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Each tender offer will commence on Monday, November 17, 2003, and expire at 12:00 (noon), New York City time, on Wednesday, November 26, 2003 for the 2004 Notes, the 2005 Notes and the 2007 Notes and Tuesday, December 16, 2003 for the 2006 Notes, unless earlier terminated or extended by the Corporation (the "Expiration Time"). Holders who validly tender 2006 Notes on or prior to December 2, 2003 will receive the total consideration. Holders who validly tender 2006 Notes after December 2, 2003 will receive $7.50 less per $1,000 principal amount of 2006 Notes tendered than Holders who tendered before December 2, 2003. This mechanism does not apply to Holders tendering 2004 Notes, 2005 Notes or 2007 Notes.
Holders of the notes wishing to tender may do so at anytime between 9:00 a.m. and 5:00 p.m., New York City time, on any New York Stock Exchange trading day during the period in which the offers are open. Tendered notes may be withdrawn at any time at or prior to the Expiration Time. The Corporation reserves the right to terminate, withdraw or amend the offer at any time and from time to time, subject to applicable law. The offers are conditioned on the completion of Amerada Hess' concurrent offering of preferred stock.
The table below illustrates how the purchase price for each $1,000 principal amount of each note tendered pursuant to the offer will be determined. The purchase price will be determined in the manner described in the offer to purchase documents by reference to a fixed spread specified for the notes over the reference yield based on the bid side price of the U.S. Treasury Reference Security specified below, as calculated on the third business day preceding the date on which the tender offer expires, plus accrued and unpaid interest thereon up to, but not including, the date of payment of such purchase price.
Aggregate
Principal
CUSIP Amount
Number Outstanding Series of Notes Maturity
Date
023551AK0 $135,765,000 5.30% Notes 8/15/04
023551AG9 $362,251,000 5.90% Notes 8/15/06
89675VAB4 $47,766,000 9.25% Notes 4/15/05
89676KAC5 $47,875,000 8.875% Notes 10/1/07
Aggregate
Principal
CUSIP Amount Maturity
Number Outstanding Series of Notes Date
023551AK0 2.125% due 08/31/04 PX3 0.25%
023551AG9 2.375% due 08/15/06 PX5 0.75%
89675VAB4 1.625% due 04/30/05 PX4 0.60%
89676KAC5 2.125% due 10/31/04 PX3 0.50%
The tender offer is made upon the terms and subject to the conditions set forth in the offer to purchase documents dated November 17, 2003. Goldman, Sachs & Co. will serve as Dealer Manager for the tender offers. Settlement of the tender offers will occur on the third New York City business day following the Expiration Date.
Questions concerning the terms of the tender offers may be directed to Goldman, Sachs & Co at (800) 828-3182. Questions concerning the procedures for tendering notes or requests for the offer to purchase documents may be directed to D.F. King & Co., the Information Agent, at 800-848-3416 or 212-269-5550.
Amerada Hess, headquartered in New York, is a global integrated energy company engaged in the exploration for and the production, purchase, transportation and sale of crude oil and natural gas, as well as the production and sale of refined petroleum products.