09:38 AA-OIL @EC0511C<04920> & AA-OIL @EP0511D<04924> - Ann. (2) Each series of the Warrants will be automatically exercised on the relevant Expiry Date (without any notice being given to the holders of the Warrants) if the Cash Settlement Amount on the Expiry Date is greater than zero and the Issuer will pay to the holders of the Warrants an amount less exercise expenses calculated in accordance with the Terms and Conditions of Cash Settled Warrants over Commodities Futures ("Conditions") set out in the base listing document dated 27 April 2005 (the "Base Listing Document"). If the Cash Settlement Amount is less than or equal to zero, all Warrants shall be deemed to expire on the Expiry Date without value. The Warrants have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and will not be offered, sold, delivered or traded, at any time, indirectly or directly, in the United States or to, or for the account or benefit of, any U.S. person. The Warrants may only be offered, sold, delivered or transferred at any time, directly or indirectly, to persons (including legal entities) established, resident or domiciled outside the Netherlands. The Issuer declares that any offer of the Warrants at any time complies with the relevant rules of any state where the Warrants are or will be offered. An application will be made to the Stock Exchange for the listing of, and permission to deal in, each series of the Warrants on the Stock Exchange. The date of commencement of dealings is expected to be 12 May 2005. All necessary arrangements will be made to enable the Warrants to be admitted to the Central Clearing and Settlement System. Other than the Issuer being a licensed bank regulated by the Hong Kong Monetary Authority, the Issuer is not regulated by any of the bodies referred to in Rule 15A.13(2) or (3) of the Rules. The Issuer is also regulated by the Dutch Central Bank (De Nederlandsche Bank N.V.). The implied volatility, gearing, effective gearing and premium in respect of each series of the Warrants are detailed below. These values may not be comparable to similar information provided by other issuers of derivative warrants as each issuer may use different pricing models. Warrants Implied Volatility Effective Gearing Gearing Premium Series 1 43.00% 4.87x 9.94x 15.30% Series 2 43.00% 3.70x 9.99x 14.33% The Warrants will constitute general unsecured contractual obligations of the Issuer and of no other person. Investors are relying upon the creditworthiness of the Issuer and have no rights under the Warrants with respect to the relevant Commodity Futures. As at the date of this announcement, the Issuer's senior long term debt ratings are Aa3 by Moody's Investors Service, Inc. and AA- by Standard and Poor's Ratings Group. The Issuer has undertaken to make documents containing details of the Warrants and financial and other information on the Issuer available for inspection by holders of the Warrants. The documents available for inspection during the period in which any structured products issued by the Issuer are listed on the Stock Exchange are copies of the Base Listing Document (in both the English version and the Chinese translation) and any addenda or successor document to the Base Listing Document (each in both the English version and the Chinese translation) and the latest publicly available annual report and interim report (if any) of the Issuer. The Supplemental Listing Document in respect of each series of the Warrants to be dated on or about 11 May 2005 (both the English version and the Chinese translation) will be available for inspection until the Expiry Date. These documents will be available for inspection at the office of the Hong Kong Branch of the Issuer, which is presently at 38th Floor, Cheung Kong Centre, 2 Queen's Road Central, Hong Kong. Investors are warned that the price of the Warrants may fall in value as rapidly as it may rise and holders may sustain a total loss of their investment. Prospective purchasers should carefully study the risk factors set out in the Base Listing Document (as supplemented by any addenda or successor document) and the relevant Supplemental Listing Document and fully understand the potential risks and rewards and independently determine whether the Warrants are appropriate for them given their objectives, experience, financial and operational resources, and other relevant circumstances. Prospective purchasers should consult with such advisers as they deem necessary to assist them in making these determinations. The Issuer has appointed ABN AMRO Asia Limited (Address: 40th Floor, Cheung Kong Center, 2 Queen's Road Central, Hong Kong; Telephone Number: +852 2700 5800; Broker ID Number: 9603) as its liquidity provider for the Warrants who will respond to requests for bid and offer quotes for the purpose of making a market in the Warrants. The Issuer or its appointed liquidity provider may be the only market participant for the Warrants therefore the secondary market for the Warrants may be limited. The Issuer may, from time to time give a commission (whether in the form of a discount, rebate or otherwise) to certain brokers and/or any of its affiliates for placing the Warrants. Hong Kong, 6 May 2005