09:17     HERITAGE INT'L<00412>-Announcement&Resumption of Trading(2)         

                                              capital of the                  
                                              Company as enlarged             
                                              by the Placing. The             
                                              Placing will be on              
                                              a fully                         
                                              underwritten basis.             
                                              The Placing Shares              
                                              will be issued                  
                                              under the general               
                                              mandate granted to              
                                              the Directors                   
                                              pursuant to the                 
                                              resolution passed               
                                              by the Shareholders             
                                              at the special                  
                                              general meeting of              
                                              the Company held on             
                                              15 February 2005.               
    Placing Price        :                    HK$0.0208 per                   
                                              Placing Share.                  
                                              Taking into account             
                                              the relevant                    
                                              expenses, the net               
                                              price to the                    
                                              Company of each                 
                                              Placing Share is                
                                              approximately                   
                                              HK$0.0202 per                   
                                              Share.  The Placing             
                                              Price was agreed                
                                              after arm's length              
                                              negotiations and                
                                              represents (i) a                
                                              discount of                     
                                              approximately 5.45%             
                                              to the closing                  
                                              price of HK$0.022               
                                              per Share as quoted             
                                              on the Stock                    
                                              Exchange on 3 March             
                                              2005, being the                 
                                              last trading day of             
                                              the Shares                      
                                              immediately prior               
                                              to the issue of                 
                                              this announcement;              
                                              (ii) a discount of              
                                              18.75% to the                   
                                              average closing                 
                                              price per Share of              
                                              approximately                   
                                              HK$0.0256 as quoted             
                                              on the Stock                    
                                              Exchange from 24                
                                              February 2005 to 2              
                                              March 2005, both                
                                              days inclusive,                 
                                              being the last five             
                                              trading days of the             
                                              Shares immediately              
                                              before the date of              
                                              the Placing                     
                                              Agreement; and                  
                                              (iii) a discount of             
                                              approximately                   
                                              57.55% to the                   
                                              unaudited                       
                                              consolidated net                
                                              asset value per                 
                                              Share of                        
                                              approximately                   
                                              HK$0.049 as at 30               
                                              September 2004.                 
    Placing and          :                    2% of the aggregate             
    underwriting                              Placing                         
    commission                                Price.                          
    Termination of the   :                    The Placing                     
    Placing                                   Agreement contains              
    Agreement                                 force majeure                   
                                              provisions                      
                                              entitling the                   
                                              Placing Agent to                
                                              terminate its                   
                                              underwriting                    
                                              obligations                     
                                              thereunder on the               
                                              occurrence of                   
                                              certain events,                 
                                              which include any               
                                              material adverse                
                                              change in the                   
                                              financial,                      
                                              political or                    
                                              economic conditions