Rizal Commercial Banking Corporation

September 28, 1998 PSE CIRCULAR FOR BROKERS NO. 2253-98 SUBJECT : Rizal Commercial Banking Corporation Further to Circular No. 2161-98 dated September 17, 1998, Rizal Commercial Banking Corporation ("RCB") furnished the Exchange on September 25, 1998 a copy of SEC Form 34-C (Definitive Information Statement) in connection with its Special Stockholders' Meeting which will be held on October 23, 1998 , at the Executive Lounge, 3rd Floor, RCBC Building, 333 Sen. Gil Puyat Avenue, Makati City, at 4:00 P.M. The agenda for the meeting shall be as follows: 1. Call to Order 2. Proof of Service 3. Determination of a Quorum 4. Approval of the issuance of P2 billion worth of non-convertible, non-participating and non-voting redeemable Preferred shares through the reclassification of 120,000,000 and 80,000,000 unissued Common Class "A" and "B" shares, respectively, into 200,000,000 Preferred shares. 5. Amendment of Article VII of the Articles of Incorporation 6. Other matters 7. Adjournment Stockholders of record as of September 30, 1998 are entitled to notice of, and to vote at, said meeting. LLjur A copy of RCB's Definitive Information Statement is available for reference at the PSE Library and PSE-Plaza Administration Office. For your information. (SGD.) REYNALDO P. ONG Vice-President, Listings and Disclosure Group