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       T R O U B L E D   C O M P A N Y   R E P O R T E R

                   A S I A   P A C I F I C

            Tuesday, June 12, 2001, Vol. 4, No. 114


                         Headlines

A U S T R A L I A

ALLSTATE EXPLORATIONS: Appoints Administrator
ALLSTATE EXPLORATIONS: Requests Trading Halt
ALPHA HEALTHCARE: Variation Of Takeover Bid
JOYCE HEALTHCARE: Sale To Huntleigh Completed
ONE.TEL LIMITED: FlowCom Keeps One.Net
PMP LIMITED: Hunter Hall Becomes Substantial Holder
STRAITS RESOURCES: Completes Debt Restructuring
STRAITS RESOURCES: Basarah Retires As Director
STRAITS RESOURCES: Chairman Posts Progress Report
WAIVCOM WORLDWIDE: Creditors Agree On DCA


C H I N A   &   H O N G  K O N G

ARBROSS SHIP: Winding Up Petition Set For Hearing
BESTAKE LIMITED: Hearing of Winding Up Petition Set
CB-MEDIA: Winding Up Petition Slated For Hearing
DOUBLE MIND: Winding Up Petition Set For Hearing
GOODWILL BUILDING: Winding Up Petition Hearing Set
HANG TAI: Faces Winding Up Petition
HONG KONG CONSTRUCTION: Reports Trading Halt
PRICERITE GROUP: CASH Agrees To Place 35-M Shares
REGAL HOTELS: Talks With Creditors, Bondholders
TELECOM PLUS: Enters Into Supplemental Agreement


I N D O N E S I A

INDOSIAR VISUAL: Gets S-Holders' Nod To Seek Rp400-B Loan
KABELINDO MURNI: Advanced Impact, Pacific Apex Buy Stakes


J A P A N

CRAYFISH COMPANY: Breaks Ties With MCC Holdings
CRAYFISH COMPANY: Sustains H1 Net Loss Of Y4.7-B


K O R E A

HYNIX SEMICON: Talks To Sell LCD Unit Rolling On
HYUNDAI ENGINEERING: Swap Deal To Include Secured Loans
KOREA TELECOM: Unionists OK Spin-Off Of Two Units
SHINDONGBANG: Creditors OK Debt Workout


M A L A Y S I A

ARTWRIGHT HOLDINGS: Debt Workout Discussions Scheduled
AUTOWAYS HOLDINGS: Posts Additional Winding Up Details
MALAYSIAN GENERAL: Cancels Deals With PSSB
PICA CORP: In Talks With Guarantor Banks Re Debt Workout
TAJO BERHAD: Signs SPAs With Charming Vanguard


P H I L I P P I N E S

NATIONAL POWER: To Float US$500-M Bonds To Settle Debts
UNIWIDE GROUP: Asset Sale Set To Cut Debts By 70%


S I N G A P O R E

ASIA PULP: Bondholders To Take Tougher Action
GMG GLOBAL; Purchase Of Debt From Subsidiary
SPP LIMITED: Completes Capital Reduction


T H A I L A N D

NATIONAL FERTILIZER: Entering Into Credit Deal With PTT
QUALITY HOUSES: Posts Result Of Share Offering
SRIVARA REAL: Posts Process For Capital Reduction

     -  -  -  -  -  -  -  -

=================
A U S T R A L I A
=================


ALLSTATE EXPLORATIONS: Appoints Administrator
---------------------------------------------
The Boards of directors of Allstate Explorations NL and its
subsidiary companies Allstate Prospecting Pty Limited and ACN
070 164 653 Pty Limited have resolved to appoint Michael Ryan
and Tony Woodings as administrators of those companies.

The appointments followed resolutions by the Boards of directors
that, in their opinion, the companies were insolvent or were
likely to become insolvent at some future time.

Allstate's principal banker, Macquarie Bank Limited, has advised
the Company that it intends to work closely with the
administrators with a view to ensuring the continued operation
of the Beaconsfield mine. As part of this process, it is
intended that the current mine employees will continue to be
employed by Allstate Explorations NL as manager of the
Beaconsfield Mine Joint Venture.

The Company requests an immediate suspension of trading in
securities of the company, in accordance with the Listing Rules.

Please direct media enquiries to Denham Shale (Chairman of
Allstate Explorations NL): mobile +64 21 375 112. Shareholder
enquiries should be directed to Mr Mike Jefferies (a Director of
Allstate Explorations NL): mobile 0418 918 026.


ALLSTATE EXPLORATIONS: Requests Trading Halt
--------------------------------------------
Allstate Explorations NL (the Company) requested Friday that the
ASX apply a trading halt to its securities immediately.

The Company is preparing an important announcement that will
affect the Company's share price but it cannot release the
announcement immediately.

The Company would like the trading halt to last until that
announcement is made (but not beyond the time prescribed by the
ASX Business Rules).

The Company was not aware of any reason why the ASX should not
grant the trading halt, Company Secretary S Lennon said.


ALPHA HEALTHCARE: Variation Of Takeover Bid
-------------------------------------------
Ramsay Centauri Pty Ltd elaborated on the notice of variation of
the Takeover Offer to purchase all of the ordinary shares in
Alpha Healthcare Limited.

In relation to the Notice, a copy of a notice given under
section 630(2)(b), which was been lodged with the Australian
Securities and Investments Commission Friday is printed below. A
copy of the notice was also sent to Alpha and the shareholders
to whom the Takeover Offer relates who have not yet accepted the
Takeover Offer.

Fore any questions in relation to the above matter, please
contact Lisa Mather on 9258 5708.

Notice

Notice Under Section 630(2)(b) Of The Corporations Law Copy

TO: Alpha Healthcare Limited ACN 000 727 882

Ramsay Centauri Pty Limited ACN 096 070 156 (the Bidder) gives
notice under section. 630(2)(b) of the Corporations Law that:

(a) as a result of a further extension of the period for which
the offers dated 26 April 2001 by it under its off-market
takeover bid to acquire all of the fully paid ordinary shares in
Alpha Healthcare Limited are open for acceptance, the date in
clause 5.4 of Section 1 in the Bidder's Statement dated 12 April
2001 for giving notice on the status of conditions of the Offers
is re-set as 15 June 2001;

(b) the Bidder has declared the Offers free from the conditions
set out in clause 5.1 of Section 1 of the Bidder's Statement,
which includes the Offers;

(c) so far as the Bidder knows, the conditions of the Offers set
out in clause 5.1 of Section 1 of the Bidder's Statement were,
at the time of giving this notice, fulfilled.


JOYCE HEALTHCARE: Sale To Huntleigh Completed
---------------------------------------------
The directors of Joyce Corporation Limited revealed the sale of
the Company's subsidiary Joyce Healthcare Group Pty Ltd was
completed Friday. The purchaser is Huntleigh Technology Plc, an
international health care group, based in the UK.

The profit arising from the sale is $5.74 million, with cash
proceeds of approximately $9.0 million subject to adjustment
following audit of the finalized accounts of Joyce Healthcare
Group Pty Ltd.

The directors initiated negotiations for the sale in February
this year, as part of the Board's strategic plan to restructure
the Group's activities.

The proceeds from the sale of the health care business, together
with the proceeds from the sale of the Company's Melbourne
property (announced in February), which is expected to be
settled shortly, will take to in excess of $16 million the
amount that the directors have realized from the sale of assets,
with a corresponding reduction in bank debt. After taking into
account the above transactions the Company's gearing would be
reduced to less than 20 percent.

It is the view of the directors that the situation resulting
from the sale should lead to the retirement of the receivers and
managers in the near future, and enable the re-quoting of the
Company's shares on the Exchange.


ONE.TEL LIMITED: FlowCom Keeps One.Net
--------------------------------------
FlowCom was one of the two remaining trunk infrastructure
carriers keeping One.Tel Limited's One.Net services on the air
Friday. Telstra is One-Tel's other carrier.

"One-Tel has been a good customer of ours, and the administrator
has retained us to continue carrying traffic to help keep the
customer base intact," the company's CEO Tom Amos said Friday
morning.

FlowCom is one of only a few carriers with substantial network
infrastructure of its own. "There's only Telstra, Optus, FlowCom
and one or two others with the network capability of providing
this type of service," said Amos.

"We have a different business model from most other new telcos,"
Amos said. "Having our own facilities gives us a good cost base
for our broadband business data services, which is our real
growth area. We also provide services to a number of other
carriers on our facilities network.

"And we're pleased to be able to continue helping out OneTel's
customers as an Australian carrier of last resort," Amos added.


PMP LIMITED: Hunter Hall Becomes Substantial Holder
---------------------------------------------------
Hunter Hall Investment Management Ltd, Hunter Hall International
Ltd, became a substantial shareholder in Hampshire Assets &
Services Pty Ltd and Peter James Hall PMP Limited on 6 June 2001
with a relevant interest in the issued share capital of
15,512,874 ordinary shares (6.13 percent).


STRAITS RESOURCES: Completes Debt Restructuring
-----------------------------------------------
The directors of Straits Resources Limited (ASX Codes - SRL and
SRLG) say the company and its subsidiaries have completed the
restructuring of the group's debt facilities. The subsidiaries
have entered into separate limited recourse project finance
facilities with ABN AMRO Australia Limited and N M Rothschild &
Sons (Australia) Limited.

Straits' CEO Brian Rear said, "We are pleased to have the
support of ABN AMRO and Rothschild. The new facilities provide
the group with credit facilities that better suit the medium to
long term needs of the group."

Straits (Nifty) Pty Ltd, a wholly-owned subsidiary, has entered
into a limited recourse project finance facility with ABN AMRO
pursuant to which the bank has provided the company with a
US$32.5 million term loan facility, a US$2.0 million working
capital facility and a A$1.5 million bank guarantee facility.

The ABN AMRO facilities mature on 31 October 2007. The
facilities are secured over the assets of Straits (Nifty) Pty
Ltd only, being principally the Nifty Copper Project.

"The six and a half year facility with ABN AMRO has been
tailored for the Nifty project which we believe has a mine life
in excess of ten years. It will allow us to gradually apply the
Nifty cash flow to debt reduction. We will continue to work
towards reducing the group's gearing level. We have begun that
process with the $8 million rights issue announced recently,"
said Rear.

The proceeds of the term loan facility were applied mainly to
refinance the existing loan facility with ABN AMRO. The company
also repaid WMC Resources Limited A$6.0 million as further part
settlement of the deferred liability owing to WMC in connection
with the acquisition of Nifty Copper Operation.

Following the payment to WMC, the balance of the deferred
liability to WMC due on 31 December 2002 is $4 million. As
recently announced, the company is raising $8 million through an
underwritten entitlement offer to shareholders of partly paid
shares at $0.54 per share, of which $0.27 is payable on
acceptance and the balance of $0.27 is due on 30 November 2002.

The second tranche of the payment for the partly paid shares
will be applied towards the final payment due to WMC. The
company has granted WMC a charge over the unpaid capital as
security for the final payment of the deferred liability.

P T Bahari Cakrawala Sebuku (PTBCS), an 80 percent-owned
subsidiary, has also entered into a limited recourse project
finance facility with N M Rothschild & Sons (Australia) Limited
pursuant to which the bank has provided the company with a
US$5.0 million term loan facility.

The Rothschild facility matures on 31 December 2003. The
facility is secured over the assets of PTBCS only, being
principally the Sebuku
Coal Mine.


STRAITS RESOURCES: Basarah Retires As Director
----------------------------------------------
The Directors of Straits Resources Limited (ASX Codes: SRL and
SRLG) said, that having reached the age of 72, M Saleh Basarah
did not seek re-election as a director at the recent Annual
General Meeting of the Company and as such has retired from his
post.

The Board thank Basarah for his invaluable assistance since 1997
especially in relation to the Company's business in Indonesia.
His wise counsel during the critical development phase of the
Sebuku coal project and over the past few years has been
invaluable to the Company.

"The Board extends its good wishes to Mr Basarah on his
retirement," said Company Secretary J Dracopoulos.


STRAITS RESOURCES: Chairman Posts Progress Report
-------------------------------------------------
Straits Resources Limited Chairman D Toms reports that the final
equipment necessary to complete the expansion at Nifty Copper
Operation has been installed.

Following commissioning and plant trials the mine will ramp up
to design capacity of 25,000 TPA annually over the next few
months.

The company, Toms says, has embarked on the next stage of its
program and drilling is about to commence in and around the ore-
body. The aim of the program is to confirm the depth extensions
of leachable ore-types below levels that are currently planned
for mining. We believe this expenditure will delineate
additional leachable resources that would support a further
expansion of the solvent extraction - electrowinning plant.

Girilambone Copper

The founding operation of the company continues to operate at
reducing production levels and is unlikely to continue cathode
production beyond this year.

Sebuku Coal

As Nifty completes its first expansion so the company's coal
operation at Sebuku embarks on a 25 percent increase in output
to 2 million tons per year. Good progress has been made and a
sustained production at this level will be achieved in the
second half. Earnings will receive a boost from volume increases
and much higher thermal coal prices.

Operationally the company has had good results to date, with
second quarter performance likely to be in line with the results
achieved in the first quarter.

Copper prices remain soft and below the forecast level of
US$0.85 per pound used in our planning, having averaged US$0.79
per pound in the four months to April. The Australian dollar
also remains weak.

Notwithstanding this, the company believes that of the base
metals, copper has the best fundamentals for improving prices
over the next few years - this view is also shared with a number
of metals analysts. Meanwhile thermal coal prices remain very
strong, particularly in
Asia.

Capital Management

Toms also said that the company has concluded a restructure of
its primary debt facility with ABN AMRO Bank. Necessary
documentation has been completed and financial close should be
concluded for a facility of US$34.5 million next week.

In parallel with this restructure PTBCS, SRL's Indonesian
operating vehicle has entered into a 3 year term facility of
US$5 million with Rothschild Bank Australia to refinance the
outstanding shareholder loans provided for mine development.

At the conclusion of this transaction, PTBCS will have returned
the total funds provided for development and start-up of that
operation. This facility is secured against the Indonesian
assets of PTBCS.

In his annual report statement Toms commented that the board
would give priority to debt reduction and capital
reconstruction. The board is mindful of the loyalty of the
shareholders who have supported the company during the tough
conditions over the past two years.

Toms siad that the company will offer shareholders a non-
renounceable rights issue for ordinary shares in the company on
a 1 for 4 basis at 54 cents per share to raise a total of
approximately $8 million dollars.

The purpose of the rights issue will be to provide partial
funding of the payment to WMC of $6 million now and to fund the
balance of $4 million dollars due to WMC in December of 2002.
Given the timing of these payments the board has decided to
split the requirements for payment into two equal portions of 27
cents, the final payment due in November 2002.

The rights issue will be fully underwritten by the major
shareholders. Documentation is in preparation and will be
forwarded to shareholders in due course.

Before concluding Toms wished to dwell briefly on the question
of the value of investment, i.e. money.

The only known methods of valuation are by comparisons.

In this case, Toms has chosen three possible valuations methods:

(1) Firstly, Capitalization Then And Now

In 1994 - SRL was capitalized at A$1,800 per ton of copper
reserve in the ground with the facilities above ground to
process it.

SRL is currently capitalized on a reserve basis at A$275 per ton
of copper, a dramatic 85 percent discount to 1994. On a resource
basis the company is currently valued at only A$50 per ton. Even
if one takes the average historical capitalization of the
resource base we get A$375 per ton - we still get a capital
value of US$375 million.

(2) Outright Project Sale

The second method is based on historical sales of copper
projects - which for a project of this magnitude we estimate
would be around US$5 cents per pound. For SRL's resource and
reserve base of 2.3 million tons this equates US$250 million.

(3) NPV Method

The NPV of the existing operations equate to A$1.40 per share.
This excludes Nifty Sulphide and Whim Creek which we value at
A$190 million or a further $3.20 per share.

In fact any valuation method one adopts shows SRL to be
seriously undervalued.

SRL's operational abilities speak for themselves since its
acquisition of Nifty:

   (i) Cash costs have been reduced in comparable terms by 20
percent per pound of copper produced.

   (ii) The leachable reserve base has been increased by over
200 percent of contained metal.

All in all, these facts underpin the value of share holdings,
Toms says.


WAIVCOM WORLDWIDE: Creditors Agree On DCA
-----------------------------------------
Nicholas Brooke, the Joint and Several Administrator of Waivcom
Worldwide Limited, together with partner David McEvoy, report
that the company's creditors have unanimously resolved that
Waivcom Worldwide Limited enter into a Deed of Company
Arrangement (DCA). The decision was made at the re-convened
second meeting of the company's creditors held on 4 June 2001,
and pursuant to section 439C of the Corporations Law.

It was also decided that Brooke, and partner McEvoy be appointed
administrators of the deed.

The salient features of the Waivcom deed, proposed by Nick Dowel
or his nominee, are as follows:

* Dower will purchase the shares from Waivcom in the following
subsidiaries:

   - Niche Media Pty Ltd (by purchasing the shares in its parent
company, Jodan Investments Pty Ltd)
   - H H & M Media Pty Ltd
   - Waiviata Pty Ltd
   - Moneysaver Free Coupons Pty Ltd
   - Magazine Production Pty Ltd;

* Completion of the purchase is to take place within 7 days, or
such later date as agreed, of the date upon which the DCA is
signed. In addition, all current directors of each of the
companies other than Waivcom (excluding Nick Dower and other
such persons as he may nominate) are to resign at completion of
the sale and purchase of shares;

* Any restraints and legal actions in favor of Waivcom are to be
assigned, where possible, to Dower;

* Dower will pay for the costs and expenses of the
Administrators for Waivcom and the other Group entities under
Administration, up to an amount of $300,000 plus GST;

* Funds available for the creditors of Waivcom, MoneySaver E
Coupons Pty Ltd (MoneySaver E), and Magazine Production Pty Ltd
(Magazine) are subject to the collection of pre and post
appointment debtors in the trading entities (ie: non-Waivcom
entities). Dower will collect all group debtors and will provide
80 percent of group debtor collections in excess of $2.4 million
to a pool that will be available for distribution to the
creditors of Waivcom, MoneySaver E, and Magazine. Currently the
net realizable group debtors that will be available for this
pool are estimated to be in the vicinity of $1 million. On
current collection estimations, the maximum likely return to
Waivcom, Magazine, and MoneySaver E creditors is approximately
30 percent;

* Dower will not seek to prove as a creditor in respect of
Waivcom and will forego any entitlement to which Dower might
otherwise have been entitled as against Waivcom, including the
convertible notes held by him;

* Creditors in Waivcom and each of its six subsidiaries are to
accept the proposed deeds in full and final settlement of their
debts and all liabilities are to be extinguished in full;

* The Waivcom DCA is dependent upon the other six companies
executing DCAs;

* The Waivcom DCA is to be signed by Monday 25 June 2001,
otherwise the company will go into liquidation. There is
currently no impediment to meeting this deadline.

There will be no return to Waivcom shareholders from the above
DCA proposal as the available funds will be insufficient to
repay creditors in full.

However, Brooke has maintained the company's stock exchange
listing and is inviting offers from parties who may be
interested in purchasing the listed shell of Waivcom. Indicative
offers suggest an amount in the order of $200,000 at this stage.
These funds, net of realization costs, could be available to
provide an additional return to Waivcom creditors and/or a
return to shareholders depending on the preferred structure of
the purchaser's offer.

The administrator cannot offer shareholders any estimate of the
likely future value of their shares at this point as a sale of
the listed shell has not yet been agreed, so it is not possible
to determine whether a return to shareholders is likely or the
likely amount and timing of such a return (if any).

It is likely though that a purchase of the listed shell will
involve a re-listing of the company with its existing
shareholder base. However, shareholdings may be diluted in any
"backdoor" listing process.

For any queries please contact the administrator on (03) 8603
6214 or Leonie Barnard on (03) 8603 3997.


================================
C H I N A   &   H O N G  K O N G
================================


ARBROSS SHIP: Winding Up Petition Set For Hearing
-------------------------------------------------
The petition to wind up Arbross Ship Management Company Limited
is scheduled for hearing before the High Court of Hong Kong on
July 18, 200 1 at 9:30 am. The petition was filed with the court
on May 21, 2001 by Wartsila China Limited formerly known as
Wartsila NSD China Limited.


BESTAKE LIMITED: Hearing of Winding Up Petition Set
---------------------------------------------------
The petition to wind up Bestake Limited is set for hearing
before the High Court of Hong Kong on July 4, 2001 at 9:30 am.
The petition was filed with the court on May 11, 2001 by Li Ka
Wai of Room 525, Carnation House, So Uk Estate, Sham Shui Po,
Kowloon, Hong Kong.


CB-MEDIA: Winding Up Petition Slated For Hearing
------------------------------------------------
The petition to wind up CB-Media Limited will be heard before
the High Court of Hong Kong on June 27, 2001 at 9:30 am. The
petition was filed with the court on May 8, 2001 by Route 3
(CPS) Company Limited whose registered office is situated at
45th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wanchai, Hong
Kong.


DOUBLE MIND: Winding Up Petition Set For Hearing
------------------------------------------------
The petition to wind up Double Mind Company Limited is set for
hearing before the High Court of Hong Kong on July 11, 2001 at
9:30 am. The petition was filed with the court on May 15, 2001
by Empire Trend Enterprises Limited whose registered office is
situated at 2nd Floor, Block A, Po Lie Building, 15 Prat Avenue,
Kowloon, Hong Kong.


GOODWILL BUILDING: Winding Up Petition Hearing Set
--------------------------------------------------
The petition to wind up Goodwill Building Materials Limited is
scheduled for hearing before the High Court of Hong Kong on 4
July 2001 at 9:30 am.  The petition was filed with the court on
12 May 2001 by Sin Hua Bank Limited whose principal place of
business of its Hong Kong Branch is situated at 2A Des Voeux
Road Central, Hong Kong.


HANG TAI: Faces Winding Up Petition
-----------------------------------
The petition to wind up Hang Tai Maritime Limited is scheduled
to be heard before the High Court of Hong Kong on June 27, 2001
at 9:30 am. The petition was filed with the court on May 4, 2001
by The National Commercial Bank Limited whose principal place of
business of its Hong Kong Branch is situated at 1-3 Wyndham
Street, Hong Kong.


HONG KONG CONSTRUCTION: Reports Trading Halt
--------------------------------------------
At the request of Hong Kong Construction (Holdings) Limited,
trading in its shares has been suspended, effective 10:00 a.m.
Monday 11 June 2001, pending an announcement regarding the price
sensitive information.


PRICERITE GROUP: CASH Agrees To Place 35-M Shares
-------------------------------------------------
The directors of Pricerite Group Limited were informed by
Celestial Asia Securities Holdings Limited (CASH), the
controlling shareholder of the Company, that it had agreed to
place a total of 35,000,000 shares of HK$0.10 each in the share
capital of the Company to independent placees at a placing price
of HK$0.40 per Share on 8 June 2001.

The public float of the Company has been below the 25 percent
minimum public float requirement since close of the
unconditional general offers made by CASH for the Shares and the
options of the Company on 3 May 2001. A waiver was originally
granted by the Stock Exchange to the Company from strict
compliance with Rule 8.08 of the Rules Governing the Listing of
Securities on The Stock Exchange of Hong Kong Limited for one
month from close of the Offers.  

Application has been made by the Company to the Stock Exchange
for an extension of the Waiver for another one-month period up
to 2 July 2001.

Completion of the Placing is expected to be on 13 June 2001, at
which time CASH, together with parties acting in concert with
it, and the public will hold about 74.07 percent and 25.93
percent of the total issued share capital of the Company
respectively.

Trading in the Shares on the Stock Exchange was suspended with
effect from 10:00 am on Friday, 8 June 2001 pending the issue of
this announcement at the request of the Company.  Application
has been made to the Stock Exchange for the resumption of
trading in the Shares on the Stock Exchange with effect from
10:00 am on Monday, 11 June 2001.

Reference was made to the joint announcement made by CASH and
the Company on 2 May 2001 and the announcement made by the
Company on 4 June 2001.  It was stated in these announcements
(inter alia) that the public float of the Company has been below
the 25 percent minimum public float requirement since close of
the Offers on 3 May 2001.  The Waiver was granted by the Stock
Exchange to the Company from strict compliance with Rule 8.08 of
the Listing Rules for one month from the close of the Offers up
to 2 June 2001.  

Placing Of Shares Bu CASH

The Director was informed by CASH, the controlling shareholder
of the Company, that it had agreed to place through Celestial
Securities Limited, a wholly owned subsidiary of CASH, a total
of 35,000,000 Shares (representing about 5.57 percent of the
total issued share capital of the Company) at a placing price of
HK$0.40 each to more than 6 placees on 8 June 2001.  

Such placees are independent third parties not connected with
any director, chief executive or substantial shareholders of the
Company or its subsidiaries or any of their respective
associates (as ascribed to the Listing Rules).  Completion of
the Placing is expected to be on 13 June 2001.

The placing price per Share of HK$0.40 represents a discount of
about 4.76% to the closing price per Share of HK$0.42 as quoted
on the Stock Exchange on 7 June 2001, the last trading day of
the Shares before suspension of trading thereof on 8 June 2001.  
The placing price was determined after arm's length negotiation
between CASH and Celestial Securities Limited.

Since close of the Offers, CASH, together with parties acting in
concert with it, has held a total of about 79.64 percent of the
total issued share capital of the Company, and the public float
of the Company has been about 20.36 percent.  The Placing has
been carried out for the purpose of reinstating the 25 percent
minimum public float.  

Upon completion of the Placing, CASH, together with parties
acting in concert with it, will hold a total of 465,644,099
Shares (representing about 74.07 percent of the total issued
share capital of the Company), and the public will hold
163,024,901 Shares (representing about 25.93 percent of the
total issued share capital of the Company).

Suspension and resumption of trading in the Shares

Trading in the Shares on the Stock Exchange was suspended with
effect from 10:00 am on Friday, 8 June 2001 pending the issue of
this announcement at the request of the Company.  Application
has been made to the Stock Exchange for the resumption of
trading in the Shares on the Stock Exchange with effect from
10:00 am on Monday, 11 June 2001.

The Stock Exchange has stated that it will closely monitor
trading in the Shares held by the public.  If the Stock Exchange
believes that a false market develops or may develop in the
Shares, it will consider exercising its discretion to suspend
trading in the Shares of the Company.  

Investors are advised to take caution in dealing in the shares
of the Company.


REGAL HOTELS: Talks With Creditors, Bondholders
-----------------------------------------------
The boards of directors of Century City International Holdings
Limited, Paliburg Holdings Limited and Regal Hotels
International Holdings Limited are not aware of any matters
which may be reason for the recent increases in the prices
and/or trading volume of the shares of Century City, Paliburg
and Regal respectively, save as set out below.

Century City and Paliburg are respectively negotiating with
their financial creditors and (in the case of Paliburg)
bondholders in respect of the restructuring of their
indebtedness. Paliburg is also negotiating with an independent
third party regarding a possible disposal of assets, which may
constitute a major transaction for Century City and Paliburg and
may result in a change in control of Regal and may lead to a
general offer for the shares of Regal.

The terms of the possible disposal are still under discussion.

A heads of agreement is being negotiated and the parties are
working towards its signing as soon as possible. However, there
is no assurance that the agreement will be signed or the
transaction will proceed.

At the request of the companies concerned, trading in the shares
of Century City, Paliburg and Regal has been suspended since
10:09 am on 7 June, 2001. The suspension of share trading will
continue pending the publication of a further announcement as
soon as possible by Century City, Paliburg and/or Regal of the
terms of the possible disposal or the development of the
negotiation.

There is no assurance that the transaction will proceed and
there may or may not be a general offer for the shares of Regal.

The boards have noted the recent increases in the prices and/or
trading volume of the shares of Century City, Paliburg and Regal
and wish to state that, save as set out below, we are not aware
of any matters which may be a reason for such increases.

In addition, Regal entered into a letter of intent on 14 May
2001 with a different independent third party in respect of a
possible disposal of an overseas asset which, if it leads to a
formal sale and purchase agreement, may constitute a
discloseable transaction for Century City.

Save as stated above, we confirm that there are no negotiations
or agreements relating to intended acquisitions or realizations
which are discloseable under paragraph 3 of the Listing
Agreement, neither are the Boards aware of any matter
discloseable under the general obligation imposed by paragraph 2
of the Listing Agreement which is or may be of a price-sensitive
nature.


TELECOM PLUS: Enters Into Supplemental Agreement
------------------------------------------------
The Directors of Telecom Plus Holdings Limited report that the
Company, on 7 June 2001, entered into a Supplemental Agreement.
Upon completion of the Supplemental Agreement, the Supplemental
Deed relating to the restructuring of the Convertible Bonds, and
the Share Purchase Agreement relating to the proposed sale by
BAPEF to Able Technology of the Sale Shares, will be entered
into.

The following principal amendments will be made to the terms of
the Instrument by the Supplemental Deed:

(i) extension of maturity date from 30 June 2001 to 30 June
2003;

(ii) fixed dates and amounts for exercise of the conversion
rights attaching to the Convertible Bonds; and

(iii) from interest payable at the rate of 2 percent on the
outstanding principal amount to no interest payable on the
Convertible Bonds.

Pursuant to the Supplemental Agreement, in consideration of
BAPEF agreeing to the restructuring of the Convertible Bonds and
to waive all of the interest accrued on the Convertible Bonds
from 30 June 1998 (the date of issue of the Convertible Bonds)
up to the date of the Supplemental Agreement, amounting to
approximately HK$13.6 million, the Company will allot and issue
the Additional Shares, credited as fully paid at HK$1.98, to
BAPEF or as it may direct, on or before 31 December 2001.

As Able Technology is a substantial shareholder of the Company
and is a party to the Supplemental Agreement and will be a party
to the Share Purchase Agreement, the Directors consider that the
Transactions taken as a whole will constitute a connected
transaction for the Company under the Listing Rules, and will
accordingly be required to be made conditional on the approval
of the Independent Shareholders of the Transactions at the SGM.

A circular containing details of the Transactions, the advice of
the independent board committee to be formed to advise the
Independent Shareholders on the Transactions, the advice of an
independent financial adviser of the Company and a notice of the
SGM will be dispatched to Shareholders as soon as practicable
and in any event within 21 days of the date of publication of
this announcement.

The Transactions are subject to fulfillment (or waiver by BAPEF)
of the conditions precedent detailed in the paragraph headed
"Conditions precedent" under the section headed "The
Supplemental Agreement" below and therefore may or may not
proceed.

In the meantime, Shareholders and investors of the Company are
advised to exercise extreme caution in dealing in the Shares.

Trading in the Shares was suspended on 8 June 2001 at the
request of the Company pending release of this announcement.
Application has been made to the Stock Exchange for resumption
of trading in the Shares from 10:00 a.m. on 11 June 2001.

Background

Pursuant to the Subscription Letter dated 20 May 1998, the
Convertible Bonds were issued by the Company at the direction of
Baring Asia Flagship Investments B.V. on 30 June 1998 to Baring
Asia Investments II B.V., an investment holding company in the
Baring Asia Private Equity Fund, a private equity fund managed
by Baring Private Equity Partners Group.

Details of the Convertible Bonds were contained in an
announcement made by the Company dated 20 May 1998 and a
circular issued by the Company to the Shareholders dated 8 June
1998. The Convertible Bonds were transferred in or about July
2000 to BAPEF, another investment holding company in the Baring
Asia Private Equity Fund. As at the date of this announcement, a
principal amount of US$3,600,000 (equivalent to approximately
HK$28,080,000) of the Convertible Bonds, which are held and
beneficially owned by BAPEF, remains outstanding and which under
the terms of the Instrument will mature on 30 June 2001.

BAPEF, Baring Asia Investments II B.V., Baring Asia Private
Equity Fund and Baring Private Equity Partners Group and their
respective ultimate beneficial owners are independent of, and
not connected with, the directors, chief executive and
substantial shareholders of the Company, its subsidiaries and
their respective associates (as the term is defined in the
Listing Rules).

The Company and BAPEF entered into the Supplemental Agreement
the effect of which is to restructure the Convertible Bonds by
way of the Supplemental Deed as detailed in the section headed
"Restructuring of the Convertible Bonds Pursuant to the
Supplemental Deed" below.

As part and parcel of the Convertible Bond restructuring, Able
Technology and BAPEF agreed to enter into the Share Purchase
Agreement upon completion of the Supplemental Agreement, BAPEF
will agree to sell, and Able Technology will agree to purchase,
the Sale Shares pursuant to the terms of the Share Purchase
Agreement.

The Supplemental Agreement

Date: 7 June 2001.

Parties

(1) Telecom Plus Holdings Limited;
(2) BAPEF; and
   (3) Able Technology.

Amendment to the Subscription Letter

Pursuant to the Supplemental Agreement, subject to the
conditions precedent (see the paragraph headed "Conditions
Precedent" below) being fulfilled (or waived by BAPEF) by the
specified time:

(i) BAPEF and the Company shall execute the Supplemental Deed on
the date for completion of the Supplemental Agreement;

(ii) Able Technology and BAPEF shall execute the Share Purchase
Agreement on the date for completion of the Supplemental
Agreement; and

(iii) the Additional Shares shall be issued on or before 31
December 2001 to BAPEF or as it may direct.

Conditions Precedent

Completion of the Supplemental Agreement is conditional upon the
following conditions being fulfilled (or waived by BAPEF) at or
before 5:00 p.m. on 6 August 2001 (or such later time and date
as BAPEF and the Company shall agree in writing):

(a) the passing of ordinary resolutions by the Shareholders
(excluding those who may be required to abstain from voting
under the Listing Rules or otherwise by the Stock Exchange) at
the SGM approving:

   (i) such increase of the authorized share capital of the
Company as may be necessary to enable the Company to allot and
issue the Additional Shares and the Shares falling to be
allotted and issued upon the exercise in full of the conversion
rights attaching to the Convertible Bonds;

   (ii) the restructuring of the Convertible Bonds, the
Supplemental Deed and the Supplemental Agreement, the allotment
and issue of the Additional Shares pursuant to the Supplemental
Agreement and upon the exercise of the conversion rights
attaching to the Convertible Bonds, the allotment and issue of
Shares falling to be allotted and issued thereunder in
accordance with the terms of the Instrument; and

   (iii) the Share Purchase Agreement and the transactions
contemplated thereby;

(b) the Listing Committee of the Stock Exchange granting listing
of and permission to deal in the Additional Shares and the
Shares falling to be allotted and issued upon the exercise of
the conversion rights attaching to the Convertible Bonds;

(c) listing of the Shares on the Stock Exchange not being
revoked or withdrawn and trading in the Shares on the Stock
Exchange not being suspended (save for the purposes of obtaining
clearance from the Stock Exchange of an announcement(s) or the
circular(s) to Shareholders about the Transactions and other
transactions of the Company) for more than five consecutive
trading days;

(d) if required, the Bermuda Monetary Authority granting
permission for the issue of the Additional Shares and the Shares
to be issued upon the exercise of the conversion rights
attaching to the Convertible Bonds;

(e) save for those events to the extent which have been
disclosed by the Company by way of public announcements and/or
circulars of the Company from 30 June 1998 up to the date of
signing of the Supplemental Agreement, a copy of which would be
provided to BAPEF seven business days prior to completion of the
Supplemental Agreement, no event having occurred from 30 June
1998 to the date of completion of the Supplemental Agreement
which would constitute an Event of Default or Potential Event of
Default (as defined in the Instrument and detailed in the
circular issued by the Company to Shareholders dated 8 June
1998) which would otherwise entitle the holder of the
Convertible Bonds to redeem the Convertible Bonds;

Completion of the Supplemental Agreement shall take place on the
third business day after the conditions referred to in the
paragraph headed "Conditions Precedent" above are fulfilled (or
waived by BAPEF) or such later time and date as the parties may
agree in writing) provided that where the trading in the Shares
on the Stock Exchange is suspended on such day, completion shall
take place on the first day where the trading in the Shares on
the Stock Exchange resumes.

Upon completion of the Supplemental Agreement, the Company and
BAPEF will enter into the Supplemental Deed relating to the
restructuring of the Convertible Bonds, and BAPEF and Able
Technology will enter into the Share Purchase Agreement relating
to the proposed sale by BAPEF to Able Technology of the Sale
Shares.

Additional Shares

Pursuant to the Supplemental Agreement, in consideration of
BAPEF agreeing to the restructuring of the Convertible Bonds and
to waive all of the interest accrued on the Convertible Bonds
from 30 June 1998 (the date of issue of the Convertible Bonds)
up to the date of the Supplemental Agreement, amounting to
approximately HK$13.6 million, the Company will allot and issue
the Additional Shares, credited as fully paid at HK$1.98, to
BAPEF or as it may direct, on or before 31 December 2001.

If there is any change in the share capital structure of the
Company prior to the issue of the Additional Shares, the number
of the Additional Shares to be issued shall be adjusted
accordingly.

The Additional Shares, that is, 6,880,000 Shares, represent
approximately 0.654 percent of the issued share capital of the
Company as at the date of this announcement, and will represent
approximately 0.650 percent of the issued share capital of the
Company as enlarged by the issue of the Additional Shares.

The issue price of the Additional Shares of approximately
HK$1.98 represents a premium of approximately 301 percent over
the closing price of HK$0.495 per Share as quoted on the Stock
Exchange on 7 June 2001 (being the last trading day prior to
suspension of trading of the Shares) and a premium of
approximately 403 percent over the average closing price of
HK$0.3935 per Share as quoted on the Stock Exchange for the last
ten trading days up to and including 7 June 2001.

As the Additional Shares will be issued at a premium, the share
premium account of the Company will be increased by
approximately HK$12.91 million, upon the issue of the Additional
Shares.

Restructuring Of The Convertible Bonds Pursuant To Supplemental
Deed

Upon completion of the Supplemental Agreement, the Company and
BAPEF will enter into the Supplemental Deed varying and
supplementing with immediate effect the terms of the Instrument.

The principal original terms of the Convertible Bonds and
proposed amendments thereto are set out below, other terms of
the Supplemental Deed are consequential drafting amendments to
the terms of the Instrument.

Pursuant to the terms of the Instrument as amended by the
Supplemental Deed, a total amount of US$127,080, equivalent to
HK$991,224, in administrative charges, will be payable by the
Company to BAPEF upon exercise in full of all the conversion
rights attaching to the Convertible Bonds, to be settled as part
of the four equal tranches of Shares falling to be allotted and
issued upon exercise of the conversion rights attaching to the
Convertible Bonds.

Original principal terms of the Convertible Bonds

   Interest: At the rate of 2 percent per annum on outstanding
principal amount of the Convertible Bonds.
   
   Conversion price: HK$0.588 per Share and subject to the
adjustments provided in the Instrument.
   
   Conversion period: Any time at the option of the holder of
the Convertible Bonds from 30 June 1998 up to 5:00 p.m. (Hong
Kong time) on 30 June 2001.
   
   Maturity: 30 June 2001.
   
   Redemption by the Company: Unless previously redeemed,
converted, purchased or cancelled as provided in the Instrument,
the Company will redeem the Convertible Bonds on 30 June 2001 at
133.75 percent of the outstanding principal amount with accrued
interest (if any) from and including the last Interest Payment
Date (as defined in the Instrument) to and excluding 30 June
2001.

   Consequence of event of default: Upon any Event of Default
(as defined in the Instrument) occurring, a holder of the
Convertible Bonds may give notice to the Company that the
Convertible Bonds are immediately due and repayable at their
principal amount together with interest accrued (from 30 June
1998 to the date of the notice) and an amount calculated at the
compound rate of 15 percent per annum (after taking into account
the amount of interest paid) of the principal amount of the
Convertible Bonds from 30 June 1998 to the date of the notice.

Principal amended terms of the Convertible Bonds to be made by
the Supplemental Deed

   Interest: Nil, save in circumstances where there is any Event
of Default or Potential Event of Default (as defined in the
Instrument as amended by the Supplemental Deed), in which case
interest shall be forthwith payable at the rate of 2 percent per
annum on the outstanding principal amount of the Convertible
Bonds. Under the Supplemental Deed, BAPEF will also agree,
subject to the allotment and issue of the Additional Shares as
mentioned in the paragraph headed "Additional Shares" above in
pursuance of the terms of the Supplemental Agreement, to waive
all of the interest accrued on the Convertible Bonds from the
date of issue, that is, 30 June 1998, up to the date of the
Supplemental Deed.

   Conversion price: HK$0.25 per Share (subject to adjustments
provided in the Instrument).

   Conversion period: Fixed at 31 December 2001, 30 June 2002,
31 December 2002 and 30 June 2003 (or such other time as the
Company and BAPEF may agree), with four installments of
US$931,770 each, equivalent to HK$7,267,806 (of which
US$900,000, equivalent to HK$7,020,000 represents the principal
amount of the Convertible Bond and US$31,770, equivalent to
HK$247,806, represent administrative charges payable to BAPEF
for the conversion of the Convertible Bonds). Based on the
revised conversion price of HK$0.25 and subject to the
adjustments provided in the Instrument which were detailed in
the circular issued by the Company to Shareholders dated 8 June
1998, 29,071,224 Shares will fall to be allotted and issued upon
the exercise in full of the conversion rights attaching to the
Convertible Bonds) to be converted on each such date.

   Maturity: 30 June 2003.

   Redemption by the Company: Unless previously redeemed,
converted, purchased or cancelled as provided in the Instrument,
the Company will redeem the Convertible Bonds at maturity at 100
percent of the outstanding principal amount of the Convertible
Bonds together with accrued interest thereon.

   Additional events of default: Where Able Technology breaches
in any material respect any of the terms of the Share Purchase
Agreement, or where the Company breaches in any material respect
any of the terms of the Supplemental Agreement.

   Consequence of event of default: Upon any Event of Default
(as defined in the Instrument as amended) occurring, a holder of
the Convertible Bonds may give notice to the Company that the
Convertible Bonds are immediately due and repayable at their
principal amount together with interest accrued (from the date
of the Supplemental Deed to the date of the notice) and an
amount calculated at the best lending rate as quoted from time
to time by The Hongkong and Shanghai Banking Corporation Limited
for Hong Kong dollars (after taking into account the amount of
interest paid) of the principal amount of the Convertible Bonds
from the date of the Supplemental Deed to the date of the notice
given by the bondholder under the Supplemental Deed.

The conversion price of HK$0.25 per Share represents a discount
of approximately 49.49 percent to the closing price of HK$0.495
per Share as quoted on the Stock Exchange on 7 June 2001 (being
the last trading day prior to suspension of trading of the
Shares) and a discount of approximately 36.47 percent to the
average closing price of HK$0.3935 per Share as quoted on the
Stock Exchange for the last ten trading days up to and including
7 June 2001.

Based on the conversion price of HK$0.25, a total of 116,284,896
Shares will fall to be allotted and issued upon exercise in full
of the conversion rights attaching to the Convertible Bonds,
representing approximately 11.06 percent of the issued share
capital of the Company as at the date of this announcement and
approximately 9.96 percent of the issued share capital of the
Company as enlarged by the issue of such Shares.

The Share Purchase Agreement

Parties: BAPEF as vendor; and Able Technology as purchaser.

Unconditional sale and purchase of the Sale Shares

BAPEF will agree to sell, and Able Technology will agree to
purchase, the Sale Shares upon the terms of the Share Purchase
Agreement in four equal tranches of HK$7,075,000 worth of Shares
so that the price per Sale Share is the same as the conversion
price of the Convertible Bonds.

Based on the initial conversion price of HK$0.25 (subject to
adjustments as provided in the Instrument as amended by the
Supplemental Deed), 28,300,000 Sale Shares will be sold at each
tranche.

Consideration

HK$7,075,000 for each tranche of the Sale Shares payable by Able
Technology in cash in each case on or before 4:00 p.m. on the
second business day immediately after the date of each notice to
be sent by BAPEF to Able Technology to require Able Technology
to purchase the relevant tranche of the Sale Shares.

In the event that Able Technology fails to pay the consideration
for any tranche of the Sale Shares on or before the appointed
date and time for payment, BAPEF shall have the right, without
prejudice to its other rights against Able Technology, to inter
alia, sell all or part of the Sale Shares to Able Technology
and/or terminate the Share Purchase Agreement in whole or in
part in respect of the sale and purchase of the relevant Sale
Shares.

Completion

31 December 2001, 30 June 2002, 31 December 2002 and 30 June
2003 for each tranche of the Sale Shares respectively.

Rationale For The Transactions

The Group is engaged in the field of electronic and
communication business, including trading and manufacturing of
communication equipment and products, network system/servers,
internet protocol equipment and other accessories in relation
thereto.

The unaudited proforma net liabilities of the Group is set out
below:

  HK$'000
(I) Before the completion of the Supplemental Agreement  

   Unaudited net liabilities of the Group as disclosed in the
circular of the Company dated 21 May 2001: HK$(95,667,000)
Proceeds on placing of 160 million Shares at a placing price
of HK$0.18 each, as announced by the Company on 30 May 2001 and
completed on 5 June 2001: HK$28,800,000
Consideration for acquisition of 51 per cent. interest in
Beijing HollyBridge System Integration Company Limited as
disclosed in the circular of the Company dated 21 May 2001:
HK$(16,000,000)
Elimination of a debt owed to Strategic Financial Relation
Limited by the issuance of 1,600,000 Shares at approximately
HK$0.305 per Share as announced by the Company on 30 May 2001 to
be issued on or about 11 June 2001: HK$488,000
Proforma net liabilities of the Group: HK$(82,379,000)
Net liabilities per Share (based on 1,053,108,187 Shares):
(7.82) cents
   
(II) Upon Issue of the 6,880,000 Additional Shares  
Per above: HK$(82,379,000)
Issue of Additional Shares at HK$1.98 each on or before 31
December 2001: HK$13,653,000
Proforma net liabilities of the Group: HK$(68,726,000)
Net liabilities per Share (based on 1,059,988,187 Shares in
issue): (6.48) cents
   
(III) After the conversion of all the outstanding Convertible
Bonds in June 2003  
    Per above: HK$(68,726,000)
Issue of 116,284,896 Shares upon exercise in full of the
conversion rights attaching to the Convertible Bonds:
HK$28,080,000
Proforma net liabilities of the Group: HK$(40,646,000)
Net liabilities per Share (based on 1,176,273,083 Shares in
issue):(3.46) cents

As at the date hereof, a principal amount of US$3,600,000
remains outstanding on the Convertible Bonds, which under the
terms of the Instrument is due for repayment on 30 June 2001.

The Directors are of the view that the reduction in the
conversion price of the Convertible Bonds is fair and reasonable
to the Company and the interests of the Shareholders as the
Convertible Bonds would otherwise be due for repayment on 30
June 2001 and the Group is experiencing tight cash flow as well
as a net deficit.

The Directors expect that full exercise of the conversion rights
attaching to the Convertible Bonds would improve the net asset
position of the Group and strengthen the Shareholder base of the
Company.

The terms of the Transactions were negotiated on an arm's length
basis and on normal commercial terms. The Directors consider
such terms to be fair and reasonable so far as the Company and
the Shareholders taken as a whole are concerned and are in the
interests of the Company.

Increase In Authorized Capital

A resolution will be proposed to the Shareholders at the SGM to
approve to increase the authorized share capital of the Company
in order to allot and issue the Additional Shares and the Shares
falling to be allotted and issued upon the exercise in full of
the conversion rights attaching to the Convertible Bonds.

The Directors have adopted exchanging debt for equity as one of
the alternatives for the debt restructuring exercise of the
Group. Other than any further arrangements which the Company may
make with its creditors as to settlement of debts with the issue
of Shares, the Directors have no present intention to issue new
Shares.

Effect On Shareholdings Of Able Technology and BAPEF

As at the date of this announcement, the Company has
1,051,508,187 Shares in issue, Able Technology and BAPEF has
approximately 14.16 percent and 2.07 percent interest
respectively in the issued share capital of the Company.

Upon issue of the 1,600,000 Shares to Strategic Financial
Relations Limited, the Company will have 1,053,108,187 Shares in
issue, of which Able Technology and BAPEF will have
approximately 14.14 percent and 2.07 percent interest
respectively.

The issued share capital of the Company as enlarged by the issue
of the 1,600,000 Shares to Strategic Financial Relations
Limited, the issue of the Additional Shares and the Shares
falling to be allotted and issued upon exercise in full of the
conversion rights attaching to the Convertible Bonds will
comprise 1,176,273,083 Shares.

Special General Meeting

As Able Technology is a substantial shareholder of the Company
and is a party to the Supplemental Agreement and will be a party
to the Share Purchase Agreement, the Directors consider that the
Transactions taken as a whole will constitute a connected
transaction for the Company under the Listing Rules, and will
accordingly be required to be made conditional on the approval
of the Independent Shareholders of the Transactions at the SGM.

A circular containing details of the Transactions, the advice of
the independent board committee of the Company to be formed to
advise the Independent Shareholders on the Transactions, the
advice of an independent financial adviser of the Company and a
notice of the SGM will be sent to Shareholders as soon as
practicable and in any event within 21 days of the date of
publication of this announcement.

A resolution will be proposed to the Shareholders at the SGM to
approve:

(i) to increase the authorized share capital of the Company in
order to allot and issue the Additional Shares and the Shares
falling to be allotted and issued upon the exercise in full of
the conversion rights attaching to the Convertible Bonds;

(ii) the restructuring of the Convertible Bonds, the
Supplemental Deed and the Supplemental Agreement, the allotment
and issue of the Additional Shares pursuant to the Supplemental
Agreement and upon the exercise of the conversion rights
attaching to the Convertible Bonds, the allotment and issue of
Shares falling to be allotted and issued thereunder in
accordance with the terms of the Instrument; and

(iii) the Share Purchase Agreement and the transactions
contemplated thereby.

The Transactions are subject to fulfillment (or waiver) of
certain conditions precedent detailed above and therefore may or
may not proceed. In the meantime, Shareholders and investors of
the Company are advised to exercise extreme caution in dealing
in the Shares.

General

Under the original terms of the Instrument, the Company would
issue 47,755,102 Shares upon full conversion of the outstanding
Convertible Bonds with a principal amount of US$3,600,000,
listing of and permission to deal in which had been granted by
the Listing Committee of the Stock Exchange.

Application will be made to the Listing Committee of the Stock
Exchange granting listing of and permission to deal in the
6,880,000 Additional Shares and the Shares falling to be
allotted and issued upon the exercise of the conversion rights
attaching to the outstanding Convertible Bonds as amended by the
Supplemental Deed, that is, 116,284,896 Shares (subject to
adjustments on the conversion price as provided in the
Instrument).

Application will also be made to the Stock Exchange for approval
of the change in terms of the Convertible Bonds pursuant to the
Supplemental Deed.

Suspension And Redemption Of Trading In Shares

Trading in the Shares was suspended on 8 June 2001 at the
request of the Company pending release of this announcement.
Application has been made to the Stock Exchange for resumption
of trading in the Shares from 10:00 a.m. on 11 June 2001.

Definitions

Unless the context otherwise requires, the terms and expressions
used in this announcement have the following meanings:

"Able Technology": Able Technology Limited, a company
incorporated in the British Virgin Islands with limited
liability, a substantial shareholder of the Company and wholly
beneficially owned by Mr Zou Yishang, the Chairman of the
Company

"Additional Shares": 6,880,000 Shares to be issued on or before
31 December 2001, credited as fully paid at par, to BAPEF or it
may direct, pursuant to the terms of the Supplemental Agreement

"BAPEF": BAPEF Investments II Limited, a company incorporated in
the British Virgin Islands with limited liability

"Company": Telecom Plus Holdings Limited, accompany incorporated
in Bermuda the issued Shares of which are listed on the Stock
Exchange

"Convertible Bonds": the US$6,000,000 2 percent convertible
bonds due on 30 June 2001 issued by the Company to Baring Asia
Investment II B.V. subject to and upon the terms and conditions
of the Instrument, and where the context requires, as amended by
the Supplemental Deed

"Group": the Company and its subsidiaries

"Independent Shareholders": Shareholders other than Able
Technology and BAPEF and their respective associates (as defined
in the Listing Rules)

"Instrument": the instrument dated 30 June 1998 constituting the
terms of the Convertible Bonds, and where the context requires,
as amended by the Supplemental Deed

"SGM": the special general meeting of the Company to be held on
or before 6 August 2001 to consider the matters listed in
paragraph (a) under the heading

"Sale Shares": HK$28,300,000 worth of Shares to be sold by BAPEF
to Able Technology pursuant to the terms of the Share Purchase
Agreement so that the price per Sale Share is the same as the
conversion price of the Convertible Bonds

"Share Purchase Agreement": the agreement to be made between
BAPEF and Able Technology for the sale by BAPEF, and the
purchase by Able Technology, of the Sale Shares

"Share(s)": ordinary share(s) of HK$0.10 each in the share
capital of the Company

"Subscription Letter": the subscription letter dated 20 May 1998
made between Baring Asia Flagship Investments B.V. and the
Company pursuant to which the former agreed to subscribe for the
Convertible Bonds

"Supplemental Agreement": the supplemental agreement dated 7
June 2001 made between the Company, BAPEF and Able Technology
varying and supplementing the terms of the Subscription Letter

"Supplemental Deed": the supplemental deed to be made between
the Company and BAPEF varying and supplementing the terms of the
Instrument

"Transactions": the entering into of the Supplemental Agreement,
the Supplemental Deed, the Share Purchase Agreement and the
implementation of all transactions contemplated thereby


=================
I N D O N E S I A
=================


INDOSIAR VISUAL: Gets S-Holders' Nod To Seek Rp400-B Loan
---------------------------------------------------------
PT Indosiar Visual Mandiri has received the approval of the
company's shareholders on its plan to access local syndicated
loan totaling Rp400 billion, The Asian Wall Street Journal
reported yesterday. The loan, to be arranged by PT Bank Danamon
Indonesia, will be used to repay a total of Rp400-billion debt
owed to the government.

Moreover, this new loan, which is expected to be obtained in
July, will be guaranteed by the company's assets amounting to
about Rp500 billion, Indosiar Finance Director Phiong Philipus
told the Journal. It will mature in four years with a fixed
interest rate of between 18 percent and 20 percent.

Indosiar was once a unit of the Salim Group before its 53
percent stake in Indosiar was transferred to the government.

With the transfer, the company took over a fraction of the
emergency loans given, at the height of Asian financial crisis,
to Salim Group's PT Bank Central Asia.


KABELINDO MURNI: Advanced Impact, Pacific Apex Buy Stakes
---------------------------------------------------------
British Virgin Island's Advanced Impact Holdings Limited and
Hong Kong's Pacific Apex Limited have bought stakes in PT
Kabelindo Murni, a local cable manufacturer, Asia Pulse reported
Friday.

With this new foreign investment, the company is expected to
proceed with its debt restructuring program with suppliers and
creditor banks, including The Chase Manhattan Bank NA Jakarta
and American Express Bank Ltd.

Meanwhile, the company is facing a bankruptcy suit at the
Central Jakarta Commercial Court filed by copper supplier PT
Tambaga Mulia Seamanan, with claims of unpaid debts worth
US$3.35 million.


=========
J A P A N
=========


CRAYFISH COMPANY: Breaks Ties With MCC Holdings
-----------------------------------------------
Crayfish Co., Ltd. (Nasdaq: CRFH; MOTHERS: 4747), a leading
provider of e-mail and other Internet-related services to small
and medium-sized businesses in Japan, announced Friday that its
Board of Directors has approved a resolution to terminate its
capital support for MCC Holdings, Ltd. (MCCH), a developer of
mobile communications technology and content for mobile
communication services.

The Company acquired a 60 percent share of MCCH in January 2001,
and aimed to work together with MCCH to aid the Electronic
Communities Association, a non-profit organization formed to
help Japanese local communities revitalize themselves through
the use of information technology.

The Company also planned to take advantage of the mobile
Internet technology developed by MCCH to further expand its
customer base.

Unfortunately, utilizing MCCH's mobile Internet technology has
not helped Crayfish to expand its customer base, and MCCH has
not been able to raise sufficient capital to sustain its
business.

As a result of our board's decision, MCCH will no longer be
included as a consolidated subsidiary in Crayfish's consolidated
financial results, announced today.

The Company may incur an investment loss charge as a result of
the decision.

MCC Holdings, Ltd. (MCCH) is a developer of mobile
communications technology and content for mobile communication
services. As of December 2000, its capital stock outstanding was
Y247 million and its outstanding shares were 2,583.

It was incorporated in March 1991 and recorded revenue of Y0.9
million and an operating loss of Y126 million in the fiscal year
ended July 31, 2000. MCCH is headquartered in Tokyo, Japan.

On one hand, Crayfish is a leading provider of e-mail hosting
and other Internet-related services for small and medium-sized
businesses in Japan.

Crayfish offers customizable, reliable and expandable e-mail
services and Internet solutions under the brand name "DESKWING"
as well as other Internet application services to enhance its
customers' communication, office operation and e-commerce
capabilities.

Founded in 1995, Crayfish had about 36,000 DESKWING subscribers
in Japan as of the end of May 2001. Crayfish has its American
Depository Receipts (ADRs) listed on NASDAQ National Market
(ticker: CRFH) in the USA, and its common shares listed on
MOTHERS (ticker: 4747) in Japan. Crayfish Co., Ltd. headquarters
is located at Shinjuku Park Tower 35/F 7-1, Nishi-Shinjuku 3-
chome, Shinjuku-ku, Tokyo 163-1035, Japan.


CRAYFISH COMPANY: Sustains H1 Net Loss Of Y4.7-B
------------------------------------------------
Crayfish Company booked in the first half ended March 31, a
group net loss of Y4.70 billion on revenues amounting to Y3.62
billion, The Asian Wall Street Journal reported Friday. Group
pretax loss stood at Y1 billion.

Crayfish's operating loss was pegged at Y937 million, attributed
to an increase in personnel, and research and development
expenditures, the newspaper said.

Due to its break-up alone with Hikari Tsushin, its former
marketing ally, the company incurred a loss of Y3.5 billion,
adding up to an extraordinary loss of Y3.72 billion, the report
said.


=========
K O R E A
=========


HYNIX SEMICON: Talks To Sell LCD Unit Rolling On
------------------------------------------------
Talks with both domestic and foreign buyers to sell Hynix
Semiconductor Inc's spun-off liquid crystal display (LCD)
operations are currently ongoing, The Asian Wall Street Journal
reported Sunday. However, it wasn't revealed how much of its
stake in the LCD unit Hynix intends to dispose of through the
sale.

Yonhap News Agency reported earlier that Hynix was close to
clinching the sale of the unit to an Asian firm for the price of
US$500 million.

Meanwhile, the LCD operations last year generated total revenues
reaching W466 billion.


HYUNDAI ENGINEERING: Swap Deal To Include Secured Loans
-------------------------------------------------------
Creditors of Hyundai Engineering and Construction Company (HDEC)
have proposed to include their secured loans extended to the
ailing builder in the planned debt-for-equity swap, which comes
in the bailout package for the firm, The Digital Chosun reported
yesterday.

However, at a plenary meeting, creditors failed to decide on
this proposal, as creditors from the secondary financial sector
have yet to resolve the issue of how to treat the bonds with
warrants (BWs) issued by HDEC, the report said.

The inclusion of the secured loans in the swap deal, according
to major creditor Korea Exchange Bank, was agreed by creditors
to help cover the discrepancy between their collaterals' book
and liquidation value, the report said.


KOREA TELECOM: Unionists OK Spin-Off Of Two Units
-------------------------------------------------
The unionists at Korea Telecom (KT) have given their nod to a
management move to divest the telecom firm's information service
and the delayed fee management division, The Digital Chosun
reported yesterday. The spinoff deal was agreed Saturday at a
meeting between the labor group and management.

Among the details included in the agreement between the two
parties was the transfer of salary equivalent 60 to 70 percent
of current workers' wage level to the directory service
division, the report said. Along with this is the three to five
years' employment guarantee.

The parties also resolved that workers in both units would be
given the rights to as much as 3,000 shares in the spun-off
firm, the report said.


SHINDONGBANG: Creditors OK Debt Workout
---------------------------------------
Creditors of oil-producing giant ShinDongBang approved Friday
the company's proposed debt rescheduling, The Digital Chosun
reported yesterday.

According to the company's major creditor Hanvit Bank,
ShinDongBang's financial condition has worsened due to the
conversion of debts amounting to W360 billion into equity of
W300 billion in sum.

Before the debt rescheduling program is carried out, an
accounting firm will be appointed to conduct a due diligence on
the company's finances.


===============
M A L A Y S I A
===============


ARTWRIGHT HOLDINGS: Debt Workout Discussions Scheduled
------------------------------------------------------
The Board of Directors of Artwright Holdings Berhad (AHB), in
relation to the proposed strategic alliance with Steelcase Inc.,
will be having a discussion with the financial institutions and
hire purchase creditors to review the Proposed Debt
Restructuring.

To date, there has been no change to the status of AHB's plan to
regularize its financial condition.

Background

Founded in 1965 as a manufacturer of T- Squares and drafting
boards, Artwright is today a leading manufacturer of medium to
high-end office furniture in South East Asia.

About 70 percent of the products manufactured are sold in the
domestic market while the remainder is exported to the South and
central America, Europe, the Middle East, and Asia Pacific.
Currently, annual production capacity and output are RM200
million and RM40 million respectively.

Artwright is certified ISO 9002 compliant and its products have
been tested under the various international product performance
testing and accreditation such as ANSI, BIFMA and British
Standard.

In late 1999, the Company launched an up-market system known as
System MX i as an integrated office desking and panel
workstation system. MX i has the ability to integrate with
Artwright's flagship product - System MX V2.

The production and commercialization of MX i will be realized in
the third quarter of financial year 2001. The increased export
business is expected to contribute 60 percent to the Group's
revenue for the year ending 30.6.2001. Artwright has a well-
established international network and a physical presence
through showrooms and dealers in 28 countries.

It also recently secured several international projects such as
American Express, Nestle, Gillette in India, International
Business Directory and CS&T in Montreal, Canada.

On 6 September 2000, the Company and its four subsidiaries
entered into a debt restructuring agreement with its financial
institution lenders and hire-purchase and lease creditors to
reschedule its debt payments as well as to issue ICULS as part
settlement of the Group's unsecured debts. The proposal is
pending approval from the Securities Commission (SC).


AUTOWAYS HOLDINGS: Posts Additional Winding Up Details
------------------------------------------------------
Autoways Holdings Berhad announce the following additional
information regarding the winding up petition against subsidiary
Autoways Construction Sdn Bhd:

1. The total cost of investment of Autoways Holdings Berhad in
Autoways Construction Sdn Bhd (ACSB) is RM11,500,004.

2. The Restraining Order obtained under Section 176 of the
Companies Act 1965 expired on 19 December 2000. Hence, Showa
Factoring (Malaysia) Sdn Bhd (SFSB) was able to present the
above petition on 20 April 2001.

Background

On 21 May 1999, Autoways announced a proposed restructuring
scheme to enable it to continue as a going concern and return it
to profitability. The scheme involves the proposed disposal of
Autoways Development Sdn Bhd; capital reduction; set-off of
share premium against accumulated loss; scheme of arrangement
and compromise repayment in respect of amounts owing to
creditors; acquisition of Anjung Bahasa Sdn Bhd, Plaza Sungei
Besi and Cayman (a 5-storey commercial complex in Sungai Petani,
Kedah); special issue and warrants issue.

All classes of creditors have agreed to the scheme. The proposal
is now pending further approvals. The Shah Alam High Court has
granted the Company and subsidiary, Autoways Construction Sdn
Bhd, an extension of the restraining order issued pursuant to
Section 176 (10) of the Companies Act, 1965, for a further six
months from 19 June 2000.


MALAYSIAN GENERAL: Cancels Deals With PSSB
------------------------------------------
On 2 May 2001, Malaysian General Investment Corp (MGIC)
announced that the conditional sale and purchase agreements
pertaining to the proposed acquisition of the entire equity
interest in Pembinaan Sahabatjaya Sdn Bhd (PSSB) and proposed
acquisition of six (6) pieces of land, which were entered into
by the Company and the respective vendors on 10 August 2000 and
1 November 2000 respectively, have lapsed.

In the same announcement, it was also noted that MGIC intended
to negotiate with the parties involved for an extension of time
to fulfill the conditions precedent for the Proposed
Acquisitions.

The Company, would like to say that MGIC together with the
respective vendors have mutually agreed not to proceed with the
Proposed Acquisitions and have discharged all their obligations
in relation thereto due to changes in economic conditions which
has adversely affected the feasibility of the Proposed
Acquisitions.

Presently, the Company is in the process of identifying or
securing new viable assets to be injected into MGIC for the
purposes of the Company's restructuring scheme which also
entails a composite scheme of arrangement with the creditors of
MGIC and two of its subsidiaries, namely MGIC Construction Sdn
Bhd and Magic Hill Resort Sdn Bhd.

In view of the foregoing, the Company will seek an extension of
time from the Kuala Lumpur Stock Exchange (KLSE) to allow MGIC
to comply with paragraph 5.0 of Practice Note #4 pertaining to
the stipulated time frames for regularizing an affected listed
issuer's financial condition.

The Company will keep the shareholders informed of further
developments as and when events are finalized.

Profile

As Hibernia Rubber Estates, the Company operated a rubber
plantation. In January 1974, Hibernia's assets were transferred
to Riverview Rubber Estates Bhd. Hibernia then became a shell
company, wholly-owned by Riverview, and ceased to trade as a
rubber company.

In September 1974, the Company was acquired by Bumiputra
Merchant Bankers Bhd (BMB) and subsequently, assumed its present
name (MGICB) to reflect its proposed business as an investment
company. In May 1984, Yayasan Pahang, the investment arm of the
Pahang State Government, subscribed for 28.8m shares in MGICB.

With effect from 1 September 1988, the Company became solely a
holding company when, pursuant to a corporate reorganization
scheme, its investment operations were transferred to
subsidiaries MGIC Securities Sdn Bhd and MGIC Capital Sdn Bhd.
In 1989, the Group began to extend its investment activities
into property investment and development. Expansion into
stockbroking activities began in 1992 through the acquisition of
Charles Bradburne & Co (1930) (renamed MGI Securities (MGIS)).
In 1995, futures broking was added to its financial services.

The difficult operating conditions following the economic crisis
in 1997, led to the placement of subsidiary MGIS under trading
restriction in February 1998, and the appointment of Special
Administrators to the company in April 1999. The Exchange ruled
that MGIS must effect a restructuring scheme to avoid suspension
from trading.

The proposed scheme, revised in August 2000, incorporates
acquisitions of companies involved in property development and
construction. MGIS is also undergoing a restructuring exercise
via the disposal of its entire equity to Avenue Assets Bhd (AAB)
as part of AAB's merger program with Soon Theam Securities Sdn
Bhd and Kestrel Securities Sdn Bhd. The disposal was approved by
the Securities Commission (SC) on 13 June 2000 and subsequently
completed on 22 November 2000.


PICA CORP: In Talks With Guarantor Banks Re Debt Workout
--------------------------------------------------------
The Board of Directors of Pica (Malaysia) Corporation Berhad
issued a press release further to the Company's announcement on
8 May 2001 on the status of the Company's Guaranteed Revolving
Underwriting Facility amounting to RM60 million (GRUF). The
Company is negotiating with the Guarantor Banks to restructure
the outstanding debt.

No agreements have be finalized as at the date hereof.

Profile

Pica specializes in direct equity and equity-related investment,
and through its subsidiaries, is also involved in specialized
financial activities including the offer and arrangement of
equity investments and the provision of mezzanine capital and
equity financing.

Pica makes direct investment in and offers financial assistance
to emerging companies where the injection of additional capital
and financing can generate growth and enhance the profitability
of these companies.

The Company seeks out under-performing and/or under-valued
companies with significant growth potential. Through equity-
participation, it uses its expertise to restructure these
companies and add value to its clients. Its skills range from
corporate finance management to strategic planning and
investment advisory services.

In addition, Pica's network allows it to offer and arrange
intermediary services between Malaysian and overseas investors
and businesses to capitalize on existing resources and to
develop new markets. Its subsidiaries are also involved in
money-lending, fund management and investment advisory services.

In February 2000, the Company embarked on a rigorous plan to
invest in IT-related ventures, via its newly incorporated
subsidiary Pica dotCom. Pica dotCom entered into an agreement to
acquire a 20 percent stake in Oxford Media Sdn Bhd, a premier e-
commerce payment solution provider through a system called
CYBANK. The 20 percent stake entitles the Company to a 14
percent equity interest in CB International Ltd, the owner of
intellectual property rights to the CYBANK system.


TAJO BERHAD: Signs SPAs With Charming Vanguard
----------------------------------------------
The Board of Directors of Tajo Berhad stated the Company has
entered into two Conditional Sale and Purchase Agreements (SPAs)
with Charming Vanguard Sdn Bhd (CVSB) to dispose of the entire
issued and paid up share capital of Tajo Construction Sdn Bhd
(TCSB) and Accentuate Development Sdn Bhd (ADSB) respectively
for a cash consideration of RM1.00 for each company.

Background Information On TCSB and ADSB

  a) Background information on Tajo Construction Sdn Bhd (TCSB)

     TCSB was incorporated in Malaysia under the Companies Act,
1965 as a private limited company on 26 November 1990. The
authorized capital of TCSB is RM10,000,000 comprising of
9,000,000 ordinary shares of RM1.00 each and 1,000,000
redeemable preference shares of RM1.00 each. The issued paid-up
share capital of TCSB is RM50,000 ordinary shares of RM1.00 each
and 50,000 redeemable preference shares of RM1.00 each.

TCSB was involved in general construction business but has
ceased operations since 1999.

  b) Background information on Accentuate Development Sdn Bhd
(ADSB)
  
     ADSB was incorporated in Malaysia under the Companies Act,
1965 as a private limited company on 9 January 1996. The
authorized capital of ADSB is RM500,000 comprising of 500,000
ordinary shares of RM1.00 each. The issued paid-up share capital
of ADSB is RM500,000 ordinary shares of RM1.00 each.

ADSB is involved in property development.

Proposed Disposals

Pursuant to the S&P Agreements, Tajo proposes to dispose off
50,000 ordinary shares and 50,000 redeemable preference shares
of RM1.00 each in TCSB representing 100 percent equity interest
and 500,000 ordinary shares of RM1.00 each in ACSB representing
100 percent equity interest, therein for a cash consideration of
RM1.00.

The sale consideration of RM1.00 was arrived at on a willing
buyer willing seller basis after taking into consideration the
Net Tangible Liabilities (NTL) of TCSB and ADSB as at 31
December 2000.

The original cost of investment to Tajo for 50,000 ordinary
shares and 50,000 redeemable preference shares of RM1.00 each in
TCSB is RM5,145,030. TCSB is a wholly owned subsidiary of Tajo
since 30 November 1992. Tajo made a provision for diminution in
value of investment of RM5,145,029 in the financial year ended
31 December 1998.

The original cost of investment to Tajo for 500,000 ordinary
shares of RM1.00 each in ADSB is RM500,000. ADSB is a wholly
owned subsidiary of Tajo since 10 June 1996. Tajo made a
provision for diminution in value of investment of RM499,999 in
the financial year ended 31 December 1999.

Salient Terms of S&P Agreements

Completion Date is defined as the date Tajo and CVSB have
completed and performed the terms and covenants on their parts
contained in the S&P Agreements and upon the completion of the
sale and purchase of the shares, which will take place on or
before the expiry of fourteen days after the last of the
Approvals required have been obtained or deemed to be obtained.

  a) Tajo Construction Sdn Bhd

     S&P Agreement is dated 7 June 2001.

     The salient terms and conditions of the S&P Agreement of
TCSB are as follows:

     (i) The parties hereto agree that any inter company debt
between the Vendor and its related companies and the TCSB shall
be waived or set off so that the net effect of such waiver or
set off shall be that neither party shall owe the other any
monies.

     (ii) The disposal of the entire paid up shares in TCSB
shall be free from all lien, pledges, charges and other
encumbrances whatsoever and with all rights attaching thereto as
at the Completion Date (as defined in the S&P Agreement)
including without limitation, all bonuses, rights, dividends and
other distributions declared, paid or made.

  b) Accentuate Development Sdn Bhd

     S&P Agreement is dated 7th June 2001.

     The salient terms and conditions of the S&P Agreement of
ADSB are as follows:

    (i) As a condition precedent to completion, the Purchaser
(CVSB) undertakes to procure the release of the Corporate
Guarantee granted to Arab-Malaysian Bank Berhad (AMBB) by Tajo
pursuant to the Term Loan facility granted by AMBB to ADSB for
the purchase of its 5.7 acre land in
Damansara Heights, Kuala Lumpur, held under H.S.(D) 85212-85215
(Incl.) PT Nos. 4210, 4211, 4212 and 4213, Mukim of Kuala
Lumpur, Wilayah Persekutuan.

As at 31st December 2000, the sum outstanding to AMBB is
RM28,313,530.

     (ii) The disposal of the entire paid up shares in TCSB
shall be free from all lien, pledges, charges and other
encumbrances whatsoever and with all rights attaching thereto as
at the Completion Date (as defined in the S&P Agreement)
including without limitation, all bonuses, rights, dividends and
other distributions declared, paid or made.

Estimated time frame for the completion of the Proposed
Disposals

The estimated time frame for the completion of the Proposed
Disposals of TCSB and ACSB is 180 days from the date of the S&P
Agreement.

Utilization of Proceeds

The proceeds of RM1.00 for TCSB and RM1.00 for ADSB will be
utilised for working capital.

Details of the Purchaser

Charming Vanguard Sdn Bhd (CVSB) was incorporated in Malaysia
under the Companies Act, 1965 as a private limited company on
19th November 1999. CVSB is an investment company. The
authorized share capital of CVSB is RM100,000 comprising of
100,000 ordinary shares of RM1.00 The issued and paid-up share
capital of CVSB is RM2 comprising of 2 ordinary shares of RM1.00
each.

Rationale

The Proposed Disposals is in line with the Company's plan to
streamline the businesses of Tajo, by disposing of non-core
businesses such as TCSB and ADSB which are unrelated to its
principal activity of manufacturing, selling and distribution of
bricks. Tajo will be able to concentrate its financial and
management resources on its core business activity.
Additionally, the disposal of these dormant subsidiaries with
negative shareholders funds, will also help to strengthen Tajo's
Consolidated Financial Statements. This will ensure that the
Company will be on a firmer financial footing and is in line
with its present proposed debt restructuring with its lenders,
corporate guarantee holders and selected creditors.

Financial Effects

Share Capital

The Proposed Disposals will not have any effect on the share
capital of Tajo as the sale consideration is to be satisfied
entirely by cash.

Substantial Shareholding

The Proposed Disposals will not have any effect on the
substantial shareholding structure of the Company.

Net Tangible Liabilities

Based on the audited accounts as at 31 December 2000, the
proforma Net Tangible Liabilities of the Group will be improved
from RM2.85 per share to RM2.28 per share after the Proposed
Disposals.
Earnings

Based on the audited accounts as at 31st December 2000 the
Proposed Disposals are expected to give rise to an estimated
gain of RM22,630,660 at the Tajo Group level and an estimated
gain of RM7,915,605 at the Company level. The Earnings Per Share
is expected to improve by RM0.57 with the Proposed Disposals.

(Since the last audited accounts, TCSB has advanced RM1.5
million to Tajo. Thus, the estimated gain will rise to
RM24,130,660 at Tajo Group level and RM9,415,605 at Company
Level)

Approvals Required

The Proposed Disposals is conditional upon obtaining the
approvals of the following:

   (a) The shareholders of Tajo at an extraordinary general
meeting;
   (b) Any other relevant authorities.

None of the directors, substantial shareholders of Tajo and
persons connected to directors and/or substantial shareholders
of Tajo have any interest in the Proposed Disposals.

The Directors having considered all aspects of the Proposed
Disposals, are of the opinion that the Proposed Disposals is in
the best interest of the Company and that the terms thereof are
fair and reasonable.

The intended transactions is not expected to depart from the
Commission's Policies and Guidelines on Issue/Offer of
Securities

A copy of the S&P Agreements for the Disposal of TCSB and ADSB
is available for inspection at the registered office of the
Company at LG-9, Lower Ground Floor, Wisma UOA II, No. 21, Jalan
Pinang 50450 Kuala Lumpur during normal business hours from
Monday to Friday (except for public holidays) for a period of
fourteen (14) days from the date of this announcement.


Table 1
Name of Company Issued and paid-up capital                %
Held
TCSB 50,000 ordinary shares of RM1.00 each and
50,000 redeemable preference shares of RM1.00 each              
100
ADSB 500,000 ordinary shares of RM1.00 each      
100
Total 550,000 ordinary shares of RM1.00 each and
50,000 preference shares of RM1.00 each                         
100

Table 2
Name of Company   NTL (RM)      NTL per ordinary shares
TCSB             (15,486,167)   (309.72)
ADSB             (18,170,914)   (36.34)

Profile

The Company (Tajo) started commercial production of bricks in
June 1984. The brick manufacturing facilities of Tajo, with an
annual production capacity of 48m brick equivalent pieces, are
located in the Mukim of Sedenak, District of Johor Bahru. The
maximum capacity of the new Bukit Kepong plant in Johor is
approximately 60 million brick equivalent units.

Tajo caters for customers throughout Malaysia, Singapore,
Brunei, Hong Kong and Japan. Marketing and distribution by the
Group are organized on a geographical basis. Tajo serves the
export market, whilst subsidiary Tajo Marketing handles local
sales.

The bulk of the Group's sales are to building materials trading
houses. In addition, the Group supplies bricks directly to large
contractors.
Tajo ventured into property development in 1988.

In 1994, the Company discontinued its clay roofing tiles
manufacturing facilities by disposing of Tajo Tiles, and
ventured into the shipping business through the acquisition of
Able Shipping but has since proposed to interest divest its in
the shipping business.

In 1996, the Group acquired Precima Sdn Bhd which is a
manufacturer of electronic and mechanical components inclusive
of Swiss standard watch dials. The factory is located at Sungei
Way Free Trade Zone, Petaling Jaya, Selangor with a floor area
of 4,800 sq m.

The Group has also ventured into the media industry through the
acquisition of All Media Consolidated Sdn Bhd which is involved
in the printing, publishing, event organizing and advertising
business on 12 November 1996.

On 27 September 1999, the Company made an application to the
High Court to convene separate meetings with its lenders for the
purpose of considering the Company's proposed debt restructuring
scheme and if deemed fit, approving the same without amendments.
The court order was granted on 7 October 1999. Hearing for the
application of the extension of the said court order to 6
October 2000 has been adjourned to 28 June 2000.

The scheme of arrangement comprises a proposed restructuring of
the Company's debt amounting to approximately RM173 million,
rights issue, rights issue of 38.291 million naked warrants and
an increase in the authorized share capital of the Company.

The proposed debt restructuring involves the conversion of debt
into redeemable secured loan stocks, redeemable convertible
unsecured loan stocks, redeemable convertible secured loan
stocks, and/or new Tajo shares with detachable warrants.

The total debt owing to the unsecured creditors is proposed to
be paid in three staggered payments.


=====================
P H I L I P P I N E S
=====================


NATIONAL POWER: To Float US$500-M Bonds To Settle Debts
-------------------------------------------------------
Beleaguered state-owned utility firm National Power Corporation
(Napocor) is going to float bonds worth US$500 million within
this year, The Philippine Star reported yesterday. The revenues
generated from this planned bond flotation will directed to pay
off maturing debts and obligations.

This bond issuance will have to be approved by the Bangko
Sentral ng Pilipinas (BSP of central bank). BSP Governor Rafael
Buenaventura said that it would be best for Napocor to issue
either a medium-term or five-year maturing bonds.

Meanwhile, with the passage of the Omnibus Power Bill, the
utility firm will undergo privatization. Napocor is currently
burdened with debts totaling around P900 billion, mainly ensuing
from the high power purchase contracts with independent power
producers (IPPs) in the early 1990s, at the height of the power
crisis.


UNIWIDE GROUP: Asset Sale Set To Cut Debts By 70%
-------------------------------------------------
Troubled Uniwide Group of Companies is planning to sell a number
of its assets with the aim of reducing its debts and obligations
amounting to P11.1 billion, particularly owed to seven
creditors, by as much as 70 percent, Business World reported
Friday. This move will be taken following the company's debt-
for-asset swap exercise with three creditor banks.

"It's one of the major activities that we're doing to attract
investors. The completion of the dacion will pave the way for
the start of discussions because at the moment they are still
waiting for the condition to stabilize. The dacion will reduce
the debts and this will help attract investors," a source at
Uniwide said.

However, the newspaper reported, the company will have to seek
the approval of the Securities and Exchange Commission on this
asset disposal plan, which prospective investors required the
company to implement.

The banks, with which this dacion en pago (in-kind payment) will
be exercised, are Equitable PCI Bank, Rizal Commercial Banking
Corp. (RCBC), Land Bank of the Philippines, Bank of the
Philippine Islands (BPI), Global Business Bank, Philippine
National Bank (PNB), and Allied Banking Corp, said the Uniwide
source.

=================
S I N G A P O R E
=================


ASIA PULP: Bondholders To Take Tougher Action
---------------------------------------------
Some bondholders of Asia Pulp and Paper Company (APP) may take
tougher action against the company after APP's decision to pay
interest to a number of creditors of units in Indonesia and
China, notwithstanding APP's call for a debt standstill and debt
restructuring with creditors, The Asian Wall Street Journal
reported yesterday.

Law firm Bingham Dana LLP partner Richard Gitlin was quoted by
the newspaper as saying, "The bondholders are working with the
company, and would prefer a consensual restructuring, because in
our experience that's what gets the most value for the
creditors." The law firm represents the bondholders committee.

Gitlin continued, "We have been disappointed by a lot of things
including the pace, so we have a parallel strategy, which
involves accelerating the bonds and taking legal action, in case
the company doesn't comply with what it said it would do."

According to the Journal's report, APP bondholders are entitled
to demand for the immediate payment of the principal amount, and
APP's failure to do so may compel the bondholders to take legal
action against the company.

Meanwhile, APP announced that audited figures of the company's
financial state will only be available in several weeks' time,
and the Journal said, this could lead to the company's delisting
from the New York Stock Exchange.


GMG GLOBAL; Purchase Of Debt From Subsidiary
--------------------------------------------
The Directors of GMG Global Ltd say there has been a revision in
the completion date for the purchase by the Company of the long-
term debt owing by Hevecam SA, a subsidiary of the Company to
the State of Cameroon.

Under an Agreement entered between the Minister-In-Charge of
Economy and Finance, State of Cameroon and the Company on 17
March 2000, the Company was granted the right to purchase for
the amount of FRF105,397,329, the outstanding debt of Hevecam
owing to the State of Cameroon and the purchase of the debt was
to be completed before 30 June 2000.

The completion date was revised to 31 December 2000 and then to
30 June 2001 by the Minister.

It has now been further revised to 30 June 2002 by the Minister.

The debt amounts to FRF226,733,244 comprising the principal
amount of FRF198,034,590 and interest of FRF28,698,654.


SPP LIMITED: Completes Capital Reduction
----------------------------------------
The Directors of the Company announce that following the court
sanction of the Capital Reduction on 25 May 2001, a copy of the
Order of the High Court of the Republic of Singapore has been
lodged with the Registrar of Companies on 8 June 2001. The
Capital Reduction is now complete and effective.  

The capital reduction exercise was designed to reduce the par
value of each ordinary share in the capital of the Company from
$0.25 to $0.05. The plan was approved by the shareholders of the
Company was obtained on 16 April 2001.




===============
T H A I L A N D
===============


NATIONAL FERTILIZER: Entering Into Credit Deal With PTT
-------------------------------------------------------
According to National Fertilizer Company's Board of Directors
meeting No.6/2544, dated June 7, 2001, the board approved the
company to enter the borrowing agreement and security agreement
with Petroleum Authority of Thailand for the working capital of
Bt600,000,000 for the purpose of raw material purchasing.

Term of borrowing will be the shorter between 1 year and until
the company financial restructuring is completed. Securities for
the borrowing will be equal to 130 percent of loan amount and
will consist of:

      - Stock pledge
      - Assignment of Account receivable
        Please kindly be informed accordingly.


QUALITY HOUSES: Posts Result Of Share Offering
----------------------------------------------
Quality Houses Public Company Limited announces the results of
the company's share offering, as follows:

1. Information relating to the share offering        

   Class of shares offered: new ordinary shares
   Number of shares offered: 135,284,894 shares
   Offered to: Existing shareholders by way of the rights issue
at the subscription ratio of 5 existing shares to 1 new ordinary
share, and shareholders may subscribe for excess rights shares
at the same offering price.
   Price per share: Bt3 per share
   Subscription and payment period: 25, 31 May 2001

2. Result of the share sale:
   Totally Sold

3. Details of the sale

Thai investors             Foreign investors             Total
Juristic       Natural          Juristic       Natural
                                                             
persons       persons         persons      persons

Number of persons        
60             3,780      38               53           3,931

Number of shares subscribed  
28,736,819   69,734,014    35,909,910  904,151     135,284,894

Percentage of total shares offered for sale     
21.24           51.55       26.54         0.67              100

4. Amount of money received from the share sale        

   Total amount: Bt405,854,682
   Less: expenses: Baht  -
   Net amount received: Bt405,854,682


SRIVARA REAL: Posts Process For Capital Reduction
-------------------------------------------------
Since Asset Recovery Company Limited, Business Reorganization
Plan Administrator of Srivara Real Estate Group Public Company
Limited, noticed the closing date of the share transfer book of
the Company started at 12.00 am on May 16, 2001 to identify the
list of shareholders whose ordinary shares will be reduced in
the proportion of 100 existing shares to 1 remaining ordinary
share, the detail of the capital reduction is as follows:

1. Capital shall be reduced through a reduction in the number of
fully paid up ordinary shares of the shareholders of the Company
whose names appear on the register as of May 16, 2001. The
ordinary shares will be reduced in the proportion of 100
existing shares to 1 remaining ordinary shares.  

2. For the shareholders whose shares exceed 100 shares, the
fraction of 100 shares shall be rounded up to 1 share.


S U B S C R I P T I O N  I N F O R M A T I O N

Troubled Company Reporter -- Asia Pacific is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Trenton, NJ
USA, and Beard Group, Inc., Washington, DC USA. Lyndsey Resnick,
Ronald Villavelez, Maria Vyrna Ni¤eza, Editors.

Copyright 2000.  All rights reserved.  ISSN: 1520-9482.

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