09:38     PREMIUM LAND<00164> & <02971> - 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.                                                     
                                                                              
    This announcement is for information purpose only and                     
    does not constitute an invitation or offer to acquire,                    
    purchase or subscribe for any securities.                                 
                                                                              
    PREMIUM LAND LIMITED                                                      
    *                                                                         
    (Incorporated in Bermuda with limited liability)                          
    (Stock Code: 164)                                                         
                                                                              
    PROPOSED ISSUE OF                                                         
    GUARANTEED CONVERTIBLE NOTES:                                             
                                                                              
    EXTENSION OF THE LONG STOP DATE                                           
    FOR SATISFACTION OF CONDITIONS PRECEDENT TO THE                           
    PROPOSED ISSUE OF THE GUARANTEED CONVERTIBLE NOTES                        
                                                                              
    Each of the CB Subscribers and the Company has entered                    
    into an agreement supplemental to each of the CB                          
    Subscription Agreements on 5 May 2005 to extend the                       
    Long Stop Date from 15 May 2005 to 15 July 2005. On                       
    this basis, the latest completion date for the CB                         
    Subscription Agreements shall be 20 July 2005 (unless                     
    the parties otherwise agree). It is expected that the                     
    conditions precedent to the CB Subscription                               
    Agreements be fulfilled in early June 2005 subject                        
    to, amongst others, the passing of the resolution in                      
    respect of the CB Subscription Agreements at the SGM.                     
                                                                              
    References are made to the Company's announcements                        
    dated 6 January, 21 February, 7 March, 15 March and                       
    19 April 2005 (the "Announcements") in relation to                        
    the proposed issue of, among other matters, the New                       
    Guaranteed Convertible Notes in the aggregate                             
    principal amount of HK$78,000,000 by the Company.                         
    Terms used in the Announcements shall have the same                       
    meanings when used herein unless the context requires                     
    otherwise.                                                                
                                                                              
    EXTENSION OF THE LONG STOP DATE FOR THE CB                                
    SUBSCRIPTION AGREEMENTS                                                   
    In accordance with the terms of the subscription                          
    agreements between the Company and each of Centar                         
    Investments, Shepherd Investments, Stark Asia and                         
    Stark International (collectively, "CB Subscribers")                      
    (as amended by 4 supplemental agreements dated 18                         
    February, 4 March, 15 March and 19 April 2005                             
    respectively) (collectively, "CB Subscription                             
    Agreements"), completion of the CB Subscription                           
    Agreements is conditional on, among other matters,                        
    the passing of necessary resolution by the                                
    Shareholders at the SGM to approve the CB Subscription                    
    Agreements, the creation and issue of the New                             
    Guaranteed Convertible Notes and the issue of the GCN                     
    Conversion Shares upon the exercise of the conversion                     
    rights attached to the New Guaranteed Convertible                         
    Notes.                                                                    
                                                                              
    If the conditions precedent set out in the CB                             
    Subscription Agreements shall not be fulfilled (or                        
    (where applicable) waived by the CB Subscribers) on                       
    or before 15 May 2005 (or such other period as may                        
    be agreed between the Company and the CB Subscribers)                     
    (the "Long Stop Date"), the CB Subscription                               
    Agreements will lapse and be of no further effect and                     
    the parties to the CB Subscription Agreements shall                       
    be released from