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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
SUPERMERCADOS UNIMARC S.A.
____________________________
(Name of Issuer)
ADRs
_________________________
(Title of Class of Securities)
868453101
__________________________
(CUSIP Number)
*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 13G
CUSIP No. 868453101
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BEA ASSOCIATES
13-3580284
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5. SOLE VOTING POWER 267,189
NUMBER OF 6. SHARED VOTING POWER 0
SHARES
BENEFICIALLY
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER 267,189
REPORTING
PERSON 8. SHARED DISPOSITIVE POWER 0
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,189
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
N/A
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.64%
12. TYPE OF REPORTING PERSON*
Investment Advisor
*SEE INSTRUCTION
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Schedule 13G
Under the Securities Exchange Act of 1934
Amendment No.2:
Item 1 (a) Name of issuer:
SUPERMERCADOS UNIMARC S.A.
Item 1 (b) Address of issuer's principal executive offices:
AVENIDA PRESIDENTE EDUARDO FREI
MANTALRA 1380
SANTIAGO, CHILE
Item 2 (a) Name of person filing:
BEA ASSOCIATES
Item 2 (b) Address of principal business office:
153 EAST 53RD STREET
NEW YORK, NEW YORK 10022
Item 2 (c) Citizenship: United States
Item 2 (d) Title of class of securities: ADRs
Item 2 (e) Cusip No.: 868453101
Item 3 Type of Person: Investment Advisor
Item 4 (a) Amount beneficially owned: 267,189
Item 4 (b) Percent of class: 6.64%
Item 4 (c) (i) sole power to vote: 267,189
(ii) shared power to vote: 0
(iii) sole power to dispose: 267,189
(iv) shared power to dispose: 0
Item 5 Ownership of 5 percent or less of a class: Not Applicable
Item 6 Ownership of more than 5 percent on behalf of another
person: Not Applicable
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Item 7 Identification and classification of subsidiary: Not Applicable
Item 8 Identification and classification of members of
the group: Not Applicable
Item 9 Notice of dissolution of the group: Not Applicable
Item 10 Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in
the ordinary course of business and were not acquired for the
purpose of and 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 purpose or effect.
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.
SEPTEMBER 10, 1998
--------------------------------
Date
/s/ HAL LIEBES
--------------------------------
HAL LIEBES
SVP/GENERAL COUNSEL
