KNOW ALL MEN BY THESE PRESENTS:

This Deed of Assignment, made and entered this ____ day of ______________, in Makati City, Metro Manila, by and between:

RONNIE N. RAMIREZ, of legal age, Filipino, single, with residence address at 2490 Radium St., San Andres Bukid, Manila, hereinafter referred to as the ASSIGNOR;

and

ALFREDO MAYAPIS, of legal age, Filipino, single, with residence address at 44 Sta. Cruz St., Sta. Cruz, Manila, hereinafter referred to as the ASSIGNOR;

WITNESSETH: THAT

WHEREAS, the ASSIGNOR is the owner of 29,975 common shares ("SHARES," for short) with a par value of One Hundred Pesos (P100.00) in BLAKE & COMPANY SECURITIES CORPORATION, a corporation duly organized and existing under Philippine law, with business address at Unit 1009, Valero Tower, Valero St., Salcedo Village, Makati City;

WHEREAS, the ASSIGNOR is willing to assign, and the ASSIGNEE willing to accept, all of the ASSIGNOR’s 29,975 SHARES by way of this instrument;

NOW, THEREFORE, for valuable consideration, the ASSIGNOR does hereby assign, cell, cede, transfer and convey in a manner that is absolute and irrevocable the SHARES unto the ASSIGNEE, free from all liens and encumbrances.

Any and all expenses incidental to the conveyance and registration of the transfer from the name of the ASSIGNOR to the name of the ASSIGNEE, such as documentary stamp tax, transfer fees, registration expenses and the like shall be the sole and exclusive account of the ASSIGNEE, except for the capital gains tax, if any, which shall be for the sole account of the ASSIGNOR.

IN WITNESS WHEREOF, the parties have hereunto signed this DEED OF ASSIGNMENT on the date and place first above written.

          RONNIE N. RAMIREZ                              ALFREDO MAYAPIS
                   Assignor                                                 Assignee

Republic of the Philippines)
Makati City, Metro Manila  ) S.S.

BEFORE ME, a Notary Public for and in the City of Makati, Metro Manila, personally appeared:

Ronnie N. Ramirez

Alfredo Mayapis

known to me to be the same persons who executed the foregoing Deed of Assignment, consisting of two (2) pages, including this page, and they acknowledged to me that they executed the same as their free and voluntary act and deed.

IN WITNESS WHEREOF, I have hereunto set may hand and affixed my notarial seal this ____ day of __________________.

Doc. No. ____;
Page No. ____;
Book No. ____;
Series of 2000.