SK TELECOM CO LTD — Major Shareholding Notification 1999

Jun 15, 1999

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SK Telecom Corp. Ltd. (Name of Issuer) Ordinary Shares** (Title of Class of Securities) 78440P108 (CUSIP Number) Laurel FitzPatrick Tiger Management L.L.C. 101 Park Avenue New York, NY 10178 212-984-2500 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 14, 1999 (Date of Event which Required Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with this statement [ ]. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. Cusip Number: 78440P108 Item 1. Tiger Management L.L.C. Item 2 Check the Appropriate Box if a Member of a Group: (a)(b)x Item 4. OO Item 6. Delaware Item 7. 441,362 Item 8. -0- Item 9. 441,362 Item 10. -0- Item 11. 441,362 Item 13. 6.63% Item 14. IA ** The shares and percentages shown for TMLLC above include all of the Ordinary shares and shares underlying ADRs of SK Telecom owned by funds advised by TMLLC. The filing of this Schedule 13D is not, and should not be deemed to be, an admission that such Schedule 13D is required to be filed. Item 1. Security and Issuer. This Schedule 13D relates to the Common Stock, 5,000 won par value per share (the "Shares"), of S.K. Telecom Co. Ltd., a corporation organized and existing under the laws of the Republic of Korea (the "Company"), which has its principal executive offices at 267 5KA Namdeamun RO Jung Ku Seoul Korea. Item 2. Identity and Background. Tiger Management L.L.C., a Delaware limited liability company ("TMLLC" or "Tiger"), is registered as an investment adviser under the Investment Advisers Act of 1940. TMLLC is engaged in the business of providing investment advice to and managing in the accounts of its clients. The managing members of TMLLC are Tiger Management Corporation, a Delaware corporation, W. Gillespie Caffray, Phil Duff, Chris W. Shumway and Robert E. Fink. Tiger Management Corporation is the senior managing member. Julian H. Robertson, Jr., a United States citizen, is the sole shareholder, the Chairman of, and a director of Tiger Management Corporation. The shares and ADRs acquired by TMLLC were acquired on behalf of TEI Fund plc, an Irish public limited investment company for which TMLLC acts as the investment manager. None of the persons named in response to this item has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), nor during the last five years been a party to a civil proceeding and as a result was or is subject to a judgment, decree, or final order of the type described in the instructions to Item 2(e) of Schedule 13D. Item 3. Source and Amount of Funds or Other Consideration. The amount of funds used to acquire the shares described in Item 5 was approximately 168,196,269 for the shares owned by TEI Fund. The source of such fund was assets of TEI Fund. Item 4. Purpose of Transaction. According to public reports, SK Telecom's Board of Directors met on Sunday, June 13, 1999 and voted to issue a rights offering effective July 30, 1999. The rights offering was approved by the Board of Directors by a vote of 7 to 4 with all three of SK Telecom's independent directors and the director appointed by the Company's second largest shareholder, Korea Telecom, voting against the measure. SK Telecom's outside auditor felt that the action was so contrary to shareholder interests that he has called for a special shareholder meeting for the purpose of removing the directors most responsible for approval of the rights offering. The Korean press is currently reporting that SK Telecom's Board of Directors may not honor the request of the outside auditor for a special meeting. Tiger believes that the rights offering is not in the best interest of shareholders and was designed primarily to benefit SK Group, the chaebul which controls 25% of SK Telecom's stock. Tiger desires to support the outside auditor and outside directors and accordingly intends to exercise its right as a shareholder to call a special shareholder meeting, with the purpose of removing the directors most responsible for the rights offering. Tiger does not intend to seek control over the Company or to participate in the day to day management of the Company. Tiger is a registered investment advisor and in the normal course of its business Tiger does not attempt to control the management of the companies whose stock is held by Tiger advised funds. As part of the agenda for the special shareholders meeting, Tiger also intends to propose that SK Telecom split its shares 50 to 1. For more than two years SK Telecom management has promised its shareholders it would split its stock, most notably at its March 1998 and March 1999 Annual Shareholder meetings. Tiger believes a Special Shareholders Meeting offers an excellent opportunity to accomplish the long delayed stock split. Tiger intends to vote in favor of the removal of the responsible directors and the stock split at the Special Shareholder's meeting and will consider taking other appropriate action. Tiger has held discussions from time to time with the Company's management regarding the Company and means of enhancing shareholder value and corporate governance. Tiger anticipates that it will continue to have these discussions with Company's management in the future, including some of the contemplated shareholder proposals. Any further action which Tiger takes will depend on a variety of factors, including, without limitation, current and anticipated future trading prices for the Shares, market opportunities, actions of Company management, the financial condition, results of operation and the prospects of the Company and general economic, financial market and industry conditions. Depending upon the foregoing factors, Tiger may also sell all or part of the Shares, or buy additional shares in open market or privately negotiated transactions. Except as set forth above, Tiger has no plans or proposals with respect to any matter set forth in paragraphs (a) through (j) if Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. Item 5(a). The following table sets forth information with respect to shares beneficially owned by Tiger as of June 14, 1999 including information with respect to each Fund on behalf of which such shares are held. The percentages set forth below are based on 6,652,000 shares outstanding as of 5/3/99.

** The shares and percentages shown for TMLLC in the above table include all of the Ordinary shares and shares underlying ADRs of SK Telecom owned by TEI Fund plc. Item 5(b). TMLLC has sole power to vote, direct the voting, dispose and direct the disposition of the shares held on behalf of TEI Fund plc. Item 5(c). No transactions were effected during the past sixty days. Item 5(d). The clients of the Filing Persons have the right to receive the dividends and the proceeds of the sale of the Shares or ADRs. One client of TMLLC, the TEI Fund plc, an Irish investment company, is known to have such rights with respect to more than 5% of the Shares. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Not Applicable Item 7. Materials to Be Filed as Exhibits. Not Applicable June 14, 1999. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. TIGER MANAGEMENT L.L.C. /s/ Nolan Altman, Chief Financial Officer