KEL HOLDINGS<0681> - Announcement

The Stock Exchange of Hong Kong Limited takes no 
responsibility for the contents of this announcement, makes 
no representation as to its accuracy or completeness and 
expressly disclaims any liability whatsoever for any loss 
howsoever arising from or in reliance upon the whole or any 
part of the contents of this announcement.

KEL HOLDINGS LIMITED
(incorporated in Bermuda with limited liability)

ANNOUNCEMENT

Adjournment of Court Hearing to 20 April 2000

Further to the joint announcement dated 25 February 2000, 
the board of directors of KEL Holdings Limited ("KEL"), wish 
to announce that at the court hearing held on 7 April 2000 
in respect of the originating summons to convene a creditors' 
meeting regarding a proposed creditors' scheme of 
arrangement with the High Court of the Hong Kong Special 
Administrative Region (the "Scheme") by UDL Kenworth 
Engineering Limited ("Kenworth"), a wholly-owned subsidiary 
of KEL, the Judge has adjourned the proceedings to a further 
hearing to be held on 20 April 2000 for Kenworth to report 
completion of the Restructuring Agreement or otherwise. The 
detail terms of the Restructuring Agreement will be 
announced as soon as possible after execution of the 
Restructuring Agreement by all parties. It should be noted 
that terms of the Scheme have not yet been finalised and the 
Scheme may or may not proceed.

Reference is also made to the announcement dated 24 March 
2000 whereas KEL has received notice from Wonderland 
Development Limited ("Wonderland) that Wonderland has 
exercised its rights to foreclose 300,000,000 shares in KEL 
held by a wholly-owned subsidiary of UDL Holdings Limited 
("UDL) representing 75% of KELs total issued share capital. 
Although Wonderland has yet to change the title of ownership 
of such shares to itself, KEL received notification from UDL 
that UDL considers that they have lost their beneficial and 
financial interest in KEL. Wonderland also confirmed that 
it was entitled to exercise all voting rights attached to 
the aforesaid shares in KEL while proceeding with the 
necessary legal procedures to foreclose the 300,000,000 
shares in KEL. Wonderland is seeking advice from its 
financial and legal advisers in this respect. Wonderland is 
obliged to make a general offer for all the shares in KEL 
in accordance with Rule 26 of the Hong Kong Code on Takeovers 
and Mergers.

The board of KEL further confirm that no material change have 
occurred since the last announcement dated 25 February 2000.

Save as disclosed herein, the board of KEL are not aware of 
any other matter discloseable under the general obligation 
imposed by paragraph 2 of the Listing Agreement, which is 
or may be of a price-sensitive nature.

Meanwhile, the trading of KEL shares remain suspended 
pending announcement in relation to the offer. Further 
announcement will be made when there is any material 
development regarding the above matter.

By Order of the Board
KEL Holdings Limited
Leung Yat Tung
Chairman

Hong Kong, 8 April 2000

The directors of the Company jointly and severally accept 
full responsibility for the accuracy of information 
contained in this Announcement and confirm, having made all 
reasonable inquiries, that to the best of their knowledge, 
opinions expressed in this announcement have been arrived 
at after due and careful consideration and there are no other 
facts not contained in this Announcement, the omission of 
which would make any statement in this Announcement 
misleading.