GBP13.8 million). Interest receivable, interest payable and similar charges Interest receivable for the quarter decreased by GBP0.2 million to GBP3.0 million (Q1 2005: GBP3.2 million) and decreased by GBP2.2 million over the second quarter of 2004 (Q2 2004: GBP5.2 million). Interest payable and similar charges decreased by GBP0.7 million to GBP13.7 million (Q1 2005: GBP14.4 million) and decreased by GBP6.9 million over the second quarter of 2004 (Q2 2004: GBP20.6 million). These decreases were due to the reduction in cash and cash equivalent and debt levels following the redemption of some of the Company's outstanding notes during 2004 and the first quarter of 2005. Interest payable and similar charges for the quarter included GBP6.7 million (Q1 2005: GBP6.8 million; Q2 2004: GBP12.0 million) of interest and accretion on convertible debt and GBP6.6 million (Q1 2005: GBP7.2 million; Q2 2004: GBP8.6 million) of interest and accretion on non-convertible debt. Interest receivable for the six months decreased by GBP4.8 million to GBP6.2 million (2004: GBP11.0 million). Interest payable and similar charges decreased by GBP13.6 million to GBP28.1 million (2004: GBP41.7 million). These decreases were due to the reduction in cash and cash equivalents and debt levels following the redemption of some of the Company's outstanding notes during 2004 and the first quarter of 2005. Interest payable and similar charges for the six months included GBP13.5 million (2004: GBP23.9 million) of interest and accretion on convertible debt and GBP13.9 million (2004: GBP17.4 million) of interest and accretion on non-convertible debt. Tax on loss on ordinary activities COLT had no taxable profits in the quarter and six months ended 30 June 2005 nor in 2004. Cash flow Net movement in cash and cash equivalents for the quarter was an outflow of GBP9.5 million (Q1 2005: outflow of GBP96.8 million; Q2 2004: inflow of GBP4.6 million). There was a free cash outflow (1) of GBP9.8 million (Q1 2005: outflow of GBP15.9 million; Q2 2004: inflow of GBP4.5 million). Net movement in cash and cash equivalents for the six months was an outflow of GBP106.3 million (2004: inflow of GBP18.8 million). There was a free cash outflow of GBP25.6 million (2004: inflow of GBP18.2 million). There were no repurchases of debt in the quarter. In the six months all of the outstanding 10.125% Senior Notes due 2007 and the 8.875% Senior Notes due 2007 were redeemed at par for GBP80.9 million. COLT had balances of cash and cash equivalents at 30 June 2005 of GBP335.9 million compared with GBP452.7 million at 31 December 2004 and GBP794.0 million at 30 June 2004. The decreases are primarily as a result of bond redemptions. (1) Free cash flow is cash generated from operating activities less net cash used in investing activities and net interest paid.

Notes to the Financial Information 1. Basis of presentation and principal accounting policies COLT Telecom Group plc ("COLT" or the "Company"), together with its subsidiaries, is referred to as the Group. Consolidated financial information has been presented for the Group for the three and six months ended 30 June 2005. The financial information for the three and six months ended 30 June 2005 is unaudited and does not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. The financial information has been prepared in accordance with the measurement principles within International Financial Reporting Standards (IFRS) that had been published by 31 December 2004 and apply to accounting periods beginning on or after 1 January 2005. The standards used are those endorsed by the EU together with those standards and interpretations that have been issued by the IASB but had not been endorsed by the EU by 30 June 2005. The 2004 comparative information has, as permitted by IFRS 1, been prepared taking advantage of the following transitional exemptions: (i) Business combinations prior to the transition date of 1 January 2004 have not been restated. (ii) The Company has elected to only adopt recognition and measurement criteria requirements to share based payments granted after 7 November 2002 that had not vested by 1 January 2005. (iii) The Company has reset the cumulative translation differences for all foreign operations to GBPnil as at 1 January 2004. The Company has elected to comply with IAS 32 "Financial Instruments: Disclosure and Presentation" and IAS 39 "Financial Instruments: Recognition and Measurement" with effect from 1 January 2004. Further standards and interpretations may be issued that will be applicable for financial years beginning on or after 1 January 2005 or that are applicable to later accounting periods but may be adopted early. The Company's first IFRS financial statements may, therefore, be prepared in accordance with some different accounting policies from the financial information presented here. Additionally, IFRS is currently being applied in the United Kingdom and in a large number of other countries simultaneously for the first time. Furthermore, due to a number of new and revised Standards included within the body of Standards that comprise IFRS, there is not yet a significant body of established practice on which to draw in forming opinions regarding interpretation and application. Accordingly, practice is continuing to evolve. At this preliminary stage, therefore, the full financial effect of reporting under IFRS as it will be applied and reported on in the Group's first IFRS financial statements cannot be determined with certainty and may be subject to change. Accounting policies and presentation applied are therefore not consistent with those applied in preparing the Group's financial statements for the year ended 31 December 2004 due to the transition from UK GAAP to IFRS. Details of changes in accounting policies and their financial impact are set out in notes 7 and 8. Certain British pound amounts in the financial information have been translated into U.S. dollars at 30 June 2005 and for the periods then ended at the rate of $1.7921 to the British pound, which was the noon buying rate in the City of New York for cable transfers in British pounds as certified for customs purposes by the Federal Reserve Bank on such date. Such translations should not be construed as representations that the British pound amounts have been or could be converted into U.S. dollars at that or any other rate. 2. Segmental information The Group operates in a single business segment, telecommunications, and in the geographical areas shown below. The reported segments are Germany, UK, France and Strategic Markets. Strategic Markets comprises Austria, Belgium, Denmark, Ireland, Italy, The Netherlands, Portugal, Spain, Sweden and Switzerland. Switched turnover comprises services that involve the transmission of voice, data or video through a switching centre. Non-switched turnover includes managed and non-managed network services, bandwidth services and voice traffic which is delivered in a digital form (IP Voice). For the three months ended 30 June 2005, 31 March 2005 and 30 June 2004, turnover and result by segment were as follows:

In addition, for the three months ended 30 June 2005, 31 March 2005 and 30 June 2004, turnover by customer segment is presented below. Corporate turnover includes services to corporate and government accounts. Wholesale turnover includes services to other telecommunications carriers, resellers and internet service providers.

For the six months ended 30 June 2005 and 30 June 2004, turnover by customer segment was as follows:

Turnover for the three months ended 30 June 2005, compared to the three months ended 31 March 2005 and 30 June 2004 and after excluding the impact of foreign exchange, is shown below:

(1) Q2 2005 turnover has been restated using Q1 2005 exchange rates, and compared to turnover which was reported in Q1 2005 (2) Q2 2005 turnover has been restated using Q2 2004 exchange rates, and compared to turnover which was reported in Q2 2004 3. Loss per share

4. Reconciliation of net loss to cash generated from operations

6. Free cash flow reconciliation

7. Summary of the consolidated income statement differences between U.K. Generally Accepted Accounting Principles ("UK GAAP") and International Financial Reporting Standards ("IFRS") A reconciliation and explanation of the difference between the consolidated income statement for the three months ended 30 June 2004 is shown below:

(i) Installation fees revenue recognition - Under IFRS, all installation fees are taken to the profit and loss account over the expected length of the customer relationship period. Under UK GAAP the revenue was recognised in the same period as the related costs. (ii) Share option schemes - Under UK GAAP, COLT did not suffer a profit and loss charge in respect of its share option plans. Under IFRS 2 "Share based payments" the Group is required to charge the profit and loss account with the fair value of the options issued. The adjustment represents the charge calculated using the Black-Scholes method, which is then spread over the vesting period. An exemption applies for options which were granted prior to 7 November 2002. (iii) Goodwill - Under IFRS, goodwill is not subject to annual amortisation but there is a requirement for an annual impairment review. Any impairment so identified will be charged immediately to the income statement. The difference represents the reversal of the 2004 goodwill amortisation. (iv) Convertible debt - Under IAS 32 "Financial instruments: Disclosure and presentation" the interest charge on convertible debt is increased to equal the interest charge on equivalent debt which does not have conversion rights. Under UK GAAP, COLT included the liability in respect of the convertible debt within long term creditors. Under IFRS it is necessary to allocate the convertible debt between that which is deemed to relate to debt and that which is deemed to relate to the conversion rights. The element of the debt which relates to the conversion rights has been classified in Other Reserves in Equity Shareholders' Funds in the Group's balance sheet. Under IFRS the gain or loss on early redemption of debt (known as the debt settlement income or expense) since 1 January 2004 is required to be restated. Upon early redemption of debt under IFRS it is necessary to allocate the cost of redemption between that relating to the debt and equity elements. The cost allocated to the debt is equal to the fair value of the debt at the time of the redemption. The fair value of the debt is measured by discounting the cash flows which would have been earned by a debt holder from point of redemption to maturity by the rate of interest payable on equivalent non convertible debt. The difference between the cost of redemption and the fair value of the debt has been taken to the profit and loss account. The difference between the cost of redemption and the cost allocated to debt (i.e. the fair value of the debt) has been allocated to the equity element and taken to the convertible debt reserve. 8. Summary of consolidated balance sheet differences between U.K. Generally Accepted Accounting Principles ("UK GAAP") and International Financial Reporting Standards ("IFRS") A reconciliation and explanation of the difference between consolidated balance sheet as at 30 June 2004 is shown below:

(i) Software assets - IFRS requires that certain software assets be classified as intangible assets whilst under UK GAAP they were classified as tangible assets. (ii) Share option schemes - Under IFRS 2 "Share based payments" the potential shares which could be issued under share option schemes are included in other reserves as "Shares to be issued" (see (vii) and (viii) below). (iii) Goodwill - Under IFRS, subsequent to the date of transition, goodwill is not subject to annual amortisation but there is a requirement for an annual impairment review. This adjustment is the reversal of the 2004 goodwill amortisation. (iv) Installation fees revenue recognition - Under IFRS all installation fees are taken to the profit and loss account over the expected length of the customer relationship period. This results in an increase in deferred revenue within creditors. (v) Warrants fair value - Under UK GAAP, warrants received from suppliers which give COLT the right to subscribe for shares in the suppliers had no value attributed to them. Under IFRS, they are recorded on the balance sheet within other debtors at their fair value. The movement in the value of the warrants is recorded as a movement in reserves. (vi) Convertible debt - Under UK GAAP, COLT included the liability in respect of the convertible debt within long term creditors. Under IFRS it is necessary to allocate the convertible debt between that which is deemed to relate to debt and that which is deemed to relate to the conversion rights. The element of the debt which relates to the conversion rights has been classified in Equity Shareholders' Funds in the Group's balance sheet. The impact on the carrying value of debt shown in creditors is partially offset by the increased accretion under IFRS. As the debt is Euro denominated and its carrying value has changed the foreign exchange gain or loss taken to reserves has also been adjusted. (vii) Adjustment to retained earnings - The impact of the adjustments on retained earnings is as follows:

(viii) Adjustment to other reserves - The impact of the adjustments on other reserves is as follows:

9. Summary of differences between IFRS and US Generally Accepted Accounting Principles ("US GAAP") a. Effects of conforming to US GAAP - impact on net loss

b. Effects of conforming to US GAAP - impact on net equity

(i) The Group operates an Inland Revenue approved Savings-Related Share Option Scheme ("SAYE Scheme"). Under this scheme, options may be granted at a discount of up to 20% of market value. Under IFRS, the P&L charge is calculated on the basis of the fair value of the options granted, and is spread over the vesting period of the options. Under US GAAP, the P&L charge is calculated as the difference between the market value of the shares on the date of grant and the option price, and this is also spread over the vesting period of the options. Also under US GAAP, an employer's offer to enter into a new SAYE contract at a lower price causes variable accounting for all existing awards subject to the offer. The Group also operates a Group Share Plan (the "Option Plan") under which options are granted to key employees of the Group. Under IFRS, the P&L charge is calculated on the basis of the fair value of the options granted and is spread over the vesting period of the options. Under US GAAP, no P&L charge is required to be recorded, although a pro forma disclosure of the Group's result as if a charge had been calculated under SFAS 123 "Accounting for Stock-Based Compensation" is given in note 9c. (ii) Under IFRS, the Group does not capitalise interest. Under US GAAP, the estimated amount of interest incurred on capital projects is included in fixed assets and depreciated over the lives of the related assets. (iii) In 2000 and 2001, the Group concluded a number of infrastructure sales in the form of 20-year indefeasible rights-of-use ("IRUs"). Under IFRS, these transactions were accounted for as outright sales. Under US GAAP, these transactions are treated as 20-year operating leases. (iv) The Group has received warrants from certain suppliers. Under IFRS, these warrants are carried at fair value, and subsequent changes in fair value are reflected in reserves. Under US GAAP, these warrants are also recorded at fair value, but subsequent changes are reflected in the profit and loss account. (v) During 2002, the Group recorded a charge in respect of the impairment of goodwill, other intangible assets, network and non-network assets. Under IFRS, being the grandfathered UK GAAP position, this charge was GBP551.0 million. Under US GAAP, the charge was GBP443.8 million. The assets which were impaired under IFRS but not impaired under US GAAP continue to be depreciated under US GAAP. (vi) The Group acquired ImagiNet in July 1998, with the purchase consideration including deferred shares and payments. On transition to IFRS, the ImagiNet goodwill was frozen at its amortised value on 1 January 2004 and it is now subject to an annual impairment test. This goodwill includes the deferred shares and payments which were included in the calculation of the purchase consideration. Under US GAAP, this goodwill was amortised until 31 December 2001 and after this date amortisation ceased and the goodwill is now tested annually for impairment. The deferred shares and payments were excluded from the purchase consideration under US GAAP and were recognised as compensation expense in the profit and loss accounts over the periods in which the payments vested. (vii) The Group has issued convertible debt. Under IFRS, this debt has been split between the element which relates to debt and the element which is deemed to relate to conversion rights. The element which relates to the conversion rights is classified in equity. Additionally, the interest charge is increased to equal the interest charge on equivalent debt which does not have conversion rights. Under US GAAP, the whole liability is included within creditors, and the interest charge equals the coupon rate plus accretion. Under IFRS, upon early redemption of debt it is necessary to allocate the cost of redemption between the element which relates to debt and the element which relates to equity. The cost allocated to the debt is equal to the fair value of the debt at the time of the redemption. The difference between the cost of redemption and the fair value of the debt is taken to the profit and loss account. The difference between the cost of redemption and the cost allocated to debt (ie fair value of the debt) is allocated to the equity element and taken to the convertible debt reserve. Under IFRS, the profit or loss on redemption is the difference between the cost of redemption and the carrying value of debt which is included in creditors. (viii)The Group operates a number of employee share schemes on which it incurs employer payroll taxes. Under IFRS, the cost of employer payroll taxes is recognised over the period from the date of grant to the end of the performance period. Under US GAAP, the cost is recognised when the tax obligation arises. c. Effects of conforming to U.S. GAAP - stock options As permitted by SFAS No.123, "Accounting for Stock-Based Compensation", the Group elected not to adopt the recognition provisions of the standard and to continue to apply the provisions of Accounting Principles Board Opinion No.25, "Accounting for Stock Issued to Employees," in accounting for its stock options and awards. Had compensation expense for stock options and awards been determined in accordance with SFAS No.123, the Group's loss for the three and six months ended 30 June 2005 would have been GBP26.7 million ($47.9 million) and GBP61.4 million ($110.1 million).

Strategic Markets comprises Austria, Belgium, Denmark, Ireland, Italy, Netherlands, Portugal, Spain, Sweden and Switzerland. Customers represent the number of customers who purchase network and data solutions products. VGEs are the comparable number of voice circuits, of 64 kilobites per second, each approximately equivalent in capacity to the non-switched circuit being measured. Headcount comprises active employees excluding temporary and contract workers. Certain comparative figures for customer numbers for Germany and Strategic Markets have been restated due to changes in customer classifications. Forward Looking Statements This report contains "forward looking statements" including statements concerning plans, future events or performance and underlying assumptions and other statements which are other than statements of historical fact. COLT Telecom Group plc wishes to caution readers that any such forward looking statements are not guarantees of future performance and certain important factors could in the future affect the Group's actual results and could cause the Group's actual results for future periods to differ materially from those expressed in any forward looking statement made by or on behalf of the Group. These include, among others, the following: (i) any adverse change in the laws, regulations and policies governing the ownership of telecommunications licenses, (ii) the ability of the Group to expand and develop its networks in new markets, (iii) the Group's ability to manage its growth, (iv) the nature of the competition that the Group will encounter and (v) unforeseen operational or technical problems. The Group undertakes no obligation to release publicly the results of any revision to these forward looking statements that may be made to reflect errors or circumstances that occur after the date hereof. Enquiries: COLT Telecom Group plc Luke Glass Director Corporate Communications Email: luke.glass@colt.net Tel: +44 (0) 20 7390 3681 Gill Maclean Head of Corporate Communications Email: gill.maclean@colt.net Tel: +44 (0) 20 7863 5314 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form-6K to be signed on its behalf by undersigned, thereunto duly authorized. Date: 21 July, 2005 COLT Telecom Group plc By: ___Jane Forrest___ Jane Forrest Company Secretary

COLT TELECOM GROUP PLC 6-K