The following is the announcement by Malaysian Pacific Industries Berhad made to KLSE regarding the

"PROPOSED AMENDMENTS AND THEREAFTER ADOPTION OF THE AMENDED AND RESTATED BYE-LAWS OF THE EMPLOYEE SHARE OPTION SCHEME ("ESOS BYE-LAWS") AND PROPOSED EXTENSION OF THE DURATION OF THE EMPLOYEE SHARE OPTION SCHEME FOR AN ADDITIONAL PERIOD OF 5 YEARS ("PROPOSALS")


On behalf of the Board of Directors of MPI, Commerce International Merchant Bankers Berhad hereby announces that the Securities Commission ("SC") has vide its letter dated 16 May 2002 approved the proposed extension of the duration of the Employee Share Option Scheme ("ESOS" or "Scheme") for an additional period of 5 years to 23 December 2009 and the proposed amendments to the existing Bye-Laws of the Executive Share Option Scheme. The Executive Share Option Scheme was approved by the SC on 14 October 1999.

The approval of the SC for the Proposals is subject to the following conditions:

(i) Additional amendments as indicated in the SC's letter dated 16 May 2002 to be included in the ESOS Bye-Laws;

(ii) The submission of a final copy of the ESOS Bye-Laws for the record of the SC;

(iii) A confirmation letter from the adviser that the Company has: Pursuant to the waiver sought for the departure from paragraph 2(b) of Chapter 16 of the SC Guidelines where it requires adjustments to be made giving a participant the same proportion of the capital as that to which he was previously entitled in the event of a rights issue, MPI is required to make applications for the consideration of the SC together with the relevant justifications, each time MPI proposes to make adjustments which is not in compliance with the SC Guidelines. The said requirement is to be included in the ESOS Bye-Laws.

The Proposals are now subject to approvals being obtained from the shareholders of MPI at an Extraordinary General Meeting to be convened and the approval of the grantees of the ESOS options.

This announcement is dated 20 May 2002.