UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )
The Brazil Fund, Inc.
______________________________________________________
(Name of Issuer)
Common Stock, $0.01 Par Value
______________________________________________________
(Title of Class of Securities)
105759104
____________________________________
(CUSIP Number)
*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).
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CUSIP No. 105759104 SCHEDULE 13G Page 2 of 7
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(1) Names of Reporting Persons. I.R.S. Identification Nos. of Above
Persons (entities only)
Newgate Management Associates
(2) Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) [ ]
(b) [X]
(3) SEC Use Only
(4) Citizenship or Place of Organization
Massachusetts
Number (5) Sole Voting Power See Foot/Rosenbaum
of Shares ----------------------------------------------------
Beneficially (6) Shared Voting Power None
Owned by ----------------------------------------------------
Each (7) Sole Dispositive Power See Foot/Rosenbaum
Reporting ----------------------------------------------------
Person With (8) Shared Dispositive Power None
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,377,958
(10) Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
(11) Percent of Class Represented by Amount in Row 9
8.5%
(12) Type of Reporting Person (See Instructions)
IA
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CUSIP No. 105759104 SCHEDULE 13G Page 3 of 7
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(1) Names of Reporting Persons. I.R.S. Identification Nos. of Above
Persons (entities only)
George Foot
Sonia Rosenbaum
(2) Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) [ ]
(b) [X]
(3) SEC Use Only
(4) Citizenship or Place of Organization
United States
Number (5) Sole Voting Power 1,377,958
of Shares ----------------------------------------------------
Beneficially (6) Shared Voting Power None
Owned by ----------------------------------------------------
Each (7) Sole Dispositive Power 1,377,958
Reporting ----------------------------------------------------
Person With (8) Shared Dispositive Power None
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,377,958
(10) Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
(11) Percent of Class Represented by Amount in Row 9
8.5%
(12) Type of Reporting Person (See Instructions)
HC
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CUSIP No. 105759104 SCHEDULE 13G Page 4 of 7
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Item 1(a) Name of Issuer:
The Brazil Fund, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
345 Park Avenue, New York, NY 10154
Item 2(a) Name of Person Filing:
Newgate Management Associates ("Newgate"), George Foot and
Sonia Rosenbaum
Item 2(b) Address of Principal Business Office:
The principal business office and business address for each
Reporting Person filing is 80 Field Point Road, Greenwich, CT
06830.
Item 2(c) Citizenship:
This statement is filed on behalf of Newgate, a Massachusetts
general partnership registered as an investment adviser under the
Investment Advisers Act of 1940, as amended. George Foot and Sonia
Rosenbaum, the sole general partners of Newgate, are United States
citizens.
Item 2(d) Title of Class of Securities:
Common Stock, $0.01 Par Value
Item 2(c) CUSIP Number:
105759104
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 registered under section 15 of the
Act
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in section 3(a)(19) of
the Act
(d) [ ] Investment Company registered under section 8 of the
Investment Company Act
(e) [X] Investment Adviser registered under section 203 of
the Investment Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund
(g) [X] Parent Holding Company, in accordance with
(240.13d-1(b)(ii)(G)
(h) [ ] Group, in accordance with (240.13d-1(b)(1)(ii)(H)
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CUSIP No. 105759104 SCHEDULE 13G Page 5 of 7
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Item 4. Ownership:
(a) Amount Beneficially Owned:
1,377,958 shares of Common Stock
(b) Percent of Class:
8.5%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 1,377,958
(ii) shared power to vote or to direct the vote: None
(iii) sole power to dispose or to direct the disposition of:
1,377,958
(iv) shared power to dispose or to direct the disposition of:
None
See pp. 2-3 of this Schedule, setting forth the aggregate number and
percentage of the securities beneficially owned by each Reporting
Person, the number of shares as to which there is sole or shared power
to vote, or to direct the vote, and sole or shared power to dispose or
to direct the disposition.
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 that five percent of the class of securities, check
the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another
Person
The account owners who are advised by Newgate have the right to
receive and the power to direct the receipt of dividends from, and
the proceeds from the sale of, such securities.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
George Foot and Sonia Rosenbaum are filing as Parent Holding
Companies pursuant to Rule 13d-1(b)(ii)(G). See attached exhibit.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notices of Dissolution of Group
Not applicable.
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CUSIP No. 105759104 SCHEDULE 13G Page 6 of 7
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Item 10. Certification:
Each of the undersigned certifies that, to the best of its/his/her
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were 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 purpose or effect.
Signature.
After reasonable inquiry and to the best of its/his/her knowledge
and belief, each of the undersigned certifies that the information
set forth in this statement is true, complete and correct.
Date: July 31, 1997
Newgate Management Associates
By: /s/ Sonia Rosenbaum
------------------------------
Sonia Rosenbaum/Partner
/s/ George Foot
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George Foot
/s/ Sonia Rosenbaum
------------------------------
Sonia Rosenbaum
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CUSIP No. 105759104 SCHEDULE 13G Page 7 of 7
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Exhibit to Schedule 13G
Item 7.
Each of George Foot and Sonia Rosenbaum is filing as a "Parent
Holding Company." The subsidiary is Newgate Management
Associates, an investment adviser registered under section 203
of the Investment Advisers Act of 1940, as amended.
