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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
The Brazil Fund, Inc.
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(Name of Issuer)
Common Stock, $0.01 Par Value
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(Title of Class of Securities)
105759104
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(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>
SEC 1745 (2-95)
CUSIP No. 105759104 13G/A Page 2 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON(S)
Newgate LLP
George Foot
Sonia Rosenbaum
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ X ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts
USA
USA
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NUMBER OF 5. SOLE VOTING POWER
SHARES 779,458
BENEFICIALLY --------------------------------------------------------------
OWNED BY 6. SHARED VOTING POWER
EACH None
REPORTING --------------------------------------------------------------
PERSON 7. SOLE DISPOSITIVE POWER
WITH 779,458
--------------------------------------------------------------
8. SHARED DISPOSITIVE POWER
None
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
779,458
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
/_/
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.78%
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12. TYPE OF REPORTING PERSON*
IA
HC
HC
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<PAGE>
CUSIP No. 105759104 13G/A Page 3 of 6 Pages
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ITEM 1.
(a) Name of Issuer The Brazil Fund, Inc.
(b) Address of Issuer's Principal Executive Offices 345 Park Avenue
New York, NY 10154
ITEM 2.
(a) Name of Person Filing Newgate LLP, George Foot and Sonia Rosenbaum
(b) Address of Principal Business Office or if none, Residence
80 Field Point Road
Greenwich, CT 06830
(c) Citizenship USA
(d) Title of Class of Securities Common Stock, $0.01 Par Value
(e) CUSIP Number 105759104
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 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: see 240.13d-1(b)(1)(ii)(F)
(g) /X/ Parent Holding Company, in accordance with 240.13d-1(b)(ii)(G) (Note:
See Item 7)
(h) /_/ Group, in accordance with 240.13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP
If the percent of the class owned, as of December 31 of the year covered by
the statement, or as of the last day of any month described in Rule 13d-1(b)(2),
if applicable, exceeds five percent, provide the following information as of
that date and identify those shares which there is a right to acquire.
(a) Amount Beneficially Owned 779,458
(b) Percent of Class 4.78%
<PAGE>
CUSIP No. 105759104 13G/A Page 4 of 6 Pages
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(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 779,458
(ii) shared power to vote or to direct the vote None
(iii) sole power to dispose or to direct the disposition of 779,458
(iv) shared power to dispose or to direct the disposition of None
INSTRUCTION: For computations regarding securities which represent a right to
acquire an underlying security see Rule 13d-3(d)(1).
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/.
INSTRUCTION: Dissolution of a group requires a response to this item.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
If any other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the
identity and the Item 3 classification of the relevant subsidiary. If a parent
holding company has filed this schedule pursuant to Rule 13d-1(c), attach an
exhibit stating the identification of the relevant subsidiary. /X/ EXHIBIT
ATTACHED
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
If a group has filed this schedule pursuant to Rule 13d-1(b)(ii)(H), so
indicate under Item 3(h) and attach an exhibit stating the identity and Item 3
classification of each member of the group. If a group has filed this schedule
pursuant to Rule 13d-1(c), attach an exhibit stating the identity of each member
of the group. /_/ EXHIBIT ATTACHED
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Notice of dissolution of a group may be furnished as an exhibit stating the
date of the dissolution ant that all further filings with respect to
transactions in the security reported on will be filed, if required, by members
of the group, in their individual capacity. See Item 5. /_/ EXHIBIT ATTACHED
ITEM 10. CERTIFICATION
The following certification shall be included if the statement filed
pursuant to rule 13d-1(b):
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.
SIGNATURE
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.
Date: October 30, 1998
Newgate LLP
By /s/ Sonia Rosenbaum
-----------------------------------
Sonia Rosenbaum/Managing Partner
/s/ George Foot
-----------------------------------
George Foot
/s/ Sonia Rosenbaum
-----------------------------------
Sonia Rosenbaum
<PAGE>
CUSIP No. 105759104 13G/A Page 5 of 6 Pages
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The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001)
<PAGE>
CUSIP No. 105759104 13G/A Page 6 of 6 Pages
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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 LLP, formerly known as Newgate Management Associates,
an investment adviser registered under section 203 of the Investment Advisors
Act of 1940, as amended.
Pursuant to Rule 13d-1(k)(1), each of George Foot, Sonia Rosenbaum and Newgate
LLP hereby agrees that this Schedule 13G shall be filed on behalf of each of
them.
