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Document Preview Letter of Transmittal |
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Title: |
Letter of Transmittal |
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Entities: |
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Date: |
2002 |
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Preview shows 8KB of 31KB total |
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$46 |
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ID: |
#1300118 |
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LETTER OF TRANSMITTAL
To Tender
Unregistered 9-3/8% Senior Subordinated Notes due 2011
(Including Those in Book-Entry Form)
of
DRESSER, INC.
PURSUANT TO THE EXCHANGE OFFER AND PROSPECTUS DATED ______________
THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M.,
NEW YORK CITY TIME, ON ______________ (THE "EXPIRATION DATE"),
UNLESS THE EXCHANGE OFFER IS EXTENDED BY THE COMPANY.
The Exchange Agent for the Exchange Offer is:
State Street Bank and Trust Company
Deliver to:
By Registered or Certified Mail, Hand Delivery
or Overnight Courier:
State Street Bank and Trust Company
Corporate Trust Department, 5th Floor
2 Avenue de Lafayette
Boston, MA 02111
Attn: Johnnie Kindell
By Facsimile:
(Eligible Institutions Only)
(617) 662-1452
For Information or
Confirmation by Telephone:
(617) 662-1553
Originals of all documents sent by facsimile should be sent promptly by
registered or certified mail, by hand or by overnight delivery service.
Delivery of this Letter of Transmittal to an address or transmission of
instructions via facsimile other than as set forth above will not constitute a
valid delivery.
If you wish to exchange unregistered 9-3/8% Senior Subordinated Notes
due 2011 (The "Old Notes"), for an equal aggregate principal amount of
registered 9-3/8% Senior Subordinated Notes due 2011 (The "New Notes"), pursuant
to the exchange offer, you must validly tender (and not withdraw) Old Notes to
the exchange agent prior to the Expiration Date.
SIGNATURES MUST BE PROVIDED.
PLEASE READ THE ACCOMPANYING INSTRUCTIONS CAREFULLY BEFORE
COMPLETING THIS LETTER OF TRANSMITTAL
1
<PAGE>
This Letter of Transmittal is to be completed by holders of Old Notes
either if Old Notes are to be forwarded herewith or if tenders of Old Notes are
to be made by book-entry transfer to an account maintained by State Street Bank
and Trust Company (the "Exchange Agent") at The Depository Trust Company
pursuant to the procedures set forth in "The Exchange Offer-Procedures for
Tendering" in the Prospectus (as defined).
Holders of Old Notes whose certificates for such Old Notes are not
immediately available or who cannot deliver their certificates and all other
required documents to the Exchange Agent on or prior to the Expiration Date or
who cannot complete the procedures for book-entry transfer on a timely basis
must tender their Old Notes according to the guaranteed delivery procedures set
forth in "The Exchange Offer-Guaranteed Delivery Procedures" in the Prospectus.
DESCRIPTION OF TENDERED OLD NOTES
<TABLE>
<CAPTION>
AGGREGATE
NAMES(S) AND ADDRESS(ES) OF REGISTERED OWNER(S) CERTIFICATE PRINCIPAL AMOUNT
AS IT APPEARS ON THE 9-3/8% SENIOR SUBORDINATED NOTES DUE 2011 NUMBER(S) OF OLD NOTES
(PLEASE FILL IN, IF BLANK) OF OLD NOTES TENDERED
<S> <C> <C>
TOTAL PRINCIPAL AMOUNT OF
OLD NOTES TENDERED
</TABLE>
2
<PAGE>
(BOXES BELOW TO BE CHECKED BY ELIGIBLE INSTITUTIONS ONLY)
[ ] CHECK HERE IF TENDERED OLD NOTES ARE BEING DELIVERED BY BOOK-ENTRY
TRANSFER MADE TO THE ACCOUNT MAINTAINED BY THE EXCHANGE AGENT WITH THE
BOOK-ENTRY TRANSFER FACILITY AND COMPLETE THE FOLLOWING:
Name of Tendering Institution
-----------------------------------------
Account Number
--------------------------------------------------------
Transaction Code Number
-----------------------------------------------
[ ] CHECK HERE AND ENCLOSE A COPY OF THE NOTICE OF GUARANTEED DELIVERY IF
TENDERED NOTES ARE BEING DELIVERED PURSUANT TO A NOTICE OF GUARANTEED
DELIVERY AND COMPLETE THE FOLLOWING:
Name of Registered Holder(s)
-------------------------------------------
Window Ticket Number (if any)
-----------------------------------------
Date of Execution of Notice of Guaranteed Delivery
--------------------
Name of Institution which Guaranteed Delivery
-------------------------
If Guaranteed Delivery is to be made by Book-Entry Transfer:
Name of Tendering Institution
-----------------------------------------
Account Number
--------------------------------------------------------
Transaction Code Number
-----------------------------------------------
[ ] CHECK HERE IF TENDERED BY BOOK-ENTRY TRANSFER AND NON- EXCHANGED OLD
NOTES ARE TO BE RETURNED BY CREDITING THE BOOK-ENTRY TRANSFER FACILITY
ACCOUNT NUMBER SET FORTH ABOVE.
[ ] CHECK HERE IF YOU ARE A BROKER-DEALER WHO ACQUIRED THE OLD NOTES FOR
ITS OWN ACCOUNT AS A RESULT OF MARKET MAKING OR OTHER TRADING
ACTIVITIES (A "PARTICIPATING BROKER-DEALER") AND WISH TO RECEIVE 10
ADDITIONAL COPIES OF THE PROSPECTUS AND 10 COPIES OF ANY AMENDMENTS OR
SUPPLEMENTS THERETO.
Name:
-----------------------------------------------------------------
Address:
--------------------------------------------------------------
3
<PAGE>
Ladies and Gentlemen:
1. The undersigned hereby tenders to Dresser, Inc., a Delaware
corporation (the "Company"), the Old Notes, described above, pursuant to the
Company's offer of $1,000 principal amount of the New Notes in exchange for each
$1,000 principal amount of the Old Notes, upon the terms and subject to the
conditions contained in the Prospectus dated (the "Prospectus"), receipt of
which is hereby acknowledged, and in this Letter of Transmittal (which together
constitute the "Exchange Offer").
2. The undersigned hereby represents and warrants that it has
full authority to tender the Old Notes described above. The undersigned will,
upon request, execute and deliver any additional documents deemed by the Company
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