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On March 30, 2009, Standard & Poor's downgraded institutional Banco Hipotecario SA (Banco Hipotecario) and two emission rating of the bank to 'CC' from 'B-'. This rating action is based on the announcement of Banco Hipotecario market launch a cash tender offer of debentures due 2010, which, according to our rating criteria, considered equivalent to an operation of restructuring debt that involves an event of default. The trend is negative. We also affirm the rest of the ratings because of our expectation that they will not change after completion of the tender offer. The bondholders will receive payments of up to U $ S 650 for every $ S 1,000 principal amount of bonds in dollars and up to U $ S 450 per household U $ S 1,000 principal amount of Bonds' weight -linked. " Also, under the terms of the Instrument of Offer to Purchase, Banco Hipotecario has offered to pay accrued and unpaid interest on the bonds in dollars since the last interest payment date until the date set for settlement of the Offer to Purchase inclusive. Standard & Poor's expects to raise the rating institution back to 'B-' after completion of the transaction, based on our general opinion of the creditworthiness of the Mortgage Bank and, since the downgrade is based on the offer made by Bank Mortgage buy back debt for less than originally agreed upon, what we consider a partial restructuring. According to our criteria, the proposed transaction is similar to an event of default because: (a) the offer represents a substantial discount relative to face value so investors will receive a value less than the original obligation, and (2) other signs indicating a restructuring, among which include: a) the scope of supply involving a substantial portion (about 50%) of the amount in effect under the two series and a significant portion of total liabilities ( approximately 15% of total liabilities and 45% of the outstanding debt), b) the structure of the transaction as it has been channeled through a public offering; c) the level of default risk in the short term implies a B-and lower prices for its debt traded in the market. We believe that the consummation of the tender shall constitute a restructuring of a significant portion of its debt at a substantial discount on face value. Once consummate the transaction, the rating will go down institutional SD (selective default) and the scores for the affected series D. Immediately thereafter, reevaluate the credit quality of the bank and will assign new skills. Depending on participation rates, we recognize that, following the significant restructuring that could achieve a successful transaction, the resulting capital structure could lead levels substantially lower debt and interest. We also hope that Banco Hipotecario report earnings due to an acceptance of the offer from investors, which in turn could boost the bank's weak profitability and improve its credit fundamentals. In 2008, Banco Hipotecario results were mainly affected by lower market values of shares caused by the high volatility observed in both the local and international market.The annual results represented a loss of $ 23 million (U.S. $ 7 million), equivalent to a negative return on average assets of 0.2%. Although not currently expect that the circumstances resulting in a less institutional rating to 'B-', we are concerned about the uncertainties of Argentina in today's economy down cycle. We believe that the close relationship between sovereign credit quality of the financial system could affect the bank's business and future results. The negative trend that we hope is based on institutional grade lower SD (selective default) and affected corporate bonds to D (Default) upon completion of the tender offer. At that time, Standard & Poor's rating reassess the institutional based Mortgage Bank, among other things, in our view forward on financial flexibility and liquidity of the institution. In this regard, we hope to raise the rating back to 'B-'. However, the ratings of Banco Hipotecario would be lower if there is a deterioration in asset quality indicators, the ability to generate revenue or a significant drop in levels of capitalization. ..

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