Securities and Exchange Commission
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
The Austria Fund, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
052587102
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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)
November 16, 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.: 052587102 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 | 1001072
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BENEFICIALLY | | SHARED VOTING POWER 0
OWNED | 8 |
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BY EACH | | SOLE DISPOSITIVE POWER 1001072
REPORTING | 9 |
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PERSON | | SHARED DISPOSITIVE POWER 0
WITH | 10 |
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 1001072
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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) 8.5%
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14 TYPE OF REPORTING PERSON IA
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<PAGE>
CUSIP No.: 052587102 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 | 396336
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BENEFICIALLY | | SHARED VOTING POWER 0
OWNED | 8 |
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BY EACH | | SOLE DISPOSITIVE POWER 396336
REPORTING | 9 |
=====================================================================
PERSON | | SHARED DISPOSITIVE POWER 0
WITH | 10 |
======================================================================
11 AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 396336
=====================================================================
12 CHECK IF THE AGGREGATE AMOUNT IN ROW [ ]
(11) EXCLUDES CERTAIN SHARES
=========================================================================
13 PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (11) 3.4%
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14 TYPE OF REPORTING PERSON IA
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<PAGE>
This Amendment No. 2 amends and updates information in Item 4.
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 November 17, 1998 the reporting persons filed a preliminary proxy with the
SEC in opposition to the November 13, 1998 preliminary proxy of the issuer (The
Austria Fund, Inc.) in connection with the annual meeting of stockholders
scheduled for January 16, 1999. The opposition proxy presented four alternate
nominees for Director: Ronald Olin, Ralph Bradshaw, Gary Bentz, and William
Clark, all of whom are affiliated with Deep Discount Advisors Inc., one of the
reporting persons.
Proxies will also be solicited in connection with three proposals presented in
the issuer's proxy (ratification of auditor, termination of Alliance as advisor,
Open-ending of the Fund) and three additional proposals intended for
presentation at the meeting by the reporting persons (annual election of all
directors, resignation of directors not standing for election, reimbursement of
opposition proxy expenses).
If elected, the opposition nominees would encourage the Board of Directors to
consider and to implement a variety of actions designed to enhance shareholder
value. Some of these might include, but are not limited to:
Significant perpetual repurchases of shares in the market, which would have the
effect of increasing Net Asset Value (NAV) and the likely effect of reducing the
discount;
Delivering NAV to those shareholders who want it as soon as is practical while
minimizing the impact on those investors who may want to remain in a closed-end
fund structure;
Implementing an open-ending of the Fund as cheaply and quickly as possible WITH
NO REDEMPTION FEES WHATSOEVER if the open-ending proposal presented to
shareholders is approved.
The reporting persons believe that formal opposition and solicitation of proxies
is necessary to insure that effective actions are taken to fully enhance
shareholder value through reduction and possible elimination of the discount to
Net Asset Value at which the issuer's shares have been trading in the market.
The reporting persons are not interested in competing for the Fund's advisory
contract and would not agree to be the replacement for Alliance if their
advisory contract were terminated.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The Fund's quarterly report, dated July 27,1998,
states that, as of the close of business on May 31, 1998, there were
11,703,031 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 1,397,408
shares of Common Stock, which constitute approximately 11.9% of the outstanding
shares of Common Stock.
(b) Power to vote and to dispose of the securities resides
with the Advisors.
(c) Since the last filing, the following shares were traded:
Date Number of Shares Price Per Share
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10/9/98 2000 Bought 9.0625
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: November 17, 1998 Deep Discount Advisors, Inc.
By: /s/ Ralph W. Bradshaw
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Name: Ralph W. Bradshaw
Title: Secretary