Mr. Delfin L. Gonzales

May 19, 1989 Mr. Delfin L. Gonzales Lodestar Mining Corporation Rm. 504 Valgosons Realty Building 2151 Pasong Tamo, Makati, Metro Manila Sir : This refers to your letter, dated April 19, 1989, inquiring on whether the 20 million shares of Lodestar Mining Corporation held in escrow pursuant to the SEC Order dated September 27, 1988 can be voted in the forthcoming stockholders' meeting of the corporation. In connection therewith, please be advised that the Commission, in a letter dated August 10, 1972 addressed to International Metallurgical Corporation, previously ruled that holders of escrow shares are not entitled to the rights of a stockholder until the conditions set forth for the release of such shares are fully met. Accordingly, holders thereof have no right to vote or to have notice of the shareholders' meeting (citing Ballantine, H.W. Ballantine on Corporations, p. 467). The reason lies on the fact that the shares he is supposed to be entitled to are not yet actually issued to him, thus he is not yet the owner of said shares and consequently, he cannot be accorded the rights belonging to a regular stockholder, (Blythe vs. Doheny 73 F (2d 779, 803, C.C.A.). cdlex In view thereof your query is answered in the negative. Very truly yours, (SGD.) ROSARIO N. LOPEZ Chairman