09:48     MTR CORPORATION<00066> - Announcement (2)                           

    Government involving land and land interests subject to certain           
    conditions. Under the Waiver, the Company is required to make an          
    announcement of the transaction in accordance with Rule 14A.47 of the     
    Listing Rules and to disclose details of the transaction in its next      
    annual report in accordance with Rule 14A.45 of the Listing Rules. The    
    Company is also required under the Waiver to make the transaction         
    subject to the approval of the Board of Directors, with the Directors     
    appointed by the Government under section 8 of the Mass Transit Railway   
    Ordinance (Cap. 556) and any Director who holds a position in the         
    Government being required to abstain from voting. Had there been no       
    Waiver, the transaction would have been subject to the announcement, the  
    reporting and the independent shareholders' approval requirements under   
    Chapter 14A of the Listing Rules. This announcement is made in            
    accordance with the conditions of the Waiver and Rule 14A.47 of the       
    Listing Rules. Details of the transaction will be disclosed in the next   
    annual report of the Company in accordance with Rule 14A.45 of the        
    Listing Rules.                                                            
                                                                              
    Principal activities of the Company                                       
    The principal activities of the Company and its subsidiaries are (a) the  
    operation of a mass transit railway system, (b) property development      
    relating to the railway, (c) related commercial activities, (d) the       
    construction of the Penny's Bay Rail Link, (e) the design, construction   
    and operation of the Tung Chung Cable Car Project and related tourist     
    development, (f) the planning and construction of future extensions and   
    other related infrastructure projects, (g) consultancy services, (h) the  
    operation of a smart card system, and (i) equity investments and long     
    term operation and maintenance contracts outside Hong Kong.               
                                                                              
    Definitions                                                               
                                                                              
    "Conditions of Grant"        means the particulars and conditions for     
    the grant of an agreement for lease by private treaty of Tseung Kwan O    
    Town Lot No.70 between the Government and the Company dated 16th May,     
    2002;                                                                     
                                                                              
    "Directors"        means members of the board of directors of the         
    Company;                                                                  
                                                                              
    "Government"        means the Government of the Hong Kong Special         
    Administrative Region of the People's Republic of China;                  
                                                                              
    "Listing Rules"        means the Rules Governing the Listing of           
    Securities on The Stock Exchange of Hong Kong Limited;                    
                                                                              
    "Modification Letter"        means the modification letter to be entered  
    into between the Company and the Government in relation to the            
    Conditions of Grant;                                                      
                                                                              
    "Site F"        means Site F of Tseung Kwan O Town Lot No.70, Area 86,    
    Tseung Kwan O, Sai Kung, New Territories;                                 
                                                                              
    "Stock Exchange"        means The Stock Exchange of Hong Kong Limited;    
    and                                                                       
                                                                              
    "Waiver"        means the waiver granted by the Stock Exchange to the     
    Company from the requirements under Chapter 14A of the Listing Rules      
    (subject to certain conditions).                                          
                                                                              
    By Order of the Board                                                     
    Leonard Bryan Turk                                                        
    Secretary                                                                 
    Hong Kong, 27th January, 2005                                             
                                                                              
    Members of the Board: Dr. Raymond Ch'ien Kuo-fung (Chairman)**, Chow      
    Chung-kong (Chief Executive Officer), Professor Cheung Yau-kai*, David    
    Gordon Eldon*, T. Brian Stevenson*, Edward Ho Sing-tin*, Lo Chung-hing*,  
    Christine Fang Meng-sang*, Frederick Ma Si-hang (Secretary for Financial  
    Services and the Treasury)**, Secretary for the Environment, Transport    
    and Works (Dr. Sarah Liao Sau-tung)** and Commissioner for Transport      
    (Robert Charles Law Footman)**                                            
                                                                              
    Members of the Executive Directorate: Chow Chung-kong, Russell John       
    Black, William Chan Fu-keung, Philip Gaffney, Thomas Ho Hang-kwong,       
    Lincoln Leong Kwok-kuen and Leonard Bryan Turk                            
                                                                              
    *        independent non-executive directors                              
    **        non-executive directors                                         
                                                                              
    This announcement is made in English and Chinese. In the case of any      
    inconsistency, the English version shall prevail.