09:14     MELCO INT'L DEV<02981> - Announcement (3)                           

    (i)   16,306 Options carrying rights to subscribe for 16,306              
    Shares at an exercise price of HK$1.00 per Share;                         
                                                                              
    (ii)   2,227,670 Options carrying rights to subscribe for                 
    2,227,670 Shares at an exercise price of HK$1.1067 per Share;             
                                                                              
    (iii)   6,910,000 Options carrying rights to subscribe for                
    6,910,000 Shares at an exercise price of HK$2.405 per Share;              
                                                                              
    (iv)   5,934,000 Options carrying rights to subscribe for                 
    5,934,000 Shares at an exercise price of HK$3.375 per Share;              
                                                                              
    (v)    1,029,700 Options carrying rights to subscribe for                 
    1,029,700 Shares at an exercise price of HK$14.8 per Share;               
                                                                              
    (vi)   STDM First Convertible Note in the principal amount of             
    HK$100,000,000 carrying rights to subscribe for 25,000,000                
    Shares at a conversion price of HK$4.00 per Share at any time             
    from the third anniversary of the date of issue of the First              
    STDM Convertible Note, namely, 9 November 2004, to 8 November             
    2009; and                                                                 
                                                                              
    (vii)    STDM Second Convertible Note in the principal amount             
    of HK$56,000,000 carrying rights to subscribe for 6,829,268               
    Shares at a conversion price of HK$8.20 per Share at any time             
    from the third anniversary of the date of issue of the Second             
    STDM Convertible Note, namely, 8 February 2005, to 7 February             
    2010.                                                                     
                                                                              
    With effect from 19 May 2005, the subscription prices and the             
    number of the share options granted by the Company and the                
    conversion price and the number of Subdivided Shares to be                
    converted under the Convertible Notes will be adjusted as a               
    result of the Share Subdivision. The Company has consulted                
    its auditors for the method of the calculations for (i) the               
    adjustments to the subscription prices and the number of                  
    outstanding share options granted under the Company's share               
    option scheme and (ii) the adjustments to the conversion                  
    prices and the number of Subdivided Shares to be converted                
    under the Convertible Notes, and the relevant adjustments are             
    shown below.                                                              
                                                                              
    Outstanding options                                                       
                                                                              
    Outstanding Options                                                       
                                                                              
    Exercise price before the Share Subdivision                               
                                                                              
    Number of Shares to be issued                                             
                                                                              
    Exercise price after the Share Subdivision                                
                                                                              
    Number of Subdivided Shares to be issued                                  
       (HK$)      (HK$)                                                       
                                                                              
    As mentioned in (i) above   1.00   16,306   0.50   32,612                 
    As mentioned in (ii) above   1.1067   2,227,670   0.55335                 
    4,455,340                                                                 
    As mentioned in (iii) above   2.405   6,910,000   1.2025                  
    13,820,000                                                                
    As mentioned in (iv) above   3.375   5,934,000   1.6875                   
    11,868,000                                                                
    As mentioned in (v) above   14.8   1,029,700   7.4                        
    2,059,400                                                                 
                                                                              
    Convertible Notes                                                         
                                                                              
    Convertible Notes                                                         
                                                                              
    Conversion price before the Share Subdivision                             
                                                                              
    Number of Shares to be issued                                             
                                                                              
    Conversion price after the Share Subdivision                              
                                                                              
    Number of Subdivided Shares to be issued                                  
       (HK$)      (HK$)                                                       
                                                                              
    STDM First Convertible Note   4.00   25,000,000   2.00                    
    50,000,000                                                                
    STDM Second Convertible Note   8.20   6,829,268   4.10                    
    13,658,536