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)
STANLEY HOUSE
7-9 MARKET HILL

(Street)
DOUGLAS, ISLE OF MAN X0 IM1 2BF

(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)
11/05/2003
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 11/05/2003 P 63,200(1) A $4.73 4,704,856 I See footnote(2)
Common Stock 11/06/2003 P 630,000(1) A $4.654 5,334,856 I See footnote(3)
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)
STANLEY HOUSE
7-9 MARKET HILL

(Street)
DOUGLAS, ISLE OF MAN X0 IM1 2BF

(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*
VALUE CATALYST FUND LTD

(Last) (First) (Middle)
PO BOX 309, UGLAND HOUSE
SOUTH CHURCH STREET, GEORGE TOWN

(Street)
GRAND CAYMAN E9

(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*
LP VALUE LTD

(Last) (First) (Middle)
STANLEY HOUSE
7-9 MARKET HILL

(Street)
DOUGLAS, ISLE OF MAN X0 IM1 2BF

(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 LP

(Last) (First) (Middle)
SAMUEL HARRIS HOUSE
ST GEORGE'S STREET

(Street)
DOUGLAS, ISLE OF MAN X0 IM99 1EZ

(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)
SAMUEL HARRIS HOUSE
ST GEORGE'S STREET

(Street)
DOUGLAS, ISLE OF MAN X0 IM99 1EZ

(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)
STANLEY HOUSE
7-9 MARKET HILL

(Street)
DOUGLAS, ISLE OF MAN X0 IM1 2BF

(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*
PEGGE ANDREW

(Last) (First) (Middle)
STANLEY HOUSE
7-9 MARKET HALL

(Street)
DOUGLAS, ISLE OF MAN X0 IM1 2BF

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. 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.
2. On November 5, 2003, Laxey owned 1,000 shares directly and 4,703,856 shares indirectly as the investment manager of 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 entities. Kingsnorth owned indirectly all such shares pursuant to Kingsnorth's ownership interest of one half of the outstanding equity of Laxey and Pegge owned indirectly all such shares pursuant to Pegge's ownership interest of one half of the outstanding equity of Laxey.
3. On November 6, 2003, Laxey owned 1,000 shares directly and 5,333,856 shares indirectly as the investment manager of 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 entities. Kingsnorth owned indirectly all such shares pursuant to Kingsnorth's ownership interest of one half of the outstanding equity of Laxey and Pegge owned indirectly all such shares pursuant to Pegge's ownership interest of one half of the outstanding equity of Laxey.
Remarks:
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) LP Value Limited, a British Virgin Islands company ("LPV"), (iv) Laxey Investors L.P., a Delaware limited partnership ("LLP"), (v) Laxey Universal Value, LP, a Delaware limited partnership ("LUV"), (vi) Colin Kingsnorth, a British citizen ("Kingsnorth") and (vii) Andrew Pegge, a British citizen ("Pegge"). Laxey, together with Catalyst, LPV, LLP, LUV, Kingsnorth and Pegge, may be deemed to constitute a "group" for purposes of Section 13(d) promulgated under the Exchange Act.
/s/ Chris Bruce, Laxey Partners Limited 11/07/2003
/s/ Elizabeth Tunsell, The Value Catalyst Fund Limited 11/07/2003
/s/ Chris Bruce, LP Value Limited 11/07/2003
/s/ Chris Bruce, Laxey Investors L.P. 11/07/2003
/s/ Chris Bruce, Laxey Universal Value, LP 11/07/2003
/s/ Colin Kingsnorth 11/07/2003
/s/ Andrew Pegge 11/07/2003
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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