<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of September , 1999
---------------------------------------
Frontline Ltd.
- -----------------------------------------------------------------
(Translation of registrant's name into English)
Mercury House, 101 Front Street, Hamilton, HM 12, Bermuda
- -----------------------------------------------------------------
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F
Form 20-F ___X___ Form 40-F _______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes _______ No ___X___
If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b): 82-___________
<PAGE>
PRESS RELEASE
ICB Shipping AB, Frontline and John Angelicoussis
agree on solution to ICB Stalemate
By an agreement signed today, Frontline AB has acquired ICB
shares previously owned by the so-called "A group" consortium in
ICB Shipping including those controlled by board members and ICB
shares controlled by the Angelicoussis family. Frontline, as a
result of the acquisitions, increases its shareholding in ICB to
approximately 90% of the capital and 93 % of the votes. The price
per ICB B shares is SEK 72,58, which reflects the Net Asset Value
of ICB. In addition there is a control Premium equal to SEK 40
per share for ICB A shares acquired, which gives a price of SEK
112,58 per ICB A share. The NAV of ICB has been calculated based
on five independent shipbrokers' appraisals, and includes
estimates of cash flow up to the closing date.
The Board of ICB has in connection with this transaction decided
to sell four of the company's VLCC ships to a newly established
company, ACOL Tankers Ltd. The main shareholder in this company
will be the Angelicoussis family. A number of the members of the
old A-shareholders, among others Clarence Dybeck, Hans Laurin,
Bernt Magnusson and Sture Odner, will also participate in this
company. The four ships sold from ICB to ACOL are Irian, Ambon,
Flores and Mindoro. The price is USD 189 million. The price is
based on and in accordance with valuations given by the five
independent shipbrokers. It is the owners intention to go public
with ACOL Tankers. The four ships are today employed on the spot
market.
ACOL has in addition to the four ships also acquired ICB's 30%
ownership in Stockholm Chartering at a price equal to book value
of the shares. The existing exclusivity agreement between
Stockholm Chartering and ICB Shipping is terminated.
The entire transaction will be consumated by Monday 27th.
The Board of ICB will call an extraordinary shareholders meeting
in ICB to be held in October. The meeting is called, i.a., to
elect a new ICB board.
The parties to the transaction have assured that they will, to
the extent of their influence, terminate all actions against ICB
and ICB Board members individually.
Through completion of these transactions the two-year-old
stalemate in ICB Shipping is closed.
<PAGE>
Frontline intends to co-ordinate the activities of ICB and
Frontline into the existing Frontline organisation. As a result
of the change of control in ICB, part of ICB existing financing
will have to be refinanced. Frontline will seek to refinance ICB
as soon as possible, and thereafter give a public bid for the
remaining shares within six month of today. The Board of ICB has,
in connection with the closing, received certain assurances and
guarantees from Frontline in order to secure a fair treatment of
the minorities in ICB.
In a comment to the transaction ICB Chairman Clarence Dybeck
says: "It has been important for the Board to find a solution to
the blocked ownership situation in the Company. It has been very
difficult negotiations, which more or less have lasted since the
summer of 1998. We feel that what we have agreed to is a creative
solution. The price Frontline has paid for the B shares represent
a fair value of the company as of today. It has been of special
importance for the Board to get necessary guarantees to secure a
fair treatment of the minorities. It is, however, with regret I
note that through this agreement Sweden loses another shipping
company."
Chairman of the Astro Group John Angelicoussis says: "Through the
establishment of ACOL Tankers, the acquisition of ICB's four
VLCC's and the acquisition of a major part of Stockholm
Chartering AB we feel that we have put the past behind us and
that we are in an excellent position to develop ACOL. A
combination of our technical management, the commercial strength
of Stockholm Chartering, and a modern fleet, has always been the
idea behind our involvement in ICB."
Chairman in Frontline John Fredriksen says: "We have finally
concluded what we set up as a target two years ago. A
consolidation of ICB and Frontline makes good sense. By adding
another six Suezmax tankers to the existing Frontline fleet of 19
we have increased our market position in what we see as the most
interesting segment of the tanker market. Through consolidation
of ICB we have also strengthened Frontline's financial position.
We have taken over one of the best operated shipping companies in
the world, and we are hopeful that this will strengthen
Frontlines operation further. With a fleet of totally 37 Suezmax
and VLCC tankers all built after 1990 we are uniquely positioned
to serve our clients in the future."
Stockholm 23 September, 1999
ICB Shipping AB (publ) Frontline Ltd Acol Tankers Ltd
<PAGE>
Contact persons:
ICB Shipping AB, tel. +46-8-613 3030:
Mr Clarence Dybeck, Mr Ola Lorentzon and Mr Karl Molander.
ACOL Tankers Ltd, tel. +44-171-828 33 88:
Mr John Angelicoussis, Mr Dimitri Stylianou +30 1 422 45 00
Frontline Ltd, tel. +47-23 11 40 00
Mr Tor-Olav Troim and Mr Tom Jebsen.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorised.
Frontline Ltd.
-------------------------------
(Registrant)
Date September 23, 1999 By /s/ Kate Blankenship
---------------------- -------------------------------
Kate Blankenship
Secretary
02089006.AB6
