EEI Corporation

May 20, 1999 PSE CIRCULAR FOR BROKERS NO. 1137-99 SUBJECT : EEI Corporation Further to Circular No. 925-99 dated April 29, 1999, EEI Corporation ("EEI") furnished the Exchange a copy of its SEC Form 34-A (Definitive Proxy Statement) in connection with its Annual Stockholders' Meeting which will be held on May 25, 1999 , at 10:00 a.m., at the Club Filipino, McKinley corner Eisenhower Streets, Greenhills, San Juan, Metro Manila. The revised agenda for the meeting shall be as follows: 1. Certification of Sending of Notices and Quorum 2. Approval of minutes of the stockholders meeting held on May 15, 1998 3. Chairman and CEO's Report/Review of Operations a. 1998 Highlights b. Outlook for 1999 4. Approval of the Annual Report and Ratification of the Actions of the Board of Directors/Officers 5. Election of Directors 6. Amendment of Article VII of the Articles of Incorporation increasing the Preferred Capital Stock from ONE HUNDRED TWENTY MILLION (120,000,000) shares at a par value of P1.00 per share to TEN MILLION (10,000,000) shares at a par value of P100.00 per share, and amending the terms governing the issuance of preferred shares LibLex 7. Amendment of Article IV of the Company's By-Laws by creating the position of Vice-Chairman of the Board and defining the functions of the same 8. Transaction of other business which may come before the meeting 9. Adjournment As previously announced, stockholders of record as of March 31, 1999 are entitled to notice of, and to vote, at, said meeting. A copy of EEI's Definitive Proxy Statement is available for reference at the PSE Library and PSE-Plaza Administration Office. For your information. (SGD.) RAFAEL L. LLAVE Chief Operating Officer