SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 14, 2002
THE PITTSTON COMPANY
(Exact Name of registrant as specified in its charter)
Virginia 1-9148 54-1317776
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of Incorporation)
1801 Bayberry Court
P. O. Box 18100
Richmond, VA 23226-8100
(Address of principal (Zip Code)
executive offices)
(804)289-9600
(Registrant's telephone number, including area code)
Item 9 Regulation FD Disclosure
On August 14, 2002, pursuant to Securities and Exchange Commission
Order No. 4-460 requiring the filing of sworn statements pursuant to Section
21(a)(1) of the Securities Exchange Act of 1934, as amended, the Registrant
delivered to the Securities and Exchange Commission (the "Commission") sworn
statements of Michael T. Dan, the Registrant's principal executive officer, and
Robert T. Ritter, the Registrant's principal financial officer, both in the form
specified by the Commission. Conformed copies of the sworn statements are
attached hereto as Exhibits 99.1 and 99.2.
On August 14, 2002, the Registrant filed with the Commission its
Quarterly Report on Form 10-Q for the period ended June 30, 2002 accompanied by
the certifications of Michael T. Dan, the Registrant's chief executive officer,
and Robert T. Ritter, the Registrant's chief financial officer, required
pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002. Conformed copies of the certifications are attached
hereto as Exhibits 99.3 and 99.4.
EXHIBITS
99.1 Sworn Statement of Michael T. Dan, filed with the Securities and
Exchange Commission on August 14, 2002
99.2 Sworn Statement of Robert T. Ritter, filed with the Securities and
Exchange Commission on August 14, 2002
99.3 Certification of Michael T. Dan pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002
99.4 Certification of Robert T. Ritter pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002
SIGNATURE
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 hereunto duly authorized.
THE PITTSTON COMPANY
(Registrant)
By /s/ Robert T. Ritter
------------------------
Robert T. Ritter
Vice President and Chief
Financial Officer
Dated: August 14, 2002
EXHIBITS
Exhibit Description
99.1 Sworn Statement of Michael T. Dan, filed with the Securities and
Exchange Commission on August 14, 2002
99.2 Sworn Statement of Robert T. Ritter, filed with the Securities and
Exchange Commission on August 14, 2002
99.3 Certification of Michael T. Dan pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002
99.4 Certification of Robert T. Ritter pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002
Exhibit 99.1
Statement Under Oath of Principal Executive Officer
Regarding Facts and Circumstances Relating to Exchange Act Filings
I, Michael T. Dan, Chairman of the Board, President and Chief Executive
Officer of The Pittston Company, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered
reports of The Pittston Company, and, except as corrected or supplemented
in a subsequent covered report:
o no covered report contained an untrue statement of a material
fact as of the end of the period covered by such report (or in
the case of a report on Form 8-K or definitive proxy materials,
as of the date on which it was filed); and
o no covered report omitted to state a material fact necessary to
make the statements in the covered report, in light of the
circumstances under which they were made, not misleading as of
the end of the period covered by such report (or in the case of a
report on Form 8-K or definitive proxy materials, as of the date
on which it was filed).
(2) I have reviewed the contents of this statement with the Company's
audit committee.
(3) In this statement under oath, each of the following, if filed on or
before the date of this statement, is a "covered report":
o The Annual Report on Form 10-K of The Pittston Company, filed
with the Commission on March 22, 2002;
o all reports on Form 10-Q, all reports on Form 8-K and all
definitive proxy materials of The Pittston Company filed with the
Commission subsequent to the filing of the Form 10-K identified
above; and
o any amendments to any of the foregoing.
/s/ Michael T. Dan
- ------------------ Subscribed and sworn to before me this 14th day
Michael T. Dan of August 2002.
August 14, 2002
/s/ Sara R. Childress
---------------------
Notary Public
My Commission Expires: March 31, 2005
Exhibit 99.2
Statement Under Oath of Principal Financial Officer
Regarding Facts and Circumstances Relating to Exchange Act Filings
I, Robert T. Ritter, Vice President and Chief Financial Officer of The Pittston
Company, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered
reports of The Pittston Company, and, except as corrected or supplemented
in a subsequent covered report:
o no covered report contained an untrue statement of a material
fact as of the end of the period covered by such report (or in
the case of a report on Form 8-K or definitive proxy materials,
as of the date on which it was filed); and
o no covered report omitted to state a material fact necessary to
make the statements in the covered report, in light of the
circumstances under which they were made, not misleading as of
the end of the period covered by such report (or in the case of a
report on Form 8-K or definitive proxy materials, as of the date
on which it was filed).
(2) I have reviewed the contents of this statement with the Company's
audit committee.
(3) In this statement under oath, each of the following, if filed on or
before the date of this statement, is a "covered report":
o The Annual Report on Form 10-K of The Pittston Company, filed
with the Commission on March 22, 2002;
o all reports on Form 10-Q, all reports on Form 8-K and all
definitive proxy materials of The Pittston Company filed with the
Commission subsequent to the filing of the Form 10-K identified
above; and
o any amendments to any of the foregoing.
/s/ Robert T. Ritter
- -------------------- Subscribed and sworn to before me this 14th day
Robert T. Ritter of August 2002.
August 14, 2002
/s/ Sara R. Childress
---------------------
Notary Public
My Commission Expires: March 31, 2005
Exhibit 99.3
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report on Form 10-Q of The Pittston
Company (the "Company") for the period ending June 30, 2002 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Michael
T. Dan, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C.
ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002,
that:
(1) the Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
(2) the information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.
/s/ Michael T. Dan
- ------------------
Michael T. Dan
Chief Executive Officer
August 14, 2002
Exhibit 99.4
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report on Form 10-Q of The Pittston
Company (the "Company") for the period ending June 30, 2002 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Robert
T. Ritter, Chief Financial Officer of the Company, certify, pursuant to 18
U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of
2002, that:
(1) the Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended; and
(2) the information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.
/s/ Robert T. Ritter
- ---------------------
Robert T. Ritter
Chief Financial Officer
August 14, 2002