SEC FORM 4

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^*

KOSTELNI JAMES C

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BONTEX INC [ BOTX.PK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
07/14/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/14/2003		P⁽¹⁾		421,541	A	0.795⁽²⁾	442,241	I⁽³⁾⁽⁶⁾	By Spouse
Common Stock	07/14/2003		W⁽⁴⁾	V	83,787	A	0	83,787	I⁽⁵⁾⁽⁶⁾	By Trust #1 f/b/o Spouse
Common Stock	07/14/2003		W⁽⁴⁾	V	337,754	A	0	337,754	I⁽⁵⁾⁽⁶⁾⁽⁷⁾	By Trust #2 f/b/o Spouse

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Reflects shares purchased by Dolores S. Kostelni, the reporting person's spouse, from Patricia S. Tischio, which shares represent the shares that Patricia S. Tischio received (or is deemed to have received) in a distribution from the Hugo N. Surmonte Residuary Trust, the Hugo N. Surmonte Marital Trust, and the Estate of Marie G. Surmonte as of July 14, 2003 and pursuant to an order entered by the Superior Court of New Jersey, Chancery Division Probate Part, for Monmouth County.

2. As consideration for the shares purchased from Ms. Tischio, Ms. Kostelni has agreed to pay all of the federal and state and inheritance taxes (plus interest and penalties and including the fees and expenses of the executors and other related expenses) (the "Estate Tax Obligations") due and owing with respect to the Estate of Marie G. Surmonte. As of the effective date of the transaction, the Estate Tax Obligations were approximately $670,000, of which approximately $335,000 (or $0.795 per share) is allocable to the shares purchased from Ms. Tischio. Because the exact amount of the Estate Tax Obligations cannot be determined until the obligations are paid in full, the exact purchase price cannot be determined as of the filing of this report. Ms. Kostelni will obtain the funds necessary for the purchase of the shares from the reporting person, and, upon the payment in full of the Estate Tax Obligations, has agreed to transfer the shares to the reporting person.

3. The reporting person disclaims beneficial ownership of 20,700 of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

4. Effective on July 14, 2003 and pursuant to the order referenced in footnote 1 above, (i) the Marie Surmonte Limited Power of Appointment Generation Skipping Trust f/b/o Dolores S. Kostelni ("Trust #1") received a distribution of 47,700 shares of Bontex common stock from the Hugo N. Surmonte Residuary Trust and a distribution of 36,087 shares of Bontex common stock from the Hugo H. Surmonte Marital Trust, and (ii) the Trust Under the Last Will and Testament of Marie G. Surmonte f/b/o Dolores S. Kostelni ("Trust #2") received a distribution of 337,754 shares of Bontex common stock from the Estate of Marie G. Surmonte. Trust #1 and Trust #2 are for the benefit of the reporting person's spouse.

5. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

6. Ms. Kostelni's agreement to pay the Estate Tax Obligations is secured, by among other things, a pledge of the aggregate of 843,042 shares of Bontex common stock acquired, directly or indirectly, by the reporting person as described in footnotes 1 and 4 above.

7. The reporting person also directly holds 64,240 shares of Bontex common stock.

	James C. Kostelni	07/16/2003
	** Signature of Reporting Person	Date
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* 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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