PSE Circular for Brokers No. 568-99

March 23, 1999 PSE CIRCULAR FOR BROKERS NO. 568-99 March 22, 1999 MS . GRACE B DE GUIA Asst. Manager Disclosure Department Philippine Stock Exchange, Inc. PSE Center, Exchange Road Ortigas Center, Pasig City Dear Ms. De Guia: In compliance with disclosure requirements, PNB wishes to inform the Philippine Stock Exchange of the following: 1. First Banks, Inc., a bank holding company organized in Missouri, USA, has signified its intention to acquire Century Bank Century Bank is a licensed commercial bank in the state of California, USA. It is a wholly-owned subsidiary of Century holdings Corporation, which is in turn a wholly-owned subsidiary of PNB. 2. PNB signed a memorandum of agreement (MOA) dated February 19, 1999 with the First Banks, Inc., for the purpose of pursuing the sale of Century Bank to First Banks, Inc. A due diligence audit will be conducted within this month and the actual sale is contemplated to be finished by April 1999. 3. As of December 31, 1998, PNB's unaudited financial statements reflect P7.7 billion in Real and Other Properties Owned and/or Acquired (ROPOA). PNB is planning to sell these properties. 4. The issuance of convertible bonds is one of the options being pursued by PNB in its efforts to raise capital. We shall be glad to furnish the PSE with more details on above information as soon as these are available. Thank you, Respectfully yours, (SGD.) BENJAMIN P. PALMA GIL