10:05     FIRST PACIFIC<00142> - Announcement (8)                             

    The limited exceptions contained in Ernst & Young's                       
    letter include (i) certain connected party's late                         
    settlement of invoices; (ii) Indofood divisions or                        
    units' late delivery of goods; (ii) failure of IAP                        
    to provide a bank guarantee under certain                                 
    distribution agreements; (iv) certain connected                           
    parties did not use the agreed proforma invoice for                       
    ordering goods; and (v) late payment of interest on                       
    loans advanced to PAB by Indofood in respect of the                       
    Continuing Financing Arrangements.                                        
                                                                              
    Of the above limited exceptions, all amounts of the                       
    late payments and interest on the loans advanced to                       
    PAB by Indofood in respect of the Continuing Financing                    
    Arrangements have been received by Indofood and its                       
    subsidiaries. In respect of the remaining exceptions,                     
    Indofood will take steps to procure that goods are                        
    delivered on time, that the necessary bank guarantee                      
    from IAP is established or waived by the relevant                         
    connected party and the agreed proforma invoice is                        
    used by the relevant connected party for ordering of                      
    goods.                                                                    
                                                                              
    In addition to the limited exceptions set out above,                      
    the Group wide review revealed that a number of the                       
    agreements entered into by members of the Group in                        
    respect of the continuing connected transactions are                      
    in breach of Rule 14A.35 of the Listing Rules as:-                        
                                                                              
    (i)     none of the agreements set a maximum aggregate                    
    annual value ("cap") for each such continuing                             
    connected transaction. Indofood and the Company will                      
    endeavour to establish caps in the agreements in                          
    respect of any continuing connected transactions for                      
    the financial year ending 31st December 2005;                             
                                                                              
    (ii)    the agreements do not set out the basis of the                    
    calculation of the payments to be made under such                         
    agreement. However, as set out below, each of the                         
    directors (including the independent non-executive                        
    directors) consider that each of the continuing                           
    connected transactions referred to in this                                
    announcement have been entered into in the ordinary                       
    and usual course of business of the Company, Indofood                     
    and their respective subsidiaries (other than as set                      
    out in respect of the Continuing Financing                                
    Arrangements), on normal commercial terms and on                          
    terms no less favourable to the Company, Indofood and                     
    their respective subsidiaries; and                                        
                                                                              
    (iii)   the agreements set out below either have no                       
    fixed term or are for a term greater than three years.                    
                                                                              
    Parties to the                                                            
    Agreement/Arrangement                                                     
                                                                              
                                                                              
    Name of Entity  Name of         Agreement/Arrangement                     
    of the Indofood Connected       Nature of Agreement/                      
    Group   Party   Arrangement     From    To                                
                                                                              
    Indofood        DUFIL   Trademark licensing for the     15                
    December        Shall remain valid                              non-      
    exclusive                                                                 
    use by DUFIL of 1998    unless terminated by                              
    the "Indomie" trademark owned           either party.                     
    by Indofood in the Nigerian market.                                       
                                                                              
    PIPS    DUFIL   Technical services agreement    15                        
    December        14 December                                               
    whereby PIPS provides technical 1998    2008