TRANSOCEAN HOLDINGS BHD
	(36747 U)
	AND ITS SUBSIDIARIES
	QUARTERLY REPORT
	EXPLANATORY NOTES
	TO THE ACCOUNTS FOR QUARTER ENDED MAY 31, 2002
	1	Accounting Policies
		The accounts of the Group are prepared using the same accounting policies and method of computation
		followed in the quarterly financial statements as compared with the most recent annual audited accounts.
	2	Exceptional Item
		There was no exceptional item for the current quarter and the financial year.
	3	Extraordinary Item
		There was no extraordinary item for the current quarter and the financial year.
	4	Taxation
		Taxation comprises :-
					INDIVIDUAL QUARTER			CUMULATIVE QUARTER
					CURRENT	PRECEDING YEAR		CURRENT	PRECEDING YEAR
					RM'000	RM'000		RM'000	RM'000
		Current taxation			(29)	(75)		(236)	(549)
		Over/(Under) provision of prior year taxation			2	-		(97)	-
		Reversal of Deferred taxation			3	74		3	74
					(24)	(1)		(330)	(475)
		Although the Group recorded a loss position, taxation is mainly provided for certain profitable subsidiary companies.
	5	Profit/loss on Sale of Unquoted Investments and/or Properties
		There was no sale of investments and/or properties by the Group for the current quarter and financial year.
	6	Quoted Securities
		There was no purchase or disposal of quoted securities by the Group for the current quarter and financial
		year-to-date.
	7	Changes in the Composition of the Group
		During the quarter under review, a subsidiary company has invested in 50,000 ordinary shares of S$1.00 each
		representing 20% of the issued and paid-up share capital of TFS Logistics Pte Ltd, which was incorporated in
		Singapore.
	8	Status of Corporate Proposal
		The Group has not made any new corporate proposals since the completion of the following proposals :-
		a)	a bonus issue of 8,999,550 Bonus Shares on the basis of nine Bonus Share for every twenty shares
			held on December 21, 2001;
		b)	increased in the issued and paid-up capital of the Company pursuant to the Bonus Issue and
			increased its Authorised Share Capital from RM25.00 million comprising 25.00 million shares to
			RM50.00 million comprising 50.00 million shares; and
		c)	amended the Articles of Association of the Company to comply with the Listing Requirements of
			Kuala Lumpur Stock Exchange.
	9	Issuances and Repayment of Debt and Equity Securities
		The Company increased its issued and fully paid up share capital from RM19,999,000 to RM28,998,550 as
		a result of a bonus issue of 8,999,550 ordinary shares of RM1.00 each on January 4, 2002.
		Save as the above issuance of equity securities, the Company has not issued nor repaid any debt and equity
		securities for the financial year.
	10	Group Borrowings and Debt Securities
		Total group borrowings as at May 31, 2002 are as follows :-
					SECURED	UNSECURED		TOTAL
					RM'000	RM'000		RM'000
		LONG TERMS BORROWINGS
			Term Loan		12,829	395		13,224
		SHORT TERMS BORROWINGS
			Term Loan		2,475	94		2,569
			Bank Overdrafts/Revolving Credits		8,574	4,960		13,534
			Hire-purchase/Lease Payables		1,451	-		1,451
					12,500	5,054		17,554
		TOTAL			25,329	5,449		30,778
		As at May 31, 2002, the Group does not have any exposure in borrowings and debt securities denominated
		in foreign currency.
	11	Contingent Liabilities
		Contingent liabilities of the Company as at July 22, 2002 (other than material litigation disclosed in Note 13)
		since the last annual balance sheet date comprise corporate guarantee of RM16.894 million and RM3.387 million
		respectively for securing bank borrowings to subsidiaries and hire purchase/leasing facilities utilised by the
		subsidiaries.
	12	Off Balance Sheet Financial Instruments
		The Group does not have any financial instruments with off balance sheet risk as at July 22, 2002.
	13	Material Litigation
		The Group is not engaged in any material litigation as at July 22, 2002.
	14	Segmental Reporting
		Segmental analysis is not prepared as the Group activities are primarily that of a custom broker and the
		provision of trucking and transport services in Malaysia.
	15	Material Change In Profit Before Taxation Compared To The Immediate Preceding Quarter
		The Group recorded a profit before taxation of RM0.175 million as compared with a loss of RM0.522 million in the
		preceding quarter. The turnaround was mainly due to a higher revenue and operating profit achieved during the period
		under review. However, the Group incurred higher depreciation due to the expansion of the container haulage division.
	16	Review Of Performance
		During the quarter under review, the Group recorded a total revenue of RM13.050 million (FY 2001 RM12.195 million)
		and achieved a profit after taxation of RM0.151 million as compared with financial year 2001, RM0.107 million.
		Net profit attributable to members amounted to RM0.234 million as compared with the preceding year, RM0.292 million.
		In line with the turnaround in the world economy, the Company's business activities have increased and recorded a profit
		for the current quarter as compared with the losses recorded in the first three quarters.
	17	Material Subsequent Events
		Subsequent to the end of the current quarter, the Group and the Company disposed off certain of their properties for
		a cash consideration of RM1.385 million.
		Save as the above, no event of a material and unusual nature has arisen that have not been reflected in the financial
		statement in the interval between the end of the current quarter and as at July 22, 2002.
	18	Seasonal or Cyclical Factors
		The business operations of the Group are not materially affected by any seasonal or cyclical factors.
	19	Current Year Prospect
		Given the positive sentiments expressed regarding overall improvement in the world economy and business activities of
		local businesses, the Group is cautiously embarking to secure an improved market share of logistics services in the
		next financial year.
	20	Variance Of Actual Profit From Forecast Profit/Shortfall In Profit Guarantee
		The Group is not involved in any profit guarantee arrangement or providing any forecast profit.
	21	Dividend
		The Directors do not recommend the payment of any dividend in respect of the current financial period.
	22	Listing Requirement Of The Minimum Paid-Up Capital
		The paid-up capital of the Company as at the date of this Report is RM28.999 million. The Directors are aware
		of the requirement to increase the paid-up capital to RM40.000 million and are pursuing this matter aggressively
		to comply with the requirement.
	By Order of the Board
	Dated July 25, 2002