09:42     STARBOW<00397> - Announcement (1)                                   

    The Stock Exchange of Hong Kong Limited 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.                   
                                                                              
    STARBOW HOLDINGS LIMITED                                                  
    (Incorporated in Bermuda with limited liability)                          
    (Stock Code: 397)                                                         
                                                                              
    PLACING OF NEW SHARES                                                     
    UNDER GENERAL MANDATE                                                     
                                                                              
    PLACING AGENT                                                             
                                                                              
    Kingston Securities Limited                                               
                                                                              
    The Placing                                                               
                                                                              
    On 30 November 2004, the Company has conditionally agreed to place,       
    through the Placing Agent on a fully underwritten basis, 147,140,000      
    Placing Shares to independent investors at a price of HK$0.045 per        
    Placing Share.                                                            
                                                                              
    The Placing Shares represent about 20.00% of the existing issued share    
    capital of the Company of 735,796,853 Shares and about 16.67% of the      
    Company's issued share capital of 882,936,853 Shares as enlarged by the   
    Placing.                                                                  
                                                                              
    The gross proceeds from the Placing will be about HK$6.6 million. The     
    net proceeds of about HK$6.4 million from the Placing will be used for    
    the repayment of short-term liabilities of about HK$3 million and         
    payment for operating activities including rental expenses and staff      
    salaries of about HK$3.4 million. The net proceeds raised per Placing     
    Share upon the completion of the Placing will be about HK$0.043 per       
    Share.                                                                    
                                                                              
    The Placing Price of HK$0.045 represents (i) a discount of about 19.64%   
    to the closing price of HK$0.056 per Share as quoted on the Stock         
    Exchange on 30 November 2004, being the last trading day of this          
    announcement and the date on which the terms of the Placing is fixed;     
    and (ii) a discount of about 19.64% to the average of the closing price   
    per Share of HK$0.056 as quoted on the Stock Exchange for the last five   
    trading days immediately prior to the date of this announcement on 30     
    November 2004.                                                            
                                                                              
    The Placing Price was negotiated on an arm's length basis between the     
    Company and the Placing Agent. The Directors consider that the terms of   
    the Placing are fair and reasonable based on the current favourable       
    market sentiment and in the interests of the Company and its              
    Shareholders as a whole.                                                  
                                                                              
    The Placing is conditional upon, among other things, the Stock Exchange   
    granting approval for the listing of, and permission to deal in, the      
    Placing Shares.                                                           
                                                                              
    The Placing is subject to termination on the occurrence of, amongst       
    other things, any event of force majeure (which include events set out    
    in greater detail below) at or before 10:00 a.m. on the completion date   
    of the Placing.                                                           
                                                                              
    The Placing may or may not proceed. Shareholders and potential investors  
     are advised to exercise caution when dealing in the Shares.              
                                                                              
    The Placing Agreement dated 30 November 2004                              
                                                                              
    Issuer                                                                    
                                                                              
    Starbow Holdings Limited                                                  
                                                                              
    Placing Agent                                                             
                                                                              
    The Placing Agent has conditionally agreed to place in aggregate of       
    147,140,000 Placing Shares on a fully underwritten basis and will         
    receive a placing commission of 2.5% on the gross proceeds of the         
    Placing.                                                                  
                                                                              
    The Placing Agent and its ultimate beneficial owners are not connected    
    persons (as defined in Listing Rules) of the Company and are third        
    parties independent of the Company and its connected persons.             
                                                                              
    Placees                                                                   
                                                                              
    The Placing Agent will place the Placing Shares to not fewer than six     
    Placees, each of whom (i) will not be a connected person (as defined in