09:26     SEEC MEDIA<00205> - 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.                   
                                                                              
    SEEC MEDIA GROUP LIMITED                                                  
    (Incorporated in the Cayman Islands with limited liability)               
    (Stock Code: 205)                                                         
                                                                              
    ANNOUNCEMENT PURSUANT TO RULE 13.13 OF THE LISTING RULES                  
                                                                              
    In accordance with the requirements under Rule 13.13 of the Listing       
    Rules, the Directors announce the details of the advance to an entity     
    by the Group as at 31 December 2004.                                      
                                                                              
    1.  ADVANCE TO AN ENTITY UNDER RULE 13.13                                 
                                                                              
    According to the audited consolidated financial statements of the         
    Company as at 31 December 2004, there was an advance to Observer Star     
    Global in an aggregate sum of HK$28,056,754 by the Group representing     
    9.53% of the total assets of the Group as at 31 December 2004 which has   
    exceeded the 8% threshold stipulated under Rule 13.13 of the Listing      
    Rules. This advance to Observer Star Global represents the total          
    outstanding consideration payable to the Group by Observer Star Global    
    (which sum was guaranteed by Sun Business) as at 31 December 2004 under   
    a sale and purchase agreement dated 7 November 2004 entered into          
    between the Company as vendor; Observer Star Global as purchaser; and     
    Sun Business as the guarantor. Pursuant to the said sale and purchase     
    agreement, the Company agreed to sell, and Observer Star Global agreed    
    to purchase, the entire issued share capital of Maxful Management         
    Corp., a company incorporated under the laws of the British Virgin        
    Islands with limited liability and a then wholly-owned subsidiary of      
    the Company, at a total consideration of HK$48,000,000. As at the date    
    of this announcement, the total outstanding consideration payable to      
    the Group by Observer Star Global is HK$24,000,000. The said sum of       
    HK$24,000,000 is to be paid in full by Observe Star Global to the Group   
    on or before 30 June 2005.                                                
                                                                              
    2.  GENERAL                                                               
                                                                              
    The Company will comply with the relevant disclosure requirements         
    according to Rule 13.20 of the Listing Rules for so long as               
    circumstances giving rise to such disclosure obligation continue to       
    exist.                                                                    
                                                                              
    Save as disclosed above, the Directors confirmed that there is no other   
    matter which is discloseable under the general disclosure obligations     
    imposed by Rules 13.13 to 13.19 of the Listing Rules as at the date of    
    this announcement.                                                        
                                                                              
    As at the date of this announcement, the Board comprises Mr. WANG         
    Boming, Mr. ZHANG Zhifang, Mr. DAI Xiaojing, Mr. LI Shijie, Mr. YEH       
    Shuen Ji and Mr. LAU See Him Louis, all as executive Directors; and Mr.   
    FU Fengxiang, Mr. WANG Xiangfei and Mr. GE Ming, all as independent       
    non-executive Directors.                                                  
                                                                              
    3.  DEFINITIONS                                                           
                                                                              
    In this announcement, the following terms have the following meanings :   
                                                                              
    "Board"  the board of Directors                                           
                                                                              
    "Company"  SEEC Media Group Limited, a limited company incorporated in    
    the Cayman Islands whose shares are listed on the Stock Exchange          
                                                                              
    "Directors"  the directors of the Company                                 
                                                                              
    "Group"  the Company and its subsidiaries                                 
                                                                              
    "HK$"  Hong Kong dollars, the lawful currency of Hong Kong                
                                                                              
    "Hong Kong"  the Hong Kong Special Administrative Region of The           
    People's Republic of China                                                
                                                                              
    "Listing Rules"  the Rules Governing the Listing of Securities on the     
    Stock Exchange                                                            
                                                                              
    "Observer Star Global"  The Observer Star Global Publishing Holding       
    Ltd, a company incorporated under the laws of the British Virgin          
    Islands with limited liability and a wholly-owned subsidiary of Sun       
    Business, which is not a connected person (as defined in the Listing      
    Rules) of the Company                                                     
                                                                              
    "Stock Exchange"  The Stock Exchange of Hong Kong Limited