







K.R. PRECISION PUBLIC COMPANY LIMITED


INTERIM FINANCIAL STATEMENTS
FOR THE  THREE-MONTH AND NINE-MONTH PERIODS 
ENDED SEPTEMBER 30, 1999 AND 1998
AND
REPORT OF CERTIFIED PUBLIC ACCOUNTANT
(RESTATED)









EXPRESSED IN

Thai Baht








REPORT OF CERTIFIED PUBLIC ACCOUNTANT


To the Board of Directors of K.R. Precision Public Company Limited



        I have made a review of the balance sheet of  K.R. Precision Public Company Limited as at September 30, 1999, and the related 
statements of income, changes in shareholders' equity, deficit, and cash flows for the three-month and nine-month periods then ended, as 
restated.  The interim financial statements of K.R. Precision Public Company Limited for the period ended September  30, 1998, which are 
presented for comparative purposes, were reviewed by Mr. Sa-ngah Sriariyametta, an auditor from our office.  Our reviews were made in 
accordance with standards established by The Institute of Certified Accountants and Auditors of Thailand.

        A review of interim financial statements consists principally of obtaining an understanding of  the system for the preparation of  
financial statements, applying analytical review procedures to financial data, and making inquiries of persons responsible for financial and 
accounting matters.  It is substantially less in  scope than an examination in accordance with generally accepted auditing standards, the 
objective of which is the expression of an opinion regarding the financial statements taken as a whole.  Accordingly, I do not express such an 
opinion.

        I issued my review report dated October 27, 1999 covering the interim financial statements for the three-month and nine-month 
periods ended September 30, 1999.  I reported in the conclusion paragraph that, based on my review, I was not aware of any material 
modifications that should be made to the accompanying interim financial statements for them to be in conformity with generally accepted 
accounting principles in Thailand, except for the absence of revaluation of assets not used in operations, since the management could not 
initiate any adjustments that would reflect the real asset value.  However, as discussed in Note 4, that the interim financial statements 
referred to above have been restated by recording the impairment loss of those assets in accordance with generally accepted accounting 
principles.   As a result, my present review report on the restated interim financial statements for the three-month and nine-month periods 
ended September 30, 1999 as presented herein, is no longer modified.

        Based on my review, I am not aware of any material modifications that should be made to the accompanying restated interim 
financial statements for them to be in conformity with generally accepted accounting principles in Thailand.


- 2 -



The accompanying interim financial statements have been prepared assuming that the Company will continue as a going concern. As 
described in Note 1 to the interim financial statements, the Company has significant operating losses and         a deficit. Management's plans 
to deal with these conditions are described in Note 1. The accompanying interim financial statements do not include any adjustments that 
might be necessary should the Company be unable to continue as a going concern.





WINID SILAMONGKOL
C.P.A. (THAILAND)
Registration No. 3378



Bangkok
October 27, 1999 (except for Note 4
   as to which the date is December 22, 1999)


"UNAUDITED"
"REVIEWED"


K.R. PRECISION PUBLIC COMPANY LIMITED
BALANCE SHEETS
SEPTEMBER 30, 1999 AND 1998
(RESTATED)


A  S  S  E  T  S
  In Thousand Baht    


                                                       1999          1998    
CURRENT ASSETS                                                               
Cash  on hand and in banks                           23,128         1,013    
Accounts receivable - trade - net (Note 3)           27,803        32,727    
Account receivable - related company (Note 2)        -               1,130    
Inventories - net                                   123,166       105,358    
Other current assets                                                         
Advance to directors and employees (Note 2)           1,505        13,330    
Refundable value added tax                            3,554           485    
Prepaid expenses                                      1,901         3,565    
Goods deposits                                       -               4,925    
Others                                                3,048         2,203    
Total Other Current Assets                           10,008        24,508    
Total Current Assets                                184,105       164,736    
LOANS TO DIRECTORS AND EMPLOYEES (Note 2)             1,473         2,213    
PROPERTY, PLANT AND EQUIPMENT                                                
   - At Cost; net of accumulated depreciation     1,641,444     1,923,678    
OTHER ASSETS                                                                 
Assets not used in operations - net (Note 4)        139,252        -            
Deferred charges - net                               12,544        20,642    
Refundable deposits and others                        2,441         2,477    
Total Other Assets                                  154,237        23,119    
                                                                             
TOTAL ASSETS                                      1,981,259     2,113,746    


See accompanying Notes to Interim Financial Statements.
(With Mr. Winid Silamongkol's report dated October 27, 1999)


"UNAUDITED"
"REVIEWED"
K.R. PRECISION PUBLIC COMPANY LIMITED
BALANCE SHEETS
SEPTEMBER 30, 1999 AND 1998
(RESTATED)

LIABILITIES AND SHAREHOLDERS' EQUITY
  In  Thousand Baht    


                                                                1999           1998    
CURRENT LIABILITIES                                                                    
Bank overdrafts and loans from financial                                               
institutions (Notes 1, 5 and 12)                             319,927        362,113    
Accounts  payable - trade                                     29,004         38,626    
 - others                                                     31,139         47,033    
Payable to related companies (Note 2)                         -               1,500    
Current portion of long-term loans (Notes 1, 6 and 12)        -             647,369    
Portion of long-term loans due upon demand                                             
(Notes 1,  6 and 12)                                       1,028,348        -            
Other current liabilities                                                                    
Accrued interest                                             135,589         15,992    
Accrued expenses                                              39,581         45,854    
Others                                                         6,985          4,851    
Total Other Current Liabilities                              182,155         66,697    
Total Current Liabilities                                  1,590,573      1,163,338    
LONG-TERM LOANS - Net (Notes 1,  6 and 12)                    -             339,474    
Total Liabilities                                          1,590,573      1,502,812    
SHAREHOLDERS' EQUITY                                                                   
Share capital - common shares                                                          
Baht 10 par value                                                                      
Authorized share capital - 54,530,000                                                  
shares in 1999 and 29,930,000 shares in 1998                                           
Issued and fully paid-up share                                                         
capital - 53,200,000 shares in 1999 and                                                
26,600,000 shares in 1998 (Notes 7 and 12)                   532,000        266,000    
Premium on shares                                            380,000        380,000    
Retained earnings (Deficit)                                                            
Appropriated for reserve fund                                 27,930         27,930    
Deficit                                                  (   549,244)  (     62,996)   
Shareholders' Equity - Net                                   390,686        610,934    
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                 1,981,259      2,113,746    

See accompanying Notes to Interim Financial Statements.
(With Mr. Winid Silamongkol's report dated October 27, 1999)


"UNAUDITED"
"REVIEWED"
K.R. PRECISION PUBLIC COMPANY LIMITED
STATEMENTS OF INCOME
FOR THE THREE-MONTH AND NINE-MONTH 
PERIODS ENDED SEPTEMBER 30, 1999 AND 1998
(RESTATED)

  In Thousand Baht    


  Three-Month   Nine-Month      


                                     1999            1998           1999           1998    
REVENUES                                                                                   
Sales                              89,230         297,102        560,354        639,325    
Other income                        8,159             904         12,173          4,552    
Total Revenues                     97,389         298,006        572,527        643,877    
                                                                                           
COSTS AND EXPENSES                                                                         
Cost of sales                     163,815         269,141        589,757        726,248    
Selling and administrative                                                                 
expenses                           52,354          39,503        141,914        108,419    
Losses  (Gains)  on                                                                        
exchange rates                    147,026    (     64,050)       149,527    (   106,604)   
Interest expense                   28,356          29,540         82,618         84,426    
Directors' remuneration               220             135          1,675            600    
Impairment loss (Note 4)           95,343         -              95,343      
Income tax                          -                    67            356            607    
Total Costs and                                                                            
Expenses                          487,114         274,336      1,061,190        813,696    
                                                                                           
NET INCOME (LOSS)             (   389,725)         23,670    (   488,663)   (   169,819)   
                                                                                           
                                                                                           
Basic Earnings (Loss)                                                                      
   per Share (Baht)          (     7.33 )      0.89        (     9.19       )   (    6.38   )      
                                                                                           
Diluted Earnings (Loss)                                                                    
   per Share (Baht)          (     7.33 )      0.85       (     9.19       )   (    6.38   )      



See accompanying Notes to Interim Financial Statements.
(With Mr. Winid Silamongkol's report dated October 27, 1999)


"UNAUDITED"
"REVIEWED"

K.R. PRECISION PUBLIC COMPANY LIMITED
STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE THREE-MONTH AND NINE-MONTH 
PERIODS ENDED SEPTEMBER  30, 1999 AND 1998
(RESTATED)

  In Thousand Baht    


  Three-Month  Nine-Month    


                           1999        1998        1999        1998    
SHARE CAPITAL                                                          
Common share                                                           
Beginning of period     532,000     266,000     532,000     266,000    
Increase during the                                                    
period                      -            -                -               -           
End of period           532,000     266,000     532,000     266,000    
PREMIUM ON SHARE                                                       
CAPITAL                                                                
Premium on shares                                                      
Beginning of period     380,000     380,000     380,000     380,000    
Increase during the                                                    
period                      -            -                -               -           
End of period           380,000     380,000     380,000     380,000    
RETAINED EARNINGS                                                      
 (DEFICIT)                                                             
Appropriated for                                                       
 reserve fund                                                          
Beginning of period      27,930      27,930      27,930      27,930    
Increase during the                                                    
period                      -            -                -               -           
End of period            27,930      27,930      27,930      27,930    
Deficit                                                                
Beginning of period    (159,519)  (  86,666)  (  60,581)    106,823    
Decrease (Increase)                                                    
during the period      (389,725)     23,670    (488,663)   (169,819)   
End of period          (549,244)  (  62,996)   (549,244)  (  62,996)   
                                                                       
SHAREHOLDERS'                                                          
EQUITY - Net            390,686     610,934     390,686     610,934    

See accompanying Notes to Interim Financial Statements.
(With Mr. Winid Silamongkol's report dated October 27, 1999)


"UNAUDITED"
"REVIEWED"


K.R. PRECISION PUBLIC COMPANY LIMITED
STATEMENTS OF DEFICIT
FOR THE THREE-MONTH AND NINE-MONTH 
PERIODS ENDED SEPTEMBER 30, 1999 AND 1998
(RESTATED)


  In Thousand Baht    


  Three-Month    Nine-Month     


                           1999        1998        1999        1998    
DEFICIT:                                                               
Beginning of period    (159,519)  (  86,666)  (  60,581)    106,823    
Net income (loss)      (389,725)     23,670    (488,663)   (169,819)   
End of period          (549,244)  (  62,996)   (549,244)  (  62,996)   
                                                                       
APPROPRIATED                                                           
   RETAINED EARNINGS                                                   
   FOR RESERVE FUND      27,930      27,930      27,930      27,930    
                                                                       
DEFICIT                (521,314)  (  35,066)   (521,314)  (  35,066)   




See accompanying Notes to Interim Financial Statements.
(With Mr. Winid Silamongkol's report dated October 27, 1999)


        "UNAUDITED"
"REVIEWED"

K.R. PRECISION PUBLIC COMPANY LIMITED
STATEMENTS  OF CASH FLOWS
FOR THE THREE-MONTH AND NINE-MONTH PERIODS 
ENDED SEPTEMBER 30, 1999 AND 1998
(RESTATED)
  In Thousand Baht    


  Three - Month   Nine - Month      


                                         1999         1998         1999        1998    
CASH FLOWS FROM OPERATING                                                              
   ACTIVITIES                                                                          
Net income (loss)                    (389,725)      23,670     (488,663)   (169,819)   
Adjustments to reconcile net                                                           
 income (loss) to net cash                                                             
provided by (used in) operating                                                        
activities:                                                                            
Depreciation and amortization          56,780       49,003      176,188     145,011    
Unrealized  losses (gains) on                                                          
 exchange rates                       145,975    (  84,508)     149,005    (174,087)   
Impairment loss                        95,343            -       95,343           -    
Decrease in deferred                                                                   
loss on forward contracts              -           26,519       -            38,683    
Decrease  in accounts                                                                  
receivable - trade                     26,460       12,304        3,348     108,578    
Decrease in receivable from                                                            
related company                         1,404       -               1,404       -              
Decrease (increase) in                                                                 
inventories - net                   (  19,594)       2,399    (  32,029)     54,182    
Decrease (increase) in other                                                           
current assets                          7,424        2,290        7,809   (  11,106)   
Increase (decrease) in accounts                                                        
payable - trade                    (    4,569)   (  13,212)      14,429       3,549    
Increase (decrease) in accounts                                                        
payable - others                   (    4,950)  (    3,720)      12,879   (  20,516)   
Increase (decrease) in payable                                                         
to related companies               (    1,092)         945   (    2,556)        944    
Increase (decrease) in other                                                           
current liabilities                    26,536    (  14,168)     102,215      29,434    
Decrease in loans to directors                                                         
and employees                             185          865          555       1,375    



"UNAUDITED"
"REVIEWED"

- 2 -

  In Thousand Baht    


  Three - Month   Nine - Month     


                                            1999         1998          1999         1998         
Net Cash Provided by                                                                             
 (Used in) Operating                                                                             
Activities                             (  59,823)       2,387        39,927        6,228         
                                                                                                 
CASH FLOWS FROM INVESTING                                                                        
   ACTIVITIES                                                                                    
Decrease in short-term investments        60,947       39,499        29,999          599         
Purchase of fixed assets               (  13,206)   (  26,239)     (119,492)   (  81,148)        
Decrease in deferred charges                 317       -               933       -                   
Decrease in refundable                                                                           
deposits and others                          134           30           127           88         
Net Cash Provided by                                                                             
(Used in) Investing                                                                              
Activities                                48,192       13,290     (  88,433)   (  80,461)        
                                                                                                 
CASH FLOWS FROM FINANCING                                                                        
   ACTIVITIES                                                                                    
Increase (decrease) in bank                                                                      
overdrafts and loans from                                                                        
financial institutions                (    9,166)      17,088     (  33,698)      35,419         
Net decrease  in   current portion/                                                              
portion due  upon  demand of                                                                     
long-term  loans                          -             (  37,248)      -      (  52,529)        
Net Cash Used in                                                                                 
Financing Activities                  (    9,166)   (  20,160)    (  33,698)   (  17,110)        
                                                                                                 
NET DECREASE IN CASH AND                                                                         
CASH EQUIVALENTS                       (  20,797)  (    4,483)    (  82,204)    ( 91,343)        
                                                                                                 
Cash and cash equivalents at                                                                     
      beginning of period                 43,925        5,496       105,332       92,356         
                                                                                                 
CASH AND CASH EQUIVALENTS                                                                        
   AT END OF PERIOD                       23,128        1,013        23,128        1,013         
                                                              
 "UNAUDITED"   "REVIEWED"   - 3 -  

In Thousand Baht



  Three - Month    Nine - Month     


                                      1999       1998      1999       1998    
SUPPLEMENTAL DISCLOSURES                                                      
  OF CASH FLOW INFORMATION:                                                   
Cash paid during the period for:                                              
Interest expense                       830     59,190     2,825     84,539    
Cash and cash equivalents at                                                  
end of period consist of :                                                    
Cash on hand and in banks           23,128      1,013    23,128      1,013    





   See accompanying Notes to Interim  Financial Statements.
  (With Mr. Winid Silamongkol's report dated October 27, 1999)



"UNAUDITED"
"REVIEWED"
K.R. PRECISION PUBLIC COMPANY LIMITED 
NOTES TO INTERIM  FINANCIAL STATEMENTS
SEPTEMBER 30, 1999 AND 1998
(RESTATED)


1.      COMPANY'S OPERATIONS

        The accompanying interim financial statements include the effects of the economic crisis to the extent they are known and can be 
estimated.  The operations of the Company have been affected, and will continue to be affected for the foreseeable future. The Company 
incurred a net loss of Baht 488.66 million for the nine-month period ended September 30, 1999. As of that date, the Company's  current  
liabilities  exceeded its current assets by Baht 1,406.47 million. In 1998, the Company defaulted on payment of a loan due.  On June 21, 1999, 
the Company entered into a commitment letter referring to the Debtor - Creditor Agreement on Debt Restructuring Process ("the Agreement
") made among certain financial institutions, the Corporate Debt Restructuring Advisory Committee (CDRAC) and the Bank of Thailand, for 
possible debt restructuring.   Under the conditions outlined in the Agreement, the Company needs to comply with requirements as stipulated 
therein. The management is implementing business plans which include, among others, a reduction of costs, a consolidation of production 
lines and an expansion into the export market and is seeking for additional sources of funds from financial institutions and strategic 
investors, etc.  During the third quarter, the Company held several meetings with creditors under the auspices of the Bank of Thailand and 
CDRAC.  At the meeting held on September 22, 1999, the creditors unanimously voted to accept the Restructuring Plan presented by the 
Company's management and its advisors.  This event triggered the final phase of the Company's debt restructuring, involving a capital 
increase through a placement of new shares to a foreign company and rights issue to existing shareholders.  The recovery of operations 
depends on the improvements in domestic and foreign economies as well as success in negotiating of the debt restructuring.  These factors 
raise some doubt about its ability to continue as a going concern. The accompanying interim financial statements have been prepared on a 
going concern basis and do not include any adjustments that might be necessary should the Company be unable to continue as a going 
concern.

2.      TRANSACTIONS WITH RELATED COMPANIES

        The Company has certain transactions with its related companies.  A portion of the Company's assets, liabilities, 
purchases and expenses arose from transactions with said related companies.  These companies are related through common shareholdings 
and/or directorships.  The effects of these transactions, which were in the normal course of business, are reflected in the accompanying 
interim financial statements on the basis determined by the Company and company concerned.


"UNAUDITED"
"REVIEWED"

- 2 -


3.      ACCOUNTS RECEIVABLE - Net

        As at September 30, 1999, the Company has  accounts receivable aged by number of months as follows:
                                           In Thousand Baht    
Under or equal to three (3) months                   25,486    
Over three (3) months to six (6) months               3,074    
Over six (6) months to twelve (12) months               784    
Over twelve (12) months                           (     482)   
  Total                                              28,862    
Less allowance for doubtful accounts               (  1,059)   
 Accounts Receivable - net                           27,803    

4.      ASSETS NOT USED IN OPERATIONS

        The Company has discontinued certain production lines and using related assets.  Those assets are shown separately 
as "Assets not used in operations" with carrying value amounting to approximately Baht 234.6 in the previously issued interim financial 
statements for the three-month and nine-month periods ended September 30, 1999.

        During the fourth quarter of 1999, the Company appointed an independent valuer to revalue those assets not used in 
operations as well as valuing certain specialized machines by the Company's engineers.  According to the appraisal report dated December 
22, 1999 prepared by Cushman & Wakefield (Thailand) Ltd., the income approach was applied to determine the appropriate market value 
for those assets.  The detail comparison between book value and market value assessed by independent valuers and the Company's 
engineers are as follows:
  In Thousand Baht    


          Book      Market              Impairment  
                    Value               Value       
Loss                Land and buildings     181,073  
 114,400    66,673                      Machines    
  53,522    24,852              28,670              
Total      234,595             139,252      95,343  

        The Company revised the interim financial statements for the three-month and nine-month periods ended September 
30, 1999 by recording the impairment loss of approximately Baht 95.3 million, increasing net loss previously reported for  the three-month 
and nine-month periods ended by approximately Baht 95.3 million.


"UNAUDITED"
"REVIEWED"
- 3 -



5.      BANK OVERDRAFTS AND LOANS FROM FINANCIAL INSTITUTIONS
  In Thousand Baht    


                                      1999      1998    
Bank overdrafts                     21,344    44,759    
Notes payable                      287,937   289,316    
Liabilities under trust receipts    10,646    28,038    
Total                              319,927   362,113    

        As at September 30, 1999, the Company defaulted on payment of a note payable and accrued interest.  The notes 
payable bore interest at the rates ranging from 5.19% to 9.01% per annum.  The management has been in the process of restructuring these 
loans with lenders through an arrangment as outlined in Notes 1 and 12.

        Under the terms of the agreements covering the Company's liabilities under trust receipts, certain imported materials 
have been released to the Company in trust for the bank.  The Company is accountable to the bank.

6.      LONG-TERM LOANS
  In Thousand Baht    


                                          1999                 1998    
                                                                       
Long - term loans                    1,028,348              986,843    
Less  portion due within one year       -                     (   647,369)   
portion due upon demand             (1,028,348)       -                
Long-Term Loans - Net                   -                         339,474    
        
        On May 8, 1997, the Company entered into a syndicated loan agreement in an aggregate principal of U.S. Dollars 25 
million with local branches of foreign banks.  This loan is repayable in three (3) annual installments commencing from May 22, 1998.  The 
loans bore interest at the SIBOR (Singapore Inter Bank Offered Rate) plus 1.25%.

        As at September 30, 1999,  the Company has defaulted on repayment of a loan due. The default may cause the 
creditors to call the loan balance. Consequently, the Company classified the entire balance of long-term loans as current liabilities under the 
"Portion of long-term loans due upon demand" in the balance sheets  as at September 30, 1999.  The management has been in the process of 
restructuring these loans with syndicate lenders through an arrangement as outlined in Notes 1 and 12.


"UNAUDITED"
"REVIEWED"
- 4 -


        The above loans are secured by the  mortgage on the Company's land and construction thereon.  

7.      AUTHORIZED SHARE CAPITAL

        At the extraordinary shareholders' meeting held on October 15, 1998, the shareholders passed a resolution to 
decrease the Company's authorized share capital from Baht 299.3 million (29,930,000 shares at Baht 10 par value) to Baht 279.3 million 
(27,930,000 shares at Baht 10 par value) and also passed a resolution to increase the Company's authorized share capital from Baht 279.3 
million (27,930,000 shares at Baht 10 par value) to Baht 545.3 million (54,530,000 shares at the same par value). The Company registered the 
respective decrease and increase in authorized share capital with the Ministry of Commerce on December  8, 1998.

        At the extraordinary shareholders' meeting held on June 16, 1998, the shareholders passed a resolution to increase 
the Company's authorized share capital  from  Baht  279.3  million  (27,930,000 shares at Baht 10 par value) to Baht 299.3 million (29,930,000 
shares at the same par value).  The Company registered the increase in authorized share capital with the Ministry of Commerce on June 29, 
1998.

        At the shareholders' meeting held on April 29, 1997, the shareholders passed a resolution to increase the Company's 
authorized share capital from Baht 266 million (26,600,000 shares at Baht 10 par value) to Baht 279.3 million (27,930,000 shares at the same 
par value).  The Company registered the increase in authorized share capital with the Ministry of Commerce on June 4, 1997.  

8.      WARRANTS

        At the shareholders' meeting held on April 29,1997,  the shareholders passed a resolution to issue 1.33 million 
warrants at the ratio of 1 warrant to 1common share to directors and employees of the Company. These warrants cover 5 years and are to be 
exercised at 30% of the six-month average closing price of the Company's shares quoted in the Stock Exchange of Thailand. During the nine-
month period ended September  30, 1999, there was no warrants were exercised.

9.      PROMOTIONAL PRIVILEGES

        By virture of the provisions of the Board of Investment Promotional Act B.E. 2520, the Company was 
granted the following promotional privileges:

        9.1     Promotional privileges for the production/assembly of suspension and etching parts which include among other 
things, the following :

        a)      Exemption from payment of import duty on machinery as approved by the Board of Investment.


"UNAUDITED"
"REVIEWED"
- 5 -

        b)      Exemption from payment of import duty on necessary raw materials and supplies for production and 
export as approved by the Board of Investment.

        c)      Exemption from payment of income tax for a period of 3 years from the start of promoted business.

        9.2     Promotional privileges for the production/assembly of moulds, dies, jigs & fixtures which include among other 
things, the following:

        a)      Exemption from payment of half of the import duties on machinery as approved by the Board of 
Investment.

        b)      Exemption from payment of income tax for a period of 8 years from the   start of 
promoted business.

        9.3     Promotional privileges for the production of fine blanked parts and dies for fine blanking which include among other 
things, the following:

        a)      Exemption from payment of half of the import duties on machinery as approved by  the Board of 
Investment.

        b)      Exemption from payment of income tax for a period of 8 years for dies for fine blanking from the start of 
the promoted business.
        
        As a promoted industry, the Company must comply with the conditions provided for in the promotional certificates.

10.     EARNINGS (LOSS) PER SHARE

        Basic earnings (loss) per share is determined by dividing the net income (loss) by the weighted average number of 
shares outstanding during the period.

        Since the exercising price is less than the fair value of the common shares during the period, diluted earnings (loss) 
per share is determined by dividing the net income (loss) for periods by the combination of primary number of shares and additional 
weighted-average numbers of common shares to be issued during the periods to the holders of common share equivalent based on the 
outstanding warrants, with the assumption that the warrant holders should have exercised their rights to purchase the common shares at the 
later of the beginning date of the period or the date of warrant issuance. 

11.     CONTINGENT LIABILITY

        As at September 30, 1999, the Company was contigently liable for a letter of guarantee issued by a local bank to the 
Provincial Electricity Authority amounting to approximately Baht 5.8 million.


"UNAUDITED"
                                "REVIEWED"

- 6 -


12.     SUBSEQUENT EVENT

        The Company entered into agreements with the related companies of a foreign company and its creditors on October 
13, 1999.  The debt restructuring is documented under a Share Subscription Agreement, three Loan Transfer Agreements and a Loan & Set-
Off Agreement.  Under the conditions outlined in the agreements, the Company needs to comply with requirements as stipulated therein.  If 
any of the conditions precedent set out in the agreements has not fullfilled, these agreements shall automatically terminate. In addition, the 
shareholders, at an extraordinary shareholders' meeting held on October 27, 1999,unanimously approved the Restructuring Plan and capital 
increase.  The shareholders also approved to waive mandatory tender offer requirements in order to allow the Private Placement to a related 
company of a foreign company.  The approval of capital increase will raise the authorized share capital from Baht 545.3 million (545,300,000 
share at Baht 10 par velue) to Baht 1,195.3 (119,530,000 shares at the same par value)

13.     RECLASSIFICATION OF ACCOUNTS     

        Certain accounts in the 1998 interim financial statements were reclassified to conform with the 1999 interim financial 
statement presentation.


14.     THE COMPUTER REMEDIATION PLAN
        FOR THE YEAR 2000 (UNAUDITED/UNREVIWED)

        The Company has been undergoing renovation, validation and implementation work on its computer systems since 
July 1998 in order to resolve its year 2000 problems.  As at September 30, 1999, the modification and implementation of the Company's 
computer systems were completed with the total cost of approximately U.S. Dollars 82,000.  However, the Company still faces certain risks 
associated with year 2000 non-compliance by other corresponding parties. 




