20 June 2003
                                SETTING UP OF "DIGITAL FACTORY CO., LTD."
                                    Date : 20/06/2003 08:24
BEC : SETTING UP OF "DIGITAL FACTORY CO., LTD."
                              June 19, 2003
TO:     President
        Stock Exchange of Thailand
RE:     Setting up of "Digital Factory Co., Ltd."
        Today, BECi Corporation Co.,Ltd. [BECi] our subsidiary which 
BEC holds 99.99% and Asian Entertainment & Communications Co., Ltd.[AEC],
which is not a connected person with the company and the management, 
agreed to jointly set up a new joint venture company with following
particulars:-
Name of the joint venture company:   Digital Factory Co., Ltd.
Register Capital:       Baht 10 million, comprising of 1,000,000 
                        Ordinary shares of Baht 10 each, 
                        to be fully paid. 
Holding ownership:      BECi holds 51% whereas AEC holds 49%
Business Type:          Sourcing and developing software application
                        as well as contents from local and abroad for
                        marketing through digital media such as mobile 
                        telephone and other devices and aggregating 
                        to other content providers.
Benefit/Returns:        Dividend.
Source of fund:         the existing working capital.
Address:                Floor 25th, Emporium Tower, 622 Sukhumvit Road,
                        Klongton, Klongtoey, Bangkok 10110, Thailand.
Auditors:               Mr.Kitipat Wongakanit, CPA # 4852
                        of Dr. Virach & Associates
        Please be informed accordingly.
                              Sincerely Yours,
                           (Chatchai Thiamtong)
                         Vice President - Finance
                                
                            