Business Intent Letter

April 27, 2005

Jc Mer Herrera
Shaw Boulevard
Mandaluyong City

Dear Mr. Herrera:

Good day!

We would like to inform you that we are interested to acquire the business of Mer’s Cakes and Pastries, Inc. operating approximately 10 retail stores in Manila selling baked goods.  We really understand the desire to proceed with a sale of the business. In this regard, we are attaching the summary of our proposal .

Please do not hesitate to call or write us after reading our business proposal. If you have any question or clarification, we are most willing to answer your queries.

We look forward of meeting you very soon.

Sincerely yours,

Michael R. Divine
Managing Director
ABR Group of Companies