U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM N-17f-2
Certificate of Accounting of Securities and Similar Investments
in the Custody of Management Investment Companies
Pursuant to Rule 17f-2 [17 CFR 270.17f-2]
_________________________________________________________________
1. Investment Company Act File Number: Date examination completed:
811- 5189 November 30, 1998
2. State Identification Number:
AL AK AZ AR CA CO
CT N/A DE DC FL N/A GA HI
ID IL IN IA KS KY
LA ME MD MA MI MN
MS MO MT NE NV NH
NJ NM NY NC ND N/A OH
OK OR PA RI N/A SC SD
TN TX UT VT VA WA
WV WI WY PUERTO RICO
Other (specify):
3. Exact number of investment company as specified in
registration statement:
The Spain Fund, Inc.
4. Address of principal executive office: (number, street,
city, state, zip code)
1345 Avenue of the Americas, New York, New York 10105
Report of Independent Accountants
January 22, 1999
To the Board of Directors of
The Spain Fund, Inc.
We have examined management's assertions about the
compliance of The Spain Fund, Inc. (the "Company") with the
requirements of subsections (b) and (c) of Rule 17f-2 under
he Investment Company Act of 1940 ("the Act") as of November
30, 1998 included in the accompanying Management Statement
Regarding Compliance with Certain Provisions of the
Investment Company Act of 1940. Management is responsible
for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's
assertions about the Company's compliance based on our
examination.
Our examination was made in accordance with standards
established by the American Institute of Certified Public
Accountants and accordingly included examining, on a test
basis, evidence about the Company's compliance with those
requirements and performing such other procedures as we
considered necessary in the circumstances. Such procedures
were performed by us, and by other independent accountants
who have reported to us, with respect to securities denoted
by the Company's accounting records as being under the
control of Banco Bilbao Vizcaya, S.A. ("the subcustodian"),
an affiliate of the Fund's subadvisor. Included among the
procedures performed were the following tests performed as
of November 30, 1998 and for the period from March 13, 1998
through November 30, 1998 with respect to agreement of
purchases and sales of securities.
- - Confirmation of securities with the Company's custodian,
Brown Brothers Harriman & Co., including the location of
such securities.
- - Count and inspection of all securities located in the
vault of the subcustodian in Bilbao, Spain. This was
performed by other independent accountants who have
reported to us.
- - Reconciliation by the other independent accountants of
selected securities denoted by the Custodian's records as
being held by the subcustodian in book entry form at
Servicio de Compensacion y Liquidacion de Valores ("SCL")
in Spain.
- - Reconciliation of confirmation results and the results of
the work of the other independent accountants as to all
such securities to the books and records of the Company.
- - Agreement of two security purchases and two security
sales or maturities since our last examination, from the
books and records of the Company to broker confirmations
or subsequent bank statements.
We believe that our examination, including the procedures
performed by the other independent accountants, provides a
reasonable basis for our opinion. Our examination does not
provide a legal determination on the Company's compliance
with specified requirements.
In our opinion, management's assertion that The Spain Fund,
Inc. was in compliance with the above mentioned provisions
of Rule 17f-2 of the Investment Company Act of 1940 as of
November 30, 1998 is fairly stated, in all material
respects.
This report is intended solely for the information and use
of management of The Spain Fund, Inc. and The Securities and
Exchange Commission and should not be used for any other
purpose.
PricewaterhouseCoopers LLP
