Operating and Financial Review and Prospects - - - 68 Ahold Annual Report 2003 Operating and Financial Review and Prospects foodservice operations in 2002 compared to 2001 was mainly attributable to decreased net sales and higher operating expenses as discussed above. There was no impairment of goodwill for the Deli XL foodservice operations in 2002 or 2001. Other activities 2003 Other activities include operations of three real estate companies which acquire, develop and manage store locations in Europe and the U.S. and corporate overhead costs of the Ahold parent company. Operating loss in other activities in 2003 amounted to EUR 194 million, against a loss of EUR 367 million in 2002. This improvement is primarily the result of the loss on related party default guarantee recorded in 2002 as a result of the default by VRH on debt that we had guaranteed of EUR 372 million. The higher corporate costs in the 2003 period were mainly caused by the significant costs incurred in connection with the forensic accounting and legal investigations that have been conducted, ongoing litigation and ongoing government and regulatory investigations, as well as higher audit fees in connection with the audit of our 2002 financial statements, of approximately EUR 130 million. Furthermore, corporate costs in 2003 increased by EUR 45 million as a result of additional additions to our provision for self-insurance. Gains from the sale of real estate included in the other segment are at the same level in 2003 compared to 2002. 2002 The operating loss for the other activities segment was EUR 367 million in 2002 compared to operating income of EUR 75 million in 2001. As discussed above, the 2002 operating loss was caused by an loss of EUR 372 million that resulted from the default by VRH on certain indebtedness, which resulted in our parent company having to purchase, or cause to be purchased, substantially all of VRH's shares in DAIH and to repurchase, or cause to be purchased, certain of VRH's indebtedness. For additional information about the transaction with VRH, please see "Significant Factors Affecting Results of Operations in 2003 and 2002 - Loss on Related Party Default Guarantee" above and Note 9 to our consolidated financial statements included in this annual report. Share in income (loss) of joint ventures and equity investees The following table sets out, for the periods indicated, the net sales and store count of our joint ventures in Europe and South America, which were not consolidated for all or part of 2003, 2002 and 2001. In addition, we have a number of equity investees, the primary being Luis Paez. As of and for the year-ended 2003 2002 2001 Net Store Net Store Net Store sales count sales count sales count (in EUR (in EUR (in EUR millions) millions) millions) ICA1 7,893 2,793 7,742 2,937 7,010 2,991 JMR 1,598 217 1,540 198 1,562 198 DAIH2 - - 616 - 2,914 354 CARHCO3 1,613 332 1,595 289 712 144 Total Unconsolidated Joint Ventures 11,104 3,342 11,493 3,424 12,198 3,687 1 Some of the stores serviced by ICA are retailer-owned. 2 Includes DAIH for periods in 2002 and 2001 in which it was not consolidated in our financial statements. 3 The results in 2002 and 2001 reflect the results of Paiz Ahold. In January 2002, Paiz Ahold entered into a new joint venture with CSU International, forming CARHCO. As discussed above, in addition to our consolidated subsidiaries, we also have interests in retail trade operations through our joint ventures. The income or losses generated by our joint ventures are included in our share in income (loss) of joint ventures and equity investees. As of year-end 2003, we had interests in three significant entities that we accounted for as unconsolidated joint ventures. These three joint ventures are ICA, JMR and CARHCO. Paiz Ahold, the 50/50 joint venture between us and the Paiz family, joined with CSU International in January 2002 to form CARHCO. Paiz Ahold owns a 66%% interest in CARHCO. In our results for 2001, we accounted for DAIH as unconsolidated joint venture for the periods prior to obtaining a majority of the voting power. In the second quarter of 2002, we began consolidating Disco in our financial statements as a result of acquiring a direct equity interest in Disco in consideration for capitalizing intercompany loans we had directly made to Disco. DAIH was accounted for using the equity method of accounting until June 2002. DAIH and Santa Isabel were consolidated as of July 2002 in connection with our purchase of the shares of capital stock of DAIH from our former joint venture partner VRH. For additional information about the transaction with VRH, please see "Significant Factors Affecting Results of Operations in 2003 and 2002 - Loss on Related Party Default Guarantee" above and Note 9 to our consolidated financial statements included in this annual report. For additional information about the changes in consolidation of certain of our current or former joint ventures, please see "Events in 2003" above. Significant unconsolidated joint ventures and equity investees Date of formation Consolidated since Our ownership interest as of fiscal year-end 2003 ICA April 2000 50% JMR Jan. 1992 49% Paiz Ahold(1) Dec. 1999 50% DAIH(2) Jan. 1998 July 2002 100% Bomprefo 1996 July 2000 100% 1 In January 2002, Paiz Ahold formed CARHCO, a new joint venture, with CSU International. Paiz Ahold owns a 662/3% interest in CARHCO. 2 DAIH is a holding company of Disco and had owned a controlling stake in Santa Isabel until it was sold during 2003. Disco was consolidated since the second quarter of2002 and Santa Isabel was consolidated since the third quarter of 2002.

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