/raid1/www/Hosts/bankrupt/TCRAP_Public/010615.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

             Friday, June 15, 2001, Vol. 4, No. 117


                          Headlines

A U S T R A L I A

131 SHOP.COM: Posts Notice Of General Meeting
131 SHOP.COM: Chairman Writes To S-Holders
ALPHA HEALTHCARE: Ramsay Raises Substantial Holding
AUSTRIM NYLEX: Assets Valuation Review Ongoing
AUSTRIM NYLEX: Director Resigns
AUSTRIM NYLEX: Responds To ASX Query
HIH INSURANCE: Liquidator Seeks To Recoup A$50-M Of Assets
ONE.TEL LIMITED: ASIC To Freeze Assets Of Former Execs
PASMINCO LIMITED: Enters Purchase Deal With CBH
PASMINCO LIMITED: Finds No Reason For Shares Fall
SPIKE NETWORKS: Sells Spike Radio To Gogo
WAIVCOM WORLDWIDE: Sells Units To CEO Dower


C H I N A   &   H O N G  K O N G

BRIGHTLY LIMITED: Winding Up Petition Set For Hearing
HONG IKONG: Faces Winding Up Petition
HONG KONG CONSTRUCTION: Trading Suspended
NETEASE: Wooed By Three Bidders
PALIBURG HOLDINGS: Assets Disposal Talks Continue
XINJIANG DEVELOPMENT: Winding Up Petition Hearing Set
XS-MEDIA: Shuts Down Web Site


I N D O N E S I A

BANK CENTRAL: IBRA To Announce Tender
HOLDIKO PERKASA: Concludes Three More Asset Sales
LIPPO KARAWACI: Posts Q1 Net Loss Of Rp11.38B


K O R E A

DONG AH: Sacks 1,700 Workers
HYNIX SEMICON: Overseas Fund Raising Likely To Succeed
HYUNDAI CONSTRUCTION: Cutting Staff By 18.5%
HYUNDAI ENGINEERING: Creditors Take On W989.3B In Swap
KIA MOTORS: Moody's Assigns Ba3 Issuer Rating
KOREA LIFE: Sale Apart From Affiliate Likely
SK CORP: Positive About Sale Of Stake In SK Telecom


M A L A Y S I A

CYGAL BERHAD: Y2K Financials Cause Auditors to Doubt Firm's Viability
EPE POWER: Defaults On Interest Payment
LIEN HOE: Aborts Restricted Offer For Sale
MAN YAU: Court Approves Proposed Meetings
MBF CAPITAL: Explains Auditor's Report
SRI HARTAMAS: Moratorium Extended


P H I L I P P I N E S

BENPRES HOLDINGS: Shares Up 12%
NATIONAL STEEL: Unionists Call For Govt. To Approve Bid
RFM CORP: Bond Payment Planned
RFM CORP: Swift To Be Auctioned


S I N G A P O R E

ASIA PULP: Posts Debts Units Owe BII
KEPPEL CAPITAL: OCBC Bank Delivers Notice Of Takeover Offer


T H A I L A N D

CARNAUDMETALBOX: Adviser's Opinions On Delisting
TELECOMASIA CORP: Appoints TISCO As Financial Adviser

      -  -  -  -  -  -  -  -

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


131 SHOP.COM: Posts Notice Of General Meeting
---------------------------------------------
131 Shop.com.au Limited gave notice that a general meeting of the members
of 131 Shop.com.au Limited ACN 087 360 996 will be held at ASX Lecture
Theatre, Level 5, Riverside Centre, 123 Eagle Street, Brisbane 4000 at 2:30
pm (Brisbane time) on Tuesday 10 July 2001 for the purpose of transacting
the following business referred to in this Notice of General Meeting.

Note: References to the number of securities, their issue price and
exercise price (where applicable) contained in this Notice have been
provided on the basis that the share consolidation, the subject of
resolution 1, has been effected.

Agenda

Resolution 1 - Share Consolidation

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That the members of the Company hereby approve, pursuant to section
254H(1) of the Corporations Law:

    (a) a consolidation of all of the issued capital of the Company on the
basis that every 4 existing fully paid ordinary shares in the capital of
the Company be consolidated into 1 fully paid ordinary share; and

    (b) a consolidation of all of the existing options in the Company on the
basis that every 4 existing options be consolidated into 1 option and the
exercise price of each option be multiplied by 4, such consolidations to
take effect on the passing of this resolution.

Resolution 2 - Grant Of 10,000,000 Options To Tomorrow Corporation Pty
Limited

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to each of the resolutions 1, 3 to 6 set out in the Notice
being duly passed, the members of the Company hereby approve, pursuant to
section 208(1)(a) of the Corporations Law and Listing Rule 10.11 of the
Australian Stock Exchange Limited Listing Rules, the granting to Tomorrow
Corporation Pty Limited ACN 095 159 201 (a wholly owned subsidiary of
Tomorrow Limited) of 10,000,000 options over unissued shares in the capital
of the Company, each option exercisable into 1 fully paid ordinary share in
the capital of the Company at an exercise price of $0.20 with an expiry
date which is 7 years from the completion date of the Subscription
Agreement dated 21 February 2001 between the Company, Tomorrow Limited and
Tomorrow Corporation Pty Limited [as amended by the Deed of Amendment of
Subscription Agreement dated 19 April 2001 and Deed of Amendment of
Subscription Agreement dated 30 May 2001 (collectively the "Subscription
Agreement")] and otherwise on the terms set out in the Subscription
Agreement, a copy of each of which has been tabled by the Chairman and
initialled for the purposes of identification."

Resolution 3 - Acquisition By Tomorrow Corporation Pty Limited And Others
Of More Than 20 Percent Of The Voting Power In The Company

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to each of the resolutions 1, 2, 4 to 6 set out in the
Notice being duly passed, the members of the Company hereby approve,
pursuant to item 7 of section 611 of the Corporations Law and Listing Rule
11.1 of the Australian Stock Exchange Limited Listing Rules, the
acquisition by Tomorrow Limited, Tomorrow Corporation Pty Limited (a wholly
owned subsidiary of Tomorrow Limited), Wayne Bos and Guinness Peat Group
plc and its related bodies corporate of up to 32.9 percent of the voting
power in the Company by virtue of Tomorrow Corporation Pty Limited
exercising any or all of the 10,000,000 options over unissued ordinary
shares in the capital of the Company to be granted pursuant to resolution 2
above."

Resolution 4 - The Acquisition Of Shares In TIG International Pty Limited
And The Issue Of 500,000 Fully Paid Ordinary Shares And A Maximum Of 5
Million Fully Paid Ordinary Shares And 500,000 Options Respectively Over
Such Shares To The Holders Of Shares In TIG International Pty Ltd And
250,000 Options Over Such Shares To E-Candoo Limited

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to each of the resolutions 1 to 3, 5 and 6 set out in the
Notice being duly passed, the members of the Company hereby approve,
pursuant to:

(a) Listing Rules 7.1 and 11.1 of the Australian Stock Exchange
Limited Listing Rules:

    (i) the acquisition by the Company of all of the fully paid ordinary
shares in the capital of TIG International Pty Ltd ACN 092 192 464 (TIG)
from the persons (TIG Vendors), and in the respective numbers, set out in
Annexure D to the Explanatory Memorandum accompanying the Notice;

    (ii) the issue of 500,000 fully paid ordinary shares (each share having
an issue price of $0.40) to the TIG Vendors in the numbers set out in
Annexure E in consideration for the acquisition of their TIG shares;

    (iii) the issue to E-Candoo Limited ACN 090 863 068 as part payment of
monies owing by TIG to E-Candoo Limited and Paringa Group Pty Ltd ACN 006
093 901 of 250,000 options over unissued fully paid ordinary shares (each
option having an exercise price of $0.40), with an expiry date of 31
December 2003; and

(b) Listing Rule 11.1 of Australian Stock Exchange Limited Listing Rules,
the issue of 10 fully paid ordinary shares for each $1.00 of EBITDA for the
period from 1 May 2001 to 31 December 2001 (up to a maximum of 5,000,000
fully paid ordinary shares) and 10 options over unissued fully paid
ordinary shares (each option having an exercise  price of $0.40 and with an
expiry date of 31 December 2003) for each $6.00 EBITDA for the period from
1 May to 31 December 2001 (up to a maximum of 500,000 options), to the TIG
Vendors in consideration for the acquisition of their TIG shares, in each
case on the terms set out in the TIG Agreement dated 21 March 2001, as
amended by agreement dated 3 May 2001, between each of the TIG Vendors,
Tomorrow Limited and the Company, a copy of each of which has been tabled
by the Chairman and initialled for the purposes of identification."

Resolution 5 - The Acquisition Of Shares In Redstar ITC Pty Ltd And The
Issue Of 3.75 Million Fully Paid Ordinary Shares And Fully Paid Ordinary
Shares With An Aggregate Value Of $2 Million In The Company To The Holders
Of Shares In Redstar ITC Pty Ltd

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to resolutions 1 to 4 and 6 set out in the Notice being duly
passed, the members of the Company hereby approve pursuant to:

(a) Listing Rules 7.1 and 11.1 of Australian Stock Exchange Limited
Listing Rules:

    (i) the acquisition by the Company of all of the fully paid ordinary
shares in the capital of Redstar ITC Pty Ltd ACN 078 683 280  (Redstar)
from the persons (Redstar Vendors), and in the respective numbers, set out
in Annexure E to the Explanatory Memorandum accompanying the Notice;

    (ii) the issue of 3,750,000 fully paid ordinary shares in the  Company
(each share having an issue price of $0.40) to the Redstar Vendors in the
numbers set out in Annexure E in consideration for the acquisition of their
Redstar shares (the Redstar Acquisition); and

(b) Listing Rule 11.1 of Australian Stock Exchange Limited Listing Rules:

    (i) the issue of fully paid ordinary shares in the Company (having  an
aggregate value of $1,000,000) 12 months after the date of completion of
the Redstar Acquisition to the Redstar Vendors in the numbers set out in
Annexure E in consideration for the acquisition of their Redstar shares; and

    (ii) the issue of fully paid ordinary shares in the Company (having an
aggregate value of $1,000,000) 18 months after the date of completion of
the Redstar Acquisition to the Redstar Vendors in the numbers set out in
Annexure E in consideration for the acquisition of their Redstar shares; in
each case on the terms and conditions of the Redstar Agreement dated 10
April 2001, between each of the Redstar Vendors, Tomorrow Limited and the
Company, a copy of which has been tabled by the Chairman and initialled for
the purposes of identification."

Resolution 6 - Share Offer

To consider and, if thought fit, to pass the following resolution as an
ordinary resolution:

"That, subject to resolutions 1 to 5 set out in the Notice being duly
passed, the members of the Company hereby approve, pursuant to Listing Rule
7.1 of Australian Stock Exchange Limited Listing Rules, the issue and
allotment of up to 7,000,000 fully paid ordinary shares in the Company to
members of the public at an issue price of not less than $0.25 per share
pursuant to a prospectus to be issued by the Company."

Resolution 7 - Change Of Company Name

To consider and, if thought fit, to pass the following resolution as a
special resolution:

"That, subject to resolutions 1 to 6 set out in the Notice being duly
passed and to the approval of the Australian Securities and Investments
Commission, the name of the Company be changed from '131 Shop.com.au
Limited' to 'Focus Technologies Limited' pursuant to section 157(1) of the
Corporations Law."


131 SHOP.COM: Chairman Writes To S-Holders
------------------------------------------
131 Shop.com.au Limited Chairman W M Bos issued a letter to the company's
shareholders, in light of the upcoming general meeting on 10 July 2001.

"I have pleasure in enclosing the Notice of General Meeting to be held at
ASX Lecture Theatre, Level 5, Riverside Centre, 123 Eagle Street, Brisbane
4000 at 2.30pm (Brisbane time) on Tuesday 10 July 2001. More detailed
explanatory notes and a Proxy Form for the items of business are also
attached.

"The purpose of the meeting is to consider resolutions relating to the
future strategic direction of 131 Shop.com.au Limited (the Company),
including proposed transactions with Tomorrow Limited, TIG  International
Pty Ltd and Redstar ITC Pty Ltd, and the adoption of a new name - Focus
Technologies Limited.

"On 12 February 2001, it was announced that technology investment company
Tomorrow would become a strategic shareholder in the Company with a view to
introducing new opportunities to the Company to unlock shareholder value.
The Company has since unveiled its new operational focus with the
announcement of the proposed acquisitions of TIG and Redstar.

"The Company announced on 21 March 2001 that it would acquire mobile
solutions and wireless applications business TIG as part of its new
business strategy - to deliver enterprise application software solutions to
asset intensive industries. TIG specializes in the  integration of wireless
computing and data capture solutions with enterprise and Internet systems
to enable organizations to use mobile applications to increase productivity
and enhance business processes.

"On 10 April 2001, the Company announced that it would acquire business to
business eCommerce platform builder Redstar. Specializing in the
development of commercial electronic catalogues and eCommerce platforms and
the integration of these applications with leading enterprise and asset
management systems, Redstar positions the Company to take advantage of the
growing need for organizations to integrate the buying and selling
processes of their web sites into back office, customer and marketing systems.

"Supply Chain Management (the area of TIG's expertise) and Catalogue
Management (the area of Redstar's expertise) are key components of the
Company's strategy of building a capability to offer integrated
collaborative commerce solutions. This capability will not only be of value
to existing players, but will position the Company to acquire interests in
and form alliances with other complementary businesses.

"This new ability has already been demonstrated with the announcement on 11
April 2001 that the Company has acquired options over 19.9 percent of
enterprise asset management company Mincom Limited  (Mincom). Based in
Brisbane, Mincom is a leading international provider of enterprise
application software and services to the asset intensive mining, utilities,
oil and gas, transport, defense and government sectors.

"Further details and explanatory notes in relation to the various
resolutions are set out in the attached Explanatory Memorandum. The
Explanatory Memorandum also contains an independent expert's report
prepared by PricewaterhouseCoopers Securities Ltd (Expert) to assist
shareholders to assess the merits of the proposed issue of shares and
options to Tomorrow. The Expert has concluded that the transactions are
collectively fair and reasonable having regard to the interest of
shareholders not associated with Tomorrow.

"I suggest you carefully read the Explanatory Memorandum and the report
prepared by the Expert before casting your vote.

"I look forward to your attendance at the meeting. However, if you are
unable to attend, you may vote on the resolutions by proxy. If you intend
to do so, please remember that your Proxy Forms must be lodged with the
Share Registry of the Company no later than 48 hours before the start of
the General Meeting."


ALPHA HEALTHCARE: Ramsay Raises Substantial Holding
---------------------------------------------------
Ramsay Centauri Pty Limited increased its relevant interest in Alpha
Healthcare Limited on 13 June 2001, from 36,910,130 ordinary shares (81.8
percent) to 37,385,837 ordinary shares (82.9 percent).


AUSTRIM NYLEX: Assets Valuation Review Ongoing
----------------------------------------------
Austrim Nylex Limited (ARL) will issue a comprehensive announcement
following its Board meeting on 26 June 2001. This announcement will address
trading conditions, financial performance and restructuring plans in detail.

While ARL plans to continue with this timetable, Austrim Nylex Chairman J
Moule says this interim announcement is being made in light of recent
pressure on the company's share price.

The reviews of asset values by KPMG and real estate values are continuing
according to the original schedules. These will be finalized before the
Board meeting and Directors anticipate that although there will be
writedowns, the Group will have a positive ongoing net assets position.

A potential industrial buyer has begun due diligence on the Empire Rubber
business. ARL perceives Empire Rubber to be a non-core business. Should
this sale be completed, the company expects to receive at least book value
in cash proceeds.

ARL has entered into Confidentiality Agreements with a number of interested
parties for various parts of the Textiles Group.

As at the close of business on 12 June, the ARL Group had unused bank
facilities of $23 million and unused leasing facilities of an additional
$20 million. Even without asset sales, ARL is operating within current
facility limits. In the normal course of business, negotiations for
extension of ARL's debt facilities will commence in July 2001.

The principles of the Group's strategic restructure will be announced after
the 26 June Board meeting. This will involve a clear segmentation into a
number of discrete business units.

The company is currently investigating opportunities for growth in the
Plant Hire business, with potential equity partners and advisers.

For further enquiries contact Peter Crowley on +61 3 9529 2999.


AUSTRIM NYLEX: Director Resigns
-------------------------------
Alan Jackson AO resigned Friday as a director of Austrim Nylex Limited due
to deteriorating health, Chairman J Moule announces.

The Board of Directors wished to record its sincere appreciation to Mr
Jackson for his significant contribution in establishing and building the
Austrim Nylex Group.


AUSTRIM NYLEX: Responds To ASX Query
------------------------------------
With reference to Australian Stock Exchange (ASX) letter of 13 June 2001
addressed to Graeme Norman, Austrim Nylex Limited posts the following
answers to the bourse's queries:

1. No
2. Not applicable
3. No
4. Yes

ASX Query

We have noted a change in the price of the Company's securities from $0.40
at the close of trading yesterday to $0.32 today.

In light of the price change, please respond to each of the following
questions.

1. Is the Company aware of any information concerning it that has not been
announced which, if known, could be an explanation for recent trading in
the securities of the Company?

2. If the answer to question 1 is yes, can an announcement be made
immediately? If not, why not and when is it expected that an announcement
will be made?

Please note, if the answer to question 1 is yes and an announcement cannot
be made immediately, you need to contact us to discuss this and you need to
consider a trading halt (see below).

3. Is there any other explanation that the Company may have for the price
change and increase in volume in the securities of the Company?

4. Please confirm that the Company is in compliance with the listing rules
and, in particular, listing rule 3.1.

Your response should be sent to me on facsimile number (03) 9614 0303. It
should not be sent to the Company Announcements Office.

Unless the information is required immediately under listing rule 3.1, a
response is requested as soon as possible and, in any event, not later than
half an hour before the start of trading (ie before 9.30 am E.S.T. on
Thursday, 13 June 2001).

The response must be in a form suitable for release to the market. If you
have any concern about release of a response, please contact me immediately.

Listing Rule 3.1

Listing rule 3.1 requires an entity to give ASX immediately any information
concerning it that a reasonable person would expect to have a material
effect on the price or value of the entity's securities. The exceptions to
this requirement are set out in the rule.

In responding to this letter you should consult listing rule 3.1 and the
guidance note titled "Continuous disclosure: listing rule 3.1".

If the information requested by this letter is information required to be
given to ASX under listing rule 3.1 your obligation is to disclose the
information immediately.

Your responsibility under listing rule 3.1 is not confined to, or
necessarily satisfied by, answering the questions set out in this letter.

Trading Halt

If you are unable to respond by the time requested, or if the answer to
question 1 is yes and an announcement cannot be made immediately, you
should consider a request for a trading halt in the Company's securities.
As set out in listing rule 17.1 and the guidance note titled "Trading
halts" we may grant a trading halt at your request.

We may require the request to be in writing. We are not required to act on
your request. You must tell us each of the following.

* The reasons for the trading halt.
* How long you want the trading halt to last.
* The event you expect to happen that will end the trading halt.
* That you are not aware of any reason why the trading halt should not be
granted.
* Any other information necessary to inform the market about the trading
halt, or that we ask for.

The trading halt cannot extend past the commencement of normal trading on
the second day after the day on which it is granted. If a trading halt is
requested and granted and you are still unable to reply to this letter
before the commencement of trading, suspension from quotation would
normally be imposed by us from the commencement of trading if not
previously requested by you. The same applies if you have requested a
trading halt because you are unable to release information to the market,
and are still unable to do so before the commencement of trading.



HIH INSURANCE: Liquidator Seeks To Recoup A$50-M Of Assets
----------------------------------------------------------
PricewaterhouseCoopers (PwC), the provisional liquidator for collapsed HIH
Insurance, is working to recover the assets of HIH's Asian subsidiaries,
namely HIH Insurance (Asia), HIH Casualty & General Insurance (Asia) and
FAI First Pacific Insurance, Australasian Business Intelligence (ABI)
reports Tuesday.

Law firm Deacons Graham & James is representing the liquidator in the case
filed with the High Court of Hong Kong. The case, the ABI report says, has
been adjourned until 10 July 2001, while the trial date has been scheduled
on 27 August 2001.

The assets amount to as much as A$50 million which parent HIH Insurance
owes to its Hong Kong subsidiaries.


ONE.TEL LIMITED: ASIC To Freeze Assets Of Former Execs
------------------------------------------------------
David Knott, Chairman of the Australian Securities and Investments
Commission (ASIC), Wednesday stated ASIC has obtained Court-enforceable
undertakings restraining the disposal of assets by Jodee Rich, Bradley
Keeling and Mark Silbermann, former managers of collapsed One.Tel Limited.

The undertakings to the Court prohibit all three parties from disposing of
any property (including monies and securities) subject to a number of
conditions.

The conditions include meeting ordinary living, business and operating
expenses, reasonably incurred legal costs and any liability incurred before
8 June 2001, when it falls due.

The undertakings also extend to a number of private companies controlled by
the defendants.

Rich, Keeling and Silbermann have agreed to stay in country, unless giving
ASIC seven days notice in writing, a statement of the purpose of the trip
and a copy of the proposed itinerary.

An undertaking was also provided by Rich's wife Maxine, freezing the assets
recently transferred to her by her husband. However, ASIC agreed not to
seek the freezing of the assets of Beaulieu Holdings, or Nicolet Long
(Rich's sister) after receiving undertakings freezing the assets of
companies of which she is a director.

The proceedings against them have been discontinued and dismissed
respectively.

The undertakings have been granted until 30 September 2001, and the matter
will return to court on 24 September 2001.

"Today's undertakings impose extensive restraint on the disposal of assets
by Messrs Rich, Keeling and Silbermann. They have extended the scope of the
interim orders obtained from the Court last Friday, with appropriate
variations, and cover assets which ASIC estimates are worth in excess of
$45 million," Knott said Wednesday.

'Travel restrictions on all three parties will mean that ASIC is able to
maintain access to them as our investigations into the collapse of One.Tel
continue.

"These undertakings have the force of Court sanction and are a valuable
precaution to protect creditor interests while ASIC's investigations continue.

"Today's proceedings do not constitute any finding of wrongdoing against
any of the defendants," he said.


PASMINCO LIMITED: Enters Purchase Deal With CBH
-----------------------------------------------
Consolidated Broken Hill Limited (CBH) has reached a Heads of Agreement
with Pasminco Broken Hill Mine Pty Ltd for treatment and purchase of the
Stage 1 production output from CBH's development of the Western
Mineralization.

In addition, the two companies have agreed to negotiate in good faith for
the treatment of the Stage 2 production.

According to CBH Managing Director R E Besley, the planned production for
Stage 1 is 120,000 tons of ore for upgrading through a heavy media plant to
produce approximately 70,000 tons of product. Commencing from March 2002 it
is planned to transport the heavy media product to the Pasminco flotation
plant located on the adjacent mining title to the south of the company's
operation for final concentration.

Pasminco will purchase the CBH's upgraded product after delivery to their
concentrator subject to product specifications and based on normal
treatment and transport charges.

The second stage of the development plan is to expand the operation to a
sustained 500,000 tons of ore per year output from the Western
Mineralization.

This is expected to generate approximately 300,000 tons per year of heavy
media upgraded product commencing from the beginning of 2003. Pasminco and
CBH will enter negotiations for toll treatment of this product through the
Pasminco concentrator or for direct purchase of the product.


PASMINCO LIMITED: Finds No Reason For Shares Fall
-------------------------------------------------
Pasminco Limited says it is not aware of any issues that might have
prompted Thursday's fall in the company's share price. The recent decline
in metals prices and zinc in particular, adversely impacted the Pasminco
share price earlier this week.

Pasminco continues to deliver its Business Improvement Program and the
ramp-up in production at the Century Mine. The previously announced asset
review is also proceeding to plan.

The Business Improvement Program is delivering sustainable improvement in
costs and production.


SPIKE NETWORKS: Sells Spike Radio To Gogo
-----------------------------------------
Spike Networks Limited (ASX:SPK) revealed it has entered into
an agreement with Hong Kong-based Gogo.com Limited (Gogo) regarding the
purchase of Spike Networks' subsidiary, Spike Internet Radio, Inc.

The essential elements in the agreement are:

* Spike Radio will become a wholly owned subsidiary of Gogo;

* Spike Networks will acquire a 15 percent interest in Gogo in
consideration of the transfer of its interest in Spike Radio.

The agreement is binding, but subject to completion of due diligence and
the obtaining of any necessary regulatory and other approvals.

Gogo is an Asian music company, with businesses in production and
distribution of music and online music sales and marketing. It has
operations in Hong Kong and Singapore, and a business focus in North Asia
including Japan.


WAIVCOM WORLDWIDE: Sells Units To CEO Dower
-------------------------------------------
Waivcom Worldwide Limited CEO Nick Dower has bought five printing and
publishing units from the failed multimedia firm to the tune of $4 million,
The Age reports Wednesday.

The five units are Niche Media, HH&M Media, Waiviata, Moneysaver Free
Coupons, and Magazine Production, all of which represent the holding
companies of Waivcom's multimedia divisions.

The collapse of Waivcom earlier this year was attributable to the company's
mounting debts. Following this, joint administrator Nick Brooke of
PricewaterhouseCoopers entered into a deal with Dower for the company's
five units.


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


BRIGHTLY LIMITED: Winding Up Petition Set For Hearing
-----------------------------------------------------
The petition to wind up Brightly Limited is set for hearing before the High
Court of Hong Kong on July 11, 2001 at 10:00 am.  The petition was filed
with the court on May 17, 2001 by Singway (B.V.I.) Company Limited whose
principal place of business is situated at Craigmuir Chambers, P.O. Box 71,
Road Town, Totola, British Virgin Islands having its place of business in
Hong Kong at 64th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai,
Hong Kong.


HONG IKONG: Faces Winding Up Petition
-------------------------------------
The petition to wind up Hong IKong Heng Shan Company Limited is scheduled
for hearing before the High Court of Hong Kong on June 27, 2001 at 9:30 am.
The petition was filed with the court on May 4, 2001 by Bank of China, Hong
Kong Branch whose principal place of business is situated at Bank of China
Tower, No. 1 Garden Road, Central, Hong Kong.


HONG KONG CONSTRUCTION: Trading Suspended
-----------------------------------------
At the request of Hong Kong Construction (Holdings) Limited, trading in its
shares were suspended, effective 10:00 a.m. yesterday, 14 June 2001 pending
an announcement in relation to a possible connected transaction and
possible issue of new shares by the Company.


NETEASE: Wooed By Three Bidders
-------------------------------
Three bidders, i-Cable Communications, Chinadotcom and possibly, Lycos
Asia, are pursuing NetEase for a plausible deal acquiring the troubled
Internet portal, South China Morning Post reported yesterday. They are
interested in the acquisition despite the ongoing investigation being
conducted into the company's misreported revenues and front office troubles.

i-Cable has made a concrete offer of US$85 million.

NetEase has a registered subscriber base of 5.9 million users.


PALIBURG HOLDINGS: Assets Disposal Talks Continue
-------------------------------------------------
The terms of the possible disposal of assets by Paliburg Holdings Limited
(including its shareholding interest in Regal Hotels International Holdings
Limited) are still under discussion.

The specific terms, including the price, have yet to be decided.

Paliburg has not yet entered into any agreements with the independent third
party.

Shareholders and investors of Century City, Paliburg and Regal were advised
to exercise extreme caution when dealing in the shares of the companies and
not to rely on any speculations made in the press or elsewhere in respect
of any assets which may be disposed of by Regal or by Paliburg (including
its interest in Regal) when forming any view as to the value of the
respective companies' shares or making any investment decision.

There is no assurance that the transaction will proceed or an agreement
will be reached with the independent third party and there may or may not
be a general offer for the shares of Regal.

Reference was made to the joint announcement dated 8 June 2001 made by
Century City International Holdings Limited ("Century City"), Paliburg
Holdings Limited ("Paliburg") and Regal Hotels International Holdings
Limited ("Regal") in which the boards of directors of the companies
concerned (the "Boards") stated that Paliburg and an independent third
party were working towards signing a heads of agreement as soon as possible.

Negotiations are continuing, however the parties will need more time than
originally envisaged to agree the terms of the possible disposal.

At the request of the companies concerned, trading in the shares of Century
City, Paliburg and Regal has been suspended since 10:09 a.m. on 7 June 2001.

Application has been made to The Stock Exchange of Hong Kong Limited for
the resumption of share trading with effect from 10:00 a.m. on 14 June 2001.


XINJIANG DEVELOPMENT: Winding Up Petition Hearing Set
-----------------------------------------------------
The petition to wind up Xinjiang Development Limited is scheduled to be
heard before the High Court of Hong Kong on June 27, 2001 at 9:30 am. The
petition was filed with the court on May 4, 2001 by The National Commercial
Bank Limited whose principal place of business is situated at 1-3 Wyndham
Street, Hong Kong.


XS-MEDIA: Shuts Down Web Site
-----------------------------
XS-Media, an online player that entered the advertising-sales game late
last year, shut down its web site yesterday.

CEO Paul McNeill said the company would cut about 40 staff positions and
put operations on hold.  XS-Media, which attempted to match buyers and
sellers of unused advertising space over the web, ran out of time and
money, said McNeill, who was also a co-founder.

The site launched part of its system in early November and had secured US$5
million from Hong Kong-based Lotus Asset Management, said McNeill.

XS-Media, like other dotcoms, got off the ground last year, only to find
that the boom had turned bust.  Venture capitalists have become reluctant
to put money into online companies.

Senior Internet analyst Matthew McGarvey at research house IDC in Beijing
agreed the advertising industry in the region was going through a rough patch.


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


BANK CENTRAL: IBRA To Announce Tender
-------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) will announce today the
winner of the divestments tender for Bank Central Asia (BCA), Asia Pulse
reports, citing IBRA Chairman Edwin Gerungan.

The winner will be picked from the shortlist of five bidders, and will be
made to sign a binding agreement, the report says.

To recall, IBRA and the House of Representatives in April agreed to BCA's
divestment through initial public offering (IPO) and strategic sales, the
report says.


HOLDIKO PERKASA: Concludes Three More Asset Sales
-------------------------------------------------
The Indonesian Bank Restructuring Agency (IBRA) and PT Holdiko Perkasa
(Holdiko), a holding company established pursuant to the Shareholding
Settlement Agreement between IBRA and the Salim Group, yesterday announced
the results of three more asset sales.

Holdiko has signed Sales and Purchase Agreements for the divestment of its
fifth, sixth, and seventh assets for the year, i.e. its ownerships in PT
Kerismas Witikco Makmur (Kerismas), PT Indopoly Swakarsa Industry
(Indopoly), and Yunnan Kunlene Film Industries Co. Ltd, China (Yunnan
Kunlene), raising approximately an additional Rp783 billion for its budget
this year.

"The completion of the sale process of these assets continues to reflect
IBRA-AMI's commitment to continue its asset disposal program this year.
IBRA/Holdiko has quite a substantial number of assets to be disposed of
this year. However, considering the timeliness of the preparations for the
sale process so far, we are optimistic that we will be able to achieve our
target of IDR 7.2 trillion from the sale of our ex-Salim Group assets this
year," stated Dasa Sutantio, Director AMI-IBRA.

In March 2001, IBRA/Holdiko announced it plans to conduct 23 to 28 asset
sale transactions for the year to divest its ownership in 45 companies.

PT Kerismas Witikco Makmur (Kerismas)

Holdiko's 97.69 percent ownership in the galvanized iron sheet company,
Kerismas, and Kerismas' 51.33 percent interest in its subsidiary, PT
Semarang Makmur (Semarang Makmur) was sold for Rp297 billion (including
Rp127.3 billion in repayment of Kerismas debt to Holdiko) to PT Sentralindo
Bumi Persada (Sentralindo). Sentralindo is a consortium company led by PT
Trimegah Securities Tbk, a leading Indonesian investment-banking house, and
also includes a Singapore-based regional private equity fund.

Kerismas is one of Indonesia's major manufacturers of galvanized iron
sheets (GIS) with production locations in Jakarta and Manado, while PT
Semarang Makmur's production facility is located in Semarang, Central Java.

Kerismas and Semarang Makmur are producers of plain and colored GIS, which
are primarily used as roofing materials. Kerismas also produces
construction materials such as wall cladding, and floor plates for pouring
reinforced concrete floors.

The sale of Holdiko's stake in Kerismas was launched last February 2001. Of
the fifty-four local and foreign investors who expressed interest and
studied the issued summarized information, eight investors proceeded to
submit preliminary bids.

Six of these investors were short-listed; four of which submitted final
bids for the asset.

Holdiko further requested two final bidders to go to a third bidding round
due to proximity of the value of the bids submitted. Kim Eng Securities
acted as financial advisor to Holdiko for this disposal.

"We are very optimistic in the future lookout of Kerismas with regards to
its position in the country's galvanized iron sheet industry, as well as
the extensive use of its products as building materials in Indonesia, both
in commercial, as well as residential constructions," said Avi Dwipayana,
President Director of PT Trimegah Securities Tbk on behalf of Sentralindo.
"We are also pleased that the disposal process has been conducted in a
fair, transparent and professional manner," he added.

PT Indopoly Swakarsa Industry (Indopoly)

Holdiko's 77 percent ownership in Indopoly, a Biaxially Oriented
Polypropylene (BOPP) Film producer located in Indonesia, was sold to the
existing joint venture shareholder of Indopoly, Jefflyne Golden Holdings of
Singapore, for total gross proceeds of US$29.17 million.

Yunnan Kunlene Film Industries Co. Ltd, China (Yunnan Kunlene)
Holdiko's 63.41 percent shareholding in Yunnan Kunlene, a Biaxially
Oriented Polypropylene (BOPP) Film producer located in Yunnan Province,
China, was also sold to the existing joint venture partner of Yunnan
Kunlene, Jefflyne Golden Holdings of Singapore, for a total gross proceed
of US$14.38 million.

The sale of Indopoly and Yunnan Kunlene China, producers of Biaxially
Oriented Polypropylene (BOPP) Film, primarily used for food packaging and
cigarette packaging, began in the first quarter this year.

The assets were not offered publicly to the market since both Articles of
Associations regulate existing shareholders to have the first right of
refusal.

Nikko Securities acted as financial advisor to Holdiko for both asset sales.

Jefflyne Golden Holdings is a holding company with a main business in the
flexible packaging industry.

Through its headquarters in Singapore, Jefflyne Golden Holdings expressed
that it is pleased with the acquisition of Holdiko's ownership in Indopoly
and increasing its investment in Indonesia, as well as acquiring a
controlling stake in Holdiko's Yunnan Kunlene China operations.

"During the first quarter of this year, we have managed to conclude 7 asset
sales out of the 23 to 28 assets scheduled to be sold this year. These were
assets sales initiated late last year," said Scott Coffey, Director of
Holdiko.

"We have recently concluded preparatory work for our asset disposal program
this year, including selecting and appointing financial advisors to assist
us in carrying out each of our asset sales. We plan to launch the offering
of a number of new assets to investors by July/August of this year," he
added.

Holdiko will soon announce the results of the selection process of all its
financial advisors for the year 2001 asset disposal program, in which it
expects to raise Rp7.2 trillion. Total gross proceeds raised to date this
year have come from the following asset sales:

First Pacific Co. Ltd.           US$8.55 million
Indocoal                         US$45.5 million
Salim Plantations                US$368 million
- Pelunasan hutang pada Holdiko  Rp357 billion
Mosquito Coil Group              Rp610 billion
Indomaret                        Rp162 billion
Indocement (Tranch A)            US$43.8 million
            (Tranch B)            Rp250.4 billion
Kerismas                         Rp297 billion
Indopoly                         US$29.17 million
Yunnan Kunlene                   US$14.38 million
Total gross proceeds             Rp6.728 trillion

PT Holdiko Perkasa was established in relation to the settlement between
the Salim Group and IBRA with regard to loans extended by PT Bank Central
Asia (BCA) to companies affiliated to the Salim Group. As part of the
settlement agreement with IBRA, the Salim Group transferred shares and
assets in more than 100 operating companies to PT Holdiko Perkasa.

As direct and indirect shareholder of these companies, it is Holdiko's
responsibility to supervise each individual company with the aim of
disposing of a sufficient amount of these shareholdings.

Holdiko will subsequently direct the disposal proceeds to IBRA as part of
the settlement agreement.


LIPPO KARAWACI: Posts Q1 Net Loss Of Rp11.38B
---------------------------------------------
PT Lippo Karawaci sustained a consolidated net loss of Rp18.59 billion in
the first quarter of the current year, rising 63 percent from the year-ago
period's net loss of Rp11.38 billion, despite a higher operating profit of
Rp9.22 billion, IndoExchange reports yesterday.

Moreover, the operating profit was made on sales climbing 74.14 percent to
Rp87.21 billion from Rp50.08 billion in the corresponding period last year.

The increased consolidated net loss was attributable to higher
non-operating expenses totaling Rp19.94 billion, and expenses incurred from
subsidiaries' subsidiaries, the report says.

The property developer's total liabilities already stood at Rp1.44 trillion
as of the end of March 2001, up 41.17 percent from Rp1.02 trillion recorded
in the corresponding period last year.

In its announcement, the company confirmed that under the flag of "Group
Lippo Land", the company entered into a debt settlement agreement with the
Indonesian Bank Restructuring Agency (IBRA) on April 16, 2001.


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


DONG AH: Sacks 1,700 Workers
----------------------------
Dong Ah Construction fired 1,700 workers yesterday, following the May 11
announcement of its court-ordered liquidation, according to The Digital
Chosun.

A company official was quoted by Chosun as saying, "The present employment
relationship between the company and its workers will be terminated by the
liquidation order and the legal procedures following the command.
Therefore, a total of 1,723 employees will be dismissed as of June 14."

However, the company reportedly assured that it would rehire its workers
once the liquidation is completed, although this was not confirmed by the
company's court-appointed administrators, the report says.

In the meantime, the company's creditors is set to meet on July 6 to
discuss their claims that already mounted to 5,200 already since the
company was placed into receivership, the report says.


HYNIX SEMICON: Overseas Fund Raising Likely To Succeed
------------------------------------------------------
Financial Supervisory Commission (FSC) Chairman Lee Keun-young has
expressed his confidence that Hynix Semiconductor will succeed in its
ongoing overseas campaign for foreign investments, The Korea Herald reports
yesterday.

The ailing chipmaker's financial adviser Salomon Smith Barney is currently
sourcing syndicate loans, as it is doing the overseas roadshow seeking
foreign funding, the report says.


HYUNDAI CONSTRUCTION: Cutting Staff By 18.5%
--------------------------------------------
Hyundai Engineering & Construction (HDEC) is planning to reduce its
5,400-strong workforce by 18.5 percent, or roughly 1,000 employees through
voluntary resignations, early retirement and unpaid sabbaticals, The
Digital Chosun reported yesterday.

Workers on unpaid sabbaticals will be given priority in employment should
the conditions of the company normalize, the report says.


HYUNDAI ENGINEERING: Creditors Take On W989.3B In Swap
------------------------------------------------------
Creditor banks of Hyundai Engineering & Construction Company (HDEC) will
take on the W989.3-billion debt-for-equity swap for the ailing builder,
under a cost-sharing plan, The Korea Herald reported yesterday.

The plan will see insurance companies shouldering W138.7 billion; merchant
banks, W55.4 billion; finance companies W26.9 billion; and brokerage
houses, W47.6 billion. However, major creditor bank Korea Exchange Bank
will take on the biggest chunk of the swap, W185.8 billion, followed by
Korea Development Bank with W167.1 billion.

This cost-sharing plan was finalized after creditors of the company
approved the W1.4 trillion debt-for-equity swap and fresh capital infusion
of W1.5 trillion.


KIA MOTORS: Moody's Assigns Ba3 Issuer Rating
---------------------------------------------
Moody's Investors Service has assigned Kia Motors Corporation (Kia) an
issuer rating of Ba3. This is the first time that Moody's has assigned a
rating for Kia.

The rating outlook is stable.

Moody's says the rating reflects Kia's strong market position, the
company's improving performance in Korea and the US, its quick turnaround
from receivership-status, and strong improvement in financial leverage.

The rating also considers the foreign exchange risks associated with its
high exports and future warranty liabilities.

Kia's has a strong market position in the Korean automotive market and has
increased its market share in recent years. In addition, Kia's strong
export growth continues in 2001, despite the industry downturn in the US
automotive market.

Moody's says Kia's overall cash flow should improve through its focus on
export sales for growth in 2001, coupled with the current weak Korean Won.

However, Moody's considers Kia's earnings and cash flow are very sensitive
to changes in exchange rates. Moody's said that Kia's strong US sales are
supported by its favorable warranty program, competitive pricing, and the
introduction of new models.

Kia is still regarded as a second tier carmaker; but its brand recognition
is improving among US consumers. With the extended warranty program to
support its auto sales, Kia's warranty expenses could increase
significantly in the future.

Kia may also develop a production site in the US, where demand has been
rapidly increasing, but Moody's says this may require a significant amount
of additional capital and challenge the company's resources. In the
meantime, Kia will utilize excess capacity at Hyundai Motor's (Ba2)
factories.

Kia Motors Corp. is headquartered in Seoul, South Korea.


KOREA LIFE: Sale Apart From Affiliate Likely
--------------------------------------------
Korea Life Insurance may be sold separately from its affiliate Shindongah
Fire and Marine Insurance, as the government has suggested, The Korea
Herald reported yesterday.

An official told the newspaper prospective buyers would opt for separate
sales of the two firms. However, the official said, "A package sale is more
desirable for us, but we do not rule out separate sale. We would not insist
on a certain sales method. A potential acquirer who quotes the highest
price will get the companies."

According to the report, the government is considering giving up its 51
percent stake in Korea Life to a new buyer, while the remaining 49 percent
could be sold off publicly.

The shortlist of takeover candidates includes Hanwha Group, Axa of France,
Metro Life Insurance of the United States, SK Life Insurance and the Lotte
Group.

Details of the sale will be announced within the month. Selection of
bidders, moreover, has been scheduled by end of August.

In preparation for the sale, the government injected a total of W2.1
trillion into the life insurer, while another planned fund infusion of W1.5
trillion has yet to be made.


SK CORP: Positive About Sale Of Stake In SK Telecom
---------------------------------------------------
SK Corporation has expressed confidence that it will be able to sell its
stake in SK Telecom by the month's end to a foreign telecommunication firm,
The Korea Herald reports yesterday, citing Samsung Securities.

According to the report, Samsung Securities learned that the sale process
is ongoing.

Proceeds of the sale, the report further adds, will be used to reduce the
company's foreign exchange exposure and interest payments by repaying the
company's foreign and high-cost loans.

The company's OK Cashbag card business is reaching toward the break-even
point this year, as it's numbers of participating shops and subscribers
have already reached 54,000 and 15.5 million respectively.


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


CYGAL BERHAD: Y2K Financials Cause Auditors to Doubt Firm's Viability
---------------------------------------------------------------------
With reference to the query from the Exchange dated 8 June 2001 pertaining
to the qualifications stated in the Auditors' Report of the audited
financial statements for the year ended 31 December 2000, the Cygal Berhad
explains as follows:

(i) The Auditors are of the opinion that the ability of the Group and the
Company to operate as a going concern will depend on future profitable
operations, continued support from financial institutions and the
successful conclusion and implementation of the Scheme.

Taking into consideration the capital deficiency, net current liabilities
and net loss position of the Group and the Company as at 31 December 2000,
and pending the finalization of the debt-restructuring scheme with the
financial institution creditors under the purview of the Corporate Debt
Restructuring Committee, the Auditors are of the opinion that, subject to
the effects of any adjustments which may be required should the going
concern basis be inappropriate, the accounts give a true and fair view of
the state f affairs of the Group and of the Company as at 31 December 2000.

(ii) In arriving at the audit opinion on the Group accounts, the Auditors
need to consider the accounts of the subsidiaries not audited by them based
on the opinion expressed by these subsidiaries' auditors.

As at the date of the Auditors' Report, audit works on certain subsidiaries
(of which the Company only hold 50.5 percent equity interests) were still
on going.

Accordingly, pending the release of the audited accounts and auditors'
reports of these subsidiaries, the Auditors are satisfied that, except for
these subsidiaries, the accounts of the other subsidiaries that have been
consolidated with the Company's financial statements are in form and
content appropriate and proper for the purposes of the preparation of the
consolidated financial statements and they have received satisfactory
information and explanations required for those purposes.

In November 1999, ready-mix concrete and furniture-maker Cygal and three
of its subsidiaries, undertook a debt restructuring exercise with its
non-financial institution creditors via a scheme of arrangement under
Section 176(10) of the Companies Act, 1965. The scheme was subsequently
approved in December. Presently, the Company is finalising a debt
settlement scheme with its financial institution creditors under the
purview of the Corporate Debt Restructuring Committee.


EPE POWER: Defaults On Interest Payment
---------------------------------------
EPE Power Corporation Berhad has further defaulted on the payment of
monthly interest of RM685,724.30 due to several banks (Lenders) under its
revolving credit (RC) facilities. The total principal outstanding on the RC
facilities as of 13 June 2001 is RM94.6million.

With the assistance of Commerce International Merchant Bankers (CIMB) as
the financial advisor, the Company has presented a concept paper for the
debt restructuring scheme to the Lenders and negotiations are currently
taking place.

Profile

The EPE Power Group is principally involved in the manufacture, supply and
maintenance of electrical equipment; design, engineering and construction
of power distribution, transmission and generation systems; operation and
maintenance of power distribution systems and power plants; and supply of
electricity.

The manufacturing division has as its major customer, Tenaga Nasional Bhd,
Malaysia's national utility supplier. Major projects completed by the Group
include the largest IPP in Sabah, the 132MW power plant in Kota Kinabalu in
1998, and the 132/33KV bulk supply sub-stations which provide electricity
to the PUTRA LRT. The latter is EPE's first power purchase customer.

EPE has a 15-year contract for the operation and maintenance of PUTRA LRT's
electrical network. In addition, EPE has a 21-year generating license to
operate the Sabah power plant.


LIEN HOE: Aborts Restricted Offer For Sale
------------------------------------------
The Securities Commission (SC) approved the proposed acquisition of Atria
Properties Sdn Bhd (APSB) on 30 May 2000. A purchase consideration of
RM51,640,000 will be satisfied by the issuance of 51,640,000 new ordinary
shares of RM1.00 each in Lien Hoe Corporation Berhad (Lien Hoe Shares) to
the APSB vendors (Proposed APSB Acquisition).

It was offered that, upon the completion of the Proposed APSB Acquisition,
the APSB vendors would undertake a restricted offer for sale of 33,789,556
Lien Hoe Shares to the shareholders of Lien Hoe (Proposed ROS) at par,
except to Beta Holdings Sdn Bhd (Beta) (a substantial shareholder of Lien
Hoe) and Mr Chan Wah Long (Managing Director of Lien Hoe, a Director and
substantial shareholder of Beta).

The Proposed APSB Acquisition was completed on 27 April 2001. However, in
view of the prevailing bearish sentiment of the Kuala Lumpur Stock
Exchange, the Board of Directors of Lien Hoe announces that the APSB
vendors and Lien Hoe have decided to abort the Proposed ROS.

The proposed capital reduction and share consolidation was completed on 15
February 2001.

The Perdana Merchant Bankers Berhad (PMBB) has submitted an application to
the SC for an extension of time in relation to the implementation of the
proposed acquisitions of Billiontex Industries Sdn Bhd (BISB) and Russella
Teguh Sdn Bhd (RTSB), proposed restricted offer for sale of irredeemable
convertible unsecured loan stocks arising from the proposed acquisitions of
BISB and RTSB, the proposed debt restructuring and the proposed rights
issue of warrants (collectively referred to as Proposed Corporate Exercise)
and the application is pending the SC's decision.

It is the Board's intention to proceed with the Proposed Corporate Exercise
when the market sentiment improves.


MAN YAU: Court Approves Proposed Meetings
-----------------------------------------
The Board of Directors of Man Yau Holdings Berhad announces the application
made by the Company and its two subsidiaries Man Yau Plastic Factory
(Malaysia) Sdn Bhd and Wang Corporation Sdn Bhd, for the convening of the
proposed meetings of creditors and/or shareholders has been approved by the
Kuala Lumpur High Court on 12 June 2001.

The proposed meetings of creditors and/or shareholders are to be convened
within six months from 12 June 2001.

The application was in relation to the company's proposals, as follows:

* proposed scheme of arrangement under Section 176 of the Companies Act, 1965;

* proposed reverse take-over of Man Yau Holdings Berhad via acquisitions of
various companies

* proposed private placement

* proposed employee share option scheme.

Profile

The Man Yau Holdings (MYH) Group produces plastic parts and components for
audio equipment, electronic products and electrical equipment. About 95
percent of the Group's products are sold directly to MNCs and the balance 5
percent to OEMs for export to the US. In 1995, the Group diversified into
the manufacture of rubber latex examination gloves and property development
and in 1997 into private education.

Currently, the Company is seeking resolution to its cash flow problems via
a reverse take over agreement involving the acquisition of Applied Business
Systems Sdn Bhd (ABSSB), capital reduction and consolidation or
reconstruction and debt restructuring. For this purpose a restraining order
has been obtained under Section 176(10) valid for three months from 16
October 2000.

Construction of a building at Northam Road, Penang, under a new financial
package is meanwhile due for completion at the end of year 2000, and the
plastics manufacturing activities are operational on a limited scaled down
basis.


MBF CAPITAL: Explains Auditor's Report
--------------------------------------
MBf Capital Berhad's auditor's disclaimer of opinion of the Company's
Annual Report 2000 is due to the following reasons:

(i) The 1997 economic slowdown in Malaysia and other Asian countries had
significantly affected the Company's and the Group's operation. The
continuing economic uncertainties on the financial performance of the
Group's clients had increased the credit risk inherent in receivables and
the realizable values of other assets and collateral held.

The economic slowdown had affected the ability of the Company and the Group
to maintain or pay their debts as they mature. The liquidity of the Company
and the Group is also dependent on the relationship with their bankers in
relation to variation to settlement of debts or debts' covenants should the
situation be required.

(ii) As at 31 December 2000, the Company and the Group have net
shareholders' deficit of RM1,886,528,000 and RM1,834,220,000 respectively.
The Company and certain of its subsidiaries are currently working on
proposed corporate and debt restructuring exercises with their bankers and
creditors.

The exercises are to restructure the credit facilities of the Company and
its subsidiaries with a view to return to profitability and servicing of
these obligations. The ability of the Company and its subsidiaries to
continue as a going concern is dependent on the successful implementation
of these exercises, which is in turn, dependent on the support of its
shareholders, local and foreign bankers and certain creditors of the Group,
and also the approval of the relevant authorities.

The above multiple uncertaintiesresulted in the auditor's disclaimer of
opinion.


SRI HARTAMAS: Moratorium Extended
---------------------------------
Sri Hartamas Berhad says the moratorium under Section 41 of the Pengurusan
Danaharta Nasional Berhad Act, which took effect 16 June 2000, i.e. the
date of the appointment of the Special Administrators over the Company, has
been extended to 15 June 2002.

The extension is pursuant to section 41(3) of the Act.

During the period of the moratorium, no creditor may take action against
the Company except in accordance with section 41 of the Act. All dealings
and enquiries may be directed to the Special Administrators.

Background

Originally, the operations of the Company (SHB) were concentrated on the
manufacture of textiles. Subsequently, due to the impact of depressed
textile markets on the Company's earnings, SHB requested the suspension of
trading of its shares on KLSE in order to carry out a revamp of its
operations.

A capital reconstruction scheme was undertaken in 1984 and all textile
manufacturing operations were discontinued. The Company's shares were
suspended on 6 March 1975 and requoted on KLSE on 27 July 1984. In 1994,
another reconstruction scheme was carried out.

Today, the Company's core activities are property development including
dealing in land, property investment and investment holding. Property
development projects undertaken by the Group are mainly located in Kuala
Lumpur, Port Dickson, and Johor Bahru.

Also, the Group operates two hotels located in Penang and in Malacca as
well as a hotel investment in China.

As part of its diversification strategy, SHB had, on 14 December 1998,
entered into a JVA with Bartercard International Pty Ltd to undertake
operations of the "Bartercard System" in Malaysia.

On 2 February 2000, SHB and its two subsidiaries, Sri Hartamas Construction
and Mawar Tiara, entered into three separate agreements with South-Pacific
Avenue (M) Sdn Bhd, Swiss-Region Development and Prosperous Portfolio
respectively to dispose of some interests in subsidiaries and land. These
proposals will enable the Company to reduce further its gearing as well as
divest loss-making subsidiaries.

These proposals were subsequently held in abeyance pending the assessment
of Special Administrators (SAs) appointed to the Company. On 5.1.2001,
however, the agreements have lapsed and deemed aborted.

On 16 June 2000, Pengurusan Danaharta Nasional Bhd appointed SAs, Messrs
KPMG Corporate Services Sdn Bhd, to the Company and subsequently on 21
August 2000 and 18 October 2000 respectively appointed these SAs to the
Company's five subsidiaries. Concurrent with this appointment, a
twelve-month moratorium was placed on SHB and these subsidiaries to allow
the SAs to preserve the Group's assets and work out proposals for the
purpose of achieving the Group's survival.

Pursuant to the workout proposal, the SAs had on 22 November 2000, invited
prospective proposers to submit their plans to restructure the Group. As at
the closing date of 6 December 2000, 12 proposals were received, including
two from public-listed companies. Out of these 12, three were for the
Group's restructuring and nine for bidding of certain assets of the
subsidiaries. Upon approval of the selected proposal by Danaharta and an
independent advisor, a meeting of secured creditors will be convened to
vote on the proposal.

The SAs had also on 7 March 2001 entered, on behalf of SHB's subsidiary Sri
Hartamas Hotels, into an agreement with Sin Yik Development Sdn Bhd to
dispose off Tanjung Bungah Hotel in Penang. The sale is subject to the
completion of conditions precedent, which includes the relevant approvals
for the Group's workout proposal.


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


BENPRES HOLDINGS: Shares Up 12%
-------------------------------
Benpres Holdings Corp.'s shares climbed 12 percent Wednesday due to reports
the government had agreed to shoulder part of the group's water unit's
debts, The Asian Wall Street Journal reports.

According to a local newspaper's report, the government will assume a
fraction of the debts of Maynilad Water Services Inc. Along with this, the
government gave its approval for the water firm to implement a rate price
hike by 72 percent beginning July 1. The raise is part of the water firm's
plan to cut its mounting obligations arising from huge foreign exchange
losses.


NATIONAL STEEL: Unionists Call For Govt. To Approve Bid
-------------------------------------------------------
In a letter to Philippine President Gloria Macapagal-Arroyo, the labor
group of beleaguered National Steel Corporation (NSC) urged the government
to approve Allengoal Steel Fabrication and Trading's proposal to lease,
operate and rehabilitate the steel firm's plant in Iligan City, The Manila
Times reports Wednesday.

The newspaper further reports that NSC Labor Union-Federation of Free
Workers President Simplicio Villarta deemed Allengoal's proposal as the
"most realistic, doable" recourse to revive the steel firm.

In his letter to the President, Villarta wrote, "Your Excellency, we are
already at the brink of losing hope in the future of NSC, in Iligan City,
in Mindanao and fearfully, in our own future. We could not clearly
understand why the immediate past Administration did not allow the
reopening and operation of NSC. It would be harder for us to understand if
Your Excellency's Administration will continue to stand by the sidelines
and do nothing about NSC."

He continued, "Allengoal has been consistently interested and has remained
committed to pursue immediately the operation and maintenance of NSC
facilities under a lease agreement even to this day. The proponent is
entity established and manned by former NSC managers and workers and having
had accumulated tens of thousands of actual experiences among themselves in
running NSC itself."


RFM CORP: Bond Payment Planned
------------------------------
Philippine food and beverage giant RFM Corporation disclosed that it plans
to meet its obligations arising from the 2.75 percent Convertible Bonds due
2006 issued by its subsidiary, RFM Capital, Ltd., and guaranteed by RFM.

RFM CFO Meldin Al G. Roy says, "RFM intends to honor its obligations to
bondholders, but will need more time to do so."

He said that with the sale of RFM's interest in its thrift bank subsidiary,
Consumer Savings Bank, as well as in its semiconductor subsidiary, PSi
Technologies Holdings, Inc., the company expects to be able to
substantially reduce the outstanding amount due under the Bonds.

Roy also said that the company is planning to hold a meeting with
bondholders in the near future. Roy said the thrift bank sale had been
closed, but the PSi sale remains subject to certain closing conditions.

Net proceeds from the two transactions are expected to be approximately
US$36 million, he said. Additional funds for bondholder payments are to be
sought from further asset sales.

RFM had earlier announced that it was focusing its business on the branded,
high-margin units comprising the so-called refreshments business
(softdrinks, juice, ice cream), and was moving away from the traditional
food lines.


RFM CORP: Swift To Be Auctioned
-------------------------------
Cash-strapped RFM Corporation's food subsidiary Swift Foods, Inc. will be
placed on the auction block, as part of the group's plan to shift focus to
beverage manufacturing, Business World reports yesterday, citing RFM Senior
VP Ramon Lopez.

According to the report, Lopez told World that the parent firm is looking
into options with regard to the planned disposal of Swift. However, the
parent firm may also opt for strategic partnership should the planned sale
of the food unit fail.

Lopez was quoted by World as saying, "We're getting inquiries on the
divestment or partnership but we are not in formal negotiations yet. We are
open to both options. Whatever the investors or buyers will offer first,
either full acquisition or just strategic partnership, we will be open to
that."

RFM, which owns a 97-percent stake in Swift, claims Swift's poultry
division is the leader in the local market, boasting of up to 35 percent of
the market pie, the report says.

Swift's book value now stands at P2.08 per share.


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


ASIA PULP: Posts Debts Units Owe BII
------------------------------------
The following are the list of debts that units of Asia Pulp & Paper of
Sinar Mas Group owe to PT Bank Internasional Indonesia (BII) and which are
guaranteed by the Indonesian Bank Restructuring Agency (IBRA). Thus:

Borrower          Principal Amount     Interest
                                       (Dec 31, 2000)
PT Indah Kiat     $179.9 Million       $1.5 Million
Pulp & Paper

PT Pabrik Kertas
Tjiwi Kimia       $82.3 Million        $496,365

PT Pindo Deli
Pulp & Paper      $63.9 Million        $550,001

PT Lontar Papyrus $37.1 Million        $294,944
Pulp & Paper

PT Ekamas Fortuna $383,733

PT Purinusa       $345.6 Million
Ekapersada


KEPPEL CAPITAL: OCBC Bank Delivers Notice Of Takeover Offer
-----------------------------------------------------------
Oversea-Chinese Banking Corporation Limited (OCBC Bank) refers to the
announcement dated 12 June 2001 of its voluntary conditional cash offers
for Keppel Capital Holdings Limited (KCH).

In connection with the Offers, the Notice of Take-over Offer and the
Statement in compliance with the requirements of Part B of the Tenth
Schedule to the Companies Act (the Part B Statement) were delivered to KCH
Wednesday.

The Notice of Take-over Offer and the Part B Statement were also lodged
today with the Registry of Companies and Businesses and Singapore Exchange
Securities Trading Limited. Copies of the Notice of Take-over Offer and the
Part B Statement are available on the websites of the Singapore Exchange
Limited at www.sgx.com and OCBC Bank at www.ocbc.com.sg.

The Directors of OCBC Bank (including any who may have delegated detailed
supervision of the preparation of this announcement) have taken all
reasonable care to ensure that the facts stated in this announcement are
fair and accurate and that no material facts have been omitted from this
announcement, and they jointly and severally accept responsibility
accordingly.


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


CARNAUDMETALBOX: Adviser's Opinions On Delisting
------------------------------------------------
At the 178th Meeting of the Board of Directors of CarnaudMetalbox
(Thailand) Public Company Limited (CMBT or the Company) held on May 10,
2001, a resolution was passed for the Company to be delisted from the Stock
Exchange of Thailand (SET).

Industry and Trend

Currently, there are about 1,600 packaging manufacturers, most of which are
small ones engaged in manufacture of paper and plastic packagings.
Manufacturers of metal containers number about 130, of which around 13 are
large ones with CMBT topping the list.

Packaging products have been developed consistently. The suitability of
cans and ends for each product can be adjusted to provide competitive edge
in terms of design and quality.  The successful factor lies in the
capability to create distinctive styles of products rapidly and to upgrade
the product quality. Otherwise, the selling price will be the main
competitive factor.

The country's economic growth is vital to the expansion of the packaging
industry.  Healthy economy will enhance higher purchasing power hence
stronger demand for canned foods and beverages as well as related products,
i.e. cans and ends. The current competition in the packaging industry, for
both cans and ends, has intensified amid the oversupply situation.
Manufacturers cannot raise their selling
prices despite the price hikes of raw materials which represent the main
part of the production cost. Therefore, competition has been driven by the
development of design and product quality.  As of 2000, CMBT''s market
share was approximately 15 percent.

The manufacture of 2-piece and 3-piece cans and ends for the next 3-4 years
will remain in fierce competition in terms of both price and quality.  This
is because the prevailing economic downturn has dampened consumers'
purchasing power and the customers will become more quality conscious.

CMBT's business operation is aimed at retaining its existing, as well as
boosting its future, market share with focus on seeking new export markets,
bolstering product quality, and reducing cost, so as to broaden the
Company's competitive edge.


1.1 Financial performance

The Company's audited financial performance for the past three years ended
December 31, 1998-2000 and unaudited but reviewed results for the first
quarter ended March 31, 2001, can be summarized here:

Bt. Million
                     March 31, 2001      2000      1999      1998

Balance sheet extract


Assets

Cash on hand and at bank
                            189.29    212.70    450.81    120.71
Short-term investment
                             540.00    480.00         -         -

shares at the par value of Bt. 10.00 per share.  Of this total, about
13,159,000 shares are held by the Company's major shareholders, namely
CarnaudMetalbox Asia Ltd. and CarnaudMetalbox Packaging Pte. Ltd. which are
in the CCS group, leaving the remaining 4,463,196 shares to minor
shareholders.  For the past three years, CMBT's stock trading volume was as
follows:

Year                     Trading volume          (shares)
Stock turnover to paid-  up registered capital   ratio (%)
Jan.-May 2001*                          418,613       2.38
Jan.-Dec. 2000                        1,501,260       8.52
Jan.-Dec. 1999                        4,851,954      27.53
Jan.-Dec. 1998                        4,705,010      27.04
*Note: For 2001, the period referred to covers January 3-May 10.

It is noted that the trading volume since 2000 has been on a downtrend,
being the trading proportion lower than 10 percent of the total issued
shares, this does not accord with the SET's regulations and reflects the
declining trend of the Company's stock liquidity.  Hence, a tender offer
will be made for CMBT''s stock delisting which will allow the remaining
shareholders to make decision whether or not to sell out their shares to
the tender offeror.

2) Risk from major shareholders with over 50% stake

As CMBT's major shareholders are companies in the CCS group, holding
74.67 percent of CMBT's total paid-up capital, they have the power to
control almost all resolutions to be passed at the shareholders' meetings
such as those relating to appointment of directors or those on other
matters requiring a majority vote at the shareholders' meetings except for
the resolutions required by the relevant laws and regulations to be passed
by at least three-fourths of the total votes of the meetings.

Hence, other shareholders may be unable to gather enough votes to check and
balance the power exercised by the major shareholders.

Moreover, should CMBT's major shareholders wish to take up more than 75
percent of CMBT's total paid-up capital through a tender offer for a small
portion of shares from the minority shareholders, the latter would risk
having the Company taken over and decision makings influenced by the former
on essential matters put forward at the shareholders' meetings.

Therefore, making a tender offer for delisting of CMBT's shares from the
SET will ensure that the minority shareholders, not the major ones, will be
able to sell their shares to the offeror which will help relieve exposure
to the above risks.

3) Fund raising from the capital market

In view of its financial result for the past three years from 1998-2000 and
as of March 31, 2001, the Company enjoyed asset growth successively while
its indebtedness was mainly represented by short-term debts.

The Company's debt to equity ratio has been on a declining trend all along.
  As of March 31, 2001, it posted total assets of about Bt2,007.48 million,
total liabilities of Bt674.57 million and shareholders' equity of about
Bt1,332.91 million.

Besides, it had cash available at about Bt729.29 million, trade accounts
receivable, which are collectible in cash and saleable inventories of about
Bt. 901.08 million.

The Company's liabilities comprised trade accounts payable of Bt480.00
million and other current liabilities of Bt105.70 million.

It is evident that the Company has sufficient working capital for its
operation and expansion of business. In case of capital fund shortage, it
can borrow from CCS, its parent company. The Company thus needs no fund
raising from the public in the future.

4) Saving of expenses in maintaining the listed company status

The Company has to be responsible for and bear expenses in maintaining the
status of a listed company on the SET, such as annual fee, auditing fee for
review of quarterly financial statements and other expenses pertaining to
the Company's disclosure of information, e.g. personnel expense for
information disclosure, etc.

On the contrary, if non-listed, CMBT will not be obliged to maintain the
status and will bear no expenses, thereby leading to declining expenditure
in overall and hence more benefits to the shareholders.

In addition, the fact that the Company is required to disclose information
on some business transactions to comply with the SET's prescription and
regulations may put the Company at a disadvantage in competition against
some non-listed rivals.

5) Effects on minor shareholders

If the shareholders approve the delisting of the Company to delist its
shares from the SET and the SET accordingly approves so, and the
shareholders fail to sell such shares to the offeror, there will be impacts
on the minority shareholders as follows:

    5.1 Lack of liquidity in stock trading - After the Company becomes
non-listed, there will be no secondary market and reference market price
for its share trading, resulting in lack of trading liquidity.

    5.2 Change in return on investment - Return on investment in the
securities will change. That is, the opportunity for the shareholders to
obtain capital gain will become less due to limited share turnover and lack
of secondary market to cushion the trading.

    5.3 Access to the Company's information - Minority shareholders can no
longer have timely access to the news or information to be disclosed by the
Company as required by the SET, as well as documents and information
stipulated by the Securities and Exchange Commission (SEC), such as Form
56-2, etc.

For the above reasons, the delisting of CMBT's shares from the SET is
considered appropriate.

Delisting Conditions

1. Delisting application approval by the Company's shareholders' meeting

According to the SET''s regulations, application for stock delisting must
be approved by the shareholders or proxies (if any) present at the meeting
and having voting right with the votes of 75 percent or more of the total
issued shares in the Company, and the number of shares held by the
shareholders who object to such delisting must not exceed 10 percent of the
total issued shares in the Company.  The Company and the Independent
Financial Advisor must arrange a meeting to give explanation about the
delisting application and the tender offer to the general investors at
least seven days before the shareholders'' meeting date.

2. Delisting approval by the SET  After the sharesholders' approval has
been obtained, The Company must file the delisting application to the SET's
Board of Governors for consideration.  The SET will inform the 3. Tender
offer - Upon obtaining delisting approval from the SET, Claremont Holdings
(Thailand) Ltd., the tender offeror, will arrange to have the tender offer
for all of the Company''s shares and the tender offer will open for 45
business days.

3. The Independent Financial Advisor's opinions on the offering price

CMBT intends to apply for delisting of its shares from the SET.  A tender
offer for the shares will be made by Claremont Holdings (Thailand) Co.,
Ltd.(CH), which is a company hold by CarnaudMetalbox Asia Ltd. 99.99
percent of CH's total issued shares.

(CMBT's major shareholders are the CCS group holding shares through
CarnaudMetalbox Asia Ltd. and CarnaudMetalbox Packaging Pte. Ltd. in the
amount of 13,159,000 shares or 74.67 percent of CMBT's total issued
shares.) The offeror will take up shares from minority shareholders at
Bt90.00 per share. Such offering price is inclusive of the right to
dividend payment and/or any rights resulting from the shareholding (if
any).  The seller will be responsible for the selling fee of 0.25 percent
of the offering price and value-added tax of 7 percent of the selling fee,
hence Bt89.7593 net per share to be received by the seller.

IFCT and IFCTA, as the Independent Financial Advisor, have considered the
offering price compared with the share price derived from various valuation
approaches, and are of the opinion about the offering price as follows:

The valuation approaches of CMBT's ordinary shares

1. Book value approach

Based on CMBT's financial statement as of March 31, 2001 reviewed by its
auditor, CMBT's shareholders' equity is shown as follows:

Issued and paid-up shares  Bt176.22 million
Share surplus              Bt224.92 million
Retained earning           Bt931.77 million
Shareholders'' equity      Bt1,332.91 million
No. of shares               17,622,196 shares
Book value per share       Bt75.64 per share

By this approach, the Company's share is appraised at Bt75.64 per share.

2. Adjusted book value approach

By this method, the book value of the Company as of March 31, 2001 in
clause 1 above is adjusted by the market value of the revalued assets.
Hence, the share price is calculated by deducting total liabilities as
shown in CMBT's financial statement including contingent liabilities from
total assets at their present fair value, and then divided by total number
of shares. This approach can better reflect the present value of the
Company's assets than the book value approach. Details of calculation are
as follows:

Total assets                         Bt2,007.48 million
Less    Total liabilities            Bt674.57 million
Less    Contingent liabilities       Bt0.00  million
Add    Revaluation Surplus*          Bt248.19  million
Net asset value                      Bt1,581.10  million
Issued and paid-up shares            17,622,196 shares
Share price calculated by adjusted book value approach:
Bt89.72 per share

*Note: Derived from the asset valuation as of May 23, 2001 by Henry Butcher
Auctioners and Valuers Pte.Ltd.

By this method, the Company's share value will be Bt89.72 per share.

3. Price to book value approach- P/BV

By this method, CMBT's share price will be determined by multiplying the
Company's book value by the average closing price to book value of the
companies listed in the SET. In this case, the Company operating in the
same industry and having the similar business operation nature taken into
account is Crown Seal Plc. (CSC).

This valuation method will reflect CMBT's value under the market mechanism
which is circumscribed by demand and supply of the investors. The average
price to book value ratio calculated based on the average figures during
the past one year counted until May 10, 2001 is 0.65. Therefore, based on
the foregoing average price to book value ratio, details of the Company's
share price will be as follows:

Bt million   Book value
1,332.91  Price to book value ratio (time)
0.65  CMBT''s value based on P/BV approach
866.39  No. of shares (million shares)
17.62  CMBT share value calculated based on P/BV method
(Baht/share) 49.17

With calculation by this method, CMBT's share price will be about Bt49.17
per share.

4. Market value approach

The share price by this method will be determined by the average closing
price of shares traded on the SET. In calculation, the average closing
prices of shares over the past one year (until May 10, 2001) are taken into
consideration and concluded below:

Calculation period  Average closing price   (Bt/share)
Feb. 10, 2001  May 10, 2001: past 3 months  43.52
Nov. 10, 2000  May 10, 2001: past 6 months  46.15
Aug. 10, 2000  May 10, 2001: past 9 months  45.11
ay 10, 2000  May 10, 2001: past 12 months   43.88


With calculation by this method, the Company's share price will be in the
range of about Bt43.52 - 46.15 per share.

5. Price to earning (P/E) ratio approach

By this method, the share price is derived from multiplying CMBT's net
earning per share of the whole year, adjusted from that of the most recent
financial statement as of March 31, 2001, by the average P/E ratio for the
past one year of CSC, which engages in the similar type of business to CMBT
and is listed on the SET.

However, as CSC's average P/E ratio as well as its operational performance
in the past year registered losses, this valuation method is not applicable.

6. Enterprise value to Earning Before Interest, Tax, Depreciation and
Amortization (EBITDA) ratio approach

By this valuation method, CMBT's enterprise value is calculated by having
the enterprise value of the companies in the same industrial sector and
listed on the SET divided by their EBITDA and then multiplied by the EBITDA
of CMBT projected as of December 31, 2001.  CMBT's enterprise value will
then be used to calculate the Company's share price as follows:

EV  =  Market capitalization + Total liabilities - Cash
Market capitalization = Closing price x Number of outstanding shares
and listed on the SET is about 2.11.  Having it multiplied by the EBITDA of
CMBT projected as of December 31, 2001 which is Bt396.28 million, the
Company's enterprise value (EV) can be figured out at Bt836.15 million.
This amount will then be used to calculate the Company's share price as
follows:
EV   =     Market capitalization + Total liabilities - Cash
836.15   =  ( X *17.62) + 674.57 - 729.29
CMBT's share price (Bt./share)= 50.56

By this method, the Company's share price will be Bt50.56 per share.

7. Discounted cash flow approach

By the discounted cash flow method, the share price is calculated based on
future cash flow with the Company run on a going concern basis. Also no
projection has been made for 2002-2005 as CMBT's Management considers it
hardly possible to forecast its business operation for a longer term i.e.
the five years as the Company's business hinges mainly on Thailand''s as
well as global economic conditions, very keen competitive market situation
as well as rapidly changing consumers' demand. The Independent Financial
Advisor has thus made projection for such period on a conservative basis
using past data taking into account industrial trend and the Company's
futures business policies.

The financial projection prepared by the Independent Financial Advisor is
exclusively for the purpose of figuring out the Company's fair share price
under the current circumstances and for use in price comparison with the
offering price of this tender offer.  The valuation price based on such
projection may not be used for any purposes other than this.  Moreover,
there may be deviation in such price if the economic condition and the
circumstances surrounding the Company have changed in material aspects.

The assumptions used in the financial projection are as follows:

1. Total revenues come from: Sales of products will amount to Bt2,656,760
in 2001 and constant.

2. Interest income: The Company estimates interest income to be at the rate
of 1.75 percent

3. Cost of sales comprising raw material and other direct costs are
estimated at the rate of 86 percent of sales of products during 2002-2005.

4. Selling and administrative expenses comprising technology royalty,
personnel expenses etc. estimated at the rate of 7 percent during 2001-2005.

5. Trade accounts receivable: Turnover of the Company's trade accounts
receivable is estimated at 120 days or 32.88 percent of sales of products.

6. Amounts due from related companies comprising consultant fee, purchase
and etc. are done according to normal business.

7. Inventories: Turnover of the Company's inventories is projected to be 60
days or 16.44 percent of sales of products.

8. Trade accounts payable: The Company estimates the credit terms to be
about 77 days and the outstanding balance to be 24.53 percent of the cost
of raw materials procured from the suppliers.

9. Other current liabilities comprise income tax payable, accrued payable
and etc., projected decrease to Bt24,855,000 in 2002 and constant.

10. Amounts due to related companies comprising consultant fee and etc. are
done according to normal business.

11. Reserve for employee retirement benefits and other reserves, estimated
to be paid and amount will decrease to Bt11,916,000 in 2002 and constant.

12. Return on equity: Return on equity is calculated based on the capital
asset pricing model (CAPM Model), as follows:

Return on equity ( ke )  =   Rf + ? ( Rm - Rf )

Where   Risk Free Rate ( Rf )  = 5.32 percent (Government Bond 10 years.)
         Beta ( ? )      =   0.622 (company in same group)
         Rm      =  15.02 percent (average 15 years of SET)
         Market Risk Premium ( Rm - Rf ) =   9.70 percent
         Return on equity ( ke ) =   11.36 percent

In this regard, the Independent Financial Advisor has assessed the
Company's share price by the discounted cash flow approach based on the
return on equity in a range of 10.00 percent to 15.00 percent, with details
as follows:

Return on equity (%)              10.00     11.36     15.00
Company's value

5.  Price to earning ratio
6.  Enterprise value to EBITDA ratio       90.00         50-56
39.44
7.  Discounted cash flow  90.00  90.34-113.47   (23.47)-(0.34)
8.  Dividend discounted   90.00   15.41-22.16   67.84 - 74.59

From the above approaches, the Company's share price will be in a  range
of  Bt15.41-113.47 per share.

The book value method reflects the share price of the Company on a specific
date without taking into account the market value of its assets and
liabilities as well as its future revenues.  However, the assets and
liabilities are counted in the adjusted book value method, using the
revalued asset price to adjust the share price to the market price with the
contingent liabilities also taken into consideration.  The price calculated
by this method is thus a more realistic one.
For the price to book value method, as there is only one company in the
same industrial sector as CMBT and listed on the SET, namely Crown Seal
Plc. (CSC), and the price to book value ratio of most listed companies have
been affected by the economic downturn leading to dampened trade volume and
value, this method may not reflect the real value of the Company.

The price to earning per share ratio method is not applicable as CSC, the
company in the same industrial sector as CMBT and listed on the SET,
recorded operational loss in 2000 and the first quarter of 2001, thus no
such ratio can be worked out.

By the market value approach, the market price for the past one year
counted until May 10, 2001 may not reflect the real share value as the
stock market for the past year has been highly volatile as a result of the
economic slump.

Therefore, CMBT's delisting from the SET and the making of a ten
shareholders are considered reasonable.  The decision whether to approve
the delisting and that whether to accept the tender offer can be made based
on the reasons and the opinions we have given above.  The final decision,
however, should be made at the shareholders' own discretion.

The Independent Financial Advisor, hereby certify that the opinions
expressed herein have prudently been made in compliance with the
professional standards and principles, and with due regard to the
shareholders' benefits.


TELECOMASIA CORP: Appoints TISCO As Financial Adviser
-----------------------------------------------------
TelecomAsia Corporation Public Company Limited (the Company) has appointed
TISCO Securities Company Limited (TISCO) to be its financial advisor to
render an opinion on the connected transaction between the Company and
Kreditanstalt F?r Wiederaufbau (KfW), a major shareholder of the Company.

Details of such transaction are disclosed in the Information Memorandum of
Connected Transaction Regarding the Arrangement to Reduce Exposure to
Currency Exchange Rate Fluctuation, which was submitted to the Stock
Exchange of Thailand (SET) on May 22, 2001.

Summary Of Transactions

The Company has obligations to make repayments of advances to creditors,
including KfW, in US Dollars in accordance with the US Dollar Amendment
Agreement dated December 22, 1999 and the Security Agreement Amendment and
Restatement Agreement dated December 22, 1999 (SAARA).

The Company seeks to enter into an arrangement to reduce its exposure to
currency exchange rate fluctuation and KfW, as a major shareholder, has
agreed to assist the Company in this regard.

On May 21, 2001, at the Meeting No. 5/2001 of the Board of Directors of the
Company, a resolution was passed authorizing the Company to enter into the
Payment and Indemnity Agreement with KfW and to perform its obligations
under said Agreement.

However, this transaction is deemed to be a connected transaction pursuant
to the Notification of the SET Re: Rules, Procedures and Disclosure of
Connected Transaction of Listed Companies and must consequently be
submitted to a meeting of the shareholders of the Company for their approval.

The details of the transaction can be summarized as follows:

Value of the transaction: Approximately US$100 million plus costs, expenses
and contingent indemnity payment.

General characteristics and conditions of the transaction

(1) The Company will make payment of fixed amounts in Thai Baht rather than
US Dollars to KfW to satisfy the corresponding portion of its payment
obligation in US Dollars under the US Dollar Amendment Agreement.  The
amounts in Thai Baht will be fixed before the execution of the Payment and
Indemnity Agreement.

(2) KfW will enter into a Swap Agreement with a counterparty, requiring KfW
to deliver the same amount in Thai Baht as specified in (1) to the
counterparty. In return, the counterparty will deliver KfW the amount in US
Dollars equal to the original payment obligation of the Company.
(3) The Company will indemnify KfW for the following costs, expenses and
losses incurred by KfW in connection with the Payment and Indemnity
Agreement, the Swap Agreement between KfW and the counterparty and other
relevant agreements:

    1. Professional fees, costs, expenses in relation to the Payment and
Indemnity Agreement, the relevant swap agreement between KfW and the
counterparty, any amendment to SAARA and any other agreement (collectively
referred to as the "Relevant Agreements");

    2. Costs and expenses incurred by KfW in connection with a breach of the
Relevant Agreements;

    3. Claims and damages imposed on, incurred by or asserted against KfW
and its related persons in relation to the Relevant Agreements;

    4. Losses incurred by KfW if the Company fails to pay KfW the Thai Baht
amounts on time;

    5. Losses incurred by KfW if the Company makes prepayment under the US
Dollar Agreement and KfW effects an early termination of the Swap Agreement
with the counterparty.

Installment Payment

The Company will pay a fixed amount in Thai Baht to KfW on each repayment
date from June 30, 2002 onwards, subject to agreement by the parties. The
installments in Thai Baht amounts will be fixed before the execution of the
Payment and Indemnity Agreement.

Installment payment on indemnity

Payable on KfW's request from time to time.

Security

The obligation of the Company under the Payment and Indemnity Agreement
will be secured by the security given to the Secured Creditors under the
SAARA. KfW will share the security on a pari passu basis.

Details of the connected person and related persons

Name of the connected person    KfW

Name and title of the connected persons who have control in the
Company KfW is a major shareholder of the Company holding 24.00 percent
of the total issued and paid-up shares in the Company. KfW's
representatives in the Company's Board of Directors are as follows:
         1. Mr. Heinrich Wilhelm Fritz Heims
         2. Mr. Klaus Johannes Robert Tuengeler
         3. Ms. Gabriele Gunia
         4. Mr. Claus Robert Stadler
         5. Mr. Andreas Karl Klocke
         6. Mr. Harald Link


Nature and extent of interest of the connected person in relation to the
transaction KfW will be entitled to receive fixed Baht amounts as specified
in the Schedule to the Payment and Indemnity Agreement for the total of
approximately US$100 million and will be entitled to be indemnified on a
full indemnity basis of all costs,expenses, losses,       etc. incurred by
KfW in relation to the Relevant Agreements.

Due to the fact that this transaction is considered a connected transaction
pursuant to the Notification of the SET Re: Rules, Procedures and
Disclosure of Connected Transaction of Listed Companies and the value of
this transaction is equal to or greater than 3 percent of the book value of
net tangible assets in the reviewed consolidated financial statement of the
Company and its subsidiaries as at March 31, 2001, the approval from the
shareholders' meeting with a vote of not less than ? of total number of
votes of the shareholders who are present at the meeting and have the right
to vote, excluding the votes of interest shareholders, is required.

In accordance with the conditions in the SAARA, the Company must obtain
consent from the Secured Creditors whose advances and unutilized
commitments total more than 60 percent of the advances and unutilized
commitments of all of the Secured Creditors in order to give an indemnity
by entering into this Payment and Indemnify Agreement with KfW.

To render the opinion on the aforementioned connected transaction, TISCO
has interviewed the management of the Company and reviewed the following
documents.

1. Draft of the Payment and Indemnity Agreement dated May 11, 2001

2. Copy of the request for the waiver from the Secured Creditors regarding
the amendment of certain US Dollar payment obligations owed to KfW to
become Thai Baht payment obligations, dated May 15, 2001, together with its
attachment

3. Copy of the US Dollar Amendment Agreement dated December 22, 1999

4. Copy of the SAARA dated December 22, 1999

Please be noted that TISCO did not review the Swap Agreement because of its
unavailability. Such Swap Agreement will later be prepared in the form of
Confirmation of the Terms and Conditions to be attached with the
International Swaps & Derivatives Association, Inc. Master Agreement dated
August 23, 1995 entered into by KfW and the counterparty.

In TISCO's opinion, the arrangement between the Company and KfW to reduce
the Company's exposure to currency exchange rate fluctuation is reasonable
due to many reasons.

The Company's revenues are mostly in Thai Baht whereas a significant amount
of the Company's borrowings is denominated in US Dollars pursuant to the US
Dollar Amendment Agreement. As at March 31, 2001, the Company's borrowings
denominated in US Dollars were US$762.48 million, representing 52.46
percent of its total liabilities.

The Company, by entering into this transaction, can reduce its foreign
currency exposure.

In addition, the above mentioned significant amount of US Dollar borrowings
are also long term debts, with the installment repayment starting from June
30, 2002 and ending on December 15, 2008.  In practice, financial
institutions, both Thai and foreign entities operating in Thailand, do not
normally engage in long-term currency swap transactions. Otherwise, strict
conditions will be applied.

Regarding the possibility of the Company entering directly into a currency
swap agreement, the Company's management explained that the Company had
approached several Thai and foreign financial institutions.  Some
institutions were interested in offering swap agreements with normal terms
and conditions to the Company.

However, as the amount of the facility was small and the period short-term,
i.e., 3-6 months, such offers were insufficient to service the Company's
large amounts of US Dollar borrowings.  Even though other institutions
offered the swap agreement to the Company for the amount of approximately
US$100 million, they also asked for the security; for example, the Company
needs to maintain a certain deposit with them.  However, the Company can
not accept those security conditions because it is against the conditions
of cash flow management specified in the SAARA.

In conclusion, under the current circumstances, the Company itself is not
able to enter into any currency swap agreement with a long term period and
large facility amount with any financial institution.

Moreover, by comparing between alternative (1) the Company directly
entering into a currency swap agreement and alternative (2) KfW entering
into a currency swap agreement for the benefit of the Company, alternative
(2) is more favorable to the Company. By considering the credit rating, it
is expected that the Company will not obtain more attractive terms and
conditions, including cost and expenses, from alternative (1) in comparison
to alternative (2).  Since the Company does not have a company credit
rating, Thailand's credit rating, which is the highest possible credit
rating the Company may obtain, will be used instead of the Company credit
rating for comparison purposes.  At present, KfW has a higher credit rating
compared to Thailand.  Details are as follows:

Credit Rating Agency    KfW     Thailand
Standard & Poor's Corporation   AAA       BBB-
Moody's Investors Service       Aaa       Baa3


Under the proposed structure, the Company will enter into the Payment and
Indemnity Agreement with KfW.  KfW will assist the Company by entering into
the Swap Agreement for the Company with the condition that the Company will
indemnify all costs, expenses and damages incurred by KfW.  For KfW, there
is no benefit or gain from this transaction.  For the Company, it is
certain that the Company can reduce its exposure to currency exchange rate
fluctuation by implementing this proposed transaction.

In rendering the above opinion, TISCO relies on the information in respect
of the management's interview, documents provided by the Company and
information prepared by the Company which were disclosed to the SET.  It is
the Company's responsibility for the accuracy and completeness of all
information provided to TISCO.


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

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