pub/restaurant, The Royal Gazette can reveal.

Although Mr. Ferris is still officially general manager, he is not involved in the day-to-day operations of the business, according to several sources.

The change is the culmination of Mr. Ferris' deteriorating relationship with 40 percent shareholder Mr. Andy Allan, said one source.

Management and the major shareholders in Long Botham Boats Company, which owns Henry VIII, have said that Mr. Ferris is still in charge.

But they and other employees have given conflicting statements about the nature of his current role.

A few weeks ago, Mr. Allan said: "Mr. Ferris has not left and has no intentions of leaving.'' But two days ago, an employee who answered the phone at the restaurant said: "He's just a shareholder now. He no longer has an active role in the business.'' And the man himself, who did not return phone calls yesterday, gave seemingly cryptic answers last week which have fuelled speculation.

He told the Royal Gazette : "I've not left at this point in time. I'm still employed by them.

"It's hard to say if I'm leaving at this point. Andy Allan and myself are running the company on a day-to-day basis. I have several options.

"There's some rumours floating around that I'm leaving but I've not exercised those options. It's hard to tell if I will be leaving or if I'm considering leaving.'' Mr. Ferris added that he had been suffering from a slipped disc but said that he was back at work.

However, the next day, employees at the Henry VII repeated previous claims that he was "on holiday''.

It is believed Mr. Ferris is negotiating a settlement and possibly the sale of some or all of his shares before his departure is finalised.

One source said yesterday: "There's no doubt that Mr. Ferris has left. It is being kept quiet, though, and the official line is that he has a back injury which is preventing him from working.'' The veil of secrecy and confusion over Mr. Ferris' future has angered several new Long Botham investors who took part in the recent $637,500 public offering of 15 percent of the company's shares.

Some shareholders, who are among 134 new investors, are furious that the man has been a driving force behind the Henry VIII's profits appears to be no longer at the helm.

Investor Mr. Mike Shaw said: "When a key figure like him is leaving you want to know about it beforehand and not after the fact.

"I probably wouldn't have bought any shares in all honesty if I had known about this.

"By giving my money to the firm, I was placing faith in the man and the management team which I have known to have done such a good job for the last 14 years or so.'' Other shareholders, who did not want to be named, were also surprised at the news.

"As an investor, this piece of information is obviously something I would have liked to have known before I invested. It should have been included in the prospectus,'' said one.

If Mr. Ferris had given up his role before the share offering, or was even seriously contemplating doing so, details should have been released to the public.

Mr. Robert Anthony, an attorney for the US Securities and Exchange Commission, said: "In the US, a prospectus has to give a full and fair disclosure of all the material facts necessary for an investor to make an informed decision.'' However, nothing was disclosed in Long Botham's prospectus, which was issued by the offering's underwriter First Bermuda Securities.

FBS president Mr. Jeff Conyers said his firm was not aware of any changes to Mr. Ferris' role in Henry VIII.

"If we had been aware, it would have been in the prospectus,'' he said. "If he had plans to leave before the prospectus was issued I would be concerned. I will investigate it.

"If an investor is concerned, they can address their concerns with me.'' Even if it is true, Mr. Conyers played down the importance to the business of Mr.

Ferris, whom he said he had never met.

"There are other general managers who can do the job,'' he added. But many people regard Mr. Ferris as being the driving force behind the restaurant for over a decade, saying that Mr. Allan was more a "hands-off shareholder''.

Henry VIII is one of the most successful restaurants on the Island and made a profit for fiscal 1992 of $660,000 on sales of $4.1 million.

The prospectus, which was the first produced by FBS, has come under fire from some businessmen for being "too much like an advert''.

One of the Island's top international businessmen, who did not want to be named, said: "The picture it painted was too pretty. The downside of the business was grossly understated.

"If they want the business community to take these offerings seriously, they really ought to produce more balanced prospectuses.'' Some people thought that more information should have been included about entertainer Mr. Jimmy Keys, who is considered to be the jewel in the crown of the restaurant.

Mr. Keys is given only one fleeting mention in the prospectus and no details of his contract, including its length, are disclosed in the prospectus.

As it turns out, Mr. Keys is on a one-year contract.

Mr. Conyers said: "If people thought it was too optimistic they shouldn't have bothered buying shares. I think it's a very up-front prospectus.''