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Placing of Existing Shares and Subscription for New Shares

On 10 November, 2006, Henderson Land Development Company Limited ("Henderson Land") entered into the placing, underwriting and subscription agreement with Believegood Limited and Morgan Stanley & Co. International Limited ("Morgan Stanley"), pursuant to which Morgan Stanley will, on a fully underwritten basis, purchase or procure purchasers to acquire, not less than 128,000,000 existing Shares in Henderson Land at the placing price of not less than HK$43.05 per Share.

The Placing Shares represent not less than 7% of the existing issued share capital of Henderson Land.

Pursuant to the placing, underwriting and subscription agreement, Believegood Limited, an existing shareholder of Henderson Land, has conditionally agreed to subscribe the same number of new shares in Henderson Land at the same placing price.

The net proceeds from the Subscription are estimated to be not less than HK$5.5 Billion, and is intended to be used for general corporate purposes and for acquisition of land banks in The People's Republic of China.

The securities have not been registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold in the United States or to U.S. persons (other than distributors) unless the securities are registered under the U.S. Securities Act, or an exemption from the registration requirements of the U.S. Securities Act is available. This press release does not constitute an offer of any securities for sale.