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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION OMB Approval
Washington, D.C. 20549 OMB Number: 3235-0145
Expires: October 31, 1997
SCHEDULE 13D Estimated average burden
hours per response...14.90
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
Templeton Vietnam Opportunities Fund, Inc.
(Name of Issuer)
Common Stock
(Title of Class Securities)
88022J 10 7
(CUSIP Number)
Mr. Kazutada Ieda
Sega Enterprises, Ltd.
2-12, Haneda 1-chome
Ohta-ku, Tokyo 144, Japan
Tel. (81-3) 5736-7111
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
February 7, 1996
(Date of Event which Requires Filing of this Statement
If the filing person has previously filed a statement on Schedule 13D 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 / /.
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.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*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).
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SCHEDULE 13D
CUSIP NO. 88022J 10 7
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PAGE 2 OF 6 PAGES
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sega Enterprises, Ltd.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
Not Applicable
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED / /
PURSUANT TO ITEMS 2(d) or 2(e)
Not Applicable
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Japan
NUMBER OF 7 SOLE VOTING POWER
SHARES 397,600 shares of common stock
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 397,600 shares of common stock
WITH 10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
397,600 shares of common stock
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
Not Applicable
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.9 %
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
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PAGE 3 OF 6 PAGES
ITEM 1. SECURITY AND ISSUER.
Common stock of Templeton Vietnam Opportunities Fund, Inc. of 700
Central Avenue, St. Petersburg, Florida 33701-3628, USA, Telephone
(800) 237-0738.
ITEM 2. IDENTITY AND BACKGROUND.
Sega Enterprises, Ltd.
2-12, Haneda 1-chome
Ohta-ku, Tokyo 144
JAPAN
Telephone: (81-3)5736-7111
Sega Enterprises, Ltd. is a corporation organized under the laws
of Japan.
A list of the directors and executive officers of Sega Enterprises,
Ltd. is set forth as Schedule A hereto.
The principal business of Sega Enterprises, Ltd. is the development
and sale of amusement machines and related consumer products, the
operation of amusement centers and the derivation of royalties
from game software produced.
Neither Sega nor any of the persons listed on Schedule A, during
the last five years, (i) has been convicted in a criminal
proceeding, (excluding traffic violations or similar misdemeanors),
or (ii) was or is a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result
of such proceeding was or is subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities
laws, or finding any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The source of the funds to undertake the acquisition by purchase
of the securities of the issuer in September 1994 was the
working capital fund of Sega Enterprises, Ltd.
The amount of funds used to acquire the securities of the issuer
was U.S.$9,900,000 (660,000 shares at U.S.$15 per share).
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PAGE 4 OF 6 PAGES
ITEM 4. PURPOSE OF TRANSACTION.
The purpose of the acquisition of securities of the issuer was as
a portfolio investment of Sega Enterprises, Ltd. As regards any
plans or proposals which Sega Enterprises, Ltd. may have, please
note the following:
Sega may continue to sell additional shares in the future subject
to a number of factors, including, among others, then
existing market conditions, the price of the shares and other
investment opportunities that may be available to it.
At the present time, Sega Enterprises, Ltd. has no plans or
proposals which relate to or would result in any of
the transactions described in subparagraphs (b) through (j) of
Item 4 of Schedule 13D; however, Sega Enterprises, Ltd. reserves
the right to change its plans or intentions at any time and
to take any and all actions that it deems appropriate to maximize
the value of its investment, including among other things, from
time to time increasing or decreasing the number of its shares
by acquiring additional shares, or by disposing of all or a
portion of its shares through open market or privately negotiated
transactions.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The aggregate number and percentage of the class of securities
(identified pursuant to Item 1 above) beneficially owned by
Sega Enterprises, Ltd. are respectively 397,600 shares and 4.9%.
(b) Sega Enterprises, Ltd. has sole power to vote and sole power to
dispose of its 397,600 shares.
(c) Sega Enterprises, Ltd. disposed of the following securities of the
issuer by sale on the New York Stock Exchange as follows:
February 1, 1996 - Sale of 2,600 shares at $14.00 per share;
February 2, 1996 - Sale of 20,600 shares at $14.00 per share;
February 5, 1996 - Sale of 21,500 shares at $14.00 per share;
February 6, 1996 - Sale of 10,900 shares at $14.00 per share; and
February 7, 1996 - Sale of 25,600 shares at $14.00 per share.
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PAGE 5 OF 6 PAGES
(d) Not applicable.
(e) On February 7, 1996, Sega Enterprises, Ltd. ceased to be the
beneficial owner of more than five percent of the common
stock of Templeton Vietnam Opportunities Fund, Inc.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
There are no such contracts, arrangements, understandings or
relationships.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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PAGE 6 OF 6 PAGES
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
hereby certify that the information set forth in this statement is true,
complete and correct.
Date: February 13, 1996 /s/ Katzutada Ieda
___________________________
Kazutada Ieda
Director - Sega Enterprises, Ltd.
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SCHEDULE A
LIST OF DIRECTORS AND OFFICERS OF
SEGA ENTERPRISES, LTD.
(As of June 29, 1995)
Director and Chairman
ISAO OKAWA
Representative Director,
President and Chief Executive Officer
HAYAO NAKAYAMA
Representative Director and Executive Vice President
SHOICHIRO IRIMAJIRI
Executive Vice President
TOKUZO KOMAI
Senior Managing Director, Consumer Products Domestic
REN MORI
Senior Managing Director, Consumer Products Overseas
NAOYOSHI TAKESHITA
Senior Managing Director, Administration
KATSUHIKO NISHIMURA
Senior Managing Director, Amusement Machine Marketing
TAKENORI OGATA
Managing Director, Research and Development
HISASHI SUZUKI
Representative Director and Managing Director, Amusement Center Operations
AKIRA NAGAI
Managing Director, Management Strategy
DAIZABURO SAKURAI
Managing Director, President's Office
SHUNICHI NAKAMURA
Managing Director, Management Strategy
TSUNEO NAITO
Managing Director, Research and Development
HIDEKI SATO
Director, Amusement Center Development
YASUO TAZOE
Director, Research and Development
MAMORU SHIGETA
Director, Manufacturing
TADAHIKO ONO
Director, Accounting and Finance
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KAZUTADA IEDA
Director, Research and Development
SHIGERU KURASAWA
Director, Research and Development
YU SUZUKI
Director, Amusement Center Operations
HAJIME FUNAKOSHI
Director, Consumer Products Domestic
SHIGEO KAMATA
Director, Amusement Machine Marketing Overseas
NOBUO NAKANISHI
Director, Consumer Products Domestic
TOSHIRO KEZUKA
Director, Distribution, Maintenance and Support
RINSHICHI TAGO
Other Directors
DAVID ROSEN
KEIZO FUJIMOTO
HIDEKAZU YUKAWA
JUNKYO FUJIEDA
Auditors
SHINKICHI KOBAYASHI
MASANAO ISHIKAWA
KINSUKE MIYAZAKI
KENJI HASHIDATE
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