10:01     CGD HOLDINGS<00162> - Announcement & Resumption (6)                 

    "Company"       China Golden Development Holdings                         
    Limited, a company incorporated in Bermuda with                           
    limited liability and whose shares are listed on the                      
    Stock Exchange                                                            
                                                                              
    "connected person"      has the meaning ascribed thereto                  
    under the Listing Rules                                                   
                                                                              
    "Consideration" the consideration of the Agreement                        
    of HK$40,000,000                                                          
                                                                              
    "Cruise Ship"   the vessel identified as m.v. "MING FAI                   
    PRINCESS" registered in the name of Pacific Cruises                       
    under the laws and flag of the Republic of Panama                         
                                                                              
    "Directors"     the directors of the Company (including                   
    the independent non-executive directors of the                            
    Company)                                                                  
                                                                              
    "Gaming Facility"       the gaming facility of the Cruise                 
    Ship at which gambling, entertainment and other                           
    related activities are carried out                                        
                                                                              
    "Gambling Ordinance"    the Gambling Ordinance                            
    (Chapter 148 of the Laws of  Hong Kong)                                   
                                                                              
    "Group" the Company and its subsidiaries                                  
                                                                              
    "Hong Kong"     the Hong Kong Special Administrative                      
    Region of the People's Republic of China                                  
                                                                              
    "HK$"   Hong Kong dollars, the lawful currency of Hong                    
    Kong                                                                      
                                                                              
    "Listing Rules" the Rules Governing the Listing of                        
    Securities on the Stock Exchange                                          
                                                                              
    "Long Stop Date"        28 February 2005 or such other date               
    as the parties to the Agreement may in writing agree                      
                                                                              
    "Mr. Cai"       Cai Jun Jie (*), the sole legal and                       
    beneficial owner of the Operator                                          
                                                                              
    "Pacific Cruises"       Pacific Cruises (Hainan) Limited,                 
    a non wholly-owned subsidiary of the Company and a                        
    private company incorporated in Hong Kong with                            
    limited liability and beneficially owned as to 51%                        
    by the Company and 49% by Mr. Wong Kin Ming (*).                          
    Apart from being a substantial shareholder of Pacific                     
    Cruises, Mr. Wong is a third party independent of and                     
    not connected with the Company and its connected                          
    persons                                                                   
                                                                              
    "Participant"   Ming Fai Princess Entertainment                           
    Limited, a company incorporated in the British Virgin                     
    Islands and an indirect wholly-owned subsidiary of                        
    the Company                                                               
                                                                              
    "PRC"   the People's Republic of China excluding Hong                     
    Kong for the purpose of this announcement                                 
                                                                              
    "Share(s)"      share(s) of the Company                                   
                                                                              
    "Shareholders"  holders of the Shares                                     
                                                                              
    "Stock Exchange"        The Stock Exchange of Hong Kong                   
    Limited                                                                   
                                                                              
    "substantial shareholder"       has the meaning                           
    ascribed thereto under the Listing Rules                                  
                                                                              
    "%"     per cent.