SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES ECHANGE ACT OF 1934 For the calendar year ended December 31, 2002 Commission file number _____________ BENGUET CORPORATION (Exact name of registrant as specified in its charter) Metro Manila, Philippines (Jurisdiction of Incorporation or Organization) 3rd Floor, One Corporate Plaza 845 A. Arnaiz Avenue, Makati City, Philippines (Address of principal executive offices) Securities registered or to be registered pursuant to Section 12 (b) of the Act Title of each class Common Class B Stock P3.00 Par Value Name of each exchange on which registered National Association of Securities Dealers Over-the-Counter Bulletin Board (NASD-OCTBB) Philippine Stock Exchange Securities registered or to be registered pursuant to Sections 12 (g) of the Act None (Title of Class) Securities for which there is a reporting Obligation pursuant to Section 15(d) of the Act None (Title of Class) Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report. Convertible Preferred Class A Stock -219,001 shares Common Class A Stock -71,642,463* shares Common Class B Stock -42,470,072* shares * Net of treasury shares Indicate by check mark whether the registrant (I) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports, and (2) has been subject to such filing requirements for the past 90 days. Yes _X_ No__ Indicate by check mark which financial statement item the registrant has elected to follow. Item 17 X Item 18__.