U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
FORM 5
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or Section
30(f) of the Investment Company Act of 1940
1. Name and Address of Reporting Person
Horler Holdings Limited
PO Box 71, Craigmuir Chambers
Road Town, Tortola, British Virgin Islands
2. Issuer Name and Ticker or Trading Symbol
Regal International, Inc.
3. IRS or Social Security Number of Reporting Person (Voluntary)
Not Applicable
4. Statement for Month/Year)
February 1996 and September 1996
6. Relationship of Reporting person to issuer
10% Owner
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially
Owned
not applicable
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially
Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(A) - 9% Secured Convertible Promissory Note
(B) - 9% Secured Convertible Promissory Note
(C) - 9% Secured Convertible Promissory Note
2. Conversion or Exercise Price of Derivative Security
(A) - 0.0302
(B) - 0.0302
(C) - 0.0302
3. Transaction Date (Month/Day/Year)
(A) - 02/19/96
(B) - 09/10/96
(C) - 09/11/96
4. Transaction Code
(A) - J - The Note was issued by Regal International, Inc. in connection
with acquisition of Acewin Profits Limited.
(B) - J - The Note was issued by Regal International, Inc. in connection
with acquisition of Westronix Limited.
(C) - J - The Note was redeemed by Regal International, Inc. in
connection with disposition of Acewin Profits Limited.
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(A) - (A) $13.5 million
(B) - (A) $30 million
(C) - (D) $13.5 million
6. Date Exercisable and Expiration Date (Month/Day/Year)
Date Exercisable
(A) - 01/31/96
(B) - 09/10/96
(C) - 01/31/96
Expiration Date
(A) - 01/31/99
(B) - 09/10/99
(C) - 01/31/99
7. Title and Amount of Underlying Securities
Title
(A) - Common Stock $0.01 par value
(B) - Common Stock $0.01 par value
(C) - Common Stock $0.01 par value
Amount or Number of Shares
(A) - 447,019,867
(B) - 993,377,483
(C) - 447,019,867
10. Ownership of Derivative Security: Direct (D) or Indirect (I)
(A) - D
(B) - D
(C) - D
/s/ Mico Chung 02/14/97
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Mico Chung Date
Reporting Person
