PSE Circular for Brokers No. 1779-98

July 30, 1998 PSE CIRCULAR FOR BROKERS NO. 1779-98 PHILIPPINE STOCK EXCHANGE PSE Center, Exchange Road Ortigas Center, Pasig City Attention: Listing and Disclosure Group Gentlemen : This refers to your fax message of July 29, 1998, requesting for our response to the news article which was published in the July 28, 1998 edition of the Manila Times dealing with the proposed purchase by Ayala Land of an equity interest in C& P Homes, Inc. ("C&P"). You will recall that this proposed purchase was the subject of the disclosure we submitted to you on March 19, 1998. Specifically, we have been asked to respond to a request purportedly made by us for a 50% reduction in the acquisition price at which we were willing to pay for shares in C&P; questions allegedly raised concerning C&P's "quality of assets, properties and collection of receivables"; and the exclusion which again was alleged in the news article of "some properties from the purchase deal". We are aware that the proposed purchase by Ayala Land of an equity interest in C&P has been the subject of unceasing speculation in the media. This is not only unfortunate but also unfair to the parties involved in this transaction. Thus we would like to take this opportunity to categorically state that the due diligence audit of C&P's operations and properties is still on-going and has not been completed for no other reason than the complexity and scope of the operations and properties being audited. Due to the fact that the due diligence audit is still on-going, we are unable to confirm the matters in the July 28, 1998 Manila Times news article which you have asked us to specifically respond to. The statements which such news article attributes to "sources close to the deal" are at best premature and have no basis given the stage of completion of the due diligence audit. The foregoing should not, however, be interpreted to imply a decreasing interest on our part to pursue the proposed transaction. We continue to believe that the strategic fit between C&P and Ayala Land is still fundamentally sound, and that we are still desirous of completing the proposed transaction in due time after the necessary steps and transaction refinements are mutually agreed to for the purpose of preserving the proper economic values for both parties. aisadc Very truly yours, (SGD.) MERCEDITA S. NOLLEDO Senior Vice President & Corporate Secretary