Copies to:
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James J. Clark, Esq.
Cahill Gordon & Reindel llp
80 Pine Street
New York, New York 10005
(212) 701-3000
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James Bodi, Esq.
Appleby
Canon’s Court
22 Victoria Street
Hamilton, HM 12 Bermuda
(441) 295-2244
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Transaction Valuation*
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Amount of Filing Fee**
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$100,089,000
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$0.00***
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*
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Calculated solely for purposes of determining the amount of the filing fee. Pursuant to rule 0-11(b)(1) of the Securities Exchange Act of 1934, as amended, the Transaction Valuation was calculated assuming that 11,121,000 outstanding shares of common stock, par value $0.01 per share, are being purchased at the tender offer price of $9.00 per share.
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**
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The amount of the filing fee, calculated in accordance with Rule 0-11(b)(1) of the Securities Exchange Act of 1934, as amended, and Fee Rate Advisory #4 for Fiscal Year 2010 issued by the Securities and Exchange Commission, equals $71.30 per million of the value of the transaction.
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***
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Global Sources Ltd. previously paid a registration fee of $38,010 with respect to securities that were previously registered pursuant to the registrant’s prior registration statement on Form F-3, (SEC file no. 333-114411), filed on April 12, 2004, of which $19,123.65 remaining available fees carried over pursuant to Rule 0-11(a)(2) of the Securities Act and has been applied against the filing fee of $7,136.35 due in connection with the filing of this schedule hereunder.
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[X]
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Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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Amount Previously Paid: $38,010
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Filing Party: Global Sources Ltd.
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Form or Registration No.: 333-114411
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Date Filed: April 12, 2004
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[ ]
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Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
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GLOBAL SOURCES LTD.
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By: /s/ Eddie Heng Teng Hua
Name: Eddie Heng Teng Hua
Title: Director and Interim Chief Financial
Officer
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(a)(1)(A)
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Offer to Purchase, dated June 30, 2010.
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(a)(1)(B)
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Letter of Transmittal.
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(a)(1)(C)
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Notice of Guaranteed Delivery.
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(a)(1)(D)
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Letter to brokers, dealers, commercial banks, trust companies and other nominees, dated June 30, 2010.
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(a)(1)(E)
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Letter to clients for use by brokers, dealers, commercial banks, trust companies and other nominees, June 30, 2010.
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(a)(5)(A)
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Press release, dated May 19, 2010 (incorporated by reference to Schedule TO-C filed May 21, 2010).
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(a)(5)(B)
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Press release, dated June 25, 2010 (incorporated by reference to Schedule TO-C filed June 25, 2010).
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(a)(5)(C)
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Press release, dated June 30, 2010.
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(a)(5)(D)
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Summary of Terms.
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(a)(5)(E)
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Form of Notice to Team Members.
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(a)(5)(F)
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Press release, dated July 30, 2010, announcing preliminary results of the Offer.
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(d)(1)
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Purchase Agreement, dated as of November 27, 2003, among Merle A. Hinrichs, Hill Street Trustees Limited and Hung Lay Si Co. Limited (incorporated by reference to Exhibit 1, to Global Sources’ Schedule 13D filed December 8, 2003 (File No. 005-50790)).
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(d)(2)
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Security Agreement dated as of November 27, 2003, Merle A. Hinrichs, Hill Street Trustees Limited and Hung Lay Si Co. Limited (incorporated by reference to Exhibit 2, to Global Sources’ Schedule 13D filed December 8, 2003 (File No. 005-50790)).
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(d)(3)
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Share Purchase Agreement dated as of October 5, 2008, among Merle A. Hinrichs, Hill Street Trustees Limited and Hung Lay Si Co. Limited (incorporated by reference to Exhibit 3 to Global Sources’ Schedule 13D/A filed November 18, 2008).
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(d)(4)
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Agreement dated as of October 5, 2008, among Merle A. Hinrichs, Hill Street Trustees Limited and Hung Lay Si Co. Limited (incorporated by reference to Exhibit 4 to Global Sources’ Schedule 13D/A filed November 18, 2008).
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(d)(5)
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Letter amendment dated as of November 11, 2008, between Merle A. Hinrichs and Hung Lay Si Co. Limited (incorporated by reference to Exhibit 5 to Global Sources’ Schedule 13D/A filed November 18, 2008).
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(d)(6)
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The Global Sources Ltd. Director Purchase Plan (as of 5 November 2005) (incorporated by reference to Form S-8 Registration Statement filed on November 7, 2006).
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(d)(7)
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The Global Sources Equity Compensation (2007) Master Plan (incorporated by reference to Form S-8 Registration Statement filed on November 7, 2006).
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(d)(8)
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The Global Sources Share Grant Award Plan (incorporated by reference to Form 20-F filed on June 28, 2007).
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(d)(9)
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The Global Sources Retention Share Grant Plan (incorporated by reference to Form 20-F filed on June 28, 2007).
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(d)(10)
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The Global Sources Employee Equity Compensation Plan No. V (Amended) (incorporated by reference to Form S-8 filed on April 10, 2003) (File No. 333-104426).
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(d)(11)
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The Global Sources Directors Share Grant Award Plan (incorporated by reference to Form 20-F filed on June 26, 2009).
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