AAQ.P Pacific Orient Capital

Pacific Orient Capital Inc. (TSX VENTURE: AAQ.P) (the "Company"), a Capital Pool Company, announced today that it has amended the non-binding letter of intent (the LOI") concerning its proposed qualifying transaction previously announced by the Company on April 9, 2010 pursuant to the policies of the TSX Venture Exchange Inc. (the "Exchange").

The LOI was originally entered into by Company, AlphaRx, Inc. ("ARI") and AlphaRx Canada Limited ("ACL"). The LOI has been amended by adding AlphaRx International Holdings Limited ("AIH") as a party and by amending the terms of the qualifying transaction as such term is defined by Policy 2.4 of the Exchange (the "QT").

The QT is to be completed by (a) the acquisition of ACL by way of share exchange through the issuance of one common share of the Company for every one common share of ACL at a deemed price of $0.40 per share; and (b) the acquisition by the Company of a licence from AIH to commercialize the prescription drug Indaflex in Mexico and Asia for 8,250,000 common shares of the Company (the "Transaction"). The Company has advanced ACL $25,000 on a non-refundable basis.

ARI has agreed to assume approximately $1,450,000 of the debts owing by ACL, an increase from the $830,000 which ARI had previously agreed to assume.

ACL will conduct a brokered private placement (the "Proposed Financing") to raise a minimum of $1,040,000, and a maximum of $1,500,000, by the issuance of common shares at $0.40 per share. Completion of the Proposed Financing is a condition of closing of the Transaction. The securities issued by ACL under the Proposed Financing will be exchanged for common shares of the Company on a 1-for-1 basis. Mackie Research Capital Corporation has agreed to act as lead agent in connection with the Proposed Financing. The agent will receive a cash commission equal to 10% of the gross proceeds raised, and agent options to purchase common shares of ACL equal to 10% of the number of common shares issued in connection with the Proposed Financing. The agent's option is exercisable at $0.40 per share within 24 months following closing of the Proposed Financing. The agent is also entitled to a non-refundable due diligence and administration fee of $40,000; provided that if an exemption from the sponsorship requirement is available in connection with the qualifying transaction, the fee will be reduced to $30,000. The agent is also entitled to reimbursement of its expenses in connection with the Proposed Financing.

ARI has nine pharmaceutical products which are at various stages of development. The most advanced of these is Indaflex, a topical non-steroidal anti-inflammatory drug formulation intended to be used in the treatment of arthritis. ARI intends to grant AIH (an 80% subsidiary of AIR) a licence to commercialize Indaflex in Mexico and Asia. AIH, in turn, intends to sell that licence to the Company for 8,250,000 common shares of the Company at a deemed price of $0.40 per share. All of the shares issued by the Company to AIH will be subject to escrow provisions under the policies of the Exchange.

Assuming completion of the minimum Proposed Financing, following completion of the Transaction 8,250,000 (62.26%) of the outstanding shares in the Company will be owned by AIH, 3,000,000 (22.64%) of the outstanding shares in the Company will be owned by participants in the Proposed Financing and the 2,000,000 shares now outstanding in the Company will represent 15.10% of the outstanding shares in the Company.

Completion of the proposed Transaction is conditional on the execution of a definitive agreement to be negotiated among the parties, the satisfactory completion of due diligence, Exchange acceptance and the satisfaction of the minimum listing requirements of the Exchange.

The Transaction is not a Non-Arm's Length Qualifying Transaction pursuant to the policies of the Exchange and the Transaction will not be subject to approval of the shareholders of the Company.

The Company announced that Marcel Urbanc has resigned as the Chief Financial Officer of ARI and will not be the Chief Financial Officer of the Company following the QT. Instead, Daniel Donn, CA, a director of the Company, is to be appointed as the Chief Financial Officer of the Company following the QT.

The Company intends to seek an exemption from the requirement to appoint a sponsor in connection with the QT.

Completion of the transaction or QT is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the transaction or QT cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared by connection with the Transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction or QT and has neither approved nor disapproved the contents of this press release.

Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. The Company and ACL assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward looking-statements unless and until required by securities laws applicable to the Company and ACL. Additional information identifying risks and uncertainties is contained in filings by the Company with Canadian securities regulators, which filings are available under the Corporation's profile at www.sedar.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contacts: Pacific Orient Capital Inc. Francis Mak President & CEO (905) 479-3245 pacinc@ymail.com