424B3

February 13, 2004

  

Registration No. 333-29885

Prospectus Supplement No. 13

  

Filed Pursuant to Rule 424(b)(3)

to Re-Offer Prospectus dated June 24, 1997

  

and Rule 424(c)

 

PROSPECTUS SUPPLEMENT NO. 13

to

RE-OFFER PROSPECTUS DATED JUNE 24, 1997

 

 

HUNGARIAN TELEPHONE AND CABLE CORP.

 

 

The following information updates the Company’s addresses and telephone numbers and the “Selling Stockholders” section, in its entirety, of the re-offer prospectus dated June 24, 1997 as supplemented (the “Prospectus”) covering reoffers and resales by affiliates of Hungarian Telephone and Cable Corp. and others of common stock, par value $0.001 per share, which were acquired, or may be acquired, under Hungarian Telephone and Cable Corp.’s 2002 Incentive Stock Option Plan, Non-Employee Director Stock Option Plan, or certain employment agreements between Hungarian Telephone and Cable Corp. and certain persons. The Prospectus was filed with the Securities and Exchange Commission as part of Registration Statement No. 333-29885.

 

Updated Company Addresses and Telephone Numbers

 

All references to the Company’s or Registrant’s United States address and telephone number should reference the Company’s current United States address and telephone number: 1201 Third Avenue, Suite 3400, Seattle, WA 98101-3034, telephone number 206-654-0204. All references to the Company’s or Registrant’s Budapest, Hungary address and telephone number should reference the Company’s current Budapest, Hungary address and telephone number: Terez krt. 46, H-1066, Budapest, Hungary, telephone number 011-361-474-7700.

 

The “Selling Stockholders” section is updated and restated in its entirety as follows:

 

SELLING STOCKHOLDERS

 

The Shares that may be offered for sale from time to time by the Selling Stockholders consist of Shares that were acquired or may be acquired by such Selling Stockholders pursuant to either the Incentive Plan or the Director Plan or certain of some of their individual employment agreements.

 

The following table sets forth the name of each Selling Stockholder, the nature of his position with the Company, the number of Shares of Common Stock owned by each Selling Stockholder prior to the offering, and the number of Shares and (if one percent or more) the percentage of the class to be owned by such Selling Stockholder after the offering.

Name and Title

    Shares
Owned Prior
to Offering
    Shares
Offered
Hereby
    Shares
Owned After
Offering
    Percent

Frank R. Cohen

former Director, Chief

Financial Officer and

Treasurer

    81,750    56,750    25,000    *

Daryl A. Ferguson

Director

    25,413    20,000    5,413    *

Thomas Gelting

Director

    11,284    11,284    0    *

Robert Genova

former Director,

President

and Chief Executive

Officer

    224,247    168,247    56,000    *

Torben V. Holm

Director

    20,000    20,000    0    *

William McGann

Controller

    56,200    55,000    1,200    *

Peter T. Noone

General Counsel

    70,100    70,000    100    *

John B. Ryan

Director

    41,000    40,000    1,000    *

William E. Starkey

Director

    40,000    40,000    0    *

Leonard Tow

Director

    20,000    20,000    0    *
    
  
  
    
     589,994    501,281    88,713     
    
  
  
    

 

* Represents as to each Selling Stockholder less than 1% of the shares of Common Stock outstanding.

 

Note: 232,090 of such shares previously offered were subsequently sold. The remaining 413,126 Shares offered in this Re-Offer Prospectus may be re-offered from time to time by certain of the officers and directors listed above or by other officers and/or directors. This Re-Offer Prospectus will be supplemented by amendment from time to time as their names and the amounts of Shares to be re-offered become known.

 

 

The date of this Re-Offer Prospectus Supplement No. 13 is February 13, 2004.