(29 February 2008. Pasay City, Philippines.) SM Prime Holdings, Inc. (“SM Prime”?), the country’s leading shopping mall developer and operator shall submit today the relevant documents to the Securities and Exchange Commission (the “Commission”?) and the Philippine Stock Exchange (the “Exchange”?) relating to its acquisition of three Malls in China.  The three malls are located in the cities of Jinjiang, Xiamen, and Chengdu. Among their anchor tenants is retailing giant Wal-Mart, international fast food restaurants McDonald’s and KFC, and department store SM-Laiya.

Subject to the approval of the Commission and the Exchange, the acquisition shall be implemented through a share swap agreement. SM Prime will issue 372,492,882 new common shares to Oriental Land Development Limited for and in exchange of 100% equity of Mega Make Enterprises Limited, a corporation that effectively owns 100% of SM Jinjiang, and on the other hand, SM Prime will issue 540,404,330 new common shares to Grand China International Limited in exchange for 100% equity of Affluent Capital Enterprises, a corporation which effectively owns SM Xiamen and SM Chengdu. The common shares have a par value of PHP1.00 per share.

SM Prime tapped Citigroup Global Markets Limited and Macquarie Securities (Asia) Pte Ltd. as financial advisers for the acquisition, Savills Valuation and Professional Services Ltd. as property appraiser, PricewaterhouseCoopers Ltd. and Commerce and Finance Law Offices for China and tax regulatory issues, and Grant Thornton International as independent financial advisers.