Philippine Stock Exchange, Inc.

February 5, 1998 PSE CIRCULAR FOR BROKERS NO. 067-98 Philippine Stock Exchange, Inc. PSE Center, Exchange Road Ortigas Center, Pasig City Metro Manila Attention : Fax. No. 636-0809 Compliance Monitoring Department - Listing Disclosure Group RE : PICOP Resources, Inc. Gentlemen: Atty. Daisy L. Parker, former Corporate Secretary of PICOP Resources, Inc. (PCP), has referred for reply and appropriate action to the undersigned, in his capacity as the newly elected Corporate Secretary of PCP, your letter of February 3, 1998 requesting official disclosure to the Exchange on the matters stated in your letter. We reply to your queries in the order posed (the information disclosed herein is as of date of this letter): 1. A description of the business of TP Holdings, Inc. (TPHI): Based on the information provided by TPHI, TPHI is a holding company whose principal business activity is to own, hold and dispose of shares of stock of different companies. 2. The names of TPHI's directors and officers, and a list of companies where each of TPHI's directors holds a directorship: The following are Directors of TPHI: Joost Pekelharing Teodoro G. Bernardino Fe Marie Dora G. Bernardino Eleanore B. Gutierrez Michael G. Bernardino The following are the Officers of TPHI: Joost Pekelharing - Chairman Teodoro G. Bernardino - President Eleonore B. Gutierrez - Treasurer Lincoln L. Tan, Jr. - Corporate Secretary PCP has no official information on the companies where the TPHI's directors hold a directorship. 3. The amount and the source of the consideration used by TPHI: PCP has no official information on these matters. 4. The date and description of the transaction which resulted in the change of control: The change in control occurred on January 30, 1998. PCP has no official information as to the description of the transaction which resulted in the change of control. 5. The percentage and actual number of shares of voting securities of PCP now beneficially owned directly and indirectly by TPHI: The common shares (voting securities) now beneficially owned directly by TPHI are 405,000,000 shares representing 48% of the issued and outstanding capital stock of PCP. 6. The terms of any loans or pledges obtained by TPHI for the purpose of acquiring control, and the names of the lenders of the pledges: PCP has no official information on these matters. 7. A description of any arrangements of understandings among members of both the former (Far East Cement Corp. [FECC]) and the new control groups (TPHI) and their associates with respect to election of directors or other matters: As disclosed to the Exchange yesterday by the undersigned, the six (6) nominee directors of FECC resigned and were replaced by the nominees of TPHI. The Chairman, the Vice Chairman and the President resigned although all of them continue to be directors. The Corporate Secretary and the Assistant Corporate Secretary also resigned and their replacements were nominated by TPHI. The resignations and the election of their replacements were made and effected yesterday, February 3, 1998. On any other arrangements or understandings, PCP has no official information. 8. A description of any arrangements known to PCP, including any pledge by any person of securities of PCP of any of its parents, the operation of which may at a subsequent date result in a change in control of PCP. PCP has no official information of any such arrangements. 9. The date and circumstance of the first contact between FECC and TPHI regarding the change in control of PCP: PCP has no official information on these matters. 10. The date when PCP was informed of the change in control by TPHI and/or FECC: January 30, 1998. Very truly yours, PICOP Resources, Inc. By: (SGD.) EDGARDO G BALOIS Corporate Secretary