1st Day of Trading

Empire Online Limited
15 June 2005

15 June 2005


  This announcement and the information contained therein are not for release,
 publication or distribution in, or into, the United States, Canada, Australia,
                             Japan or South Africa


                             EMPIRE ONLINE LIMITED

   Announcement of first day of dealings on AIM following a Placing by Numis
Securities Limited to raise approximately £123.5 million at a price of 175p per
                                     share


Empire Online Limited (the 'Company' or 'Empire Online'), a leading provider of
marketing services to the online gaming industry, today announces the admission
to trading of its Ordinary Shares on the AIM market of the London Stock Exchange
('Admission').
     
•    The Placing comprises a total of 70,555,556 shares at 175p per Ordinary 
     Share (the 'Placing Price'), representing 24.1 per cent of the enlarged
     issued share capital of the company. Following admission the number of 
     Ordinary shares in issue will total 292,777,772.

•    Based on the Placing Price, the market capitalisation of Empire Online
     on commencement of dealings in the Ordinary Shares is £512,361,101 million.

•    Gross proceeds of the Placing are approximately £123.47m (US$222.25m.)
     
•    Numis Securities Limited acted as Nominated Adviser, Financial Adviser, 
     Broker and Underwriter to the Placing.

Noam Lanir, Chief Executive Officer, said:

'We are delighted the Placing has been so well received and welcome our new
shareholders in Empire Online. The Placing and flotation on the AIM market of
the London Stock Exchange will enable us to consolidate and build on our rapid
growth and allow us and our shareholders to take full advantage of the exciting
prospects ahead.'


For further information:

Empire Online Limited                                       [phone]
Noam Lanir, Chief Executive Officer
Yossi Pereg, Chief Financial Officer

Numis Securities                                            [phone]

(Nominated Adviser, Financial Adviser, Broker and Underwriter)
Jag Mundi, Head of Corporate Finance
Lee Aston, Associate Director, Corporate Finance

Citigate Dewe Rogerson                                      [phone]
Simon Rigby
Sarah Gestetner

Numis Securities Limited, which is authorised and regulated by the Financial
Services Authority in the United Kingdom, is the Company's nominated adviser and
broker and, in each case, is acting exclusively for the Company in connection
with the proposed Placing and Admission. Its responsibilities as the Company's
nominated adviser under the AIM Rules are owed solely to the London Stock
Exchange and are not owed to the Company or to any Director or any other person
in respect of his decision to acquire Ordinary Shares. Numis Securities Limited
is not acting for any other person as its client and will not be offering advice
and will not otherwise be responsible for providing customer protections to
recipients of this document in respect of the Placing or any acquisition of
shares in the Company.

The Ordinary Shares have not been, and will not be registered under the United
States Securities Act of 1933 (the 'Securities Act'), or the securities laws of
any other United States jurisdiction or of any province or territory of
Australia, Canada or Japan. Subject to certain exceptions, the Ordinary Shares
may not, directly or indirectly, be offered, sold, taken up or delivered in,
into or from the United States, Canada, Australia or Japan or to or for the
account or benefit of any national, resident or citizen of the United States, or
any person resident in Australia, Canada or Japan. This document does not
constitute an offer to sell or a solicitation of an offer to purchase or
subscribe for Ordinary Shares in any jurisdiction in which such offer or
solicitation is unlawful or would impose any unfulfilled registration,
publication or approval requirements on the Company, a broker-dealer or Numis
(or any of their respective affiliates).

No offer or invitation to acquire shares in the Company is being made by or in
connection with this announcement.  Any such offer will be made solely by means
of the admission document of the Company published on 10 June 2005 and any
acquisition of shares should be made solely on the basis of the information
contained in such document and any supplements thereto.  The value of shares can
go down as well as up.  Past performance is not a guide to future performance.
Persons needing advice should consult a professional adviser.

Notes to Editors

Company overview

Empire Online is a leading provider of marketing services to the online gaming
industry. Through online and offline advertising and other marketing techniques,
the Group directs new players to online poker and online casino websites
operated by third party gaming operators, principally empirepoker.com (a white
label website related to PartyPoker.com, one of the largest online poker rooms)
and Casino-On-Net (part of 888.com, one of the most established online casino
websites). The Company also has arrangements with a subsidiary of PartyGaming to
market other online gaming websites, including AceClub.com and
starluckcasino.com.

The marketing services supplied by the Company and its subsidiaries 
(the 'Group') are generally provided either through white label arrangements or 
through marketing agreements.

The Group generates new players through both online and offline marketing
techniques, including an extensive affiliate programme, through which the Group
incentivises third parties to direct new players to white label websites or to
client gaming websites by paying either a fixed amount or a share of the Group's
revenues generated from each such referral. Other marketing techniques include
the registration of suitable domain names for the purpose of redirecting
internet traffic, word of mouth referrals and the use of marketing agents. More
recently, the Group has used offline marketing campaigns which have shown
significant results in the countries where they have been implemented to date.
The results of these marketing efforts are monitored daily by data analysis
techniques which enable the Group to assess the effectiveness of its marketing
and to adjust it accordingly.

The Group's objective is to take advantage of the expected growth of the online
gaming market by generating greater revenues in a cost-efficient manner through
the acquisition of new players and by increasing the activity levels of the 
Group's existing players. This activity is currently focussed on poker and 
casino but, as the online gaming market develops, Empire Online's directors 
(the 'Directors') believe that the Company's core skill set of marketing online 
gaming could readily be transferred to other games (such as backgammon). The 
Directors continually monitor the development of the market and review 
opportunities for new games and to partner with leading gaming operators.

The Company aims to pay particular attention to expanding its player base in
certain European countries in the medium term, with the intention of raising its
profile and reducing the Group's reliance on the North American market. Empire
Online will also continue to pursue its existing strategies in relation to its
primary markets of the United States and Canada to maintain its strong position
in these markets.

The Company intends to increase its offline activity and branding campaigns in
selected European countries. The Company intends to use a part of the proceeds
of the Placing to fund the acceleration of its plans to penetrate identified
countries. This includes seven countries in Europe in which it intends to apply
its marketing strategy by November 2005 (four new territories in September 2005
and a further three in November 2005). The Company has allocated approximately
US$15 million to implement these and further campaigns during 2005 and 2006 from
the net proceeds of the Placing.

The Group will also, if appropriate, explore the option of developing its own
gaming software, although the Group would only pursue this strategy if the 
Directors believed this was in the best interests of the Group, if the Group 
could obtain all the appropriate regulatory approvals and licences and was 
confident that the technology was sufficiently robust and of high quality. The 
Directors will also consider acquiring businesses complementary to the Group 
should appropriate opportunities arise.

The Group may also seek agreements with online gaming operators with which it is
not already working to allow Empire Online to direct players to those operators'
gaming websites.

In the year ended 31 December 2004, online poker-related income represented
approximately 67 per cent of the Group's revenue, with online casino-related
income representing approximately 33 per cent of the Group's revenue. In the 3
months ended 31 March 2005, poker-related income represented approximately 77
per cent of the Group's revenue and casino-related income represented
approximately 23 per cent of Group's revenue. As online poker is a faster
growing sector of the online gaming market than online casinos, the Directors
expect poker-related revenue to constitute an increasing percentage of the
Group's annual turnover in future.

As of 31 March 2005, Empire Online had, either itself or through its affiliate
programme, attracted over 144,000 new real money players to empirepoker.com
since the launch of the site in November 2002. The Group has also, either itself
or through its affiliate programme, attracted over 260,000 real money players to
online casino websites since 1998. In March 2005 alone, the Group, either itself
or through its affiliate programme, attracted 12,572 new real money players to
the empirepoker.com website and a total of 4,294 new real money players to
online casino websites which it promotes. These figures represent an increase on
March 2004 figures of 166 per cent for poker players and 36 per cent for casino
players. As of 31 March 2005, the Group had 91,549 active real money poker
players and 30,093 active real money casino players.

Summary financial information

                     Year ended 31        Year ended 31        Year ended 31        3 months ended 31
                     December 2002        December 2003        December 2004        March 2005
                     US$ million          US$ million          US$ million          US$ million

Turnover
 - Casino            21.4                 20.7                 21.8                 5.7
 - Poker             -                    5.0                  43.4                 18.7
                     21.4                 25.7                 65.2                 24.4

Profit before tax    11.7                 13.8                 37.7                 12.4

Profit after tax     11.7                 13.8                 37.7                 12.4


Use of proceeds

Conditional upon Admission, the Group implemented a re-organisation through
which Empire agreed to acquire certain of the key assets of Tradal Limited
(which, since 1998, has carried on the online casino, related activities of the
Group). Although Empire Online and Tradal Limited have essentially the same
controlling shareholders and management and have effectively operated as sister
companies, they do not nor will they form part of the same corporate group. The
consideration for the acquisition of these assets is approximately US$175
million, which is to be satisfied out of the cash proceeds of the Placing
following Admission. Net of expenses and the consideration for Tradal Limited,
the Company will retain approximately £18.8 million out of the proceeds of the
placing.

Additionally, the Company intends to use the proceeds of the Placing to finance
a substantial marketing programme in targeted territories and to potentially
acquire other companies involved in the online gaming industry which the
Directors consider to have unique technology or products or believe to be
complementary to the Group's existing operations.

Capitalised terms in this announcement shall, unless the context requires
otherwise, bear the same meaning as set out in the Admission Document published
by the Company on 10 June 2005.


                      This information is provided by RNS
            The company news service from the London Stock Exchange END
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