11:04     MELCO INT'L DEV<00200> - Announcement (14)                          

    REASONS FOR AND BENEFITS OF THE TRANSACTIONS DESCRIBED                    
    IN THIS ANNOUNCEMENT                                                      
    The acquisition of the Land provides Melco with a                         
    sizeable and valuable piece of land at a strategic                        
    location in Macau (the land is located at the entrance                    
    to the Cotai Strip, which is the site for the development                 
    of a number of new hotels, casinos and entertainment                      
    complexes) and offers Melco a rare opportunity to                         
    considerably expand its leisure, entertainment and                        
    hospitality business there. When completed, the                           
    development will provide a visible presence of Melco                      
    in Macau. With the anticipated increase of the number                     
    of tourists from Mainland China, the continued increase                   
    in per capita annual disposal income of urban                             
    households in the PRC, the growth in GDP (Gross Domestic                  
    Product) in Macau in 2004, the buoyant condition of the                   
    Macau property market, the increasing demand for                          
    quality residential, retail and hotel property in Macau,                  
    the increased demand for serviced apartments as a                         
    result of the many new developments in Macau, the                         
    increase in Macau's employment rate and the increase                      
    in expatriate work force in the gambling and related                      
    industries there, Melco is confident that the proposed                    
    developments on the Land will provide significant                         
    recurring income to Melco when completed.                                 
                                                                              
    INFORMATION ON MELCO ENTERTAINMENT AND MELCO PBL                          
    HOLDINGS                                                                  
    Melco Entertainment is a company incorporated in the                      
    Cayman Islands which is directly owned as to 80% by Melco                 
    PBL Holdings and as to the balance of 20% by Melco                        
    Leisure, a wholly owned subsidiary of Melco. The board                    
    of directors of Melco Entertainment consists of 9                         
    directors, of whom Melco has appointed 5 directors and                    
    its joint venture partner PBL has appointed 4                             
    directors.                                                                
                                                                              
    Melco PBL Holdings is a 50:50 joint venture company                       
    established between Melco and PBL with the intention                      
    for it to become the holding company of a premiere gaming                 
    and entertainment group engaged in the gaming,                            
    entertainment and hospitality businesses in the Asia                      
    Pacific and Greater China regions.                                        
                                                                              
    PBL is an Australian company and has its securities                       
    listed on the Australian Stock Exchange. It is one of                     
    Australia's largest diversified media and                                 
    entertainment companies, the core business of which                       
    includes television production and broadcasting,                          
    magazine publishing and distribution, gaming and                          
    entertainment. Through its wholly owned subsidiary,                       
    Crown Limited, PBL operates one of the largest                            
    entertainment complexes in Australia including the                        
    Crown Casino, which is the largest casino in the                          
    Southern hemisphere, and two luxury hotels, namely the                    
    Crown Towers and the Crown Promenade Hotel, in                            
    Melbourne, Australia. Except for its interest in Melco                    
    PBL Holdings and its subsidiaries and its related                         
    rights to appoint directors to the board of Melco PBL                     
    Holdings and its subsidiaries, PBL is not otherwise a                     
    connected person of Melco or any of its subsidiaries,                     
    its substantial shareholders, chief executive or                          
    Directors.                                                                
                                                                              
    The operation and management of Melco PBL Holdings and                    
    Melco Entertainment are governed by the provisions of                     
    a Shareholders Agreement dated 8th March 2005 between,                    
    among others, Melco and PBL. Pursuant to the provisions                   
    of that Shareholders Agreement:                                           
                                                                              
    (a)   Melco PBL Holdings is the principal investment                      
    vehicle for all future expansion and acquisition                          
    activities of both the Melco Group and the PBL Group                      
    in the gaming, entertainment and hospitality                              
    industries in the Asia Pacific region (excluding                          
    Australia and New Zealand) and the Greater China                          
    region.                                                                   
                                                                              
    (b)   All gaming venture opportunities of the Melco                       
    Group or the PBL Group in the Asia Pacific region other                   
    than Greater China, Australia and New Zealand, are                        
    required to be carried out through, a joint venture                       
    company to be established and owned as to 80% by Melco                    
    PBL Holdings and as to 20% by PBL, thus giving PBL a                      
    direct and indirect attributable interest in that joint                   
    venture company of 60% and Melco a direct and indirect                    
    attributable interest in that joint venture company of                    
    40%.