SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LAXEY PARTNERS LTD

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
R O C TAIWAN FUND [ ROC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/14/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/14/2003 S 1,000 D 3.754 9,000 D(1)(2)
Common Stock 03/17/2003 S 9,000 D 3.67 0 D(2)
Common Stock 03/26/2003 S 11,000 D 3.84 3,989,000 I See Footnote(3)(4)
Common Stock 03/27/2003 S 10,000 D 3.81 3,979,000 I See Footnote(3)(5)
Common Stock 05/01/2003 S 5,400 D 3.46 968,600 D(6)
Common Stock 06/23/2003 P 200,000 A 3.94 568,216 D(7)
Common Stock 07/14/2003 P 192,056 A 4 768,216 D(7)
Common Stock 07/14/2003 P 265,000 A 4 965,000 D(8)
Common Stock 07/14/2003 P 457,056 A 4 4,630,656 I See Footnote(9)
Common Stock 07/16/2003 P 11,000 A 4.06 779,216 D(7)
Common Stock 07/16/2003 P 11,000 A 4.06 4,641,656 I See Footnote(10)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
LAXEY PARTNERS LTD

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
LAXEY INVESTORS LTD

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Joint Filer
1. Name and Address of Reporting Person*
PEGGE ANDREW

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KINGSNORTH COLIN

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
LAXEY UNIVERSAL VALUE LP

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Joint Filer
1. Name and Address of Reporting Person*
LAXEY INVESTORS LP

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Joint Filer
1. Name and Address of Reporting Person*
LP VALUE LTD

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Joint Filer
1. Name and Address of Reporting Person*
VALUE CATALYST FUND LTD

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Joint Filer
Explanation of Responses:
1. This statement is being filed jointly by (i) Laxey Partners Limited, an Isle of Man company ("Laxey"), (ii) The Value Catalyst Fund Limited, a Cayman Islands company ("Catalyst"), (iii) Laxey Investors Limited, a British Virgin Islands company ("LIL"), (iv) LP Value Limited, a British Virgin Islands company ("LPV"), (v) Laxey Investors L.P., a Delaware limited partnership ("LLP"), (vi) Laxey Universal Value, LP, a Delaware limited partnership ("LUV"), (vii) Colin Kingsnorth, a British citizen ("Kingsnorth") and (viii) Andrew Pegge, a British citizen ("Pegge"). Laxey together with Catalyst, LIL, LPV, LLP, LUV, Kingsnorth and Pegge may be deemed to constitute a "group" for purposes of Section 13(d) promulgated under the Exchange Act.
2. These shares were owned directly by LIL and indirectly by (i) Laxey as the investment manager of LIL, (ii) Kingsnorth pursuant to Kingsnorth's ownership interest of one half of the outstanding equity of Laxey, and (iii) Pegge pursuant to Pegge's ownership interest of one half of the outstanding equity of Laxey. No other member of the "group" had a pecuniary interest in such shares under current Exchange Act rules and regulations.
3. These shares were owned indirectly by: (i) Laxey as the investment manager of various third party discretionary accounts managed for unaffiliated third parties, (ii) Kingsnorth pursuant to Kingsnorth's ownership interest of one half of the outstanding equity of Laxey, and (iii) Pegge pursuant to Pegge's ownership interest of one half of the outstanding equity of Laxey. No other member of the "group" had a pecuniary interest in such shares under current Exchange Act rules and regulations.
4. On March 26, 2003, Laxey owned 1,000 shares directly and 3,988,000 shares indirectly as the investment manager for each of Catalyst, LPV, LLP and LUV, subject to the overall control of each entity's board of directors or general partner (as applicable) and as the investment manager of various third party discretionary accounts managed for unaffiliated third parties.
5. On March 27, 2003, Laxey owned 1,000 shares directly and 3,978,000 shares indirectly as the investment manager for each of Catalyst, LPV, LLP and LUV, subject to the overall control of each entity's board of directors or general partner (as applicable) and as the investment manager of various third party discretionary accounts managed for unaffiliated third parties.
6. These shares are owned directly by LPV and indirectly by (i) Laxey as the investment manager of LPV, (ii) Kingsnorth pursuant to Kingsnorth's ownership interest of one half of the outstanding equity of Laxey, and (iii) Pegge pursuant to Pegge's ownership interest of one half of the outstanding equity of Laxey. No other member of the "group" had a pecuniary interest in such shares under current Exchange Act rules and regulations.
7. These shares are owned directly by LLP and indirectly by (i) Laxey as the investment manager of LLP, (ii) Kingsnorth pursuant to Kingsnorth's ownership interest of one half of the outstanding equity of Laxey, and (iii) Pegge pursuant to Pegge's ownership interest of one half of the outstanding equity of Laxey. No other member of the "group" had a pecuniary interest in such shares under current Exchange Act rules and regulations.
8. These shares are owned directly by LUV and indirectly by (i) Laxey as the investment manager of LUV, (ii) Kingsnorth pursuant to Kingsnorth's ownership interest of one half of the outstanding equity of Laxey, and (iii) Pegge pursuant to Pegge's ownership interest of one half of the outstanding equity of Laxey. No other member of the "group" had a pecuniary interest in such shares under current Exchange Act rules and regulations.
9. These shares include 1,000 shares owned directly by Laxey and 4,629,656 shares owned indirectly by Laxey, as the investment manager for each of Catalyst, LPV, LLP and LUV, subject to the overall control of each entity's board of directors or general partner (as applicable) and as the investment manager of various third party discretionary accounts managed for unaffiliated third parties.
10. These shares include 1,000 shares owned directly by Laxey and 4,640,656 shares owned indirectly by Laxey, as the investment manager for each of Catalyst, LPV, LLP and LUV, subject to the overall control of each entity's board of directors or general partner (as applicable) and as the investment manager of various third party discretionary accounts managed for unaffiliated third parties.
/s/ Chris Bruce, Laxey Partners 07/18/2003
/s/ Colin Kingsnorth, Laxey Investors Limited 07/18/2003
/s/ Andrew Pegge 07/18/2003
/s/ Colin Kingsnorth 07/18/2003
/s/ Chris Bruce, Laxey Universal Value, LP 07/18/2003
/s/ Chris Bruce, Laxey Investors L.P. 07/18/2003
/s/ Chris Bruce, LP Value Limited 07/18/2003
/s/ Elizabeth Tunsell, The Value Catalyst Fund Limited 07/18/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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