SECURITIES AND EXCHANGE COMMISSION

SEC FORM 19-1

TENDER OFFER REPORT

GENERAL INSTRUCTIONS
(a) Use of SEC Form 19-1
In accordance with the requirements of paragraph (6) of SRC Rule 19.1, this Form shall be filed as soon
as possible on the date of the commencement of the tender offer by any person or group of persons acting
in concert making a tender offer for a class of equity securities of a public company.
(b) Preparation of Form
(1) This is not a blank form to be filled in. It is a guide to be used in preparing the report in
accordance with SRC Rule 72.1. The Commission does not furnish blank copies of this Form to be filled
in for filing.
(2) These general instructions are not to be filed with the report. The instructions to the various
captions of the Form are also to be omitted from the report as filed. The report shall contain the
numbers and captions of all applicable items, but the text of such items may be omitted, provided the
answers thereto are prepared in the manner specified in SRC Rule 72.1. All items that are not required
to be answered in a particular report may be omitted and no reference thereto need be made in the
report. All instructions shall be omitted.
(c) Incorporation by Reference
Information contained in exhibits to the Form may be incorporated by reference in conformance with the
provisions of SRC Rule 12-2, in answer or partial answer to any item unless it would render such answer
misleading, incomplete, unclear or confusing. Material incorporated by reference shall be clearly identified
in the reference by page, paragraph, caption or otherwise. An express statement that the specified matter is
incorporated by reference shall be made at the particular place in the Form where the information is
required. A copy of any information or a copy of the pertinent pages of a document containing such
information which is incorporated by reference shall be submitted with this Form as an exhibit.
(d) Filing by Partnership, Syndicate, Other Group or Corporation
(1) If the statement is filed by a partnership, syndicate or other group, the information called for by
Items 2, 3, 4, and 5 shall be given with respect to: (A) each partner of such partnership; (B) each member of
such syndicate or group; and (C) each person controlling such partner or member.
(2) If the Form is filed by a corporation or if a person referred to in (A), (B) or (C) of subparagraph (d)(1)
above is a corporation, the information shall be given with respect to: (A) each executive officer and director
of such corporation; (B) each person controlling such corporation; and (C) each executive officer and director
of any corporation ultimately in control of such corporation.

SEC Form 19-1 Instructions

February 2001

(e) Signature and Filing of the Form

(1) Five (5) complete copies of the report, including any exhibits or other papers or documents filed as a
part thereof, shall be filed with the Commission. At least one complete copy of the report shall
simultaneously be filed with a Stock Exchange if any class of the registrants securities are listed therein.
(2) At least one complete copy of the report filed with the Commission and one such copy filed with the
Exchange shall be manually signed. Copies not manually signed shall bear typed or printed signatures. See
also paragraphs (2) and (3) of SRC Rule 72.1 concerning copies, binding, signatures, paper, printing,
language and pagination.
(f) Filing Upon Termination of the Tender Offer
Upon termination of the tender offer, the person filing this Form shall promptly, but in no event later than
ten (10) business days after the termination of the tender offer, file a final amendment to this SEC Form 19-1
disclosing all material changes in the information set forth in such Form and stating that the tender offer has
terminated, the date of such termination and the results of such tender offer.
(g) Filing an Amendment
Amendments disclosing a material change in the information set forth in this Form may omit any
information previously disclosed in this Form.

SEC Form 19-1

February 2001

SECURITIES AND EXCHANGE COMMISSION

SEC FORM 19-1

TENDER OFFER REPORT

Check the appropriate box:

Initial Filing
Amendment
Amendment No. .........................................................
Items Amended by the Filing .....................................
1. Exact Name of Subject Company as Specified in its Charter.................................................
(a). .......................................................................................
Address of Principal Offices

(b) SEC Identification Number

..............................................

(d) BIR Tax Identification Number

.....................................
Postal Code

(c)

(SEC Use Only)

Industry Classification Code

..............................................

2. ..........................................................................................................................................
Name of Bidder
(a) .............................................................................
Address of Bidder
3. ..........................................................................................................
Title or Class of Securities Subject to Tender Offer

SEC Form 19-1

February 2001

...........................................
Postal Code

Item 1. Subject Company and Class of Security Subject to the Tender Offer
(a) State the name of the subject company and the address of its principal executive offices.
(b) State the exact title and the amount of securities outstanding of the class of security being sought as
of the most recent practicable date and the exact amount of such securities being sought and the
consideration being offered therefor.
(c) Identify the principal market in which such securities are being traded and, if the principal market is
an exchange, state the high and low sales prices for such securities on such exchange for each
quarterly period during the past two years. If the principal market is not an exchange, state the
range of high and low bid quotations for each quarterly period during the past two years, the source of
such
quotations and, if there is currently no established trading market for such securities (excluding
limited or sporadic quotations), furnish a statement to that effect.
Item 2. Identity and Background
If the person filing this Form or any person enumerated in subparagraph (d)(1) of the General
Instructions to this Form is a corporation, partnership, syndicate or other group of persons, state its name,
the place of its organization, its principal business, the address of its principal office and the information
required by (e) and (f) of this Item. If the person filing this Form or any person enumerated in subparagraph
(d)(1) of the General Instructions is a natural person, provide the information specified in (a) through (g) of
this Item with respect to such person(s).
(a) Name;
(b) Nature of any affiliation between such person and the issuer;
(c) Residence or business address;
(d) Present principal occupation or employment and the name, principal business and address of any
corporation or other organization in which such employment is conducted;
(e) Whether or not, during the last five years, such person has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) and, if so, give the dates, nature of conviction,
name and location of court, any penalty imposed, or other disposition of the case;
(f) Whether or not, during the last five years, such person was a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction, domestic or foreign, and as a result of such
proceeding was or is subject to any order, judgment or decree, not subsequently reversed,
suspended or vacated, permanently or temporarily enjoining, barring, suspending or otherwise
limiting involvement in any type of business, securities, commodities or banking; and
(g) Citizenship
Item 3. Purpose of the Tender Offer and Plans or Proposals of the Bidder
State the purpose or purposes of the tender offer, and describe any plans or proposals which relate to or
would result in:
(a) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the
issuer or any of its subsidiaries;
SEC Form 19-1
4
February 2001

(b) A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries;
(c) Any change in the present board of directors or management of the issuer including, but not limited
to, any plan or proposal to change the number or term of directors, to fill any existing vacancy on
the board or to change any material term of the employment contract of any executive officer;
(d) Any material change in the present dividend rate or policy or indebtedness or capitalization of the
issuer;
(e) Any other material change in the issuer's corporate structure or business;
(f) Causing any class of equity securities of the issuer which is listed on an exchange to be no longer
listed; or
(g) Causing the issuer to no longer be subject to the reporting requirements of SRC Rule 17.
Item 4. Interest in Securities of the Issuer
(a) State the aggregate number of shares of the class of equity securities of the issuer which is the
subject of the tender offer and the percentage of the class represented by such shares beneficially
owned by each person named in Item 2 of this Form and by each associate and majority owned
subsidiary of such person.
(b) Describe any transaction in the class of equity securities of the issuer which is the subject of the
tender offer that was effected during the past sixty (60) days by the persons named in response to
paragraph (a) of this Item or by any director or executive officer of such person.
Item 5. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer (This information may be omitted if the tender offer is being made by the Issuer)
Describe any contracts, arrangements, understandings or relationships among the persons named in
Item 2 and between such persons and any person with respect to any securities of the issuer, including but
not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of
proxies, naming the person with whom such contracts, arrangements, understandings or relationships have
been entered into. Include such information for any of the securities that are pledged or otherwise subject to
a contingency the occurrence of which would give another person voting power or investment power over
such securities except that disclosure of standard default and similar provisions contained in loan
agreements need not be included.
Item 6. Materials to be Filed as Exhibits
(a) Tender offer material which is published, sent or given to security holders by or on behalf of the
person filing this statement in connection with the tender offer; and
(b) Any document setting forth the terms of any contract, arrangements, understandings or relationships
referred to in Item 5 of this Form.

SEC Form 19-1

February 2001

SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set
forth in this report is true, complete and correct.
This report is signed in the City
of ................................................. on ..............................................., 20..........
By: ................................................
(Signature)
....................................................
(Name/Title)

SEC Form 19-1

February 2001