UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of December , 2003
--------------------------------------------------------------------------------
Frontline Ltd.
--------------------------------------------------------------------------------
(Translation of registrant's name into English)
Par-la-Ville Place, 14 Par-la-Ville Road, Hamilton, HM 08, Bermuda
--------------------------------------------------------------------------------
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F
Form 20-F X Form 40-F
------- -------
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
------- -------
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
Item 1. INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Attached as Exhibit 1 is a press release issued by Frontline Ltd. on December 1,
2003
FOR IMMEDIATE RELEASE
FRONTLINE LTD. ANNOUNCES PROPOSED PRIVATE PLACEMENT OF SENIOR NOTES BY
WHOLLY-OWNED SUBSIDIARY
Hamilton, Bermuda - December 1, 2003 - Frontline Ltd. (NYSE: FRO) today
announced that its newly-formed wholly-owned subsidiary, Ship Finance
International Limited ("SFIL"), is proposing to offer $580 million of Senior
Notes through an institutional private placement. The Company intends to apply
the proceeds of the offering in connection with SFIL's planned acquisition of 47
vessels from Frontline and a related refinancing of the vessels' senior secured
indebtedness.
This announcement is neither an offer to sell nor a solicitation of an offer to
buy any of the Senior Notes.
The Senior Notes have not been registered under the Securities Act of 1933, as
amended, or any state securities laws, and are being offered for resale only to
qualified institutional buyers in reliance on Rule 144A under the Securities Act
and to non-U.S. persons pursuant to Regulation S. Unless so registered, the
Senior Notes may not be offered or sold in the United States except pursuant to
an exemption from registration requirements of the Securities Act and applicable
state securities laws.
"Safe Harbor" Statement Under the Private Securities Litigation Reform Act of
1995
This press release contains "forward looking statements" regarding the expected
amount of the proposed private placement and the acquisition of tankers by our
newly-formed wholly-owned subsidiary. These statements are subject to a number
of risks and uncertainties that could cause these statements to be incorrect or
actual results to differ materially. These risks and uncertainties include
changing market conditions in the tanker industry, market conditions for debt
securities generally, securities issued by companies in the tanker industry and
debt securities of SFIL, specifically, SFIL's ability to procure senior secured
financing, and our ability and that of SFIL to complete the purchase of the
tankers, and other factors described in our periodic reports filed with the
Securities and Exchange Commission.
Hamilton, Bermuda
December 1, 2003
Contact persons:
Oscar Spieler, +47 23 11 40 00
Inger M. Klemp, +47 23 11 40 00
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorised.
Frontline Ltd.
------------------------
(Registrant)
Date December 1, 2003 By /s/ Kate Blankenship
---------------------
Kate Blankenship
Secretary and Chief Accounting Officer
02089.0022 #446649