EXHIBIT 99.2
FORM OF NOTICE OF GUARANTEED DELIVERY
CITGO Petroleum Corporation
OFFER TO EXCHANGE ITS 11 3/8% SENIOR NOTES DUE 2011, WHICH HAVE BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR ANY AND ALL OF ITS ISSUED AND
OUTSTANDING 11 3/8% SENIOR NOTES DUE 2011.
PURSUANT TO THE PROSPECTUS DATED _________________, 2003
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
___________________, 2003, UNLESS EXTENDED (THE "EXPIRATION DATE"). TENDERS MAY
BE WITHDRAWN PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.
As set forth in the Prospectus dated ________________, 2003 (the
"Prospectus") under the caption "The Exchange Offer--Guaranteed Delivery
Procedures" and the accompanying Letter of Transmittal (the "Letter of
Transmittal") and Instruction 1 thereto, this form, or one substantially
equivalent hereto, must be used to accept the Exchange Offer if certificates
representing the 113/8% Senior Notes due 2011 (the "Outstanding Notes"), of
CITGO Petroleum Corporation, a Delaware corporation (the "Company"), are not
immediately available or if the procedure for book-entry transfer cannot be
completed on a timely basis or time will not permit a Holder's certificates or
other required documents to reach the Exchange Agent on or prior to the
Expiration Date. Such form may be delivered by mail, hand delivery, overnight
courier or facsimile transmission to the Exchange Agent and must include a
guarantee by an Eligible Institution (as defined in the Letter of Transmittal)
unless such form is submitted on behalf of an Eligible Institution. Capitalized
terms used and not defined herein have the respective meanings ascribed to them
in the Prospectus.
The Exchange Agent is The Bank of New York
The Bank of New York
Corporate Trust Operations
Reorganization Unit
101 Barclay Street - Floor 7East
New York, New York 10286
Attention: Enrique Lopez
Facsimile: (212) 298-1915
Confirm by Telephone: (212) 815-2742
Delivery of this instrument to an address other than as set
forth above, or transmission of instructions other than as set forth
above, will not constitute a valid delivery.
This form is not to be used to guarantee signatures. If a signature on a Letter
of Transmittal is required to be guaranteed by an "Eligible Institution" under
the instructions thereto, such signature guarantee must appear in the applicable
space provided in the signature box on the Letter of Transmittal.
Ladies & Gentlemen:
Upon the terms and subject to the conditions set forth in the
Prospectus and the accompanying Letter of Transmittal, receipt of which is
hereby acknowledged, the undersigned hereby tenders to the Company $ ________
principal amount of Outstanding Notes, pursuant to the guaranteed delivery
procedures set forth in the Prospectus and accompanying Letter of Transmittal.
Certificate Principal Amount
Number(s) Tendered
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If Outstanding Notes will be tendered by book-entry transfer to The Depositary
Trust Company (the "DTC"), provide account number (as applicable).
Account No.
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The undersigned authorizes the Exchange Agent to deliver this Notice of
Guaranteed Delivery to the Company and The Bank of New York, as Trustee with
respect to the Outstanding Notes tendered pursuant to the Exchange Offer.
All authority conferred or agreed to be conferred by this Notice of Guaranteed
Delivery shall not be affected by, and shall survive, the death or incapacity of
the undersigned, and every obligation of the undersigned under this Notice of
Guaranteed Delivery shall be binding upon the heirs, executors, administrators,
trustees in bankruptcy, personal and legal representatives, successors and
assigns of the undersigned.
SIGN HERE
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Signature(s) of Registered Holder(s) or Authorized Signatory
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Name(s) of Registered Holder(s)
(Please Type or Print)
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Address
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Zip Code
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Area code and Telephone Number
Dated: , 2003
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GUARANTEE
(Not to be Used for Signature Guarantees)
The undersigned, a member firm of a registered national securities
exchange or of the National Association of Securities Dealers, Inc., or a
commercial bank or trust company having an office in the United States, hereby
(a) represents that the above-named person(s) has a net long position in the
Outstanding Notes tendered hereby within the meaning of Rule 14e-4 under the
Securities Exchange Act of 1934, as amended, (b) represents that such tender of
Outstanding Notes complies with Rule 14e-4 and (c) guarantees delivery to the
Exchange Agent of certificates representing the Outstanding Notes tendered
hereby, in proper form for transfer, or confirmation of book-entry transfer of
such Outstanding Notes into the Exchange Agent's account at DTC, with a properly
completed and duly executed Agent's Message (as defined in the Letter of
Transmittal) or Letter of Transmittal, as the case may be, with any required
signature guarantees and any other documents required by the Letter of
Transmittal, within three Business Days after the Expiration Date.
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Name of Firm Title
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Authorized Signature Name (Please Type or Print)
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Address Dated: , 2003
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Area Code and Telephone Number
NOTE: DO NOT SEND CERTIFICATES REPRESENTING OUTSTANDING NOTES WITH THIS FORM.
CERTIFICATES FOR OUTSTANDING NOTES MUST BE SENT WITH YOUR LETTER OF TRANSMITTAL.
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