SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13E-4
ISSUER TENDER OFFER STATEMENT
(Pursuant to Section 13(e)(1) of
the Securities Exchange Act of 1934)
FINAL AMENDMENT (NO. 1)
THE BRAZILIAN INVESTMENT FUND, INC.
-----------------------------------
(Name of Issuer)
THE BRAZILIAN INVESTMENT FUND, INC.
-----------------------------------
(Name of Person Filing Statement)
COMMON STOCK ($.01 PAR VALUE)
-----------------------------
(Title of Class of Securities)
NOT APPLICABLE
-------------------------------------
(CUSIP Number of Class of Securities)
Harold J. Schaaff
Vice President
The Brazilian Investment Fund, Inc.
1221 Avenue of the Americas
New York, New York 10020
(212) 296-7188
Copy to:
John Baumgardner, Esq.
Sullivan & Cromwell
125 Broad Street
New York, New York 10004
(212) 558-4000
------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications
on Behalf of the Person Filing Statement)
January 8, 1996
---------------
(Date Tender Offer First
Published, Sent or Given to
Security Holders)
<PAGE>
EXPLANATORY NOTE
This Final Amendment (No. 1) to the Schedule 13E-4 Issuer
Tender Offer Statement originally filed on January 8, 1996, by
The Brazilian Investment Fund, Inc., a Maryland corporation (the
"Company"), with respect to the tender offer by the Company to
purchase (the "Offer") up to 495,569.509 shares of its Common
Stock, par value $.01 per share (the "Shares"), at a price per
Share, net to the seller in cash, equal to the net asset value in
U.S. dollars per Share determined as of 5:00 p.m. New York City
time on the expiration date of the Offer, which Offer expired on
February 5, 1996, sets forth the results of the Offer:
Item 8. Additional Information.
----------------------
The Offer expired at 12:00 midnight, New York City time, on
Monday, February 5, 1996. As of the expiration of the Offer,
15,130.957 Shares were validly tendered by shareholders and
accepted for payment by the Company at a price per Share, net to
the seller in cash, of $43.18, with a total cost to the Company
of $653,354.72.
<PAGE>
SIGNATURE
---------
After due 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.
Dated: February 14, 1996
THE BRAZILIAN INVESTMENT FUND, INC.
By: /s/ James R. Rooney
-------------------------------
James R. Rooney
Treasurer
