10:04     MELCO INT'L DEV<00200> - Announcement & Resumption (6)              

    In addition, STDM holds a HK$100 million 5 year convertible bond          
    and a HK$56 million 5 year convertible bond which are convertible         
    into 25,000,000 and 6,829,268 new Shares, respectively, at the            
    conversion price of HK$4.00 per Share and HK$8.20 per Share,              
    respectively. Dr. Stanley Ho is a director and shareholder of STDM,       
    which is deemed under the Takeovers Code to be acting in concert          
    with the Concert Party.                                                   
                                                                              
    As referred to in Melco's announcement dated 22nd March 2005, Melco       
    has entered into an agreement with STDM for the purpose of acquiring      
    the remaining 30% interest in Great Wonders. The consideration for        
    the acquisition includes the issue of 11,111,111 new Shares at an         
    issue price of HK$18.00 per Share to STDM. Assuming the Subscription      
    is completed in accordance with the terms of the Placing and              
    Subscription Agreement, those Shares will be issued to STDM only          
    after completion of the Placing and the Subscription. Those Shares        
    represent approximately 1.98% of the issued Shares of Melco               
    immediately following completion of the Placing and Subscription          
    and approximately 1.942% of the enlarged issued Share capital of          
    Melco immediately following completion of the Placing and                 
    Subscription and the issue of those 11,111,111 Shares.                    
                                                                              
    Assuming completion of the Placing and the Subscription has               
    occurred, the issue of those 11,111,111 Shares to STDM would              
    increase the aggregate Shareholding of the Concert Party by less          
    than 2%, from approximately 46.178% to approximately 47.22%.              
    Accordingly, the issue of those Shares, which is within the 2%            
    "creeper" limit under the Takeovers Code, will not have any               
    immediate consequences under the Takeovers Code. The acquisition          
    of the remaining 30% of Great Wonders from STDM is a connected            
    transaction for Melco under the Listing Rules and is, therefore,          
    subject to approval by resolution of the independent shareholders,        
    which will be proposed at an extraordinary general meeting of Melco       
    to be convened and held in June 2005. Subject to that approval having     
    been obtained, those Shares will be issued to STDM on the later of        
    the date of completion of the acquisition of the remaining 30%            
    interest in Great Wonders or the date of the grant by the Macau           
    Government of a long term lease in respect of the land in Baixa,          
    Taipa held by Great Wonders.                                              
                                                                              
    As referred to in the Acquisition Announcement, HK$1,175 million          
    in principal amount of Convertible Loan Notes due 2010 are proposed       
    to be issued by the Company and subscribed by Great Respect               
    following the acquisition by Melco Entertainment of the 49.2%             
    interest of Great Respect in the joint venture established to apply       
    to the Macau Government for the grant of development rights in            
    respect of land in Cotai, Macau.                                          
                                                                              
    The table below shows the Shareholding of the Company:                    
                                                                              
    *   as at the date of this announcement                                   
                                                                              
    *   immediately following completion of the Placing                       
                                                                              
    *   immediately following completion of the Subscription                  
                                                                              
    *   on issue of the consideration shares to be issued to STDM on          
    completion of the acquisition of the remaining 30% of Great Wonders,      
    as referred to above                                                      
                                                                              
    *   assuming conversion of the Convertible Loan Notes to be issued        
    on completion of the agreement dated 11th May, 2005 between Melco         
    Entertainment, Great Respect and the Company relating to the              
    acquisition by Melco Entertainment of the 49.2% interest of Great         
    Respect in the joint venture established to apply to the Macau            
    Government for the grant of development rights in respect of land         
    in Cotai, Macau, as described in the Acquisition Announcement             
                                                                              
    *   assuming full conversion of the HK$100 million 5 year                 
    convertible bonds and the HK$56 million 5 year convertible bonds          
    held by STDM                                                              
                                                                              
    Issued Shares at the date of this announcement                            
    Immediately following completion of the Placing                           
    Immediately following completion of the Subscription                      
    Upon issue of the 11,111,111 Shares agreed to be issued to STDM (as       
    referred to in the Company's announcement dated 22 March 2005)            
    Upon Conversion of the Convertible (as referred to Loan Notes in          
    the Acquisition Announcement) in full                                     
    Upon exercise in full of the convertible bonds held by STDM (as           
    referred to in the Company's announcement dated 22 March 2005)            
       Number of Shares   %   Number of Shares   %   Number of Shares         
    %   Number of Shares   %   Number of Shares   %   Number of               
    Shares   %