- Amended Statement of Beneficial Ownership (SC 13D/A)
December 15 2008 - 3:39PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.1)
(Final Amendment)*
eTelecare Global Solutions, Inc.
(Name of Issuer)
Common Shares, Ph2.00 par value
(Title of Class of Securities)
(CUSIP Number)
American International Group, Inc.
Kathleen E. Shannon
70 Pine Street, New York, New York 10270
Tel. No.: (212) 770-7000
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
(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
that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),
240.13d-l(f) or 240.13d-l(g), check the following box.
o
*The remainder of this cover page shall be filled out for a reporting persons 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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1
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NAMES OF REPORTING PERSONS.
American International Group, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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7
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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HC, CO
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1
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NAMES OF REPORTING PERSONS.
Philippine American Life and General Insurance Company
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Republic of the Philippines
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7
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IC, CO
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1
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NAMES OF REPORTING PERSONS.
AIG Life Holdings (International) LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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7
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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9
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SOLE DISPOSITIVE POWER
|
REPORTING
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PERSON
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0
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WITH
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10
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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0
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable
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o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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HC
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1
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NAMES OF REPORTING PERSONS.
American International Reinsurance Company, Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Bermuda
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7
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
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8
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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0
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EACH
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9
|
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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0
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WITH
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10
|
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SHARED DISPOSITIVE POWER
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0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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|
|
0
|
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12
|
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable
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|
|
o
|
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13
|
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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0%
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|
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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HC
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1
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NAMES OF REPORTING PERSONS.
American International Assurance Company (Bermuda) Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Bermuda
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7
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SOLE VOTING POWER
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NUMBER OF
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0
|
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|
|
SHARES
|
8
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
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|
OWNED BY
|
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0
|
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|
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EACH
|
9
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
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|
PERSON
|
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0
|
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|
|
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WITH
|
10
|
|
SHARED DISPOSITIVE POWER
|
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|
|
|
|
0
|
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|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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|
|
0
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12
|
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable
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|
o
|
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
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0%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO (limited liability company)
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1
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NAMES OF REPORTING PERSONS.
AIG Global Investment Corp. (Asia) Ltd.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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|
o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Bermuda
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7
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SOLE VOTING POWER
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NUMBER OF
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0
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SHARES
|
8
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
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|
OWNED BY
|
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0
|
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|
EACH
|
9
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
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|
PERSON
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0
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|
|
WITH
|
10
|
|
SHARED DISPOSITIVE POWER
|
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|
|
|
|
0
|
|
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
12
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable
|
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|
|
o
|
|
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
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|
0%
|
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|
|
14
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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|
OO (limited liability company)
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1
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NAMES OF REPORTING PERSONS.
AIG Asian Opportunity G.P., L.L.C.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
þ
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Cayman Islands
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7
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SOLE VOTING POWER
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NUMBER OF
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0
|
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|
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SHARES
|
8
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
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|
OWNED BY
|
|
0
|
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|
|
|
EACH
|
9
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
|
|
PERSON
|
|
0
|
|
|
|
|
WITH
|
10
|
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
12
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable
|
|
|
|
o
|
|
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
0%
|
|
|
|
14
|
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
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|
OO (limited liability company)
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1
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NAMES OF REPORTING PERSONS.
AIG Asian Opportunity Fund LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
|
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(b)
þ
|
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3
|
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SEC USE ONLY
|
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4
|
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
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|
OO
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5
|
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
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|
|
o
|
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|
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
|
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|
Cayman Islands
|
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|
|
|
|
7
|
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SOLE VOTING POWER
|
|
|
|
NUMBER OF
|
|
0
|
|
|
|
|
SHARES
|
8
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
|
|
OWNED BY
|
|
0
|
|
|
|
|
EACH
|
9
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
|
|
PERSON
|
|
0
|
|
|
|
|
WITH
|
10
|
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
0
|
|
|
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
0
|
|
|
|
12
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
Not Applicable
|
|
|
|
o
|
|
|
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
0%
|
|
|
|
14
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
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|
PN
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This Amendment No. 1 to Schedule 13D (this Amendment) amends the Schedule 13D filed on
September 29, 2008 (the Schedule 13D) by the Reporting Persons, relating to their beneficial
ownership of the common shares, par value PhP2.00 per share (the Shares), of eTelecare Global
Solutions, Inc., a corporation organized under the laws of the Republic of the Philippines (the
Issuer). Capitalized terms used herein and not otherwise defined in this Amendment have the
meanings set forth in the Schedule 13D. This Amendment is the final amendment to the Schedule 13D
and is an exit filing for the Reporting Persons.
Item 4. Purpose of Transaction
Item 4 is hereby amended by adding the following as the second to last paragraph thereof:
On December 11, 2008, BidCo completed the Offer to purchase all of the Issuers outstanding
Shares. The Reporting Persons tendered 2,457,832 Shares pursuant to the Offer as described below
in Item 5(c).
Item 5. Interest in Securities of the Issuer
Paragraphs (a), (b), (c) and (e) of Item 5 are hereby amended in their entirety to read as
follows:
(a) 0
(b) 0
(c) In the last sixty (60) days, the Reporting Persons sole transaction in the Shares
consisted of tendering Shares to BidCo pursuant to the Offer as follows:
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Date of Transaction
|
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Purchase or Sale
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Number of Shares
|
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Price Per Share
|
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December 11, 2008
|
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Sale
|
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2,457,832
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US$9.00
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(e) As a result of the Shares sold by the Reporting Persons in the Offer, effective as of
December 11, 2008, the Reporting Persons are no longer the beneficial owners of more than 5.0% of
the Shares. Accordingly, this Amendment is the final amendment to the Schedule 13D and is an exit
filing for the Reporting Persons.
Item 7. Purpose of Transaction
Exhibit 2.01: Agreement of Joint Filing among the Reporting Persons, dated December 15, 2008.
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.
Date: December 15, 2008
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AMERICAN INTERNATIONAL GROUP, INC.
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/s/ Win J. Neuger
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Signature
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Win J. Neuger
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Executive Vice President and Chief
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Investment Officer
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(Name/Title)
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PHILIPPINE AMERICAN LIFE AND
GENERAL INSURANCE COMPANY
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/s/ Jose L. Cuisia Jr.
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Signature
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Jose L. Cuisia Jr.
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President and CEO
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(Name/Title)
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AIG LIFE HOLDINGS
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(INTERNATIONAL) LLC
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/s/ Kathleen E. Shannon
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Signature
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Kathleen E. Shannon
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President
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(Name/Title)
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AMERICAN INTERNATIONAL
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REINSURANCE COMPANY, LTD.
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/s/ Stephen George Cubbon
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Signature
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Stephen George Cubbon
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President
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(Name/Title)
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AMERICAN INTERNATIONAL
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ASSURANCE COMPANY (BERMUDA)
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LIMITED
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/s/ John Chu
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Signature
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John Chu
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Executive Vice President and Chief Information
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Officer
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(Name/Title)
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AIG GLOBAL INVESTMENT CORP.
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(ASIA) LTD.
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/s/ Ada Tse
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Signature
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Ada Tse
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Director
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(Name/Title)
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AIG ASIAN OPPORTUNITY G.P., L.L.C.
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/s/ Ada Tse
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Signature
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Ada Tse
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Director
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(Name/Title)
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AIG ASIAN OPPORTUNITY FUND LP
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/s/ Ada Tse
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Signature
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Ada Tse
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Director of General Partner
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(Name/Title)
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