[Translation] Ref. PDI.B.02.61/99 28 May 1999 To : President The Stock Exchange of Thailand Re : Hilights of Amendment Override Agreement and New Escrow Agreement Referring to our letter, ref. PDI.B.02.58/99 of 25 May 1999, we would like to inform the SET of the hilights of the Amendment Override Agreement to jointly sign with Chase Manhattan Bank in its capacity as the facility agent, and The Industrial Finance Corporation of Thailand (IFCT) in its capacity as the security agent and the New Escrow Agreement to jointly sign with WML, Chase Manhattan Asia Limited and The Siam Commercial Bank in its capacity as the escrow agent as follows: 1. In the Amendment Override Agreement, the schedule of the principal repayment of Tranche A in the sum of Bt408,217,705 and USD16,169,997 has been changed from 3 separate payments in February, March and July of 1999 to one lumpsum payment in 15 September of 2000. This is done so that the company will have enough time to manage the private placement of the additional shares to investors. There is also an adjustment to set the company's financial ratio to better cope with the existing situation. The agreement is to be signed among PDI, the Banks, Facility Agent and Security Agent. 2. The New Escrow Agreement is the agreement to be signed among Padaeng Industry Company Limited (PDI), the Chase Manhattan Asia Limited (as Facility Agent), the Siam Commercial Bank (as Escrow Agent), Western Metal LIMITED (WML) and Western Metal International (WMI) to deal with the 6,530,435 escrow shares sold to WML and WM1 by PDI. These escrow shares will be held by the Escrow Agent for 18 months from effective date or until PDI and WML give joint written notice to the Escrow Agent entitle the withdraw of the shares. All costs and expenses involved will be borne by WML. Yours truly, -Signature- (Arsa Sarasin) Chairman