Issue of loan note

Newsplayer Group PLC
28 February 2003



For immediate release:  28 February 2003

NEWSPLAYER GROUP PLC

ISSUE OF CONVERTIBLE LOAN NOTE AND RELATED ARRANGEMENTS

On 10th December 2002, Newsplayer Group PLC ('NPG' or the 'Company') announced
that Sir David Frost, a non-executive director of the Company, had agreed to
defer payment of royalties due to him in January 2003 in the sum of £150,000 and
had notified the Company of his intention to extend a convertible loan to the
Company in the sum of £160,000.

NPG announces that on 20 February 2003 it entered into an agreement (the '
Supplemental Agreement') with David Paradine Productions Limited ('DPP') and Sir
David Frost varying the terms of an agreement dated 7 December 2000 between DPP,
Sir David Frost and the Company (the 'Licence Agreement') whereby DPP has agreed
to defer the payment of royalties of £150,000 referred to above until 30 June
2003.  Interest will accrue on the sum due at the rate of 6% per annum.

NPG also confirms that it has entered into a convertible loan note instrument
(the 'Convertible Loan Note Instrument') and issued a loan note for £160,000 to
Michael Rosenberg, Sir David Frost and A and B Pension Trustees Limited as
trustees of the David Frost Retirement Benefit Scheme.  Sir David Frost is a
beneficiary of the David Frost Retirement Benefit Scheme.  The loan note is
repayable on 20 February 2006 at an interest rate of 6% per annum payable
quarterly and is convertible at the election of the loan note holder at any time
into ordinary shares of 1p each in NPG ('ordinary shares') at 5p per share.  The
Company may, at its option, defer the payment of any interest until the loan
note is repaid.  Any such deferred interest is also convertible into ordinary
shares.  If the principal amount of the loan note were converted into ordinary
shares then Sir David Frost would be interested in an additional 3,200,000
ordinary shares. The proceeds of this loan note will provide the Company with
additional working capital for the business.

Under the terms of the Convertible Loan Note Instrument and the Supplemental
Agreement the Company has conditionally agreed to grant a charge over shares of
common stock equal to 15% of the issued share capital of NPG Inc. (the 'Charge
over Shares') and a debenture over certain of its assets (comprising certain
digital assets and associated intellectual property and NPG's interest in the
domain names sirdavidfrost.com and frost.tv and NPG's rights under the Licence
Agreement) (the 'NPG Debenture') and to procure that Newsplayer International
Limited ('NIL') grants a debenture over certain of its assets (comprising
certain digital assets and associated intellectual property and NIL's interest
in the domain names sirdavidfrost.com and frost.tv) in favour of DPP (the 'NIL
Debenture').  As DPP is a connected person of Sir David Frost for the purposes
of the Companies Act 1985, the granting of this security will constitute a
substantial property transaction for the purposes of section 320 of the
Companies Act 1985.  The Company will be sending a circular to its shareholders
seeking shareholder approval for the grant of the security referred to above
shortly.  Certain directors of the Company and other substantial shareholders
holding 35,632,340 ordinary shares in aggregate, representing approximately
51.4% of the current issued share capital of the Company, have irrevocably
undertaken to vote in favour of any such resolution.  The directors will also be
intending to seek shareholder approval to increase the authorised share capital
of the Company, to allot relevant securities (within the meaning of section 80
of the Companies Act 1985) and to disapply the pre-emption rights of
shareholders under section 89 of the Companies Act 1985.  Further details will
be set out in the circular.

Sir David Frost is deemed to be a related party pursuant to the AIM Rules. As
Sir David Frost has an interest in the Convertible Loan Note Instrument and the
Supplemental Agreement and the proposed Charge over Shares, NPG Debenture and
NIL Debenture, he has not taken part in the deliberations regarding their
consideration. The Convertible Loan Note Instrument and the Supplemental
Agreement and the proposed Charge over Shares, NPG Debenture and NIL Debenture
are deemed to be a related party transaction pursuant to the AIM Rules. The
Company's directors, other than Sir David Frost, consider that the terms of the
Convertible Loan Note Instrument and the Supplemental Agreement are fair and
reasonable insofar as the shareholders of the Company are concerned.

NPG also announces that Hollinger International Publishing Inc have agreed, by
letter dated 24 February 2003, that they will subscribe for 3,000,000 ordinary
shares at an aggregate subscription price of £150,000 representing a
subscription price of 5p per ordinary share. This subscription is conditional
upon, inter alia, the passing of the resolutions to be proposed as set out in
the circular.

Ends



For further enquiries, please contact:

Paul Duffen, NPG                                       020 7927 6699

Philip Ranger, Merlin Financial                        020 7606 1244




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