TCRAP_Public/031110.mbx        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

         Monday, November 10, 2003, Vol. 6, No. 222

                         Headlines


A U S T R A L I A

ADVANCED ENGINE: Inks Co-Operation Agreement With Chinese Co
AMP LIMITED: Allots 15,179 Ordinary Shares at A$6.56cps
AMP LIMITED: Provides Overseas Units HY03 Report, Accounts
DRAGON MINING: Discloses General Meeting Results
TRANZ RAIL: Posts Toll Holding's Variation of T/O Notice


C H I N A  &  H O N G K O N G

365 FOOD: Nov 19 Winding Up Hearing Scheduled
CITIC INTERNATIONAL: S&P Rates US$180M Convertible Bond 'BBB-'
CITIC INTERNATIONAL: S&P Assigns 'BBB-' Rating; Outlook Negative
FIRMWAY DEVELOPMENT: Winding Up Petition Hearing Pending
SUN'S GROUP: Issues Proceedings, Debt Restructuring Update

TOM.COM LTD: S&P Assigns 'BB+' Credit Rating; Outlook Stable
WELL ELECTRONICS: Winding Up Hearing Set in December
WELL NEWS: Petition to Wind Up Pending


I N D O N E S I A

BANK DANAMON: L-T Local Currency Ratings Raised
BANK MANDIRI: S&P Ups L-T Local Currency Ratings


J A P A N

ALL NIPPON: Reduces Domestic Flights to Kansai
CROSSWAVE COMMUNICATIONS: NTT Communications May Rescue Firm
JAPAN AIRLINES: Starts Charter Service Between Tokyo, Seoul
MITSUBISHI HEAVY: Posts 1H03 Y10.47B Net Loss
NICHIBOH CO.: Files for Rehabilitation Proceedings


K O R E A

CHOHUNG BANK: Moody's Upgrades Rating to Baa1/Baa2
HYUNDAI GROUP: Group's Leadership in Doubt After Share Purchase
HYUNDAI MOTOR: Issues Work Stoppage Notice on Thursday
SK GROUP: Son Kil Seung Probed Regarding Tax Evasion
SK NETWORKS: Arab Banks Agree to Sell Loans at a Discount


M A L A Y S I A

AUTOINDUSTRIES VENTURES: Nov 20 EGM Scheduled
COUNTRY HEIGHTS: Proposals Implementation Period Extended
COUNTRY HEIGHTS: Proposed Public Issue/Placement Extended
KAI PENG: SC Extends Corporate Exercises Completion Time
KEMAYAN CORPORATION: Unit Receives Originating Summons From SBB

KIARA EMAS: MTHB Restricted Issue Oversubscribed
L&M CORPORATION: SC Further OKs ITSB Shares Allocation
LONG HUAT: Court Grants 90-Day Restraining Order Extension
OCEAN CAPITAL: KLSE Further Grants Three-Week Plan Extension
PERNAS INTERNATIONAL: Proposes Disposal for Debt Reduction

PERNAS INTERNATIONAL: Inks Business Acquisition Agreement
SIME DARBY: CCM Strikes Off Dormant Subsidiary
SRI HARTAMAS: Under Creditors' Voluntary Winding Up
UNITED ENGINEERS: KLSE Grants Proposals Listing
WOO HING: Modified Workout Proposal Preparation Underway


P H I L I P P I N E S

ABS-CBN BROADCASTING: Issues 272 Million PDRs
ABS-CBN BROADCASTING: May Need to Increase Yield
NATIONAL BANK: Signs Deal With Misys International
NATIONAL POWER: Completes Makban 1st Phase Rehab in December
PHILIPPINE LONG: Sale, Lease or JV Planned for Idle Assets


S I N G A P O R E

CERAMIC TECHNOLOGIES: Neocorp Orders Shareholders to Pay Damages
MULTI-CHEM LIMITED: Post Changes in Director's Interest
NATSTEEL LTD: Answers SIAS Query Letter
NEPTUNE ORIENT: Sees Q303 US$93.6M Net Profit
PAN-UNITED: Striking-off Dormant Subsidiary

SINGAPORE SHIPPING: Unit Enters Voluntary Liquidation
SMB UNITED: Strikes Off Dormant Unit


T H A I L A N D

BANGKOK LAND: Changes Par Value to Bt10
KRISDA MAHANAKORN: Capital Increase Objective Changed
NAKORNTHAI STRIP: Changes Paid Up Capital, Share Par Value
NAKORNTHAI STRIP: SET Suspends Securities Trading
ROBINSON DEPARTMENT: Posts Creditors' Meeting Resolutions

     -  -  -  -  -  -  -  -

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


ADVANCED ENGINE: Inks Co-Operation Agreement With Chinese Co
------------------------------------------------------------
Advanced Engine Component Limited announces that it has signed a
Co-operation Agreement with the research and development arm of
a Chinese vehicle and engine manufacturer.

The agreement provides that the entities work together to
design, develop, test and certify a natural gas engine
converting an existing diesel engine by incorporating AEC's
natural gas technology.

The agreement is subject to many conditions including
certification by the appropriate Chinese authority.

On October 13, the Troubled Company Reporter - Asia Pacific
reported that the consolidated loss after tax for the half year
attributable to the members of Advanced Engine Components
Limited was $2,190,538 (2001: $ 3,717,870).


AMP LIMITED: Allots 15,179 Ordinary Shares at A$6.56cps
-------------------------------------------------------
AMP Limited advised the allotment of 15,179 ordinary shares at
A$6.56 per share.

Purpose of the issue: 15,179 shares were issued pursuant to the
AMP International Employee Share Ownership Plan.
Number of shares now on Issue: 1,539,095,087


AMP LIMITED: Provides Overseas Units HY03 Report, Accounts
-----------------------------------------------------------
AMP Limited has provided the following documents:

   - consolidated and audited UK GAAP Report and Accounts of HHG
PLC for the six months ended June 2003;

   - a pro-forma, unaudited breakdown of HHG's principal
business unit results for the past three years; and

   - an unaudited breakdown of provisions in accordance with
UKGAAP at 30 June 2003.

A summary of this information is provided in section 7.6 of the
AMP Limited Proposal to Demerge Explanatory Memorandum (EM).
Along with previously audited accounts, this data will form the
basis for historic financials to be included in the HHG PLC UK
Listing Particulars. An explanation of the material differences
between Australian GAAP and UK GAAP is provided in section 7.6
(specifically sections 7.6.1 to 7.6.4) of the EM.


DRAGON MINING: Discloses General Meeting Results
------------------------------------------------
In accordance with Listing Rule 13.3.2, Dragon Mining N.L.
wishes to advise the results of the following resolutions at
Wednesday's General Meeting of Shareholders.

Issue of shares to Outokumpu Mining Oy
Outcome: Passed on a show of hands.
Proxies received:

In favor of:          For       Against    Abstain   Proxy
                                                     Holders
                                                    Discretion

Chairman          32,090,940    35,000      -    24,291,775

Company Secretary  1,908,334     -          -       -

John Saleeba         116,667     -          -       -

Total             34,115,941     35,000     -     24,291,775


2. Issue of shares and options to Macquarie Bank Limited

Outcome: Passed on a show of hands
Proxies received:

In favor of:           For        Against    Abstain     Proxy
                                                         Holders
                                                      Discretion

Chairman            32,086,940    35,000    -     2,310,834

Company Secretary    1,908,334       -      -        -

John Saleeba           116,667       -      -        -

Total               34,111,941    35,000    -     2,310,834

According to Wrights Investors' Service, during the 12 months
ending 12/31/02, the company has experienced losses totaling
A$0.13 per share. The company has paid no dividends during the
last 12 months as well.


TRANZ RAIL: Posts Toll Holding's Variation of T/O Notice
--------------------------------------------------------
Toll Holdings Limited has provided the following Notice of
Variation of Takeover Offer for Tranz Rail Holdings Limited
(Tranz Rail) pursuant to Rule 24(3) of the Takeovers Code:

Dear Tranz Rail Shareholders and Optionholders

We refer to our offer dated 26 July 2003 to acquire up to 100%
of the shares and options of Tranz Rail (the Offer), which is
now unconditional.

Toll hereby gives notice that pursuant to Rule 24(3) of the
Takeovers Code the Offer is being varied by extending the date
by which acceptances of the Offer must be received to 6.00pm on
22 December 2003.

Other than the extension of the offer period all other terms of
the Offer remain the same. If you have already accepted the
Offer, those acceptances will remain valid.


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


365 FOOD: Nov 19 Winding Up Hearing Scheduled
---------------------------------------------
The High Court of Hong Kong will hear on November 19, 2003 at
9:30 in the morning the petition seeking the winding up of 365
Food Supplies Limited.

Ching Tung Keung of Room 1935, 19/F., Block 5, Lei Muk Shue
Estate, Kwai Chung, New Territories, Hong Kong filed the
petition on September 24, 2003.  Tam Lee Po Lin, Nina represents
the petitioner.

Creditors and other interested parties are encouraged to attend
the hearing.  They only need to notify in writing Tam Lee Po
Lin, Nina, which holds office on the 27th Floor, Queensway
Government Offices, 66 Queensway, Hong Kong.


CITIC INTERNATIONAL: S&P Rates US$180M Convertible Bond 'BBB-'
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it had assigned its
'BBB-' issue credit rating to a US$180 million fixed rate
convertible bond guaranteed by CITIC International Financial
Holdings Ltd. (CIFH, BBB-/Negative/A-3) and due 2008. The bond
is issued by CIFH (CB-I) Ltd., a special purpose vehicle
that is a wholly owned subsidiary of CIFH.

The issue rating is at the same level as the long-term
counterparty credit rating on CIFH and reflects CIFH's
guarantee. The guarantee ranks pari passu with all other
unsecured and unsubordinated obligations of the guarantor.

Bondholders have a right to convert the bonds into ordinary
shares in CIFH at a conversion price at Hong Kong dollar 4.269
per share, during the conversion period. The interest rate is
0.25% per annum, payable on a semi-annual basis.

Bondholders have an option to redeem the bonds after three
years. They also have put rights in the event that shares in the
guarantor are delisted from the Stock Exchange of Hong Kong, or
in the event that there is a change in control of the guarantor.

These ratings were initiated by Standard & Poor's and may be
based solely on publicly available information and without the
participation of the issuer's management. Standard & Poor's has
used information from sources believed to be reliable, but does
not guarantee the accuracy, adequacy or completeness of any
information used. Ratings are statements of opinion, not
statements of fact or recommendations to buy, hold, or sell any
securities. Other analytic services performed by Standard &
Poor's may be based on information that was not available for
this rating and this report.


CITIC INTERNATIONAL: S&P Assigns 'BBB-' Rating; Outlook Negative
----------------------------------------------------------------
Standard & Poor's Ratings Services said Thursday that it had
assigned its 'BBB-' long-term counterparty credit rating and A-3
short-term counterparty credit rating to Hong Kong-based CITIC
International Financial Holdings Ltd. (CIFH). The outlook
on the long-term rating is negative.

The ratings on CIFH, which holds a 100% stake in Hong Kong-based
CITIC Ka Wah Bank Ltd. (CKWB), reflect the company's adequate
capitalization, and improved, although still moderate, market
position. The bank's moderate asset quality and pressured
profitability are counterbalancing factors. The regulatory
oversight of the Hong Kong Monetary Authority is a positive
rating factor.

The negative outlook reflects concern that the quality of the
CIFH group's consolidated loan book may have deteriorated and
may continue to weaken. The company reported a sharp increase in
rescheduled loans (excluding those already treated as non-
accrual loans) to Hong Kong dollar (HK$) 918 million as at the
end of June 2003 from HK$35 million at the end of 2002. These
loans accounted for 26.7% of CIFH's total nonperforming
assets at the end of June 2003. Since the company's ratio of
loan loss provisions to nonperforming assets was relatively low
at the end of June 2003, any significant deterioration in loan
quality is likely to put pressure on CIFH's profitability.

CIFH was formed in 2002, following a re-organization of CKWB
after the completion of the latter's acquisition of Hongkong
Chinese Bank (HCB). The largest single shareholder in CIFH is
Beijing-based China International Trust & Investment Corp.
(BB/Stable/B), which holds a 56.93% interest.

CIFH's capitalization is adequate. Its ratio of adjusted common
equity to assets stood at 8.1% at the end of June 2003. The
company issued new shares in 2002 and 2003 to strengthen its
capitalization.

The acquisition of HCB by CKWB improved the CIFH group's market
position, although its shares of the Hong Kong loan and deposit
markets remain small compared with the corresponding shares of
the largest five locally incorporated banks in Hong Kong.

CIFH's consolidated asset quality is below the Hong Kong
domestic average. The company's ratio of nonperforming assets
increased to 7.9% as at the end of 2003 from 5.7% at the end of
2002. Nonperforming assets include nonperforming loans, loans in
arrears but accruing, rescheduled loans not reported as
nonperforming loans, and repossessed properties not reported as
nonperforming loans.

CIFH's profitability is adequate but may come under further
pressure. The company's annualized return on assets decreased to
0.80% for the half year ended June 30, 2003 from 0.91% for full
year 2002 because of pressure resulting from a narrowing of its
ratio of net interest income to assets in the six-month period.
Given that CIFH's ratio of loan loss provisions to nonperforming
assets is only about 33%, the company's profitability is likely
to be very sensitive to any deterioration in the quality of its
rescheduled loans.

These ratings were initiated by Standard & Poor's and may be
based solely on publicly available information and without the
participation of the issuer's management. Standard & Poor's has
used information from sources believed to be reliable, but does
not guarantee the accuracy, adequacy or completeness of any
information used. Ratings are statements of opinion, not
statements of fact or recommendations to buy, hold, or sell any
securities. Other analytic services performed by Standard &
Poor's may be based on information that was not available for
this rating and this report.


FIRMWAY DEVELOPMENT: Winding Up Petition Hearing Pending
--------------------------------------------------------
Ling Fung Development Limited, Wilmington Land Company Limited
and Quebostar Limit are seeking the winding up of Firmway
Development Limited. The petition was filed on September 29,
2003, and will be heard before the High Court of Hong Kong on
November 26, 2003 at 10:00 in the morning.

Ling Fung, Wilmington Land and Quebostar Limit holds its
registered office at Unit  6-9, Ground Floor, Hi-Tech Centre, 9
Choi Yuen Road, sheung Shui, New Territories, Hong Kong.


SUN'S GROUP: Issues Proceedings, Debt Restructuring Update
----------------------------------------------------------
The Sun's Group Limited (the "Company", together with its
subsidiaries, the "Group") wishes to update its shareholders on
certain recent developments concerning the Group.

Proceedings against the Company and some of its subsidiaries

(i) Proceedings against the Company and one of its subsidiaries
Reference is made to the announcements of the Company dated 14
April 2003, 11 June 2003, 16 June 2003 and 7 August 2003 in
relation to the winding-up proceedings issued against the
Company by Mr. Wong Kwan, a former director of the Company, and
Charcon Assets Limited, a company beneficially owned by Mr. Wong
Kwan, and against The Sun's Group (H.K.) Limited by Mr.
Wong Kwan. The Sun's Group (H.K) Limited is a wholly owned
subsidiary of the Company which owns most of the property
holding companies (including The Sun's International Development
(H.K.) Limited) within the Group.

Under the petition filed by Mr. Wong Kwan and Charcon Assets
Limited against the Company, Mr. Wong Kwan claims a sum of
HK$2,590,000 in outstanding remuneration and Charcon Assets
Limited claims an aggregate sum of HK$10 million in outstanding
loans to the Company, with interest on both sums.

Under another petition filed by Mr. Wong Kwan against The Sun's
Group (H.K.) Limited, a wholly-owned subsidiary of the
Company, Mr. Wong Kwan claims an aggregate sum of
HK$49,294,635.07 in outstanding loans to that company with
interest thereon.

Despite the above mentioned sums have already been recorded in
the financial statements of the Group, the Company and the
relevant subsidiary are opposing the winding-up petitions on the
grounds, inter alia, that the debts are disputed and/or that the
Company and the relevant subsidiary have substantial cross-
claims against Mr. Wong Kwan as set out in the following section
headed "Proceedings against the former executive directors of
some of the subsidiaries of the Company".

The hearing dates of the petitions are yet to be fixed by the
High Court but a pre-trial review has been scheduled on 10 March
2004. The Directors consider that it is still at the early stage
to assess the outcomes of these proceedings and accordingly,
their effects on the Group.

(ii) Proceedings against one of the subsidiaries of the Company

Reference is also made to the announcement of the Company dated
16 June 2003 in relation to the winding-up proceedings
against The Sun's International Development (H.K.) Limited, a
wholly owned subsidiary of the Company, by a creditor of that
company claiming approximately HK$2.7 million being that
creditor's taxed costs in another set of proceedings in the High
Court of the Hong Kong Special Administrative Region (the "High
Court") in which that company was found liable for nuisance
created during the course of construction work undertaken by
contractors employed by that company's previous management. At
a hearing on 20 October 2003, an order was made by the High
Court to wind up The Sun's International Development (H.K.)
Limited.

The Sun's International Development (H.K.) Limited holds one of
the major properties of the Group, currently named Skyhigh,
for investment and development purposes. This property is
charged to a bank creditor of the Group for a banking facility
which is guaranteed by The Sun's Group (H.K.) Limited, Marguax
Finance Limited, a wholly owned subsidiary of the Company, and
the Company. This property is still at the development stage and
does not contribute any recurring income to The Sun's
International Development (H.K.) Limited. In response to the
winding up order granted by the High Court, the Company is now
in discussion with its advisers for the purpose of working out a
revised restructuring proposal acceptable to the bank creditors.
As such, the Directors cannot conclude, at the moment, the
impact of the winding up of this company on the Group. Having
said that, the liquidation of this company may trigger the
relevant bank creditor issuing enforcement proceedings to
repossess Skyhigh, which will reduce the asset base of the
Group.

Proceedings against the former executive directors of some of
the subsidiaries of the Company

Reference is made to the announcement of the Company dated 7
August 2003 in relation to a writ filed by Rossmore Profits
Limited, a wholly owned subsidiary of the Company, in the High
Court on 31 July 2003 against its former directors, namely Mr.
Wong Kwan and Mr. Siu King Nin, Peter, seeking compensation of
approximately HK$268 million in connection with their alleged
breach of fiduciary duties as directors of Rossmore Profits
Limited. Pursuant to an order made by the High Court, Mr. Wong
Kwan and Mr. Siu King Nin, Peter filed their defense on 31
October 2003 and 28 October 2003 respectively.

On 26 September 2003, Margaux Finance Limited, a wholly owned
subsidiary of the Company engaging in the provision of money
lending business which compliments the principal business of the
Group of property and hotel development and investment, filed a
writ in the High Court against its former directors, namely Mr.
Wong Kwan and Mr. Yuen Hon Ming, Edwin, seeking compensation of
approximately HK$300 million, in connection with their alleged
breach of fiduciary duties as directors of Margaux Finance
Limited.

Pursuant to the order of the High Court, Mr. Wong Kwan and Mr.
Yuen Hon Ming, Edwin must file their defense on or before 13
November 2003.

Debt restructuring

The Company is still working with its advisers to explore the
possibility of a debt restructuring plan acceptable to the
Group's creditors and to revitalize the operations of the Group.
At the request of the Company, trading of the shares of the
Company has been suspended since 24 April 2003 and will continue
to remain suspended. During this period, the Company endeavors
to

   (i) investigate the transactions conducted by the previous
management in order to prepare proper accounts and records;

   (ii) deal with the litigation matters as mentioned above; and

   (iii) work on debt restructuring of the Group. The Company
will release an announcement to inform the shareholders and
investors in a more advance stage and strive to resume the
trading in the shares of the Company as soon as possible.


TOM.COM LTD: S&P Assigns 'BB+' Credit Rating; Outlook Stable
------------------------------------------------------------
Standard & Poor's Ratings Services said Thursday that it had
assigned its 'BB+' corporate credit rating to Hong Kong-based
Tom.Com Ltd. (Tom.Com). The outlook on the corporate credit
rating is stable.

At the same time, Standard & Poor's assigned its 'BB+' issue
rating to a proposed US$150 million unsecured convertible bond
due 2008 issued by Tom Holdings Ltd, a wholly owned subsidiary
of Tom.Com. The bond carries a put option, which allows
investors to sell the bond back to the company after three
years. Tom.Com unconditionally and irrevocably guarantees the
bonds.

The rating on Tom.Com reflects the strong support that the
company receives from its major shareholders, key market
positions in diverse segments of the media industry, and sound
financial management. These strengths are constrained by the
company's evolving business model, acquisitive growth
strategies, and its currently weak debt coverage measures.

Tom.Com is a cross-media enterprise that focuses on Hong Kong,
Taiwan, and mainland China markets. The company has diverse
media interests, which include publishing, outdoor advertising,
online and telecommunication services, and sports and
entertainment events marketing. The Li Ka-Shing Group
effectively controls Tom.Com, with Hutchison Whampoa Ltd.
(A-/Negative/--) having a 24.7% stake in the company, Cheung
Kong (Holdings) Ltd. (A-/Negative/--) a 12.4% interest, and
Solina Chau, a strategic business partner of the Li Ka-Shing
Group, a 24.7% stake.

Together, these controlling shareholders have extended a Hong
Kong dollar (HK$) 850 million unsecured shareholder loan to
Tom.Com, which accounted for more than 90% of the company's
total borrowings as at June 30, 2003. Tom.Com's shareholders are
represented on the company's board of directors, and help
develop its business strategies. The strong support provided by
the shareholders is a major factor that underpins the rating
on the company.

The company enjoys leading positions in several of its core
businesses. In Taiwan, the company has a market share of about
40% of the magazine market in terms of circulation, and 33% of
the book market in terms of sales. In mainland China, Tom.Com
accounts for about 5% of total outdoor advertising spending. The
company's online and telecommunication services in mainland
China are expected to experience significant growth. Tom.Com,
which operates a major Chinese language portal, is in a good
position to capture the growing value-added services market in
mainland China. Revenue from the company's internet business
doubled in the first half of 2003 to HK$218.5 million from
HK$109.6 million in the corresponding period in 2002. The
company has largely developed through acquisitions and now has
strong positions in a variety of niche segments.

Standard & Poor's expects Tom.Com to continue to expand through
acquisitions as well as organic growth. The company's business
risk profile is evolving, and is subject to the risks of
integration.

The company has adequate financial flexibility. Excluding the
proposed convertible bond issue, currently it has cash and cash
equivalents of about HK$1.3 billion compared with debt of less
than HK$890 million. However, operating cash flow remains
relatively weak, which reflect the developmental stage of some
of its businesses. The company's ratio of funds from operations
to total debt was less than 10% for the first half of 2003, and
its annualized ratio of total debt to EBITDA was high at 9x.
Standard & Poor's expects continued strengthening of cash flow,
primarily from further business growth and improved cost
structure, to increase Tom.Com's ratio of funds from operations
to debt to more than 20% over the medium term. The current
rating also assumes continued prudent financial management by
the company in relation to its future acquisitions.


WELL ELECTRONICS: Winding Up Hearing Set in December
----------------------------------------------------
The petition to wind up Well Electronics Company Limited is
scheduled for hearing before the High Court of Hong Kong on
December 3, 2003 at 10:00 in the morning.

The petition was filed with the court on October 14, 2003 by
Resona Bank, Limited, a corporation duly incorporated and
validly existing under the Laws of Japan and having its
principal office at 2-2-1 Bingo-Machi, Chuo-Ku, Osaka City,
Osaka, Japan and having a representative office in Hong Kong at
1103A, 11th Floor, Far East Finance Centre, 16 Harbour Road,
Hong Kong.


WELL NEWS: Petition to Wind Up Pending
--------------------------------------
The petition to wind up Well News International Development
Limited is set for hearing before the High Court of Hong Kong on
November 19, 2003 at 9"30 in the morning.

The petition was filed with the court on September 24, 200 by
Bank of China (Hong Kong) Limited of 14th Floor, Bank of China
Tower, 1 Garden Road, Central, Hong Kong.


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


BANK DANAMON: L-T Local Currency Ratings Raised
-----------------------------------------------
Standard & Poor's Ratings Services said Friday it raised the
long-term local currency counterparty credit rating on PT Bank
Mandiri (Persero) and PT Bank Danamon Indonesia Tbk to 'B+' from
'B'. The outlooks on these ratings are stable. In addition, the
issue rating on Bank Mandiri's US$125 million subordinated debt
due 2012 was raised to 'B-' from 'CCC+'. At the same time, the
long-term foreign currency and short-term local and foreign
currency counterparty credit ratings on both banks were affirmed
at 'B' and 'B'. The outlooks on the long-term foreign currency
ratings remain stable. Moreover, the 'B' issue ratings on Bank
Mandiri's US$300 million senior unsecured note due 2008 and its
US$125 million floating rate notes due
2006 were affirmed.

These ratings actions recognize the continuing, if gradual,
improvement in the banks' credit profiles. In particular, there
has been improvement in nonperforming assets and profitability.
Profitability, supported by better interest margins, is becoming
much more satisfactory. Loans, however, continue to make up only
a small percentage of asset books, indicating that the
Indonesian banking sector has not fully recovered to its pre-
1997 crisis financial intermediary role. Naturally there will be
some added credit risk to the banks' asset book as the
proportion of loan rises," said Adrian Chee, credit analyst and
associate director in Standard & Poor's Financial Services
Ratings Group.

Bank Danamon (foreign currency B/Stable/B; local currency
B+/Stable/B).

The upgrade of the long-term local currency counterparty credit
rating on Bank Danamon reflects the bank's overall strong
financial profile, with healthy operating profitability and
above-industry-average asset quality. Bank Danamon's strong
operating profitability remains underpinned by its
healthy net interest income margins and, with growing support
from its fee-based income, this has lent support to the bank's
preprovision net operating income (NOI) ratio, as measured by
its preprovision NOI to average adjusted assets of 4.76% as at
June 2003.

The strengthening of Bank Danamon's profitability largely
reflects its efforts to gradually reprofile its balance sheet,
in growing its loan portfolio and in turn, reducing its reliance
on government recapitalization bonds. With success in employing
this strategy, together with active management of its
liabilities, Bank Danamon has improved the yield of its assets
base, as it focused its lending on the higher yielding
small-to-midsize enterprises (SMEs) and consumer segments.
Reflecting this move, less than one-third of the bank's interest
income is now derived from government recap bonds, compared with
more than 50% in 2002. At the same time, Bank Danamon's asset
quality has remained satisfactory and above the industry
average. In June 2003, the bank's gross nonperforming assets
(NPA) ratio improved to 4.8% from 7% in December 2002. Lending
strength to the bank's asset quality is its conservative loan-
loss provisioning policy. As at June 2003, Bank Danamon's loan-
loss reserves provided coverage of more than 300% against its
gross NPAs.

RATINGS LIST               TO               FROM
Bank Danamon Indonesia Tbk (P.T.)
FC Counterparty rtgs       B/Stable/B        B/Stable/B
LC Counterparty rtgs       B+/Stable/B       B/Positive/B


BANK MANDIRI: S&P Ups L-T Local Currency Ratings
------------------------------------------------
Standard & Poor's Ratings Services said Friday it raised the
long-term local currency counterparty credit rating on PT Bank
Mandiri (Persero) and PT Bank Danamon Indonesia
Tbk to 'B+' from 'B'. The outlooks on these ratings are stable.
In addition, the issue rating on Bank Mandiri's US$125 million
subordinated debt due 2012 was raised to 'B-' from 'CCC+'. At
the same time, the long-term foreign currency and short-term
local and foreign currency counterparty credit ratings on both
banks were affirmed at 'B' and 'B'. The outlooks on the long-
term foreign currency ratings remain stable. Moreover, the 'B'
issue ratings on Bank Mandiri's US$300 million senior unsecured
note due 2008 and its US$125 million floating rate notes due
2006 were affirmed.

These ratings actions recognize the continuing, if gradual,
improvement in the banks' credit profiles. In particular, there
has been improvement in nonperforming assets and profitability.
Profitability, supported by better interest margins, is becoming
much more satisfactory. Loans, however, continue to make up only
a small percentage of asset books, indicating that the
Indonesian banking sector has not fully recovered to its pre-
1997 crisis financial intermediary role. Naturally there will be
some added credit risk to the banks' asset book as the
proportion of loan rises," said Adrian Chee, credit analyst and
associate director in Standard & Poor's Financial Services
Ratings Group.

Bank Mandiri (foreign currency B/Stable/B; local currency
B+/Stable/B).

The upgrade of the long-term local currency counterparty credit
rating on Bank Mandiri reflects improvements in the bank's
financial profile, in particular its profitability and asset
quality. The bank has sustained its profitability through more
active management of its liabilities, improving the realignment
of its earning/assets mix, and more disciplined cost
management. While the bank has made efforts to realign its loan
portfolio mix, it has not been easy in an environment of subdued
credit demand, given its legacy of lending to the large
corporate. Bank Mandiri, nevertheless, has managed to rebuild
its loans to account for about 27% of assets, compared with less
than 20% in 2001.

In terms of rebuilding its asset quality, Bank Mandiri is
stepping up its efforts to improve its loan restructuring and
recoveries, disposing some of its foreclosed properties and
writing off its loss accounts. Another positive development is
the better disciplined cost management, thanks to earlier
initiatives taken to rationalize staff numbers and focus on IT
development to lower the cost of distribution and service
delivery. At the end of the first half of 2003, the bank's
efficiency, as measured by the ratio of non-interest expense to
average assets, has improved to 1.6% and compares favorably
against its other major domestic rated peers.

RATINGS LIST               TO               FROM
PT Bank Mandiri (Persero)
FC Counterparty rtgs       B/Stable/B        B/Stable/B
LC Counterparty rtgs       B+/Stable/B       B/Positive/B
Sr unsecd debt rtgs        B                   B
US$300 million notes due 2008
US$125 million FRN due 2006
US$1 billion notes Program

Sub debt rtgs              B-                   CCC+
US$125 million notes due 2012
US$1 billion notes program


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


ALL NIPPON: Reduces Domestic Flights to Kansai
----------------------------------------------
All Nippon Airways (ANA) aims to reduce the number of domestic
flight services utilizing Kansai International Airport near
Osaka, Kyodo News reports, citing ANA President Yoji Ohashi.
Ohashi said the number of passengers on the airline's domestic
routes to and from Kansai airport is decreasing.

All Nippon Airways Co. Ltd. (ANA) plans to cut employees'
salaries across the board to reduce costs, TCR-AP reported
recently. ANA submitted a plan to its labor union, which
included an average of a 5.0 percent reduction in all employees,
hoping to cut costs by about 20 billion yen by the end of this
year to March 2006. The airline's international operations have
been hit by the outbreak of Severe Acute Respiratory Syndrome
(SARS) and the Iraqi war.


CROSSWAVE COMMUNICATIONS: NTT Communications May Rescue Firm
------------------------------------------------------------
NTT Communications Corporation (NTT Comm) will make a formal
decision regarding the rescue struggling Crosswave
Communications Inc. as early as this week, as a step leading up
to proceedings to assess the quality of Crosswave's assets and
determine the sum needed to straighten up its business
conditions, according to Kyodo News.

Crosswave filed for court protection from creditors in August.
Crosswave was established in 1998, with capital contributed by
Internet Initiative Japan Inc. (IIJ), Sony Corp. and Toyota
Motor Corp., as the first Japanese firm devoted to data
communications services.


JAPAN AIRLINES: Starts Charter Service Between Tokyo, Seoul
-----------------------------------------------------------
Japan Airlines (JAL Group) announced plans to start a daily
charter service between Tokyo's Haneda Airport and Seoul's Kimpo
Airport, a Company statement said.

This flight will be part of a new air link between the two
capitals. Current scheduled flights between the two cities use
Tokyo's Narita Airport and Incheon Airport. On October 24, the
Japanese Ministry of Land, Infrastructure and Transport
announced that charter services would be permitted from November
30.

Four airlines - two Japanese, two Korean - will each have one
daily round trip flight. Japan Airlines and All Nippon Airways
will operate from Japan; Korean Air and Asiana will operate from
Korea.

The JAL Group sees the new flights, which will cater to
inclusive tour (IT) travelers, as a new business chance that
will help to develop closer ties between Japan and Korea.

JAL plans to use 232-seat Boeing 767-300 aircraft for the
charter flights.

Flight schedules have yet to be allocated but JAL expects to
operate a morning departure from Haneda with a return flight
from Kimpo in the afternoon.

The state-run Development Bank of Japan (DBJ) has loaned 70
billion yen to Japan Airlines System Corporation (JAL group) in
view of revenue losses by the airlines stemming from the severe
acute respiratory syndrome (SARS), TCR-AP reported recently. The
scare over severe acute respiratory syndrome (SARS) has caused a
decline in international passengers on the airline, particularly
on flights to China.


MITSUBISHI HEAVY: Posts 1H03 Y10.47B Net Loss
---------------------------------------------
Mitsubishi Heavy Industries Limited posted a group net loss of
10.47 billion yen in the first half ended September 30 due to
foreign-exchange losses from a stronger yen and decreased sales,
according to Kyodo News on Thursday. The heavy machinery maker
incurred 13.95 billon yen in exchange losses a year earlier
resulting from the yen's rapid rise toward the end of the
reporting period.


NICHIBOH CO.: Files for Rehabilitation Proceedings
--------------------------------------------------
Resona Holdings, Inc. (Resona HD) announced that Nichiboh Co.,
Ltd., which is a customer of its banking subsidiary, Resona
Bank, Ltd. (Resona Bank, President: Masaaki Nomura), filed an
application for commencement of civil rehabilitation proceedings
with the Fukuoka District Court. As a result of this
development, there arose a concern that the claims to the
Company may become irrecoverable or its collection may be
delayed. Details were announced as follows:

1. Outline of the Company

(1) Corporate name Nichiboh Co., Ltd.

(2) Address 7-28 Itazuke 4-chome, Hakata-ku, Fukuoka-shi,
Fukuoka-ken

(3) Representative Tatsuo Miyazaki

(4) Amount of capital 66 million yen

(5) Line of business Geologic reconnaissance and drilling survey

2. Fact Arisen to the Company and Its Date

The Company filed an application for commencement of civil
rehabilitation proceedings with the Fukuoka District Court on
October 30, 2003.

3. Amount of Claims to the Company

Exposure of Resona Bank Loans: 3.7 billion yen
Other banking subsidiaries of Resona HD, Saitama Resona Bank,
Kinki Osaka Bank and

Nara Bank, have no claims to the Company.

4. Impact of This Development on the Forecasted Earnings of
Resona HD

This development does not affect the earnings forecast of Resona
HD for the first-half of fiscal year 2003, which was announced
on October 10, 2003.


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


CHOHUNG BANK: Moody's Upgrades Rating to Baa1/Baa2
--------------------------------------------------
Moody's Investors Service has raised all its ratings for Chohung
Bank. First, its credit ratings have been brought up to the same
levels for Shinhan Bank -- senior/subordinated debt ratings to
Baa1/Baa2 from Baa2/Baa3 and long-term/short-term deposit
ratings to Baa1/Prime-2 from Baa2/Prime-3. Secondly, its bank
financial strength rating (BFSR) has been raised to D- from E+.
At the same time, the rating agency has lowered the BFSR for
Shinhan Bank to D from D+. All the revised ratings for both
institutions carry stable outlooks.

The actions conclude a review initiated on June 23, 2003 for the
two institutions, following the government's decision to sell
its 80.04 percent stake in Chohung Bank to Shinhan Bank's
parent, Shinhan Financial Group (SFG).

The raising of Chohung Bank's ratings reflects its improved
credit profile and greater systemic significance, given it is
now a member of Korea's second largest financial group. SFG --
with Chohung Bank and Shinhan Bank in its stable -- controls a
substantial 20 percent of the commercial banking market.
Consequently, we believe that systemic support for Chohung Bank
-- in the event of crisis -- has been enhanced. Furthermore, the
resolution of the issue of its privatization is credit positive.
The BFSR also benefits from the bank operating under a stronger
credit culture.

With Shinhan Bank, the lowering of its BFSR reflects our opinion
that SFG's purchase of Chohung Bank dilutes Shinhan Bank's
financial health and condition. Furthermore, despite the
acquisition, Shinhan Bank will for the near term remain the
principal profit contributor to SFG and has a major role in
funding the acquisition. We believe that pressure on Shinhan
Bank to up-stream dividends to SFG will exert a detrimental
effect on the bank's capital position, limiting its ability to
expand its capital base from internal sources.

SFG purchased the government's 80.04 percent stake in Chohung
Bank for KRW3.37 trillion, financing the transaction through
preferred share issuances, which call for payments of annual
dividends and redemptions out to 2010. SFG will maintain Chohung
Bank and Shinhan Bank as separate legal entities for three
years. With KRW158 trillion in combined assets at end September
2003, the new group is Korea's second largest financial group
after Kookmin Bank. Shinhan Bank and Chohung Bank are almost
equal in size in asset terms.

Chohung Bank, established in 1897, is the system's oldest bank.
It is financially weaker than Shinhan Bank and was taken over by
the government during the 1997 financial crisis. Chohung Bank
now controls a modest franchise. Most of its lending is to the
retail and SME sectors. The bank's primary advantage is its low
cost deposit base, originating from escrow court deposits, and
which allows it to generate a relatively wide net interest
margin.

Shinhan Bank was established in 1982 with capital from Korean
residents in Japan. The bank has developed a strong franchise in
the consumer and SME segments. In September 2001, Shinhan Bank
formed SFG, a holding Company under which it and five other
affiliates became sister companies. Since then, SFG has
increased its organizational structure to include a total of 11
subsidiaries. Shinhan Bank is 100 percent owned by SFG, which is
in turn 25 percent held by Korean shareholders resident in Japan
and 4 percent by BNP Paribas.

THE FOLLOWING RATINGS WERE AFFECTED:

Chohung Bank: senior/subordinated debt ratings raised to
Baa1/Baa2 from Baa2/Baa3; long-term/short-term deposit ratings
to Baa1/Prime-2 from Baa2/Prime-3; and bank financial strength
rating to D- from E+. The ratings outlook is stable; and

Shinhan Bank: bank financial strength rating lowered to D from
D+.


HYUNDAI GROUP: Group's Leadership in Doubt After Share Purchase
---------------------------------------------------------------
The leadership of ailing Hyundai Group is in doubt after an
individual investor bought a 12.82-percent stake in Hyundai
Elevator, the group's de facto holding company, Channel News
Asia reports.

Shinhan BNP Paribas Investment Trust Management confirmed the
purchase but refused to disclose the identity of the buyer.

Hyun Jung-Eun, widow of former Hyundai Group Chairman Chung
Mong-Hun, inherited the position on October 21 after acquiring
an 18.57-percent stake in Hyundai Elevator. Hyun's husband
committed suicide in August after being questioned by
prosecutors in connection with allegations that the company made
illicit payments to North Korea.

The group has since shrunk to a minor conglomerate with only 11
units.


HYUNDAI MOTOR: Issues Work Stoppage Notice on Thursday
------------------------------------------------------
Hyundai Motor Company announced:

1.    Content of work stoppage:
      - Work stoppage in manufacturing plants

2.    Business location for work stoppage:
      - All Hyundai Motor Manufacturing Plants

3.    Sales revenue of work stoppage plants (unit: Korean Won):

      a) Sales Revenue of work stoppage plants (Jan.  Jun.
2003):
         KRW 12,666,458,000,000

      b) Total sales revenue of the company (Jan.  Dec. 2002):
          KRW 26,336,922,000,000

      c) Sales revenue portion of work stoppage plants(c=a/b):
         48.09%

4.    Work stoppage date (time period): November 06, 2003.
1:00PM (4hrs.)

5.    Reason of work stoppage:
      - A stoppage in operations in accordance with the decision
made by the Korea Confederation of Trade Unions (KCTU)

6.    Expected date of operation resumption: November 07, 2003

7.    Effects of work stoppage:

      - Vehicle production loss for selective models
       (approximately 1,400 units)

8. Total assets of Hyundai Motor Company as of the end of fiscal
year 2002 (unit: Korean Won): KRW 20,867,273,000,000

9. Others:

   - Operations are expected to resume on November 06, 2003 9:00
PM

   - Amounts less than KRW 1,000,000 have been deleted from the
all amounts.


SK GROUP: Son Kil Seung Probed Regarding Tax Evasion
----------------------------------------------------
SK Group Chairman Son Kil Seung is currently under investigation
for alleged tax evasion related to the Company's shipping unit,
South Korean newspaper Dong-a Ilbo reports. An audit indicated
that SK Shipping Co. failed to disclose KRW406,500,000,000 or
$342,000,000 of income for three years since 1998. The newspaper
reports that SK Shipping may have to pay KRW150,000,000,000 in
back-taxes. Of the undisclosed income, KRW239,000,000,000 were
diverted overseas in an irregular manner.

Prosecutors started the probe on the request of the National Tax
Service. SK Group spokesman Bahng Ji Man declined to comment on
the matter. (SK Global Bankruptcy News, Issue No. 7; Bankruptcy
Creditors' Service, Inc., 609/392-0900)


SK NETWORKS: Arab Banks Agree to Sell Loans at a Discount
---------------------------------------------------------
Arab Banking Corporation verbally notified SK Networks' South
Korean lenders of its intention to sell their loans to SK
Networks Co. at a discount, Bloomberg News reports.

According to Bloomberg News, with the Arab lenders'
participation, foreign banks are closer to a bonus payment of
five cents on the dollar.  SK Networks owe the foreign banks
about 830 billion won or $720,000,000.  Lenders, who have to
sell debt at 43 cents for every dollar owed, hold 95 percent of
debt owed by the overseas affiliates of SK Networks. (SK Global
Bankruptcy News, Issue No. 6; October 10, 2003)


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


AUTOINDUSTRIES VENTURES: Nov 20 EGM Scheduled
---------------------------------------------
Autoindustries Ventures Berhad is pleased to advise that its
Extraordinary General Meeting Company will be held on Thursday,
20 November 2003 at 10:00 a.m. at Room Anggerik 1, De Palma Inn
Shah Alam, Jalan Nelayan 19/15, Seksyen 19, 40718 Shah Alam,
Selangor Darul Ehsan.

Go to http://bankrupt.com/misc/Autoven1110.docfor the EGM
Notice, which was advertised in the New Straits Times on 5
November 2003.


COUNTRY HEIGHTS: Proposals Implementation Period Extended
---------------------------------------------------------
Country Heights Holdings Berhad refers to the announcement dated
7 August 2003 in relation to the Proposals, comprising:

    Proposed Rights Issue;
    Proposed Bonus Issue;
    Proposed Revised Special Issue; and
    Proposed Waiver Of Country Heights Venture Sdn Bhd's
     Warrants Undertaking

On behalf of CHHB, Commerce International Merchant Bankers
Berhad is pleased to announce that the Securities Commission
has, on 31 October 2003 (which was received on 5 November 2003),
approved an extension of time to 19 March 2004 for the Company
to implement the Proposals.


COUNTRY HEIGHTS: Proposed Public Issue/Placement Extended
---------------------------------------------------------
Country Heights Holdings Berhad refers to the announcement dated
7 August 2003 in relation to the Proposed Public Issue/Placement
Exercise to be Undertaken by Mines City Hotel Sdn Bhd, a wholly-
owned subsidiary of CHHB (Proposed Public Issue/Placement).

On behalf of CHHB, Commerce International Merchant Bankers
Berhad is pleased to announce that the Securities Commission
has, on 31 October 2003 (which was received on 5 November 2003),
approved an extension of time to 26 February 2005 for the
Company to implement the Proposed Public Issue/Placement.


KAI PENG: SC Extends Corporate Exercises Completion Time
--------------------------------------------------------
Further to the announcements dated 9, 12 and 13 July 2001, 28
January 2002, 14 March 2003 and 8 May 2003 in relation to the
Corporate Exercises, involving:

(i) Compensation of the shortfall in respect of the guaranteed
consolidated profit before taxation (PBT) of Maju Steel Sdn Bhd
(MSSB) and guaranteed PBT of Maju Egatt (M) Sdn Bhd (MESB) for
the financial year ended 31 December 1998;

(ii) Acquisition by KPB of 18 units of 1 storey terraced
factories and 1 unit of 1 storey semi-detached factory located
on Lots 366 to 371 and Lots 373 to 400 (Chan Sow Lin Industrial
Area), Section 92, Town of Kuala Lumpur, Wilayah Persekutuan for
an aggregate consideration of RM11.170 million to be satisfied
by the issuance of 11.170 million new ordinary shares of RM1.00
each in KPB at par; and

(iii) Variations to the terms of the guaranteed consolidated PBT
of MSSB and guaranteed PBT of MESB for the financial year ended
31 December 1999.

The Board of Directors of Kai Peng Berhad announces that the
Securities Commission has granted its approval for a further
extension of time for 6 months up to 11 March 2004 for KPB to
complete the Corporate Exercises.


KEMAYAN CORPORATION: Unit Receives Originating Summons From SBB
---------------------------------------------------------------
The Board of Directors of Kemayan Corporation Berhad informed
that its subsidiary, Coral Land Corporation Sdn Bhd (CLCSB) had
on 4th November 2003 received an Originating Summons filed by
Southern Bank Berhad (formerly known as Ban Hin Lee Bank Berhad)
(SBB) in which they are applying for an Order for Sale of a
parcel of land held on Title No. PN 180 Lot 463 Section 19, Town
of Kuala Lumpur, District of Wilayah Persekutuan (the Land) by
way of Auction. CLCSB is the beneficial owner of the Land.

The Land was charged as security for a Revolving Credit Facility
amounted to RM8 million in principal granted to KCB. SBB is
claiming total payment of RM12,517,308.21 as at 6 February 2003
together with interests thereon. Details of the claims by SBB
had been announced to the Exchange on 12 August 2003 and 14
August 2003.

In view that CLCSB is defending SBB's application for the Order
for Sale and since the Sale by Auction has yet to be concluded,
there is no immediate loss as at this stage except for legal fee
to be incurred in defending the auction.

CLCSB is engaging solicitors to defend SBB's application.

CLCSB is currently undergoing a corporate and debt restructuring
scheme.

The financial and operation impact on the Group is not expected
to be significant as it is currently generating rental income
for its use of an open car park.


KIARA EMAS: MTHB Restricted Issue Oversubscribed
------------------------------------------------
On behalf of Major Team Holdings Berhad, AmMerchant Bank Berhad
(AmMerchant Bank) wishes to announce that, as at the close of
acceptance and payment for the Restricted Issue at 5:00 p.m. on
31 October 2003, the Renounceable Restricted Issue of 7,999,999
New Ordinary Shares of Rm1.00 Each at an Issue Price of Rm1.00
Per Ordinary Share Payable in Full Upon Acceptance on the Basis
of one (1) New Ordinary Share for each Existing Ordinary Share
Held has been oversubscribed by 54.68%.

The breakdown on the acceptance and excess applications for the
Restricted Issue is set out in Table 1 at
http://bankrupt.com/misc/Kiara1110.doc.

As at the close of the acceptance and payment for the Special
Issue at 5.00 p.m. on 31 October 2003, the Special Issue of
13,000,000 New Ordinary Shares of Rm1.00 each at an Issue Price
of Rm1.00 Per Ordinary Share Payable in Full Upon Application,
for Placement to Selected Bumiputra/Non-Bumiputra Investors
(Special Issue) has been fully placed out.


L&M CORPORATION: SC Further OKs ITSB Shares Allocation
------------------------------------------------------
The Special Administrators of L & M Corporation (M) Bhd (Special
Administrators Appointed), namely Mr. Gan Ah Tee, Mr. Ooi Woon
Chee and Encik Mohamed Raslan bin Abdul Rahman of KPMG Corporate
Services Sdn Bhd, wish to announce that the SC has approved a
further allocation of 68,000 ITSB Shares by Foo Chu Pak, free of
consideration, to members of the public in order to comply with
the minimum public shareholding spread requirement of 25%, as
proposed. This proposed allocation is in addition to the
proposed allocation of 687,000 ITSB Shares by Foo Chu Pak, free
of consideration, to members of the public, approved by the SC
earlier.


LONG HUAT: Court Grants 90-Day Restraining Order Extension
----------------------------------------------------------
Long Huat Group Berhad refers to the earlier announcement dated
30 October 2003 on the Application For Extension Of Time In
Relation To The Restraining Order Under Section 176(10) of The
Companies Act.

In relation to the above, its solicitors, Messrs Kadir, Andri
Aidham & Partners, had informed that the Court has on 31 October
2003 granted an extension of time for a further 90 days from 5
November 2003 to 3 February 2004, in relation to the Restraining
Order under Section 176(10) of the Companies Act 1965 and for
the convening of meetings of creditors and shareholders pursuant
to Section 176(1) of the Companies Act 1965.


OCEAN CAPITAL: KLSE Further Grants Three-Week Plan Extension
------------------------------------------------------------
In addition to the announcement made on 21 September 2003,
Hwang-DBS Securities Berhad on behalf of the Board of Directors
of Ocean Capital Berhad, wishes to relate that an application
for extension of time has been approved by the Kuala Lumpur
Stock Exchange (KLSE) on 5 November 2003 for a further period of
three (3) weeks from 21 October 2003 to 11 November 2003 to
enable OCEAN to make a submission of its regularization plan to
the authorities for approval.


PERNAS INTERNATIONAL: Proposes Disposal for Debt Reduction
----------------------------------------------------------
On behalf of the Board of Directors of Pernas International
Holdings Berhad, Commerce International Merchant Bankers Berhad
(CIMB) is pleased to announce that the Company proposes to
implement the Proposed Disposal.

DETAILS OF THE PROPOSED DISPOSAL

Proposed Disposal

Introduction

On 6 November 2003, PIHB entered into a conditional share sale
agreement (SSA) with WPM for the disposal of 24.67% equity
interest in UM Land comprising 57,153,500 ordinary shares of
RM1.00 each in UM Land (UM Land Shares) (Sale Shares) for a
total cash consideration of RM131,453,050.

Upon completion of the Proposed Disposal, the Group's (i.e. PIHB
and its subsidiaries) equity interest in UM Land would reduce
from 32.37% to 7.7%.

The Sale Consideration

The sale consideration was determined on a willing-buyer
willing-seller basis after taking into consideration, amongst
others, the amount of proceeds to be raised from the Proposed
Disposal to repay part of its bank borrowings.

The sale consideration of RM2.30 per UM Land Share represents a
premium of 33.7% to the five (5)-day weighted average market
price of RM1.72 per UM Land Share and a premium of 45.6% to the
one (1)-month weighted average market price of RM1.58 per UM
Land Share until and including 5 November 2003.

The Sale Shares will be disposed off free from all liens,
pledges, charges and other encumbrances whatsoever and with all
rights now or hereafter attaching thereto. All dividends and
distributions declared, made or paid in respect of the Sale
Shares prior to the completion date (as set out in Section 2.1.3
(iii) below) shall remain and be vested with PIHB. No
independent valuation of UM Land has been carried out pursuant
to the Proposed Disposal.

Other Salient Terms of the SSA

The other salient terms of the SSA are as follows:

(i) A sum of RM6,572,652.50 shall be paid as a deposit to PIHB
by WPM upon the signing of the SSA. Subject to (iv) below and
the approval of the lenders (i.e. Bumiputra-Commerce Bank
Berhad, the Employees Provident Fund Board, Pensions Trust Fund
Council and Public Bank Berhad) and Mayban Trustees Berhad
(Security Agent), the balance sum of the cash consideration of
RM124,880,397.50 shall be released by WPM to the stakeholder
within seven (7) days from the Cut-Off Date (as defined in (ii)
below) and the stakeholder shall release the same to the
Security Agent to effect the discharge of the memorandum of
deposit dated 24 June 2002 created by PIHB in favor of the
Security Agent over the Sale Shares;

(ii) The SSA is subject to the following conditions precedent
(Conditions Precedent) being satisfied on the date falling nine
(9) months from the date of the SSA (Cut-Off Date) (unless
mutually agreed to be extended by the parties concerned):

   (a) the approval by the Foreign Investment Committee (FIC),
the application of which shall be made by WPM;

   (b) PIHB shall procure the approval of its board of directors
and shareholders (if necessary) authorizing the sale and
purchase of the Sale Shares;

   (c) WPM shall procure the approval of its board of directors
and shareholders (if necessary) authorizing the sale and
purchase of the Sale Shares;

   (d) PIHB shall obtain all consents required by PIHB and/or
its associated companies' lenders and financiers for the sale of
the Sale Shares; and

   (e) any other approvals or consents as may be required by the
relevant authorities/parties shall have been obtained.
(iii) Completion of the sale and purchase of the Sale Shares
shall take place on the completion date, being a date five (5)
business days from the Cut-Off Date; and

(iv) The Proposed Disposal will be carried out by way of Direct
Business Transaction in accordance with the Rules of the Kuala
Lumpur Stock Exchange relating to direct business transactions.

Net Tangible Assets (NTA) and Assumed Liabilities

As at 31 December 2002, UM Land has an audited NTA of RM731.49
million. For the financial year ended 31 December 2002, UM Land
recorded an audited profit after taxation of RM10.21 million.

Pursuant to the Proposed Disposal, there are no liabilities to
be assumed by WPM.

The original cost of investment by PIHB for the 24.67% equity
interest in UM Land was RM131.63 million or RM2.30 per UM Land
Share, which was made in October 1997.

Information on UM Land

UM Land was incorporated in Malaysia under the Companies
Ordinance, 1940-46 on 22 March 1961 as a limited company under
the name of United Malayan Flour Mills Ltd. It was converted
into a public company on 22 May 1968 and assumed its present
name on 5 February 1996.

The principal activities of UM Land are that of investment
holding and the provision of management services while its
subsidiaries are involved in property development, property
investment and investment holding.

The authorized share capital of UM Land as at 30 September 2003
was RM500,000,000 comprising 500,000,000 UM Land Shares. As at
30 September 2003, the issued and paid-up share capital of UM
Land was RM231,634,033 UM Land Shares.

Information on WPM

WPM was incorporated in Malaysia under the Companies Act, 1965
on 16 May 1994 as a private limited company. The principal
activity of WPM is that of investment holding.

The present authorized share capital of WPM is RM1,000,000
comprising 1,000,000 ordinary shares of RM1.00 each in WPM ("WPM
Shares"). The present issued and paid-up share capital of WPM is
RM1,000,000 comprising 1,000,000 WPM Shares.

The substantial shareholders of WPM are Nor Azman bin Halim and
Mohamed Ali Rashed Alabbar who hold 500,000 WPM Shares
respectively.

Proposed Utilization of Proceeds

The cash proceeds to be raised from the Proposed Disposal will
be utilized to repay part of the bank borrowings of PIHB.

RATIONALE FOR THE PROPOSED DISPOSAL

The Proposed Disposal forms part of the management's efforts to
reduce the Group's debt level and interest costs and has been
considered based on, amongst others, the following factors:
(i) The Proposed Disposal represents an opportunity for PIHB to
realize its investment in UM Land at a premium of 33.7% to the
five (5)-day weighted average market price of RM1.72 per UM Land
Share until and including 5 November 2003 albeit incurring a
loss on disposal of RM8.99 million.

(ii) The Proposed Disposal would result in gross cash proceeds
of approximately RM131.45 million which will be utilized towards
the repayment of part of the Group's bank borrowings. Based on
an assumed interest rate of 8.5%, the Group is expected to
achieve savings in interest expense of approximately RM11.17
million per annum.

EFFECTS OF THE PROPOSED DISPOSAL

Issued and Paid-up Share Capital

The Proposed Disposal will not have any effect on the share
capital of PIHB as it does not involve any issue of new shares
by the Company.

Substantial Shareholders' Shareholdings

The Proposed Disposal will not have any effect on the
substantial shareholders' shareholdings in the Company.

NTA

The proforma effects of the Proposed Disposal on the NTA of the
Group are set out at Table A at
http://bankrupt.com/misc/Pernas1110.doc.

Earnings

The Proposed Disposal is not expected to affect the earnings of
the Group for the financial year ending 31 December 2003 as it
is expected to be completed in the third quarter of year 2004.
Based on the carrying value of investment as at 31 December
2002, the Proposed Disposal is expected to result in a loss on
disposal of RM8.99 million at the Group level. The Proposed
Disposal is not expected to have any material effect on the
earnings at the Company level. However, as a result of the
interest savings, the future earnings of the Group is expected
to improve.

CONDITIONS OF THE PROPOSED DISPOSAL

The Proposed Disposal is subject to the approvals from the
following:

(i) the approval of the FIC; and

(ii) any other authorities and/or parties, if applicable.

DIRECTORS' AND SUBSTANTIAL SHAREHOLDERS' INTEREST

None of the Directors and substantial shareholders of PIHB and
persons connected to the Directors and substantial shareholders
of PIHB have any interest, direct or indirect, in the Proposed
Disposal.

STATEMENT BY THE DIRECTORS

The Board is of the opinion that the Proposed Disposal is in the
best interest of PIHB.

ADVISER

CIMB has been appointed as the adviser for the Proposed
Disposal.

ESTIMATED TIME FRAME FOR THE COMPLETION OF THE PROPOSED DISPOSAL

Barring any unforeseen circumstances and subject to all the
required approvals, the Proposed Disposal is expected to be
completed by the third quarter of year 2004.

DEPARTURE FROM THE POLICIES AND GUIDELINES ON ISSUE/OFFER OF
SECURITIES OF THE SECURITIES COMMISSION (SC'S GUIDELINES)

The Proposed Disposal is not subject to the SC's Guidelines.

DOCUMENTS AVAILABLE FOR INSPECTION

The SSA is available for inspection at the registered office of
the Company at 21st Floor, Wisma Zelan, No. 1, Jalan Tasik
Permaisuri 2, Bandar Tun Razak, Cheras, 56000 Kuala Lumpur,
during normal business hours from Mondays to Fridays (except for
public holidays) for a period of three (3) months from the date
of this announcement.


PERNAS INTERNATIONAL: Inks Business Acquisition Agreement
---------------------------------------------------------
Reference is made to the announcements made on behalf of Pernas
International Holdings Berhad on 12 June 2003 and 31 October
2003 in relation to the Group's Proposed Restructuring Scheme.

Further to the Letter of Intent executed between PIHB and Arena
Target Sdn Bhd (ATSB) on 12 June 2003, ATSB and PIHB have on 5
November 2003 entered into an Acquisition of Business Agreement
in respect of the piece of land held under Geran No. 8354 Lot
1159, Seksyen 0057, District of Kuala Lumpur, Wilayah
Persekutuan measuring 18,062 square meters, on which is situated
a hotel building known as Mutiara KL (the Property) with vacant
possession but subject to all encumbrances thereon and to the
conditions expressed or implied in the title to the Property
together with the business of Mutiara KL.

The Acquisition of Business Agreement supersedes the Letter of
Intent.


SIME DARBY: CCM Strikes Off Dormant Subsidiary
----------------------------------------------
Sime Darby Berhad wishes to announce that its wholly-owned
subsidiary, Sime Darby China Resources Sdn. Bhd. (SDCR), has
received notification from the Companies Commission of Malaysia
(CCM) on 5th November 2003 that its name has been struck-off the
CCM's register of companies.

SDCR, which was involved in the provision of general services
and the business of a commission agent, ceased its business
operations in 1995.

The deregistration of SDCR is not expected to have a material
effect on the earnings or net tangible assets of the Sime Darby
Group for the year ending 30th June 2004. None of the directors
or substantial shareholders of Sime Darby or persons connected
to them has any interest, direct or indirect, in the said
deregistration.


SRI HARTAMAS: Under Creditors' Voluntary Winding Up
---------------------------------------------------
As announced on 14 October 2003, the directors of Sri Hartamas
Marketing Sdn Bhd (In Liquidation) (SHM), a subsidiary of Sri
Hartamas Berhad (Special Administrators Appointed), had on 14
October 2003 resolved:

   * that the Company cannot by reason of its liabilities
continue its business and that it be wound up voluntarily;

   * that pursuant to Section 255 of the Companies Act, 1965,
Tam Kok Meng c/o Tam & Associates Corporate Services Sdn Bhd, D-
8-3 Level 10 Block D, Menara Uncang Emas, 85 Jalan Loke Yew,
55200 Kuala Lumpur, be and is hereby appointed as Provisional
Liquidator for the purpose of the winding up; and

   * that separate meeting of members and creditors of the
Company be convened on 6 November 2003 pursuant to Section
255(1)(b) of the Companies Act, 1965.

The Special Administrators of Sri Hartamas Berhad, being the
ultimate holding company of SHM, wish to inform the Exchange
that SHM has been wound-up by way of creditors' voluntary
winding-up on 6 November 2003. The following meetings were held
pursuant to Section 255(1)(b) of the Companies Act, 1965.

1. Members Meeting

At an Extraordinary General Meeting (EGM) of the members of the
Company convened on 6 November 2003, the following resolutions
were duly passed:

Special Resolution

That it has been proven to the satisfaction that the Company
cannot by reason of its liabilities continue its business, and
that it is advisable to wind-up the same and that accordingly
the Company be wound-up voluntarily.

Ordinary Resolution

That Tam Kok Meng c/o Tam & Associates Corporate Services Sdn
Bhd, D-8-3 Level 10 Block D, Menara Uncang Emas, 85 Jalan Loke
Yew, 55200 Kuala Lumpur, be and is hereby appointed as
Liquidator for the purpose of the winding-up.

2. Creditors Meeting

In a creditors' meeting held on 6 November 2003 immediately
following the said EGM, the creditors have confirmed the
appointment of Tam Kok Meng as Liquidator of the Company. To
assist the Liquidator in discharging his duties in the winding
up process, the creditors had appointed a Committee of
Inspection.

As at 30 June 2002, the shareholder's deficit of SHM was
RM61,485,173 and the Company suffered a loss of RM3,432,959 for
the year then ended. The aforesaid liquidation will not have any
material operational impact on Sri Hartamas Group of Companies.


UNITED ENGINEERS: KLSE Grants Proposals Listing
-----------------------------------------------
Kindly be advised that the Intria Berhad 's additional
185,600,000 new ordinary shares of RM1.00 each arising from the
Proposals will be granted listing and quotation with effect from
9:00 a.m, Monday, 10 November 2003.

The Proposals involves:

   i) Proposed Scheme of Arrangement Between United Engineers
(Malaysia) Berhad, Intria, Projek Penyelenggaraan Lebuhraya
Berhad (Propel) and the Shareholders of Propel Under Section 176
of the Companies Act, 1965 to take Propel Private; and

  (ii) Proposed Acquisition Of Ue Construction Sdn Bhd.


WOO HING: Modified Workout Proposal Preparation Underway
--------------------------------------------------------
Please be advised that the Special Administrators (SAs) of Woo
Hing Brothers (Malaya) Berhad are in the process of preparing a
Modified Workout Proposal to incorporate the terms of the Second
Supplementary Agreement between the SAs and the Promoters for
the scheme to transfer the Company's listing status, for
consideration by Danaharta and the Independent Advisor pursuant
to Section 48 of the Pengurusan Danaharta Nasional Berhad Act,
1998. We wish to advise that there is no change to the status as
indicated in the announcement for July 2003.


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


ABS-CBN BROADCASTING: Issues 272 Million PDRs
---------------------------------------------
The Philippine Stock Exchange (PSE) approved on September 8,
1999, subject to either actual issuance or exercise of PDRs, the
listing application of ABS-CBN Holdings Corporation to list a
maximum of 272,000,000 Philippine Deposit Receipts (PDRs). In
this connection, please be advised that the Company's PDR agent
has received notices from the ABS-CBN shareholders for the
exchange of 73,900 ABS-CBN common shares to 73,900 PDRs. In view
thereof, the listing of the 73,900 PDRs as represented by PDR
Certificate Nos. 1240 and 1241 is set on Wednesday, November 5,
2003. This brings the number of PDRs listed arising from the
exchange of 73,900 ABS-CBN shares to a total of 270,554,800
PDRs. The designated PDR Agent is hereby authorized to record
and register in its books the above-mentioned number of PDRs.


ABS-CBN BROADCASTING: May Need to Increase Yield
------------------------------------------------
ABS-CBN Broadcasting Corporation may need to increase the yield
on its new US$150 million bond to above 9.25 percent due to the
risk associated with its parent, DebtTraders reports. Benpres
Holdings, which owns 57.2 percent of ABS-CBN, has not completed
the restructuring of its US$554 million debt.


NATIONAL BANK: Signs Deal With Misys International
--------------------------------------------------
Philippine National Bank (PNB) recently signed up with Misys
International Banking Systems (Misys-IBS) for its OPICS Treasury
and Risk Management Solution product at the Westin Philippine
Plaza to address the Bank's need for an integrated treasury and
risk management system covering front, middle and back-office
treasury operations.

OPICS is a functionally rich and proven treasury system, which
delivers straight through processing on the existing (i.e. FX,
MM, Securities, Bonds) and future (i.e. derivatives) PNB
Treasury products and services. OPICS can interface with other
standard market applications such as PDS, SWIFT, Bloomberg and
PNB's general ledger system (DI). PNB is the 16th commercial
bank OPICS user in the Philippines.


NATIONAL POWER: Completes Makban 1st Phase Rehab in December
------------------------------------------------------------
The National Power Corporation (Napocor) expects to complete the
first part of the rehabilitation program for the Tiwi and
Makiling-Banahaw (Makban) geothermal power facilities by
December this year and will be completed June 2005, according to
the Philippine Star.

Napocor has likewise secured a loan amounting to 4.41 billion
yen for the Tiwi rehabilitation and 3.3 billion yen as well as
US$7.72 million for the repair of the Makban geothermal
facilities.


PHILIPPINE LONG: Sale, Lease or JV Planned for Idle Assets
----------------------------------------------------------
Philippine Long Distance Telephone Co. (PLDT) intends to either
put up for sale, lease or joint venture some of its idle assets
in a bid to reduce operating expenses, the Philippine Daily
Inquirer newspaper reported, quoting PLDT President Manuel
Pangilinan.

The Company has identified various properties that can be sold
or leased, including a prime property in Makati currently used
as a garage by PLDT officials, which is reportedly being eyed by
SM Prime for mall development. The report did not say how much
the Company intends to raise from the plan.


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


CERAMIC TECHNOLOGIES: Neocorp Orders Shareholders to Pay Damages
---------------------------------------------------------------
As disclosed in the Circular dated 27 December 2002, Presscrete
Holdings Ltd, now known as NeoCorp International Ltd commenced a
suit against three individual minority shareholders-cum-
directors of Ceramic Technologies Pte Ltd (CT) (under judicial
management) in the High Court of the Republic of Singapore (the
"Court). The Court subsequently entered interlocutory judgment
against the three individual minority shareholders-cum-directors
of CT with damages to be assessed.

The Board of Directors is pleased to announce that on 22 October
2003, the Court ordered the three individual shareholders-cum-
directors of CT to pay damages amounting to S$21,090,066.63 plus
interest and costs.

The Company intends to pursue enforcement but however is
uncertain as to the ability of the three individual minority
shareholders-cum-directors of CT to pay the above damages.


MULTI-CHEM LIMITED: Post Changes in Director's Interest
-------------------------------------------------------
Multi-Chem Limited issued a notice of changes in
Director/substantial shareholder Han Juat Hoon's interests:

Date of notice to Company: 05 Nov 2003
Date of change of interest: 05 Nov 2003
Name of registered holder: Foo Suan Sai
Circumstance(s) giving rise to the interest: Open market
purchase

Information relating to shares held in the name of the
registered holder: -
No. of shares which are the subject of the transaction:
1,092,000
% of issued share capital: 0.3483
Amount of consideration (excluding brokerage and stamp duties)
per share paid or received: 0.24754
No. of shares held before the transaction: 115,913,500
% of issued share capital: 36.975
No. of shares held after the transaction: 117,005,500
% of issued share capital: 37.324

Holdings of Director including direct and deemed interest
                                           Deemed      Direct
No. of shares held before the transaction: 115,913,500
86,104,500
% of issued share capital:                 36.975      27.467
No. of shares held after the transaction:  117,005,500
86,104,500
% of issued share capital:                 37.324      27.467
Total shares:                              117,005,500
86,104,500

No. of Warrants
No. of Options
No. of Rights
No. of Indirect Interest


NATSTEEL LTD: Answers SIAS Query Letter
---------------------------------------
NatSteel Ltd (NatSteel) refers to recent press articles on its
disclosure and corporate governance policy. Those press articles
arose out of issues raised by the Securities Investors
Association (Singapore) (SIAS) in its letter dated 23 September
2003 to the Singapore Exchange Securities Trading Limited (SGX-
ST), which SIAS released to the press on 8 October 2003.

SIAS had in the letter directed questions to NatSteel and
subsequently urged the NatSteel Board to address those issues -
notwithstanding that it chose not to write to NatSteel directly
or extend a copy of its letter to NatSteel. SGX-ST and the
Securities Industry Council (the "SIC) had on 16 October 2003
and 23 October 2003 respectively responded to the SIAS letter.

The NatSteel Board has deliberated on the issues and wishes to
make the following overall comments on the SIAS letter:

The issues raised in the letter have already been the subject of
earlier disclosures;

There are statements in the letter which contain factual
inaccuracies or omissions; and

Aspects of the letter demonstrate a lack of appreciation of the
corporate regulatory framework in Singapore.

Many of the issues raised relate to the unsuccessful management
buyout for NatSteel (the MBO) and the subsequent takeover offer
(the Takeover Offer) by 98 Holdings Pte Ltd (98 Holdings). As
both of those exercises commenced more than 12 months ago, it
should be highlighted at the outset that a special committee of
the Board was established on 3 June 2002 to evaluate the MBO and
any other offers which may be received by NatSteel as well as to
review and consider alternative strategic options for NatSteel.
This was to ensure that there would be no conflict of interests
in coming to a decision.

To assist and advise the special committee in carrying out its
duties, several professional advisers had been appointed -
namely, Salomon Smith Barney Singapore Pte Ltd as financial
adviser, ANZ Singapore Limited as independent financial adviser,
Stamford Law Corporation as legal adviser and
PricewaterhouseCoopers as reporting accountant. Where required,
rulings were also obtained from the relevant authorities.

ISSUES

In the interest of setting the record straight, the NatSteel
Board has addressed below each issue raised in the SIAS letter.

Part I - NatSteel Financial Results

(a) Cash available for distribution

The SIAS letter refers to (i) NatSteel's circular of 6 November
2002, in which it was stated that the "cash available for
distribution" per share was S$1.55 and (ii) NatSteel's
announcement of 13 December 2002, in which the NatSteel Board
stated that it was prepared to recommend a dividend of S$0.70
per share and a further dividend of S$0.27 per share. SIAS
raises the question "Why was it not disclosed in the 6 November
Circular that the $1.55 amount was, in reality, an illusory
figure?"

The S$1.55 figure was never endorsed nor recommended by the
Board. SGX-ST stated in its letter to SIAS that "NatSteel did
not make this disclosure - it came from the IFA who indicated
the total available for distribution on a per share basis".

Furthermore, it was the IFA's view that a S$1.55 distribution
may create additional business risks for NatSteel and impact
future share price performance. The Board's position at that
time was stated in its announcements of 13 and 22 December 2002
- it did not believe that it was commercially viable for
NatSteel to distribute S$1.55 per share then and still function
as a properly capitalized group.

The Board has every intention of continuing its stated practice
of distributing surplus cash prudently at the appropriate time.
This intention was reiterated in its announcement of 16 March
2003 - it stated that it will continue to strike an appropriate
balance between cash distribution to shareholders and funding
business operations and investments requirements, and intends to
consider further distributions as and when cash generated from
the group's businesses or from disposals, are in the Board's
opinion, available.

(b) Linking of special dividend to a future scrip dividend
scheme

The SIAS letter questions the conditions imposed on the payment
of the special dividend of $0.55 per share, "in particular,
linking it to a future scrip dividend scheme, not relevant to
the special dividend".

This issue has already been addressed in detail in NatSteel's
announcement of 19 May 2003. It is also worth noting that the
NatSteel Board had in the past recommended that cash
distributions be linked to certain conditions - including
amendments to the Articles of Association which the Board
believed to be in the interests of NatSteel. The cash
distribution of S$0.87 per share in 2001 by NatSteel was
conditional upon certain amendments to its Articles of
Association as well as the redemption of its redeemable
convertible cumulative preference shares.
(c) Disclosure issues arising from NatSteel's published
financial results

The SIAS letter states "As noted in Annexure 1 [to the SIAS
letter], there are disclosure issues arising from the published
financial results of NatSteel after the takeover, as compared
with its public statements on its performance and prospects
during the takeover.". Annexure 1 refers to the announcements by
NatSteel of its results for full year 2002 (FY2002), first
quarter 2003 (1Q 2003) and first half 2003 (1H 2003).

NatSteel did not make public statements on its performance and
prospects for 2003 during the Takeover Offer. There was no
requirement to do so nor would it have been prudent to do so
given the lack of earnings visibility inherent in the nature of
NatSteel's businesses. NatSteel fails to understand how SIAS
could have compared NatSteel's published results for 1Q 2003 and
1H 2003 with "its public statements on its performance and
prospects during the takeover", given that no such statements
were made.

(d) Disclosure of third quarter 2002 results

SIAS questions why NatSteel did not disclose its results for
third quarter 2002 (3Q 2002). The reasons for this have already
been explained to SIAS in NatSteel's letter of 8 January 2003,
which replied to Mr David Gerald's letter of 7 January 2003. It
is surprising that the SIAS letter made no mention of this
correspondence. The reasons as explained to SIAS are as follows:

First, the statement of prospects for second half 2002 (2H 2002)
had already been disclosed in NatSteel's circular of 6 November
2002;

Secondly, quarterly results are affected by seasonal and
industry specific factors; and

Thirdly, under the Singapore Code on Take-overs and Mergers the
3Q 2002 results would need to be reported on by an auditor and a
financial adviser prior to release, and Natsteel would need to
seek the SIC's consent to do so after 29 November 2002 (being 39
days after the posting of the offer document on 21 October
2002).

The prospects statement had fully taken into account 3Q 2002
results as well as the fourth quarter 2002 (4Q 2002) forecast.
The table below shows the actual results for 2H 2002, 3Q 2002
and 4Q 2002 as well as the 2H 2002 forecast.

Continuing Businesses      Actual Actual  Actual  Forecast
Operating Profit before    3Q02   4Q02    2H02    2H02
Tax (S$'m)

Steel                      12.9   0.4     13.3    13.5
Industrial*                 0.9   7.5      8.4    (0.8)
Electronics                 2.7   5.8      8.5     7.3
Properties & Investments   (0.6) (3.7)    (4.3)   (2.5)

Total                       15.9 10.0     25.9    17.5

* Includes contribution
from Thai petrochemical
associate                     -  8.3       8.3     2.0

The variance from the prospects statement was due to better than
expected 4Q 2002 performance from the Industrial Division and
the Electronics Division. This was disclosed in the FY2002
results announcement of 16 March 2003 in which it was stated
that "this increase was due to significantly stronger fourth
quarter performance of the Group's 22.37 percent Thai
petrochemical associate in the Industrial Division which
benefited from higher product prices arising mainly from crude
oil price increases. The Electronics Division also enjoyed
stronger than expected fourth quarter demand from a subsidiary
engaged in supplying components to the disk drive industry.
Otherwise, the actual announced results are in line with the
Revised Statements of Prospects". The Thai petrochemical
associate alone accounted for a S$6.3 million swing in the
Industrial Division's profit.

Following the release of the FY2002 results, SGX-ST had queried
NatSteel on the variance. NatSteel had provided the relevant
information to SGX-ST in response to the query and, as stated in
SGX-ST's letter to SIAS, they "were satisfied with the
response".

(e) Role and conduct of short sellers, scrip lenders and broking
houses

The SIC has in its reply to SIAS already addressed the issue of
short sellers, scrip lenders and Kim Eng Ong Asia's view that
the price of NatSteel shares may fall if the Takeover Offer
failed. The Board has also observed that Mr David Gerald appears
to have shared Kim Eng Ong Asia's view, according to a quote
attributed to him in an article appearing in the 15 November
2002 edition of The Straits Times. An extract of that article is
set out below:

"Securities Investors Association of Singapore chief executive
David Gerald said that he sought clarification from a senior DBS
official on Thursday. From the NatSteel shareholders' point of
view, he said: 'Since Mr Oei did not make it a general offer,
the 98 Holdings offer is a better deal because the market may
fall and those who want to sell later may not be able to get the
same price." (emphasis added)

(f) Recommendation on Takeover Offer and request for a further
extension of closing date

The SIAS letter asks "how it is possible for the IFA and the
independent Board of NatSteel to recommend in favor of six
different offer prices under the MBO and the takeover: namely,
$1.90 per share for the MBO and $1.93 to $2.06 per share for the
takeover".

The grounds for the recommendations of the IFA and the
independent directors of NatSteel have already been set out in
detail in circulars issued by NatSteel on 6 November 2002, 27
November 2002, 14 December 2002 and 26 December 2002.
Notwithstanding those detailed grounds, perhaps SIAS' question
is best replied by borrowing a statement from SGX-ST -
"Presumably, however, if $1.90 is fair then so would higher
prices.".

The SIAS letter then takes issue with NatSteel for requesting
the SIC for an extension of the closing date of the Takeover
Offer and asks "We feel it is incumbent of the Board to explain
to the minority shareholders how an extension of what was
already a prolonged offer in the interests of minority
shareholders? [sic]".

The answer to SIAS' question can be found in NatSteel's
announcement of 31 December 2002. NatSteel had sought, and
obtained, the SIC's approval for the extension. The SIC in its
reply to SIAS had also pointed out that its reasons for allowing
the extension were already given in its response to the Straits
Times on 6 January 2003.

To elaborate, Shareholder reaction to the Takeover Offer at the
time the extension was requested may be broadly categorized into
three groups:

(i) those who had decided to accept the Takeover Offer;
(ii) those who had decided to reject the Takeover Offer; and
(iii) those who were still undecided whether to accept or reject
the Takeover Offer.

The extension was clearly not detrimental nor prejudicial to
Shareholders falling within groups (i) and (ii) as they had
already taken a decision on the takeover. For Shareholders
falling within group (iii), the extension would just as clearly
have been in their interests as it provided them with more time
to evaluate and consider the deluge of information released in
the preceding weeks. In its objection to the extension, SIAS
appears to have disregarded the interests of Shareholders
falling within group (iii) - who should have been of no less
importance than other Shareholders.

PART II - OTHER ISSUES ARISING FROM TAKEOVER

In this Part, the SIAS letter raises the issue of the
termination of the anti-dumping duties by the Ministry of Trade
and Industry (MTI). This issue (again not a new one) was already
addressed in detail in NatSteel's announcements of 23 December
2002 and 26 December 2002. NatSteel had also addressed the issue
in its letter of 8 January 2003 to SIAS, in reply to Mr David
Gerald's letter of 7 January 2003. Again, no mention of this
correspondence was made in the SIAS letter.

NatSteel became aware of the proposed termination of the anti-
dumping orders by MTI on or around 29 October 2002, following
enquiries made with the relevant trade authority. It had not
been aware that notice of the termination had been published in
the Government Gazette on 19 July 2002. NatSteel regrets this
oversight which was largely the result of over-reliance on past
conduct and practice in its dealings with the relevant trade
authority. It promptly took steps to address the matter and
submitted representations to MTI on 1 November 2002. After all
avenues of appeal were exhausted on 20 December 2002, NatSteel
issued an announcement on 23 December 2002 that the anti-dumping
orders would be lifted on 21 January 2003 and that it was not
able at that time to quantify the impact of the non-extension of
anti-dumping duties on its steel business. NatSteel further
clarified and explained the effect of the expiry of the anti-
dumping duties on its steel business in its announcement of 26
December 2002 and also clarified the reason for the delay in its
letter to Mr David Gerald of 8 January 2003.

PART III - THE MBO AND RELATED PARTY ISSUES

(A)(I) GRANT OF EMPLOYEE SHARE OPTIONS

The SIAS letter queried the offer of 7,510,000 employee share
options on 28 March 2002, "not long before the MBO was announced
in early June 2003". The SIAS letter also noted that in 2001,
NatSteel had granted 4,980,000 employee share options.

The number of employee share options granted in 2002 was well
within the mandate approved by Shareholders. In any given year,
the number of options granted is not fixed but may vary from
year to year. In 2000, 12,422,500 options were granted, compared
with 4,980,000 options in 2001 and 7,510,000 options in 2002.

As SGX-ST had pointed out in its letter to SIAS, the SGX-ST
Listing Manual requires NatSteel's share option scheme to be
administered by a committee of directors and prohibits a
participating committee member from deliberations in respect of
the grant of options to himself. The committee at the relevant
time comprised four non-executive directors, three of whom were
independent directors, and Mr Ang Kong Hua was not a member of
the committee.

The SIAS letter next asks - "It has not been disclosed whether
both the Broadway and Brasil deals known to the Board at the
time the 2002 options were to be granted? [sic]". SGX-ST has
pointed out that the listing rules do not prohibit the granting
of options ahead of the announcement of price sensitive
information. Notwithstanding that there is no requirement (nor
any prevailing practice among Singapore listed companies) to
disclose what information NatSteel is in possession of when it
grants employee share options, the Board will address SIAS'
question to set the record straight.

As pointed out in the SIAS letter, the 2002 options were granted
on 28 March 2002. The Board confirms that it was aware of the
sale of NatSteel Brasil at that date - it had issued a circular
providing information on the sale on 1 March 2002 and
Shareholders had voted to approve the sale on 18 March 2002.
Given the amount of information that had been disclosed prior to
28 March 2002, the following question is inevitable - what
prompted SIAS to have even thought of asking whether the sale of
NatSteel Brasil was known to the Board at the time the 2002
options were granted?

On NatSteel Broadway, the Board was not aware of any specific
interest expressed by any third parties or possible transaction
involving the sale of NatSteel Broadway as at 28 March 2002.

(A)(II) VESTING OF EMPLOYEE SHARE OPTIONS

The SIAS letter raises the issue of the vesting of the employee
share options upon the liquidation of NatSteel or the Takeover
Offer becoming unconditional.

The vesting of the employee share options in the event of a
liquidation or an unconditional takeover offer is provided for
under the rules of NatSteel's share option scheme. Those same
rules had been approved by Shareholders at an extraordinary
general meeting and are common for Singapore listed companies.
To date, SIAS does not seem to have raised this issue with the
numerous other Singapore listed companies with similar
provisions in their share option schemes - does it intend to
take issue with all other listed companies with similar
provisions in their share option schemes?

(A)(III) DETAILS OF MR ANG KONG HUA'S EMPLOYEE SHARE OPTIONS

The SIAS letter questions the disclosure of the employee share
options granted to Mr Ang Kong Hua and the exercise prices of
those options.

Details of Mr. Ang's employee share options had already been
disclosed in NatSteel's 2001 Annual Report and NatSteel's
announcement of 5 April 2002.

A comment had also been made in the SIAS letter on the "low"
exercise price of Mr Ang's options, in particular, "the lowest
price being S$0.96 per NatSteel share". SIAS had failed to
mention that the original exercise price of those share options
was in fact S$2.39 and this price was adjusted following the
special dividend and the capital distribution of S$1.58 per
share in total paid to Shareholders in 2001. Those adjustments
were made in accordance with the rules of the share option
scheme and certified by the auditors of NatSteel. Details of
those adjustments were also disclosed in NatSteel's 2001 Annual
Report.

(B) PROCESS ADOPTED BY THE BOARD IN ACCEPTING THE MBO

In the competitive sale process undertaken to solicit competing
offers to the MBO, the SIAS letter highlights that "the duration
of due diligence that potential bidders was permitted was only 3
days". SIAS goes on to ask "We request an explanation from
NatSteel as to why it was in its interest to impose a timeframe
that may possibly have hindered serious bidders in their
evaluation of the Company?".

It is incorrect that potential bidders were only permitted three
days for due diligence. As pointed out in the SIAS letter, the
competitive sale process is set out in detail in Appendix III of
NatSteel's circular of 6 November 2002. NatSteel implemented
that process on the advice of its professional advisers. It
would have been apparent from reading Appendix III that the
three days highlighted by SIAS was only the period for access to
the data room.

As SIAS should be aware, one part of a due diligence process
involves giving bidders access to relevant data in a designated
room - the "data room access" part of the due diligence process
had a three day limit. Additional days were provided for the
other part of the due diligence process, such as meetings with
management, inspection of facilities and follow-up questions.
All in, the entire due diligence period afforded to each
potential bidder was adequate and in line with market practice
as advised by NatSteel's professional advisers.

(C) TERMINATION FEE OF S$10.5 MILLION

The SIAS letter questions the agreement of the Board to pay a
termination fee of S$10.5 million in connection with the MBO.

The Board wishes to highlight that the special committee which
comprised solely independent directors of the Board negotiated
the termination fee. The special committee had agreed to the
termination fee as it was a condition to an increase of S$56
million in the price offered for the MBO. However, the special
committee required the termination fee to have been applied
towards specific purposes.

Under the terms of the agreement for the MBO, the MBO team gave
an undertaking that there would be no retrenchment of employees
for a period of 12 months. That undertaking may not have been
assumed by other offerors, in which case retrenchment would have
been a real risk. The termination fee was therefore to have been
applied towards providing retrenchment benefits to affected
employees (other than the persons involved in the MBO, namely
Messrs Ang Kong Hua, Gan Kim Yong and Lim Say Yan) in the event
of a successful competing offer. Part of the termination fee was
also to have been used for reimbursing expenses incurred in the
MBO. The termination fee was subsequently re-negotiated
downwards by 98 Holdings in consideration of it assuming the
non-retrenchment obligation.

Messrs Ang Kong Hua, Gan Kim Yong and Lim Say Yan ultimately
declined the equity participation offered by 98 Holdings. They
do not therefore have any interest in 98 Holdings. They had also
waived all their rights to the termination fee when 98 Holdings
assumed the non-retrenchment obligation.

ERRORS IN ANNEXURE 1 OF THE SIAS LETTER

6 November 2002

The SIAS letter had reproduced the following statement from
NatSteel's circular of 6 November 2002:

"The Group's continuing businesses registered a pre-tax profit
of S$16.1 million for the six months ending 30 June 2002, before
sexceptional items. Barring unforeseen circumstances, the
Directors expect that this performance can be maintained for the
second half of this year. However, profit after tax but before
exceptional items for continuing businesses is expected to be
significantly lower in the second half year than the S$18.5
million in the first half year.."

The figure of S$18.5 million above is inaccurate - NatSteel had
in its announcement of 12 November 2002 already clarified that
the figure should be S$21.6 million.

16 March 2003

The SIAS letter states that "In fact, if what appears to be a
provision of $12.4 million for "Expenses relating to the General
Offer and Management Buyout" is taken into account, the actual
pre-tax profit would have been S$38.3 million. This would be
$22.2 million or 138 percent more than the first half figure.".

SIAS' interpretation is incorrect. The pre-tax profit of S$25.9
million excludes exceptional items of continuing businesses - in
other words, the provision of S$12.4 million for "Expenses
relating to the General Offer and Management Buyout" had not
been accounted for in the S$25.9 million figure. The "add back"
of the S$12.4 million as suggested by SIAS would have resulted
in double counting - it follows that the supposed increase of
$22.2 million or 138 percent is fictional.

30 May 2003

SIAS had asked the question "whether the performance [in 1Q
2003] would have been even better if not for the "Payment of
expenses relating to the general offer and management buy-out"
of S$7.2 million as reflected in the cash flow statement.".

The answer is "no". As stated in Note 7 on page 53 of the 2002
Annual Report, those expenses had already been fully accounted
for in the FY2002 results as an exceptional item. The S$7.2
million referred to above was merely a cash flow item - which is
why it was "reflected in the cash flow statement".

18 August 2003

SIAS had asked a similar question "whether the performance would
have been even better if not for the "Payment of expenses
relating to the general offer and management buy-out" of S$8.1
million as reflected in the cash flow statement.".

As explained above, SIAS appears to be again confused between
(i) items which have been charged out or accounted for in profit
and loss statements and (ii) cash flow items.

CONCLUSION

NatSteel has always adhered to high standards of disclosure and
corporate governance. It is therefore disappointed that SIAS had
chosen to raise issues, which have been previously addressed in
detail - and it had done so without thorough consideration and
accurate understanding of all relevant information already
disclosed.


NEPTUNE ORIENT: Sees Q303 US$93.6M Net Profit
---------------------------------------------
Neptune Orient Lines Ltd. expects US$93.6 million net profit for
its third quarter ended September 30 as improving freight rates
benefited its core container shipping operations, Dow Jones
reports. The shipping Company posted a loss of US$330 million
for 2002, with US$151 million coming in the first half of that
year and US$179 million in the second.


PAN-UNITED: Striking-off Dormant Subsidiary
-------------------------------------------
The Board of Directors of Pan-United Corporation Ltd (PUC)
announced that its wholly owned dormant subsidiary, Pan-United
Bulk Trade Pte Ltd, has been struck off the Register of
Companies pursuant to Section 344 of the Companies Act, Cap 50.

The striking-off has no material effect on the consolidated net
tangible assets per share and earnings per share of the Company
for the financial year ending 31 December 2003.


SINGAPORE SHIPPING: Unit Enters Voluntary Liquidation
-----------------------------------------------------
The Board of Directors of Singapore Shipping Corporation Limited
announced the winding up of its wholly owned subsidiary, OSM
Services Pte Ltd (OSM) by way of Members' Voluntary Liquidation.

Reasons for Members' Voluntary Liquidation

OSM with its registered office at 200 Cantonment Road, #09-01
Southpoint, Singapore 089763 has a net tangible asset value of
approximately S$539,000. It has been inactive since 2002 and has
no major creditors. The Group has no need for OSM. Hence at
OSM's extraordinary general meeting held on 27 October 2003, it
was resolved by Special Resolution that OSM be wound up
voluntarily.

Impact of Members' Voluntary Liquidation

The Members' Voluntary Liquidation of OSM will result in a gain
of approximately S$900,000 in the Group's consolidated results
of operations.


SMB UNITED: Strikes Off Dormant Unit
-----------------------------------
The Board of Directors of SMB United Limited announced that
following an application made to the Registrar of Companies,
Techventure Pte Ltd (Techventure) has been successfully struck
off from the register, pursuant to Section 344 of the Companies
Act.

Techventure is a dormant subsidiary held through the Company's
wholly owned subsidiary, Ultima Associates Pte Ltd.

The above transaction does not have any material impact on the
net tangible assets and earnings per share of the Company for
the financial year ending 31 December 2003.


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


BANGKOK LAND: Changes Par Value to Bt10
---------------------------------------
In Pursuance of the resolution of the Extraordinary General
Shareholders Meeting No.1/2546 on 3 November 2003, Bangkok Land
Public Company Limited, has registered the change of par value
at the Ministry of Commerce from Bt10 per share to Bt1 per
share on 5 November 2003.

The Company shall submit certified copy of corporate documents
to the SET as soon as possible.


KRISDA MAHANAKORN: Capital Increase Objective Changed
-----------------------------------------------------
Krisdamahanakorn Public Company Limited reported on the
resolutions made at an Extra-ordinary Meeting (#1/2003) held on
November 6, 2003 at 10:00 am at the Royal River Hotel Bongkotrat
A Room, Soi Charansanitwong, Charansanitwong Rd., Bangplad
Bangkok. Amount of shareholders and proxy person for meeting
that have 399.97 million shares.

The details of the resolutions are as follows:

1. To certify the minutes made at an ordinary shareholders'
meeting (#1/2003) held of April 23,2003.

2. To know the progress of the company's operation for June
30,2003.

3. Approved to change the objective of the increased the
registered capital on extra-ordinary meeting of shareholder #
1/1999 amount 1,134,000,000 shares to divide prefer share amount
700,000,000 shares par value Bt10 to offer Bt10 per share and
common share amount 434,000,000 shares par value Bt10 to offer
Bt10 per share to offer lenders and/or creditors of the company
through private placement and privately place to lenders 17
financial institutions, and not over 35 creditors, including
trade creditors and other creditors change to offer private such
as lender creditor and/or private placement not mare than 17
financials institution, and not over 35creditors including trade
creditors, other creditors and/or private placement.


NAKORNTHAI STRIP: Changes Paid Up Capital, Share Par Value
----------------------------------------------------------
Maharaj Planner Co., Ltd, in its capacity as the Plan
Administrator of Nakornthai Strip Mill Public Company Limited
(Company), informed the change of the paid up capital of the
Company and par value of the Company's shares as follows:

1. On October 31, 2003, the Company completed the registration
of its paid up capital for the debt-to-equity conversion
pursuant to the Business Reorganization Plan from
Bt7,186,398,640 to Bt71,863,986,410.

2. On November 4, 2003, the Company completed the registration
of the capital decrease by reduction of share par value from
Bt10 per share to Bt8.25 per share, thereby reducing the
Company's registered capital from Bt128,157,480,290 to be
Btdii105,729,921,239.25 and the Company's paid up capital being
Bt59,287,788,788.25.


NAKORNTHAI STRIP: SET Suspends Securities Trading
-------------------------------------------------
Nakornthai Strip Mill Public Company Limited (NSM) has publicly
submitted the Stock Exchange of Thailand its reviewed financial
statements for nine months ending September 30, 2003. Since
auditor was unable to reach any conclusion on its financial
statements, it can be considered that the numbers (indicating
the financial status and operating results of the company
presented in its financial statements) did not reflect the
actual position of the company and the Securities and Exchange
Commission (SEC) probably issues an instruction that NSM is
obliged to amend its financial statements.

The SET has posted "SP" sign for suspended trading on NSM's
securities on November 7, 2003 to enable shareholders and
general investors to have sufficient time to scrutinize the
auditor's opinion relating to the results in financial
statements, including the company's clarification as a whole.

The SET will later post "NP" sign from November 10, 2003 until
such time as the company will submit it's amended financial
statements or it is concluded that NSM is not necessary to amend
its financial statements.


ROBINSON DEPARTMENT: Posts Creditors' Meeting Resolutions
---------------------------------------------------------
Reference is made to the Business Reorganization Plan of
Robinson Department Store Public Company Limited dated 14
November 2000 which was approved by the Central Bankruptcy Court
on 20 December 2000, Robinson Department Store reported to the
SET that the Company has its intention to buyback the Notes
issued under the Plan before its maturity under the Voluntary
Debt Refinance Program or "VDRP" in order to reduce the
refinance risk on the maturity date (31 December 2005). Robinson
Planner Limited, the Plan Administrator, then filed an
application for the amendment of the Plan to the Official
Receiver on 3 October 2003, following with an application for
amendment of application for proposed amendment of the Plan on
31 October 2003, and also request the Official Receiver to call
the creditors'' meeting to consider the proposed amendment of
the Plan regarding the VDRP. (Details as per attachment 1 and 2)
The Official Receiver then issued an order to call the
creditors' meeting on 5 November 2003, 9:30 a.m. The Company
here by would like to report the creditors'' resolution
pertaining to the VDRP as follows:

Group of creditors      % Accept       % Reject*
Group 1                   100.00               0.00
Group 2                                     100.00               0.00
Group 3                                     100.00               0.00
Group 4                                     100.00               0.00
Total                                       100.00              0.00

* Excluded abstain votes

According to the Bankruptcy Law of Thailand, the proposed
amendment must be obtained at least 50% acceptance from
creditors who attend the meeting and cast their votes
(excluding abstain votes). In addition, a special resolution of
75% acceptance from at least one group of creditor must also be
obtained. As a result, the above voting will be considered as
creditors' approval in which the Official Receiver will manage
to report the creditors' resolution to the Central Bankruptcy
Court for further issuance of the Court Order.

In the meantime, the Note Holders' Representative also called
the Note Holder meeting following the first session in the same
day at 1:30 p.m. in order to consider the proposed amendment of
the Terms & Conditions of the Notes regarding the VDRP.
Followings are the summary of the votes.

        % Accept  % Reject*
          100.00     0.00

* Excluded abstain votes

According to the Terms & Conditions of the Notes, the proposed
amendment of the Terms & Conditions must be obtained at least 66
2/3% of the outstanding principal who attend and cast their
votes. As a result, the above voting will be considered as
creditors' approval to the proposed amendment.

Subsequent to the creditors' approval on the proposed amendment
to the Plan and the Terms & Conditions, and the Central
Bankruptcy Court has approved such amendments, the Company has
its preliminary schedule to buyback the Notes under the VDRP
during the month of December 2003 to January 2004. Robinson
S.P.V. Co., Ltd., a 99.99% owned subsidiary of the Company, will
be acting as a special purpose vehicle for the borrowing of new
fund to buyback the Notes from creditors. The Company will
report the result of the said buyback under the VDRP program
later on.

The said refinance by means of Notes buyback under the VDRP
program will not materially affect the performance of the
Company and its subsidiaries. In refinance case, the Company and
its subsidiaries' cashflow is almost at the same level of
without refinance case.


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

Troubled Company Reporter -- Asia Pacific is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA. Lyndsey Resnick, Mavy Nineza-Merlin, Ma. Cristina
Pernites-Lao, Editors.

Copyright 2003.  All rights reserved.  ISSN: 1520-9482.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.  Information
contained herein is obtained from sources believed to be
reliable, but is not guaranteed.

The TCR -- Asia Pacific subscription rate is $575 for 6 months
delivered via e-mail. Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are $25 each.  For subscription
information, contact Christopher Beard at 240/629-3300.

                 *** End of Transmission ***