Respective responsibilities of Directors and Auditors
The Directors’ responsibilities for preparing the
Annual Report and the accounts in accordance
with applicable United Kingdom law and
accounting standards are set out in the
Statement of Directors’ Responsibilities. The
Directors are also responsible for preparing the
Directors’ Remuneration Report.
Our responsibility is to audit the accounts and
the auditable part of the Directors’ Remuneration
Report in accordance with relevant legal and
regulatory requirements and United Kingdom
Auditing Standards issued by the Auditing
Practices Board. This report, including the
opinion, has been prepared for and only for the
Company’s members as a body in accordance
with Section 235 of the Companies Act 1985
and for no other purpose. We do not, in giving
this opinion, accept or assume responsibility for
any other purpose or to any other person to
whom this report is shown or into whose hands
it may come save where expressly agreed by
our prior consent in writing.
We report to you our opinion as to whether the
accounts give a true and fair view and whether
the accounts and the auditable part of the
Directors’ Remuneration Report have been
properly prepared in accordance with the
Companies Act 1985. We also report to you if,
in our opinion, the Directors’ Report is not consistent with the accounts, if the Company
has not kept proper accounting records, if we
have not received all the information and
explanations we require for our audit, or if
information specified by law regarding Directors’
remuneration and transactions is not disclosed.
We read the other information contained in the
Annual Report and consider the implications for
our report if we become aware of any apparent
misstatements or material inconsistencies with
the accounts. The other information comprises
only the items listed in the contents section of
the Annual Report, excluding the 2004 audited
accounts and the auditable part of the Directors’
Remuneration Report.
We review whether the corporate governance
statement reflects the Company’s compliance
with the seven provisions of the Combined Code,
issued in June 1998, specified for our review
by the Listing Rules of the Financial Services
Authority, and we report if it does not. We are
not required to consider whether the Board’s
statements on internal control cover all risks
and controls, or to form an opinion on the
effectiveness of the Group’s corporate
governance procedures or its risk and control
procedures.
Basis of audit opinion
We conducted our audit in accordance with
auditing standards issued by the Auditing
Practices Board. An audit includes examination,
on a test basis, of evidence relevant to the
amounts and disclosures in the accounts and
the auditable part of the Directors’ Remuneration
Report. It also includes an assessment of the
significant estimates and judgements made by
the Directors in the preparation of the accounts,
and of whether the accounting policies are
appropriate to the Company’s circumstances,
consistently applied and adequately disclosed.
We planned and performed our audit so as to
obtain all the information and explanations which
we considered necessary in order to provide us
with sufficient evidence to give reasonable
assurance that the accounts and the auditable
part of the Directors’ Remuneration Report are
free from material misstatement, whether caused
by fraud or other irregularity or error. In forming
our opinion we also evaluated the overall
adequacy of the presentation of information
in the accounts.
Opinion
In our opinion the accounts give a true and fair
view of the state of affairs of the Company and
the Group at 31 March 2004 and of the profit
and cash flows of the Group for the year then
ended and have been properly prepared in
accordance with the Companies Act 1985;
and those parts of the Directors’ Remuneration
Report required by Part 3 of Schedule 7A to
the Companies Act 1985 have been properly
prepared in accordance with the Companies
Act 1985.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
London
19 May 2004
Notes
(a) The maintenance and integrity of the National Grid Transco website is the responsibility of the directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial statements since they were initially presented on the website.
(b) Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

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