P&O  Princess  Cruises today announced the acquisition of  the  former
Renaissance vessels, R3 and R4, which will join its North American and
Australian fleets.

The 684 lower berth vessels, which originally entered service in 1999,
will  be  acquired  through  a lease purchase  structure  at  a  total
combined capital cost for the two ships of approximately $150 million.
Under  the  terms  of the acquisition contracts, the two  vessels  are
contracted to be deployed in the Pacific Ocean region for at least the
first two years of their operation by P&O Princess. R4, which will  be
renamed  Tahitian Princess, is expected to continue to be deployed  in
French Polynesia for a further three years.

The  ships  have  a  similar design to the other vessels  in  the  P&O
Princess fleet with over two thirds of the cabins on each ship  having
balconies, and with the ships incorporating a wide variety  of  dining
alternatives.   The  P&O  Princess fleet will continue  to  include  a
choice of small, medium-sized and large vessels appealing to the  full
range of consumer tastes in the countries where the Group operates.

Tahitian Princess will sail year round in French Polynesia, as part of
our  Princess  Cruises fleet, offering new itineraries  to  our  North
American customers. Her homeport will be Papeete, Tahiti.

R3  will  be  renamed  Pacific Princess and will operate  on  a  split
deployment  divided  between  Princess  Cruises  and  P&O  Cruises  in
Australia.   For the six months of the year that she is  part  of  the
Princess  fleet,  she  will offer itineraries throughout  the  Pacific
region  and  French Polynesia.  For the other half  of  the  year  the
ship's  homeport will be Sydney and she will offer premium cruises  to
Australians  under  the  P&O Cruises Australia  brand  to  French  New
Caledonia and elsewhere in the South Pacific.

With  the addition of the Pacific Princess to the contemporary product
delivered  by the Pacific Sky, P&O Cruises in Australia will  increase
its  capacity  by 30% and provide products designed to appeal  to  the
full range of Australian consumer tastes.

Peter Ratcliffe, Chief Executive of P&O Princess Cruises commented:

"Our  strong global reach and our increasingly modern fleet  gives  us
the  flexibility to deploy our ships strategically. Operating one ship
for  half the year under our Princess brand and for the other half  of
the  year under our P&O Cruises Australia brand enables us to  operate
in  the peak summer period year round, selling across the northern and
the southern hemispheres.

These two small ships, acquired at a very effective capital cost,  are
ideal  for Princess' destination trades and will complement our modern
fleet  of  larger  vessels.   The  new ships  will  deliver  Princess'
signature  product  of "personal choice cruising",  with  a  range  of
dining  options  and the high proportion of balcony  cabins  that  our
customers have come to expect.

At  the  same time, we are able to expand and broaden our presence  in
the  Australian  market, with a new premium product to complement  the
successful Pacific Sky programme.

We  are  delighted to have the opportunity to acquire these ships  and
look  forward to expanding the tourism market in French Polynesia  and
in the other developing countries in the Pacific region."

                               - Ends -

P&O Princess
+44 (0)7730  732 015
Caroline Keppel-Palmer

Sophie Fitton
+44 (0) 20 74045959

Notes to Editors
R3  and R4 each have a gross tonnage of 30,277 grt and a top speed  of
19.5  knots.  They both have 684 lower berths and were built in  1999.
They  are  two  of  the  eight  sister ships  previously  operated  by
Renaissance  Cruises.  In March 2002, P&O Princess  Cruises  announced
that it entered into an agreement to charter R8, which will be renamed
Minerva II, to operate under its UK discovery brand, Swan Hellenic.
The  two  ships are owned by French investors and had been  leased  to
Renaissance   Cruises.   P&O  Princess  will  lease  the   ships   for
approximately two years, from the fourth quarter of 2002.  At the  end
of  the lease period, P&O Princess will purchase the two ships  for  a
fixed  price.   The  ships will be accounted  for  on  balance  sheet,
together  with  the associated lease and purchase  liability.   It  is
expected that the two ships will be capitalised in P&O Princess' books
at  a combined value of around $150 million, giving a capital cost  of
$110,000 per berth.

Princess Cruises
Princess  Cruises,  one  of the best known  names  in  North  American
cruising,  operates a fleet of ten ships deployed  on  many  different
itineraries  calling at more than 180 ports worldwide.  Cruises  range
from  7  to 32 days in length to destinations including the Caribbean,
Alaska,  Europe,  the Panama Canal, Mexico, the South  Pacific,  South
America, Hawaii, Asia, Canada, New England and Bermuda.

P&O Cruises Australia
P&O  Cruises  Australia offers cruises of between seven  and  fourteen
nights  from  Sydney to Vanuatu, New Caledonia, Fiji and New  Zealand.
Its  vessel, Pacific Sky, is the biggest cruise ship to sail the South
Pacific year round.

P&O Princess
P&O  Princess  Cruises plc is a leading international  cruise  company
with  some of the strongest cruising brand names: Princess Cruises  in
North America; P&O Cruises, Swan Hellenic and Ocean Village in the UK;
AIDA and A'ROSA in Germany; and P&O Cruises in Australia.  In addition
to  the above two vessels, the current complement of 19 ships and  two
riverboats offering 31,130 berths is set to grow in the next two years
with  six  new  ocean cruise ships and one riverboat  on  order.   P&O
Princess  Cruises  has  approximately 20,000 employees  worldwide  and
carried  over one million passengers in 2001, generating a revenue  of
approximately    $2.5   billion   (approximately   GBP1.7    billion).
Headquartered  in  London, P&O Princess Cruises' ordinary  shares  are
quoted on the London Stock Exchange and as ADSs on the New York  Stock
Exchange (under the symbol "POC").