UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. One )*
VAAL REEFS EXPLORATION AND MINING COMPANY, LTD.
(Name of Issuer)
AMERICAN DEPOSITARY RECEIPTS
(Title of Class of Securities)
918506403
(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 ("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).
Page 1 of 4 Pages
CUSIP No. 918506403 Schedule 13G Page 2 of 4
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Mackenzie Financial Corporation
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Toronto, Ontario, Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER
1,455,000 ADRs
6. SHARED VOTING POWER
Nil
7. SOLE DISPOSITIVE POWER
1,455,000 ADRs
8. SHARED DISPOSITIVE POWER
Nil
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,455,000 ADRs
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES.*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.6%
12. TYPE OF REPORTING PERSON *
IA<PAGE>
Schedule 13G Page 3 of 4
Item 1(a) Name of Issuer
Vaal Reefs Exploration and Mining Company, Ltd.
Item 1(b) Address of Issuer's Principal Executive Offices
44 Main Street
Johannesburg, South Africa
Item 2(a) Name of Person Filing
Mackenzie Financial Corporation
Item 2(b) Address of Principal Business Office
150 Bloor Street West, Suite M111
Toronto, Ontario M5S 3B5
Item 2(c) Citizenship
Organized in Toronto, Ontario, Canada
Item 2(d) Title of Class of Securities
American Depositary Receipts
Item 2(e) CUSIP Number
918506403
Item 3 If this statement is filed pursuant to Rules 13d-1 (b) or 13d-2
(b), check whether the person filing is a:
(a) [ ] Broker or Dealer
(b) [ ] Bank
(c) [ ] Insurance Company
(d) [ ] Investment Company
(e) [ X ] Investment Adviser
(f) [ ] Employee Benefit Plan, Pension Fund or
Endowment Fund
(g) [ ] Parent Holding Company
(h) [ ] Group
Item 4 Ownership
(a) Amount Beneficially Owned
1,455,000 ADRs
(b) Percent of Class
7.6%
(c) Number of shares as to which such person has:
(i) sole power to vote 1,455,000 ADRs
(ii) shared power to vote Nil
(iii)sole power to dispose 1,455,000 ADRs
(iv) shared power to dispose Nil
Schedule 13G Page 4 of 4
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 ] Not applicable
Item 6 Ownership of More than Five Percent on Behalf of Another Person
Several accounts managed by Mackenzie Financial Corporation have
the right to receive dividends and the proceeds from the sale of
these securities, none of which own more than 5% of the American
Depositary Receipts of Vaal Reefs Exploration and Mining Company,
Ltd., except Industrial Growth Fund, a Canadian mutual fund trust.
Item 7 Identification and Classification of the Subsidiary Which Acquire
the Security Being Reported on By the Parent Holding Company
N/A
Item 8 Identification and Classification of Members of the Group
N/A
Item 9 Notice of Dissolution of Group
N/A
Item 10 Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired 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 in
connection with or as a participant in any transaction having such
purposes or effect.
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.
Harold P. Hands
Executive Vice President, Legal February 11, 1998
