<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14D-9
(Amendment No. 1)
SOLICITATION/RECOMMENDATION STATEMENT
PURSUANT TO SECTION 14(D)(4)
OF THE SECURITIES EXCHANGE ACT OF 1934
----------------
MAGMA POWER COMPANY
(Name of Subject Company)
MAGMA POWER COMPANY
(Name of Person(s) Filing Statement)
COMMON STOCK, PAR VALUE $0.10 PER SHARE
(INCLUDING THE ASSOCIATED PREFERRED STOCK PURCHASE RIGHTS)
(Title of Class of Securities)
0005591941
(CUSIP number of Class of Securities)
JON R. PEELE, ESQ.
Executive Vice President, Secretary and General Counsel
MAGMA POWER COMPANY
4365 EXECUTIVE DRIVE, SUITE 900
SAN DIEGO, CALIFORNIA 92121
(619) 622-7800
(Name, address and telephone number of person authorized to receive notice and
communications on behalf of the person(s) filing statement)
Copies to:
<TABLE>
<S> <C>
Michael J. Kennedy, Esq. David W. Heleniak, Esq.
SHEARMAN & STERLING SHEARMAN & STERLING
555 California Street 599 Lexington Avenue
San Francisco, California 94104 New York, New York 10022
(415) 616-1100 (212) 848-4000
</TABLE>
<PAGE>
This Amendment No. 1 amends and supplements the Solicitation/Recommendation
Statement on Schedule 14D-9, dated October 11, 1994, as amended (the "Schedule
14D-9"), filed by Magma Power Company, a Nevada corporation, relating to the
tender offer disclosed in a Tender Offer Statement on Schedule 14D-1 dated
October 6, 1994, as amended through the date hereof, of CE Acquisition Company,
Inc., a Delaware corporation and a wholly owned subsidiary of California Energy
Company, Inc., a Delaware corporation, to purchase 12,400,000 Shares at a price
of $35 per Share net to the seller in cash, upon the terms and subject to the
conditions set forth in the Offer to Purchase dated October 6, 1994, as amended
through the date hereof, and the related Letter of Transmittal and any
supplement thereto. Capitalized terms used and not defined herein shall have the
meanings set forth in the Schedule 14D-9.
ITEM 9. MATERIAL TO BE FILED AS EXHIBITS.
Item 9 is hereby amended and supplemented by adding thereto the following:
Exhibit 12 -- Slide Show Presentation.
2
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Statement is true, complete and
correct.
MAGMA POWER COMPANY
/s/ Jon R. Peele
By:__________________________________
Name: Jon R. Peele
Title: Executive Vice President,
Secretary and General
Counsel
Dated: October 13, 1994
3
<PAGE>
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBITS
-------- ---
<C> <S> <C>
Exhibit 12 --Slide Show Presentation.
</TABLE>
<PAGE>
[LOGO OF MAGMA POWER COMPANY APPEARS HERE]
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Unrecognized Sources of Value
APPEARS HERE]
Significant components of shareholder value have not yet been recognized by the
investor commmunity
[_] Superior Growth Rates
[_] Enhancement of Current Project Cash Flows
[_] New Domestic Projects
[_] International Expansion
[_] Outstanding Competitive Position
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Unrecognized Sources of Value
APPEARS HERE]
[X] Superior Growth Rates
-- Historical Performance
-- Growth Targets
[_] Enhancement of Current Project Cash Flows
[_] New Domestic Projects
[_] International Expansion
[_] Outstanding Competitive Position
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Revenues and Earnings 1988-1993
APPEARS HERE]
Since 1990, earnings have grown at a 20% CAGR
<TABLE>
<CAPTION>
($ in Millions)
Year Earnings Revenues
---- -------- --------
<S> <C> <C>
1988 9.3 26.0
1989 22.3 63.1
1990 30.2 85.6
1991 33.9 94.9
1992 36.4/1/ 109.0
1993 52.1 167.1
</TABLE>
/1/ Before Cumulative Effect of Accounting Change -- SFAS No. 109
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Earnings and Cash Flow Per Share
APPEARS HERE]
Earnings are on target for another record year in 1994, consistent with analyst
expectations for an approximate increase of 15% over 1993 levels.
<TABLE>
<CAPTION>
Year Earnings Per Share Cash Flow Per Share
---- ------------------ -------------------
<S> <C> <C>
1988 .43 .65
1989 1.01 1.36
1990 1.32 1.80
1991 1.44 1.93
1992 1.59/1/ 2.11
1993 2.17 3.07
</TABLE>
/1/ Before SFAS No. 109 Adjustment
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Growth in Shareholder's Equity
APPEARS HER]
Our equity base, critical in allowing us to expand internationally, has more
than doubled in the past five years.
We expect this growth to continue.
<TABLE>
<CAPTION>
($ in Millions)
Year Growth in Shareholder's Equity
---- ------------------------------
<S> <C>
1988 $126.7
1989 $150.1
1990 $192.6
1991 $226.9
1992 $282.3
1993 $351.9
</TABLE>
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Targets for Profitable Growth
APPEARS HERE]
Our vision is to be a profitable, growing, global leader in geothermal-based
independent power production
Implementation of our Strategic Vision is targeted to result in:
[_] 15% per year earnings growth rate
[_] 15-20% return on average equity
[_] Target 20-30% after-tax project internal rate of return
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Targeted New Contract Capacity/*/
APPEARS HERE]
Magma remains on target for having 1200 MW of capacity installed by the year
2000.
A bar graph is presented depicting the following information:
<TABLE>
<CAPTION>
Year MW
<S> <C>
1994 162 (Current Capacity)
- --------------------------------------------------------------------------------
1995 162 (Current Capacity)
- --------------------------------------------------------------------------------
1996 162 (Current Capacity)
36 (Fish Lake/SSU1)
72 (Malitbog)
---------------
270 (Total)
- --------------------------------------------------------------------------------
1997 162 (Current Capacity)
36 (Fish Lake/SSU1)
216 (Malitbog)
72 (Alto Peak)
---------------
486 (Total)
- --------------------------------------------------------------------------------
1998 162 (Current Capacity)
36 (Fish Lake/SSU1)
216 (Malitbog)
72 (Alto Peak)
163 (BRPU)
200 (Sheep Mountain)
140 (Wayang Windu)
--------------------
989 (Total)
- --------------------------------------------------------------------------------
1999 162 (Current Capacity)
36 (Fish Lake/SSU1)
216 (Malitbog)
72 (Alto Peak)
163 (BRPU)
200 (Sheep Mountain)
280 (Wayang Windu)
150 (Karaha)
------------
1,279 (Total)
- --------------------------------------------------------------------------------
2000 162 (Current Capacity)
36 (Fish Lake/SSU1)
216 (Malitbog)
72 (Alto Peak)
163 (BRPU)
200 (Sheep Mountain)
280 (Wayang Windu)
150 (Karaha)
------------
1,279 (Total)
- --------------------------------------------------------------------------------
</TABLE>
* Net
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Targeted Earnings Growth (Existing)
APPEARS HERE]
[GRAPHIC REPRESENTING TARGETED EARNINGS GROWTH (EXISTING) APPEARS HERE]
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Targeted Earnings Growth (Domestic)
APPEARS HERE]
[GRAPHIC REPRESENTING TARGETED EARNINGS GROWTH (DOMESTIC) APPEARS HERE]
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Targeted Earnings Growth (Total)
APPEARS HERE]
[GRAPHIC REPRESENTING TARGETED EARNINGS GROWTH (TOTAL) APPEARS HERE]
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Unrecognized Sources of Value
APPEARS HERE]
[_] Superior Growth Rates
[X] Enhancement of Current Project Cash Flows
- Proven Operating Record
- SCE Payment Recovery
- Operating Improvements
- Cost-Saving Technology: ph Mod
- Reduced Capital and Operating Costs
[_] New Domestic Projects
[_] International Expansion
[_] Outstanding Competitive Position
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Proven Operating Record
APPEARS HERE]
Magma is an industry leader in operating reliability
[_] 7 plants, 244 MW operating at 113% of contract capacity
[_] Magma-operated plants averaged 109% over the past 4
years
<PAGE>
[LOGO OF MAGMA
POWER COMPANY SCE Payment Recovery
APPEARS HERE]
[_] Affects 4 of 7 operating plants
[_] Underpayment on production in excess of nameplate
capacity
[_] Potential for retroactive recovery
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Operating Improvements
APPEARS HERE]
[_] Adopt New Technologies
- ph Mod
- Cement Lined Pipe
- Alloys
[_] Increase Efficiency
- Consolidate Operations
- Build Larger Plants
[_] Fewer Well Workovers and Plant Turnarounds
- Application of New Technologies
- Greater Operating Experience
- Improved Operating Procedures
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Cost Saving Technology: pH Mod
APPEARS HERE]
pH Mod is a striking example of Magma's ability to implement technology-based
cost reductions
[_] Injected acid changes pH level
- silica does not precipitate out of solution
- eliminates silica handling and storage
[_] 20 MW plant operating since 1990
demonstrates process feasibility and benefits
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Reduced Capital and Operating Costs
APPEARS HERE]
Dramatic cost reductions will enable Magma to "Scale the Cliff" associated with
end of initial period under SO4 contracts
[_] Targeted 40% reduction in operating costs to under
$0.025/kWh for all existing plants by 1998
[_] For new large scale plants, capital cost of less than
$2,000/kW and operating costs of less than $0.02/kWh
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Unrecognized Sources of Value
APPEARS HERE]
[_] Superior Growth Rates
[_] Enhancement of Current Project Cash Flows
[X] New Domestic Projects
- Project Updates
[_] International Expansion
[_] Outstanding Competitive Position
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Project Update: Fish Lake/Unit #1 Expansion
APPEARS HERE]
The Fish Lake Expansion is set to go forward
[_] Fish Lake and SSU1 Expansion projects
consolidated to one 36 MW plant at SSKGRA
Overview
[_] Project significantly enhances economies and
earnings
[_] SoCalEd to file for approval; terms already
negotiated
Status
[_] Construction 1995/completion 1996-7
[MAP APPEARS HERE]
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Project Update: BRPU
APPEARS HERE]
Though challenged by SCE and SDG&E, we believe this project will go forward
[ ] 1st California Competitive Bidding Process
Overview [ ] Awarded 163 MW
[ ] FSO4 contracts provide real value to utilities
[ ] Political and Regulatory support for project
Status
[ ] Project currently under development
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Project Update: Sheep Mountain
APPEARS HERE]
Magma is a leader in pumped storage technology
[ ] Awarded Right to Negotiate
Overview [ ] Sell to Nevada Power Company
[ ] Proprietary Modular Pumped Storage(TM)
[ ] Construction 1996/completion 1998
Status
[ ] Additional projects under development
<PAGE>
[LOGO OF MAGMA
POWER COMPANY 1000 MW Undeveloped Capacity at Salton Sea
APPEARS HERE]
Largest undeveloped geothermal resource in the U.S.
[ ] Resource strategically positioned
- proximity to concentrations of demand
- access to transmission lines
[ ] Uniquely qualifies Magma for geothermal expansion
- demonstrated competitive pricing through BRPU
- prolific resource with extensive operating history
- no other developer has access to such extensive
domestic growth potential
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Unrecognized Sources of Value
APPEARS HERE]
[_] Superior Growth Rates
[_] Enhancement of Current Project Cash Flows
[_] New Domestic Projects
[X] International Expansion
- Philippines
- Indonesia
- Latin America/Pacific Rim
[_] Outstanding Competitive Position
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Project Update: Malitbog, Philippines
APPEARS HERE]
Malitbog was Magma's first overseas project
Overview [_] Contracted 231 MW
[_] 10-year BOT with PNOC
[_] Secured largest-ever OPIC commitment for a
single project
Status [_] Expect additional $30 million MIGA political
risk insurance
[_] Construction underway/completion 1997
[MAP APPEARS HERE]
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Project Update: Alto Peak, Philippines
APPEARS HERE]
Magma continues to expand abroad with our announcement of a new project in the
Philippines
[ ] Contracted 72 MW
Overview
[ ] 10-Year BOT with PNOC
Status [ ] Construction 1995/completion 1997
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Project Update: Wayang Windu, Indonesia
APPEARS HERE]
Magma's second major international development opportunity is in Indonesia
[_] Contract signing imminent
Overview [_] Initial phase 280 MW
[_] 30-Year BOT with Pertamina/PLN
[_] Wellfield development to begin 1995
Status
[_] Completion expected 1998
[MAP APPEARS HERE]
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Project Update: Karaha, Indonesia
APPEARS HERE]
[_] Contract signing imminent
Overview [_] Initial Phase 150 MW
[_] 30-Year BOT with Pertamina/PLN
[_] Wellfield development to begin 1995
Status
[_] Completion expected 1999
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Latin America/Pacific Rim
APPEARS HERE]
Magma is actively pursuing additional geothermal opportunities on a global basis
[_] Project development activities initiated throughout the
"Ring of Fire"
- Asia
- Mexico
- Central America
- South America
[MAP APPEARS HERE]
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Unrecognized Sources of Value
APPEARS HERE]
[_] Superior Growth Rates
[_] Enhancement of Current Project Cash Flows
[_] New Domestic Projects
[_] International Expansion
[X] Outstanding Competitive Position
- Sources of Competitive Advantage
- Evidence of Undervaluation
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Advantages of Geothermal in International Markets
APPEARS HERE]
[_] Cost-competitive/kWh with other renewable projects
[_] Minimizes need for imported fuel
[_] Minimizes need for foreign currency
[_] Not subject to variation in world energy prices
[_] Environmentally clean
[_] High barriers to entry
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Competitive Advantages of Magma
APPEARS HERE]
Magma is solidly positioned to secure future projects and achieve earnings
growth
[_] Focused geothermal-only strategy
[_] Strong financial condition
[_] Outstanding operating track record
[_] Ability to lower costs through technological
improvements
[_] Proven development expertise
[_] Excellent in-house technical capabilities
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Strong Financial Condition
APPEARS HERE]
Magma has an exceptionally strong balance sheeet, allowing for enhanced
acquisition ability and expedited project development
<TABLE>
<CAPTION>
---------------------------------------
Magma CE Industry(a)
- ------------------------------------------------------------
<S> <C> <C> <C>
Debt-to-Cap Ratio(b)
(6/30/94) 35.8% 76.1% 67.6%
- ------------------------------------------------------------
EBITDA/Interest
(LTM 6/30/94) 10.4x 2.6x 4.1x
- ------------------------------------------------------------
</TABLE>
(a) Industry Group comprises AES, CE, Magma and Sithe
(b) Includes both short and long-term consolidated debt
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Interest Coverage
APPEARS HERE]
High interest coverage ratios relative to the competition underscore Magma's
financial flexibility to grow
<TABLE>
<CAPTION>
INTEREST COVERAGE RATIO (a)
YEAR Magma CE
---- ----- --
<S> <C> <C>
1989 4.9 1.7
1990 6.1 1.9
1991 7.2 2.7
1992 10.1 4.3
1993 11.1 3.6
LTM 6/30/94 10.4 2.6
</TABLE>
(a) EBITDA/Interest
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Quality of Earnings Comparison
APPEARS HERE]
Despite technological improvements that have extended plant life, Magma
continues to use a conservative depreciation policy
Adoption of Magma's policy would reduce CE's reported net income
Magma
<TABLE>
<CAPTION>
Magma CE
Year Earnings per Share Earnings per Share
- ---- ------------------ ------------------
<S> <C> <C>
1993 2.17 /1/ 0.91 /1/
2.30 /2/ 0.84 /2/
1994E 2.50 /1/ 1.08 /1/
2.66 /2/ 1.01 /2/
</TABLE>
1 Historically stated EPS (fully diluted) using Company-selected accounting
estimates
2 Restated EPS (fully diluted) adjusted for differences in accounting estimates
vs. other company (i.e. Magma EPS restated using CE Accounting Estimates and
vice versa)
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Magma's Capacity Edge Over CE
APPEARS HERE]
<TABLE>
<CAPTION>
Magma CE
---------------------------------------------------------------------
<S> <C> <C>
MWs currently owned and in operation 154 MW 197.5 MW
---------------------------------------------------------------------
MWs owned, under contract
-International 288 MW 197.0 MW
-Domestic 36 MW 30.0 MW
------ --------
---------------------------------------------------------------------
Subtotal 478 MW 422.5 MW
---------------------------------------------------------------------
MWs under development
-BRPU 163 MW 0.0
-Pumped Storage 200 MW 0.0
---------------------------------------------------------------------
Royalty Income (1994) $21 million/yr 0.0
---------------------------------------------------------------------
</TABLE>
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Magma vis-a-vis CE: The Project
APPEARS HERE] Lifecycle
A detailed examination of Magma vis-a-vis its main competitor reveals the high
relative quality of Magma's current earnings and future prospects
<TABLE>
<CAPTION>
------------------------------------------------------------------
Magma CE
------------------------------------------------------------------
<S> <C> <C>
--------------------------------------------------------------------------------------
Construction [_] Multiple E&C contractors [_] Single-source E&C (Kiewit)
--------------------------------------------------------------------------------------
Ownership [_] 50% or greater retention [_] 50% or less retention (a)
--------------------------------------------------------------------------------------
Operating [_] 109% of contracted [_] 96% of contracted
Reliability capicity last 4 years capacity 1991-1993(b)
--------------------------------------------------------------------------------------
Plant [_] 20 year period [_] 37.5 year period(b)
Depreciation
--------------------------------------------------------------------------------------
Resource [_] Little if any decline in flow [_] New Coso wells decline
Management rates at SSKGRA 35-45% in first year(b)
--------------------------------------------------------------------------------------
Royalty [_] Levelized [_] Back-end loaded
Payments
--------------------------------------------------------------------------------------
Cost Reduction [_] Public plan to reduce costs [_] No plan publicly
announced
--------------------------------------------------------------------------------------
</TABLE>
(a) Source: Discount Note Prospectus dated March 4, 1994.
(b) Source: 10-K
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Industry Statistics -- 1994(a)
APPEARS HERE]
Despite impressive results and growth potential, Magma is trading at a discount
to its industry peers
<TABLE>
<CAPTION>
Projected Five-Year
P/E Ratio Earnings Growth Rate%
<S> <C> <C>
CE 18.6x 12.5%
----------------------------------------------------
Industry Average 17.4x 12.1%
----------------------------------------------------
Magma 13.8x 13%
----------------------------------------------------
</TABLE>
(a) Industry Average comprises AES, CE, Destec, Magma and Sithe
Source: First Call Estimates 23 September 1994
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Industry Statistics -- 1995(a)
APPEARS HERE]
<TABLE>
<CAPTION>
Projected Five-Year
P/E Ratio (1995E) Earnings Growth Rate (%)
<S> <C> <C>
CE 15.4x 12.5%
------------------------------------------------------------
Industry Average 14.5x 12.1%
-----------------------------------------------------------
Magma 12.6x 13%
-----------------------------------------------------------
</TABLE>
(a) Industry Average comprises AES, CE, Destec, Magma and Sithe
Source: First Call Estimates 23 September 1994
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Analysts' Insights
APPEARS HERE]
Prominent Industry Analysts believe Magma shares are undervalued
-----------------------------------------------------
Comments
-----------------------------------------------------
"Although CE's $35 per share offer falls short of our
$42 P/E valuation for Magma shares, it is in line
with our $36 NPV valuation. However, this amount
does not reflect any upside of potential new projects
in the Philippines and Indonesia." (9/20/94)
Michael N. Cha "Our rationale for a buyout price higher than $35 per
J.P. Morgan share is that an acquirer should pay something for
Securities, Inc. the upside potential afforded by possible new
Magma projects in the Philippines, Indonesia,
California as well as other potential geothermal and
pumped storage technologies." (9/29/94)
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Analysts' Insights (cont'd)
APPEARS HERE]
-----------------------------------------------------
Comments
-----------------------------------------------------
"(Magma's) very conservative balance sheet and
strong fundamentals does not seem to be reflected
in the offering price (of $35)." (9/20/94)
"We believe MGMA is still undervalued even after a
26% run-up after the merger announcement which
brought the stock back to more normal valuations.
If MGMA were to sell at the average price to book of
the IPPs in our universe (2.8 times). The stock would
Daniele M. Seitz be worth $43.75 (the offer price is only 2.2 times
UBS Securities book)."
Long term, we believe that with the pipeline of
plants under development (Magma's) earnings leap
to $5.35 per share by 1998, resulting in 19%
compound annual growth in EPS over the period
1993-1998 as 750 MW is expected to be added to
its existing base of 154 MW." (10/4/94)
<PAGE>
[LOGO OF MAGMA
POWER COMPANY Summary Investment Highlights
APPEARS HERE]
[_] Superior Growth Rates
[_] Enhancement of Current Project Cash Flows
[_] New Domestic Projects
[_] International Expansion
[_] Outstanding Competitive Position
<PAGE>
GRAPHICS APPENDIX
-----------------
Magma Power Company
Exhibit 12 to Solicitation/Recommendation Statement on Schedule 14D-9
Description of Graphical Elements
PAGE 4
See description on Page 4.
PAGE 5
See description on Page 5.
PAGE 6
See description on Page 6.
PAGE 8
See description on Page 8.
PAGE 9
Graphical depiction of targeted earnings growth from existing
operations only from the year 1994 through the year 2005.
Graphical element consists of a shaded area beneath a wavering
horizontal line. The shaded area is bounded at the bottom by a
flat horizontal line on which points are marked at regular
intervals for each year from 1994 through 2005. The shaded area
is bounded at its two sides by straight, unmarked vertical
lines.
PAGE 10
Graphical depiction of the build-up of targeted earnings growth
from 1) existing operations only and 2) existing operations with
pH Mod plus new domestic projects. Graphical element consists of
the shaded area described under the heading "PAGE 9" above on
top of which is an additional
<PAGE>
area shaded in another color. The additional shaded area is
bounded on top by a wavering line and on the bottom by the
wavering line that forms the top boundary of the shaded area
described under the heading "PAGE 9". The additional shaded area
is bounded on its two sides by straight, unmarked vertical
lines.
PAGE 11
Graphical depiction of the build-up of targeted earnings growth
from 1) existing operations only, 2) existing operations with pH
Mod plus new domestic projects and 3) international projects.
Graphical element consists of the two shaded areas described
under the headings "PAGE 9" and "PAGE 10" above, on top of which
is an additional area shaded in a third color. The additional
shaded area is bounded on top by a wavering line and on the
bottom by the wavering line that forms the top boundary of the
shaded area described under the heading "PAGE 10" above. The
additional shaded area is bounded on its two sides by straight,
unmarked vertical lines.
PAGE 19
Map depicting the states of Nevada and California on which the
cities of Los Angeles and San Diego and the Salton Sea are
labeled.
PAGE 24
Map depicting the Philippines on which the cities of Manila
and Leyte are labeled.
PAGE 26
Map depicting Indonesia on which the islands of Java and Bali
and the city of Djakarta are labeled.
<PAGE>
PAGE 28
Map depicting Asia, Australia, the Pacific Ocean and North and
South America. An irregular circle drawn on the map connects the
eastern coastal areas of Australia and Asia and the western
coastal areas of North and South America. The map is labeled
"THE 'RING OF FIRE.'"
PAGE 33
See description on page 33.
PAGE 34
See description on page 34.
PAGE 37
See description on page 37.
PAGE 38
See description on page 38.
