09:49     RICHE M-MEDIA<00764>-Announcement&Resumption of Trading (10)        

    the requisite remedial action in the circumstance aforementioned, it is   
    the Company's intention to maintain active trading and listing status of  
    the Shares through the Group's existing business and divests its          
    investment in Best Winning in accordance with applicable laws and         
    regulations.                                                              
                                                                              
    General                                                                   
                                                                              
    As the Consideration represents more than 25% but less than 100% under    
    the applicable percentage ratios under Chapter 14 of the Listing Rules,   
    the Acquisition constitutes a major transaction for the Company under     
    the Listing Rules and will be subject to the approval of the              
    Shareholders at the SGM. Since no Shareholder has any material interests  
    in the Acquisition, no shareholder is required to abstain from voting in  
    respect of the proposed resolution to approve the Acquisition.            
                                                                              
    A circular containing, among others, further details of the Acquisition   
    and the issue of the Convertible Note, the grant of the BK Share Option   
    and a notice of the SGM will be despatched by the Company to the          
    Shareholders as soon as practicable in accordance with the Listing        
    Rules.                                                                    
                                                                              
    The publication of this announcement is for information purpose only and  
    does not constitute an invitation or offer to acquire, purchase or        
    subscribe for Shares.                                                     
                                                                              
    Suspension And Resumption Of Trading                                      
                                                                              
    At the request of the Company, trading in the Shares on the Stock         
    Exchange has been suspended from 9:30 a.m. on 24th March 2005 pending     
    the release of this announcement. Application has been made by the        
    Company to the Stock Exchange for the resumption of trading in the        
    Shares on the Stock Exchange with effect from 9:30 a.m. on 18th April     
    2005.                                                                     
                                                                              
    Definitions                                                               
                                                                              
    In this announcement, unless the context otherwise requires, the          
    following terms shall have the following meanings:                        
                                                                              
    "2002 Convertible Note"        the convertible note in an aggregate       
    principal amount of HK$33,800,000 dated 5th February 2002 as referred to  
    in the circular of the Company dated 13th March 2002                      
                                                                              
    "Acquisition"        the acquisition of the entire issued share capital   
    of Best Winning pursuant to the S&P Agreement                             
                                                                              
    "associate"        has the meaning as ascribed to it under the Listing    
    Rules                                                                     
                                                                              
    "Best Winning"        Best Winning Group Limited, a company incorporated  
    in the British Virgin Islands and is beneficially owned by Leadfirst      
                                                                              
    "BK Share Option"        the share option, which is exercisable for a     
    period of 5 years commencing from the Completion Date, to be granted by   
    the Company to Mr. Ki to subscribe for 500,000,000 Shares (subject to     
    adjustment) at an exercise price of HK$0.25 per Share                     
                                                                              
    "Board"        board of Directors                                         
                                                                              
    "Business Day"        a day (other than a Saturday or days on which a     
    typhoon signal 8 or above or black rainstorm signal is hoisted in Hong    
    Kong at 10:00 a.m.) on which banks in Hong Kong are generally open for    
    business                                                                  
                                                                              
    "Casino"        the casino and gaming establishment on board the Vessel   
                                                                              
    "Commencement Date"        the actual date of the full operation of the   
    Casino, which is expected to be on or about 15th August 2005              
                                                                              
    "Company"        Riche Multi-Media Holdings Limited, a company            
    incorporated in Bermuda, the Shares of which are listed on the main       
    board of the Stock Exchange                                               
                                                                              
    "Completion"        completion of the S&P Agreement                       
                                                                              
    "Completion Date"        on 1st August 2005 or the fifth Business Day     
    after the date of receipt of written notice from Best Winning to Dragon   
    Leader stating that the full operation of the Casino will commence        
    within one month thereafter, whichever is the later, but subject always   
    to the fulfilment (or waiver) of the conditions set out under the S&P     
    Agreement on or before that date                                          
                                                                              
    "Consideration"        the consideration payable by Dragon Leader for     
    the Acquisition pursuant to the S&P Agreement, being HK$600,000,000