Status of Mannheimer AG Holding
Mannheimer AG Holding is expecting an annual loss of just under EUR 200 million for the 2003 financial year, by which the company's assets will be reduced to less than half of the share capital. As of December 31, 2003 Mannheimer AG Holding will not meet the group solvency requirements imposed by the insurance supervisors.

At an extraordinary shareholders' meeting expected to be held on March 3, 2004, the management board of Mannheimer AG Holding will declare a loss totalling half of its share capital. At the same time, the management and supervisory boards will propose that the shareholders agree to a comprehensive re-structuring plan.

The existing high capital requirement has lead the supervisory and management boards of Mannheimer AG Holding to believe that it is only possible to restructure the Mannheimer Group with the assistance of a financially strong majority shareholder. The UNIQA Group Austria is capable of fulfilling these expectations as a partner who is willing to provide the funds required for the restructuring program.

Mannheimer AG Holding Restructuring Plan
In a first step, the nominal share capital of Mannheimer AG Holding will be decreased from currently EUR 25,804,800 by EUR 15,724,800 to EUR 10,080,000. Subsequently, the cash capital will be increased - whilst excluding the shareholders' subscription rights - to a nominal of EUR 53,000,000 at a subscription price of EUR 1.50 for each share issued. This increase will provide the company with new share capital of EUR 79.5 million.

The new shares will be exclusively subscribed by the UNIQA Group, Austria's largest insurance group. This entrepreneurial contribution will provide UNIQA Group Austria with a 87.16%-majority in the shares of Mannheimer AG Holding. The German Federal Institute for Financial Services Supervision (BaFin) with their decision dated 19^th December 2003 have released UNIQA from its obligation to publish and provide a compulsory proposal to the other Mannheimer AG Holding shareholders, because the intended takeover by UNIQA serves the purposes of restructuring Mannheimer AG Holding.

Mannheimer AG Holding will partly repay the loan granted to it by Protektor Lebensversicherungs-AG for the previous transfer of the insurance stock held by Mannheimer Lebensversicherungs AG through a compensation of EUR 25 million. In return, Protektor Lebensversicherungs-AG will surrender their rights to the remainder of the loan. The corresponding agreement with Protektor is linked to the condition that UNIQA achieves over 75% of the voting rights and share capital of Mannheimer AG Holding and that the free, unencumbered funds are sufficient to meet the requirements of the insurance supervisory law on  equity, both at the level of the individual insurance companies in the Mannheimer Group and of the Mannheimer AG Holding on a consolidated basis. Therefore, the restructuring concept requires the agreement of the shareholder's meeting to the capital issues.

The official invitation to the Mannheimer AG Holding shareholders' meeting including the management board's report will be sent to the parties concerned at the start of January 2004.

The increase of UNIQA’s stake in Mannheimer AG Holding as described in this press release is subject to the authorization of the regulators and relevant antitrust commissions.