SM Prime Holdings, Inc.

March 22, 2000 PSE CIRCULAR FOR BROKERS NO. 748-00 SUBJECT : SM Prime Holdings, Inc. Further to Circular for Brokers No. 661-2000 dated March 14, 2000, SM Prime Holdings, Inc. ("SMPH") furnished the Exchange a copy of its SEC Form 34-C (Preliminary Information Statement), including its Unaudited Financial Statements as of December 31, 1999, in connection with its Annual Stockholders' Meeting which will be held on April 27, 2000, at 2:00 p.m., at Ballrooms 2 and 3, Mandarin Oriental Manila, Makati Avenue corner Paseo de Roxas Avenue, Makati City. The agenda for the meeting shall be as follows: 1. Call to order 2. Certification of notice and quorum 3. Approval of minutes of annual meeting of stockholders held on April 22, 1998 4. Approval of 1999 audited financial statements 5. General ratification of the acts of the Board of Directors and the management from the date of the last annual stockholders' meeting up to the date of this meeting 6. Election of directors for 2000-2001 7. Appointment of external auditors 8. Other matters 9. Adjournment As previously announced. stockholders of record as of March 28, 2000 are entitled to notice of, and to vote at, said meeting. A copy of SMPH's Preliminary Information Statement, including its Unaudited Financial Statements as of December 31 1999 is available for reference at the PSE Centre and PSE-Plaza Libraries. For your information. (SGD.)MARIA ISABEL GARCIA OIC, Listings and Disclosure Group