ACQUISITION OF DUSIT RESORT CHA-AM CO., LTD.'S SHARES

July 28, 1998 Subject : Acquisition of Dusit Resort Cha-Am Co., Ltd.'s Shares and Announcement of Connected Transaction To : Director and Manager of Stock Exchange of Thailand 1. Acquisition of Dusit Resort Cha-Am Co., Ltd.'s Shares from Minority Shareholders The Board of Directors of Dusit Thani Public Co., Ltd. has adopted a resolution on Tuseday, July 28, 1998 to acquire the 2,169,452 shares in Dusit Resort Cha-Am Co., Ltd. from minority shareholders, the Board of Directors offered the purchase price at Baht 15 per share, which is equal to the original price, when Dusit Resort Cha-Am Co., Ltd. sold its stake to the public. Since July 2, 1997 after the introduction of the float currency exchange system by Thai Government, Dusit Resort Cha-Am Co., Ltd. has a loss on exchange on US$ 15 million outstanding loan, which was used for the construction of Dusit Resort And Polo Club and Dusit Resort Condominium. The recognition of a loss on exchange and the high depreciation in the financial statement caused a large amount of capital deficiency. However, Dusit Resort And Polo Club Hotel had a good operation during the first six months of 1998, and also shows a good trend in operation in the future. Thus the Board of Directors considered that the offered price at Baht 15 per share was fair. The purchase and transfer of the ownership process from minority shareholders will be finished within September 30, 1998. According to the three criteria as follow : Asset Criterion = (0.70)%, Compensation Criterion = 0.61%, and Net Profit Criterion = (0.10)%, based on the Consolidated Financial Statements of the Company and Dusit Resort Cha-Am Co., Ltd. as of September 30, 1998, the size of the acquisition is lower than 15%. 2. Annoucement of a Connected Transaction Dusit Thani Public Co., Ltd. would like to announce that a Board of Directors' Meeting 7/1998, held on Tuseday, July 28, 1998 passed resolutions concerning a connected transaction. The details are as follow : 2.1 The date on which the transaction will occure : September 16, 1998. 2.2 The parties invloved : Name Relationship with the Company Buyer : Dusit Thani Public Co., Ltd. Seller: Khunying Chanut Piyaoui Shareholder : 9,952,834 shares or 11.29% The Crown Property Shareholder : 8,739,472 shares Bureau or 10.28% 2.3 The general characteristics of the transcation : Acquisition of assets. 2.4 The details of assets involved : - The Company name : Dusit Resort Cha Am Co., Ltd. - The nature of business : Hotel Business - Registered capital : Baht 225 million - Paid-up capital : Baht 225 million - Number of securities required : 852,521 shares - Price per share ( Unit ) : Baht 15 per share - Proportion of securities holding before : 90.36% - Proportion of securities holding after : 90.40% 2.5 The total value of the consideration : The total value of share purchasing from these 2 shareholders is Baht 12,287,815, the total assets book value of the Company as of March 31,1998 was Baht 1,928,993,692 , and Compensation Criterion = 0.66%. Compensation Criterion the total value of share purchasing = 12,787,815 = 0.66% the Company's total asset 1,928,993,692 2.6 The value of assets acquired : The total net tangible net book value of Dusit Resort Cha Am Co., Ltd. as of March 31, 1998 was Baht (6.21) per share. 2.7 The details of the connected persons and of related persons : Name Position in the % share held Company Khunying Chanut Piyaoui Chairperson and 11.29 Managing Director The Crown Property Bureau - 10.28 Khunying Chanut Piyaoui Chairperson and Managing Director