SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7 )
MOORE PRODUCTS CO.
(Name of Issuer)
Common Stock, $1.00 par value
(Title of Class of Securities)
615836 10 3
(CUSIP Number)
Jeffrey L. Steele, Esq., 1775 Eye Street, N.W.
Washington, D.C. 20006 (202) 261-3314
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 27, 1998
(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.)
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).
Page 1 of 17 Pages
<PAGE>
SCHEDULE 13D
CUSIP No. 615836 10 3 Page 2 of 17 Pages
- -------------------------------------------------------------------------------
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Peter Cundill & Associates (Bermuda) Ltd.
N/A
- -------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
2 (b) |X|
- -------------------------------------------------------------------------------
SEC USE ONLY
3
- -------------------------------------------------------------------------------
SOURCE OF FUNDS
4
OO
- -------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) |_|
5
- -------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Bermuda
- -------------------------------------------------------------------------------
NUMBER OF SOLE VOTING POWER
SHARES 7
BENEFICIALLY 128,425
OWNED BY
EACH
REPORTING
PERSON
WITH
---------------------------------------------------------------
SHARED VOTING POWER
8
0
---------------------------------------------------------------
SOLE DISPOSITIVE POWER
9
128,425
---------------------------------------------------------------
SHARED DISPOSITIVE POWER
10
0
- -------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
128,425
- -------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES |_|
12
- -------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
4.96%
- -------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
CO, IA (Canadian)
- -------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
CUSIP No. 615836 10 3 Page 3 of 17 Pages
- -------------------------------------------------------------------------------
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Peter Cundill Holdings (Bermuda) Ltd.
N/A
- -------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |X|
2
- -------------------------------------------------------------------------------
SEC USE ONLY
3
- -------------------------------------------------------------------------------
SOURCE OF FUNDS
4
OO
- -------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |_|
5
- -------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Bermuda
- -------------------------------------------------------------------------------
NUMBER OF SOLE VOTING POWER
SHARES 7
BENEFICIALLY 0
OWNED BY
EACH
REPORTING
PERSON
WITH
---------------------------------------------------------------
SHARED VOTING POWER
8
128,425
---------------------------------------------------------------
SOLE DISPOSITIVE POWER
9
0
---------------------------------------------------------------
SHARED DISPOSITIVE POWER
10
128,425
- -------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
128,425
- -------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
12 EXCLUDES CERTAIN SHARES |_|
- -------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
4.96%
- -------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
HC
- -------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
CUSIP No. 615836 10 3 Page 4 of 17 Pages
- -------------------------------------------------------------------------------
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
F. Peter Cundill
N/A
- -------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |X|
2
- -------------------------------------------------------------------------------
SEC USE ONLY
3
- -------------------------------------------------------------------------------
SOURCE OF FUNDS
4
OO
- -------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |_|
5
- -------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Canada
- -------------------------------------------------------------------------------
SOLE VOTING POWER
NUMBER OF 7
SHARES 0
BENEFICIALLY -------------------------------------------------------
OWNED BY SHARED VOTING POWER
EACH 8
REPORTING 128,425
PERSON -------------------------------------------------------
WITH SOLE DISPOSITIVE POWER
9
0
--------------------------------------------------------
SHARED DISPOSITIVE POWER
10
128,425
- -------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
128,425
- -------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES |_|
12
- -------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
4.96%
- -------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
IN
- -------------------------------------------------------------------------------
<PAGE>
SCHEDULE 13D
CUSIP No. 615836 10 3 Page 5 of 17 Pages
- -------------------------------------------------------------------------------
NAME OF REPORTING PERSON
SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1
Cundill Value Fund
N/A
- -------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |X|
2
- -------------------------------------------------------------------------------
SEC USE ONLY
3
- -------------------------------------------------------------------------------
SOURCE OF FUNDS
4
OO
- -------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |_|
5
- -------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
Canada
- -------------------------------------------------------------------------------
SOLE VOTING POWER
NUMBER OF 7
SHARES 0
BENEFICIALLY --------------------------------------------------------
OWNED BY SHARED VOTING POWER
EACH 8
REPORTING 128,425
PERSON --------------------------------------------------------
WITH SOLE DISPOSITIVE POWER
9
0
--------------------------------------------------------
SHARED DISPOSITIVE POWER
10
128,425
- -------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
128,425
- -------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES |_|
12
- -------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
4.96%
- -------------------------------------------------------------------------------
TYPE OF REPORTING PERSON
14
OO
- -------------------------------------------------------------------------------
<PAGE>
Page 6 of 17 Pages
This Amendment No. 7 to Statement on Schedule 13D, originally filed on
March 12, 1991, as amended by Amendment No. 1 filed on February 13, 1992,
Amendment No. 2 filed on March 1, 1993, Amendment No. 3 filed on February 1,
1994, Amendment No. 4 filed on September 14, 1994, Amendment No. 5 filed on
February 24, 1995, and Amendment No. 6 filed on January 26,1996 is being filed
by Peter Cundill & Associates (Bermuda) Ltd., a Bermuda corporation ("PCB"),
Peter Cundill Holdings (Bermuda) Ltd., a Bermuda corporation ("Holdings"),
Cundill Value Fund, an unincorporated mutual fund trust governed by the laws of
British Columbia ("Value Fund") and F. Peter Cundill, a Canadian citizen
residing in England ("Cundill") (PCB, Holdings, Value Fund and Cundill are
sometimes also referred to herein individually as a "Reporting Person" and
collectively as "Reporting Persons"), to reflect amendments to Items 2, 3 and 5
as follows:
ITEM 2 IS HEREBY AMENDED AND RESTATED TO READ AS FOLLOWS IN ITS ENTIRETY:
ITEM 2. Identity and Background.
This Statement is being filed by the Reporting Persons. Further
information regarding the identity and background of the Reporting Persons is as
follows:
A. PCB
(1) PCB is an investment advisor organized under the laws of Bermuda.
Its address is:
15 Alton Hill
Southampton SN 01
Bermuda
The officers of PCB are:
Name Office
F. Peter Cundill President
John R. Talbot Vice President
and Secretary
Maureen J. Crocker Vice President
(2) The business or residence address, citizenship, and present
principal occupation of PCB's officers and directors are as follows:
Name: F. Peter Cundill
Position: President and Director
Business Address: Grosvenor House, Apt. 104
Park Lane
London, England
Citizenship: Canadian
Principal Occupation: Investment Advisor
<PAGE>
Page 7 of 17 Pages
Name: John R. Talbot
Position: Vice President, Secretary
and Director
Business Address: The Corner House
Church & Parliament Streets
Hamilton, Bermuda
Citizenship: British
Principal Occupation: Director, Vice President
& Manager, Roche International Ltd.
Name: Maureen J. Crocker
Position: Vice President
Business Address: 1200 Sun Life Plaza
1100 Melville Street
Vancouver, B.C. V6E 4A6
Citizenship: Canadian
Principal Occupation: Executive Assistant to
F. Peter Cundill
Name: Nicolas G. Trollope
Position: Director
Business Address: Clarendon House
Church Street
Hamilton, Bermuda
Citizenship: British
Principal Occupation: Partner in the law
firm of Conyers, Dill
& Pearman
<PAGE>
Page 8 of 17 Pages
Name: Stephen W. Kempe
Position: Director
Business Address: 65 Front Street
Hamilton, Bermuda
Citizenship: British
Principal Occupation: Executive Vice President,
Bank of N.T.
Butterfield & Son Ltd.
Name: Graham B.R. Collis
Position: Director
Business Address: Clarendon House
Church Street
Hamilton, Bermuda
Citizenship: British
Principal Occupation: Partner in the law
firm of Conyers, Dill &
Pearman
(3) Holdings is a controlling person of PCB. Information as required by
this Item 2 is furnished in Part B of this Item 2.
B. Holdings.
(1) Holdings is a Bermuda corporation. Its address is:
15 Alton Hill
Southampton SN 01
Bermuda
The officers of Holdings are:
Name Office
F. Peter Cundill President
John R. Talbot Vice President
and Secretary
(2) The names of the officers and directors are as follows (the
business or residence address, citizenship and present principal occupation of
each individual as required by this Item 2 are provided in Part A of this Item
2):
Name: F. Peter Cundill
Office: President and Director
<PAGE>
Page 9 of 17 Pages
Name: John R. Talbot
Office: Vice President, Secretary
and Director
Name: Stephen W. Kempe
Office: Director
Name: Graham B.R. Collis
Office: Director
Name: Nicolas G. Trollope
Office: Director
(3) Cundill is a controlling person of Holdings. Information as
required by this Item 2 is furnished in Part A of this Item 2.
C. Cundill.
The business or residence address, citizenship, and present principal
occupation of Cundill and other information as required by this Item 2 are
furnished in Part A of this Item 2.
D. Value Fund
(1) The Value Fund is a mutual fund trust governed by the laws of
British Columbia pursuant to a Master Declaration of Trust dated June 1, 1995
and executed by The Trust Company of Bank of Montreal as Trustee. The Value Fund
is managed by Peter Cundill & Associates Ltd., a company incorporated under the
laws of British Columbia. Its address is:
1200 Sun Life Plaza
1100 Melville Street
Vancouver, B.C. V6E 4A6
The officers of the Manager, Peter Cundill & Associates Ltd. are:
Name Office
Brian L. McDermott Chairman
Kerry A. Ho President and C.E.O.
Tim A. McElvaine Executive Vice President Investments
Margaret A. Vrabel V.P. Finance, Secretary and Treasurer
Mark C. Stevens V.P. Investments
<PAGE>
Page 10 of 17 Pages
(2) The business or residence address, citizenship and present
principal occupation of the officers and directors of the Manager, Peter Cundill
& Associates Ltd., are as follows:
Name: Kerry A. Ho
Position: Director, President and C.E.O.
Business Address: 1200 Sun Life Plaza
1100 Melville Street
Vancouver, B.C. V6E 4A6
Citizenship: Canadian
Principal Occupation: President and C.E.O.
Name: Mark C. Stevens
Position: Director, Vice President Investments
Business Address: 1200 Sun Life Plaza
1100 Melville Street
Vancouver, B.C. V6E 4A6
Citizenship: Canadian
Principal Occupation: Vice President Investments
Name: Margaret A. Vrabel
Position: Director, V.P. Finance, Secretary,
Treasurer
Business Address: 1200 Sun Life Plaza
1100 Melville Street
Vancouver, B.C. V6E 4A6
Citizenship: Canadian
Principal Occupation: V.P. Finance, Secretary, Treasurer
Name: Tim A. McElvaine
Position: Director, Executive V.P. Investments
Business Address: Suite 304
177 Wellington Avenue
Kingston, Ontario K7L 3E3
Citizenship: Canadian
Principal Occupation: Executive V.P. Investments
Name: Brian L. McDermott
Position: Director, Chairman
Business Address: 1470 East Valley Road
Suite A1
Santa Barbara, California 93108
Principal Occupation: Managing Director, Peter Cundill &
Associates, Inc.
<PAGE>
Page 11 of 17 Pages
(3) The business or residence address, citizenship and present
principal occupation of the Governors of the Value Fund are as follows:
Name: F. Peter Cundill
Position: Governor
Business Address: Grosvenor House, Apt. 104
Park Lane
London W1A 3AA, England
Citizenship: Canadian
Principal Occupation: Investment Advisor
Name: Michael A. Meighen, Q.C.
Position: Governor
Business Address: Box 11, 11th Floor
Merrill Lynch Canada Tower
Sun Life Centre, 200 King Street West
Toronto, Ontario M5H 3T4
Citizenship: Canadian
Principal Occupation: Counsel to Law Firm Meighen & Demers
Name: O. Margaret Davidson
Position: Governor
Business Address: Suite 900
1130 Sherbrooke Street West
Montreal, Quebec H3A 2S7
Citizenship: Canadian
Principal Occupation: Managing Director, Private Asset
Management, TD Asset Management Inc.
Name: Helen M. Meyer
Position: Governor
Business Address: Windridge, R.R. #1
Ontario N0B 1T0
Citizenship: Canadian
Principal Occupation: President, Meyer Corporate Valuations
Ltd.
Name: Bryan J. Reynolds
Position: Governor
Business Address: 1200 Sun Life Plaza
1100 Melville Street
Vancouver, BC V6E 4A6
Citizenship: Canadian
Principal Occupation: President, Advent Capital Inc.
<PAGE>
Page 12 of 17 Pages
Name: Peter W. Webster
Position: Governor
Business Address: 4685 Bellevue Drive
Vancouver, BC V6R 1E7
Citizenship: Canadian
Principal Occupation: President, Petwyn Investments Limited
Name: Mark C. Stevens
Position: Governor
Business Address: 1200 Sun Life Plaza
1100 Melville Street
Vancouver, BC V6E 4A6
Citizenship: Canadian
Principal Occupation: Vice President Investments,
Peter Cundill & Associates Ltd.
Name: Kerry A. Ho
Position: Governor
Business Address: 1200 Sun Life Plaza
1100 Melville Street
Vancouver, BC V6E 4A6
Citizenship: Canadian
Principal Occupation: President and C.E.O., Peter Cundill
& Associates Ltd.
E. Proceedings.
During the last five years none of the Reporting Persons nor, to the
best knowledge of the Reporting Persons, the executive officers, directors or
controlling persons of any Reporting Person have been convicted in any criminal
proceeding (excluding traffic violations or similar misdemeanors) or have been
parties to any civil, judicial or administrative proceeding as a result of which
any Reporting Person or such executive officer, director or controlling person
was or is subject to any judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
ITEM 3 IS HEREBY AMENDED AND RESTATED TO READ AS FOLLOWS IN ITS ENTIRETY:
Item 3. Source and Amount of Funds or Other Consideration.
The Shares herein reported as being beneficially owned by the Reporting
Persons were acquired as follows:
(1) Acting on behalf of Cundill Value Fund, an unincorporated
mutual fund trust governed by the laws of British Columbia (which is
the continuation of and successor to Cundill Value Fund Ltd.) ("Value
Fund"), PCB purchased a total of 128,425 Shares in open market
transactions for an aggregate consideration (exclusive of brokers'
commissions) of $2,802,830.00. To the best knowledge of the Reporting
Persons, the funds used in such purchases were from Value Fund's
existing available investment capital and none of the consideration
for such Shares was represented by borrowed funds.
Individually neither PCB nor Cundill beneficially own 5% or more
of the Shares. Due to the investment management services provided by
PCB to Value Fund, PCB could be deemed a beneficial owner of all
Shares purchased in the transactions described in subitem (1).
All dollar amounts are in United States dollars.
ITEM 5 IS HEREBY AMENDED AND RESTATED TO READ AS FOLLOWS IN ITS ENTIRETY:
Item 5. Interest in Securities of the Issuer.
The number of Shares which may be deemed to be beneficially owned by
the Reporting Persons are as follows:
Shares Deemed to be Nature of Percentage
Beneficially Owned By: Ownership of Class
(A) PCB:
128,425 Sole Voting and Sole
Dispositive Power (1) 4.96%
----
128,425 4.96%
======= ====
<PAGE>
Page 13 of 17 Pages
(B) Holdings:
128,425 Shared Voting and Shared
Dispositive Power (2) 4.96%
----
128,425 4.96%
======= ====
(C) Cundill:
128,425 Shared Voting and Shared
Dispositive Power (3) 4.96%
----
128,425 4.96%
======= ====
- ----------------------------
(1) Such Shares are owned by Value Fund, the investment portfolio of which
entity is managed by PCB. PCB has sole dispositive power and sole voting
power under an agreement dated as of June 1, 1995. The economic interest in
such Shares is held by Value Fund.
(2) Holdings, because it owns a controlling portion of the outstanding stock of
PCB, could be deemed to share the power to vote and dispose or direct the
disposition of such Shares.
(3) Cundill, because he owns a controlling portion of the outstanding stock of
Holdings, which owns a controlling portion of the outstanding stock of PCB,
could be deemed to share the power to vote and dispose or direct the
disposition of such Shares.
TRANSACTIONS
No transactions in the Shares have been effected by the Reporting Persons
or to the best knowledge of the Reporting Persons, by any executive officer,
director, affiliate or subsidiary thereof during the last 60 days, except the
following transactions, each of which was made in a broker's transaction in the
open market.
<PAGE>
Reporting Sale/ No. of Price Per
Person Purchase Date Shares Share
PCB on Sale 1/29/98 500 $ 35.00
behalf of " 1/29/98 500 $ 35.00
PCA " 1/29/98 500 $ 35.00
" 2/2/98 2,500 $ 35.00
" 2/2/98 2,500 $ 35.00
" 2/2/98 2,500 $ 35.00
" 2/4/98 750 $ 35.50
" 2/4/98 750 $ 35.50
" 2/4/98 750 $ 35.50
" 2/27/98 2,500 $ 34.50
" 2/27/98 2,500 $ 34.50
" 2/27/98 2,500 $ 34.50
" 3/5/98 8,702 $ 33.75
" 3/5/98 5,123 $ 33.75
" 3/5/98 6,950 $ 33.75
PCB on Sale 1/29/98 500 $ 35.00
behalf of " 2/2/98 2,500 $ 35.00
Value Fund " 2/4/98 750 $ 35.50
" 2/27/98 2,500 $ 34.50
" 3/5/98 3,325 $ 33.75
" 3/6/98 11,900 $ 33.52
Item 5(e).
As of March 6, 1998, the Reporting Persons ceased to be the beneficial
owners of more than 5% of the subject Shares.
Item 7. Materials Filed as Exhibits.
In accordance with Rule 101(a)(2)(ii) of Regulation S-T, the following
exhibits which have been previously filed in paper format are not required to be
restated electronically and are incorporated by reference herein.
Exhibit 1 - Agreement dated December 28, 1984 between
PCB and PCA (previously filed as Exhibit 1
to Item 7 of Amendment No. 1 to this
Schedule 13D filed on February 13, 1992).
Exhibit 2 - Master Investment Counsel Agreement dated
June 1, 1995 between PCB and the Trustee
of Value Fund (Incorporated by reference
to Exhibit D to Item 7 of Amendment No. 9
to Schedule 13D filed by the Reporting
Persons on October 12, 1995 with respect
to the common stock of BRL Enterprises,
Inc.)
Exhibit 3 - Power of Attorney for Peter Cundill &
Associates (Bermuda) Ltd (Incorporated by
reference to Exhibit A to Item 7 of
Amendment No. 9 to Schedule 13D filed by
the Reporting Persons on October 12, 1995
with respect to the common stock of BRL
Enterprises, Inc.)
Exhibit 4 - Power of Attorney for Peter Cundill
Holdings (Bermuda) Ltd (Incorporated by
reference to Exhibit B to Item 7 of
Amendment No. 9 to Schedule 13D filed by
the Reporting Persons on October 12, 1995
with respect to the common stock of BRL
Enterprises, Inc.)
Exhibit 5 - Power of Attorney for F. Peter Cundill
(Incorporated by reference to Exhibit C to
Item 7 of Amendment No. 9 to Schedule 13D
filed by the Reporting Persons on October
12, 1995 with respect to the common stock
of BRL Enterprises, Inc.)
Exhibit 6 - Power of Attorney for Cundill Value Fund
(Incorporated by reference to Exhibit 1 to
Item 7 of Amendment No. 6 to Schedule 13D
filed by the Reporting Persons on June 7,
1996 with respect to the common stock of
Elsinore Corporation).
<PAGE>
SIGNATURES
The undersigned certify, after reasonable inquiry and to the best
knowledge and belief of the undersigned, that the information set forth in this
Statement is true, complete and correct. The undersigned agree to the filing of
this single Amendment No. 7 to Statement on Schedule 13D.
PETER CUNDILL & ASSOCIATES
(BERMUDA) LTD.
Date: March 9, 1998 By: /s/Patrick W.D. Turley
----------------------
Patrick W.D. Turley
Attorney-in-Fact*
PETER CUNDILL HOLDINGS
(BERMUDA) LTD.
Date: March 9, 1998 By: /s/Patrick W.D. Turley
----------------------
Patrick W.D. Turley
Attorney-in-Fact*
F. PETER CUNDILL
Date: March 9, 1998 By: /s/Patrick W.D. Turley
----------------------
Patrick W.D. Turley
Attorney-in-Fact*
CUNDILL VALUE FUND
Date: March 9, 1998 By: /s/Patrick W.D. Turley
----------------------
Patrick W.D. Turley
Attorney-in-Fact*
*Pursuant to Power of Attorney on file with the Commission and incorporated by
reference herein.
