/raid1/www/Hosts/bankrupt/TCRAP_Public/011212.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

            Wednesday, December 12, Vol. 4, No. 242

                         Headlines


A U S T R A L I A

ANACONDA NICKEL: Shareholders' General Meeting Scheduled
ANSETT AUSTRALIA: Posts ANZ Chairman's Letter To Shareholders
GOODMAN FIELDER: Reviews Milling, Mixing Businesses
HIH INSURANCE: Directors Attempted Payouts To Themselves
HIH INSURANCE: Jumbled Records Contributes To Its Collapse

IOCOM LIMITED: Board Cancels Options
KARL SULEMAN: Scheme In Receivership
NORMANDY MINING: Deeds Of Undertaking Executed
ROEHAMPTON RESOURCES: Ex-Director Charged With Insider Trading


C H I N A   &   H O N G  K O N G

ASIA GLOBAL: Moody's Lowers Preferred Stock To C From Caa1
G-PROP HOLDINGS: Price, Turnover Movements Unexplainable
GOLD HONEST: Petition To Wind Up Scheduled
MANDARIN RESOURCES: Suspends Trading
WAH LEE: Bermuda Court Sanction Scheme

WAH LEE: Joint Restructuring Agreements Completed
WARNACO GROUP: Hearing Re Sale of GJM Business Set for Today


I N D O N E S I A

HOLDIKO PERKASA: Releases Summary Report, Asset Sales 2001
SEMEN GRESIK: Sale Won't Happen This Year, Says Minister
TIMAH TBK: Illegal Tin Mining Triggers US$26M Losses


J A P A N

AOKI CORP: Court Begins Rehab Legal Process
NATIONAL STEEL: US Steel Negotiates With NKK's US Unit


K O R E A

HANVIT BANK: Cannot Agree on Card Unit Takeover Price With Woori
HYNIX SEMICONDUCTOR: Foreign Investors Moving To Rival Samsung
HYNIX SEMICONDUCTOR: Incheon Plant Shows Signs of Recovery
HYNIX SEMICONDUCTOR: Restructuring Committee Sells Eugene Plant
HYNIX SEMICON.: Talks With Micron To Wrap Up Before Year End

HYUNDAI SECURITIES: PPSD Threatens Suit Over AIG's W7,000 Price
LG GROUP: Sells 50.1% Stakes in LG Power, LG Energy to SPI


M A L A Y S I A

AMSTEEL CORPORATION: Proposes Remaining Shares Disposal
BRIDGECON HOLDINGS: Posts Payment Default Update
DATAPREP HOLDINGS: SC Approves Proposals Extension
INSTANGREEN CORPORATION: Reduces, Consolidates Capital
KELANAMAS INDUSTRIES: Updates Material Litigation Status

MAY PLASTICS: States No Significant Change In Payment Status
MBF CAPITAL: Enters Business Merger Agreement For Unit MBfI
MYCOM BERHAD: Submits Amended Proposed Scheme Application
SASHIP HOLDINGS: SC OKs Proposed Scheme Time Extension Request
TAIPING CONSOLIDATED: Fulfills Level Of Operations Obligations
UH DOVE: Unit Cuts HWGB Shares


P H I L I P P I N E S

BAYANTEL: Revising Restructuring Plan
NATIONAL BANK: Government Signing Deal With Tan Likely
NATIONAL BANK: Govt To Infuse Funds If DOJ Rejects Equity Swap
NATIONAL POWER: Transco Winner Bidder To Infuse US$1B


S I N G A P O R E

PANPAC MEDIA: Notice of Books Closure Date Issued
PANPAC MEDIA: EGM Scheduled To Pass 55.05MM Bonus Issue


T H A I L A N D

NEP REALTY: Reports Unit's Asset Acquisition, Disposal
PHAYATHAI 3: Files Petition For Business Reorganization
SANYO UNIVERSAL: Submits Tender Offer Report

     -  -  -  -  -  -  -  -

=================
A U S T R A L I A
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ANACONDA NICKEL: Shareholders' General Meeting Scheduled
--------------------------------------------------------
Anaconda Nickel Limited informed that a general meeting of the
ordinary shareholders of the Company will be held at the
following time and place:

Time: 10:00am

Date: 9 January 2002

Place: Swan Room, Parmelia Hilton Hotel, Mill Street, Perth

BUSINESS

1. To consider and, if thought fit, pass, as an ordinary
resolution of the Company, the following resolution:

"That, for the purposes of Listing Rule 10.1 of the Official
Listing Rules of the Australian Stock Exchange Limited and for
all other purposes, the ordinary shareholders of Anaconda Nickel
Limited hereby approve the sale of nickel and cobalt by Murrin
Murrin Holdings Pty Limited (a wholly owned subsidiary of
Anaconda Nickel Limited) as principal and as agent for Anaconda
Nickel Limited to Glencore International AG, on the terms of the
following documents, in addition to the other terms of those
documents:

   (a) Murrin Murrin Offtake Agreement between Murrin Murrin
Holdings Pty Limited as principal and as agent for Anaconda
Nickel Limited, Anaconda Operations Pty Limited and Glencore
International AG dated 9 November 2001;

   (b) Cobalt Offtake Agreement between Murrin Murrin Holdings
Pty Limited, and Glencore International AG dated 9 November
2001;

   (c) Loan Agreement between Murrin Murrin Resources Pty Ltd
and Glencore International AG dated 9 November 2001;

   (d) Fixed and Floating Charge and Mortgage between Murrin
Murrin Resources Pty Ltd and Glencore International AG dated 9
November 2001;

   (e) Guarantee and Indemnity between Anaconda Nickel Holdings
Pty Ltd and Glencore International AG dated 9 November 2001;

   (f) Payment Direction Deed between Murrin Murrin Holdings Pty
Ltd, Murrin Murrin Resources Pty Ltd, Anaconda Nickel Limited,
Anaconda Nickel Holdings Pty Ltd, and Glencore International AG
dated 9 November 2001;

   (g) Deed terminating Nickel Forward Sale Agreement dated 15
March 2001 as amended by letter agreement dated 31 October 2001
between Murrin Murrin Holdings Pty Limited and Glencore
International AG dated 9 November 2001; and

   (h) Any document contemplated or referred to in any of the
above documents.

2. Subject to resolution 1 being passed, to consider and, if
thought fit, pass, as an ordinary resolution of the Company, the
following resolution:

"That, for the purposes of Listing 10.1 of the Official Listing
Rules of the Australian Stock Exchange Limited and for all other
purposes, the ordinary shareholders of Anaconda Nickel Limited
hereby approve the sale by Murrin Murrin Holdings Pty Limited (a
wholly owned subsidiary of Anaconda Nickel Limited) of all
cobalt metal produced by the Murrin Murrin Nickel and Cobalt
project to Glencore International AG under any agreement entered
into in accordance with clause 6 of the Murrin Murrin Offtake
Agreement between Murrin Murrin Holdings Pty Limited, Anaconda
Operations Pty Limited and Glencore International AG dated 9
November 2001."


ANSETT AUSTRALIA: Posts ANZ Chairman's Letter To Shareholders
-------------------------------------------------------------
Air New Zealand Limited (ANZ), parent company of Ansett
Australia, posted Acting Chairman Dr J Farmer (QC)'s letter to
the shareholders:

"There has been considerable publicity surrounding the
extraordinarily difficult and unfortunate circumstances the
Company encountered earlier this year which resulted in Ansett
being placed in Voluntary Administration and the write down of
the carrying value of the net assets of Ansett. That situation
left Air New Zealand in a tenuous financial position and without
the financial support committed by the New Zealand Government it
is unlikely that Air New Zealand would have survived in its
present form. The terrorist attacks, which occurred at
approximately the same time and the consequences of those
attacks, have left many airlines worldwide (including some of
the former giants of the industry) equally concerned about their
continued financial viability. The effect of the terrorist
attacks has exacerbated the situation for Air New Zealand as
international travel has decreased and security and insurance
costs have substantially increased.

"The New Zealand Government's appreciation of the importance of
Air New Zealand to the New Zealand economy and of the issues
faced by the Company provided the basis against which the
Government was prepared to commit financial support which should
be welcomed by all of the Company's shareholders.

"Notice is given that the Annual Meeting of Air New Zealand
Limited will be held in the Newmarket Room, Ellerslie Convention
Centre, Ellerslie Racecourse, Greenlane Road, Auckland, New
Zealand, on Wednesday 19 December 2001 commencing at 2pm. This
notice describes the matters which shareholders will be asked to
approve to enable the recapitalization programmed agreed with
the Crown to be implemented. In summary, these are:

   * A placement to the Crown of 2,166,666,667 new ordinary
shares at an issue price of 27 cents per share which will result
in additional capital for the Company of $585 million.

   * The satisfaction of a $300 million subordinated loan from
the Crown by the issue to the Crown of 1,250,000,000 convertible
preference shares at an issue price of 24 cents per share.

   * The issue to the Crown of a further 29,866,438 new
convertible preference shares also at an issue price of 24 cents
per share in satisfaction of the Company's obligation to pay the
accrued interest on the $300 million loan from 15 October 2001
until 18 January 2002 which is the likely date on which the
shares are to be issued to the Crown.

"As shareholders will be aware, the price at which these shares
are to be issued has been set after discussion and negotiation
between the Crown and the Board. The Board obtained independent
advice before concluding that the price is fair and reasonable
to the Company and existing shareholders as required by Section
47 of the Companies Act 1993.

"The valuation of airline companies' shares is a difficult
exercise at the best of times given the volatility of the
industry; as a result of the present uncertainties of Air New
Zealand the potential valuation range is very wide.

"In the final analysis, the Board has concluded that having
regard to the present circumstances of the Company, its likely
future prospects, uncertainties surrounding the current
operating environment in the airline industry and the fact that
without the Crown's injection of equity capital the Company's
shares would almost certainly be worthless, the price is fair
and reasonable. The independent appraiser, Grant Samuel,
supports this conclusion.

"At the time of mailing of this Notice of Meeting the re-
capitalization proposal is still conditional on formal agreement
being reached with the Company's unsecured banks on the terms of
a new facility. An unconditional agreement with the banks has
not yet been concluded but the negotiation of a new facility is
continuing.

"In conjunction with the re-capitalization, the Company's
ordinary share structure is to be simplified and a new
constitution is to be adopted. The A and B ordinary share
structure was adopted at the time the Company was privatized in
1989 as a mechanism to ensure substantial ownership and
effective control of the Company by New Zealand Nationals was
maintained. This was a requirement for the Company to access
international airline operating rights agreed between New
Zealand and other countries. While that continues to be a
requirement, there has been an international trend to allow more
flexibility in relation to ownership with greater emphasis being
placed on control and on requirements as to the principal place
of business of an airline. As the Company will for the
foreseeable future be very substantially owned by the New
Zealand Government, the Company's access to international
operating rights is unlikely to become contentious.

"However, the changes to the share structure and the
constitution will allow the Company more flexibility in the
future. This is particularly important for access to
international capital markets. The current requirement that 51%
of the Company's equity requirements can only be funded from
equity available in New Zealand's small capital markets has
considerably restricted Air New Zealand's capital raising
abilities in the past and put the Company at a substantial
disadvantage to its international competitors. The removal of
the A and B ordinary share structure and its replacement with a
single class of ordinary shares will leave the Company with
considerably more options available to it in relation to its
future capital raising requirements.

"At an operational level we have also been taking decisive steps
both to improve profitability and to respond to the downturn in
demand following the terrorist attacks in September. We have
realigned our schedule to match the new demand environment.
Trimming trans-Tasman and trans-Pacific services and deploying
aircraft better matched to the demand on those sectors have been
the most obvious reductions. Offsetting this we have boosted
services to Asian destinations including Hong Kong and Taipei.
We have also increased the services provided by Freedom Air into
Australia, including new services to Newcastle and the Gold
Coast and increased the frequency of mainline services to Perth
and Cairns. These service adjustments reflect the fact that Air
New Zealand is currently operating in its traditional "high"
season and that despite the global downturn, New Zealand is
fortunate to retain a degree of "safe destination" status and
travel has not been as badly affected as in other regions of the
world.

"We have also started to feel the benefit of falling aviation
fuel prices. As fuel cost is one of the primary operating costs
of an airline, reductions in fuel price have a direct effect on
profitability. With over eighty percent of our fuel now exposed
to downward movements in price, the decreasing cost of fuel has
provided some welcome relief but the continued intense
competitive pressure means it will be difficult to fully realize
the benefit.

"Notwithstanding this, we are still facing a tremendously
difficult period ahead and there is great uncertainty in the
global aviation market. Even with the investment by the
Government, Air New Zealand will still have a very high level of
debt and, as a result, strategic flexibility will be limited. We
are however committed to bringing debt levels back to a better
level. This will be achieved through a combination of measures
including retention of profits, asset sales and cost reductions.
As a consequence, Directors do not envisage being in a position
to recommend a resumption of dividends on the Company's ordinary
shares in the near future. Rather this money is likely to be
needed for the further repayment of debt to bring the business
back to target gearing levels below sixty percent.

"Any non-core assets will be looked at closely to see whether
their contribution to the Company is best made through continued
ownership or whether they can be sold and the proceeds used to
further retire debt. Similarly a comprehensive cost reduction
programmed has been initiated throughout the Company. This has
unfortunately resulted in job losses as we adjust the
organization to match the network reductions. These job losses
have been felt throughout the organization with salary
reductions for management also contributing to the necessary
savings.

"This has been a particularly difficult year for the Company,
its directors, management and staff and for its shareholders.
The expansion into the Australian domestic market, which had the
potential to yield, so much proved ultimately to be beyond the
resources of the Company and the cost of that has been felt by
many in many different ways. The re-capitalization proposal
being submitted to the Annual Meeting provides an opportunity,
and perhaps the only opportunity, to begin to rebuild on the
solid foundation of an airline, which is highly respected in New
Zealand and internationally.

"The Board considers that the re-capitalization proposal is the
best and only viable option available to the Company. With the
continued support of shareholders, employees and a loyal
customer base, Air New Zealand has a positive future. The first
and most important step towards that is the implementation of
the re-capitalization programmed which the Board strongly
recommends to shareholders for support at the Annual Meeting."


GOODMAN FIELDER: Reviews Milling, Mixing Businesses
---------------------------------------------------
Goodman Fielder Limited has announced a comprehensive review of
its Australian milling and commercial mixing businesses as part
of its Strategic Action Plan to simplify the business and focus
on its retail branded products.

As part of the review, Goodman Fielder will look for a strategic
partner for the company's Australian milling and commercial
mixing assets and enter into an input supply agreement for its
baked goods businesses.

Chief Executive, Tom Park, said Goodman Fielder had just started
the process and it would take between six to 12 months before
all issues are resolved and any transactions to be completed.

"In March this year, we announced a Strategic Action Plan to
focus on our retail branded businesses while seeking to
streamline our operations," Mr Park said.

"Consistent with this direction, we are reviewing our milling
and commercial mixing businesses in Australia to identify a
model that will secure the supply chain, leverage our existing
assets and support our Strategic Action Plan.

"Our intention is to identify a strategic partner for our
Australian milling and commercial mixing businesses and enter
into an appropriate input supply agreement for our baked goods
businesses in Australia.

"We are now just initiating this process, so we expect it may
take until June 2002 to identify if there is a suitable partner,
and if such a partner is found, then the transition may take
another six months to complete."


HIH INSURANCE: Directors Attempted Payouts To Themselves
--------------------------------------------------------
Tony McGrath, the liquidator for HIH Insurance Ltd., at a
hearing of the Royal Commission, said he was disturbed by
directors' attempts to make payouts to themselves just hours
before the failed insurer went into the provisional liquidation,
Wall Street Journal reported Monday, which cited Dow Jones.
McGrath reiterated that the company's total losses could
reach A$5.3 billion, one of the biggest corporate collapses in
Australian history.

McGrath, who said it could take anywhere between two to 10 years
to attempt to pay back creditors spanning the U.S., Asia, the
U.K. and Australia, said, "It was entirely inappropriate in
those circumstances for the company directors to make
resolutions like the ones you see there."

The Directors reportedly sought to pass a resolution giving
Dominic Fodera, HIH's then Finance Director and Chief Financial
Officer, a payout of about A$1.5 million, about twice his annual
salary, per board minutes dated March 15, 2001. The board also
sought to pay HIH founder and former chief executive Ray
Williams about A$5 million in early 2001.

The Australian Securities & Investments Commission is pursuing
several former directors of HIH over allegations that they may
have breached Australia's corporations laws.


HIH INSURANCE: Jumbled Records Contributes To Its Collapse
----------------------------------------------------------
An inquiry showed that HIH Insurance Ltd.'s system of recording
transactions was messy and played a role in the collapse of HIH,
the Asian Wall Street Journal reported on Monday.

HIH's liquidator's KPMG partner, Richard Wilkinson said at the
Royal Commission that the HIH group of companies maintained a
complex web of 11 computer systems, creating confusion and
inconsistency in data.  He added that HIH didn't enter builder
warranty claims into any of its 11 computer systems after 1999
and failed to report about A$40 million worth of such claims for
about two years before its fall.  "The renewals for the builders
warranty was missing for two years," Wilkinson told the Royal
Commission.

Wilkinson noted the number of small claims for builders warranty
insurance plummeted in 1999 and in 2000 there was no provision
made by HIH for claims at all, despite its exposure to that
sector. "In respect to 2000, there is no provision at all, but
in actual fact the exposure is there and the claims were still
coming in," he added.

The Royal Commission is expected to report its findings by June
30, 2002. HIH entered provisional liquidation on March 15, 2001.


IOCOM LIMITED: Board Cancels Options
------------------------------------
Iocom Limited advised that the Board has resolved to cancel
5,000,000 Options. The Options had been subject to the meeting
of certain performance and other criteria, which now cannot be
met. There are currently 600,000 valid Options outstanding.


KARL SULEMAN: Scheme In Receivership
------------------------------------
The Australian Securities and Investments Commission (ASIC)
obtained orders winding up the investment scheme operated by
Karl Suleman and Karl Suleman Enterprizes Pty Ltd and appointing
Messrs Weston and Cussen receivers of the fund.  Messrs Paul
Weston and Neil Cussen of Horwath Accountants were previously
appointed voluntary administrators of Karl Suleman Enterprizes
Pty Ltd and Suleman Investments Limited.

On ASIC's application the court also ordered that Froggy
Holdings Pty Ltd, Froggy Music Pty Ltd, Froggy Mobiles Pty Ltd,
Froggy Mobiles (Eastern Sydney) Pty Ltd and Froggy Mobile
(Western Sydney) Pty Ltd be joined to ASIC's proceedings.

Among other things, ASIC has applied for Karl Suleman and his
wife, Vivian, to be banned from managing corporations in the
future. ASIC also sought orders winding up the Froggy group of
companies and PAL Holdings Pty Ltd. This matter has not yet been
listed for hearing. At a meeting on Friday 7 December the
creditors voted to wind up Karl Suleman Enterprizes Pty Ltd and
appointed Mr Weston and Mr Cussen joint liquidator of the
company.

ASIC has established a hotline for concerned investors, who can
call 02 9911 2408. ASIC's investigation is continuing.


NORMANDY MINING: Deeds Of Undertaking Executed
----------------------------------------------
A deed of undertaking between Normandy Mining Limited and
Newmont Mining Corporation (the Third Deed) has been executed
Monday in relation to the revised Newmont offer. The main
purpose of the deed is to update, having regard to the revised
offer terms, the deed of undertaking executed and released on 14
November 2001.

The third deed refers to a second deed dated 14 November (the
Second Deed), a copy of which, for completeness, is also
attached. The Second Deed recognizes the legal uncertainty
attaching to break fees and restates the general law position
that, if the break fee arrangement were found to be unlawful,
the fee would not be payable or, if already paid, recoverable.

The effect of the deed, which is common to many break fee
arrangements, is to displace any implied warranty as to legal
enforceability of the break fee commitment. Because of its
limited import, Normandy has not previously considered
the Second Deed material for release.


ROEHAMPTON RESOURCES: Ex-Director Charged With Insider Trading
--------------------------------------------------------------
Mr Robert Paul Martin, a 58-year old Perth company director,
appeared in the Perth Court of Petty Sessions charged with six
counts of insider trading in the shares of Roehampton Resources
NL. Mr David Knott, Chairman of the Australian Securities and
Investments Commission (ASIC), said that Mr Martin was charged
following an ASIC investigation into the circumstances
surrounding the trading of shares in Roehampton Resources.

Mr Martin has been bailed to reappear in the Court on 25 January
2002. The Commonwealth Director of Public Prosecutions is
prosecuting the matter. ASIC alleges that Mr Martin placed
orders to sell Roehampton Resources shares between 6 May and 10
May 1996, the week preceding the appointment of a Voluntary
Administrator to Roehampton Resources on 13 May 1996.

Roehampton Resources was suspended from listing on the
Australian Stock Exchange when the Voluntary Administrator was
appointed.

Mr Martin was a director of AI Engineering Limited and
Bronzewing Gold NL. ASIC also alleges that both companies had
earlier entered into discussions with Roehampton Resources for
Bronzewing Gold to gain a backdoor listing on the ASX. ASIC will
not comment on the matter.


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C H I N A   &   H O N G  K O N G
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ASIA GLOBAL: Moody's Lowers Preferred Stock To C From Caa1
----------------------------------------------------------
Moody's Investors Service lowered the ratings of Asia Global
Crossing including:

Global Crossing Holdings, Ltd.

  * Senior Implied to Caa3 from B1
  * Issuer Rating to Ca from B2
  * Senior Secured to Caa2 from B1
  * Senior Unsecured to Ca from B2
  * Preferred Stock to C from Caa1

Global Crossing Ltd.

  * Preferred Stock to C from Caa1
  * Frontier Corporation
  * Senior Unsecured to Ca from B2

This concludes Moody's review initiated on August 3, 2001. The
outlook is negative.

The rating reflects the agency's heightened concern that Global
Crossing's business plan may be increasingly pressured by
protracted softness in global telecom spending and our view that
liquidity may be insufficient to sustain a fully funded business
model.

Global Crossing is increasingly focusing its sales effort on
voice and data services to enterprise customers that provide
recurring service revenues. However, excluding IRU sales,
Telecommunications Services Service revenues decreased 7%
sequentially in the third quarter, dampened by the effects of
competitive pricing pressure and a sector-wide softening of
lightwave and IP services sales growth as well as by the
company's de-emphasis of consumer voice product sales. Third
quarter consolidated cash revenues from continuing operations
declined 28% sequentially while the recurring adjusted EBITDA
loss of $16 million compared to an EBITDA profit of $425 million
in the prior quarter.

At the end of September 2001, Global Crossing recorded net
capital assets, including work in progress, of $12.1 billion to
support total debt of $7.7 billion (including $2.25 billion
senior secured bank debt) plus $3.2 billion in preferred stock.
Given the current depressed market values of fiber assets
resulting from bankruptcies and abandoned projects as well as
the ongoing build-up of capacity relating to competing network
builds, we consider that unsecured debt-holders would face poor
recovery prospects in a distress scenario.

Global Crossing has announced a number of cost-cutting measures,
including a 3,200 workforce reduction, as well as the sale of
its Global Marine and IPC business units. Recent discussions by
its new management team concerning a possible merger with Asia
Global Crossing have been terminated.

According to DebtTraders, Asia Global Crossing's 13.375% bonds
due on 2010 (AGX) are trading between 33.250 and 34.750. Go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=AGXfor real-
time bond pricing.


G-PROP HOLDINGS: Price, Turnover Movements Unexplainable
--------------------------------------------------------
The Board of Directors (Board) of G-Prop (Holdings) Limited  has
noted the recent increases in the price and trading volume of
the shares of the Company and stated that the Board is not aware
of any reasons for such increases.

The Board also confirmed that there are no negotiations or
agreements relating to intended acquisitions or realizations
which are discloseable under paragraph 3 of the Listing
Agreement, neither is the Board aware of any matter discloseable
under the general obligation imposed by paragraph 2 of the
Listing Agreement, which is or may be of a price-sensitive
nature.


GOLD HONEST: Petition To Wind Up Scheduled
------------------------------------------
The petition to wind up Gold Honest Management Limited is set
for hearing before the High Court of Hong Kong on January 30,
2001 at 10:00 am. The petition was filed with the court on
November 13, 2001 by Chan Ka Fai of 1st floor, 4 San Tin
Village, Tai Wai, New Territories, Hong Kong.


MANDARIN RESOURCES: Suspends Trading
------------------------------------
Mandarin Resources Corporation Limited requested trading in its
shares to be suspended with effect from 10:00 a.m. Tuesday
(11/December/2001) pending the issue of an announcement in
connection with a possible placing and top-up arrangement.


WAH LEE: Bermuda Court Sanction Scheme
--------------------------------------
The Provisional Liquidators of Wah Lee Resources Holdings
Limited (Provisional Liquidators Appointed), further to the
joint announcement of the Company and the Investor dated 28
November 2001 in relation to the Bermuda Court hearing of the
petition to sanction the Bermuda Scheme, announced that the
Bermuda Court sanctioned the Bermuda Scheme at a hearing held on
7 December 2001.


WAH LEE: Joint Restructuring Agreements Completed
-------------------------------------------------
The Provisional Liquidators of Wah Lee Resources Holdings
Limited (Provisional Liquidators Appointed), announced that all
conditions precedent to the Joint Restructuring Agreements have
been fulfilled. The Joint Restructuring Agreements were
completed on 10 December 2001 and the Provisional Liquidators
were discharged and released with effect from 10 December 2001
pursuant to an order of the Bermuda Court.


WARNACO GROUP: Hearing Re Sale of GJM Business Set for Today
------------------------------------------------------------
The GJM Business of The Warnaco Group, Inc., is a private label
sleepwear and intimate apparel design, development,
manufacturing and sales operation that was founded in 1985 and
is based in New York City and Hong Kong.  The GJM Business
includes sales and design and development teams in the United
States and United Kingdom, finance, administration, shipping and
merchandising teams in Hong Kong and nearby mainland China, and
manufacturing in China, the Philippines and Sri Lanka.  The
company has approximately 3,350 employees.

One-third of GJM's production involves silk.  The rest
principally polyester and cotton.  GJM is a manufacturer of
intimate apparel and sleepwear for Victoria's Secret, Walmart,
Kohl's, and a dozen other customers in the United States and
United Kingdom.  GJM is also a contract manufacturer of Speedo
and Calvin Klein underwear garments sold by other Warnaco
divisions.  In 2000, GJM achieved $76,000,000 in sales and an
EBITDA of $8,900,000.  J. Ronald Trost, Esq., at Sidley Austin
Brown & Wood, in New York, New York, tells the Court that
approximately 87% of GJM's sales were achieved in the United
States, and the United Kingdom accounted for the remainder.

GJM's production is conducted through manufacturing facilities
in each of Guangdong Province, China, Sri Lanka, and the
Philippines, according to Mr. Trost.

As part of its strategic business review, Mr. Trost relates, the
Debtors examined the potential for advantageous disposition of
its various business units.  After analyzing the GJM Business,
Mr. Trost says, the Debtors determined that it would be a
suitable candidate for disposition, assuming an acceptable
purchase price was received.  So, Mr. Trost continues, the
Debtors began to assemble a confidential descriptive memorandum
relating to the GJM Business for circulation among potential
buyers.

"A substantial part of the rationale for the Debtors' desire to
effect an expeditious sale of the GJM Business is the continuing
deterioration of that business during the course of this case,"
Mr. Trost explains.  According to Mr. Trost, GJM is engaged
almost exclusively in the highly competitive private label
manufacturing business, in which product quality and
manufacturing reliability and timeliness are critical.  As a
result, Mr. Trost notes, the perceived uncertainties and
financial instability caused by the Debtors' bankruptcies have
placed GJM at a competitive disadvantage, which has adversely
impacted its book of orders, prospects and profitability.

Mr. Trost informs Judge Bohanon that the Debtors contacted 92
entities to solicit their interest in acquiring the GJM
Business. "These 92 potential buyers included entities in the
United States, Europe, the Middle East, and Asia," Mr. Trost
notes.  Of these 92 potential buyers, Mr. Trost relates, 12
entered into confidentiality agreements and were:

    (i) furnished with a copy of a comprehensive confidential
        information memorandum,

   (ii) afforded additional limited due diligence, and

  (iii) asked to provide preliminary non-binding bids by
        November 9, 2001.

A limited number of potential buyers submitted preliminary
non-binding bids, Mr. Trost observes. "These bidders were
afforded and conducted extensive additional due diligence,
including management presentations, interviews with GJM
personnel, factory tours, and inspection of extensive data rooms
established by the Debtors in New York and Hong Kong with
respect to the GJM Business," Mr. Trost tells the Court.

But as of this Motion, Mr. Trost says, none of the negotiations
with prospective buyers has progressed to a point that any
prospective purchaser is prepared to execute a definitive
purchase agreement at a price acceptable to the Debtors.
However, Mr. Trost emphasizes, the Debtors continue to believe
that such a satisfactory definitive agreement could be achieved
through further negotiation or an auction in accordance with the
Bidding Procedures.  According to Mr. Trost, the Debtors have
requested the potential buyers with which they are negotiating
to present firm offers on or before December 7, 2001.  Mr. Trost
informs Judge Bohanon that the Debtors intend to continue
negotiating with potential purchasers through the date of the
hearing on this Motion and thereafter.  Mr. Trost explains that
the Debtors have crafted the Bidding Procedures to facilitate
the process of obtaining an acceptable definitive offer from a
prospective purchaser, subject to higher or better offers and
the approval of this Court.

Thus, the Debtors ask Judge Bohanon's authority to sell their
GJM Business to the highest bidder.

A hearing will be conducted on December 13, 2001 at 9:45 a.m. to
consider the Debtors' motion. (Warnaco Bankruptcy News, Issue
No. 15; Bankruptcy Creditors' Service, Inc., 609/392-0900)


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


HOLDIKO PERKASA: Releases Summary Report, Asset Sales 2001
----------------------------------------------------------
PT Holdiko Perkasa (Holdiko) finalized 19 asset sale
transactions this year, raising a total gross proceeds of
Rp11.67 trillion including that of the Salim Plantation and MCG
transactions, which were signed in 2000 but not closed until
this year.

So far Holdiko has raised a total IDR 16.25 trillion from 32
asset sales, selling 69.4 percent (75 companies) of the 108
companies transferred to Holdiko as part of the MSAA (Master
Settlement Acquisition Agreement) with the Government of
Indonesia in September 1998. Holdiko's weighted-average recovery
rate to date is 48.6 percent%.

Please see http://www.bankrupt.com/misc/Holdiko_Sales.docfor a
summary table of all asset sales of Holdiko, which includes
information such as asset sold, gross proceeds, buyer, financial
advisor, direct links to IBRA/Holdiko related press releases or
announcements.


SEMEN GRESIK: Sale Won't Happen This Year, Says Minister
--------------------------------------------------------
The Indonesian government couldn't reach its revenue target for
the sale of state-owned assets this year due to the failure to
push through PT Semen Gresik's privatization, the Asian Wall
Street reported Monday quoting State Enterprise Minister
Laksamana Sukardi.

"We can't push semen Gresik sale this year due to the fact there
are many problems to discuss," Sukardi said.

The plan to sell a 51% stake in Semen Gresik to Mexico's Cemex
SA de CV (CX) for $520 million this year was abandoned last
month because of strong opposition from local politicians over a
foreign company gaining control over the state's largest cement
company.

The failure to secure the Semen Gresik sale means the government
will raise Rp3.5 trillion from its privatization program this
year thus the government will have to cut nonessential spending.


TIMAH TBK: Illegal Tin Mining Triggers US$26M Losses
----------------------------------------------------
State-owned tin miner PT Timah Tbk will suffer a potential loss
of up to US$26 million in the second half of this year due to
prevalent illegal tin mining in Bangka island, Jakarta Post
reported Monday.

The illegal tin mining had contributed to the flooding of tin
into the world market and thus lowered tin prices, Timah
president Erry Riyana Hardjapamekas said.

The prices of tin in the world market had declined to US$3,500
per ton from over $5,000 last year.

Timah Corporate Secretary, Prasetyo B. Saksono revealed that
Timah's cost of production remained high, at $4,300 per ton and
that made it impossible for Timah to operate normally, as it had
sustained a deficit of around US$5 million per month since July.

Because of the deficit recorded since July, PT Timah had been
forced to cut the workload of its workforce, Saksono added.
Timah has stopped the operation of 13 of the 20 dredgers it
normally uses. At present, there are 6,000 illegal mining
operations, involving 30,000 illegal miners, on Bangka. They
have even mined 32 percent of Timah's former mines.


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


AOKI CORP: Court Begins Rehab Legal Process
-------------------------------------------
The Tokyo District Court has decided to begin legal procedures
for Aoki Corp's rehabilitation under the Civil Corporate Revival
Law it filed for last Thursday, with consolidated liabilities of
Y522 billion. Aoki, under a fast track process, must submit a
final rehabilitation plan to the court by March 6, which will be
launched around June if approved, Japan Today reported Tuesday.


NATIONAL STEEL: US Steel Negotiates With NKK's US Unit
------------------------------------------------------
U.S. Steel Group is in talks to buy Pittsburgh-based National
Steel Corp, a 53.5 percent subsidiary of Japanese steel maker
NKK Corp. A little over a week ago, U.S. Steel and Bethlehem
Steel revealed a proposal for the consolidation of the U.S.
steel industry, DebtTraders reported on Tuesday

U.S. Steel and Bethlehem Steel Corp issued a proposal on
December 4, calling for consolidation within the struggling U.S.
steel industry and help from the U.S. government. U.S. Steel
said the purchase would depend on "a number of significant
conditions," including a "substantial restructuring" in the
NKK unit's debt, LA Times reported Tuesday.

National Steel had a net loss of $152.8 million during the third
quarter, and its borrowings under all credit facilities totaled
$368 million as of September 30.


NISSAN MOTOR: Plans To Merge Eight Companies In January
-------------------------------------------------------
Nissan Motor Co plans to merge its two marketing units each in
Kyoto, Gifu, Okayama and Saga prefectures in January to
eliminate overlapping operations, PRNewsAsia reported Sunday,
which cited The Nihon Keizai Shimbun. The company, which has
about 190 Nissan marketing units in Japan, with some firms
having similar product lineups operating in close proximity, has
already consolidated in July and October redundant operations in
the Tokyo area.


PSINET INC: Sells Japanese Unit For Y1.3B To C&W
------------------------------------------------
PSINet Inc. announced Monday that it has entered into a
definitive share purchase agreement for the sale of PSINet Japan
Inc. and certain of its subsidiaries to Cable & Wireless IDC
Inc., a wholly owned subsidiary of Cable and Wireless Plc, a
company listed on The London Stock Exchange, for cash in the
amount of US$10.2 million (approximately Y1.3 billion), subject
to final adjustments. Because the transaction was structured as
a stock purchase, Cable and Wireless also agreed to assume all
liabilities and obligations of PSINet Japan.

The share purchase agreement provides, among other things, that
the proposed transaction will be subject to the approval of the
U.S. Bankruptcy Court. In addition, as is customary in these
situations, the share purchase agreement provides for a court
supervised auction process at which other qualified bidders will
be entitled to bid for PSINet Japan.

Inquiries into the bidding procedure can be directed to John
Sheffield at Dresdner Kleinwort Wasserstein, Inc. at 212-969-
2624. Interested parties who have been financially qualified and
who have executed a confidentiality agreement will have the
opportunity to conduct due diligence with respect to PSINet's
Japanese operations.

PSINet expects that its operations in Japan will continue to
operate in the normal course of business, providing reliable
services to its customers. PSINet's operating subsidiaries in
Japan are not part of the filing by PSINet Inc. and certain of
its U.S. subsidiaries under Chapter 11 of the U.S. Bankruptcy
Code.

Dresdner Kleinwort Wasserstein provided financial advice to
PSINet on the transaction. Legal representation on the
transaction was provided to PSINet by Nixon Peabody LLP and
Wilmer, Cutler & Pickering.


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


HANVIT BANK: Cannot Agree on Card Unit Takeover Price With Woori
----------------------------------------------------------------
Woori Finance Holdings Co. and its subsidiary Hanvit Bank failed
to reach agreement, in a Wednesday meeting, on the takeover
price of the bank's card unit. Woori proposed to acquire the
bank's card unit for less than W500 billion based on Samil
Accounting's due diligence on the state-funded bank's assets and
liabilities, but Hanvit wanted at least W1.2 trillion, Korea
Times reported Friday. Talks are scheduled to continue, but
agreement on the price might be a hard issue.

The big difference in prices was reportedly due to the two
accounting firms' forecasts, which were based on its clients'
outlook. Woori says the W500 billion bid is calculated based on
the accounting firm's due diligence reflecting various factors,
including credit card loans in arrears, pointing out that
even after the takeover, the bank will also take commission
profits if they conduct co-marketing on credit card members.

Hanvit' card unit has total assets of W3.4 trillion, 3.7 million
members, and respectively has operational profits and net
profits of W460 billion and W170 billion, for the year to
December.

DebtTraders reports that Hanvit Bank's 12.750% bonds due in 2010
(HANVIT2) are trading between 110.875 and 111.500. For real-time
bond pricing, go to
http://www.debttraders.com/price.cfm?dt_sec_ticker=HANVIT2.


HYNIX SEMICONDUCTOR: Foreign Investors Moving To Rival Samsung
--------------------------------------------------------------
It is likely that the world's third largest chip maker Hynix
Semiconductor can remain viable in the future, but foreign
investors are shunning the company by decreasing their exposure.
Investors are moving to the world's biggest chip maker Samsung
Electronics believing that the latter will benefit first from
the expected recovery of the industry, Korea Herald reported
Tuesday.

Hynix shares rose to a 5-month high of 2,850 won as of last
Thursday, and foreign stakes tumbled to a year-low of 7.73
percent, according to the Korea Stock Exchange Monday.
Foreign stock ownership in Hynix reduced to below 10 percent
last month, from the highest 53.38 percent in June 27. However,
foreign ownership continued to rise up to 60 percent last
Thursday in Samsung Electronics.


HYNIX SEMICONDUCTOR: Incheon Plant Shows Signs of Recovery
----------------------------------------------------------
The Icheon plant of Hynix Semiconductor has been showing signs
of a slow recovery. The company avoided a default in October as
creditor banks came up with financial support measures, and
recently hit upon a major breakthrough as it announced early
this month that it has been seeking a business alliance deal
with Micron Technology of the United States, Digital Chosun
reported Monday.

The company's share prices recently soared to W2,600 from its
past level of W800. Its workers purchased shares at about
W10,000 and W20,000 a year ago, when the share market was very
active. With the plunge in share prices, many workers incurred
an average of tens of millions in Korean won in total
investment losses.

The prices of 128-mega DRAM chips, which have gained to the
level of US$1.91 at the spot market recently, coming out of its
plunge below the US$1-mark in early November, accordingly is
another positive sign for the company.


HYNIX SEMICONDUCTOR: Restructuring Committee Sells Eugene Plant
---------------------------------------------------------------
The creditor-led restructuring committee for Hynix Semiconductor
Inc. decided to sell the company's plant in Eugene, Oregon, Wall
Street Journal reported Monday, which cited Yonhap News Agency.
The decision was reached amid Hynix' ongoing talks with Micron
Technology Inc. An official at one of the creditor banks said,
"If there is a proposal to buy the Eugene plant, we are open to
negotiation."

Hynix's wafer fabrication plant in Eugene was shut down in July
to upgrade processing facilities and as part of its
restructuring efforts to save costs and reduce output. The
Eugene plant makes up 16 percent of Hynix' dynamic random access
memory chip output before its closure.


HYNIX SEMICON.: Talks With Micron To Wrap Up Before Year End
------------------------------------------------------------
Hynix Semiconductor and Micron Technology are expected to
announce the results of their ongoing negotiations on a
strategic alliance deal before this year end, with a special
committee formed to restructure Hynix and guidelines for further
talks already set, Digital Chosun reported Monday. The two
companies have agreed to set up a secretariat office.

According to the committee, Hynix President Park Jong-sup has
been appointed key negotiator with Micron, and that an advisory
group will be launched to analyze investments, conduct
consulting activities, and clarify legal issues relating to the
alliance talks.

U.S. Micron Technology Inc has completed its preliminary
diligence Hynix Semiconductor Inc, Yahoo Asia News reported
Monday, which cited Reuters.


HYUNDAI SECURITIES: PPSD Threatens Suit Over AIG's W7,000 Price
---------------------------------------------------------------
The People's Solidarity for Participatory Democracy (PSPD), in a
statement said, it would seek legal measures if Hyundai
Securities and the Financial Supervisory Commission (FSC) accept
the W7,000 price for the brokerage's newly issued stocks. PSPD
has already sent letters to the FSC and the board of directors
at Hyundai Securities urging them to refrain from disadvantaging
the existing shareholders by issuing new shares at a cheap pr
ice to a third party, Korea Herald reported Tuesday.

PPSD said, "We will not hesitate to take legal measures, such as
file for a disposable law suit in case FSC and Hyundai
Securities fail to take up responsibilities to protect
shareholder rights."

It added that a new board meeting is in order prior to issuing
common shares to a third party, while the issuance price of the
new shares must be decided based on the share prices at the time
of the new board meeting.

If the issuance price is maintained at the previously decided
W7,000, PPSd said, it not only violates laws banning excessive
discounts when issuing to third parties, but would also give a
near 100 percent marginal profit to the AIG-led consortium due
to the difference between the market
price and the issuance price.

Kim Eun-young of PSPD said, "As of last week, Hyundai Securities
stock prices were recorded at 13,950 won per share, which is
almost two times the 7,000 won requested by AIG. This means that
without specific sell-off limitations, AIG could gain 100
percent in marginal profits by selling the shares."


LG GROUP: Sells 50.1% Stakes in LG Power, LG Energy to SPI
----------------------------------------------------------
An LG-Caltex Oil Corp spokesman said LG Group agreed Tuesday to
sell 50.1% stakes in both LG Power Co. and LG Energy Co. to
Singapore Power International (SPI), a wholly owned unit of
Singapore Power Ltd., for W181.5 billion and W62.5 billion
($1=KRW1,279.7) respectively, Wall Street Journal reported
Tuesday.

LG-Caltex is a 50:50 joint venture between LG Group and Caltex
Corp., a unit of Chevron Texaco Corp.


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


AMSTEEL CORPORATION: Proposes Remaining Shares Disposal
-------------------------------------------------------
Amsteel Corporation Berhad (Amsteel) announced the Proposed
disposal of Amsteel Group's remaining equity interest of 12.95%
in eCyberChina Holdings Limited (formerly known as
eCyberChina.net Limited)(eCyberChina).

Due to Lucky Choice Assets Limited's (LCAL) failure to complete
the acquisition of the Remaining Shares, the Amsteel Parties
have terminated the CIL Agreement with regards to the Remaining
Shares, and have on 6 December 2001 entered into a conditional
share sale agreement (SG/GM Agreement) to dispose the Remaining
Shares to Shen Gang Limited (Shen Gang) and Grand Marvellous
Limited (Grand Marvellous) for a total cash consideration of
HK$48.323 million (Proposed Disposal of Remaining Shares).

Background

On 3 December 1998, Amsteel, Ambang Jaya Sdn Bhd (Ambang) and
Angkasa Marketing (Singapore) Pte Ltd (Angkasa), both wholly-
owned subsidiaries of Amsteel (collectively referred to as the
"Amsteel Parties"), signed a share sale agreement with LCAL, a
wholly-owned subsidiary of CIL Holdings Limited (CIL) and CIL
(collectively referred to as the "CIL Parties") to dispose
Amsteel Group's entire 73.06% equity interest comprising
153,508,700 shares of HK$1.00 each in eCyberChina (then known as
Lion Asia Limited) (Subject Shares) for HK$358.4 million (CIL
Agreement).

On 26 April 1999, Amsteel announced that Ambang and Angkasa have
completed the disposal of the first tranche of the Subject
Shares amounting to 105,185,700 eCyberChina shares of HK$1.00
each (representing 50.06% equity interest) for a consideration
of HK$245.6 million.

On 24 February 2000, the parties executed a supplemental
agreement for the disposal of the balance of the Subject Shares
(representing a 23% equity interest and comprising 48,323,000
eCyberChina shares of HK$1.00 each) (Remaining Shares), in 3
tranches; sale of the last tranche to be completed on or before
22 August 2001, for a total balance consideration of HK$112.8
million.

The balance 23% equity interest comprising the Remaining Shares
were subsequently diluted to a 12.95% equity interest comprising
241,615,000 eCyberChina shares of HK$0.20 each following the
implementation of a share split and various other corporate
transactions by eCyberChina.

Details of the Proposed Disposal of Remaining Shares

Information on eCyberChina

eCyberChina was incorporated in Hong Kong on 28 July 1972 as a
company with limited liability under the name of Success
Holdings Limited. In November 1972, eCyberChina was listed on
The Stock Exchange of Hong Kong. eCyberChina changed to its
present name with effect on 9 April 2001. As at the date hereof,
eCyberChina has an authorized share capital of HK$600,000,000
comprising 3,000,000,000 ordinary shares of HK$0.20 each, of
which HK$373,100,000 comprising 1,865,500,000 ordinary shares of
HK$0.20 each have been issued and fully paid up. Presently, the
Amsteel Group has a 12.95% equity interest in eCyberChina.
The principal activity of eCyberChina is investment holding and
its subsidiaries are engaged in information technology related
businesses, property holding and investment business in Hong
Kong and the People's Republic of China.

eCyberChina recorded an audited consolidated loss after taxation
of approximately HK$81,358,000 for the financial year ended 30
June 2001. eCyberChina's audited consolidated net tangible
assets (NTA) as at 30 June 2001 is approximately HK$358,644,000.

Terms and Conditions

On 6 December 2001, the Amsteel Parties entered into the SG/GM
Agreement with Shen Gang and Grand Marvellous to dispose of its
entire holding of 241,615,000 eCyberChina shares of HK$0.20 each
representing a 12.95% equity interest in eCyberChina for a total
cash consideration of HK$48.323 million.

Pursuant to the SG/GM Agreement, the aggregate cash
consideration of HK$48.323 million shall be paid progressively
over a period of 150 days from the Unconditional Date (as
defined in Section 7 herein) against a corresponding delivery of
the requisite number of eCyberChina shares, as particularized in
Table A found at
http://www.bankrupt.com/misc/Amsteel_Corp1211.doc

The eCyberChina shares shall be acquired by Shen Gang and Grand
Marvellous free from liens, claims, charges, encumbrances
together with all rights attaching to them, including all rights
to any dividends or other distributions declared, made or paid
on or after the date of completion.

The Amsteel Parties have also obtained a deed of guarantee and
indemnity dated 6 December 2001 from Shanghai Mingyuan
Enterprise Group Co. Ltd, a company incorporated in the People's
Republic of China, to guarantee the performance of the Shen Gang
and Grand Marvellous in respect of their respective obligations
under the SG/GM Agreement.

Basis of Disposal Consideration

The disposal consideration for the Remaining Shares of HK$48.323
million (which translates to approximately HK$0.20 per
eCyberChina share) was agreed to by the Directors of Amsteel
following negotiations on a 'willing buyer-willing seller' basis
and after having considered the financial performance of
eCyberChina Group.

The audited consolidated NTA of eCyberChina as at 30 June 2001
is HK$358.64 million (or HK$0.19 per eCyberChina share). The
disposal consideration of HK$0.20 per eCyberChina share,
approximates the aforesaid consolidated NTA per eCyberChina
share. The Directors of Amsteel further noted that eCyberChina
recorded an audited consolidated net loss after taxation of
approximately HK$81.35 million (or HK$0.07 per eCyberChina
share) for the financial year ended 30 June 2001.

Undertaking By the Amsteel Parties

Under the SG/GM Agreement, the Amsteel Parties shall procure the
cancellation, release or discharge of the guarantees issued by
eCyberChina in favor of the following financial institutions in
respect of the loans granted to Jilin Motor City Park Hotel Co.
Ltd, a subsidiary of Amsteel:

   a) Dao Heng Bank (Shenzhen), within 7 business days from the
date of receipt by Ambang and Angkasa of HK$25 million out of
the total consideration of HK$48.323 million; and
b) Standard Chartered Bank (Tianjin), within 7 business days
from the date of receipt by Ambang and Angkasa of the total
consideration of HK$48.323 million.

As at the date hereof, Amsteel Group has settled the loans, and
therefore the Directors of Amsteel are of the view that the
cancellation, release or discharge of the said guarantees would
be a matter of formality.

Rationale for the Proposed Disposal of Remaining Shares

LCAL failed to complete the acquisition of the Remaining Shares
in accordance with the terms of the CIL agreements as amended by
the supplemental agreement dated 24 February 2000. Since August
2000 (being the final month for the completion of the
acquisition of the Remaining Shares by LCAL), the CIL Parties
have been in negotiations with the Amsteel Parties for a further
extension of time for LCAL to complete the acquisition of the
Remaining Shares and to pay the sum of HK$112.8 million.

The negotiations were, however, unsuccessful as the CIL Parties
did not commit to pay the balance consideration of HK$112.8
million on any specific future date, and further more, the
Directors of Amsteel noted that the CIL Group is currently
under-going a debt restructuring exercise with its creditors.

Accordingly, the Directors of Amsteel concluded that it is in
the best interest of Amsteel Group that the CIL Agreement be
terminated with regards to the disposal of the Remaining Shares,
and that the best course of action is to proceed to sell the
Remaining Shares to Shen Gang and Grand Marvellous, and to claim
from the CIL Parties damages for, inter-alia, the difference
between the cash consideration of HK$48.323 million receivable
under the SG/GM Agreement and the balance consideration of
HK$112.8 million receivable under CIL Agreement.

Utilization of Proceeds

The Proposed Disposal of Remaining Shares will result in a gross
cash inflow to the Amsteel Group of approximately HK$48.323
million (equivalent to approximately RM23.35 million at the
assumed exchange rate of HK$1.00 = RM0.4833). The Directors of
Amsteel proposes to apply the aforesaid cash proceeds to repay
the Amsteel Group's borrowings.

Financial Effects of the Proposed Disposal of Remaining Shares

On Share Capital

The Proposed Disposal of Remaining Shares would not have any
impact on the issued and paid-up share capital of Amsteel as
there is no new issuance of Amsteel shares.

On Earnings and NTA

Presently, there is no carrying value for the Remaining Shares
recorded in the audited consolidated accounts of Amsteel, and
instead an amount receivable from LCAL has been reflected in the
audited consolidated accounts of Amsteel based on the obligation
of LCAL to pay the balance consideration of HK$112.8 million in
accordance with the terms of the CIL Agreement.

Barring unforseen circumstance, and based on the aggregate
disposal consideration of HK$48.323 million and assuming the
exchange rate of HK$1.00 = RM0.4833 is applicable, and that the
Amsteel Group is able to recover the sum of HK$64.5 million from
the CIL Parties (being the difference between the cash
consideration of HK$48.323 million receivable under the SG/GM
Agreement and the balance consideration of HK$112.8 million
receivable under CIL Agreement), the Directors of Amsteel do not
expect the Proposed Disposal of Remaining Shares to have any
material effect on the earnings and the NTA of the Amsteel Group
for financial year ending 30 June 2002.

If the Amsteel Group is unable to recover the sum of HK$64.5
million from the CIL Parties, the Directors of Amsteel expect
the Proposed Disposal of Remaining Shares to reduce the
consolidated net earnings and the consolidated NTA of Amsteel by
approximately RM31 million.

Conditions to the Proposed Disposal of Remaining Shares

The Proposed Disposal of Remaining Shares is subject to various
conditions including the following:

   (i) the approval of the Securities Commission (SC);

   (ii) the approval of the shareholders of Amsteel at an
extraordinary general meeting to be convened; and

   (iii) the approval of any other relevant authorities.

The SG/GM Agreement shall become unconditional on the date of
satisfaction of the last of the aforesaid conditions
(Unconditional Date).

Directors' and Substantial Shareholders' Interest

Based on Amsteel's Register of Directors' shareholdings and
Register of Substantial Shareholders' shareholding, and insofar
as the Directors of Amsteel are able to ascertain, none of the
Directors, substantial shareholders of Amsteel nor persons
connected to them, has any interest, direct or indirect, in the
Proposed Disposal of Remaining Shares.

Directors' Opinion On the Proposed Disposal of Remaining Shares

The Directors of Amsteel are of the opinion that the Proposed
Disposal of Remaining Shares is in the best interest of Amsteel.

Other Matters

(i) The Circular containing details on the Proposed Disposal of
Remaining Shares would be dispatched to the shareholders of
Amsteel in due course;

(ii) Shareholders of Amsteel as well as potential investors
should be aware that the Proposed Disposal of Remaining Shares
are subject to the conditions referred to in Section 7 above,
which may or may not be fulfilled. Shareholders of Amsteel as
well as potential investors should exercise caution when dealing
in the securities of Amsteel;

(iii) Barring any unforeseen circumstances, the Proposed
Disposal of Remaining Shares are expected to be completed within
8 months from the date of the SG/GM Agreement; and

(iv) The SG/GM Agreement is available for inspection at the
Registered Office of Amsteel at the Registered Office of Amsteel
at Level 46, Menara Citibank, 165 Jalan Ampang, 50450 Kuala
Lumpur, during normal business hours from Monday to Friday
(except public holidays) from the date hereof to the date of the
extraordinary general meetings to be convened by Amsteel.

(v) Barring unforeseen circumstance, the necessary application
to seek the SC's approvals for the Proposed Disposal of
Remaining Shares would be submitted within 3 months from the
date of this announcement.


BRIDGECON HOLDINGS: Posts Payment Default Update
------------------------------------------------
Bridgecon Holdings Berhad provided an update on the details of
banking facilities, which are currently in default as at
November 30, 2001. Check
http://www.bankrupt.com/misc/Bridgecon_Holdings1211.xls
for details of the bank borrowing and interest default.

As at 30 November 2001, total bank borrowings (inclusive of
default interest) is RM217.20 million which are made up of the
principal sum of RM165.096 million and interest portion of
RM52.104 million.


DATAPREP HOLDINGS: SC Approves Proposals Extension
--------------------------------------------------
Arab-Malaysian Merchant Bank Berhad, on behalf of Dataprep
Holdings Berhad (Dataprep or Company), announced that the
Securities Commission has vide its letter dated 3 December 2001
approved the extension of time up to 7 September 2002 for the
completion of the implementation of the Proposals.

The "Proposals" are comprised of:

  * Proposed Restructuring Scheme
  * Proposed Employee Share Option Scheme


INSTANGREEN CORPORATION: Reduces, Consolidates Capital
------------------------------------------------------
Instangreen Corporation Berhad (IGREEN) is implementing the:

  * Recalling and cancellation of RM0.90 from every existing
ordinary share of RM1.00 each in IGREEN (Share Cancellation);

  * Issuance of new consolidated shares of RM1.00 each in IGREEN
to replace the ordinary shares of RM0.10 each in IGREEN on the
basis of one (1) new consolidated share for every ten (10)
existing ordinary shares held pursuant to the capital reduction
and consolidation (IGREEN Consolidated Shares); and

  * Swapping the IGREEN Consolidated Shares with new LBS Bina
Group Berhad (LBGB) ordinary shares of RM1.00 each on the basis
of one (1) new LBGB ordinary share of RM1.00 each in LBGB
for one(1) IGREEN Consolidated Share (Share Swap)

The Record of Depositors and the Register of Members will be
closed at 5.00 p.m. on 28 December 2001 for the purpose of
determining the shareholders whose shareholding will be subject
to the cancellation of existing ordinary shares of RM1.00 each
in IGREEN pursuant to the capital reduction and consolidation.

In order to facilitate the recalling and cancellation of the
existing ordinary shares of RM1.00 each in IGREEN and the
issuance of the new LBGB ordinary shares of RM1.00 each, the
suspension of trading of the existing ordinary shares of RM1.00
each in IGREEN will be maintained.

Profile

On 9 September 1999, Special Administrators (SA) from Deloitte
Kassim Chan, were appointed by Pengurusan Danaharta Nasional Bhd
over Instangreen and two of its subsidiaries: Instangreen
(Landscape) Sdn Bhd and SPJ Construction Sdn Bhd.

The SA had, on behalf of Instangreen, on 11 May 2000 entered
into a conditional MOU with the vendors of LBS Bina Holdings Sdn
Bhd and certain of its subsidiaries/associate companies with the
intention of participating in a restructuring scheme.

The proposed restructuring scheme will involve capital
reconstruction, exchange of shares and transfer of listing
status of the Company to a new company (Newco), debt
restructuring entailing the settlement of all or part of its
debts via the issuance of new shares, ICULS and redeemable
convertible secured bonds in Newco, acquisition of the LBS Group
by LBS Bina Group Bhd (LBSBG), and disposal of Instangreen's
several subsidiaries to LBSBG. The LBG Group is principally
involved in property development.

On 9 October 2000, the Company conditionally agreed to transfer
its listing status to LBSBG. Instangreen has also entered into
share sale agreements with LBSBG to dispose of several
subsidiaries to the latter. The proposed restructuring scheme
was approved by the SC on 20 June 2001. The Company is now
working on the necessary documentation.


KELANAMAS INDUSTRIES: Updates Material Litigation Status
--------------------------------------------------------
Kelanamas Industries Berhad (KIB or the Company), in relation to
the winding petition between Hexza-Mather Sdn Bhd (Hexza) and
SBM Trading Sdn Bhd (SBMT), announced:

1) Financial and operational impact of the winding up
proceedings on the Group

SBMT has ceased operation at the end of October 1999, and since
then SBMT do not contribute any positive earning and cashflow to
KIB Group. Consequently, there is no financial and operational
impact of the winding up proceedings on the Group except
additional legal cost, which will be incurred in defending the
winding up proceedings brought by Hexza against SBMT.

2) Total cost of investment of KIB in SBMT

RM'000

Cost of investment    5,168
Provision for diminution in value  (5,168)

KIB has fully provided for diminution in value for cost of
investment in SBMT since financial year ended 30 April 1998.

3) Expected losses, if any arising from the winding up
proceedings.

Additional legal cost shall be incurred in defending the legal
proceedings against SBMT.

4) Steps taken and proposed to be taken by KIB in respect of
winding up proceedings.

KIB has instructed the solicitors to appeal and defend the legal
proceedings against SBMT.


MAY PLASTICS: States No Significant Change In Payment Status
------------------------------------------------------------
May Plastics Industries Bhd informed that there has been no
change to the status of default as announced previously on 12
November 2001.

The steps undertaken by the Company to rectify the default are
comprised in the Composite Schemes of Arrangement and Compromise
pursuant to S176 of the Companies Act 1965. Please refer to the
monthly announcement made by the company pursuant to Practice
Note No 4/2001 for more details on the latest status of the
Proposals.

The list of default payments as at 30 November 2001 is as
enclosed in the table found at
http://www.bankrupt.com/misc/May_Plastics1211.doc


MBF CAPITAL: Enters Business Merger Agreement For Unit MBfI
-----------------------------------------------------------
Alliance Merchant Bank Berhad (Alliance), for and on behalf of
the Board of Directors (Board) of MBf Capital Berhad (MBf
Capital or Company), announced that the Company, MBf Insurans
Berhad (MBfI), which is its wholly-owned subsidiary, QBE
Insurance Group Limited (QBE Parent), QBE Insurance
(International) Limited (QBE) and QBE Insurance (Malaysia)
Berhad (QBEM) had, on 6 December 2001, entered into a Business
Merger Agreement for the proposed merger of MbfI with QBEM
(Business Merger Agreement). QBEM is a wholly owned subsidiary
company of QBE, which in turn is a wholly owned subsidiary
company of QBE Parent.

The Proposed merger between QBEM and MbfI, a wholly owned
subsidiary company of MBf Capital Berhad (Proposed Merger)
entails the following proposals:

   (i) Proposed transfer of the MBfI's general insurance
business to QBEM by way of transferring MBfI's insurance
liabilities and insurance assets of an equivalent amount
acceptable to QBE pursuant to a scheme under Section 133 of the
Insurance Act, 1996 ("Insurance Act") ("Proposed Transfer of
MBfI's Insurance Business to QBEM");

   (ii) Proposed subscription by MBfI for 99,400,000 new
ordinary shares of RM0.50 each in QBEM ("QBEM Shares") at par
representing approximately 46% of the enlarged share capital of
QBEM of 216,000,000 ordinary shares prior to the Proposed
Acquisition of QBEM Shares (as defined below) for a subscription
consideration of RM49,700,000 ("Proposed Subscription for new
QBEM Shares"); and

   (iii) Proposed acquisition of 6,440,000 QBEM Shares for a
cash consideration of RM4.2 million or RM0.652 per share by MBfI
from QBE ("Proposed Acquisition of QBEM Shares").

MBf Capital, MBfI, QBE and QBEM had also, on 6 December 2001,
entered into a Shareholders Agreement to regulate their
relationships with each other and certain aspects of the affairs
of and their dealings with the new merged entity ("Shareholders
Agreement").

DETAILS OF THE PROPOSED MERGER

The Proposed Merger entails the following proposals:

(i) Proposed Transfer of MBfI's Insurance Business to QBEM

The Proposed Transfer of MBfI's Insurance Business to QBEM
entails the transfer of MBfI's insurance liabilities and
insurance assets of an equivalent amount acceptable to QBE.
The insurance assets of MBfI that will be transferred to QBEM
amounting to RM108.11 million (as at 30 June 2001) are as
follows:

  * Physical assets;

  * Investments of Malaysian government securities, deposits
with banks, deposits with finance companies and short term and
at-call deposits;

  * Receivables net of bad and doubtful debt (including any
provisions for ageing of debts required by Bank Negara Malaysia
("BNM");

  * Cash and other assets,

hereinafter, referred to as the "Insurance Assets".

The insurance liabilities of MBfI that will be transferred to
QBEM, amounting to RM108.11 million (as at 30 June 2001), are as
follows:

  * Outstanding claims on policies including incurred but not
reported claims;

  * Unearned premium on policies;

  * Claims handling expenses; and

  * Payables to agents, reinsurers and others,

hereinafter, referred to as the "Insurance Liabilities".

The Insurance Assets and Insurance Liabilities are referred to
as the "Insurance Business".

The transfer, which shall be effected by way of a court vesting
order pursuant to a scheme under Section 133 of the Insurance
Act will be undertaken 5 business days after satisfaction of all
the conditions precedent set out in the Business Merger
Agreement or such other date the parties to the Business Merger
Agreement agree in writing (Commencement Date).

(ii) Proposed Subscription for new QBEM Shares

The Proposed Subscription for new QBEM Shares entails the
subscription by MBfI for 99,400,000 new QBEM Shares at par
representing approximately 46% of the enlarged share capital of
QBEM of 216,000,000 ordinary shares prior to the Proposed
Acquisition of QBEM Shares for a subscription consideration of
RM49,700,000.

Subsequent to the Proposed Subscription for new QBEM Shares, the
issued and paid-up share capital of QBEM would increase to RM108
million represented by 216,000,000 QBEM Shares.

(iii) Proposed Acquisition of QBEM Shares

The Proposed Acquisition of QBEM Shares entails the acquisition
of 6,440,000 QBEM Shares for a cash consideration of RM4.2
million or RM0.652 per share by MBfI from QBE subsequent to the
Proposed Subscription for new QBEM Shares. The Proposed
Acquisition of QBEM Shares shall be undertaken in order for MBfI
to own 49% of the equity interest in QBEM based on the abovesaid
enlarged share capital.

MBfI will finance both the Proposed Subscription for new QBEM
Shares and Proposed Acquisition of QBEM Shares utilizing the
acceptable assets with a value equal to RM53.9 million from its
existing shareholders' funds after the Proposed Transfer of
MBfI's Insurance Business to QBEM.

The shareholding structure of QBEM after the Proposed
Subscription for new QBEM Shares and Proposed Acquisition of
QBEM Shares will be as follows:

Shareholders  No. of shares in QBEM   Shareholding
QBE    110,160,000    51%
MBfl    105,840,000    49%
Total   216,000,000    100%

Upon receipt of the court vesting order:

   (i) MBfI will effect the transfer of its Insurance Business
to QBEM;

   (ii) MBfI will surrender its insurance license;

   (iii) QBEM will change its name to QBE-MBf Insurans Berhad
(QBE-MBf); and

   (iv) QBEM will issue shares to MBfI and QBE will sell shares
to MBfI.

Check http://www.bankrupt.com/misc/MBf_Capital.docfor the
Proposed Merger diagram.

Basis for the purchase consideration

BNM requires licensed insurers to have shareholders' funds of at
least RM100,000,000. Pursuant to this, the parties to the
Shareholders Agreement have agreed that the shareholders' funds
of QBE-MBf, the newly merged entity subsequent to the Proposed
Merger, should be RM110,000,000.

The parties to the Shareholders Agreement have agreed on the
following pertaining to the Proposed Merger:

   (i) the Proposed Merger will be effected at the adjusted net
tangible assets of MBfl and QBEM as at 30 June 2001; and

   (ii) the split balance sheet of MBfl as at 30 June 2001.

One part of the balance sheet represents the Insurance Business
of MBfI, which will be transferred to QBEM by way of a court
vesting order pursuant to Section 133 of the Insurance Act. This
transaction is at equal value.

The other part of the split balance sheet represents the
shareholders' funds of MBfl, which will remain after the
Proposed Transfer of MBfI's Insurance Business to QBEM. MBfl
will utilize some of these funds for the Proposed Subscription
for new QBEM Shares and Proposed Acquisition of QBEM Shares.

Based on MBfI's shareholders' funds as at 30 June 2001, MBfl
would utilize a total value equal to RM53,900,000 of acceptable
assets from its shareholders' funds as consideration for the
Proposed Subscription for new QBEM Shares and Proposed
Acquisition of QBEM Shares.

The parties to the Shareholders Agreement have agreed that the
merged entity should have a shareholders' funds of RM110,00,000,
of which RM108,000,000 would be in the form of share capital and
RM2,000,000 would be in the form of retained earnings. The
RM108,000,000 of capital is made up of the 216,000,000 QBEM
Shares of 50 sen each.

Based on the Shareholders Agreement, the shareholding of QBE-MBf
held by QBE and MBfI should be 51%:49% respectively. MBfI's
shareholding of the enlarged QBEM should be 105,840,000 ordinary
shares. Hence, MBfI will acquire the balance 6,440,000 QBEM
Shares from QBE (105,840,000 less 99,400,000) for RM4,200,000,
being the difference between the RM53,900,000 (being 49% of
RM110,000,000) and RM49,700,000.

The total consideration of RM53.9 million for 105,840,000 QBEM
Shares or RM0.509 per share represents a discount of 1.6% from
the adjusted NTA of QBEM of RM0.517 per share.
Apart from the Insurance Liabilities, QBEM is not expected to
assume any other liabilities of MBfI.

The cost of investment in MBfI as at 31 October 2001 is
RM34,707,000 and RM67,521,000 at MBf Capital company and group
level respectively.

Source of financing

Neither MBfI nor QBE will need to raise new funds to implement
the Proposed Merger. MBfI will fund the Proposed Subscription
for new QBEM Shares and Proposed Acquisition of QBEM Shares from
its existing shareholders' funds.

Ranking of the new QBEM Shares

The new QBEM Shares to be issued to MBfI pursuant to the
Proposed Subscription for new QBEM Shares shall, upon issue and
allotment, rank pari passu in all respects with the existing
QBEM Shares except that they shall not be entitled to any
dividends, rights, allotments and/or any distributions, the
entitlement date of which is prior to the date of allotment of
the said QBEM Shares.

The QBEM Shares to be acquired by MBfI from QBE pursuant to the
Proposed Acquisition of QBEM Shares shall be acquired free from
any interest or equity of any person (including without
prejudice to the generality of the foregoing, any right to
acquire, option or right of pre-emption) or any mortgage,
deposit, charge, pledge, lien or assignment, or any other form
of encumbrance, priority or security interest or arrangement of
whatsoever nature over or in the relevant property.

Salient terms and conditions of the Business Merger Agreement

The salient terms and conditions of the Business Merger
Agreement are as follows:

(i) Conditions precedent

The Proposed Merger is conditional upon the following conditions
precedent ("Conditions Precedent") being fulfilled on or before
midnight on 31 March 2002 ("Cut-Off Date") or such other time
and date the parties agree to in writing:

   (a) the approval of the Foreign Investment Committee ("FIC")
for the following:

    * Proposed Transfer of MBfI's Insurance Business to QBEM;
and

    * Proposed Subscription for new QBEM Shares;

   (b) the approval of the Securities Commission ("SC") for the
issuance of the new QBEM Shares to MBfI pursuant to the Proposed
Subscription for new QBEM Shares;

   (c) the exemption from the SC for the requirement for MBfI to
undertake a mandatory general offer for all the remaining QBEM
Shares not already effectively owned by it upon completion of
the Proposed Merger;

   (d) the approval of BNM under Section 130 of the Insurance
Act;

   (e) the approval of the Ministry of Finance for the
acquisition of shares exceeding 5% of the issued capital of QBEM
by MBfI;

   (f) MBfI receiving written confirmation from its foreign
facultative and treaty re-insurers representing 90% in value of
reinsurance recoveries as at 30 June 2001 which involve non-
Malaysian assets to the effect that subject to confirmation of
the scheme and reinsurance contract, they will pay QBEM in place
of MBfI;

   (g) the approval of the MOF for the granting of a specific
exemption from stamp duty for all instruments in respect of the
Proposed Merger or generally by way of an exemption order under
the Stamp Act, 1949 for instruments in respect of approved
mergers of insurance companies;

   (h) the approval of the respective shareholders of MBfI and
QBEM to the Proposed Merger; and

   (i) the confirmation of the Proposed Transfer of MBfI's
Insurance Business to QBEM by the High Court of Malaysia.

(ii) Split balance sheet

   (a) The parties intend that the Insurance Assets transferred
to QBEM should equal the Insurance Liabilities assumed by QBEM
as at the Commencement Date and that MBfI retains all its
shareholders' funds, first, for subsequent investment into QBEM
by way of the new QBEM Shares. If the amount of the Insurance
Liabilities as at the Commencement Date assumed by QBEM is
greater than the amount of the acceptable assets as at the
Commencement Date transferred to QBEM, then MBf Capital will pay
the difference to QBE within 10 business days of agreement on or
determination of such amount. If the amount of such liabilities
is less than the amount of acceptable assets, then QBE shall pay
MBf Capital the difference within 10 business days of agreement
on or determination of the amount;

   (b) By 15 February 2003, QBEM shall provide to MBf Capital a
detailed statement as at 31 December 2002 of the value of the
run-off of the policy liabilities as at 31 December 2002 and
matching assets of QBEM immediately prior to the Commencement
Date. If this statement shows that the net tangible assets of
the Company immediately prior to the Commencement Date was less
than RM56.1 million or 51% of the shareholdings of QBE-MBf, QBE
shall pay any shortfall to MBf Capital within 10 business days
of the detailed statement referred to above;

(iii) Warranty Claims

   (a) If there is a breach of any warranty, the provider of the
warranty will compensate the recipient for the loss suffered by
the recipient as a result of the breach. The warranty provider
is only liable if the loss exceeds RM1 million and the maximum
that the warranty provider is liable to pay is RM50 million;

   (b) The provider of the Warranty is not liable for any claims
in respect of any warranty claim unless the recipient has given
written notice to the provider on or prior to 31 March 2003
setting out details of the warranty claim known to it; and

   (c) This performance of the obligations by both MBfI and QBEM
under the Business Merger Agreement is guaranteed by MBf Capital
and QBE Parent respectively;

(iv) Non-Malaysian Assets

MBfI will use its best endeavors to assign or novate its right,
title and interest under the Insurance Assets outside Malaysia
("Non-Malaysian Assets") and contracts not subject to Malaysian
Law and obtain the consent to the assignment or novation of
these assets to QBEM by the Commencement Date.
Salient terms and conditions of the Shareholders Agreement

The salient terms and conditions of the Shareholders Agreement
are as follows:

   (i) QBE shall use its best endeavors to reduce its
shareholding down to 49%. Amongst other things, QBE shall use
its best endeavors to introduce a third party shareholder to
QBE-MBf in order to achieve this reduction. Any third party
shall assist QBEM for the purpose of qualifying to enjoy the
benefits of an insurance company the majority of whose shares
are owned by Malaysians;

   (ii) By a mortgage of shares executed or to be executed by
MBfI in favor of QBE ("Share Mortgage"), MBfI will create a
first fixed charge to QBE to secure the obligations (including
without limitation the indemnities and warranties) given by MBf
Capital under the Business Merger Agreement, which charge is
subject to the approval of BNM and other relevant authorities
and which after approval and on execution QBE shall register
with the Registrar of Companies;

   (iii) Upon completion of the Proposed Merger, QBE shall
retain the 10,584,000 new QBEM Shares ("Mortgage Shares") with
MBfI being entitled to the dividend and voting rights on the
Mortgage Shares for so long as there is no event of default
under the Share Mortgage. Subject to no warranty claim under the
Business Merger Agreement having been notified and not
unresolved on 31 March 2003, QBE shall release the Mortgage
Shares to MBfI. Subject to agreement on or determination under
the Business Merger Agreement of a warranty claim, in full or
partial settlement of a warranty claim, some or all of the
Mortgage Shares shall be transferred to QBE or its nominee at
QBE's request;

   (iv) General restrictions on transfer

     (a) Subject to certain clauses of the Shareholders
Agreement and such terms and conditions as may be imposed by
BNM, none of the parties shall sell, transfer or otherwise
dispose of any interest in or over its shares to any third party
(including for this purpose the assignment of the beneficial
interest in or renunciation of any right to receive or subscribe
for such shares) which would result in a breach of the
Shareholder' Agreement without such party ("the Offeror") first
making an offer in writing through QBEM to transfer or dispose
of any part of the Offeror's shares to QBE and MBfI and any
shareholders of shares in QBEM other than MBfI or QBE.

     (b) If QBE is constrained from exercising its rights to
purchase shares by reason of the restrictions imposed under any
of the approvals or licenses granted to QBEM for the carrying on
of the business or by reason of any restrictions imposed by the
Government of Malaysia, BNM or any relevant authority, MBfI
shall work with QBE to apply for the modification of such
restrictions so as to enable QBE to exercise its purchase
rights. If such restrictions cannot be modified despite the
Shareholders attempts, QBE shall have the right to assign its
purchase rights to a natural person or a corporation qualified
to be a holder of the shares in accordance with the restrictions
imposed provided the subsequent transferee signs a deed of
adherence; and

   (v) Until expiration of three (3) years, the parties will not
carry on a business in competition with QBEM in Malaysia.

MANDATORY OFFER IMPLICATION OF THE PROPOSED MERGER

Upon completion of the Proposed Merger, MBfI will hold
105,840,000 QBEM Shares representing 49% of the enlarged issued
and paid-up share capital of QBEM of 216,000,000. MBfI will then
be required, pursuant to Part II of the Malaysian Code on Take-
Overs and Mergers, 1998 ("Code") to extend a mandatory offer for
all the remaining QBEM Shares not already effectively owned by
it.

In this respect, MBfI will seek for an exemption under Practice
Note 2.9.6 of the Code from the obligation to extend a mandatory
offer for the remaining 110,160,000 shares or 51% equity
interest in QBEM not already held by MBfI.

BACKGROUND INFORMATION

Information on MBf Capital and MbfI

MBf Capital

MBf Capital was incorporated as a public limited company on 29
October 1991 in Malaysia under the Companies Act, 1965 for the
purpose of consolidating all domestic financial subsidiary and
associated companies of MBf Holdings Berhad.

The present authorized share capital of MBf Capital is
RM5,000,000,000 comprising 5,000,000,000 ordinary shares of
RM1.00 each of which 782,314,000 ordinary shares of RM1.00 each
therein have been issued and fully paid-up.

MBfI

MBfI was incorporated as a private limited company on 23 July
1973 in Malaysia under the Companies Act, 1965 under the name
Loy Travels Sdn Berhad. Subsequently, it changed its name to
Prime Export Meat (M) Sdn Bhd on 24 September 1975, Property
Evaluation Services Sdn Berhad on 8 August 1977, Granfild Sdn
Bhd on 19 February 1982, MBf Insurans Sdn Bhd on 7 September
1983 and was converted into a public limited company and assumed
its present name on 5 June 1997. MBfI is principally involved in
the general insurance business. It is a wholly owned subsidiary
company of MBf Capital.

The present authorized share capital of MBfI is RM100,000,000
comprising 100,000,000 ordinary shares of RM1.00 each of which
62,000,000 ordinary shares of RM1.00 each have been issued and
fully paid-up.

Based on the audited accounts of MBfI for the financial year
ended 31 December 2000, the company registered a loss after
taxation of RM5.281 million and NTA of RM51.1 million. As at 31
December 2000, the issued and paid-up share capital of MBfI was
40,000,000 ordinary shares of RM1.00 each.

Information on QBE and QBEM

QBE

QBE Group began with the formation of The North Queensland
Insurance Company Limited, which was incorporated as a public
limited company on 1 October 1886 in Australia under the
Companies Act New South Wales and which is now QBE. QBE Parent
was formed in 1973 with the merger of 3 companies and has been
listed on the Australian Stock Exchange since 1973. QBE Parent
is one of Australia's largest publicly listed international
insurers. QBE is a wholly owned subsidiary company of QBE
Parent.

QBE is principally involved in the general insurance and
reinsurance business.

QBEM

QBEM was incorporated as a private limited company on 24 April
1987 in Malaysia under the Companies Act, 1965 and was converted
into a public limited company on 16 June 1997. It is a wholly-
owned subsidiary company of QBE, which in turn is a subsidiary
company of QBE Parent. QBEM is principally involved in the
general insurance business.

The present authorized share capital of QBEM is RM100,000,000
comprising 200,000,000 ordinary shares of RM0.50 each of which
RM58,300,000 comprising 116,600,000 ordinary shares of RM0.50
each have been issued and fully paid-up.

Based on the audited accounts of QBEM for the financial year
ended 30 June 2000, the company registered a profit after
taxation of RM8.086 million and NTA per share of RM1.42. Since
then, QBEM has changed it financial year end to 31 December.
Based on the audited accounts of QBEM for the six (6) month
period ended 31 December 2000, the company registered a profit
after taxation of RM4.995 million and NTA per share of RM1.20.

RATIONALE FOR THE PROPOSED MERGER

The current changes to the business environment caused by
increasing financial deregulation, globalization and rapid
advances in information technology, particularly, the internet,
and growing demand for more complex financial products and
services present both threats to, and opportunities for the
local insurance industry. Insurance companies, which are not
spared from these changes are expected to face a fiercely
competitive market place. Hence, there is an urgent need for
Malaysian insurance companies to seek benefits of economies of
scale so as to be more competitive.

In response to BNM's directive to the insurance companies to
merge or to increase their capital base to RM100 million by June
2001, the Proposed Merger is geared towards meeting BNM's call
for fewer but larger and stronger insurance companies in
Malaysia.

The Proposed Merger will also facilitate the achievement of the
Malaysian Government's target to develop a strong, efficient and
diversified financial services industry to meet the country's
increasingly large and sophisticated financing needs, as well as
the challenges of financial globalization. With a strengthened
capital and liquidity position, QBE-MBf, the merged entity,
would be poised to benefit from the expected continued growth
and development of the Malaysian economy.

The Proposed Merger would enable QBE-MBf to achieve a greater
scale of synergy by consolidating expertise of the general
insurance businesses, information technology support,
transaction processing and corporate and customer services of
QBEM and MBfI. This will provide significant opportunities for
cross selling of insurance and other related financial products.
QBEM and MBfI will no longer compete with each other and instead
will complement each other on services provided.

The Proposed Merger will also combine the best management
capabilities, resources and systems from both QBEM and MBfI. The
combination of core competencies will lead to a stronger, more
efficient and dynamic organization that will more effectively
attract and retain skilled human resources.

In addition, the Proposed Merger will streamline the
distribution channels and combine the strength of existing
networks of both QBEM and MBfI to achieve synergies.

The integration of the general insurance business of QBEM and
MBfI, to bring about greater operational efficiency and a larger
financial base to achieve improvement in the operation, will
enable QBE-MBf, the new merged entity, to become a significant
market player in the general insurance business.

EFFECTS OF THE PROPOSED MERGER

Share capital

There will be no change to the issued and paid-up share capital
of MBf Capital as the Proposed Merger does not involve any
issuance of MBf Capital shares.

Substantial Shareholders

The Proposed Merger will not have any effect on the substantial
shareholdings structure of MBf Capital.

Earnings

The Proposed Merger is expected to enhance future earnings of
MBf Capital in the long-term, mainly through greater operational
efficiency, cost savings associated with the Proposed Merger,
penetration into new markets and expansion in clientele base in
the long term.

NTA

The Proposed Merger will not have any effect on the NTA of MBf
Capital group as MBf Capital's 100% equity stake in MBfI is
replaced with MBfI's 49% equity stake in QBE-MBf.

APPROVALS OBTAINED/REQUIRED FOR THE PROPOSED MERGER

The Proposed Merger is inter-conditional upon the completion of
the following:

   * Proposed Transfer of MBf's Insurance Business to QBEM;

   * Proposed Subscription for new QBEM Shares; and

   * Proposed Acquisition of QBEM Shares,

and will also be subject to and conditional upon approvals being
obtained from the following, and any other relevant
authorities/parties found at
http://www.bankrupt.com/misc/MBf_Capital.doc

RISK FACTORS

The Proposed Merger involves a certain degree of risk as
highlighted below:

No Assurance of Future Business

In the event that the Proposed Merger is successful, MBfI is
likely to gain from QBE's technical expertise, financial
strength, product development capability, international
expertise and reinsurance capacity. However, notwithstanding the
foregoing, there is no assurance that QBE-MBf, the merged
entity, will be able to compete successfully against other
insurance players or to maintain or increase its market share in
the future amidst the trends of industry consolidation,
globalization, liberalization and specialization. The challenge
will be for QBE-MBf to fit its product mix and expertise with
the rapidly evolving demands of the nation's population and
business community.

Business Risks

QBE-MBf is subject to risks inherent in the insurance industry.
These include competition, adverse economic conditions, adverse
claims experiences, changes in agency strength and terms, and
shortage of skilled personnel. Although QBE-MBf would seek to
limit these risks through strategies such as reinsurance and
portfolio diversification, there is no assurance that these
risks will not have a material effect on QBE-MBf's business in
the future.

Furthermore, in order for QBE-MBf to capitalize on the
opportunities in the Malaysian insurance market, it will have to
develop innovative products and services that fulfill as well as
anticipate the needs of the market. Such products and services
may not achieve the level of market share or profitability
envisaged by the management due to competition, developments and
trends in contrast, the life insurance sector is relatively more
resilient to economic cycles by virtue of its nature.
Investment Risks

MBfI and QBEM, like all insurers, invest their funds in the
capital markets in accordance with the regulations governing the
industry. Subject to the risk management policies of QBE-MBf,
its potential investment performance is dependent on the
performance of the debt and equity markets. Increased volatility
in these markets will lead to increased volatility in the
results of QBE-MBf. QBE-MBf will manage its investment risks by
diversifying its investments portfolio and adopting investment
limits and criteria that are more stringent than those
stipulated by BNM.

Industry Consolidation

The consolidation of the Malaysian insurance industry has only
recently begun. As the industry is undergoing rapid and constant
change and the players are in various stages of negotiating
their merger plans, it is not possible to predict with any level
of accuracy as to which players will emerge as the future
leaders of the industry. The industry consolidation may have an
effect on the future prospects of MBfI, via QBEM.

Competition

Insurers face considerable challenges ahead as global trends of
consolidation and specialization are expected to create
international insurers that are larger, better skilled and more
focused on core area of competence. Apart from traditional
players such as asset managers, captive insurers, independent
financial advisers and internet players who, through disinter
mediating core elements of the insurance value chain, are
improving product range and performance and lowering the prices
paid by consumers.

Dependence on Key Personnel

The success of the Proposed Merger is dependent upon the
abilities and continuing efforts of its existing Directors and
senior management. The loss of any of the key members of the
Directors and senior management may adversely affect MBfI's
continuing ability to compete in the insurance industry.
However, efforts are being made to retain the key personnel.
MBfI's future success will also depend upon its ability to
attract and retain skilled personnel.

INTERESTS OF DIRECTORS, MAJOR SHAREHOLDERS AND PERSONS CONNECTED
TO THEM

None of the Directors and/or major shareholders of MBf Capital
and persons connected to them, insofar as the existing Directors
and major shareholders are able to ascertain and are aware, have
any interest, direct or indirect, in the Proposed Merger.

DIRECTORS' RECOMMENDATION

The Directors of MBf Capital, having considered all aspects of
the Proposed Merger, are of the opinion that the Proposed Merger
is in the best interests of the Company and the terms and
conditions are fair and reasonable.

COMPLIANCE WITH THE SC'S POLICIES AND GUIDELINES ON ISSUE/OFFER
OF SECURITIES (SC'S GUIDELINES)

The Proposed Merger is expected to fully comply with the
requirements under the SC's Guidelines.

SUBMISSION TO THE SC

MBf Capital is expected to make a submission to the SC within
one (1) month from the date of this announcement.

ESTIMATED TIME FRAME FOR THE COMPLETION OF THE PROPOSED MERGER

Barring unforeseen circumstances, the Proposed Merger is
expected to be completed within three (3) months from the date
of this announcement.

DOCUMENTS AVAILABLE FOR INSPECTION

Copies of the Business Merger Agreement and Shareholders
Agreement dated 6 December 2001 in relation to the Proposed
Merger is available for inspection at the registered office of
the Company at Block B1, Level 9, Pusat Dagang Setia Jaya
(Leisure Commerce Square), No.9, Jalan PJS 8/9, 46150 Petaling
Jaya, Selangor Darul Ehsan, Malaysia during normal office hours
from Monday to Friday, except public holidays, fourteen (14)
days from the date of this announcement.


MYCOM BERHAD: Submits Amended Proposed Scheme Application
---------------------------------------------------------
Mycom Berhad (Mycom or Company) announced that there has been no
further progress made in respect of the status of default in
principal payments for revolving credit facilities granted to
its wholly-owned subsidiaries, Tingkayu Plantation Sdn Bhd and
Pertama Land & Development Sdn Bhd since the last periodic
announcement made.

Mycom, further to the announcement on 3 December 2001 by the
Company regarding the submission of amended Proposed
Restructuring Scheme to the Securities Commission, the Company
also announced that Alliance Merchant Bank Berhad (formerly
known as Amanah Merchant Bank Berhad), on behalf of the Board of
Directors of Mycom, had made an application to the Foreign
Investment Committee and the Ministry of International Trade and
Industry on 8 December 2001 on the amended Proposed
Restructuring Scheme.


SASHIP HOLDINGS: SC OKs Proposed Scheme Time Extension Request
--------------------------------------------------------------
Commerce International Merchant Bankers Berhad (CIMB), on behalf
of the Board of Directors of Saship Holdings Berhad (SHB or
Company), formerly known as Westmont Industries Berhad,
announced that the Securities Commission (SC) had, vide their
letter dated 8 December 2001, approved the extension of time for
the completion of the proposed restructuring scheme under
section 176 of the companies act, 1965 (Proposed Restructuring
Scheme) to 18 June 2002. The SC had previously on 10 September
2001 granted its approval for the extension of time to complete
the Proposed Restructuring Scheme by 18 December 2001.

All the terms and conditions of the SC approval for the Proposed
Restructuring Scheme by their letter dated 19 September 2000
remain unchanged.


TAIPING CONSOLIDATED: Fulfills Level Of Operations Obligations
--------------------------------------------------------------
The Board of Taiping Consolidated Berhad TCB or the Company)
announced the following:

1. In February 1999 , TCB through its subsidiaries, Punca Makmur
Sdn Bhd, Crescent Hotels Sdn Bhd and Mayang Sari Sdn Bhd
completed the sale of properties known as Star Hill Shopping
Complex, J. W. Marriot Kuala Lumpur and Lot 10 Shopping Center
respectively to YTL Land Sdn Bhd. Subsequent to the disposal,
these subsidiaries, which contributed substantively to the
turnover of the Group did not have a core business and thus
became dormant.

As a result of the economic crisis and TCB's financial position,
the lenders to the Sentul Raya Development Project (Project)
suspended all further drawdown on the term loan for the Project.
The Project accordingly came to a standstill and no further
works were undertaken or progress billings made since early
1998.

Based on the latest audited financial statements of the TCB
Group ended 30 June 2001, TCB reported a consolidated revenue of
RM161,000.00. The consolidated revenue represents less than 5%
of TCB's paid up capital of RM125,028,506 as at 30 November
2001. Accordingly the Company is regarded as an affected listed
issuer having an inadequate level of operations in accordance to
Paragraph 2.1 of Practice Note 10/2001 of the Listing
Requirements (LR).

2. Being an affected listed issuer as defined, the Company is
under an obligation to ensure that the level of operations are
met within the time frames stipulated hereunder:

   (a) within nine (9) months from the date of this initial
Announcement, make an announcement to the Exchange (the
Requisite Announcement) of a detailed proposal, the
implementation of which will enable the Company to ensure a
level of operations that is adequate to warrant continued
trading and/or listing on the official list.

   (b) within two (2) months from the date of the Requisite
Announcement, submit the detailed proposal to the relevant
authorities for approval.

   (c) within four (4) months from the date of submission of
such detailed proposal to the relevant authorities pursuant to
(b) above, obtain all approvals necessary for the implementation
of such detailed proposal.

3. In order to put the Company back on a strong financial
footing after the economic crisis and to ensure that the Company
would be in a position to resume an adequate level of
operations, the Directors have restructured the Company as
follows:

   * Completing a Composite Scheme of Arrangement with scheme
creditors;

   * Undertaking a Capital Reconstruction;

   * Issuing up to 280 million New Irredeemable Convertible
Preference Shares of RM1.00 each to scheme creditors; and

   * Undertaking a Restricted Issue of up to RM100 million new
Ordinary Shares of RM1.00 each (Restricted Issue) to YTL
Corporation Berhad (YTL);

   * Completing the Debt Restructuring of Sentul Raya Sdn Bhd.

(hereinafter collectively referred to as "Corporate
Restructuring and Debt Restructuring Exercise")

The Corporate Restructuring and Debt Restructuring Exercise was
approved by the shareholders at the Extraordinary General
Meeting held on 16 September 2000 and the same was sanctioned by
the High Court on 20 February 2001. The Company completed the
Corporate Restructuring and Debt Restructuring Exercise with the
re-quotation of the Company's shares on the KLSE on 10 May 2001.

Upon the completion of the Restricted Issue, TCB became part of
the YTL Corporation Berhad (YTL) group on 25 April 2001.

On 2nd October 2001, the YTL Group in its efforts to streamline
and integrate its property development business and to enhance
TCB's competitive position in the property development industry,
its financial strength and earning and TCB announced proposals
under which TCB would acquire interests in the following
property development companies:

   i) Proposed Acquisition of 1,350,000 ordinary shares of
RM1.00 each, representing 45% equity interest in Syarikat
Kemajuan Perumahan Negara Sdn Bhd (SKPN) from Syarikat Pembenaan
Yeoh Tiong Lay Sdn Bhd (SPYTL), a subsidiary of YTL;

   ii) Proposed Acquisition of 150,000 ordinary shares of RM1.00
each, representing 5% equity interest in SKPN from Pemasaran
Simen Negara Sdn Bhd;

   iii) Proposed Acquisition of 500,000 ordinary shares of
RM1.00 each, representing 100% equity interest in Bayumaju
Development Sdn Bhd from YTL;

   iv) Proposed Acquisition of 4,250,000 ordinary shares of
RM1.00 each, representing 100% equity interest in Pakatan
Perakbina Sdn Bhd (Pakatan) from SPYTL and Dato' Hj. Mohd Zainal
Abidin bin Hj Abdul Kadir;

   v) Proposed Acquisition of 12,588,204 ordinary shares of
RM1.00 each, representing 100% equity interest in Udapakat Bina
Sdn Bhd, a 70% owned subsidiary of Pakatan from Uda Holding
Berhad; and

   vi) Proposed Acquisition of 12,500 ordinary shares of RM1.00
each, representing 5% equity interest in PYP Sdn Bhd which is
95% owned by Pakatan, from YM Raja Dato' Wahid bin Raja
Kamarulzaman.

(collectively referred to as the "Proposals")

Sentul Raya Sdn Bhd (SRSB) has also completed its debt
restructuring exercise with the syndicated lenders in respect of
its term loan and is now focused on the revival of the Sentul
Raya Project. The management of SRSB is completing a new
masterplan of the whole project and planning to launch new
phases of the Project early next year (Revival of SRSB). The
revival of SRSB is expected to contribute positively to the
Group's turnover.

The Board is confident that the Company would be able to comply
with the obligations imposed on it by the Exchange pursuant to
Practice Note No. 10/2001 of the LR upon completion of the
Proposals and the Revival of SRSB.

In view of the announcement dated 2 October 2001 in relation to
the above Proposals made through Commerce International Merchant
Bank Berhad (CIMB), the adviser for the above Proposals, the
Company has complied with the provisions of Paragraph 6,
subparagraph (a) of Practice Note 10/2001.

The Company will, through CIMB, make such further announcement
or announcements at such time or times as shall be necessary to
comply with the provisions of Paragraph 6 of Practice Note
10/2001.


UH DOVE: Unit Cuts HWGB Shares
------------------------------
The Board of UH Dove Holdings Berhad (the Company or UHD)
announced that on 7 December 2001, the Company's wholly owned-
subsidiary, namely U.H. Industries Sdn. Bhd. has disposed part
of its investment in Ho Wah Genting Berhad (HWGB) comprising
30,000 shares representing 0.01875% of the issued and paid-up
capital of HWGB through the open market in the KLSE.

Details of Consideration

The 30,000 shares were disposed at a selling price of RM1.27 per
share through the open market in the KLSE.

Particulars of the Transaction

The particulars of the investment in HWGB are as follows:

Number of Shares held   Percentage
of RM1.00 each

Before Disposal   81,600    0.051
After Disposal   51,600    0.03225

Statement that the Directors, Major Shareholders and/or person
connected with them have no interest, direct or indirect, in the
transaction

Based on the statutory records of the Company and to the best of
our knowledge and belief, none of the Directors and Major
Shareholders and/or person connected with them has interest,
direct or indirect, in the aforesaid disposal.

Rationale for the Disposal

The disposal was made to raise additional working capital for
UHD Group.


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


BAYANTEL: Revising Restructuring Plan
--------------------------------------
Benpres Holdings Corp. said Tuesday its 47 percent affiliate
Bayan Telecommunications Inc. (BayanTel) will revise its debt
restructuring plan to take into account its creditors' views,
Wall Street Journal reported Monday.

Under BayanTel's proposed plan in October covering some $477
million in debt, the company will extend all its obligations to
15 years with a five-year grace period on principal.

The Philippine investment holding group, in a disclosure to the
stock exchange, said, "BayanTel continues to be in discussions
with its creditors and we also confirm that BayanTel will be
revising the original debt restructuring proposal to incorporate
certain comments of its creditors."


NATIONAL BANK: Government Signing Deal With Tan Likely
-------------------------------------------------------
Philippine Deposit Insurance Corp (PDIC) President Norberto
Nazareno said it can sign a deal with Philippine National Bank
majority shareholder, Lucio Tan, to pave the way for the bank's
rehabilitation even if the Department of Justice (DoJ) delays
issuing an opinion on whether PDIC can own bank shares,
PRNewsAsia reported Monday.

Mr. Nazareno said that based on a previous government ruling,
PDIC could be allowed to own bank shares for a limited period of
time, while not jeopardizing its job as regulator. The need for
an agreement between Tan and the government may be immediate and
necessary to jumpstart PNB's recovery, he added.

About a third of PNB's PhP25 billion debt from the Bankgo
Sentral ng Pilipinas (BSP) is designated for conversion into
equity. PDIC will then rehabilitate the bank before eventually
selling the shares when it has recovered.


NATIONAL BANK: Govt To Infuse Funds If DOJ Rejects Equity Swap
--------------------------------------------------------------
If the Department of Justice (DoJ) disallows conversion of
Bangko Sentral ng Pilipinas (BSP), Philippine Deposit Insurance
Corporation (PDIC) loan into equity in the bank, the government
may extend instead additional financial assistance to the bank,
which already owes the government P25 billion (US$481.18 million
at PhP51.956=US$1), BusinessWorld reported Tuesday.

According to PNB Chairman and PDIC President Norberto C.
Nazareno, "(Debt to equity) is the desired strategy that is
needed to strengthen the balance sheet, but if the law does not
allow that (strategy), we can just continue to extend financial
assistance (to PNB)."


NATIONAL POWER: Transco Winner Bidder To Infuse US$1B
-----------------------------------------------------
National Power Corporation's (Napocor) financial advisor N.M.
Rothschild & Sons Ltd, appointed along with Credit Suisse First
Boston for Napocor's privatization, said the winning bidder for
the power company's transmission assets needs to infuse an
additional $1 billion over a five-year period to finance the
system's expansion, ABS-CBN News reported Monday. The amount
would be needed to sustain the operation of Napocor's
transmission system.

"There is a need for the expansion and reinforcement investment
of around $1 billion over five years for Transco," said Merran
Van Der Tak, director for investment banking of N.M. Rothschild,
in presentation with prospective investors of newly-created
National Transmission Co. (Transco).


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


PANPAC MEDIA: Notice of Books Closure Date Issued
-------------------------------------------------
Panpac Media.Com Limited, through its Managing Director and
Group Chief Executive Officer, Ricky Ang Gee Hing, announced a
notice of books closure date for issue of bonus warrants:

Notice is hereby given that, subject to the approval of
Shareholders for the proposed Bonus Issue at the extraordinary
general meeting of the Company convened to be held on December
28, 2001 (details of which are found in the Company's
announcement, advertisement and Circular to Shareholders dated
December 11, 2001), the Share Transfer Books and Register of
Members of the Company will be closed from 5.00 p.m. on January
7, 2002 up to and including January 9, 2002 for the purpose of
determining Shareholders' entitlements to the Bonus Warrants.

Duly completed and stamped transfer forms (in respect of Shares
not registered in the name of CDP) received by the Company's
Share Registrar, Barbinder & Co Pte Ltd, at 8 Cross Street, #11-
00 PWC Building, Singapore 048424 not later than 5.00 p.m. on 7
January 2002 will be registered to determine Shareholders'
entitlements to the Bonus Warrants.

Unless otherwise defined, terms used in this announcement bear
the same meanings as defined in the Circular to Shareholders
dated December 11, 2001.


PANPAC MEDIA: EGM Scheduled To Pass 55.05MM Bonus Issue
--------------------------------------------------------
Panpac Media.Com Limited will hold its extraordinary general
meeting (EGM) at 371 Beach Road, #03-18 Keypoint, Singapore
199597 on December 28, 2001 at 10:30 a.m. for the purpose of
considering and, if thought fit, passing with or without
modifications, the following ordinary resolution:

ORDINARY RESOLUTION

That approval be and is hereby given to the Directors:

(a) to create and issue up to 55,053,000 bonus warrants (Bonus
Warrants) issued free to shareholders of the Company
(Shareholders) with registered addresses in Singapore to
subscribe for new shares in the capital of the Company in cash
on the basis of one (1) Bonus Warrant for every four (4)
ordinary shares of $0.05 each in the capital of the Company
(Shares) as at the books closure date on 5:00 p.m. on January 7,
2002, fractions of a Bonus Warrant to be disregarded, at an
exercise price (Exercise Price) which shall be as follows:

   (i) where the date of exercise of the Bonus Warrants
(Exercise Date) is during the period commencing from the date of
issue of the Bonus Warrants up to 5.00 p.m. on the day
immediately preceding the first anniversary of the date of issue
of the Bonus Warrants, the exercise price shall be $0.12; and

   (ii) where the Exercise Date is during the period commencing
immediately after 5.00 p.m. on the day immediately preceding the
first anniversary of the date of issue of the Bonus Warrants up
to 5.00 p.m. on the day immediately preceding the second
anniversary of the date of issue of the Bonus Warrants, the
exercise price shall be $0.15, subject to and in accordance with
the terms and conditions set out in the Instrument;

(b) to allot and issue 55,053,000 new Shares (New Shares) in the
capital of the Company arising from the exercise of subscription
rights under the Bonus Warrants, subject to and in accordance
with the terms and conditions of the instrument constituting the
Bonus Warrants (Instrument), such New Shares to be credited as
fully paid when issued and to rank pari passu in all respects
with the then existing Shares (save as may otherwise be provided
in the Instrument);

(c) to take such steps, make such amendments to the terms and
conditions of the Bonus Warrants as set out in the Instrument
(including the exercise price of the terms and conditions of the
Bonus Warrants) and exercise such discretion as the Directors
may from time to time deem fit in connection with all or any of
the above matters; and

(d) to take such steps to seek the approval of Shareholders and
holders of the Bonus Warrants (Warrant Holders) in the event of
any modification to the terms and conditions of the Bonus
Warrants, the Warrant Agency Agreement or the Instrument which,
in the opinion of the Company and the Warrant Agent, is
materially prejudicial to the interest of the Warrant Holders or
the Shareholders.


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


NEP REALTY: Reports Unit's Asset Acquisition, Disposal
------------------------------------------------------
The Board of Directors of Navanakorn Co., Ltd. (Navanakorn), a
subsidiary of NEP Realty and Industry Public Co., Ltd. (NEP),
resolved that a land of 1,174-2-76 rai located at Tambon
Na Klang, Amphur Soongnoen, Nakorn Ratchasima Province be
purchased from PKS Development Co., Ltd. (PKSD), at a price of
Bt411,141,500, for development into an industrial estate.

Related Parties:

Purchaser :  Navanakorn
seller  :  PKSD

Brief Description of Transaction:

Navanakorn's Board of Directors passed a resolution approving
the purchase from PKSD of a land of 1,174-2-76 rai located at
Tambon Na Klang, Amphur Soongnoen, Nakorn Ratchasima Province
for development into an industrial estate.

It is expected that an agreement to sell and purchase the said
land will be entered into and executed by the parties in
December 2001.  This land purchase is considered a transaction
where a subsidiary of a listed company acquires or disposes of
assets, to which transaction the notification of the Stock
Exchange of Thailand regarding Rules, Procedures and Disclosure
of the Acquisition or Disposal of the Assets of a Listed Company
applies.

Upon execution of the agreement, NEP will proceed to prepare and
deliver a comprehensive report on the disclosure of the
acquisition or disposal of the assets of a listed company.


PHAYATHAI 3: Files Petition For Business Reorganization
-------------------------------------------------------
The Petition for Business Reorganization of Private hospital
Phayathai 3 Company Limited (DEBTOR) was filed to the Central
Bankruptcy Court:

   Black Case Number 754/2543

   Red Case Number 764/2543

Petitioner: PRASITPATANA PUBLIC COMPANY LIMITED BY MR. TERAPHAUT
PETCHSUWAT AND/OR MR. BOONRHUNG UTHAIRHAT BEING AS AUTHORITY

Debts Owed to the Petitioning Creditor: Bt3,462,838,276.51

Planner: PriceWaterHouseCooper Coperate Restructuring Company
Limited

Date of Court Acceptance of the Petition: September 21, 2000

Date of Examining the Petition: October 16, 2000 at 9.00 A.M.

Court Order for Business Reorganization and Appointment of
Planner: October 16, 2000

Announcement of Court Order for Business Reorganization and
Appointment of the Planner in Matichon Public Company Limited
and Siam Rath Company Limited: October 26, 2000

Announcement of Court Order for Business Reorganization and
Appointment of the Planner in Government Gazette: November 21,
2000

Deadline for Planner to submit the Business Reorganization Plan
to Official Receiver: February 21, 2001

Planner postponed the date to submit the reorganization plan #
1st: March 21, 2001

Planner postponed the date to submit the reorganization plan #
2nd: April 21, 2001

Appointment Date of the Meeting of Creditors for the Plan
Consideration has been postponed to June 22, 2001 at 9.30 am. at
Evergreen Laral Hotel

The Meeting of Creditors had passed the resolution accepting the
reorganization plan pursuant to Section 90/46

Court Order for Accepting the reorganization plan: July 4, 2001
and appointed PriceWaterHouseCooper Coperate Restructuring
Company Limited to be the Plan Administrator

Announcement of Court Order for Accepting the Reorganization
Plan in Matichon Public Company Limited and Siam Rath Company
Limited: July 24, 2001

Announcement of Court Order for Accepting the Reorganization
Plan in Government Gazette: August 21, 2001

Contact: Miss Amornrat Tel, 6792525 ext 132


SANYO UNIVERSAL: Submits Tender Offer Report
--------------------------------------------
Sanyo Universal Electric Public Company Limited (SUE), pursuant
to SET's approval for SUE to delist its shares from listed
company under the condition that SUE must coordinate with the
Offerer and submit the report of the Tender Offer Result within
5 working days from 29 November 2001 per the SET's letter as
referred, submitted the copy Report of Result of Purchase of
Securities by Premier CE company Limited from general
shareholder, with the tender offer period of 45 working days,
commencing from 2727 September 2001 to 29 November 2001. Below
is the summary of the report:

                   REPORT OF TENDER OFFER RESULT

To: Secretary General
    Office of the Securities and Exchange Commission

We, Premier CE Company Limited, would like to report the result
of tender offer for the ordinary shares of Sanyo Universal
Electric Public Company Limited (SUE):

1.  Type of securities    Amount   Percentage of total
securities
Securities held before the
tender offer Ordinary share   -       -

Securities offered to be
Purchased Ordinary share  13,829,819       31.45

Securities tendered
Ordinary share             6,347,905       14.44
Securities purchased
Ordinary share           6,347,905       14.44

2. Amount of shares held by the Offerer after the tender offer.

                    Name        Amount       Percentage

Premier CE Company Limited         6,347,905      14.44


(Mrs.Vimolthip Phongsathorn)        (Mrs.Saowaluck Thithapant)

Premier CE Company Limited
The Offerer


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

Troubled Company Reporter -- Asia Pacific is a daily newsletter
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USA, and Beard Group, Inc., Washington, DC USA. Lyndsey Resnick,
Maria Vyrna Nineza-Merlin, Editors.

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

This material is copyrighted and any commercial use, resale or
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