FIVE STAR PRODUCTS INC

election_required = True...s properly tendered and not properly withdrawn by any "odd lot holder" (as defined below) who: o tenders all shares owned (beneficially or of record) by the odd lot holder (tenders of less than all the shares owned will not qualify for this preference); and o completes the section entitled "Odd Lots" in the letter of transmittal and, if applicable, in the notice of guaranteed delivery. o Second, after the purchase of all the shares properly tendered by odd lot holders and subject to the conditional tender procedures described under "- Conditional Tender Procedures," all other shares properly tendered, on a pro rata basis with appropriate adjustments to avoid pur...

expiry = 2004-03-16...se Up To 5,000,000 Shares Of Common Stock Of Five Star Products, Inc. -------------------------------------------------------------------------------- Our Offer And Your Right To Withdraw Your Shares Will Expire At 5:00 P.M., Eastern Time, on Tuesday, March 16, 2004 Unless The Offer Is Extended -------------------------------------------------------------------------------- Five Star Products, Inc. is: o offering to purchase up to 5,000,000 of its common shares in a tender offer, and o offering to pur...

must_tender_all = True...our offer my sgares will you purchase? may not be purchased. If more than 5,000,000 shares are tendered, we will purchase shares based on the following order of priority: o First, we will purchase shares from all holders of "odd lots" of less than 100 shares who properly tender all of their shares. o Second, we will purchase shares from all other stockholders who properly tender shares, on a pro rata basis, subject to the conditional tender provisions described under "The Offer - Conditional Tender Procedures." As a result, we will purchase the same percentage of shares from each tendering stockholder in this second category. We w...

price = USD 0.21...------------------------------- Five Star Products, Inc. is: o offering to purchase up to 5,000,000 of its common shares in a tender offer, and o offering to purchase these shares at a price of $0.21 per share in cash. If You Want To Tender Your Shares Into Our Offer, You Should: o specify the amount of shares you want to tender, and o follow the instructions in this document and the related documents, including the accompanying lett...

threshold = 100...we do so, the preceding provisions will apply to the greater number of shares. Odd Lots. For purposes of our offer, the term "odd lots" means all shares properly tendered before the expiration date and not properly withdrawn by any person, referred to as an "odd lot holder," who owns, beneficially or of record, a total of fewer than 100 shares and certifies to that fact in the "Odd Lots" box on the letter of transmittal and, if applicable, on the notice of guaranteed delivery. As set forth above, odd lots will be accepted for payment before proration, if any, of the purchase of other tendered shares. To qualify for this preference, an odd lot holder must tender all shares owne...

txn_type = TENDER_OFFEREX-99 3 ex99a1i.txt OFFER TO PURCHASE Exhibit 99(a)(1)(i) (FIVE STAR PRODUCTS, INC. LOGO) FIVE STAR PRODUCTS, INC. 777 Westchester Avenue White Plains, New York 10604 Offer To Purchase Up To 5,000,000 Shares Of Common Stock Of Five Star Products, Inc. -------------------------------------------------------------------------------- Our Offer And Your Right To Withdraw Your Sh...