10:31     HERITAGE INT'L<00412> - Announcement & Resumption (8)               

    `Company'                      Heritage International                     
                                   Holdings Limited, a company                
                                   incorporated in Bermuda,                   
                                   whose shares are listed on                 
                                   the Stock Exchange;                        
    `Connected Person(s)'          has the meaning ascribed                   
                                   thereto in the Listing Rules;              
    `Consolidated Share(s)'        share(s) of HK$0.10 each in                
                                   the capital of the Company                 
                                   immediately following and                  
                                   arising from the Share                     
                                   Consolidation;                             
    `Convertible Notes'            a series of non-interest                   
                                   bearing convertible notes in               
                                   the aggregate principal                    
                                   amount of HK$150 million                   
                                   issued to Found Macau and                  
                                   others on 7th April, 2005                  
                                   entitling the holders thereof              
                                   to subscribe for up to                     
                                   3,000,000,000 Shares at the                
                                   subscription price HK$0.05                 
                                   per Share, subject to                      
                                   adjustments;                               
    `Directors'                    the directors of the Company;              
    `Existing Issue Mandate'       the mandate granted to                     
                                   directors at the special                   
                                   general meeting held on 15th               
                                   February, 2005 to issue and                
                                   allot new Shares;                          
    `Found Macau'                  Found Macau Investments                    
                                   International Limited, a                   
                                   company incorporated in the                
                                   British Virgin Islands and                 
                                   held by the Company as to                  
                                   20%;                                       
    `General Mandates'             the Issue Mandate and                      
                                   Repurchase Mandate;                        
    `Get Nice'                     Get Nice Investment Limited;               
    'Group'                        the Company and its                        
                                   subsidiaries;                              
    `Issue Mandate'                the mandate proposed to be                 
                                   sought at the SGM to                       
                                   authorise the Directors to                 
                                   allot, issue and deal with                 
                                   Shares not exceeding 20% of                
                                   the issued share capital of                
                                   the Company on the date of                 
                                   SGM;                                       
    `Last Dealing Date'            18th April, 2005, being the                
                                   last trading day for the                   
                                   Shares prior to the                        
                                   suspension of dealings of the              
                                   Shares on the Stock Exchange,              
                                   pending the issue of this                  
                                   Announcement;                              
    `Listing Rules'                the Rules Governing the                    
                                   Listing of Securities on the               
                                   Stock Exchange;                            
    `Placing'                      the placing of the Placing                 
                                   Shares by Get Nice under the               
                                   terms of the Placing                       
                                   Agreement;                                 
    `Placing Agreement'            an agreement dated 20th                    
                                   April, 2005 between Get Nice               
                                   and the Company in relation                
                                   to the Placing of the Placing              
                                   Shares;                                    
    `Placing Conditions'           the condition for the Placing              
                                   as described in the section                
                                   headed `Placing Conditions'                
                                   above;                                     
    `Placing Shares'               500,000,000 new Consolidated               
                                   Shares in the Company to be                
                                   placed under the Placing                   
                                   Agreement;                                 
    `Repurchase Mandate'           the mandate proposed to be                 
                                   sought at the SGM to                       
                                   authorise the Directors to                 
                                   repurchase Shares on the                   
                                   Stock Exchange up to 10% of                
                                   the issued share capital of                
                                   the Company on the date of                 
                                   the SGM;                                   
    `SGM'                          the special general meeting                
                                   of the Company to be convened              
                                   to approve, inter alia, the                
                                   Placing and the issue of the               
                                   Placing Shares, the Share                  
                                   Consolidation and the                      
                                   Refreshment of General                     
                                   Mandates;                                  
    `Share Consolidation'          the consolidation of every                 
                                   ten (10) Shares into one (1)