MBf. Inc

March 22, 2000 PSE CIRCULAR FOR BROKERS NO. 739-00 March 20, 2000 Philippine Stock Exchange Philippine Stock Exchange Centre Exchange Road, Ortigas Center Pasig City Attention: Ms . Gracita de Guia Listing and Disclosure Group RE : MBf . Inc . Gentlemen : This is to inform you that the 9,600.000 shares (the "MBf Shares") of Grogram Limited in MBf. Inc. (the "Corporation"), which Grogram Ltd. pledged in favor of Unitrust Development Bank (UDB), were foreclosed in a public auction held on 07 December 1999. Likewise, the 459,995 shares (the "UDB Shares") of the Corporation in UDB, pledged by the Corporation in favor of the stockholders of UDB were foreclosed in a public auction dated 29 December 1999. We did not disclose the foreclosure sale of MBf Shares and UDB Shares immediately thereafter because of a settlement proposal made by UDB the effect of which would undo said foreclosure. The proposal calls for the Corporation giving up its ownership in MBF Card Inc. in favor of UDB as full settlement of UDB's claims. The parties, however, failed to resolve what would be a fair consideration for the transfer of ownership. The representatives of the parties met sometime second week of March but as of this date, nothing concrete came out of the meeting. Given the bleak prospect of settlement, Management decided to continue the pursuit of a judicial remedy to nullify the foreclosure of the UDB shares in the light of the earlier foreclosure of the MBf Inc. shares which extinguished all debts owing UDB. Very truly yours, (SGD.) ELIZABETH R. ESGUERRA