Ocean Wilsons Holdings Limited - Preliminary Announcement

Hamilton, Bermuda, May 1, 2006 -- Chairman's Statement.
I am pleased to report that the Group's performance in 2005 was in line with our expectations delivering another good performance. Revenue increased in all the Group's core businesses although margins were adversely impacted by the appreciation of the Brazilian Real (R$).  The Group maintained its position as the leading supplier of maritime services in Brazil.

Results: In 2005 Group revenue increased by 31% to US$285.2 million (2004: US$217.7 million) although operating profit decreased 6% at US$33.5 million (2004: US$35.8 million). Increased investment revenues to US$14.2 million (2004: US$10.4 million) were the main factor in profit before taxation improving by 3% to US$49.5 million (2004: US$48.2 million). Earnings per share improved 4.2 cents to 93.6 cents  (2004: 89.4 cents). 

Brazil: The Brazilian economy grew by around 2.3% in 2005, lower than expected at the beginning of the year.

Brazil's external accounts have improved considerably in 2005:

-                      Trade surplus reached US$44.8 billion;

-                      Accumulated net foreign exchange reserves at US$61 billion;

-                      Prepaid debt to IMF;

-                      Retired remaining Brady Bonds;

-                      Brazil risk premium had fallen to 311 basis points by year end and since dropped further;

-                      Strength of Brazilian Real against US dollar

Unfortunately the strength of Brazil's external position has not been matched by the internal accounts.  Government expenditures increased especially with "Bolsa Familia", minimum wage and other social programs.

Domestic interest rates, after rising to 19.75% p.a., dropped by the year end and continued this trend during the first quarter of 2006 falling to 16.50% p.a..  However, further significant reductions will depend on important pending structural reforms, in areas such as social security, labour and tax which are regrettably unlikely to be approved by Congress in this electoral year.

Exchange rates: The Brazilian Real appreciated 12% against the US Dollar from R$2.66 at 1 January 2005 to R$2.34 at the year-end. The appreciation of the Brazilian Real against the US Dollar generated a net exchange gain of US$5.4 million (2004: US$3.5 million) on the Group's Real$ denominated cash balances.

Dividends: In light of the Group's continuing strong performance, the Board is recommending that the final dividend remain at 18 cents per share (2004: 18.0 cents per share) to be paid on 16 June 2006 to shareholders on the register at the close of business on 12 May 2006, making a total dividend for the year of 20.0 cents per share (2004: 20.0 cents per share).

The Group's dividends are determined in US Dollars. Shareholders receive dividends in Sterling determined by reference to the exchange rate applicable to the US Dollar on the dividend record date, except for those shareholders that elect to receive dividends in US Dollars. Shareholders electing to receive a dividend in US Dollars should write to the Company's UK transfer agent, Capita Registrars at the address set out at the end of this announcement, before the next dividend record date, 12 May 2006.

The Board's dividend policy takes into consideration all aspects of the Group's financial performance and prospects, but especially profitability and free cash flow. Shareholders should also be aware that the future value of dividend payments in Sterling terms will depend on the prevailing Sterling/US Dollar exchange rate at the relevant dividend record date.

Corporate social responsibility: The Board has adopted the fundamental principles of corporate social responsibility.  We are committed to understanding the needs and interests of all stakeholders we are involved with and are concerned for the community and environment.  We continually strive to improve our social and environmental performance, with the objective of ensuring that our activities contribute to the sustainable development of the communities in which we operate. 

Taxes: In 2005 the Group paid in excess of US$60 million (2004: US$55 million) in Brazilian income, payroll and sales taxes. 

Local employment: At the end of 2005, the Group directly employed more than 3,000 people in Brazil and created numerous employment opportunities through its suppliers and sub-contractors.

We continue to have an active and constructive relationship with the local and national trade unions in Brazil that represent our employees and negotiate wage agreements on their behalf.

Best employment practice: As part of our commitment to best employment practice, all employees and their dependents receive private medical cover at a cost of US$4.1 million (2004: US$3.0 million) to the Group.  In addition, the Group provided US$2.2 million (2004: US$1.6 million) of food assistance and spent a further US$400,000 (2004: US$309,000) on education and professional development for employees.  The Group will continue to invest in these areas.

Charitable donations: In line with our policy to support local charities the Group made charitable donations of US$163,000 (2004: US$93,000) during the year. The primary focus of the Group's charitable efforts continues to be projects helping homeless children and adolescents. The Group continued its support of Casa Jimmy and Pastoral do Menor in Rio and Casa da Crianca in Salvador.  In addition to financial support, the Group encourages employees to participate in social initiatives of this nature.

International Financial Reporting Standards: The financial information contained in this report, including all comparatives, has been prepared in accordance with International Financial Reporting Standards ("IFRS"). Further details are given in the IFRS interim restatement available on the Company's website and released to the London and Bermuda stock exchanges. The Group published financial information in accordance with IFRS for the year ended 31 December 2004 on the 10 October 2005. The change to IFRS has had a significant impact on the Group's accounts and I encourage all shareholders to read the details contained in these news releases.

Management and staff: On behalf of your Board, I would like to thank our management and staff for their hard work and loyalty during the year. The Group's performance in a competitive market is a credit to our people who have delivered a first class service. We will continue to invest in their future through training and incentive programmes.

Strategy: In September 2005 the Board of Ocean Wilsons Holdings Limited announced that it had concluded the review of its strategic options in relation to the Company's Brazilian operations and had decided to continue to remain focused on its current operations and to invest in their future development.

The acquisition of a further 33% equity interest in Tecon Rio Grande S.A. announced in August 2005 for R$55.5 million (approximately US$23.2 million) is consistent with the Board's strategy and strengthens the Company's position in the growing container terminal market in Brazil.  In the 2004 Group accounts, Tecon Rio Grande was consolidated 100% with a 33% minority interest.

The Board believes that the strength of our Brazilian business continues to present exciting opportunities for future growth and remains committed to creating long term value for shareholders.

Outlook: The Group continues to grow and establish strong positions in a range of markets.  We will continue to invest in our core businesses and the Group remains well positioned to benefit from any further upturn in Brazilian trade.

Civil works for the expansion of the Tecon Rio Grande container terminal will begin in the second quarter of 2006. This is later than originally stated in last year's annual report due to the acquisition of the minority interest in Tecon RG in August 2005. Two new Portainers are currently being assembled at the terminal and are forecast to begin operation in July 2006.

The outlook for the oil and gas offshore business remains positive and the Group is actively pursuing further opportunities in this area through participation in new tenders as they arise.

One of the challenges facing management is the need to maintain margins in face of a strengthening Brazilian currency.  Management remains committed to reducing costs and improving tariffs where possible to ensure the continuing profitability of the Group.

J. F. Gouvêa Vieira

Chairman