Securities and Exchange Commission
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
The Scudder Spain and Portugal Fund, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
81119810
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(CUSIP Number)
Ralph W. Bradshaw
c/o Deep Discount Advisors, Inc.
One West Pack Square, Suite 777
Asheville, NC 28801
(828) 255-4833
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 14, 1998
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(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box. [ ]
CUSIP No.: 81119810 13D Page 2
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. ID NO. OF ABOVE PERSON
Deep Discount Advisors, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER (a) [ ]
OF A GROUP (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL [ ]
PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
One West Pack Square, Suite 777 Asheville, NC 28801
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NUMBER OF | | SOLE VOTING POWER
SHARES | 7 | 787,853
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BENEFICIALLY | | SHARED VOTING POWER 0
OWNED | 8 |
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BY EACH | | SOLE DISPOSITIVE POWER
REPORTING | 9 | 787,853
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PERSON | | SHARED DISPOSITIVE POWER 0
WITH | 10 |
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 787,853
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW [ ]
(11) EXCLUDES CERTAIN SHARES
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13 PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (11) 12.1 %
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14 TYPE OF REPORTING PERSON IA
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<PAGE>
CUSIP No.: 81119810 13D Page 3
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. ID NO. OF ABOVE PERSON
Ron Olin Investment Management Company
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2 CHECK THE APPROPRIATE BOX IF A MEMBER (a) [ ]
OF A GROUP (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL [ ]
PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
One West Pack Square, Suite 777 Asheville, NC 28801
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NUMBER OF | | SOLE VOTING POWER
SHARES | 7 | 632,550
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BENEFICIALLY | | SHARED VOTING POWER 0
OWNED | 8 |
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BY EACH | | SOLE DISPOSITIVE POWER 632,550
REPORTING | 9 |
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PERSON | | SHARED DISPOSITIVE POWER 0
WITH | 10 |
======================================================================
11 AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 632,550
=====================================================================
12 CHECK IF THE AGGREGATE AMOUNT IN ROW [ ]
(11) EXCLUDES CERTAIN SHARES
=========================================================================
13 PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (11) 9.7 %
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14 TYPE OF REPORTING PERSON IA
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<PAGE>
ITEM 1. SECURITY AND ISSUER
This Schedule 13D relates to the shares of Common Stock, (the "Common Stock"),
of The Scudder Spain and Portugal Fund, Inc. (the "Issuer). The principal
executive offices of the Fund are located at 345 Park Avenue, New York 10154
ITEM 2. IDENTITY AND BACKGROUND
(a) - (c) This Schedule 13D is being filed by Deep Discount Advisors, Inc.
and Ron Olin Investment Management Company (the "Reporting Persons"), who are
Registered Investment Advisors, One West Pack Square, Suite 777,
Asheville, NC 28801. Additional information with respect to officers,
directors, and general partners is set forth in the attached Exhibit A.
(d) None
(e) None
(f) USA
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Investment funds
ITEM 4. PURPOSE OF TRANSACTION
The acquisition of the securities of the issuer was made for the purpose of
investment. The reporting persons may acquire additional securities, or dispose
of the securities of the issuer from time to time.
The reporting persons are in favor of actions by the issuer which would have the
effect of increasing the investment value of the issuer's shares, and will
support actions which, in the sole discretion of the reporting persons, may
result in increase in the market value of the issuer's shares.
On July 14, 1998, Ronald G. Olin, a control person associated with the reporting
persons and also an individual shareholder of the issuer, sent the Vice
President and Assistant Secretary of the Scudder Spain and Portugal Fund Inc.
(the issuer) a letter concerning the issuer's upcoming annual meeting of
shareholders. This letter indicated that the reporting persons would vote their
shares against a contemplated merger with The Growth Fund of Spain, would oppose
the election of any Director candidates in favor of the merger, and would likely
vote in favor a proposal to terminate the advisory contract with Scudder Kemper
Investments. The letter further requested that the issuer abandon any plan
which would restrict the ability of shareholders to receive Net Asset Value for
all their shares. A copy of the letter sent by Mr. Olin is attached as an
exhibit to this filing.
This Schedule D filing, in lieu of the reporting persons' normal filing of
Schedule G, is occasioned solely by the reporting persons' intentions with
regard to the extraordinary actions contemplated by the issuer in the upcoming
annual meeting. The securities of the issuer acquired and held by the reporting
persons were acquired in the ordinary course of business and were not acquired
for the purpose of and, except as described herein, 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.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Fund's semiannual report states that, as of the
close of business on March 31, 1998, there were 6,511,154 shares of Common
Stock outstanding. The percentage set forth in this Item 5(a) was derived using
such number.
The Reporting Persons are the beneficial owners of 1,420,403
shares of Common Stock, which constitute approximately 21.8% of the outstanding
shares of Common Stock.
(b) Power to vote and to dispose of the securities resides
with the Advisors.
(c) During the last sixty days, the following shares
of Common Stock were sold on the New York Stock Exchange:
Date Number of Shares Sold Price Per Share
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6/25/98 -1300 18.1875
6/16/98 -8850 17.375
6/15/98 -4900 17.25
6/12/98 -1400 17.3751
6/11/98 -500 18.125
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
The text of the letter from Ronald G. Olin to the Issuer, which occasions
this Schedule 13D filing by the Reporting Persons, is incorporated as
Exhibit B.
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: July 14, 1998 Deep Discount Advisors, Inc.
By: /s/ Ralph W. Bradshaw
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Name: Ralph W. Bradshaw
Title: Secretary
EXHIBIT A
The business address for all individuals listed
in this Exhibit A is One West Pack Square, Suite 777,
Asheville, NC 28801.
DIRECTORS AND/OR GENERAL PARTNERS
Name and Address Principal Occupation
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Ronald G. Olin Investment Advisor
Sandra D. Olin Director
Gary A. Bentz Investment Advisor
Ralph W. Bradshaw Investment Advisor
William A. Clark Investment Advisor
Ralph D. McBride Attorney
EXECUTIVE OFFICERS
Name and Address Principal Occupation
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Ronald G. Olin Investment Advisor
Gary A. Bentz Investment Advisor
Ralph W. Bradshaw Investment Advisor
William A. Clark Investment Advisor
SHAREHOLDERS WHO MAY BE DEEMED TO CONTROL THE ADVISORS.
The following shareholders and/or partners may be deemed to
control the Reporting Persons:
Ronald G. Olin
EXHIBIT B
DEEP DISCOUNT ADVISORS INC.
Enhanced Performance through Closed-End Fund Investments
One West Pack Square, Suite 777, Asheville, NC 28801
828-274-1863 Fax: 828-255-4834 E-mail: [email protected]
Bruce H. Goldfarb,
Vice President and Assistant Secretary Ph: 212-336-4654 Fax: 212-223-3127
The Board of Directors, The Scudder Spain and Portugal Fund, Inc.
Scudder Kemper Investments, Inc.
345 Park Avenue
New York, New York 10154
(via both Fax and Federal Express) July 14, 1998
To the Board of Directors of The Scudder Spain and Portugal Fund:
My clients and I currently own about 22% of the Scudder Spain and Portugal Fund.
We were pleased last November when Scudder Kemper Investments committed to allow
those shareholders of the Fund that wished it the ability to receive Net Asset
Value (NAV) for their shares.
We have thoroughly reviewed the contemplated plan to first merge the fund with
The Growth Fund of Spain and then follow that with an In-Kind redemption offer
to allow shareholders to receive NAV for their shares. We have engaged two
independent tax authorities to separately review the implications and
limitations associated with this complicated plan.
The conclusion is inescapable. To preserve the tax-free nature of the merger,
the ability of Scudder Spain and Portugal shareholders to receive NAV is limited
to 50% of the shares outstanding. No such limitation exists if the shareholders
are allowed the In-Kind redemption without having first approved the merger.
Since we believe substantially more than 50% of the shareholders desire NAV for
their shares, the plan proposed by Scudder Kemper is not, in our view,
consistent with the commitment made last year. We are confident that the In-
ind redemption approach can be utilized effectively by the Fund to give
shareholders who desire it the opportunity to exchange ALL their shares for an
open-end equivalent fund, without restriction. Therefore, we shall vote against
the merger with Growth Fund of Spain if such a proposal is presented in the
Fund's next annual meeting.
Further, we believe that candidates for Director of the Fund that support such a
merger plan as contemplated are not following through with the commitment made
by the Fund last year and are not complying with the wishes of a majority of the
Fund's shareholders. Consequently we will oppose the election of any such
Directors in the Fund's next annual meeting and may support other candidates, if
presented, who are committed to providing NAV to all shareholders who desire it.
Further, we understand that a proposal to terminate the advisory contract with
Scudder Kemper Investments may be presented at the next annual meeting. Since
we believe Scudder Kemper to be the architect of the current merger plan, and
since we believe such a plan will limit the ability of shareholders to receive
NAV for their shares, we will likely vote in favor of any such termination
proposal.
We respectfully request that Scudder Kemper Investments and the Board of the
Fund abandon this or any plan which restricts the ability of shareholders to
receive NAV for all their shares. Alternatively, we would support any plan
which expeditiously delivers NAV to the shareholders and lives up fully to the
commitment made to the shareholders last year.
Very truly yours,
Ronald G. Olin
President, Deep Discount Advisors Inc.
