Contents :

We refer to your letter of query dated 19 September 2000 which we received by fax on 22 September 2000 in respect of the above-captioned subject.

We are pleased to set out below the reply to your queries:-

1.0 SHARE SALE AND PURCHASE AGREEMENT (“SSPA”)

1.1 The salient features of the SSPA are as follows:-

1.1.1 Conditions Precedent

a) The SSPA is subject to the signing of the Shareholders’ Agreement; and

b) Approval and/or permission by any governmental authority, which may be required.

1.1.2 The purchase consideration of RM9,600,006.40 or at RM3.20 per share shall be paid to WSB not later than thirty (30) days upon the last of the Conditions Precedent set out above has been fulfilled.

1.1.3 WSB shall cause Rigidtex to pay out any and all debts owed by Rigidtex to Mitsui & Co Ltd (“Mitsui”) and Tatsuta Chemical Co Ltd (“Tatsuta”), the existing shareholders of Rigidtex before Sumitomo Bakelite Co Ltd (“Sumitomo”) pays out the purchase price of RM9,600,006.40 to WSB.

1.1.4 WSB guarantees that the net tangible assets of Rigidtex as at the date of completion of SSPA shall not be less than RM0.81 per share.

2.0 SHAREHOLDERS’ AGREEMENT (“SA”)

2.1 The salient features of the SA are as follows:-

2.1.1 The SA sets out the stages for Sumitomo's participation in the proposed restructuring exercise of Rigidtex as well as the basis for the management and operation of Rigidtex after Sumitomo’s participation in Rigidtex has been completed;

2.1.2 The stages, inter alia, include the following:

a) Acquisition by Sumitomo of 3,000,002 ordinary shares of RM1.00 each in Rigidtex from WSB for a total purchase consideration of RM9,600,006.40 or RM3.20 per share; and

b) Rigidtex to carry out a special issue of 25,000,000 new ordinary shares of RM1.00 each in its proposed structuring exercise, and Sumitomo shall subscribe for 14,850,000 ordinary shares.

c) Upon completion of the acquisition and special issue, the revised shareholding structure of Rigidtex shall be:

Name	No. of shares	%
Sumitomo	17,850,002	51.00
Mitsui	6,650,000	19.00
Scientex Incorporated Berhad	8,499,998	24.29
WSB	2,000,000	5.71
Total	35,000,000	100.00

2.13 Prior to completion of the restructuring exercise, WSB shall cause Rigidtex to pay out any and all debts owed by Rigidtex to Mitsui and Tatsuta.

2.1.4 After the completion of the restructuring exercise:

a) Sumitomo shall cause Rigidtex to repay to WSB all loans and/or advances made by WSB to Rigidtex;

b) Sumitomo shall secure the release of WCB as corporate guarantor to Overseas Union Bank; and

c) Sumitomo shall enter into a Technical Agreement with Rigidtex for the purpose of enabling Rigidtex to utilize the skills and know-how of Sumitomo, and this new Technical Agreement shall replace the existing Technical License Agreement signed with Tatsuta.

3.0 There are no liabilities to be assumed by Sumitomo pursuant to the Proposed Disposal.

4.0 Proposed Utilisation of Proceeds

The Company proposes to utilize the proceeds from the Proposed Disposal for working capital and also to finance future expansion projects of the Group.

c.c. Securities Commission

Query Letter Contents :

We refer to your Company's announcement dated 18 September 2000, in respect of
the aforesaid matter.
In this connection, kindly furnish the Exchange with the following additional
information for public release :
Salient features of the Share Sale and Purchase Agreement & Shareholders'
Agreement.
Particulars of all liabilities to be assumed by Sumitomo Bakelite Co Ltd,
arising from the Proposed Disposal.
Proposed utilisation of the proceeds from the Proposed Disposal.
Please furnish the Exchange with your reply within two (2) market days from the
date hereof.

Yours faithfully


TAN YEW ENG
Senior Manager, Listing Operations
LMN\
copy to:- Securities Commission (via fax)