Further Amendment to Private Placement of Special Warrants

The Company has agreed to further amend the terms of the private placement of 800,000 Special Warrants convertible, upon exercise or deemed exercise, into units of the Issuer consisting of one common share of the Issuer and one two year share purchase warrant previously announced on November 1, 2000. The price of the Special Warrants has been further reduced from $0.60 to $0.40 each and the exercise price of Warrants issuable upon conversion has been further reduced from $1.20 to $0.62 per share. The number of Special Warrants has been increased from 906,667 to 1,360,000, while the total anticipated proceeds of the placement remains the same at $544,000.

Proceeds of the private placement will be used to provide for pre-closing advances to Municipal Software Corporation ("Municipal") prior to completion of the proposed acquisition of all of the shares of Municipal in exchange for shares of the Issuer and the change of business resulting therefrom (the "COB"). The Company has submitted a comprehensive information circular with the Canadian Venture Exchange Inc. for its review, and upon approval by the CDNX, for distribution in due course to its shareholders in connection with a proposed shareholders meeting to be called to review and, if thought acceptable, approve the COB. Investors are cautioned that, except as disclosed in the information circular, any information released or received with respect to the COB may not be accurate or complete and should not be relied upon. The private placement (as well as the proposed COB) is subject to approval of the Canadian Venture Exchange Inc., which has not yet been granted.

ON BEHALF OF THE BOARD OF THE DIRECTORS

OF TRANS ASIA RESOURCES I

Robert Foo, President TEL: (604) 214-8638

Trans Asia Resources Inc. FAX: (604) 214-8636