03 October 1997
                                    URCHASES STAKES ON HTR
                                    Sino-Thai  Engineering  &  Constrution  Plc convened the Extraordinary 
Meeting  of  Shareholders  No. 1/1997 during 10.15-10.45 hours, on the 3th 
day  of September, 1997 at Tarn Tawan Room,Radison Hotel Bangkok at No. 92 
Soi  Saengjam  Rama  IX  Road,  Kwaeng  Bangkapi,  Khet Huaykwang, Bangkok 
Metropolis.  The  Shareholders  have unanimously resolved on the following 
matters:
    1.  Approving the acquisition of 7,938,995 ordinary shares in HTR Co., 
Ltd.  at  the  purchse price of 16.31 Baht (Sixteen point thirty one Baht) 
per  share  with  the total investment of 129,485,008.45 Baht (One Hundred 
Twenty-Nine  Million  Four  Hundred  Eighty Five Thousand Eigth Baht point 
Forty-Five Baht Only) from the following HTR's shareholders;
 Seller            Relation with the          Number of Shares to be Sold
                    Listed Company    
a) Mr. Chavarat      Shareholders/
Charnvirakul         Mrs.Tassanee               634,999   Ordinary Shares
                Charnvirakul'a Husband
b) Mrs. Tassanee    Shareholders/
Charnvirakul    Chairman of the company          26,999   Ordinary Shares
C) Mr.Chavaporn  
Charnvirakul        Shareholders                 26,999   Ordinary Shares
d) C.T. Venture 
Co., Ltd.       connected person with         6,999,999   Ordinary Shares
                Charnvirakul Family
e) Sino-Tha     Connected person with           249,999   Ordinary Shares 
Development      Charnvirakul Family
Co., Ltd    
    The  said  investment  will result in the increase in sharesholding in 
HTR  Co.,Ltd. from 15,861,000 shares or 31.72 percent to 23,799,995 shares 
or  47.60  percent  of the total paid up capital of the said company. This 
will  enable  STECON  to  control  and  operate the said company to derive 
highest  possible  profit return per shareholder equity and to support the 
expansion of the business of STECON in the near future.
    2.  Approving Mr.Udomsak Chakreyavanich the Company's director to hold 
a  position  of  a  director  in  PAE (Thailand) Public Company Limited, a 
related  company since the business of PAE is similar to that of STECON in 
order  to  comply with Section 86 of The Public Limited, a related company 
since  the business of PAE is similar to that of STECON in order to comply 
with Section 86 of the Public Company Limited Act B.E.2535.
                                
                                
                            