February 6, 2004 Investment on The Ayudhya Insurance, Thailand Mitsui Sumitomo Insurance Company Limited ("'MSI") signed a share purchase agreement on 5 February 2004 for the purchase of 62,250,000 shares or 24.9 per cent of the total issued share capital of The Ayudhya Insurance Public Company Limited ("Ayudhya") for a total value of THB1,680.75 million at THB 27 per share.   Ayudhya was established in 1950 and has been a listed company since 1987. At present, Ayudhya has 16 branches throughout Thailand. As at 30 September 2003, Ayudhya had total assets of approximately THB 6,133 million and shareholders funds of approximately THB 5,001 million on paid-up share capital of THB 250 million. For the nine months ended 30 September 2003, it recorded a net profit of approximately THB 242 million. The other major shareholders of Ayudhya remain the Ratanarak group, holding approximately 30 percent. of the share capital of Ayudhya. The Ratanarak group includes The Bank of Ayudhya Public Company Limited and Bangkok Broadcasting & Television Company Limited and its affiliates.   MSI, established in 1893, is a leading insurance company in Japan with the market share of approximately 17 per cent and is ranked third in Japan in terms of direct premium income in fiscal year 2002. MSI, currently operating in 12 countries and regions in Asia, received its general insurer's license in Thailand in 1954 and subsequently established a non-life branch in Bangkok in 1964.   Both MSI and Ayudhya believe that the strategic alliance between them will be mutually beneficial. The partnership would leverage on both Ayudhya's and Bank of Ayudhya's branch network presence all over Thailand to provide broader services to its clients in Thailand. Ayudhya would also benefit from MSI's in-depth expertise in underwriting and risk management to grow its business more strongly. Both companies firmly intend to work closely to contribute to the sound development of the Thailand general insurance market.