09:05     KC-HSBC @XC0401<09391> - Announcement (1)                           

                                                                              
    This announcement appears for information purposes only and does not      
    constitute an invitation or offer to acquire, purchase or subscribe       
    for the Warrants described below.                                         
                                                                              
    The Stock Exchange of Hong Kong Limited (the `Stock Exchange') takes      
    no responsibility for the contents of this announcement, makes no         
    representation as to its accuracy or completeness and expressly           
    disclaims any liability whatsoever for any loss howsoever arising         
    from or in reliance upon the whole or any part of the contents of         
    this announcement.                                                        
                                                                              
    Second further issuance of                                                
    220,000,000 European Style (Cash Settled) Locked-in Return* Call          
    Warrants                                                                  
                                                                              
    2002-2004 relating to existing issued ordinary shares                     
    of US$0.50 each of HSBC Holdings plc                                      
    (Stock Code: 9391)                                                        
                                                                              
    issued by                                                                 
                                                                              
    KBC Financial Products International Ltd.                                 
    (Incorporated with limited liability in the Cayman Islands)               
                                                                              
    unconditionally and irrevocably guaranteed by                             
                                                                              
    KBC Bank NV                                                               
    (Incorporated with limited liability in Belgium)                          
                                                                              
    Sponsor/Manager                                                           
    KBC Financial Products Hong Kong Limited                                  
                                                                              
    Announcement                                                              
                                                                              
    The directors of KBC Financial Products International Ltd. (the           
    `Issuer'), announce their intention to issue a further 220,000,000        
    European Style (Cash Settled) Locked-in Return* Call Warrants             
    2002-2004 (the `New Warrants'), every ten warrants relating to one        
    existing issued ordinary share of US$0.50 each (the `Shares') of HSBC     
    Holdings plc (`Company'), at an issue price of HK$0.385 per warrant.      
                                                                              
                                                                              
    Exercise Par      Company  Issue    Quarterl Expiry   Trading  Exercise   
     Amount  Value             Price    y        Date     Board     Price     
    (number                             Fixing            Lots                
    of                                  Dates                                 
    Warrants                                                                  
    )                                                                         
                                                                              
    10       US$0.50  HSBC     HK$0.385 2nd      2nd      4,000    HK$85.00   
                      Holdings          October, January,                     
                                         2002                                 
                      plc               2nd      2004                         
                                        January,                              
                                         2003                                 
                                        1st                                   
                                        April,                                
                                        2003                                  
                                        2nd                                   
                                        July,                                 
                                        2003                                  
                                        2nd                                   
                                        October,                              
                                         2003                                 
                                        2nd                                   
                                        January,                              
                                         2004                                 
                                                                              
                                                                              
                                                                              
    The New Warrants shall be consolidated and form a single series with      
    an existing issue of 263,000,000 European Style (Cash Settled)            
    Locked-in Return* Call Warrants 2002-2004 (Stock Code: 9391) (the         
    `Existing Warrants', together with the New Warrants, the `Warrants')      
    relating to the Shares issued by the Issuer and unconditionally and       
    irrevocably guaranteed by KBC Bank NV (the `Guarantor') and listed on     
    the Stock Exchange in which dealings commenced on 3rd July, 2002 and      
    20th December, 2002, and details of which are contained in a              
    supplemental listing document dated 2nd July, 2002 and a further          
    supplemental listing document dated 19th December, 2002. The terms        
    and conditions of the New Warrants are identical in all material          
    respects to the terms and conditions of the Existing Warrants.            
                                                                              
    The Warrants are European style and may only be exercised on the          
    Expiry Date. The Warrants are in registered form and exercisable only     
    in the trading board lots specified above. Every Exercise Amount will     
    entitle the holder on exercise thereof to receive from the Issuer a       
    payment of an amount in Hong Kong dollars calculated by the Issuer        
    (the `Cash Settlement Amount') equal to (1) an amount in Hong Kong        
    dollars calculated by the Issuer as equal to the sum of the Quarterly     
    Cash Settlement Amounts (as defined below) divided by the relevant        
    number of Quarterly Fixing Dates (provided that if any such Quarterly     
    Fixing Date is not a Business Day, it shall be the immediately            
    preceding Business Day) less (2) the Exercise Expenses (as defined in