Interim Results for the six months ended 30 June 2006

RPS Group Plc (“RPS” or “the Group”) today announces record results for the six months ended 30 June 2006 with profit before tax up 56% and earnings per share up 45%.

HIGHLIGHTS

• another period of strong trading, extending skills and building geographical position;
• improvement in Group operating margins;
• continued growth in Energy driven by strong demand and bolt on acquisitions;
• property development and infrastructure spend running at high levels supporting Planning and Development growth in UK, Ireland and Australia;
• Environmental Management built well on its good performance in 2006;
• growing awareness of climate change beginning to be reflected in revenue opportunities; MetOcean acquisition will support future development in this market;
• strong balance sheet maintained;
• encouraging outlook including opportunities to develop further the international reach of the Group.

^{1. before amortisation of acquired intangible assets of £0.2m (2006: nil).}

Brook Land, Chairman, commenting on the results, said:

The Board is encouraged by progress so far this year and remains confident about prospects for the full year. Our Energy business has continued its strong growth. Opportunities in the UK and Ireland for Planning and Development remain good. We continue to make encouraging progress in this sector in Australia. Within Environmental Management our water and nuclear safety activities have performed well and our business in the Netherlands looks likely to benefit from the continued improvement in the economy.

The Group has begun to secure work derived from increasing concerns related to climate change. The announcement yesterday (6 August) of the acquisition of MetOcean, for a maximum consideration of A$33.3 million (£14 million), confirms the wide ranging nature of the climate change opportunity for RPS.

7 August 2007

RPS is an international consultancy providing advice upon the development of natural resources, land and property, the management of the environment and the health and safety of people. We trade in the UK, Ireland, the Netherlands, Poland, USA, Canada and Australia and undertake projects in many other parts of the world. The Group is a constituent of both the FTSE250 and FTSE4Good indices.

In order to assist in the reduction in the greenhouse gas emissions necessary to slow and eventually reverse global warming the staff of RPS have set themselves the task of reducing energy consumption by 5% each year using 2007 as the base. If successful we will halve our (per capita) energy use by 2020.

Board Commentary

RPS continues to perform strongly. The buoyant nature of the markets in which we operate and the successful implementation of our growth strategy has enabled us to maintain our trading momentum and confidence about future prospects.

Results

Profit before tax and amortisation was £21.6 million (2006: £15.9 million). Basic earnings per share (before amortisation) were 7.31 pence (2006: 5.54 pence). The Group had net bank debt of £27.4 million at 30 June (2006: £21.5 million).

Dividend The Board has increased the interim dividend by 15% to 1.52 pence (2006: 1.32 pence). This will be paid on 26 October 2007 to shareholders on the register on 28 September 2007.

Business Review

Strategy
The Group seeks to ensure continuous improvement in the range and quality of its services and financial performance by:

• operating in markets where we can add value to our clients’ activities;
• endeavouring to achieve leadership in those markets; and
• making acquisitions of quality businesses in order to extend our expertise and geographical presence.

One of the strengths of the Group over the last 3 decades has been identifying important market opportunities and responding decisively to them. Our investment in the Energy sector since September 2003, where we have built a world leading business, has been a good example of this.

We have in recent months positioned ourselves to ensure that we take full advantage of the opportunities offered by the fast developing awareness of global warming. In consequence, we are beginning to secure new revenues.

For example, securing the permissions, licenses and consents which enable the construction of capital projects now requires an understanding of the likely greenhouse gas emissions of proposed schemes. Developers need to plan in a way that reduces these emissions through appropriate site selection and layout, building design, transport arrangements and energy supply. Once constructed, there is greater focus upon the environmental and energy management and monitoring of facilities and the health and wellbeing of people.

These trends play to the strengths of our Planning and Development and Environmental Management businesses and complement our work in the Energy sector for oil and gas and renewable energy producers. We have, therefore, made it a strategic objective to ensure that RPS is considered an advisor of choice in respect of climate change issues.

The Board is confident that this strategy and our ability to implement it will continue to offer our staff rewarding careers whilst delivering growth and good returns for our shareholders.

Business Review

Planning and Development

^{* before amortisation of acquired intangibles}

We remain leaders in this market in the UK, Ireland and Western Australia operating for blue chip clients in the public and private sectors.

In the UK our ability to advise upon the full range of issues relevant to the development of sustainable communities and secure planning permission for large complex schemes remains attractive to clients. In consequence, we continue to work on some of the UK's largest regeneration projects, in London and elsewhere. We are also involved in the transport, waste and minerals sectors, in which securing planning permission has become increasingly complex. Large planning projects run for many years; despite Government attempts to make the decision making process more efficient, this will remain the case, thereby providing long term base load work for our business.

Burks Green was acquired in July 2006 and performed well in the first half of the year. It provides architectural and engineering advice to the industrial and logistics sector and strengthened our capabilities in this market significantly. Its growing base in Poland provides us with exposure to this expanding market in Eastern Europe. The Planning and Energy White papers published recently by the UK Government put in place a framework to bring forward more transport and energy infrastructure schemes. We are likely to benefit from this.

Our activities in Australia continue to flourish. The long term potential of this market and the success of acquisitions made to date encourage further investment in this fast growing economy.

The Irish Government, supported by strong public finances, continues to invest in ambitious plans for infrastructure development, through its new National Development Plan 2007-2015. We benefit from this investment in both a traditional consultancy role and also as promoting authorities increasingly use partnership arrangements. Our work in the private sector in Ireland also remains buoyant.

Energy

^{* before amortisation of acquired intangibles}

Providing energy supplies is a complex, long term activity and the strength and depth of our business is proving to be a valuable resource for our clients.

The success of our Energy business in 2006 continued into the first half of 2007 and strong market fundamentals indicate that this should be maintained. The requirement that oil and gas exploration and production companies have for our support continues to grow. This reflects both buoyant market conditions and our position as a world leading provider of consultancy in this sector. Despite the need to curb carbon emissions from burning fossil fuels it seems inevitable that the use of oil and gas will increase significantly in coming decades. Future reserves are likely to be found in challenging locations, thereby increasing the long term need for our services.

Since the beginning of the year we have completed three acquisitions in this business for a total maximum consideration of £10.8 million: APA based in Canada (1 February), SARP in Australia (15 March) and Geocon in the UK (29 March). Whilst based on 3 different continents, these businesses all operate internationally and reinforce the momentum and reputation we already have in this international marketplace.

Our reputation within the financial community in respect of the evaluation of oil and gas reserves and asset valuation has continued to grow. The oil and gas companies themselves value the breadth and depth of our expertise, including our environmental and health and safety expertise. Skilled staff have been and will remain in short supply, but our leading position in this market has enabled us to operate successful recruitment and retention strategies, whilst also improving our margins.

The growing controversy around a number of UK wind farm schemes illustrates the complexity involved in securing approval for low carbon generation energy supply schemes both onshore and offshore. We are well positioned to assist our clients achieve the necessary permissions, licences and consent for all such facilities, including new-build nuclear power stations.

Environmental Management

Our Environmental Management business had another successful period, contributing in an important way to the Group’s performance as a whole.

This segment of the Group now includes the UK environmental sciences activity formerly in Planning & Development, as well as the nuclear safety activities formerly in Energy. Both these business areas performed well in the first half.

Our business servicing the UK water industry has also progressed well. We are working on significant commissions for the majority of the water companies. RPS's specific strengths in the water industry coupled with our environmental credentials position us well to help with problems created by water shortages and legislation seeking to improve water quality. The UK market in health & safety consultancy has remained strong, driven by increasing awareness of the importance of managing these matters more carefully. The economy in the Netherlands continues to improve enabling our business to grow.

MetOcean, the acquisition of which was announced on 6 August, represents our first investment in Environmental Management in Australia. It provides oceanographic and meteorological consultancy services to the oil and gas, minerals and shipping industries, as well as to Government agencies with an interest in marine activity.

Funding

Our balance sheet remains strong. Net debt at 30 June was £27.4 million, which represents a modest reduction on the position at the end of 2006. The acquisitions made in the first half of this year involved an aggregate initial cash consideration of £4.6 million. At 30 June we had maximum cash commitments in respect of deferred consideration and outstanding loan notes related to acquisitions of £7.5 million in the remainder of 2007, £5.6 million in 2008, £5.2 million in 2009 and £0.8 million in 2010.

The acquisition of Metocean was completed on 6 August, for a total maximum consideration of A$33.3 million (£14.0 million) (Note 13).

Our cash generation, in conjunction with bank facilities of £72 million and an ability to use equity in transactions, means that we are well positioned to continue our acquisition programme.

Outlook

The opportunities in all our businesses remain encouraging; the need for support by clients wanting to undertake property and infrastructure development and management remains strong, at a time when environmental regulation gets ever more stringent. There are good indications that high levels of operational activity from the oil and gas companies over the next few years will be maintained and will continue to require our skills.

The strengthening of our Energy business in Australia and North America enables us to introduce other RPS services into these countries. This provides a sound base for further development and significant long term growth potential.

The opportunity provided to us by the need to measure, manage and reduce greenhouse gases in order to mitigate global warming is already generating new revenue sources for RPS. We anticipate these will grow, underpinned by tighter regulation and legislation being enacted around the world.

The Board is encouraged by progress so far this year and remains confident about prospects for the full year.

The Board of RPS Group Plc

7 August 2007

Condensed Consolidated Interim Income Statement

Condensed Consolidated Interim Statement of Recognised Income and Expense

Consolidated Balance Sheet

Consolidated Cash Flow Statement

Notes to the Condensed Consolidated Interim Financial Statements

1. Basis of Preparation

RPS Group Plc (the “Company”) is a company domiciled in England. The consolidated interim financial statements of the Company for the six months ended 30 June 2007 comprise the Company and its subsidiaries (together referred to as the “Group”).

The interim financial statements have been prepared using accounting policies set out in the Annual Report and Accounts 2006. The Company has chosen not to adopt IAS 34 when preparing these interim statements. The interim financial statements are unaudited but have been reviewed by the Company’s auditors. The results for the year end 31 December 2006 and the balance sheet as at that date are abridged from the Company’s Annual Report and Accounts 2006 which have been delivered to the Registrar of Companies. The auditors’ report on those accounts was unqualified, did not contain references to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain a statement under Section 237(2) or (3) of the Companies Act 1985.

The interim financial statements do not constitute full accounts within the meaning of Section 240 of the Companies Act 1985. Copies of the Interim Statement will be dispatched to shareholders on 28 August 2007. Further copies can be obtained from the Company’s registered office, Centurion Court, 85 Milton Park, Abingdon, OX14 4RY and will be available on the Group’s web-site at www.rpsgroup.com.


2. Revised business segment results for the six months ended 30 June 2006

As previously announced on 28 June 2007 the segment results for Environmental Management for the six months ended 30 June 2007 include the environmental sciences business, formerly in Planning and Development, and the nuclear safety business, formerly in Energy. These changes have been made to reflect the way our activities are organised and the markets they serve. The effect of re-allocating the results of these activities on the first half of 2006 are shown below:

3. Business segment results for the six months ended 30 June 2007

The Group is organised into three main business segments:

Planning and Development – consultancy services in the UK, Ireland and Australia related to town and country planning, urban design, architecture, transport planning and highway design, environmental impact assessment and provision of water and waste utilities and energy infrastructure.

Environmental Management - consultancy services in the UK and the Netherlands related to health, safety and risk management, environmental science and the management of water services.

Energy – the provision of consultancy services on an international basis to the oil and gas and renewable energy sectors.

	Planning and Development		Environmental Management		Energy		Eliminations		Consolidated
	30 June 2007 £000’s	30 June 2006* £000’s	30 June 2007 £000’s	30 June 2006* £000’s	30 June 2007 £000’s	30 June 2006* £000’s	30 June 2007 £000’s	30 June 2006* £000’s	30 June 2007 £000’s	30 June 2006 £000’s
Segment revenue	78,547	62,996	40,909	35,687	56,585	46,478	(2,133)	(2,139)	173,908	143,022
Recharged expenses	(13,481)	(10,379)	(6,328)	(6,239)	(9,733)	(8,966)	-	-	(29,542)	(25,584)
Segment fee income	65,066	52,617	34,581	29,448	46,852	37,512	(2,133)	(2,139)	144,366	117,438
Segment result before amortisation of acquired intangibles	12,728	9,779	4,345	3,655	8,625	5,671	-	-	25,698	19,105
Amortisation of acquired intangibles	(146)	-	-	-	(60)	-	-	-	(206)	-
Segment result	12,582	9,779	4,345	3,655	8,565	5,671			25,492	19,105
Unallocated expenses									(2,468)	(1,825)
Operating profit									23,024	17,280

*Revised: see Note 2

4. Income taxes

The Group’s consolidated effective tax rate for the six months ended 30 June 2007 was 30.8% (for the year ended 31 December 2006: 30.4%; for the six months ended 30 June 2006: 30.4%).

5. Earnings per share

The calculations of earnings per share were based on the profit attributable to ordinary shareholders and a weighted average number of ordinary shares outstanding during the period as shown below:

	Six months ended 30 June 2007 £000's	Six months ended 30 June 2006 £000's	Year ended 31 Dec 2006 £000’s
Profit attributable to ordinary shareholders	14,813	11,091	24,082
Weighted average number of ordinary shares for the purposes of basic earnings per share	204,592	200,340	201,635
Effect of shares to be issued as deferred consideration	1,059	1,862	1,059
Effect of employee shares schemes	3,760	3,325	3,518
Weighted average number of ordinary shares for the purposes of diluted earnings per share	209,411	205,527	206,212
Basic earnings per share (pence)	7.24	5.54	11.94
Diluted earnings per share (pence)	7.07	5.40	11.68

The calculation of earnings per share before amortisation were based on the profit attributable to shareholders before the amortisation of acquired intangible assets and the tax thereon as shown in the table below and the weighted average number of ordinary shares during the period as shown above.

6. Property, plant and equipment

Acquisition and disposals

During the six months ended 30 June 2007, the Group acquired assets with a cost of £2,785,000 (six months to 30 June 2006: £2,064,000) which includes £328,000 acquired through business combinations (six months to 30 June 2006: £44,000). Assets with a net book value of £30,000 were disposed of during the six months ended 30 June 2007 (six months ended 30 June 2006: £699,000).

7. Acquisitions

(1) APA
On 31 January 2007 the Group acquired 100% of the issued share capital of APA Petroleum Engineering Inc, a petroleum engineering consultancy with headquarters in Calgary, Canada. Consideration paid in cash at completion was Can$3,000,000 (£1,296,000). A further Can$1,500,000 (£648,000) will be paid in cash on both the first and second anniversaries of the acquisition, provided certain operational conditions are met.

(2) SARP
On 14 March 2007 the Group acquired the business, assets and certain liabilities of Safety and Risk Practice Pty Ltd (SARP), a provider of health, safety and training services to the oil, gas and mining industries. SARP is based in Perth, Australia. Consideration paid in cash at completion was Aus$3,044,000 (£1,239,000). A further Aus$1,200,000 (£488,000) will be paid in cash on the first anniversary of the acquisition, and Aus$400,000 (£163,000) on the second anniversary provided certain operational conditions are met.

(3) Geocon
On 28 March 2007 the Group acquired 100% of the issued share capital of Geocon Group Services Ltd and the business and certain assets of Geocon International Ltd (Geocon). Geocon is a provider of consultancy services to the oil and gas industry and operates on an international basis. Consideration paid at completion comprised £1,905,000 together with 511,726 new RPS Group Plc ordinary shares priced at 310.23 pence each, valued in total at £1,588,000. A further £952,000 will be paid in cash on each of the first, second and third anniversaries of the acquisition, provided certain operational conditions are met.

8. Share Capital

9. Statement of changes in equity

10. Other Reserves

11. Dividends

The following dividends were recognised as distributions to equity holders in the period:

An interim dividend in respect of the six months ended 30 June 2007 of 1.52p per share, amounting to a total dividend of £3,144,000 was approved by the Directors of RPS Group Plc on 26 July 2007. These consolidated interim financial statements do not reflect this dividend payable

12. Note to the cash flow statement

The table below provides an analysis of borrowings, comprising cash and cash equivalents and interest bearing bank loans and finance leases, during the six months ended 30 June 2007.

13. Post balance sheet event

On 6th August 2007 the Group completed the acquisition of 100% of the issued share capital of Metocean Engineers Pty Ltd, a company based in Perth, Western Australia. The total consideration is a maximum of A$33.3 million (£14.0 million). Consideration paid at completion was A$12.0 million (£5.1 million) settled in cash together with 900,855 new RPS Group Plc shares with a total value of £3.0 million (A$7.2 million). Subject to certain operational conditions being met, a further A$5.2 million (£2.2 million) in cash will be paid on the first anniversary, A$5.3 million (£2.2 million) in cash on the second anniversary and a final payment of A$3.6 million (£1.5 million) on the third anniversary of completion.