ACC.006/47 29 March 2004 President The Stock Exchange of Thailand 62 Rachadapisek Road, Klongtoey Bangkok 10110 Subject : Additional Investment In Master & More Co.,Ltd. Master AD PLC (MACO or the Company) held a board of director s meeting (2/2004) on Friday 26 March 2004 where a resolution is to Acquire more shares of Master & More Co.,Ltd.(M&M) This transation is not Quelified as a connected transaction with following details; 1. The date on which the transaction occurred: 29 March 2004 2. The parties involved Name Relationship with the company Buyer : Master Ad.PLC - Seller : Clear Channel Pacific Pte.Ltd.,(CCI) - 3.The generat characteristics of the transaction: MACO will purchase M&M's ordinary shares from CCI. 4. The details of the assets involved 4.1 Securities Master and More Co,.ltd - Number of securities acquired : 330,000 Shares - Price per share : 103.09 Baht (par value) - Proportion of securities holding before : 51% - Proportion of securities holding after : 67.5 % 4.2. Main Business of M&M : Advertisement 4.3. Financial data summary in brief as of 31/12/2003 Total Asset 123 Million Baht Total Liability 64 Million Baht Total Equity 59 Million Baht Capital registered 20 Million Baht Net income 35 Million Baht 5. The tolal value of the consideration: 34,020,576 Baht The type of payment : Cash 6. The value of the assets acquired : 34,020,576 Baht 7. Major Shareholder for M&M Name Number of shares(%) 1) Master Ad. PLC 51 2) Clear Channel Pacific Pte.Ltd., 49 Total 100 8. The details of the connected persons and of related person: This transaction is not qualified as a connected transaction. 9. Value criteira The share price is agreed between MACO and CCI who are not Related parties to each other. The price is evaluated by using Net Asset Value Approach which is appraised by the SEC approved Independent appraiser and is based on the fair market value of Material assets. 10. Reasons for Investment : Acquiring more shares in the profitable company means more Profit sharing for the investors. 11. The benefit expected to be received: We expect to receive higher porfit return share value. EBITDA of M&M 74.85 Million Baht in 2003 which the PE ratio of 5.79. Moreover,M&M has a Business plan for more investment in 2004. 12. The sources of funds : From MACO S the operating cash flow 13. Comment of the Audit committee : The audit committee considered this investment as a strategic move for MACO in order to gain more shares and receive more profit sharing in M&M which is a company with good prospects for growth. 14. Calculation base on the rule of consideration paid or received compared with the value of assets of the listed company or the listed company and its subsidiaries, the value is 6.26 which is not under the rule of acquisition and disposition of assets and the category related Please be kindly informed accordingly. Yours Sincerely , Master Ad PLC. (Noppadon Tansalarak) President & CEO (Piched Maneerattanaporn) Director