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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

             Friday, July 27, 2001, Vol. 4, No. 146


                          Headlines


A U S T R A L I A

COLES MYER: Senior Appointments To Push Strategy
NATURAL GAS: Record Date Of Schemes Of Arrangement Set


C H I N A   &   H O N G  K O N G

401.COM LIMITED: Posts Net Loss Of HK$216.435M
BEST FAITH: Winding Up Petition To Be Heard
CHINA GUANGDONG: Hearing of Winding Up Petition Set
FIRST MILES: Winding Up Petition Slated For Hearing
GOLDWIZ HOLDINGS: Posts Ops Loss Of HK$142.8M
GOODWILL REAL: Winding Up Petition Set For Hearing
GUANGDONG INVESTMENT: GDH Ltd To Exercise Convertible Bond
GUANGDONG INVESTMENT: Seeks EGM Approval To Exercise Bond
HING WU:  Faces Winding Up Petition
NORTHERN INTL: Posts Net Loss Of HK$25.58M
PACIFIC CENTURY: Drops Bond Offer Plan
PACIFIC CENTURY: Trading Of Warrants To Cease Friday
VICTORY GROUP: Proposed Capital Reorg Passed
VICTORY GROUP: S-Holders OK Share Consolidation


I N D O N E S I A

ARTHA SWADAYA: IBRA Files Bankruptcy Petition
TEXMACO JAYA:  Parent Firm Takes Over US$60M Debt


J A P A N

NATIONAL OIL: Hiranuma Seeking Advice On Options


K O R E A

HYNIX SEMICON: Govt Calls For Review Of Financial Health
KOOKMIN BANK: Close Race For Presidency Of Merged Entity
SAMSUNG ELECTRONICS: Still At A Better Stance In The Sector
SHINHAN BANK: Gets US$200M In Syndicated Loans
SSANGYONG MOTOR: Expects Operating Profit Of Over W10B


M A L A Y S I A

RAHMAN HYDRAULIC: Amends Auditors' Report
RAHMAN HYDRAULIC: Gets Defense Filing Extension
RENONG BERHAD: Aborts Asset Sale Deal
SRIWANI HOLDINGS: Lodges Scheme Of Arrangement At High Court


P H I L I P P I N E S

NATIONAL BANK: Deposits Jump To P130.2B
PRYCE CORP: LTCPs Rated PRS C
PRYCE CORP: To Settle P300M Debts Via Asset Swap Deal
RFM CAPITAL: P500M LTCPs Downgraded To Caa
RFM CORP: Cosmos' P750M LTCPs Rating Under Review
RFM CORP: Discussion With SMC Over Cosmos Sale Ongoing


S I N G A P O R E

AMTEK ENGINEERING: JV To Voluntarily Wind Up
CAM INTL: Seeks Court Approval To Convene Scheme Meeting
PAKARA TECHNOLOGY: Sells Penang Leasehold Factory


T H A I L A N D

TONPING VALLEY: Reorg Petition Lodges With Bankruptcy Court
TPI POLENE: Strikes Lease Deal With Pornchai


      -  -  -  -  -  -  -  -

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


COLES MYER: Senior Appointments To Push Strategy
------------------------------------------------
Dennis Eck, Managing Director and CEO of Coles Myer Ltd, and
Warren Flick, COO General Merchandise & Apparel (GM&A),
today announced senior management appointments within the GM&A
Group to further enhance the implementation of its business
strategy.

Geoff Sadler will take up the new role of Managing Director,
Integrated Merchandising and Retail Services, for the GM&A Group
and will continue to be responsible for the Officeworks and
Megamart businesses.

Sadler, who has been Managing Director of Kmart & Specialty
since 1996, will be responsible for the GM&A integrated
functions of finance, human resources, IT, merchandising and
marketing.

"I would like to thank Geoff for the outstanding contribution
that he has made to the growth of Kmart during his six years of
office," Eck said.

Warren Flick, commenting on Sadler's appointment said: "I look
forward to working with Geoff to implement our strategy of
improving ranges, enhancing store layouts and pursuing
excellence in customer service across all our businesses within
the GM&A Group."

The GM&A Group comprises Myer Grace Bros, Kmart, Target,
Officeworks, Megamart and K-Auto and accounts for sales in
excess of $9.7 billion annually from 615 stores in Australia and
New Zealand employing more than 78,000 people.

The Group was formed in April to bring together and unlock
synergies within Coles Myer's general merchandise and apparel
businesses.

Flick has announced the appointment of Hani Zayadi as Managing
Director of Kmart.

Zayadi joins Kmart from Wal-Mart in Canada, where he has been
Senior Vice President of Merchandising since 1999.

"Hani is a highly experienced discount department store retailer
and I am delighted that he has agreed to join the team and lead
our Kmart business," said Flick.

"His extensive experience, across a range of formats within the
discount retail sector together with his strong track record in
merchandising, will prove very valuable in our drive to deliver
improved products and better service for our customers."

Zayadi began his career at apparel fashion chain Dylex and went
on to hold various senior management positions at a number of
Canadian retailers. At Hudson's Bay Company he led a successful
turnaround of fashion retailer The Bay and was responsible for
implementing a strategic repositioning of discount chain
Zellers.

Eck said: "These appointments will further the progress
currently underway within the GM&A Group."


NATURAL GAS: Record Date Of Schemes Of Arrangement Set
------------------------------------------------------
Santos Limited refers to the announcement and Appendix 3B lodged
by Santos Limited (Santos) on 9 April 2001, in relation to the
three schemes of arrangement between Natural Gas Australia
Limited (NGA) and its security holders, pursuant to which all
NGA shares will be transferred to Santos and all outstanding NGA
options will be cancelled.

The Record Date for the NGA schemes of arrangement was 24 July
2001.

Accordingly, the holders of NGA securities who are entitled to
be issued Santos shares under the schemes of arrangement, and
the number of Santos shares each will be issued, have now been
determined.

On the implementation date (31 July 2001), Santos will issue
4,524,568 Santos shares to NGA security holders.

This number of Santos shares is within the range notified to the
Australian Stock Exchange on 9 April 2001 and all these shares
have been approved for quotation.


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


401.COM LIMITED: Posts Net Loss Of HK$216.435M
----------------------------------------------
401.com Limited for the year ended 31 March 2001 suffered a net
loss of HK$216.435 million, surging from losses of HK$43.556
million recorded in the previous year.

The year's turnover was HK$165.343 million, up from the last
year's HK$58.079 million.

New investments

To take advantage of the many opportunities in the digital era,
the Group made several significant investments.

On 3 May 2000, the Group completed the acquisition of 60 percent
of Cyberoffice Limited (Cyberoffice). The acquisition of 60
percent of Total Logistics Services Limited (TLS) as well as the
purchase of 850,000 ordinary shares of the property portal!
Limited (PP.com) were completed on 28 July 2000.

Additionally, the purchase of a 10 percent stake in Iswapnet
Hong Kong Limited was completed on 12 September 2000.

In the past year, TLS made investment in three companies that
market various products. These companies include (1) Kinwood
Company Limited, which has exclusive manufacturing, licensee
distribution of LA Gear products in Hong Kong, Macau and the
PRC; (2) Chain Supplies Limited, which is engaged in the design
and supply of fabrics for curtain and furniture in Hong Kong;
and (3) Active Water Technology Company Limited, the exclusive
distributor of water purifiers manufactured by Cuno Filtration
Asia Pte. Limited.

Business activities

With the aim to improve the asset quality and raise the medium
and long term investment returns, the Group has purchased
several properties, such as the shopping arcade in Causeway Bay
Ginza, the warehouse in Kwun Tong Industrial Centre and the
factory in Chung Mei Centre, which have ideal rental returns.

The Group is going to take the advantage of the resurgence trend
of Hong Kong real estate market to seek other good properties,
so as to increase the investment returns in property investment.
Additionally, the Group will put these properties for sale when
the value of the portfolio has increased in order to purchase
better properties for investment.

In view of the huge investment cost and high operational cost in
the shipping business, the Group had committed into a sale and
purchase agreement with an independent party on 15 March 2001 to
dispose a subsidiary, AWT Shipping Limited (AWT Shipping) for
the consideration of HK$1,000,000 and was completed at the end
of March 2001.

AWT Shipping was a 50 percent owned subsidiary of the Company
since April 2000 and was principally engaged in shipping
business.

With the cooling down of the internet fever during the second
half year of 2000, the Group has taken active measures to
reorganize and consolidate its internet investment portfolio,
and has employed some tactics to cut the loss so as to achieve
better performance. Cyberoffice therefore applied for creditors'
voluntary liquidation on 6 July 2001.

Financial review

For the year ended 31 March 2001, the Group recorded a turnover
of approximately HK$165 million, representing 185% increase as
compared to last year. The increase is mainly due to the growth
in the business of freight forwarding, shipping and logistics
services.

During the year, the Company successfully raised funds of
approximately HK$54 million from placement of shares and issue
of convertible bonds. Of the net proceeds of HK$54 million,
HK$27.3 million was used to purchase 850,000 ordinary shares of
PP.com and the balance of HK$26.7 million are being used by the
Group as general working capital and for its freight forwarding
and logistics business.

As of 31 March 2001, the Group had net assets of approximately
HK$17 million.  As a result of the completion of the debt
restructuring exercise with its major creditors, the Group's
finance costs were tremendously reduced to HK$4.8 million for
the year ended 31 March 2001 from HK$18 million in the previous
year.

Total liabilities were decreased by 39 percent over the year
ended 31 March 2001.

The Group currently maintains a variety of credit facilities to
meet its working capital requirements. As at the year end date,
the Group's total borrowings, which were all denominated in Hong
Kong dollars, amounted to about HK$43 million with some HK$24
million repayable within one year and some HK$19 million
repayable after one year and around 28 percent of the Group's
total borrowings, including convertible bonds and other loans,
were at fixed interest rates.

The Group's gearing ratio was 247 percent which is calculated
based on the total borrowings of HK$43 million and the Group's
shareholders' funds of HK$17.4 million.

Future Outlook And Prospects

Comprehensive property services

Backed by long-accumulated and solid experience in the provision
of property services, the Group progressively reactivated the
former well-received realty services. The Group has developed an
integrated property service concept named Total Property
Services, which includes realty consultancy and household
services.

Leveraging its extensive experience in the property market and
long-term relationship with property developers and landlords,
the Group will offer a wide range of integrated property
consultancy including property development consultancy, project
management consultancy, construction management consultancy,
facilities management consultancy and sales & marketing
consultancy for different kinds of property in Hong Kong and the
PRC.

Being a value added support to the realty business, the Group's
total household services aim at providing the general households
with movers & warehouse storage service, housekeeping service,
interior decoration and contracting service, dry clean & laundry
service, property management & security service, insurance
agency and other miscellaneous services.

Freight forwarding and logistics services

Capitalizing on over thirty years of solid experiences in
freight forwarding and an established global network with
overseas offices and representative agents around the world, the
Group has resumed its freight forwarding business and extended
to logistics services. TLS provides computerized total logistics
solutions to clients by offering a full range of integrated
services embracing sourcing and procurement, computerized
warehousing and inventory management, and local and
international distribution system.

PRC development

The Group strongly believes, with the international management
team, and its extensive experiences in all aspects in property
market, there are huge opportunities in the Greater China
region.

As the PRC will be a member of the World Trade Organization very
soon, the Group aims to enlarge its business scope to catch new
business opportunities. The Group is ready to take the
advantages of its solid experiences in real estate market to
provide comprehensive property services to the local developers
in Beijing, Shanghai, Guangzhou and Wuhan etc. in order to
improve the value and the return of their investment.

Other investment

The Group received a letter of general offer dated 20 March 2001
from iShowFlat Limited (ISF). According to the offer, every 15
shares in PP.com were converted into 2 new shares in ISF.

The Group accepted the offer in April 2001 and currently holds
approximately 4.97 percent of the issued share capital in ISF.

ISF is providing high-tech integrated property services through
ishowflat.com. By the needs of the business development, ISF
plans to open branch offices in Guangzhou and Singapore. The
Company expects that this movement can assist the Group to
develop the property markets and regional networks in PRC and
South East Asia.

Proposal on change in the name of the Company

To reflect the new total property services and other strategic
development of the Group, the Board proposes to change the name
of the Company from 401.com Limited to 401 Holdings Limited.

Pledge Of Assets

(a) As of 31 March 2001, the following assets of the Group were
pledged to secure convertible bonds, other loans, bank loans and
overdrafts facilities granted to the Group:

                                     2001 2000
                                     HK$'000 HK$'000
Properties for sale, carrying value  27,615 31,827
Fixed deposits                        5,134 ---
                                      32,749 31,827

    (b) As of 31 March 2001, a fixed deposit amounting to
approximately HK$5,980,000 was pledged to a bank as a security
for guarantee granted by the bank on behalf of a former
subsidiary to a leasing company to the extent of US$755,000
(2000: Nil).

Contingent Liabilities

    (a) The Company has provided corporate guarantees to certain
banks and creditors to secure general banking facilities granted
to its subsidiaries. Such facilities utilized by the
subsidiaries as at 31 March 2001 amounted to approximately
HK$6,160,000 (2000: HK$21,336,000).

    (b) During the past three years, the Inland Revenue
Department (the IRD) has commenced a review on the taxation
affairs of AWT World Transport (Far East) Limited (AWT Far
East), a wholly-owned subsidiary of the Company, and has raised
enquiries on the tax deductibility of certain expenses paid to
Tran-Starting Inc. (Transtarting), a wholly-owned subsidiary of
the Company, during the year of assessment 1992/93 and
subsequent years of assessment.

       On 19 February 1999 and 20 February 2001, the IRD issued
an additional assessment for 1992/93 and 1994/95 respectively to
AWT Far East to disallow such expenses.  AWT Far East has lodged
objections against the additional assessments for these two
years and conditionally paid all the additional tax charged of
HK$1,793,892 for 1992/93 and is paying the additional tax
charged of HK$2,521,623 for 1994/95 by installments. Up to the
date of this announcement, no final conclusion has been reached
with the IRD in respect of the assessments.

       The directors consider that the tax provision of
HK$3,698,000 made in the consolidated balance sheet as at 31
March 2001 is adequate and no further provision has been made
for this matter.  Should the IRD disallow the expenses with the
same nature from 1994/95 onwards, an additional tax provision of
HK$1,545,000 would have to be made.

     (c) As of 31 March 2001, eight employees have completed the
required number of years of service under the Hong Kong
Employment Ordinance (the ``Ordinance'') to be eligible for long
service payments on termination of their employment.  The
Company is only liable to make such payments where the
termination meets the circumstances specified in the Ordinance.

If the termination of all such employees meets the circumstances
set out in the Ordinance, the Group's liabilities as at 31 March
2001 in this matter would be approximately HK$502,000.  No
provision has been made for this amount in the accounts as it is
not expected to crystallize in the foreseeable future.

    (d) According to the rights and restrictions of the
convertible preference shares (CP shares) which were approved by
the shareholders of the Company in a special general meeting
held on 6 January 2000, the shareholders of the CP shares are
entitled in priority to any distribution in respect of any other
class of shares of the Company to a fixed cumulative
preferential dividend at the rate of 6 per cent per annum on the
notional value of each CP share held from the date of issue to
the date the CP shares are converted into ordinary shares or are
redeemed. As at 31 March 2001, the shareholders of the CP shares
have the right for an accumulative dividend of approximately
HK$776,000. Such dividend was not accrued in the accounts as the
Company has no retained earnings lawfully available for
distribution as of 31 March 2001.

Number Of Employees, Remuneration Policies, Share Option Scheme

Including the directors of the Company, as of 31 March 2001, the
Group employed a total of 121 full-time employees. Remuneration
packages comprised salary and year-end bonuses based on
individual merits.

Under the share option scheme adopted by the Company on 13
August 1998 (the Option Scheme), the directors of the Company
may, at their discretion, invite employees of the Group, to take
up options to subscribe for shares in the Company subject to the
terms and conditions stipulated therein.

The share options (the Share Options) granted pursuant to the
Option Scheme are exercisable by the grantees within any time
after 3 months from respective dates of acceptance up to (i) 3
years from respective dates of acceptance of the Share Options
or (ii) a period of 6 months following the date of ceasing to be
the eligible employees of the Group by the grantee, whichever
date is earlier.

During the year, a total of 782,000,000 Share Options were
granted under the Option Scheme and 14,000,000 Share Options had
lapsed in accordance with the terms of the Option Scheme as the
grantees ceased to be entitled to hold those options and
862,000,000 Share Options were outstanding as of 31 March 2001.


BEST FAITH: Winding Up Petition To Be Heard
-------------------------------------------
The petition to wind up Best Faith Development Limited is set
for hearing before the High Court of Hong Kong on August 1, 2001
at 9:30 am. The petition was filed with the court on May 28,
2001 by The National Commercial Bank, Limited of Nos. 1-3
Wyndham Street, Central, Hong Kong.


CHINA GUANGDONG: Hearing of Winding Up Petition Set
---------------------------------------------------
The petition to wind up China Guangdong Real Estate Investment
Limited is scheduled to be heard before the High Court of Hong
Kong on August 22, 2001 at 9:30 am. The petition was filed with
the court on June 7, 2001 by Tracker Investments Limited
formerly known as Sheen Million Investment Limited whose
registered office is situated at 33rd Floor, 133 Wanchai Road,
Hong Kong.


FIRST MILES: Winding Up Petition Slated For Hearing
---------------------------------------------------
The petition to wind up First Miles Development Limited is
scheduled for hearing before the High Court of Hong Kong on
August 22, 2001 at 9:30 am.  The petition was filed with the
court on June 8, 2001 by K. Lee Company of Block A4, Ground
Floor, Shatin Industrial Centre, 5-7 Yuen Shun Circuit, Shatin,
New Territories, Hong Kong.


GOLDWIZ HOLDINGS: Posts Ops Loss Of HK$142.8M
---------------------------------------------
Goldwiz Holdings Limited posted for the year ended 31 March 2001
an operating loss of HK$142.843 million, up from HK$124.15 in
losses last year.

Turnover for the year amounted to HK$37.7 million, representing
a decrease of 83 percent from last year. Loss attributable to
shareholders has increased to HK$151.5 million, representing a
13 percent increase from HK$134.7 million of last year.

Toy Manufacturing, Export and Retail Distribution

Toy operations continued to be adversely affected by escalation
in costs and decrease in buying by customers in Europe and USA,
the major and substantial markets for the Group's toy products.

Having carefully reviewed the present situation and the
prospects of the Group's toy operations, the Board considered
that it was not worthwhile to devote substantial resources and
time to this deteriorating and unprofitable business.

In late May/early June 2000, the Group arranged for a manager to
take over the management of the Group's toy manufacturing,
retailing (in the PRC) and export operations. This arrangement
substantially reduced the Group's turnover, but at the same time
resulted in decreased cash operating loss.

By December 2000, all the Group's retail outlets in Hong Kong
have been closed down.

The appointment of a manager to manage our toy business had
fulfilled our objective of reducing the Group's cash operating
loss in the short term. However, with this arrangement, the
Group would continue to report a large operating loss when
depreciation and amortization of fixed asset had to be provided
for.

After further discussions, the Board has resolved to dispose of
the Group's toy operations. This intended disposal may result in
a large write-off to the Group, but stop the recurring
substantial losses to be reported by the Group from year to year
in future. The anticipated loss on intended disposal of this
business has been fully provided for in the year under review.

Property Development

In December 2000, the Group, in order to improve its cash flow
and financial position, had sold its wholly-owned subsidiary
which engaged in the development of the Fantasy Garden and the
Grand Garden located in the PRC to an independent third party at
a small loss.

Property Investment

In October 2000, the Group acquired a unit of Level 8 of the
shopping mall of CTS Centre located above the Gangyuanqian Metro
Station, Guangzhou for HK$31.5 million, financed by a private
placing of 87 million shares of the Company at HK$0.4 per share
in September 2000.

In early July 2001, the Group further acquired 14 units of new
shops located at Level 3 of the CTS Centre at a total
consideration of HK$98 million, to be financed by the issuance
and allotment of 98 million shares of the Company at HK$1.0/per
share.

The Group intends to let out all the acquired units to business
tenants to receive rental income.

Strategic Investments

A. Techwayson Industrial Limited / Techwayson Holdings Limited

In June 2000, the Group, financed through placement of shares
and issuance of consideration shares, completed the acquisition
of an effective 22.08 percent interest in Techwayson Industrial
Limited (Techwayson) at a total cost of HK$90 million.

Techwayson is located in the high-technology industrial park in
Shenzhen and employs a team of 150 experienced professionals.
Its principal business activities are the design, development
and production of automation and control system, under its own
brand "Tailored Control System".

Since acquisition, the investment in Techwayson, through equity
accounting, contributed a pre-tax profit of approximately HK$9.6
million to the Group prior to its being reorganized and listed
on the Growth Enterprise Market of The Stock Exchange of Hong
Kong Limited under the name of Techwayson Holdings Limited (THL)
on 8 February 2001.

After being listed, the Group's effective interest of 22.08
percent in Techwayson becomes 17.66 percent in THL (which
indirectly owns 100 percent interest in Techwayson), and the
status of this investment has been reclassified from an
associated company to long-term investment securities.

This reclassification resulted in a book loss of approximately
HK$12.7 million in the accounts for the year. Although the
Group's interest in this investment after being listed has been
diluted, it is more valuable to have a listed than an unquoted
investment in terms of marketability and liquidity.

B. Broadlink Technology Limited

In March 2001, the Group acquired an effective 23 percent
interest in Broadlink Technology Limited for HK$89 million which
was entirely financed by the issuance of 178 million shares of
the Company at HK$0.5 per share.

The entire business of Broadlink was revalued on a market value
basis at HK$548 million on 2 January 2001 by Sallmanns (Far
East) Limited, an independent professional valuer, though the
net asset value of Broadlink amounted to about RMB1.5 million.

At the time of acquisition, Broadlink had secured contracts
totaling approximately RMB520 million, of which the major
customers are various cable TV operators from several provinces
in the PRC.

Broadband distributes its products and services under its brand-
name of CBIS marketed primarily to cable TV operators. Its
headquarter is located in the high-technology industrial park in
Shenzhen and it employs a team of about 60 experienced
professionals.

Prospects

Through a series of placing of the Company's shares and the
issuance of the Company's shares as part of the consideration
for the acquisition of new investments, the financial position
of the Group has been greatly improved.

The large reduction in cash operating loss together with the
financial support from Open Mission Assets Limited (Open
Mission), a major shareholder of the Company, enabled the Group
to repay more than HK$50 million, in principal, to creditor
banks during the year. By end June 2001, with further financial
support from Open Mission, the Group has repaid, in full, all
the outstanding bank borrowings plus the accrued interest.

Subject to the completion of the intended disposal of the toy
operations, and with further financial support from Open
Mission, all the difficulties and problems associated with the
toy operations will be behind us and the net liabilities
position of the Group will disappear.

The Group will concentrate its resources and time on new
investments and business opportunities. Barring un-foreseeable
circumstances, the Group's huge operating loss as reported in
the past three financial years will not be repeated in the
forthcoming financial year.

Annual General Meeting

The Company's Annual General Meeting of the Company will be held
at Shanghai Room, 3rd Floor, South Pacific Hotel, 23 Morrison
Hill Road, Hong Kong on Friday, 24 August 2001, at 11:00 a.m.
for the following purposes:

    1. To receive and consider the audited financial statements
and the reports of the directors and auditors for the year ended
31 March 2001;

    2. To re-elect retiring Directors and to fix the remuneration
of the Directors; and

    3. To re-appoint Charles Chan, Ip & Fung CPA Ltd., who has
been appointed by the Directors on 1 March 2001 as auditors to
fill the casual vacancy caused by the resignation of Messrs.
Deloitte Touche Tohmatsu, as auditors of the Company for the
ensuing year ending 31 March 2002 and authorize the Directors to
fix their remuneration.


GOODWILL REAL: Winding Up Petition Set For Hearing
--------------------------------------------------
The petition to wind up Goodwill Real Estate Company Limited is
set for hearing before the High Court of Hong Kong on August 22,
2001 at 9:30 am.  The petition was filed with the court on June
8, 2001 by Sin Hua Bank Limited whose principal place of
business is situated at 2A Des Voeux Road Central, Hong Kong.


GUANGDONG INVESTMENT: GDH Ltd To Exercise Convertible Bond
----------------------------------------------------------
The Company announced on 23 December 2000 that the Convertible
Bonds were restructured and that the Option was granted to GDH
Limited (a connected person of the Company within the meaning of
the Listing Rules) to acquire the Convertible Bonds from their
holder.

On 13 June 2001, GDH exercised the Option to purchase the
Convertible Bonds from AGIF. The purchase of the Convertible
Bonds by GDH pursuant to the exercise of the Option was
completed on 3 July 2001.

GDH informed the Company that it might exercise the Conversion
Right if GDH considered market conditions suitable.

The Possible Issue of Conversion Shares would constitute a
connected transaction for the Company under the Listing Rules
and Independent Shareholders' approval for the Possible Issue of
Conversion Shares is required.

The Company would therefore seek the prior approval of the
Independent Shareholders for the Possible Issue of Conversion
Shares in order that the Company may, upon GDH exercising the
Conversion Right, issue GDI Shares to GDH in time and in
accordance with the terms of the Convertible Bonds.

GDH and its Associates are required to abstain from voting on
the relevant Shareholders' resolutions in relation to the
Possible Issue of Conversion Shares.

A circular containing details of the Possible Issue of
Conversion Shares, the advice from the Independent Board
Committee of the Company and from the independent financial
adviser, will be dispatched to the Shareholders of the Company
as soon as practicable. A notice convening an extraordinary
general meeting of the Company on 13 August 2001 to consider and
approve the Possible Issue of Conversion Shares is set forth in
this announcement.

1. INFORMATION REGARDING THE POSSIBLE CONNECTED TRANSACTION

    (a) (i) The Company issued the Convertible Bonds in favor of
AGIF on 15 December 1998. The terms and conditions of the
Convertible Bonds are set out in the Amendment and Restatement
Agreements. A holder of a Convertible Bond has the right
(Conversion Right) to convert the whole of the Hong Kong dollar
equivalent, translated at the fixed exchange rate of HK$7.80
equals US$1.00, of the Principal Amount Outstanding of each
Convertible Bond into GDI Shares at the following conversion
prices per GDI Share (Conversion Price):

       (1) any time following 22 December 2000 up to 22 June 2001
at the conversion price per GDI Share of HK$1.20 as adjusted
from time to time pursuant to the terms of the Convertible Bond;
and

       (2) any time thereafter and until the End Date at the
conversion price per GDI Share which is equal to the lower of:

           (a) HK$1.20 as adjusted from time to time pursuant to
the terms of the Convertible Bond (the Fixed Conversion Price);
and

           (b) 91 percent of the Current Market Price at the
Conversion Date, provided however that the conversion price
shall not be less than HK$0.80 as adjusted from time to time
pursuant to the terms of the Convertible Bond (the Minimum
Conversion Price). Furthermore, notwithstanding any terms of the
Convertible Bond to the contrary (if any), if any Conversion
Date falls on the period commencing on (and including) the date
on which an adjustment pursuant to the terms of the Convertible
Bond becomes effective and ending on (and including) the fifth
Business Day after that date the Conversion Price shall be the
Fixed Conversion Price.

    (ii) Other key terms of the Convertible Bonds are set out in
the previous announcement by the Company dated 23 December 2000.

(b) (i) On 23 December 2000 the Company announced that the
Convertible Bonds were restructured and that the holder of the
Convertible Bonds had on 22 December 2000 granted an option
(Option) in favor of GDH to purchase the Convertible Bonds
during a 3 months' period commencing from 22 March 2001 at an
exercise price of 106 percent of the Principal Amount
Outstanding of the Convertible Bonds.

     GDH is a connected person of the Company within the meaning
of the Listing Rules. It was also indicated in the aforesaid
announcement that any exercise of the Conversion Right following
exercise of the Option by GDH would be a connected transaction
pursuant and subject to the requirements of the Listing Rules,
which might include a requirement that the prior approval of the
Independent Shareholders be obtained.

    (ii) GDH exercised the Option on 13 June 2001 and the
purchase of the Convertible Bonds by GDH pursuant to the
exercise of the Option by GDH was completed on 3 July 2001. The
aggregate Principal Amount Outstanding of the Convertible Bonds
at completion of the aforesaid purchase of the Option was US$27
million.

    (iii) GDH informed the Company that it might exercise the
Conversion Right as and when it considered market conditions
suitable.

(c) (i) As at the Latest Practicable Date, GDH and its
Associates were interested directly or indirectly in
2,700,474,252 GDI Shares representing approximately 55.45
percent of the existing issued share capital of the Company. GDH
is therefore a connected person of the Company under the Listing
Rules. Rule 14.26(3) of the Listing Rules provides that an issue
by a listed issuer or any of its subsidiaries of new securities
for cash to a connected person shall require the approval by the
shareholders in general meeting and that any connected person
interested in the transaction shall abstain from voting at the
meeting. Accordingly, issuance of GDI Shares following any
exercise of the Conversion Right by GDH shall require the
approval of the Independent Shareholders at an extraordinary
general meeting.

    (ii) In view of the fact that the Possible Issue of
Conversion Shares is a connected transaction for the Company,
the Independent Board Committee has been appointed to consider
and advise the Independent Shareholders in relation to the
Possible Issue of Conversion Shares. Pacific Challenge Capital
Limited has been appointed as independent financial adviser to
advise the Independent Board Committee regarding the Possible
Issue of Conversion Shares.

    (iii) Assuming full conversion of the Convertible Bonds into
GDI Shares at the Fixed Conversion Price and the Minimum
Conversion Price, using the fixed exchange rate of HK$7.80
equals US$1.00, the Company would be required to issue
175,500,000 and 263,250,000 new GDI Shares respectively
(representing approximately 3.48 percent and 5.13 percent of the
existing issued ordinary share capital of the Company as
enlarged by such new GDI Shares as at the Latest Practicable
Date respectively). In such case, the shareholding of GDH and
its Associates in the Company before and after the conversion
shall be as follows:

    Assuming conversion  Assuming
conversion
    of all Convertible  of all Convertible
  Before  Bonds at the Fixed  Bonds at the Minimum
  conversion  Conversion Price  Conversion Price
Number of
GDI Shares 2,700,474,252  2,875,974,252
  2,963,724,252

Approximate
percentage in
total GDI Shares
as enlarged after
such conversion 55.45  57.00  57.74

2. Reasons For The Possible Connected Transaction

GDH is a connected person of the Company. GDH informed the
Company that it might exercise the Conversion Right if GDH
considered the market conditions suitable. It is, however, not
possible to ascertain at this stage as to whether (and, if so
when) GDH would exercise the Conversion Right.

In addition, the terms of the Convertible Bonds allow each
holder of a Convertible Bond to convert the whole of the
Principal Amount Outstanding of each Convertible Bond into GDI
Shares. As such, it is possible that GDH may convert some (as
opposed to all) of the Convertible Bonds into GDI Shares.

The number of GDI Shares to be issued by the Company upon any
exercise of the Conversion Right by GDH would therefore depend
on the total number of Convertible Bonds GDH would want to
convert into GDI Shares upon such exercise of the Conversion
Right.

However, if and when GDH exercises the Conversion Right, the
issue of GDI Shares by the Company subsequently would require
the approval of the Independent Shareholders under the Listing
Rules.

The Company would therefore seek the prior approval of the
Independent Shareholders for the Possible Issue of Conversion
Shares in order that the Company may, upon GDH exercising the
Conversion Right, issue GDI Shares to GDH in time and in
accordance with the terms of the Convertible Bonds.

It is also expected that the issue of GDI Shares following any
exercise of the Conversion Right would reduce the liabilities
and increase the net asset value of the Company.

3. Approval By The Independent Shareholders Of The Company

GDH (together with its Associates) as at the Latest Practicable
Date, are directly or indirectly interested in an approximately
55.45 percent equity interest in the Company and GDH is a
substantial shareholder of, the Company.

Issuance of GDI Shares following any exercise of the Conversion
Right by GDH would constitute a connected transaction for the
Company under the Listing Rules and Independent Shareholders'
approval for the Possible Issue of Conversion Shares is
required.

Furthermore, GDH and its Associates are required to abstain from
voting on the relevant Shareholders' resolutions in respect of
the Possible Issue of Conversion Shares.

The Independent Board Committee has been appointed to advise the
Independent Shareholders on the Possible Issue of Conversion
Shares and whether it is fair and reasonable so far as the
Independent Shareholders are concerned. Pacific Challenge
Capital Limited has been appointed as independent financial
adviser to advise the Independent Board Committee in respect of
the Possible Issue of Conversion Shares.

4. General

A circular containing, among other things, further information
on the possible connected transaction will be dispatched to the
Shareholders as soon as practicable and a notice to convene an
extraordinary general meeting of the Company to consider and
approve the Possible Issue of Conversion Shares is set forth
below.

5. Definitions

The terms used in this announcement have the meanings ascribed
to them below:

AGIF means Alexandra Global Investment Fund I, Ltd.;

Amendment and Restatement the amendment and restatement
agreements

between Agreements the Company and AGIF respectively dated
22 December 2000 and 31 January 2001 in relation to the
Convertible Bonds;

Conversion Date means, where the Company receives a duly
completed and executed conversion notice from a holder of the
Convertible Bond(s) pursuant to the terms of the Convertible
Bonds exercising its Conversion Right before 4:30 p.m. on a
Business Day, the date of that Business Day or where the Company
receives the notice after 4:30 p.m. on a Business Day, or on a
day that is not a Business Day, the date of the next Business
Day;

Conversion Right has the meaning ascribed to such term in
paragraph 1(a) above;

Convertible Bonds---  US$27,000,000 floating rate convertible
bonds due 2005 issued by the Company and each US$250,000 in the
notional principal amount thereof, a Convertible Bond;

Current Market Price--- means, in respect of a GDI Share at a
particular date, the average of the closing prices published in
the Stock Exchange's daily quotations sheet for one GDI Share
(assuming a transaction in a board lot) for the five consecutive
dealing days ending on the dealing day immediately preceding
such date, subject to applicable adjustments pursuant to the
terms of the Convertible Bonds;

End Date--- either the date that is eighteen months from 22 June
2001 or, if at any time from 22 December 2000 to 22 June 2001,
there is a 20 consecutive dealing day period where the VWA Price
of GDI Shares for each of the 20 consecutive dealing days
comprising such period has exceeded HK$1.20, the date that is
fifteen months from 22 June 2001;

GDH---GDH Limited, a company incorporated with limited liability
under the laws of Hong Kong which is ultimately wholly-owned by
the Guangdong Provincial Government;

GDI Shares--ordinary shares of HK$0.50 each in the capital of
the Company;

Independent Board Committee-- means a committee of the board of
Directors, comprising Chan Cho Chak, John, GBS, JP; Dr. Li Kwok
Po, David, J; Cheng Mo Chi, Moses, JP; and Fung, Daniel R., QC,
SC, each an independent non-executive Director, established to
advise the Independent Shareholders in respect of the Possible
Issue of Conversion Shares;

Latest Practicable Date 20 July 2001;

Principal Amount Outstanding--means, in respect of each
Convertible Bond, the notional principal amount of such
Convertible Bond in the denomination of US$250,000 less the
aggregate of all principal payments in respect of such
Convertible Bond that have become due and payable and which have
been paid;

VWA Price-- means, in respect of a GDI Share at a particular
date, the volume-weighted average price for one GDI Share for
that dealing day after the close of trading as appearing on the
"Volume at Price" page of the Bloomberg L.P. electronic
information service for GDI Shares (270 HK) or; in the event
that this service is not available, the equivalent quotation on
such widely recognized stock exchange electronic information
service as determined by the Company with the consent of the
holders of the Convertible Bonds (such consent not to be
unreasonably withheld or delayed).


GUANGDONG INVESTMENT: Seeks EGM Approval To Exercise Bond
---------------------------------------------------------
The extraordinary general meeting of Guangdong Investment
Limited (the Company) will be held at the Victoriana Room, 4th
Floor, Furama Hotel Hong Kong, One Connaught Road Central, Hong
Kong on Monday, 13 August 2001 at 10:00 a.m.   The purpose of
the meeting is to consider and, if thought fit, pass with or
without amendments, the following resolutions which will be
proposed as ordinary resolutions:

Ordinary Resolutions

(1) "THAT the Company and the directors of the Company be and
are hereby authorized to issue and allot ordinary shares of
HK$0.5 each in the capital of the Company to GDH Limited or as
it may direct upon exercise of the conversion right by GDH
Limited to convert US$27 million floating rate convertible bonds
due 2005 issued by the Company (Convertible Bonds and each
US$250,000 in the notional principal amount thereof, a
Convertible Bond) or a Convertible Bond or an integral multiple
thereof in accordance with the terms and conditions of the
Convertible Bonds (Possible Issue of Shares) and THAT the
Directors be and are hereby authorized to sign, execute and
deliver any such documents and to take all such actions as they
may consider necessary or desirable for the purpose of or in
connection with the Possible Issue of Shares and all or any
transactions contemplated thereby with such variations of a non-
material nature as they may consider necessary or desirable and
in the interests of the Company."

(2) "THAT subject to the passing of ordinary resolution no.(1)
as set out above in this notice convening the Meeting, the
Directors be and are hereby authorized for the purposes of
section 57B of the Companies Ordinance (Chapter 32 of the Laws
of Hong Kong) to allot and issue Ordinary Shares in the manner
as set out in resolution no.(1) above and THAT the aforesaid
authorization in this resolution no.(2) shall be in addition to
any other authorizations given to the Directors to issue
Ordinary Shares including that pursuant to resolution no.4
passed by the shareholders of the Company in their immediately
preceding annual general meeting on 19 June 2001."


HING WU:  Faces Winding Up Petition
-----------------------------------
The petition to wind up Hing Wu Holdings Company Limited will be
heard before the High Court of Hong Kong on August 22, 2001 at
9:30 am. The petition was filed with the court on June 7, 2001
by The Hongkong and Shanghai Banking Corporation Limited whose
head office is situated at No. 1 Queen's Road Central, Hong
Kong.


NORTHERN INTL: Posts Net Loss Of HK$25.58M
------------------------------------------
Northern International Holdings Limited (the Company) announces
that the Company and its subsidiaries (the Group) for the year
ended 31 March 2001 posted a net loss of HK$25.58 million, up
from HK$22.038 million in net losses incurred in the preceding
year.

Auditors' Report

In their report, the auditors draw attention to the following
fundamental uncertainty, and have included the following
paragraphs:

Fundamental uncertainly relating to the going concern basis

In forming their opinion, the auditors have considered the
adequacy of the disclosure made in note 2 to the financial
statements which explains that the Group is dependent upon the
continuing support of its bankers and its ability to obtain new
equity funds.

As explained in note 34 to the financial statements, in June
2001, the Group raised net proceeds of approximately
HK$8,500,000 by means of placing 300,000,000 new shares of
HK$0.01 each in the Company at a price of HK$0.029 per share.

Against this background, the directors are currently negotiating
with the relevant bankers to re-schedule the Group's existing
short-term bank loans and are confident that agreements will be
reached with the bankers in the near future.

Provided that the agreements will be reached with the bankers to
re-schedule the Group's existing short-term bank loans, the
directors consider that the Group will be able to meet in full
its financial obligations as they fall due for the foreseeable
future.

The financial statements have been prepared on a going concern
basis, the validity of which depends on future funding being
available. The financial statements do not include any
adjustment that would result from a failure to obtain such
funding.

The auditors consider that the fundamental uncertainty has been
adequately accounted for and disclosed and our opinion is not
qualified in this respect.

Dividends

The Directors of the Company did not recommend the payment of
any final dividend to the shareholders for the year ended 31st
March, 2001 (2000: no final dividend was declared).

Business Review and Prospects

The consumer electronics business of the Group continued to
operate under unfavorable external environment during the year.
Faced with receding orders from clients and inflating cost of
materials, the management downsized the operations to contain
losses in the second half of the financial year.

The operations in China and Hong Kong were also restructured to
enhance efficiency and reduce operating costs. As expected, the
newly acquired Cutters Business contributed positively to the
Group in terms of cash flow and profits in the three months
ended 31 March 2001.

There are already some signs that the performance of the Group
has improved since the beginning of this year. The Cutters
Business will continue to generate cash inflow and profits for
the Group in the future.

The performance of the consumer electronics business is also
likely to improve with increased orders and broader client base.
Several new OEM products (mostly educational learning aids) have
been developed in conjunction with existing or new clients.

More workers have been recruited and our production capacity has
been expanded recently to cope with the surging new orders from
clients.

Additional resources have been allocated to development of new
ODM products so that the production capacity will be better
utilized to generate revenue during the off-peak seasons.

The management has tightened credit control and managed to
improve the collection of receivables.

Various cost savings have been achieved by exploiting the
economies of scale after the acquisition and profit margin has
improved.

Together with some new bank facilities being granted in June and
the share placement completed in July, the cash flow position of
the Group has improved significantly. The management has also
worked on rescheduling the short-term loans from banks to
improve the liquidity of the Group. The negotiations with banks
have all entered the final stages by now.

The directors believe that the Group's performance will improve
markedly in the near future.

Group's Liquidity And Financial Resources

As at 31 March 2001, the short-term and long-term liabilities of
the Group amounted to HK$57 million and HK$4 million
respectively. The HK$16 million increase in short-term
liabilities over last financial year (2000: HK$41 million) was
mostly accounted for by the increase in account payables and the
increase in advances from Twin Base Ltd and our Chairman Mr.
Chong Sing Yuen.

Recognizing the risks associated with high gearing and low
liquidity, the management has taken several steps to improve the
liquidity position and financial structure of the Group.

A share placement was completed in early July, which has helped
lower the gearing ratio of the Group. Besides, some progress has
been made in disposal of aged stock and recovery of doubtful
debts recently.

The management has also started negotiations with banks to
reschedule the short-term bank borrowings and these negotiations
are expected to be finalized by September this year. The
liquidity of the Group is likely to improve continuously.

Employees

The Group has approximately 630 employees, majority of them are
working in the Group's manufacturing facilities in Panyu, PRC.
Employees are remunerated on a performance basis with reference
to market practice.

Share option schemes as well as job-related education subsidy
policy are adopted to develop individual employees as well as
our encouragement for their personal commitments to achieve our
business goal.

Acquisition Of Cutters Business

Pursuant to an agreement dated 19th September, 2000 entered into
amongst the Company, Twin Base Limited ("Twin Base"), a company
in which Mr. Chong Sing Yuen ("Mr. Chong") has a beneficial
interest, and Mr. Chong (the "Cutters Business Agreement"), the
Company acquired from Twin Base the business for the manufacture
and sales of snap off blade cutters comprising, in terms of
separable net assets, the office premises with two carparks,
certain property, plant and equipment and all of the inventories
of Twin Base as well as the net assets of Tung Hing Plastic
(Panyu) Co., Ltd. (the "Cutters Business").

The consideration was satisfied by issuing 1,200,000,000 new
shares of HK$0.01 each in the Company. In accordance with the
terms of the Cutters Business Agreement, Twin Base guaranteed
that the amount of net tangible assets value of the Cutters
Business would be at least HK$12,152,000 at the completion date
of the Cutters Business Agreement.

The acquisition of the Cutters Business was completed on 31st
December, 2000 with a net tangible assets value of the Cutters
Business amounting to approximately HK$9,163,000.

The shortfall of approximately HK$2,989,000, being the
difference between the net tangible assets value of the Cutters
Business as at the completion date of the Cutters Business
Agreement and the guaranteed amount of HK$12,152,000 as stated
in the Cutters Business Agreement, had been recorded as an
amount receivable from Twin Base in the balance sheet at 31
March 2001.

Share Capital

The capital reduction involving reduction of the nominal value
of each of the issued shares of HK$0.05 each in the Company by
HK$0.04 to HK$0.01 has become effective since 30th June 2000.
The change in board lot size from 5,000 shares to 50,000 new
shares upon the capital reduction taking effect has become
effective from 3rd July 2000.


PACIFIC CENTURY: Drops Bond Offer Plan
--------------------------------------
Pacific Century Cyberworks Limited (PCCW) has decided to forego
its plan to raise funds through a bond offer worth US$2.5
billion, CN-Market News reports Tuesday. According to PCCW
Executive Director Frederick Ma, the Company is not considering
equity financing, especially by way of a rights issue.


PACIFIC CENTURY: Trading Of Warrants To Cease Friday
----------------------------------------------------
Market participants are requested to note that dealings in the
2001 European style (cash settled) call warrants relating to
issued ordinary shares of HK$0.05 each in Pacific Century
CyberWorks Limited issued by Credit Lyonnais Financial Products
(Guernsey) Limited (stock code: 189) will cease after the close
of business on Friday, 27 July 2001 and listing of which will be
withdrawn after the close of business on Thursday, 2 August
2001.


VICTORY GROUP: Proposed Capital Reorg Passed
--------------------------------------------
Victory Group Limited announces that a special general meeting
in relation to the proposed capital reorganization had been
properly convened on 25 July 2001 and the resolutions as
contained in the Circular of the Company dated 29 June 2001 were
also properly passed with effective from today.


VICTORY GROUP: S-Holders OK Share Consolidation
-----------------------------------------------
Victory Group Limited advises market participants to note the
shareholders of Victory Group Limited have approved the
consolidation of shares on the basis of 10 then existing
ordinary shares (Old Shares) of Victory Group into 1 new
ordinary shares (New Shares).

Effective Thursday 26 July 2001, a temporary counter under stock
code 2969 and stock short name "VICTORY GROUP" will be
established for trading in board lots of 200 New Shares each to
replace the previous counter (stock code: 1139) for trading in
board lots of 2,000 Old Shares each.


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


ARTHA SWADAYA: IBRA Files Bankruptcy Petition
---------------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) has filed a
bankruptcy petition against PT Artha Swadaya with the Jakarta
Commercial Court following the latter's failure to repay debts
worth of Rp14.107 billion and $3.097 million, AFX-Asia reported
Tuesday.

The debts stemmed out from closed banks or banks taken over by
IBRA, including PT Bank Asia Pasific and PT Bank Namura
Internusa.


TEXMACO JAYA:  Parent Firm Takes Over US$60M Debt
-------------------------------------------------
Indonesian integrated textile producer PT Polysindo Eka Perkasa,
which owns 92 percent of subsidiary PT Texmaco Jaya, plans to
take over the US$60 million debt of the subsidiary, Asia Pulse
reported Wednesday citing Texmaco Corporate R. Feterin S.

The takeover plan is design to restructure the debt of Texmaco
to IBRA and other creditors. However, the debt transfer has yet
to wait for an approval of independent shareholders.

The debt amounts to Rp272.04 billion and interest of Rp11
million.


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


NATIONAL OIL: Hiranuma Seeking Advice On Options
------------------------------------------------
Economy, Trade and Industry Minister Takeo Hiranuma is
consulting a panel of experts to hear out options regarding the
fate of state-run debt-ridden Japan National Oil Corporation
(JNOC), Kyodo News reports Wednesday.

Last week, TCR-AP reported that JNOC would see an increase in
the company's losses by a large margin, following the filing of
United Petroleum Development Corporation (UPD) for court
protection and rehabilitation under the Civil Rehabilitation
Law.

JNOC holds a 48 percent stake in UPD.

It was also reported that other firms under the JNOC umbrella
are considering seeking court protection.


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


HYNIX SEMICON: Govt Calls For Review Of Financial Health
--------------------------------------------------------
The government is urging state-owned creditors of Hynix
Semiconductor Incorporated to conduct a review of the company's
financial condition, The Asian Wall Street Journal reported
Thursday.

According to the paper, this is believed to be a move by the
government for a possible extension of a bailout package,
although according to state-run Korea Exchange Bank, the
company's major creditor bank, there aren't plans for additional
loans or any other rescue measures.

However, with the continued decline in the semiconductor sector,
the ailing chipmaker is in a precarious position, unless further
rescue efforts are being taken, the report said.

Hynix's debts total W7.3 trillion at the end of the first
quarter.


KOOKMIN BANK: Close Race For Presidency Of Merged Entity
--------------------------------------------------------
The merger of both Kookmin Bank and Housing & Commercial Bank
(H&CB) is seeing a tough race for the presidency of the new
merged bank, The Digital Chosun reported Thursday.

Vying for the top post are Kookmin Bank President Kim Sang-hoon
and H&CB President King Jung-tae, and the deliberation for the
appointment of the new bank's head dragged until the last day on
July 24, the report said.

According to the report, whoever the CEO Selection Committe
selected for the post would still need the confirmation of the
shareholders at a meeting on October 20.


SAMSUNG ELECTRONICS: Still At A Better Stance In The Sector
-----------------------------------------------------------
Samsung Electronics Co. (Q.SSE) Vice Chairman and CEO Jong-Yong
Yun said that his company is still at a better position in the
semiconductor sector, as it remained confident that chip prices
would bounce soon, The Asian Wall Street Journal reports
Thursday.

Notwithstanding the slump in the industry, the chipmaking
company continues to invest in its semiconductor operations,
with the thrust of bolstering its competitiveness in the market.

In addition, the company is aiming to double its revenue in four
years, through an operations outsourcing strategy, the report
says.

The newspaper, quoting Yun, explains, "The company will
outsource `intermediate steps' in the manufacturing process that
`are not unique', and will focus on making things like
customized chips."


SHINHAN BANK: Gets US$200M In Syndicated Loans
----------------------------------------------
Shinhan Bank has received US$200 million in loans from a
syndicate of foreign creditors, at a fixed interest rate of
LIBOR plus 0.51 percent, The Digital Chosun reported Thursday.

The report says the money will be directed to the bank's fund
for foreign exchange loans.

In May, Shinhan Bank shareholders agreed to set up a financial
holding unit to take on its insolvent units, as part of its
restructuring program.

Shareholders residing in Japan, who hold a combined interest of
28 percent, have agreed to the conversion of their shares into
equity in the planned holding company.

The proposed financial holding firm would be set up this month
once Shinhan Bank closes a deal with a foreign strategic
partner.


SSANGYONG MOTOR: Expects Operating Profit Of Over W10B
------------------------------------------------------
Ssangyong Motor Company is expecting to post for the year's
first half an operating profit of over W10 billion, its first in
10 years, on revenues amounting to W1.2 trillion, The Korea
Herald reported Thursday.

Ssangyong Motor entered a debt restructuring plan in August
1999.

In its business prospects, the company expects to up its export
volume by an average of 10,000 units each year from its current
figure of 20,000 units.

At the rate the company's performance is going, the company
elevates its hopes to make a turnaround earlier than as planned,
the report said.


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


RAHMAN HYDRAULIC: Amends Auditors' Report
-----------------------------------------
In addition to the announcement made on 16 July 2001, the
Special Administrators of Rahman Hydraulic Tin Berhad (RHTB)
release an amendment to Item 5 of the report. Below is the
amended announcement in its full context:

"With reference to the letter from the Exchange dated 29 June
2001 requesting explanations on the qualifications stated in the
Auditors' Report of the Company's Annual Report for 1997, 1998
and 1999, the Special Administrators of RHTB wish to announce,
as the above Auditors' Reports dated 15 February 2000 were
issued prior to their appointment as Special Administrators of
the Company, they are unable to provide first hand explanation
on the qualifications made in the reports.

"However, they have made due enquiries regarding the same with
the Auditors, Company Secretary and the Group Financial
Controller of the Company and are pleased to summarize below the
explanations gathered on the qualified Auditors' Report.

1. Qualification on going concern

"The financial statements of the Group and Company for the
financial years ended 31 December 1997, 1998 and 1999 were
prepared on a going concern basis despite their current
liabilities position and deficit in stockholders' funds for all
three years. As the Company was then still in the process of
working out a debt restructuring scheme, the auditors did not
have sufficient information to enable their assessment of the
viability of the scheme.

"The concerns were compounded with the appointment of a Receiver
and Manager by MBf Finance Berhad and MBf Leasing Sdn Bhd
(collectively referred to as MBf Lenders) on the Company's
freehold estate on 27 May 1998 subsequent to the Company's
default in payment of the syndicated term loan provided by the
MBf Lenders and the suspension of the Company's share counter on
the Kuala Lumpur Stock Exchange on 4 June 1998.

"In the absence of a viable restructuring scheme at that
material time, the auditors were unable to assess the validity
of the directors' assumptions concerning the Group and Company's
status as a going concern and have therefore qualified their
report accordingly.

2. Qualification on shares acquired in a listed corporation

"Pursuant to Section 132C(1)(a) of the Companies Act, 1965, the
Company's acquisition of 56,000,000 ordinary shares in Kuala
Lumpur Industries Holdings Berhad in 1997 constituted a
transaction that was of substantial value which requires
members' approval at a general meeting before effecting the
transaction. The Company has not obtained approval of the
transaction from members.

3. Qualification of the outcome of claims made by the Board of
Directors pertaining to the validity of the syndicated term loan

"The auditors were unable to determine the outcome of the claims
made by the Board of Directors at the material time pertaining
to the validity of the syndicated term loan.

4. Qualification of the completeness of minutes and resolutions
kept by the Company and its subsidiary companies, namely Rahman
Hydraulic Development Sdn Bhd and Healthcare Gloves Sdn Bhd

"The present company secretary, PFA Corporate Services Sdn Bhd
(PFA) ceased to be the secretarial agents of RHTB and its
subsidiaries in June 1998 and were subsequently re-appointed in
October 1999. During this intervening period, KLI Management Sdn
Bhd was appointed as the secretarial agent.

"Upon the reappointment of PFA, a secretarial review of the
statutory records on the RHTB Group was carried out by PFA which
revealed that there were some missing copies of the Directors'
Circular Resolution (DCR) and discrepancy in the statutory
records handed over to PFA.

"Upon due enquiries and cross-referencing with the auditors,
PFA's findings were confirmed. As a result, the auditors have
qualified their reports with regards to the completeness of
minutes and resolutions kept by the Company.

"As for RHTB's subsidiary companies, namely Rahman Hydraulic
Development Sdn Bhd and Healthcare Gloves Sdn Bhd, two minute
books of the said companies were not handed over to PFA when
they were re-appointed as secretarial agents of both companies
in October 1999.

"As a result, the auditors have qualified their reports with
regards to the completeness of minutes and resolutions kept by
Rahman Hydraulic Development Sdn Bhd and Healthcare Gloves Sdn
Bhd. The aforesaid Minute Books were subsequently returned to
RHTB's office on 29 February 2000 and upon review, some of the
DCR were not in the records.

5. Qualification on validity of certain expenses amounting to
RM2,085,000 incurred during the financial year ended 1999

"According to the auditors, the management of RHTB at the
material time was not able to provide them with sufficient
information and documentary evidence relating to expenses
amounting to RM2,085,000 which were paid out by RHTB."


RAHMAN HYDRAULIC: Gets Defense Filing Extension
-----------------------------------------------
The Special Administrators of Rahman Hydraulic Tin Berhad (RHTB)
announce that the solicitors for the plaintiff have agreed to an
extension of time, until 10 August 2001, for the Company to file
and serve its defense in the Writ of Summons issued by the High
Court of Malaya (suit No. D4-22-988 Year 2001).


RENONG BERHAD: Aborts Asset Sale Deal
-------------------------------------
Renong Berhad refers to its announcement on 18 January 2001 in
which it was announced that Renong and its wholly-owned
subsidiary, Hatibudi Nominees (Tempatan) Sdn. Bhd. (Hatibudi)
had entered into Sale and Purchase Agreements (SPAs) with United
Engineers (Malaysia) Berhad (UEM) pertaining to the Proposed
Disposal of certain assets of the Company to UEM.

Renong and Hatibudi on 23 July 2001 received a request from UEM
to rescind the SPAs as market conditions in the past months have
remained unfavorable.

It is not likely that the conditions precedent can be fulfilled
by 15 October 2001, the date stipulated in the SPAs.

After careful deliberations, the Boards of Directors of Renong
and Hatibudi have agreed to UEM's request to rescind the SPAs.


SRIWANI HOLDINGS: Lodges Scheme Of Arrangement At High Court
------------------------------------------------------------
Sriwani Holdings Berhad announced that the Company had, on 23
February 2001, made an application to the High Court of Malaya
(High Court) for the proposed scheme of arrangement under
Section 176 of the Companies Act, 1965 (Companies Act) between
SHB and its shareholders and certain creditors.

The Scheme will involve the following:

    (i) the proposed capital reconstruction by SHB involving a
cancellation of 10 sen from every existing ordinary share of
RM1.00 each in the Company (SHB Share) and the proposed
consolidation of every ten (10) ordinary shares of RM0.90 each
into nine (9) SHB Shares (Proposed Capital Reduction and
Consolidation);

    (ii) the proposed rights issue of up to 864,448,200 5-year
irredeemable convertible preference shares of RM0.10 each (ICPS-
A) at an issue price of RM0.10 per ICPS-A on the basis of six
(6) ICPS-A for every one (1) SHB Share held after the Proposed
Capital Reconstruction (Proposed Rights Issue);

    (iii) the proposed scheme of arrangement and compromise
between SHB and certain of its subsidiaries namely, Sriwani
Trading Sdn. Bhd., Cergasjaya Sdn. Bhd., Sriwani Duty Free
Supplies Sdn. Bhd., Kelana Megah Sdn. Bhd. (KMSB) and Syarikat
Sriwani (M) Sdn. Bhd. (SSSB) (collectively referred to as the
Scheme Companies) with certain of their creditors (Scheme
Creditors) (Proposed Debt Restructuring Scheme) involving the
following broad terms:

        (a) the proposed schemes of arrangement and compromise
under Section 176 of the Companies Act between the Scheme
Companies and the Scheme Creditors ("Proposed Creditors
Scheme"), which entails the following:

           ú the conversion of amount owing to certain secured
financial institutions lenders ("Secured FI Lenders") of
RM230.128 million as at 30 June 2000 into RM230.128 million of
RM1.00 nominal value 5-year 1.26 percent irredeemable unsecured
loan stocks ("ICULS") at an issue price of RM1.00 per ICULS;

          ú the conversion of amount owing to certain partially
secured financial institutions lenders ("Partially Secured FI
Lenders") of RM236.330 million as at 30 June 2000 into RM88.209
million of RM1.00 nominal value ICULS at an issue price of
RM1.00 per ICULS and 148,121,000 5-year 1.26 sen irredeemable
convertible preference shares of RM0.10 each ("ICPS-B") at an
issue price of RM1.00 per ICPS-B;

          ú the conversion of amount owing to certain unsecured
financial institutions lenders ("Unsecured FI Lenders") and hire
purchase and lease creditors ("Hire Purchase and Lease
Creditors") of RM62.879 million as at 30 June 2000 into
62,879,000 ICPS-B at an issue price of RM1.00 per ICPS-B;

          ú the waiver of 50 sen for every RM1.00 of the amount
owing to certain unsecured creditors of KMSB and SSSB
("Unsecured Scheme Creditors") of RM100.654 million as at 30
June 2000 and the conversion of the remaining amount owing of
RM50.327 million into 50,327,000 5-year irredeemable convertible
preference shares of RM0.10 each ("ICPS-C") at an issue price of
RM1.00 per ICPS-C; and

         ú the issue of an additional 73,829,000 ICPS-B to the
Secured FI Lenders, Partially Secured FI Lenders and Unsecured
FI Lenders respectively as settlement of the yield-to-maturity
("YTM") of the ICULS and ICPS-B of 4 percent per annum ("p.a.")
over the tenure of the ICULS and ICPS-B of five (5) years;

       (b) the proposed call and put option arrangements between
SHB and the Secured FI Lenders and Partially Secured FI Lenders
for RM318.337 of RM1.00 nominal value of ICULS to be issued to
the Secured FI Lenders and Partially Secured FI Lenders
("Proposed Call and Put Option Arrangements");

      (c) the proposed disposal of certain assets and properties
of certain Scheme Companies which are currently being charged as
collateral to the Secured FI Lenders and Partially Secured FI
Lenders ("Proposed Disposals"); and

      (d) the proposed maintenance of three (3) sinking fund
accounts for the purpose of receiving and retaining the
conversion proceeds from the conversion of the ICPS-A into new
SHB Shares ("ICPS-A Conversion Proceeds"), fifty percent (50) of
the surplus cashflow generated by the SHB Group (net of the
amount required for the purchase of the ICULS pursuant to the
Proposed Call and Put Option Arrangements, if required) at the
end of each financial year ("Surplus Cashflow"), proceeds from
the Proposed Disposals and funds necessary for the payments of
the annual coupon and dividend in respect of the ICULS and ICPS-
B respectively until their respective maturity dates ("Proposed
Maintenance of Sinking Fund Accounts").

    (iv) the proposed additional issue of RM100,000 of RM1.00
nominal value of ICULS, 100,000 ICPS-B and 100,000 ICPS-C to
CIMB as primary subscriber, at a cash issue price of RM1.00 each
to facilitate SHB meeting the spread requirement for the listing
of and quotation for the ICULS, ICPS-B and ICPS-C on the Main
Board of the KLSE ("Proposed Additional Issue").

The Proposed Capital Reduction and Consolidation, Proposed
Rights Issue, Proposed Debt Restructuring Scheme and Proposed
Additional Issue are collectively referred to as "Proposed
Scheme".

In view of the subsequent discussions held between SHB and the
Scheme Creditors, CIMB, on behalf of the Board of Directors of
SHB wishes to announce that the Company proposes to revise
certain terms of the Proposed Scheme as follows:

    (i) The Proposed Capital Reduction and Consolidation shall be
revised to entail a cancellation of 50 sen from every existing
SHB Share and the proposed consolidation of every two (2)
ordinary shares of RM0.50 each into one (1) SHB Share ("Proposed
Revised Capital Reduction and Consolidation");

    (ii) The Proposed Rights Issue shall be revised to entail a
renounceable rights issue of up to 320,166,000 ICPS-A at an
issue price of RM0.10 per ICPS-A on the basis of four (4) ICPS-A
for every one (1) SHB Share held after the Proposed Revised
Capital Reduction and Consolidation ("Proposed Revised Rights
Issue");

    (v) The principal terms of the Proposed Creditors Scheme and
Proposed Call and Put Option Arrangements shall be revised to
incorporate certain recommendations by the Scheme Creditors
("Proposed Revised Creditors Scheme" and "Proposed Revised Call
and Put Option Arrangements" respectively).

        In addition, the amount to be compromised between the
Scheme Companies and the Scheme Creditors pursuant to the
Proposed Revised Creditors Scheme shall be based on the amount
outstanding as of 31 December 2000 (taking into account
subsequent repayment, if any) as compared to the initial cut-off
date of 30 June 2000.

        Further thereto, Dato' Chuan Wooi Cheng, Robert and Wong
Sik Bee, Jack (collectively referred to as "Certain
Shareholders") also propose to enter into a put option
arrangement with the Secured FI Lenders, Partially Secured FI
Lenders and Hire Purchase and Lease Creditors for up to RM30
million of RM1.00 nominal value ICULS ("Proposed Shareholders
Put Option Arrangement").

The modifications to the Proposed Debt Restructuring Scheme
arising from the Proposed Revised Creditors Scheme, Proposed
Revised Call and Put Option Arrangements and Proposed
Shareholders Put Option Arrangement is hereinafter referred to
as "Proposed Revised Debt Restructuring Scheme".

The Proposed Revised Capital Reconstruction, Proposed Revised
Rights Issue, Proposed Revised Debt Restructuring Scheme and
Proposed Additional Issue are collectively referred to as
"Proposed Revised Scheme". Further details of the Proposed
Revised Scheme are as set out in Section 2 herein.

DETAILS OF THE PROPOSED REVISED SCHEME

Proposed Revised Capital Reduction and Consolidation

The Proposed Revised Capital Reduction and Consolidation
encompasses a capital reduction exercise pursuant to Section 64
of the Companies Act and the subsequent consolidation of the
issued and paid-up share capital of SHB.

The Proposed Revised Capital Reduction and Consolidation shall
involve the cancellation of RM0.50 from every existing SHB Share
and thereafter, the consolidation of the issued and paid-up
share capital of SHB such that every two (2) ordinary shares of
RM0.50 each shall constitute one (1) SHB Share.

As of 30 June 2001, SHB has an issued and paid-up share capital
of RM121,214,124 comprising 121,214,124 SHB Shares and
38,868,876 number of outstanding warrants 1999/2004 in SHB which
entitle the warrant holders to subscribe for 38,868,876 new SHB
Shares at an exercise price of RM3.80 per SHB Share ("Warrants
1999/2004").

Assuming the full exercise of all the Warrants 1999/2004, the
enlarged share capital of SHB shall increase to RM160,083,000
comprising 160,083,000 SHB Shares. Based on the enlarged share
capital of RM160,083,000, the reduction of RM0.50 for every SHB
Share would give rise to a credit of up to RM80,041,500 which
will be utilized to reduce the Company's accumulated losses.

Based on the audited accounts of the Company as at 31 December
2000, the Company has accumulated losses of RM470,153,276.

Following the reduction of the paid-up share capital, the issued
and paid-up share capital of SHB shall be consolidated such that
every two (2) ordinary shares of RM0.50 each shall constitute
one (1) SHB Share, upon which the sum of up to RM80,041,500
shall be credited as having been fully paid-up, thereby
consolidating the 160,083,000 ordinary shares of RM0.50 into
80,041,500 SHB Shares.

Fractions are to be disregarded and the consolidated SHB Shares
which represent fractional interests shall be dealt with by the
Directors of SHB at their sole discretion.

Proposed Revised Rights Issue

The Proposed Revised Rights Issue shall involve the issuance of
up to 320,166,000 ICPS-A at an issue price of RM0.10 per ICPS-A
on the basis of four (4) ICPS-A for every one (1) SHB Share held
after the Proposed Revised Capital Reduction and Consolidation,
to the shareholders of the Company whose names appear on the
Record of Depositors on a date to be determined and announced
later by the Board of Directors of SHB.

The 320,166,000 ICPS-A, being the maximum number of ICPS-A that
may be issued pursuant to the Proposed Revised Rights Issue was
arrived at based on 80,041,500 SHB Shares in issue after the
Proposed Revised Capital Reduction and Consolidation derived
from the share capital of SHB as at 30 June 2001 comprising
121,214,124 SHB Shares and assuming the full exercise of all the
Warrants 1999/2004.

Nevertheless, the actual number of ICPS-A to be issued pursuant
to the Proposed Revised Rights Issue is dependent on the share
capital of SHB as at the Entitlement Date. For the purpose
hereof, Entitlement Date means the date at the close of business
on which the shareholders must be registered in order to
participate in the Proposed Revised Rights Issue.

The indicative principal terms of the ICPS-A are as set out in
Attachment 1.

The Proposed Revised Rights Issue will raise gross proceeds of
up to RM32,016,600 which shall be utilized for the working
capital of the SHB Group as well as to defray the estimated
expenses in relation to the Proposed Revised Scheme.

Proposed Revised Debt Restructuring Scheme

The Proposed Revised Debt Restructuring Scheme shall encompass
the Proposed Revised Creditors Scheme, Proposed Revised Call and
Put Option Arrangements, Proposed Shareholders Put Option
Arrangement, Proposed Disposals and Proposed Maintenance of
Sinking Fund Accounts.

The Proposed Revised Debt Restructuring Scheme will seek to
compromise the various amounts of secured, partially secured and
unsecured liabilities owing to the respective Scheme Creditors.

This includes the principal amounts owing to the Scheme
Creditors as at 31 December 2000 (or in the case of the Hire
Purchase and Lease Assets, the redemption amount as at 19 and 20
July 2001, whichever is applicable) together with any accrued
interest on the said principal amounts up to and including 31
December 2000 of approximately RM643,166 million, taking into
consideration a contingent liability of RM4.6 million which is
likely to be incurred during the implementation of the Proposed
Revised Creditors Scheme and certain repayments after 31
December 2000.


Proposed Revised Creditors Scheme

The Proposed Revised Creditors Scheme will involve the proposed
scheme of arrangement and compromise as follows:

    (i) Secured FI Lenders

        As of 31 December 2000 (taking into account subsequent
repayments, if any), the total amount owing to the Secured FI
Lenders amounted to approximately RM233.640 million.

        The proposed compromise and settlement arrangement with
the Secured FI Lenders shall inter-alia, involve the following:

           (a) Waiver of all interest, including penalty and
default interest, accrued from 1 January 2001 up to and
including the date of listing of the ICPS-A, ICPS-B, ICPS-C and
ICULS on the Main Board of the KLSE ("Completion Date");

           (b) Settlement of 100 percent of the total amount
owing as of 31 December 2000 (taking into account subsequent
repayments, if any,) after the waiver of the accrued interest
referred to in (a) above of RM233.640 million via the issuance
of RM233.640 million of RM1.00 nominal value ICULS at an issue
price of RM1.00 per ICULS; and

          (c) In addition to sub-paragraph (b) above, the Secured
FI Lenders shall further receive the following:

              (i) Compensation, computed based on an implied YTM
of 3% p.a. in respect of RM233.640 million of RM1.00 nominal
value ICULS, discounted to net present value at 3 percent,
payable in the form of an additional 32.1 million ICPS-B on the
onset of the Proposed Creditors Scheme;

             (ii) Annual coupon of 1.26 sen per ICULS based on
the number of ICULS issued and held, as referred to in sub-
paragraph (iii) (a) above, payable at the end of each financial
year, commencing on the second (2nd) anniversary of the date of
issuance of the ICULS;
The indicative principal terms of the ICULS and ICPS-B are as
set out in Attachment 2 and 3 respectively.

    (ii) Partially Secured FI Lenders

         The proposed settlement arrangement with the Partially
Secured FI Lenders shall be classified under two (2) categories
i.e. Category A and Category B. As of 31 December 2000 (taking
into account subsequent repayments, if any), the total amount
owing to the Partially Secured FI Lenders amounted to
approximately RM244.348 million.

         The proposed compromise and settlement arrangement with
the Category A Partially Secured FI Lenders shall inter-alia,
involve the following:

            (a) Waiver of all interest, including penalty and
default interest, accrued from 1 January 2001 up to and
including the Completion Date;

            (b) Settlement of 15 percent of the total amount
owing as at 31 December 2000 (taking into account subsequent
repayments, if any), after the waiver of the accrued interest
referred to in (a) above of RM24.102 million via the issuance of
RM24.102 million of RM1.00 nominal value ICULS at an issue price
of RM1.00 per loan stock;

            (c) Settlement of the remaining 85 percent of the
total amount owing as of 31 December 2000 (taking into account
subsequent repayments, if any), after the waiver of the accrued
interest referred to in (a) above of RM136.578 million via the
issuance of 128.545 million ICPS-B at an issue price of RM1.00
per ICPS-B; and

            (d) In addition to sub-paragraph (b) and (c) above,
the Scheme B creditors shall further receive the following:

               (i) Compensation, computed based on an implied YTM
of 3 percent p.a. in respect of RM24.102 million of RM1.00
nominal value ICULS and 136.578 million ICPS-B, discounted to
net present value at 3 percent, payable in the form of an
additional 22.076 million ICPS-B on the onset of the Proposed
Creditors Scheme

               (ii) Annual coupon or dividend of 1.26 sen per
ICULS/ICPS-B based on the respective numbers of ICULS and ICPS-B
issued and held, as referred to in sub-paragraphs (ii), (iii)
and (iv)(a) above, payable at the end of each financial year,
commencing on the second (2nd) anniversary of the date of
issuance of the ICULS and ICPS-B;

    The proposed compromise and settlement arrangement with the
Category B Partially Secured FI Lenders shall inter-alia,
involve the following:

       (a) Waiver of all interest, including penalty and default
interest, accrued from 1 January 2001 up to and including the
Completion Date;

       (b) Settlement of 75 percent of the total amount owing as
of 31 December 2000 (taking into account subsequent repayments,
if any), after the waiver of the accrued interest referred to in
(a) above of RM62.75 million via the issuance of RM62.75 million
of RM1.00 nominal value ICULS at an issue price of RM1.00 per
ICULS;

      (c) Settlement of the remaining 25% of the total amount
owing as of 31 December 2000 (taking into account subsequent
repayments, if any), after the waiver of the accrued interest
referred to in (a) above of RM20.917 million via the issuance of
20.917 million ICPS-B at an issue price of RM1.00 per ICPS-B;
and

     (d) In addition to sub-paragraph (iii) above, the Scheme I
creditors shall further receive the following:

         (i) Compensation, computed based on an implied YTM of 3
percent p.a. in respect of RM62.750 million of RM1.00 nominal
value ICULS and 20.917 million ICPS-B, discounted to net present
value at 3 percent, payable in the form of an additional 11.495
million ICPS-B on the onset of the Proposed Creditors Scheme;

         (ii) Annual coupon or dividend of 1.26 sen per
ICULS/ICPS-B based on the respective numbers of ICULS and ICPS-B
issued and held, as referred to in sub-paragraphs (ii), (iii)
and (iv) above, payable at the end of each financial year,
commencing on the second (2nd) anniversary of the date of
issuance of the ICULS and ICPS-B.

             The ICULS and ICPS-B to be issued to the Partially
Secured FI Lenders are of the same series as that to be issued
to the Secured FI Lenders, the principal terms of which are as
set out in Attachment 2 and 3 respectively.

        (iii) Hire Purchase and Lease Creditors

             The redemption amount for the assets under the hire
purchase and lease facilities granted by the Hire Purchase and
Lease Creditors to KMSB ("Hire Purchase and Lease Assets") as of
19 and 20 July 2001, whichever is applicable (taking into
account subsequent monthly repayments after 31 December 2001),
amounts to approximately RM25.927 million ("Redemption Amount").

             The proposed compromise and settlement arrangement
with the Hire Purchase and Lease Creditors shall inter-alia,
involve the following:

             (a) Waiver of all penalty and default interest,
accrued from 1 January 2001 up to and including the Completion
Date;

             (b) Settlement of 50 percent of the total Redemption
Amount, after the waiver of the accrued interest referred to in
(a) above of RM12.964 million via the issuance of RM12.964
million of RM1.00 nominal value ICULS at an issue price of
RM1.00 per ICULS;

             (c) Settlement of the remaining 50 percent of the
total Redemption Amount, after the waiver of the accrued
interest referred to in (a) above of RM12.963 million via the
issuance of 12.963 million ICPS-B at an issue price of RM1.00
per ICPS-B; and

             (d) In addition to sub-paragraph (b) and (c) above,
the Hire Purchase and Lease Creditors shall further receive the
following:

                 (i) Compensation, computed based on an implied
YTM of 3 percent p.a. in respect of RM12.964 million of RM1.00
nominal value ICULS and RM12.963 ICPS-B, discounted to net
present value at 3 percent, which shall be payable in the form
of an additional 3.562 million ICPS-B on the onset of the
Proposed Creditors Scheme;

                (ii) Annual coupon or dividend of 1.26 sen per
ICULS/ICPS-B based on the number of ICULS and ICPS-B issued and
held, as referred to in sub-paragraphs (ii), (iii) and (iv)(a)
above, payable at the end of each financial year, commencing on
the second (2nd) anniversary of the date of issuance of the
ICULS and ICPS-B.

                    The ICULS and ICPS-B to be issued to the Hire
Purchase and Lease Creditors are of the same series as that to
be issued to the Secured FI Lenders and Partially Secured FI
Lenders, the principal terms of which are as set out in
Attachment 2 and 3 respectively.

    (iv) Unsecured FI Lenders

                    As of 31 December 2000 (taking into account
subsequent repayments, if any), the total amount owing to the
Unsecured FI Lenders amounted to approximately RM45.162 million
(including a contingent liability of RM4.6 million which is
likely to be incurred during the implementation of the Proposed
Revised Creditors Scheme).

                   The proposed compromise and settlement
arrangement with the Unsecured FI Lenders shall inter-alia,
involve the following:

                   (a) Waiver of all interest, including penalty
and default interest, accrued from 1 January 2001 up to and
including the Completion Date;

                   (b) Settlement of 100 percent of the total
amount owing as at 31 December 2000 (taking into account
subsequent repayments, if any), after the waiver of the accrued
interest referred to in (a) above of RM45.163 million via the
issuance of 45.162 million ICPS-B at an issue price of RM1.00
per ICPS-B;

                   (c) In addition to sub-paragraph (iii) above,
the Unsecured FI Lenders shall further receive the following:

                      (i) Compensation, computed based on an
implied YTM of 3 percent p.a. in respect of 45.162 million ICPS-
B, discounted to net present value at 3 percent, payable in the
form of an additional 6.204 million ICPS-B on the onset of the
Proposed Creditors Scheme;

                      (ii) Annual dividend of 1.26 sen per ICPS-B
based on the number of ICPS-B issued and held, as referred to in
sub-paragraphs (ii) and (iii)(a) above, payable at the end of
each financial year, commencing on the second (2nd) anniversary
of the date of issuance of the ICPS-B.

                          The ICPS-B to be issued to the
Unsecured FI Lenders are of the same series as that to be issued
to the Secured FI Lenders, Partially Secured FI Lenders and Hire
Purchase and Lease Creditors, the principal terms of which are
as set out in Attachment 3.

      (v) Unsecured Scheme Creditors

          As of 31 December 2000 (taking into account subsequent
repayments, if any), the total amount owing to the Unsecured
Scheme Creditors amounted to approximately RM94.089 million.

The proposed compromise and settlement arrangement with the
Unsecured Scheme Creditors shall inter-alia, involve the
following:

         (a) Waiver of all interest, including penalty and
default interest, accrued from 1 January 2001 up to and
including the Completion Date;

         (b) Further waiver of RM0.50 for every RM1.00 of the
amount owing to the Unsecured Scheme Creditors as at 31 December
2000 (taking into account subsequent repayments, if any), of
RM94.089 million; and

         (c) Settlement of 100 percent of the total amount owing
as at 31 December 2000 (taking into account subsequent
repayments, if any), after the waiver of the accrued interest
and RM0.55 for every RM1.00 of amount owing referred to in (a)
and (b) above of RM47.045 million via the issuance of 47.045
million ICPS-C at an issue price of RM1.00 per ICPS-C.

            The indicative principal terms of the ICPS-C are as
set out in Attachment 4.

            The details of the Proposed Revised Creditors Scheme
are summarized in Attachment 5.

Proposed Revised Call and Put Option Arrangements

The Proposed Revised Call and Put Option Arrangements shall be
revised to include the Proposed ICULS Call and Put Option
Arrangements and Proposed ICPS-B Call and Put Option
Arrangements.

    (i) Proposed ICULS Call and Put Option Arrangements

        SHB proposes to enter into separate call and put option
arrangements with the Secured FI Lenders, Partially Secured FI
Lenders and Hire Purchase and Lease Creditors ("Primary ICULS
Holders") for RM333.455 million of RM1.00 nominal value ICULS to
be issued to the Primary ICULS Holders pursuant to the Proposed
Revised Creditors Scheme. The Proposed ICULS Call and Put Option
Arrangements shall allow for the sales or purchases of the ICULS
by the respective parties based on the terms and conditions of
the call and put options.

       The call option granted to SHB represents an unconditional
and irrevocable right but not an obligation by SHB to purchase
the ICULS from the Primary ICULS Holders ("ICULS Call Option").

       The put option granted to Primary ICULS Holders represents
an irrevocable right but not an obligation by the Primary ICULS
Holders to sell to SHB, the ICULS upon the occurrence of certain
specified events ("ICULS Put Option").

       The principal terms and conditions of the ICULS Call
Option and ICULS Put Option are summarized in Attachment 6 and
Attachment 7 respectively.

    (ii) Proposed ICPS-B Call and Put Option Arrangements

         SHB proposes to enter into separate call and put option
arrangements with the Secured FI Lenders, Partially Secured FI
Lenders and Hire Purchase and Lease Creditors ("Primary ICPS-B
Holders") for RM215.620 million of RM1.00 nominal value ICPS-B
to be issued to the Primary ICPS-B Holders as settlement of the
Scheme Liabilities pursuant to the Proposed Revised Creditors
Scheme ("Option ICPS-B"), excluding the additional ICPS-B to be
issued to the Primary ICPS-B Holders as compensation payments.

        The Proposed ICPS-B Call and Put Option Arrangements
shall allow for the sales or purchases of the Option ICPS-B by
the respective parties based on the terms and conditions of the
call and put options.
The call option granted to SHB represents an irrevocable right
but not an obligation by SHB to purchase the Option ICPS-B from
the Primary ICPS-B Holders upon the occurrence of certain
specified events ("ICPS-B Call Option").

        The put option granted to Primary ICPS-B Holders
represents an irrevocable right but not an obligation by the
Primary ICPS-B Holders to sell to SHB, the Option ICPS-B upon
the occurrence of certain specified events ("ICPS-B Put
Option").

        The principal terms and conditions of the ICPS-B Call
Option and ICPS-B Put Option are summarized in Attachment 8 and
Attachment 9 respectively.

Proposed Shareholders Put Option Arrangement

Certain Shareholders propose to enter into a put option
arrangement with the Primary ICULS Holders for up to RM30.0
million of RM1.00 nominal value ICULS to be issued to the
Primary ICULS Holders pursuant to the Proposed Revised Creditors
Scheme.

The Proposed Shareholders Put Option Arrangement shall allow for
the sales of the ICULS by the Primary ICULS Holders to Certain
Shareholders based on the terms and conditions of the put
option.

The put option granted to the Primary ICULS Holders represents
an irrevocable right but not an obligation by the Primary ICULS
Holders to sell to Certain Shareholders, up to RM30.0 million of
RM1.00 nominal value ICULS ("Shareholders Put Option").

The principal terms and conditions of the Shareholders Put
Option are summarized in Attachment 10.

Proposed Disposals

SHB proposes to implement an orderly disposal of certain of its
non-core assets over the tenure of the ICULS to raise funds for
the purpose of purchasing the ICULS and ICPS-B pursuant to the
Proposed Revised Call and Put Option Arrangements. The orderly
disposal of assets over a period of time is necessary to avoid
any distressed sales of the assets and to ensure that the
highest price is procured.

The assets to be disposed of are presently pledged as collateral
to the Secured FI Lenders and Partially Secured FI Lenders and
under hire purchase and lease arrangements with the Hire
Purchase and Lease Creditors.

Pursuant to the Proposed Revised Creditors Scheme, the ICULS Put
Option shall be secured by a first party or third party (as the
case may be) fixed charge in favor of the Secured FI Lenders and
Partially Secured FI Lenders over the existing assets which are
currently already pledged to the respective Secured FI Lenders
and Partially Secured FI Lenders. The specific charge on the
underlying assets shall be discharged upon the happening of
certain events, which includes the disposals of the underlying
assets pursuant to the Proposed Disposals.

On the other hand, pursuant to the terms of the Proposed Revised
Creditors Scheme, the Hire Purchase and Lease Creditors shall
discharge its respective claim on the Hire Purchase and Lease
Assets and transfer ownership of the same to SHB upon the
issuance of the ICULS and ICPS-B to them.

The proceeds from the Proposed Disposals, net of costs, will be
remitted to a sinking fund account which would be utilized
towards the purchase of the ICULS from the respective Secured FI
Lenders, Partially Secured FI Lenders and Hire Purchase and
Lease Creditors through the exercise of the ICULS Call Option or
ICULS Put Option by the respective parties.

For the purpose of the Proposed Disposals, the specific charges
on the assets shall be discharged and the title released by the
respective Secured FI Lenders and Partially Secured FI Lenders.

The excess of the net proceeds from the Proposed Disposals over
the amount required for the purchase of the ICULS pursuant to
the exercise of the ICULS Call Option or ICULS Put Option, if
any, will be utilized for the purchase of the ICPS-B from the
Primary ICPS-B Holders through the exercise of the ICPS-B Call
Option or ICPS-B Put Option by the respective parties. Any
excess arising thereon, shall be utilized for the working
capital requirements of the SHB Group.

Proposed Maintenance of Sinking Fund Accounts

Pursuant to the Proposed Revised Debt Restructuring Scheme,
three (3) sinking fund accounts will be set up and maintained,
to which SHB shall allocate inter-alia, the following:

    (i) the ICPS-A Conversion Proceeds;

    (ii) the aggregate of fifty percent of the net cashflow
generated from the Scheme Companies, at the end of each
financial year, net of the amount required for the purchase of
the ICULS pursuant the Proposed ICULS Call and Put Option
Arrangements ("Scheme Company Surplus Cashflow"), commencing
from the first (1st) financial year upon which the Proposed
Revised Scheme is completed up to and including the fifth (5th)
financial year ("Group Surplus Cashflow"); and

    (iii) proceeds of the Proposed Disposals.

Payments to the Primary ICULS Holders, Primary ICPS-B Holders
and ICULS/ICPS-B holders in accordance with the terms of the
Proposed Revised Debt Restructuring Scheme shall be made from
the respective sinking fund accounts.

The following sinking fund accounts shall be set up and
maintained for the following purposes:

    (i) Sinking Fund 1

        To receive and retain the ICPS-A Conversion Proceeds and
Group Surplus Cashflow, for distribution to the Primary ICULS
Holders, through the exercise of the ICULS Call Option and ICULS
Put Option, subject to the accumulation of RM25 million in the
sinking fund.

    (ii) Sinking Fund 2

        To receive and retain the proceeds from the Proposed
Disposals, where such proceeds, net of costs, shall be
distributed to the respective Primary ICULS Holders and Primary
ICPS-B Holders through the exercise of the options pursuant to
the Proposed Revised Call and Put Option Arrangements.

    (iii) Sinking Fund 3

        To receive and retain the necessary funds from the
cashflow of the SHB Group, required for the payments of the
annual coupon or dividend in respect of the ICULS and ICPS-B
respectively.

Proposed Additional Issue

In order to ensure that there are more than 100 ICULS, ICPS-B
and ICPS-C holders to meet the spread requirement for the
listing of and quotation for the ICULS, ICPS-B and ICPS-C on the
Main Board of the KLSE, it is proposed that RM100,000 of RM1.00
nominal value ICULS, 100,000 ICPS-B and 100,000 ICPS-C be issued
to CIMB, as primary subscriber, at a cash issue price of RM1.00
each.

The proceeds from the Proposed Additional Issue will be utilized
for the working capital requirements of the SHB Group.

The ICPS-B, ICPS-C and ICULS to be issued pursuant to the
Proposed Additional Issue shall be of the same series as that to
be issued pursuant to the Proposed Revised Creditors Scheme, the
principal terms of which are as set out in Attachment 2 to 4.

RATIONALE FOR THE PROPOSED REVISED SCHEME

Proposed Revised Rights Issue

The Proposed Revised Rights Issue has been proposed to ensure
the success of the fund raising exercise, taking into
consideration the present weak equity market.

Proposed Revised Capital Reduction and Consolidation and
Proposed Revised Debt Restructuring Scheme

The Proposed Revised Capital Reduction and Consolidation and
Proposed Revised Debt Restructuring Scheme have been proposed
after taking into consideration certain recommendations by the
Scheme Creditors on the Proposed Scheme.

EFFECTS OF THE PROPOSED REVISED SCHEME

Share capital

The effects of the Proposed Revised Scheme on the share capital
of SHB are as set out in Attachment 11.

Net Tangible Assets ("NTA") / Net Tangible Liabilities ("NTL")

The proforma effects of the Proposed Revised Scheme on the
consolidated NTA/NTL of the SHB Group based on its audited
consolidated accounts as of 31 December 2000 are as set out in
Attachment 12.

Earnings

The Proposed Revised Scheme is not expected to have any material
effect on the earnings of the SHB Group for the financial year
ending 31 December 2001 as the Proposed Revised Scheme is
expected to be completed after the said financial year end.
Nevertheless, the Directors of SHB believe that the Proposed
Revised Scheme will contribute positively to the future earnings
of the SHB Group.

APPROVALS REQUIRED

The Proposed Revised Scheme is conditional upon the following
being obtained:

    (i) the approval of the Securities Commission, for the
Proposed Revised Scheme;

    (ii) the approval of the Foreign Investment Committee, for
the Proposed Revised Scheme;

    (iii) the approval of Bank Negara Malaysia, for the proposed
issuance of ICULS pursuant to the Proposed Revised Creditors
Scheme and Proposed Additional Issue;

    (iv) the approval of the KLSE for the admission of the ICPS-
A, ICPS-B, ICPS-C and ICULS to the Official List of the KLSE and
for the listing of and quotation for ICPS-A, ICPS-B, ICPS-C and
ICULS and the new SHB Shares to be issued pursuant to their
conversions thereof on the Main Board of the KLSE;

    (v) the approval of the Scheme Creditors at the court
meetings to be convened pursuant to an Order of the High Court
in accordance with Section 176 (1) of the Companies Act, for the
Proposed Revised Scheme;

    (vi) the approval of the shareholders of the Scheme Companies
at a meeting to be convened pursuant to an Order of the High
Court in accordance with Section 176 (1) of the Companies Act,
for the Proposed Revised Scheme;

    (vii) the approval of the shareholders of the Scheme
Companies at the respective extraordinary general meetings to be
convened, for the Proposed Revised Scheme;

    (viii) the sanction of the High Court for the Proposed
Revised Capital Reduction and Consolidation and Proposed Revised
Scheme pursuant to Sections 64 and 176 (1) of the Companies Act,
respectively; and

   (ix) the approval of any other relevant authorities.

DIRECTORS' AND SUBSTANTIAL SHAREHOLDERS' INTERESTS

As at 30 June 2001, Dato' Chuan Wooi Cheng, Robert and Wong Sik
Bee, Jack are Directors of SHB with direct shareholdings of
2,658,988 SHB Shares and 1,119,530 SHB Shares respectively.

Additionally, both Dato' Chuan Wooi Cheng, Robert and Wong Sik
Bee, Jack are also deemed interested in 37,256,247 SHB Shares by
virtue of their substantial shareholdings in Saga Menang Sdn.
Bhd. ("SMSB").

Pursuant to the Proposed Shareholders Put Option Arrangement,
both Dato' Chuan Wooi Cheng, Robert and Wong Sik Bee, Jack,
collectively, propose to enter into a put option arrangement
with the Primary ICULS Holders for up to RM30.0 million of
RM1.00 nominal value ICULS to be issued to the Primary ICULS
Holders pursuant to the Proposed Revised Creditors Scheme.

In view of the aforesaid, both Dato' Chuan Wooi Cheng, Robert
and Wong Sik Bee, Jack are therefore deemed interested in the
Proposed Revised Scheme.

Save for the above and insofar as the Directors of SHB are
aware, none of the Directors and substantial shareholders of SHB
or persons connected to the Directors and/or substantial
shareholders of SHB have any other interest, direct or indirect,
in the Proposed Revised Scheme save for their respective
entitlements as shareholders and the right to apply for the
excess or additional ICPS-A pursuant to the Proposed Revised
Rights Issue, the rights of which are also available to all
shareholders of the Company.

UNDERTAKING AND UNDERWRITING ARRANGEMENTS

SMSB, being a substantial shareholder of SHB, has provided an
irrevocable undertaking to subscribe for its full entitlement of
the ICPS-A pursuant to the Proposed Revised Rights Issue with
respect to its direct equity interests in SHB.

As at 30 June 2001, SMSB has direct equity interest of
37,256,247 SHB Shares representing 30.74 percent of the issued
and paid-up share capital of SHB and is also holder of
13,432,000 Warrants 1999/2004.

CIMB will endeavor to arrange for the remaining ICPS-A to be
fully underwritten at an underwriting commission rate to be
determined later. The underwriting commission and all incidental
costs in respect of the underwriting arrangement will be fully
borne by the Company.

STATEMENT BY THE DIRECTORS

The Board of Directors of SHB, save for Dato' Chuan Wooi Cheng,
Robert and Wong Sik Bee, Jack after careful deliberation, is of
the opinion that the Proposed Revised Scheme is in the best
interest of the SHB Group.


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


NATIONAL BANK: Deposits Jump To P130.2B
---------------------------------------
Philippine National Bank (PNB) President Feliciano L. Miranda,
Jr. reported improvements in the operations of the Bank for the
first six months of the year, as follows:

Deposits rose to P130.2 billion as of 30 June 2001, up by 8
percent from the 31 December 2000 level of P120.5 billion as
concerted efforts of the Bank's 324 on-line branches begun to
bear fruit.

The bulk of the increase came from private deposits. In terms of
deposit type, the biggest increase was accounted for by low-cost
savings and demand deposits.

PNB's fix inward remittances totaled $1.79 billion surpassing
last year's figure of $1.53 billion by a hefty 16 percent.

PNB opened 3 overseas remittance centers this year by brining
the total number of overseas branches and remittance centers to
79. The newly opened remittance centers are located in
Vancouver, Canada; San Francisco and Virginia Beach in the USA.
Scheduled to open later this year are remittance centers in
Seattle and Maryland, USA.

The Bank is continuing its aggressive disposal of its acquired
assets. Total sales for the first six months already amounted to
P1.2 billion.

Mr. Miranda also reported a decline in a number of operating
expenses, more particularly compensation and salaries which have
gone down to P1.28 billion from last year's P1.47 billion or a
reduction of 13 percent.

In order to provide sufficient buffer for its non-performing
loans, the Bank has set aside loan loss reserves totaling nearly
P18B as of 30 June 2001. This represents a 41% valuation reserve
cover, which is well within industry standards.

In accordance with statements from President Gloria M. Arroyo,
the government is fully committed to a rehabilitation plan for
PNB and Mr. Miranda is optimistic that will be approved and
implemented shortly.

The plan includes among others, the settlement of the P25
billion loans of PNB provided by Bangko Sentral ng Pilipinas
(BSP) and Philippine Deposit Insurance Corporation (PDIC) last
year; a part of which will be offset against outstanding loans
to government, another to be converted into equity and the
balance to be restructured.

Under the Rehab Plan, the Bank will be able to post profits in
the first year of the Rehab period and meet all regulatory
requirements including the capital to risk asset ratio.


PRYCE CORP: LTCPs Rated PRS C
-----------------------------
Following Pryce Corporation's disclosure to the Philippine Stock
Exchange (PSE) that it "paid all accrued interests only" when
its P300 million long-term commercial papers (LTCPs) matured on
December 8, 2000, Philippine Rating Services Corporation
(PhilRatings) has assigned a rating of PRS C to Pryce
Corporation's LTCPs.

A rating of PRS C means "In default."

PhilRatings announced in January the suspension of Pryce
Corporation's LTCP rating, pending clarification with the
company's key officers as to the status of its LTCPs.

Pryce Corporation has been negotiating with the LTCP holders for
a restructuring since mid-November 2000. This was to give "the
company a breathing spell in the light of the country's current
economic and political uncertainties." It also mentioned that
negotiations with the holders are on-going to date and an
agreement is expected to be executed.

"Depending on the terms of the final agreement, the PRS C may
subsequently be withdrawn (i.e. if the LTCPs are replaced by
another debt instrument) or a new evaluation may be undertaken
to assess Pryce Corporation's capability to pay its restructured
LTCPs," PhilRatings said.


PRYCE CORP: To Settle P300M Debts Via Asset Swap Deal
-----------------------------------------------------
Property developer Pryce Corporation has entered into an asset
swap deal, wherein payment will be made in kind, with its
creditors to settle its P300-million long-term commercial papers
(LTCPs), The Business World reported Wednesday.

According to the local business paper, the company has been
asking its creditors to agree to the restructuring of the
company's P800-million LTCPs, which fell due in December 2000,
since the start of this year. The company has also been calling
for a one-year extension for the principal payment.


RFM CAPITAL: P500M LTCPs Downgraded To Caa
------------------------------------------
PhilRatings has downgraded RFM Capital's US$65 million
convertible bonds to PRS Caa from PRS A after RFM Corporation
announced it would need more time to meet the redemption
payments of the said bonds due May 30, 2001. RFM Capital is a
wholly-owned subsidiary of RFM Corp.

A rating of PRS Caa indicates "Poor standing. There is high
possibility of default and there may be elements of danger with
respect to principal and interest."

The LTCPs were issued in April 1999 and will mature April 30,
2002.


RFM CORP: Cosmos' P750M LTCPs Rating Under Review
-------------------------------------------------
Following the official announcement of parent company, RFM
Corporation, that it was not able to meet the redemption
payments due last May 30 on RFM Capital's convertible bonds,
PhilRatings has placed its PRS Aa rating for Cosmos Bottling
Corporation's (Cosmos) P750 million long-term commercial papers
(LTCPs) under review.

Cosmos' license to issue its LTCPs was approved by the
Securities and Exchange Commission in November 1998. The LTCPs
will be maturing on December 14, 2001.

Although the company continues to perform credibly, as evidenced
by the 63 percent hike in its net income from P90 million to
P147 million for the first quarter of this year as compared to
the same period last year,  pending negotiations at the parent
level may eventually affect the financial options available to
Cosmos.

PRS Aa is defined as: "Margins of protection may not be as large
as in PRS Aaa issues. Fluctuations of protective elements may be
of greater amplitude or there may be other elements present
which make the long-term risks appear somewhat larger than for
PRS Aaa-rated securities."

PRS Aaa-rated securities, on the other hand, are those with the
"smallest degree of investment risk."


RFM CORP: Discussion With SMC Over Cosmos Sale Ongoing
------------------------------------------------------
San Miguel Corporation (SMC) reiterates that it is still in
discussions with debt-laden RFM Corporation for the acquisition
of RFM's entire stake in Cosmos Bottling Corporation (CBC).

No agreements have been reached as to price, structure or other
details.

Consequently, the Company cannot comment on the vehicle that
will make the acquisition, or whether, in the event of a
successful acquisition, CBC will remain listed or be delisted.

This is with reference to the news article entitled "Coke
bottler gets entire SMC interest in Cosmos" published in the 23
July 2001 issue of the Business World.

The article reported that "Soft drinks giant Coca-Cola Bottlers
Philippines, Inc. (CCBPI) will end up owning 100 percent of
Cosmos Bottling Corp. (CBC), the country's second largest soft
drinks company, after CCBPI parent firm San Miguel Corp. (SMC)
finalizes acquisition talks with the RFM Group. BusinessWorld
learned the final structure of SMC's takeover of CBC will
reflect the ownership sharing in CCBPI where the food and
beverage giant holds 65 percent while The Coca-Cola Company of
Atlanta (TCCC) owns the remaining 35 percent. Effectively, SMC
will have a 65 percent indirect stake in CBC through CCBPI which
will hold all the conglomerate's interests in carbonated and
non-carbonated beverage businesses."

Furthermore, the article reported that "part of the plan for
SMC's newly acquired carbonated companies is to keep them
private. CBC, which is a publicly listed firm prior to SMC's
purchase, will be delisted from the stock exchange contrary to
speculations that it will serve as the back-door listing vehicle
of CCBPI."


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


AMTEK ENGINEERING: JV To Voluntarily Wind Up
--------------------------------------------
Amtek Engineering Ltd (Amtek) announces that Amnitek Corporation
will cease operations with immediate effect. This decision was
reached and agreed by the Board of AMNITEK in view of the
difficult environment brought about by the downturn in the US
economy and a realignment of a principal customer's strategies.

Amnitek Corporation is based in Texas, USA was set up as a joint
venture (JV) of Kris Components Bhd (Kris) and Omni Industries
Limited (Omni) to manufacture and assemble computer casings.

AMNITEK has an equity capital of US$9.3 million with Amtek and
Kris each having a 35 percent-stake while Omni, the remaining 30
percent. Omni is a contract manufacturer listed on the Stock
Exchange of Singapore and Kris is the 45 percent-owned metal
stamping subsidiary of Amtek listed on the Kuala Lumpur Stock
Exchange.

Taking into considerations the share of losses to-date and the
estimated realizable value of the assets, Amtek Group would have
to take an exceptional charge of S$5.8 million for the financial
year ending 30 June 2001.

Had the exceptional charge been reflected in the half year
results ended 31 December 2000 as announced on 1 March 2001,
Amtek Group's earnings per share would have reduced from 6.01
cents to 3.71 cents and net tangible assets backing per share
dropping from 85.46 cents to 83.16 cents.

None of the Directors or substantial shareholders of Amtek have
any interest, direct or indirect, in the aforesaid transactions
save their shareholdings in Amtek. There were no contracts or
other agreements being executed in respect of the aforesaid
transactions.


CAM INTL: Seeks Court Approval To Convene Scheme Meeting
--------------------------------------------------------
In addition to the announcement made by Cam International
Holdings Ltd (CAM or the Company) on 28 June 2001 in respect to
the new proposal for restructuring the Indebtedness of the Group
(Debt Restructuring Plan), the Company wishes to announce that
it has, on 23 July 2001, made an application to the High Court
of Singapore to convene a meeting (Scheme Meeting) between the
Company and some of its creditors (Creditors).

At the meeting the parties are to consider a proposed scheme of
arrangement (Scheme) pursuant to Section 210 of the Companies
Act (Chapter 50) (Act) for the purpose of implementing the Debt
Restructuring Plan.

The application is scheduled to be heard by the High Court on
Friday, 3 August 2001 at 10.00 am.

Debt Restructuring Plan

The Debt Restructuring Plan comprises, inter alia, the
following:

      (1) The Capital Reduction and Capital Consolidation of the
Company's share capital;

      (2) The subscription of new shares in the Company by Mr Koh
Chan Wai @ Mr Koh Chun Wai (Mr Koh), the Managing Director of
Chan Wai Engineering Sdn Bhd and Dato Dr Tan Tiong Hong (Dato
Tan), the Executive Chairman of the Company;

      (3) The compromise by the Creditors of the debts owed by
the Group in exchange for the issuance by the Company of new
shares to the Creditors, which new shares are subject to the
Call Option (defined below) and the Put Option;

      (4) The grant of a call option by the Creditors to Mr Koh
and Dato Tan (Call Option); and

      (5) The grant of a put option by Chan Wai Engineering Sdn
Bhd to the Creditors (Put Option).

Capital Reduction and Capital Consolidation

The Company proposes a capital reduction by reducing the par
value of each ordinary share of S$0.10 each to S$0.015 each
(Capital Reduction). This shall be effected by writing off the
amount of the share capital which is not represented by the
tangible assets of the Company and/or writing off the
accumulated losses in the accounts of the Company, in whole or
in part, as at 31 May 2001.

Thereafter, the Company shall consolidate its share capital by
consolidating every two (2) ordinary shares of S$0.015 each into
one (1) ordinary share of S$0.03 each (Capital Consolidation).

The Company also proposes to cancel its share premium account by
writing off (to the fullest extent possible) the amount in its
share premium account which is not represented by the tangible
assets of the Company and/or writing off (to the fullest extent
possible) the accumulated losses in the accounts of the Company,
in whole or in part, as at 31 May 2001.

The above shall be subject to (a) the approval of the members of
the Company by special resolution at an extraordinary general
meeting to be convened and (b) the sanction of the High Court
pursuant to Sections 69 and 73 of the Act.

Subscription by Mr Koh and Dato Tan

Each of Mr Koh and Dato Tan shall respectively subscribe for
approximately 33,333,333 new ordinary shares of S$0.03 each in
the capital of the Company at par and for cash.

Compromise of Debt and Issue of Settlement Shares to Creditors

The indebtedness of the Group to be restructured as part of the
Debt Restructuring Plan comprises an amount of approximately
RM47.45 million or S$21.57 million (based on an exchange rate of
S$1:RM2.20) including interest thereof, as at 30 September 1999.

This amount was owed by CAM Advanced Technologies (M) Sdn Bhd
(CTM), a wholly owned subsidiary of the Company, to various
creditor banks (Creditor Banks) and was guaranteed by the
Company.

In addition, as at 30 September 1999, the Company has unsecured
and non-preferential debts of approximately S$1.32 million owing
to other unsecured creditors of the Company. Accordingly, as at
30 September 1999, the Group owes an aggregate amount of S$22.89
million to the Creditors.

The Company shall discharge the full amount of each Creditor's
claim as provided for under the Scheme by allotting and issuing
one (1) ordinary share of par value S$0.03 each (Settlement
Share) to each Creditor for every S$0.10 of that Creditor's
claim as provided for under the Scheme.

Grant of Call Option to Mr Koh and Dato Tan

The Creditors shall grant a Call Option over 90 percent of the
Settlement Shares in favor of Mr Koh and Dato Tan. The Call
Option may only be exercisable after one calendar year from the
issuance of the Settlement Shares.

Grant of Put Option by Chan Wai Engineering Sdn Bhd

Chan Wai Engineering Sdn Bhd shall grant a Put Option over 100
percent of the Settlement Shares in favor of the Creditors in
proportion to their respective shareholdings of the Settlement
Shares.

The Put Option may only be exercisable upon and from the expiry
of the second calendar year from the issuance of the Settlement
Shares.

Approval of Scheme

The Scheme shall become effective and binding if:

      (i) the Scheme is approved by a majority in number of the
Creditors at the Scheme Meeting voting either in person or by
proxy;

      (ii) such majority specified above represents seventy-five
percent (75 percent) of the value of the Creditors, voting
either in person or by proxy; and

      (iii) the Scheme is thereafter approved by the High Court
and an office copy of the Order of the High Court sanctioning
the Scheme is lodged with the Registrar of Companies and
Businesses as required by Section 210(5) of the Act or such
earlier date as the High Court may determine and as may be
specified in the said Order of the High Court.

Conditions Precedent

Notwithstanding the effectiveness of the Scheme, the obligations
of the relevant parties under the Scheme with respect to the
subscription of shares, the issuance of the Settlement shares,
the Put Option and the Call Option are conditional upon the
satisfaction or waiver (as the case may be) of, inter alia, the
following conditions:

      (i) the approval of the members of the Company at an
Extraordinary General Meeting for the transactions contemplated
under the Debt Restructuring Plan;

      (ii) the Company having obtained approvals from the High
Court (a) pursuant to Sections 69 and 73 of the Act to effect
the Capital Reduction and Capital Consolidation and (b) pursuant
to Section 210 of the Act in respect of the Scheme;

      (iii) the approval of the Singapore Exchange Securities
Trading Limited (SGX-ST) for the listing of and quotation for
(a) the new shares to be subscribed by Mr Koh and Dato Tan, and
(b) the Settlement Shares, on the Stock Exchange of Singapore
Dealings and Automated Quotation System (SESDAQ) Board of the
SGX-ST;

      (iv) the approval of Bank Negara Malaysia;

      (v) the confirmation by the Securities Industry Council
(SIC) that no mandatory general offer pursuant to Section 213 of
the Act and/or the Singapore Code on Take-over and Mergers
(Code) for the remaining shares of the Company by any party is
necessary upon the allotment and issue of the new shares to Mr
Koh and Dato Tan, and upon the allotment and issue of the
Settlement Shares to the Creditors;

      (vi) the approval of the SGX-ST and/or other relevant
authorities for a lifting of suspension from trading and a re-
listing and re-quoting of the existing shares of the Company on
the SESDAQ Board of the SGX-ST; and

      (viii) the confirmation by the SIC that, in the event (a)
Chan Wai Engineering Sdn Bhd, or (b) Mr Koh and Dato Tan (as the
case may be) shall be obliged to make a mandatory general offer
under the Code for the remaining shares of the Company upon any
exercise of the Put Option or the Call Option (as the case may
be), the offer price under such mandatory general offer shall be
the exercise price for the acquisition of the relevant option
shares under the relevant option which triggered the obligation
to make the mandatory general offer.

Proforma Financial Effects

For illustration purposes only, excerpts of the proforma
financial effects arising from the Debt Restructuring Plan are
set out hereunder. They do not reflect the actual future
financial situation of the Group after the Debt Restructuring
Plan.

The proforma financial effects are based on the audited
financial statements of the Group in respect of financial year
ended 30 September 2000 and on the assumption that the Debt
Restructuring Plan was completed on 1 October 1999 for the
profit and loss statement and 30 September 2000 for the balance
sheet.

                           Before Debt         After Debt
                         Restructuring Plan   Restructuring Plan


Audited FY 2000

(Loss)/Earnings per share (cents)  (1.3) 3.4

Audited as at 30 September 2000

NTA per share (cents) (6.2) 2.8

Gearing (1) (%) n.m.(2) 14

Share Capital ($'000) 24,000 12,467

Notes:

(1) The expression "gearing" means the ratio of net borrowings
to shareholders' funds. The expression "net borrowings" means
the amount of liabilities arising from the borrowings from banks
and financial institutions, net of cash and deposits held by the
Group. The expression "shareholders' funds" means the amount
represented by the aggregate of the issued and paid-up capital
and reserves.

(2) "n.m." means not meaningful since the shareholders' funds
are in a net negative position.

Notice of Scheme Meeting

Once the requisite approval is obtained from the High Court to
convene the Scheme Meeting, a notice calling for the Scheme
Meeting will be advertised in, inter alia, the Straits Times and
the Lianhe Zaobao.


PAKARA TECHNOLOGY: Sells Penang Leasehold Factory
-------------------------------------------------
On 7 November 2000, Pakara Technology Ltd (the Company)
announced that its subsidiary, Natkap Sdn. Bhd. (Natkap) had
entered into a conditional sale and purchase agreement
(Agreement) with an independent third party (the Purchaser) to
sell the leasehold factory in Penang (the Sale) at No. 1478,
Lorong Perusahaan Maju 8, Bukit Tengah Industrial Park, Pulau
Pinang, Malaysia (Penang Factory) for a cash consideration of
RM5,150,000.00 (approximately S$2,466,850).

Under the Agreement, the Sale is subject to, inter alia, the
parties obtaining the approval from the State Authority of
Penang and the Foreign Investment Committee of Malaysia (FIC).

The Purchaser has, through its solicitors, informed Natkap that
it was unable to obtain the approval of FIC for the Sale and on
that basis the Purchaser terminated the Agreement. It has also
demanded for the full refund of the 10 percent deposit, which it
had earlier paid to the solicitors of Natkap to hold as
stakeholders.

Natkap is now seeking legal advice from its solicitors in
Malaysia on whether the Purchaser is in breach of the Agreement
and whether Natkap has the right to forfeit the Deposit and/or
to seek legal remedies against the Purchaser.

In the meantime, the Company will be seeking out other potential
buyers for the Penang Factory and/or its shares in Natkap.


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


TONPING VALLEY: Reorg Petition Lodges With Bankruptcy Court
-----------------------------------------------------------
Tonping Valley Company Limited (the Debtor) is engaged in
Gardening, Resort and Hotel businesses. The Debtor's Petition
for Business Reorganisation was filed to the Samut Prakarn
Provincial Court.

The case has been transferred to the Central Bankruptcy Court:

    Black Case Number Lor.Phor. 1/2542

    Red Case Number Phor. 10/2542

Petitioner: Star Block Group public company limited

Planner: Mr.Wichitr Wangnai

        : Mr.Jiraphan Thamasavet

        : The Far East Law Office (Thailand) Co. Ltd.

Debts Owed to the Petitioning Creditor: Bt500,240,777

Date of Court Acceptance of the Petition: June 3,1999

Court Order for Business Reorganization and Appointment of the
temporary plan administrator: July 23, 1999 at 9.00 a.m.

The Court issued an order accepting the reorganization plan: May
3, 2000 and appointed Far East (Thailand) CO.LTD to be a plan
administrator

Announcement of Court Order for Business Reorganization and

Appointment of the Planner: in Matichon Public Company Limited
and Siam Rath Company Limited: May 19, 2000

Announcement of Court Order for Business Reorganization and
Appointment of the Planner: in Government Gazette on June 22,
2000

Contact: Mr.Chalermkiat or Ms. Amornrat, Tel. 6792513


TPI POLENE: Strikes Lease Deal With Pornchai
--------------------------------------------
TPI Polene Public Company Limited (TPIPL) that TPIPL and TPI
Concrete Co., Ltd., (TPI Concrete), a subsidiary of TPIPL, have
entered into a 90-year lease agreements with Pornchai
Enterprises Company Limited (Pornchai Enterprises) to rent
office spaces in TPI Tower. However, such lease agreements have
not yet been registered with the Department of Lands.

In order to ensure that the lease agreements can be enforced
continually, TPIPL as well as TPI Concrete and Pornchai
Enterprises agreed to sign the amendments in addition to the
existing lease agreements on July 24, 2001 and agreed to
register the lease with the Department of Lands within 30 days
after such amendment date.

The initial registration period of the lease with the Department
of Lands lasts 30 years, commencing from the original date that
the deposit of each respective agreement was placed.

As agreed, Pornchai Enterprises warrants that the lease
agreements with TPIPL and TPI Concrete will be renewable for
another 2 subsequent periods with 30-year term each.

For each renewal of the lease agreement, the parties involved
agreed to renew with 30-year term under the same conditions
including rental fee as set out in the original agreements and
agreed to register each renewal leasing agreement for 30-year
term in order to ensure the coverage of the agreed 90-year lease
term.

The remaining rental deposit as at June 30, 2001 of each
original agreement will be transferred and regarded as the
rental deposit of each respective amendment, which is detailed
as follows:

1. Amendment date: July 24, 2001

2. Related parties

Tenant         : TPIPL and TPI Concrete

Property owner : Pornchai Enterprise Company Limited.

Relationship   : Leophairatana family holds majority of  shares
in Pornchai Enterprise totaling 57 percent and there are some
directors in  common

3. Nature of the transaction: Lease agreement for office space.

4. Details of the connected transaction:

    TPIPL as well as TPI Concrete and Pronchai Enterprise agreed
to sign the amendments in addition to the existing lease
agreements for the office spaces rental in TPI Tower, which is
located at 26/56 Chan Tat Mai Road, Kwang Thungmahamek, Sathorn,
Bangkok, detailed as follows:

The company      The 90-year        The remaining       30-year
registration term   Registrat   Rental             Floor
                  rental deposit     90- year rental
on Period   Space
                  pursuant to        deposit pursuant
of the    ( square meters)
                  the original       to the original
lease
                  agreement          agreement as at
                  ( Baht ) *         June 30, 2001.
                                       ( Baht ) **
TPIPL
Agreement  1    126,000,000        117,016,666.65   1 Feb. 1995-
31 Jan.2025         30 yrs.      3,150.00          5 and 6
Agreement 2      29,668,800         28,954,551.12   1 May 1996 -
30 Apr.2026         30 yrs.        883.00          5 and 6
Agreement 3       1,996,800          1,908,053.32   1 Jul 1997-
30 Jun.2027         30 yrs.         49.92             4
Agreement 4      15,520,000         15,031,407.42   1 Sep 1998-
31 Aug.2028         30 yrs.        388.00          B2 and 22
Total           173,185,600        162,910,678.51
4,470.92

TPI Concrete
Agreement 1      47,000,000         43,706,666.68   1 Mar 1995 -
28 Feb. 2025         30 yrs.      1,175.00             5
Agreement 2      11,659,200         11,378,515.54   1 May 1996 -
30 Apr. 2026         30 yrs.        347.00             5
Total            58,659,200         55,085,182.22
1,522.00

Remarks:

* The parties involved agreed that the 90-year rental fee will
be fully paid in advance, which has already been settled on the
transaction date pursuant to the terms and conditions in the
original agreements to ensure the agreements renewable in the
future will be relied on the same terms and condition as set out
in the original agreements.

** The 90-year advanced rental fee of TPIPL is at an average of
Bt35.87/ square meter/month and that of TPI Concrete is at an
average of Bt35.69/ square meter/ month

5. The details of connected persons and related parties:

Shareholders in Pornchai Enterprise  Position in TPIPL  %
Shareholding

Mr. Prayad Liewphairatana     President               6.33

Mr. Prachai Leophairatana     Executive Director      1.67

Mrs. Boonsri Leophairatana    Executive Director      1.33

Mr. Prateep Leopairut        Executive Director      0.08

Dr. Pramuan Leophairatana    Executive Director      0.08

Mrs. Malinee Leophairatana    None                   0.08


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

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