ACKNOWLEDGMENT OF LIABILITY WITH

PROMISE TO PAY

KNOW ALL MEN BY THESE PRESENTS:

This Instrument made and executed by:

ARTHUR E. MOSS, a national of Great Britain, of legal age, married,

with residence at Unit 809 Renaissance 2000 Condominium, Meralco Avenue,
Pasig City (hereinafter referred to as "AEM");

- in favor of -

BELLE CORPORATION, a corporation duly organized and existing

under Philippine laws with principal place of business at 28/F East Tower
Philippine Stock Exchange Centre, Ortigas Center, Exchange Road, Pasig City,
Metro Manila (hereinafter referred to as "BELLE").

WITNESSETH: THAT

WHEREAS, as the Consultant for Project Management of BELLE, AEM was granted a
housing loan amounting to Five Million Eight Hundred Twenty-Nine Thousand Pesos
(P5,829,000.00) (the "Housing Loan") for the acquisition of one (1) condominium unit described
as Unit 809 of the Renaissance 2000 Condominium (the "Unit"), located at Meralco Avenue,
Pasig City;

WHEREAS, in addition to the Housing Loan, BELLE advanced the cost of the
renovations, appliances, and other furnishings in the Unit in the amount of Two Hundred Forty
Four Thousand Eight Hundred Two Pesos and Seventy-Seven Centavos (P244,802.77) (the
"Renovation Cost"), which amount is also for the account of AEM;

WHEREAS, AEM has other financial obligations to BELLE amounting to Seventy Eight
Thousand Seven Hundred Seventy Pesos and Eighty-Six Centavos (P78,770.86) arising from
unliquidated cash advances, unpaid club dues and telephone bills;

WHEREAS, the aggregate amount of the obligations incurred by AEM is Six Million
One Hundred Fifty Two Thousand Five Hundred Thirty Seven and Sixty-Three Centavos
(P6,152,537.63);

WHEREAS, AEM has already paid part of the aforesaid obligations, through his
monthly remittances and partial payment of advances totalling Three Hundred Fifty Thousand
Eight Hundred Twenty One Pesos and Ninety Centavos (P350,821.90), thereby leaving a
balance amounting to Five Million Eight Hundred One Thousand Seven Hundred Fifty One
Pesos and Seventy-Three Centavos (P5,801,751.73).

1
 NOW, THEREFORE, for and in consideration of the foregoing premises, AEM
acknowledges to be indebted to BELLE in the total amount of Five Million Eighty Hundred
One Thousand Seven Hundred Fifty One Pesos and Seventy-Three Centavos
(P5,801,751.73) (the "Obligation) and promises to pay the said sum to BELLE, its successors
and assigns, on or before _________________.

It is further agreed that AEM shall be allowed to occupy the Unit until
_______________, provided that he shall continue to pay the monthly dues and other charges
relating to the Unit. In the event of AEM's failure to fully pay the Obligation on or before
_____________, however, he loses his right to, and shall vacate, the Unit without further notice
or demand. He shall furthermore forfeit all payments made by him to BELLE on account of the
Unit and the Renovation Cost. AEM shall indemnify BELLE against any cost or loss arising
from his default or ejectment from the Unit. AEM agrees to pay an amount equivalent to one
percent (1%) of the cost of the Unit per month as reasonable rental during the pendency of any
court proceeding should one be commenced.

Should AEM's default be referred by BELLE to an attorney, BELLE shall be entitled to

collect from AEM attorney's fees equivalent to Twenty-five Percent (25%) of the outstanding
obligation of AEM but in no case less than P100,000.00, exclusive of costs, plus liquidated
damages for expenses of litigation and damages incidental thereto equivalent to Ten Percent
(10%) of the outstanding obligation of AEM to BELLE.

BELLE shall cause the execution of a Deed of Absolute Sale or documents of

conveyance as may be appropriate over the Unit in favor of AEM only upon full payment of the
Obligation. All taxes and fees arising from the transaction shall be for the account of AEM.

This Acknowledgment of Liability with Promise to Pay embodies all the terms and
conditions of the agreement between the parties concerning the payment of the obligation subject
matter hereof, and, therefore, cancels and supersedes any and all other agreements, written or
verbal, between the parties concerning the said obligation.

IN WITNESS WHEREOF, this Instrument has been executed this 15th day of December
1998, in Pasig City, Metro Manila.

ARTHUR E. MOSS BELLE CORPORATION

By:

_______________________

SIGNED IN THE PRESENCE OF

________________________ ________________________

2
 ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES)

) S.S.

BEFORE ME, a Notary Public, in and for _________________, this ___ day of
December 1998 personally appeared Mr. Arthur E. Moss with Passport
No.__________________ issued on _____________________ at ___________________ and
______________________ with Community Tax Certificate No. __________________ issued
on ___________________ at _____________________; known to me and to me known to be
the same person who executed the foregoing instrument and acknowledged the same as his own
free will and deed.

This instrument consists of three (3) pages including this page on which the
acknowledgment is written, signed by the executor and his witnesses on each and every page
thereof.

WITNESS MY HAND AND SEAL on the date and place first above written.

Doc. No. ____;

Page No. ____;
Book No. ____;
Series of 1998.

/conversion/tmp/activity_task_scratch/552778632.doc
RSEV/JCN/060-5-72