NSOLIDATED FINANCIAL STATEMENTS Q2/2000

In 1998, the subsidiary company has entered into a loan agreement with the same bank for Baht 30 million, repayable quarterly in twenty-four installments within June 30, 2004. The first repayment was repaid on September 1998. The monthly interest is payable as from the first month of drawdown. During the year 1998, the subsidiary company has not repaid on loans payments as a whole and loans agreements which may affect the immediate calling in such debts. Therefore, the subsidiary has reclassified long-term loans to current liabilities portion. On November 4, 1999, the subsidiary has entered into the debt restructuring contract with a domestic commercial bank. The outstanding debts as at December 31, 1998 were restructured by transferring bank overdrafts, short-term loans and long-term loans in the amounts of Baht 10.53 million, Baht 28.46 million and Baht 147 million, respectively, into the contract principal in the amounting to Baht 185.99 million and accrued interest expense of Baht 23.39 million. The bank is entitled to charge interest for the principal at the interest of MLR. (8.5% per annum as at the contract date). The following under the contract are summarized: The bank has agreed to extend the terms and conditions of principal quarterly repayment for 21 quarterly installments. The first installment will start from December 31, 2003 as below: Within Payment (Million Baht) 2003 145.86 2004 (quarterly payable Baht 1,547,400) 6.19 2005 (quarterly payable Baht 1,992,600) 7.97 2006 (quarterly payable Baht 2,145,000) 8.58 2007 (quarterly payable Baht 2,655,000) 10.62 2008 (quarterly payable Baht 1,691,623) 6.77 Total 185.99 The bank has agreed to extend the terms and conditions for monthly interest payments which will start from the month of contract signed as follows: For the Period Interest rate Or equivalent monthly interest % per annum Thousand Baht January 1, 1999 to December 31, 2000 0.5420 84 January 1, 2001 to December 31, 2001 1.3550 210 January 1, 2002 to December 31, 2002 2.7099 420 January 1, 2003 to 2008 MLR The difference between the interest expense which are calculated based on the interest rate of MLR per annum and debt restructuring contract, the subsidiary has agreed to repay which depend on the subsidiary's performances and the bank's approval. The subsidiary has to repay to bank when cash in available after the repayment of the normally debt repayment. As an uncertainty regarding to ability on payment of the subsidiary depends on its performance, the subsidiary has not recorded accrued interest expense of differences between interest expense based on bank's right and debt restructuring contract from the fourth quarter of the year 1999 to December 31, 2003. If the subsidiary would record accrued interest expense at June 30, 2000 and December 31, 1999 based on bank's right, the additional amount are Baht 9.60 million and Baht 2.47 million respectively. The subsidiary company has agreed to repay accrued interest expense within 2003 for Baht 11.16 million and the remaining within December 31, 2013, respectively. 2.5 Revaluation surplus In 1996, the Company revalued its land resulting in revaluation surplus of Baht 834.57 million was approved by the Executive Board of Directors' meeting No.12/2539 held on March 28, 1996. The Company recorded the revaluation of land as revaluation surplus shown under shareholders' equity. On March, 1999, the Company revalued the majority of land of Baht 509 million based on market value on the basis of valuation of the appraisal company dated March 4, 1999 that resulted to decrease carrying amount of land by approximately amount of Baht 390.85 million. The above land revaluation was approved by the Excutive Board of Directors' meeting No.8/2542 held on February 22,1999, and No. 31/2542 hold on September 27, 1999 and the Company recognized the valuation as shown under shareholders' equity. In 1996, a subsidiary revalued its land resulting in revaluation surplus of Baht 185 million which was approved by the Executive Board of Directors No. 4/2539 held on June 28, 1996, and recognized the revaluation under the heading of revaluation surplus in shareholders' equity in the amount of Baht 94.61 million on proportion of holding by the Company. On June, 1999, this subsidiary revalued the land in the amount of Baht 148.72 million as based on market value on the basis of valuation of the appraisal company dated September 14, 18 and 21, 1999 that resulted to decrease carrying amount of land by approximately amount of Baht 36.79 million. The above land revaluation was approved by the Meeting of the Executive Board of Directors No. 6/2542 held on July 12, 1999. The subsidiary recognized the valuation as shown under shareholders' equity. As at December 31, 1999, the subsidiary has revalued its two dredges resulting in revaluation surplus of approximately Baht 96.06 million as approved by the Executive Board of Directors No. 11/2542 held on December 30, 1999 and appraised by an independent appraiser on December 30, 1999, based on comparison with the useful value of the dredges. The subsidiary recognized the revaluation on land as revaluation surplus shown under shareholders' equity. 2.6 Contigencies and commitments The Company and subsidiaries have contingent liabilities and commitments as at June 30, 2000 are as follows : Million Baht Guarantor of credit facilities of affiliated companies 54.92 Letter of guarantee issued by bank 1,333.51 Guarantor of credit facilities of related parties 237.47 Guarantor of credit facilities of other company 91.25 Letter of credit 39.85 Claims under litigation 34.37 As at June 30, 2000, deposit in the amount of Baht 6.79 million is pledged for damage of construction. As at June 30, 2000, the subsidiary was sued for compension in disputed in mining development contract and quarry for crushing mill in the approximately amount of Baht 170.72 million and the subsidiary has counterclaimed in the same case in the amount of Baht 142.89 million. This case is still in the process on consideration of the arbitrator of judge and is not decided. 2.7 Segment information The Company and subsidiaries operate in business of construction, sale of goods and services and one geographical area, Thailand. Information by operation segments of the Company and subsidiaries for the six months ended June 30, 2000 is summarized as follows: Construction Sale Service Total Million Baht Million Baht Million Baht Million Baht Revenues 1,420.72 61.23 2.20 1,484.15 Cost of construction and sale (1,425.28) (135.69) (3.73) (1,564.70) Gross loss (4.56) (74.46) (1.53) (80.55) Information by operation segments of the Company and subsidiaries for the six months ended June 30, 1999 is summarized as follows: Construction Sale Service Total Million Baht Million Baht Million Baht Million Baht Revenues 1,768.21 109.10 6.46 1,883.77 Cost of construction and sale (1,553.88) (101.68) (7.97) (1,663.53) Gross profit (loss) 214.33 7.42 (1.51) 220.24 2.8 Reclassification Certain items in the financial statements for the three-month and six-month period ended June 30, 1999 and December 31, 1999 have been reclassified to conform with the presentation in the financial statements for the three months and six months ended June 30, 2000.