BRAZILIAN INVESTMENT FUND INC
SC 13E4/A, 1997-05-15
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                   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)
                                    
                              April 7, 1997
                              -------------
                        (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 April 7,  1997,  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  514,043.873 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 May 5, 1997, sets forth the results of the Offer:

Item 8.                    Additional Information.
                           -----------------------

      The Offer expired at 12:00 midnight, New York City time, on Monday,
May  5,  1997. As of the expiration of the Offer, 2,539.498  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 $61.98, with a total
cost to the Company of $157,398.09.

<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: May 15, 1997


                              THE BRAZILIAN INVESTMENT FUND, INC.


                              By: /s/   James R. Rooney
                                  -------------------------------
                                        James R. Rooney
                                        Treasurer



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