This AGREEMENT, made and entered into by and between:

                     ____________, of legal age, Filipino, single/married and residing at _________, hereinafter referred to as the VENDOR,

           _____________, of legal age, Filipino, single/married and residing at _________, hereinafter referred to as the VENDEE,

           That the VENDOR is the registered owner of a residential house and lot located at _____ covered by Transfer Certificate of Title No._____ of the Register of Deeds of _____ and more particularly described as follows:

           That for and in consideration of the sum of ______ (P______), Philippine Currency, the VENDOR hereby conditionally SELLS, TRANSFERS AND CONVEYS unto the VENDEE, his heirs, successors and assigns the above described residential house and lot, together with all the improvements thereon, under the following terms and conditions:

           1. That the amount of ______ (P___) shall be paid by the VENDEE to the VENDOR as down-payment;

           2. That the balance of _________ (P_____) shall be paid in the following manner:

           3. That the capital gains tax, documentary stamps, registration fee, transfer tax, documentation expenses and notarial fee shall be for the account of the VENDEE;

           4. That the realty tax for the year____ shall be for the account of the a VENDOR

           5. Title to the above-described property subject of this contract remains with the VENDOR and shall pass to and be transferred to the VENDEE only upon complete payment of the full consideration above agreed upon and the execution and signing of the final DEED OF ABSOLUTE SALE;

           6. Other conditions, if any.

           IN WITNESS WHEREOF, both parties hereunto set their hands this ___ day of February, 2002 at the City of Pasay, Philippines.