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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
7.00% Mandatory Convertible Preferred Stock | (1) | 10/26/2006 | J | 450,000 | 11/25/2003 | 12/01/2006 | Common Stock | (2) | $ 50 | 0 | I | See Note (3) | |||
7.00% Mandatory Convertible Preferred Stock | (1) | 10/26/2006 | J(4) | 450,000 | 11/25/2003 | 12/01/2006 | Common Stock | (2) | $ 50 | 450,000 | I | See Note (5) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HESS JOHN B C/O HESS CORPORATION 1185 AVENUE OF THE AMERICAS NEW YORK, NY 10036 |
X | X | Chairman of the Board |
George C. Barry | 10/30/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | If the reporting person exercises his option to convert the preferred stock into common stock prior to the maturity date, he will receive 2.4915 shares of common stock for each share of preferred stock converted. If the preferred stock is converted at maturity, it will automatically convert into between 2.4915 and 3.0897 shares of common stock per share of preferred stock, depending on the applicable market value of the common stock. |
(2) | 450,000 shares of convertible preferred stock convert into a minimum of 1,121,175 shares of common stock and a maximum of 1,390,365 shares of common stock. |
(3) | Distributed from previously reported trust. |
(4) | Acquired by trust referred to in Note 5. |
(5) | Held by a trust newly established for the benefit of the reporting person's mother. The reporting person is a co-trustee. |