PSE Circular for Brokers No. 638-00

March 13, 2000 PSE CIRCULAR FOR BROKERS NO. 638-00 March 10, 2000 Disclosure Department Listing and Disclosure Group 4/F, Philippine Stock Exchange Center PSE Center, Exchange Road Ortigas Center, Pasig City FAX NO: 636-0809/634-2051 Attention: Ms . Grace B . De Guia Asst . Manager Gentlemen : We wish to advise you that PhilWeb.Com, Inc. (WEB) signed a Memorandum of Agreement (MOA) today with AIG Investment Corporation (ASIA) Limited (AIGIC) and Softbank Investment International Holdings Limited (Softbank). The MOA consists of two parts, namely: Part I. A direct investment by AIGIC and Softbank (collectively the INVESTORS) in WEB, under the following terms and conditions: a) An INVESTORS shall each invest US$2.5 million in primary shares of WEB, at a subscription price equivalent to the weighted average market price of WEB shares during the last 30 days reckoned from the execution of the MOA. b) Simultaneously with their investments, the INVESTORS shall each receive warrant to subscribe to 1 billion WEB shares at the par value of P0.01 per share. c) The primary shares and the warrants shall be subject to a 6-month lock-up period. Part II. The establishment of an e-venture capital company (the Company), which will invest in Philippine internet start-ups, under the following terms and conditions: (a) 50% of the Company will be owned by WEB, and 25% by each of the INVESTORS; (b) The amount to be invested in the Company will be P1 billion (approximately US $25 million) as committed funds. Of this amount 10% will be initially paid-up. Subsequent capital calls in the committed funds shall be unanimously agreed upon by the parties. (c) The Company shall be managed by WEB. Softbank is one of the largest internet investment companies in the world. With a market capitalization exceeding US $130 billion, it is the third largest company in Japan, outdistancing such companies as Sony, Matsushita, Toshiba, NEC and others. Among its most successful investments has been Yahoo!, eTrade, Healtheon/WebMD, and Net2Phone. It has invested in over 200 companies all around the world but its investment in WEB is its first in the Philippines. LibLex AIGIC is a subsidiary of American International Group, which is the largest diversified insurance and financial services company in the United States. Its net income after tax for 1999 exceeded US $5 billion and its market capitalization is also approximately US $130 billion. It is the parent company of PhilamLife in the Philippines. cdll Very truly yours, (SGD.) ROBERTO V. SAN JOSE Corporate Information Officer