09:13     HK&S HOTELS<00045> - Announcement (3)                               

    HSH is proceeding to complete the Offer and, in                           
    accordance with the terms of the Offer, will make the                     
    first tranche payments in respect of the acceptances                      
    on 3rd March, 2005. The second and final tranche                          
    payment will be subject to the accepting MPHI                             
    Shareholders obtaining tax clearance for the sale of                      
    the MPHI Shares.                                                          
                                                                              
    By order of the Board                                                     
    Christobelle Liao                                                         
    Company Secretary                                                         
                                                                              
    Dated: 25th February, 2005                                                
                                                                              
    "Announcement"  the announcement dated 29th October,                      
    2004 made by HSH in relation to the Offer;                                
                                                                              
    "associate"     the meaning ascribed to it under the                      
    Listing Rules;                                                            
                                                                              
    "Conditions Precedent"  the conditions of the Offer;                      
                                                                              
    "HSH"   The Hongkong and Shanghai Hotels, Limited;                        
                                                                              
    "HSH Shares"    ordinary shares of HSH of HK$0.5 each;                    
                                                                              
    "MPHI"  Manila Peninsula Hotel, Inc., a company                           
    incorporated in the Philippines and the owner of the                      
    hotel, The Peninsula Manila;                                              
                                                                              
    "MPHI Shares"   issued, outstanding and fully paid-up                     
    shares of MPHI of Peso 10 each;                                           
                                                                              
    "MPHI Shareholders"     shareholders of MPHI Shares,                      
    other than HSH and its associates;                                        
                                                                              
    "Offer" the offer made by HSH to all MPHI Shareholders                    
    (other than HSH and its associates) to purchase 50%                       
    of their MPHI Shares;                                                     
                                                                              
    "Offer Price"   the price offered by HSH for the                          
    purchase of each MPHI Share under the Offer, which                        
    is at Peso 10.5 (approximately HK$1.45);                                  
                                                                              
    "Philippines"   The Republic of the Philippines; and                      
                                                                              
    "Stock Exchange"        The Stock Exchange of Hong Kong                   
    Limited.                                                                  
                                                                              
    For the purpose of translations of currency in this                       
    announcement the following rates have been used, HK$1                     
    = Peso 7.2401.                                                            
                                                                              
    As at the date hereof, the board of directors of HSH                      
    comprises the following directors:                                        
                                                                              
    Dr The Hon. Michael D Kadoorie (Chairman)  Robert C S Ng*                 
    Ian D Boyce (Deputy Chairman)   James S Dickson Leach                     
    Clement K M Kwok (Managing Director and Chief                             
    Executive Officer)      Pierre R Boppe                                    
    Sir Sidney Gordon       Robert W Miller*                                  
    Ronald J McAulay        C Mark Broadley (Chief Financial Officer)         
    William E Mocatta       Patrick B Paul*                                   
    Dr The Hon. David K P Li*       Peter C Borer (Chief Operating Officer)   
                                                                              
    *  Independent non-executive director