EX. 99.6 INSTR. TO TENDER--SR. SUBORDINATED NOTES
Published on November 5, 1998
EXHIBIT 99.6
BALL CORPORATION
INSTRUCTION TO REGISTERED HOLDER AND/OR DEPOSITORY
TRUST COMPANY PARTICIPANT FROM BENEFICIAL OWNER
FOR
OFFER TO EXCHANGE ITS
SERIES B 8 1/4% SENIOR SUBORDINATED NOTES DUE 2008
FOR ANY AND ALL OF ITS OUTSTANDING
SERIES A 8 1/4% SENIOR SUBORDINATED NOTES DUE 2008
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THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY
TIME, ON , 1998, UNLESS THE OFFER IS EXTENDED. TENDERS MAY BE
WITHDRAWN PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.
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To Registered Holder and/or Depository Trust Company Participant:
The undersigned hereby acknowledges receipt of the Prospectus dated
, 1998 (the "Prospectus") of Ball Corporation, an Indiana
corporation (the "Company"), and the accompanying Letter of Transmittal (the
"Letter of Transmittal"), that together constitute the Company's offer (the
"Exchange Offer") to exchange its Series B 8 1/4% Senior Subordinated Notes Due
2008 (the "Exchange Notes") for all of its outstanding Series A 8 1/4% Senior
Subordinated Notes Due 2008 (the "Outstanding Notes"). Capitalized terms used
but not defined herein have the meanings ascribed to them in the Prospectus.
This will instruct you, the registered holder and/or Depository Trust
Company Participant, as to the action to be taken by you relating to the
Exchange Offer with respect to the Outstanding Notes held by you for the account
of the undersigned.
The aggregate face amount of the Outstanding Notes held by you for the
account of the undersigned is (FILL IN AMOUNT):
$___________________ of the 8 1/4% Senior Subordinated Notes Due 2008.
With respect to the Exchange Offer, the undersigned hereby instructs you
(CHECK APPROPRIATE BOX):
/ / To TENDER the following Outstanding Notes held by you for the
amount of the undersigned (INSERT PRINCIPAL AMOUNT OF
ORIGINAL NOTES TO BE TENDERED (IF LESS THAN ALL)):
$________________
/ / NOT to TENDER any Outstanding Notes held by you for the
account of the undersigned.
If the undersigned instructs you to tender the Outstanding Notes held by you
for the account of the undersigned, it is understood that you are authorized to
make, on behalf of the undersigned (and the undersigned, by its signature below,
hereby makes to you), the representation and warranties contained in the Letter
of Transmittal that are to be made with respect to the undersigned as a
beneficial owner, including but not limited to the representations, that (i) the
undersigned is not an "affiliate" of the Company, (ii) any Exchange Notes to be
received by the undersigned are being acquired in the ordinary course of its
business, (iii) the undersigned has no arrangement or understanding with any
person to participate in a distribution (within the meaning of the Securities
Act) of Exchange Notes to be received in the Exchange Offer, and (iv) if the
undersigned is not a broker-dealer, the undersigned is not engaged in, and does
not intend to engage in, a distribution (within the meaning of the Securities
Act) of such Exchange Notes. The Company may require the undersigned, as a
condition to the undersigned's eligibility to participate in the Exchange Offer,
to furnish to the Company (or an agent thereof) in writing
information as to the number of "beneficial owners" within the meaning of Rule
13d-3 under the Exchange Act on behalf of whom the undersigned holds the
Outstanding Notes to be exchanged in the Exchange Offer. By tendering
Outstanding Notes pursuant to the Exchange Offer, a holder of Outstanding Notes
which is a broker-dealer represents and agrees, consistent with certain
interpretive letters issued by the staff of the Division of Corporation Finance
of the Securities and Exchange Commission to third parties, that such
Outstanding Notes were acquired by such broker-dealer for its own account as a
result of market-making activities or other trading activities, and it will
deliver a Prospectus (as amended or supplemented from time to time) meeting the
requirements of the Securities Act in connection with any resale of such
Exchanges Notes (provided that, by so acknowledging and by delivering a
Prospectus, such broker-dealer will not be deemed to admit that it is an
"underwriter" within the meaning of the Securities Act).
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SIGN HERE
____________________________________________________________________________
NAME OF BENEFICIAL OWNER(S)
__________________________________________________________________________
__________________________________________________________________________
SIGNATURE
__________________________________________________________________________
__________________________________________________________________________
NAME(S) (PLEASE PRINT)
__________________________________________________________________________
__________________________________________________________________________
(ADDRESS)
__________________________________________________________________________
(TELEPHONE NUMBER)
__________________________________________________________________________
(TAXPAYER IDENTIFICATION OR SOCIAL SECURITY NUMBER)
__________________________________________________________________________
DATE
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