Empire Online Limited Gives an Acquisition Update 

15 September 2005

The Company announced on September 13th that, following its satisfactory due diligence, it has completed the Acquisition of Club Dice from Crown Solutions Gaming Limited and Uniplay International Limited.

Established in 2001, Club Dice comprises three casino brands and one bingo brand: Club Dice Casino, MonacoGold Casino, Carnival Casino and YouBingo.

The Club Dice database currently comprises over 75,000 registered real money customers. The Acquisition comprises, inter alia, the player database, certain intellectual property, and a license to operate Playtech Limited software across the four platforms.

Club Dice has seen substantial recent growth in revenues, profits and new sign ups. The consideration for the acquisition, payable in cash, is the aggregate of (i) US$5 million which was paid on 22 August 2005; (ii) US$22 million payable on completion of the Acquisition; and (iii) the balance which will be deferred consideration payable based on the profitability of the business between 1 August and 31 December 2005. This final amount is currently expected to be approximately US$13 million.

In the year ended 31 December 2004, the assets the subject of the transaction would have contributed net profit of approximately US$2.7 million to Empire Online and, in the six months ended 30 June 2005, would have contributed net profit of approximately US$2.4 million to the Company. The Directors are intending to invest in the re-launch of Club Dice in order to increase its revenue in the future.