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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
British Biotech plc
- -------------------------------------------------------------------
(Name of Issuer)
Common Stock
- -------------------------------------------------------------------
(Title of Class of Securities)
11051510
- --------------
(CUSIP NUMBER)
Check the following box if a fee is being paid with this statement.[ ] (A fee
is not required only if the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in 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 (the "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 (however, see the Notes).
**The CUSIP number provided is assigned to the American Depository Shares
representing the shares of common stock of the Issuer. The positions reported
herein by the Reporting Persons are held in the form of ordinary shares of
common stock.
<PAGE>
Page 2 of 7 Pages
CUSIP NO. 11051510 13G
1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mercury Asset Management Group Ltd.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Joint Filing
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
England
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
NONE
6. SHARED VOTING POWER
29,698,094
7. SOLE DISPOSITIVE POWER
29,698,094
8. SHARED DISPOSITIVE POWER
NONE
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
NONE (ownership disclaimed pursuant to Section 13d-4 of the 1934 Act)
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.5%
12. TYPE OF REPORTING PERSON*
HC, CO
*SEE INSTRUCTION BEFORE FILING OUT!
<PAGE>
Page 3 of 7 Pages
CUSIP NO. 11051510 13G
1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mercury Asset Management Ltd.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Joint Filing
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Enland
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
NONE
6. SHARED VOTING POWER
21,380,954
7. SOLE DISPOSITIVE POWER
NONE
8. SHARED DISPOSITIVE POWER
21,380,954
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,380,954
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.5%
12. TYPE OF REPORTING PERSON*
IA, PN
*SEE INSTRUCTION BEFORE FILING OUT!
<PAGE>
Page 4 of 7 Pages
SCHEDULE 13G
ITEM 1 (a) Name of Issuer:
--------------
British Biotech plc (the "Company")
ITEM 1 (b) Address of Issuer's Principal Executive Offices:
-----------------------------------------------
Watlington Road
Cowley Oxfordshire, 0X4 5LY
United Kingdom
ITEM 2 (a) Name of Persons Filing:
---------------------
Mercury Asset Management Group Ltd.
Mercury Asset Management Ltd.
ITEM 2 (b) Address of Principal Business Office or, if none, Residence:
-----------------------------------------------------------
33 King William Street
London EC4R9AS
England
ITEM 2 (c) Citizenship:
-----------
See Item 4 of Cover Pages
ITEM 2 (d) Title of Class of Securities:
----------------------------
Common Stock
ITEM 2 (e) CUSIP NUMBER:
See Cover Page
<PAGE>
Page 5 of 7 Pages
ITEM 3
Mercury Asset Management Group Ltd. is a parent holding company in accordance
with section 240.13d-1(b)(ii)(G). Mercury Asset Management Ltd. is a wholly
owned subsidiary of Mercury Asset Management Group Ltd. and is a corporation
primarily engaged in the business of manging portfolio investments for its
investment clients.
ITEM 4 Ownership
---------
(a) Amount Beneficially Owned:
See Item 9 of Cover Pages.
(b) Percent of Class:
See Item 11 of Cover Pages
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
See Item 5 of Cover Pages
(ii) shared power to vote or to direct the vote:
See Item 6 of the Cover Pages
(iii) sole power to dispose of or to direct the disposition of:
See Item 7 of Cover Pages
(iv) shared power to dispose of or direct the disposition of:
See Item 8 of Cover Pages
ITEM 5 Ownership of Five Percent or Less of a Class.
--------------------------------------------
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following: [X]
<PAGE>
Page 6 of 7 Pages
ITEM 6 Ownership of More than Five Percent on Behalf of Another Person.
---------------------------------------------------------------
Not applicable
ITEM 7 Identification and Classification of the Subsidiary Which
---------------------------------------------------------
Acquired the Security Being Reported on by the Parent Holding Company.
---------------------------------------------------------------------
The relevant subsidiary of Mercury Asset Management Group Ltd. is: Mercury
Asset Management Ltd., a corporation primarily engaged in business of managing
portfolio investments for its investment clients, organized under the laws of
England.
ITEM 8 Identification and Classification of Members of the Group.
----------------------------------------------------------
Not Applicable
ITEM 9 Notice of Dissolution of Group.
------------------------------
Not Applicable
ITEM 10 Certification
-------------
By signing below each of the undersigned certifies that, to the best of
their knowledge and belief, the securities referred to above were acquired
and are held in the ordinary course of business and were not acquired and
are not held for the purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities and were not
acquired and are not held in connection with or as a participant in any
transaction having such purpose or effect.
<PAGE>
Page 7 of 7 Pages
Signature.
- ---------
After reasonable inquiry and to the best of my knowledge and belief, each
of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: November 19, 1998
Mercury Asset Management Group Ltd.
/s/ Ira P. Shapiro
- -----------------------------
Name: Ira P. Shapiro
Title: Attorney-In-Fact*
Mercury Asset Management Ltd.
/s/ Ira P. Shapiro
- -------------------------
Name: Ira P. Shapiro
Title Attorney-In-Fact**
- -----------------------------------
*Signed pursuant to a power of attorney, dated November 6, 1998, included as
exhibit A to this Schedule 13G.
**Signed pursuant to a power of attorney, dated November 6, 1998, included as
exhibit B to this Schedule 13G.
EXHIBIT "A"
POWER OF ATTORNEY
The undersigned, Mercury Asset Management Group Ltd, a corporation duly
organised under the laws of England and Wales, with its principal place of
business at 33 King William Street, London EC4R 9AS, does hereby make,
constitute and appoint, Philip L Kirstein, Michael J Hennewinkel, Ira P
Shapiro and Thomas D Jones, III, acting severally, each of whose address is
800 Scudders Mill Road, Plainsboro, New Jersey 08536, as its true and lawful
attorneys-in-fact, for its and in its name, place and stead to execute and
cause to be filed and/or delivered, as required under Section 13(d) of the
Securities Exchange Act of 1934 (the "Act") and the regulations thereunder,
any number, as appropriate, of original, copies or electronic filings of the
Securities and Exchange Commission Schedule 13D or Schedule 13G Beneficial
Ownership Reports (together with any amendments and joint filing agreements
under Rule 13d-1(f)(1) of the Act, as may be required thereto) to be filed
and/or delivered with respect to any equity security (as defined in Rule
13d-1(d) under the Act) beneficially owned by the undersigned and which must
be reported by the undersigned pursuant to Section 13(d) of the Act and the
regulations thereunder, and generally to take such other actions and perform
such other things necessary to effectuate the foregoing as fully in all
respects as if the undersigned could do if personally present. This Power of
Attorney shall remain in effect until revoked, in writing by the undersigned.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
6th day of November, 1998
Mercury Asset Management Group Ltd
By: __/s/ S.J. Baxter______________________________________
Title: Director
By: _/s/ Ian Barby_______________________________________
Title: Director & Chairman
EXHIBIT "B"
POWER OF ATTORNEY
The undersigned, Mercury Asset Management Ltd, a corporation duly organised
under the laws of England and Wales, with its principal place of business at
33 King William Street, London EC4R 9AS, does hereby make, constitute and
appoint, Philip L Kirstein, Michael J Hennewinkel, Ira P Shapiro and Thomas D
Jones, III, acting severally, each of whose address is 800 Scudders Mill Road,
Plainsboro, New Jersey 08536, as its true and lawful attorneys-in-fact, for its
and in its name, place and stead to execute and cause to be filed and/or
delivered, as required under Section 13(d) of the Securities Exchange Act of
1934 (the "Act") and the regulations thereunder, any number, as appropriate,
of original, copies or electronic filings of the Securities and Exchange
Commission Schedule 13D or Schedule 13G Beneficial Ownership Reports (together
with any amendments and joint filing agreements under Rule 13d-1(f)(1) of the
Act, as may be required thereto) to be filed and/or delivered with respect to
any equity security (as defined in Rule 13d-1(d) under the Act) beneficially
owned by the undersigned and which must be reported by the undersigned pursuant
to Section 13(d) of the Act and the regulations thereunder, and generally to
take such other actions and perform such other things necessary to effectuate
the foregoing as fully in all respects as if the undersigned could do if
personally present. This Power of Attorney shall remain in effect until
revoked, in writing by the undersigned.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney this
6th day of November, 1998
Mercury Asset Management Ltd
By: _/s/ David J. Causer_______________________________________
Title: Director
By: __/s/ Charles Farquharson______________________________________
Title: Director
