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OMB Number: 3235-0145
UNITED STATES Expires: December 31, 1997
SECURITIES AND EXCHANGE COMMISSION Estimated average burden
WASHINGTON, D.C. 20549 hours per response....14.90
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
INCO LIMITED
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(Name of Issuer)
Class VBN
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(Title of Class of Securities)
453258 70 9
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(CUSIP Number)
Teck Corporation, (Attn: Karen L. Dunfee)
600, 200 Burrard Street, Vancouver, B.C. V6C 3L9
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 1, 1999
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box
[ ].
Check the following box if a fee is being paid with the statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1: and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom copies
are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 878742-AC-9 SCHEDULE 13D Page 2 of 4 Pages
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(1) Names of Reporting Persons
S.S. or I.R.S. Identification Nos. of Above Persons
TECK CORPORATION
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(2) Check the Appropriate Box if a Member of a Group* (a) [ ]
(b) [ ]
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(3) SEC Use Only
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(4) SOURCE OF FUNDS*
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(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS [ ]
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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(6) Citizenship or Place of Organization
Incorporated under the Laws of Canada
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(7) Sole Voting Power
Number of nil
Shares --------------------------------------------------------
Beneficially (8) Shared Voting Power
Owned by nil
Each --------------------------------------------------------
Reporting (9) Sole Dispositive Power
Person With nil
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(10) Shared Dispositive Power
nil
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
nil
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(12) Check Box if Aggregate Amount in Row (11) Excludes Certain
Shares* [ ]
nil
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(13) Percent of Class Represented by Amount in Row (11)
nil
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(14) Type of Reporting Person*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. 2 of 7
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Page 3 of 4
Item 1. Security and Issuer
Issuer is Inco Limited, located at 145 King Street West, Suite 1500, Toronto,
Ontario and the class of equity shares is Class VBN.
Item 2. Identity and Background
Identity of the security holder is Teck Corporation, a mining company, with
principal executive offices at 600-200 Burrard Street, Vancouver, B.C. which was
incorporated under the laws of Canada. Except for minor proceedings under
environmental standards legislation, neither Teck Corporation nor any of its
subsidiaries, has been convicted of a criminal proceeding. Neither Teck
Corporation nor any of its subsidiaries has been party to a civil proceeding of
a judicial or administrative body of competent jurisdiction related to
provincial, federal or foreign securities laws.
Item 3. Source and Amount of Funds or Other Consideration
The securities were part of a package of securities of Inco Limited and cash
acquired by Teck Corporation upon the merger of Diamond Fields Resources Inc.
and Inco Limited. The merger was effected by Plan of Arrangement under the
Company Act (British Columbia), sanctioned by order of the Supreme Court of
British Columbia. Teck Corporation made no cash payment as part of the merger.
Item 4. Purpose of Transaction
On February 1, 1999 Teck Corporation sold 3,000,000 Class VBN shares then held
by it for an aggregate consideration of Cdn. $30,000,000.
The securities were part of a package of securities of Inco Limited acquired by
Teck Corporation upon the merger of Diamond Fields Resources Inc. ("DFR") and
Inco Limited. Teck had no position of influence or control in the management of
DFR, took no part in the negotiation of the merger or any of its terms and has
no position of influence or control in the management or affairs of Inco
Limited, the surviving company in the merger.
Item 5. Interest in Securities of the Issuer
Teck Corporation no longer holds any securities of Class VBN.
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Page 4 of 4
Item 6. Contracts, Arrangement, Understandings or Relationships with Respect to
Securities of the Issuer
There are no contracts, arrangements, understandings or relationships with
respect to any Securities of Inco Limited held by Teck Corporation.
Item 7. Material To Be Filed As Exhibits
There are no materials filed, or required to be filed with this Schedule 13D.
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.
February 2, 1999 /s/ Karen L. Dunfee
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Date Signature
Karen L. Dunfee, Corporate Secretary
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Name/Title
