11:09     MELCO INT'L DEV<00200> - Announcement (25)                          

    *   A description of the principal terms of the                           
    Agreements (including the issue and conversion of the                     
    Convertible Loan Notes), which are also described above                   
    in this announcement                                                      
                                                                              
    *   A description of the terms of the in principle                        
    acceptance by Melco Hotels on 10th May 2005 of the Macau                  
    Government's offer to grant a long term lease in respect                  
    of the Land                                                               
                                                                              
    *   The proposals for the development of the Land as                      
    an integrated entertainment resort                                        
                                                                              
    *   A valuation report in respect of the Land, prepared                   
    by Savills (Hong Kong) Limited, an independent valuer                     
                                                                              
    *   The recommendation from the independent board                         
    committee of Melco in respect of the First Agreement                      
    (including the issue of the Convertible Loan Notes),                      
    the Second Agreement and the respective transactions                      
    contemplated thereby and (if the Placing proceeds) in                     
    respect of the Whitewash Waiver                                           
                                                                              
    *   A letter of advice from the independent financial                     
    adviser to the independent board committee of Melco in                    
    respect of the First Agreement, the Second Agreement                      
    and the respective transactions contemplated thereby                      
    and (if the Placing proceeds) in respect of the                           
    Whitewash Waiver                                                          
                                                                              
    If the Placing proceeds, the circular will also contain                   
    applicable information required under the Takeovers                       
    Code in respect of the Whitewash Waiver.                                  
                                                                              
    Completion of the Agreements is not conditional on                        
    completion of the Placing or vice versa.                                  
                                                                              
    VIEWS OF THE DIRECTORS                                                    
    The Directors, other than the members of the                              
    independent board committee appointed to consider the                     
    transactions contemplated by the First Agreement and                      
    the Second Agreement (who reserve their views pending                     
    receipt of the letter of advice to be issued by the                       
    independent financial adviser), consider that the                         
    terms of each of the First Agreement and the Second                       
    Agreement are fair and reasonable and in the interests                    
    of the Shareholders as a whole.                                           
                                                                              
    The Directors further consider that the terms on which                    
    Melco Hotels has accepted in principle the Macau                          
    Government's offer to grant a long term lease in respect                  
    of the Land, and the proposal to develop the Land as                      
    an integrated entertainment resort having the features                    
    described in this announcement, are each fair and                         
    reasonable and in the interests of the Shareholders as                    
    a whole.                                                                  
                                                                              
    Press Reports                                                             
    The Directors have noted a number of reports in the press                 
    in relation to the transactions described in this                         
    announcement, which have appeared since the suspension                    
    of dealings in Melco's shares on 11th May, 2005. To the                   
    extent that the contents of those press reports are                       
    inconsistent with the terms of the transactions                           
    described in this announcement, the press reports are                     
    inaccurate. In particular, the statement that Melco                       
    would jointly invest with SJM in the development project                  
    is not correct. In relation to speculation in those press                 
    reports as to the amount to be raised pursuant to the                     
    possible Placing, the number of Shares which may be                       
    issued and the possible Placing price, the statements                     
    in those press reports are simply speculation. At this                    
    time, no agreement has been reached in relation to the                    
    terms of a possible Placing. The amount to be raised                      
    pursuant to the possible Placing, the number of Shares                    
    to be issued and the Placing price would only be                          
    determined after the publication of this announcement,                    
    as the result of a placing exercise which would only                      
    commence following the publication of this                                
    announcement.                                                             
                                                                              
    Statements in the press that the Land cost would exceed                   
    HK$1,000 million and that Melco has been negotiating                      
    with banks to arrange a syndicated loan are each correct.                 
    References to Credit Suisse First Boston as exclusive                     
    investment bank appointed in connected with the Placing                   
    are not correct, although Credit Suisse First Boston is                   
    a possible candidate for appointment.