SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. )(1)
TEMPLETON EMERGING MARKETS APPRECIATION FUND, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
880190103
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(CUSIP Number)
Fred M. Stone, Esq. copy to: Allan S. Sexter, Esq.
Millennium Partners, L.P. Sexter & Warmflash
660 Fifth Avenue, 8th Floor 115 Broadway
New York, New York 10103 New York, New York 10006
(212) 841-4124 (212) 577-2800
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 2, 2001
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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 that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [_].
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7(b)
for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 3 Pages)
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(1) 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 disclosures provided in a prior cover page.
The information required on 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 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).
(SC13D-07/99)
<PAGE>
CUSIP No. 880190103 13D Page 2 of 3 Pages
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
MillenCo, L.P. 13-3532932
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [X]
(b) [_]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS*
From the capital of MillenCo.
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF 214,800
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 214,800
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
214,800
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.1%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON*
Limited Partnership
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP No. 13D Page 3 of 3 Pages
ITEM 1. SECURITY AND ISSUER.
This statement relates to the common stock ("Common Stock") of Templeton
Emerging Markets Appreciation Fund, Inc., a Maryland corporation (the
"Company"). The address of the principal executive offices of the Company is 500
East Broward Boulevard, Suite 2100, Fort Lauderdale, Florida 33394-3091.
ITEM 2. IDENTITY AND BACKGROUND.
This statement is being filed by MillenCo, L.P. a Delaware limited
partnership ("MillenCo"), a broker-dealer and member of the American Stock
Exchange, whose principal office is at 666 Fifth Avenue, New York, New York
10103.
The general partner of MillenCo is Millennium Management, LLC,
("Management") a Delaware limited liability company whose principal office is at
666 Fifth Avenue, New York, New York 10103.
The sole manager of Management is Israel A. Englander, ("Englander") whose
principal office is at 666 Fifth Avenue, New York, New York 10103.
During the past five years, neither MillenCo, or Management nor
Englander, has been convicted in a criminal proceeding (excluding traffic
violations and similar misdemeanors) or been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and, as 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 amount of the funds used to purchase the shares reported as beneficially
owned was approximately $1,950,630. All of such funds were from the investment
capital of MillenCo.
ITEM 4. PURPOSE OF TRANSACTION.
The shares of the Common Stock owned by MillenCo and reported hereby were
purchased for investment and with the view of addressing with the management of
the Company the steps which may be taken to substantially reduce or eliminate
the significant discount at which the shares of Common Stock trade from the net
asset value thereof. These steps may include among others, changing the capital
structure of the fund or advocating a reduction in the share capital of the
Company. Furthermore, MillenCo may seek to obtain representation on the
Company's Board of Directors. MillenCo may purchase additional shares of Common
Stock, or alternatively sell shares of Common Stock, from time to time.
Other than as set forth above, neither MillenCo, nor Management nor
Englander, has any present plans or proposals which relate to, or could result
in, any of the matters referred to in paragraphs (a) through (j), inclusive, of
Item 4 of Schedule 13D (although it reserves the right to develop any such plans
or proposals). MillenCo may, at any time and from time to time, review or
reconsider its position and formulate plans or proposals with respect thereto,
but has no present intention of doing so.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) MillenCo owns 214,800 shares of Common Stock, representing
approximately 5.1% of the total number of shares of Common Stock outstanding. To
the best knowledge of MillenCo, neither Management nor Englander owns any shares
of Common Stock.
(b) MillenCo has the sole power to vote or direct the vote, and the sole
power to dispose or direct the disposition of, the shares of Common Stock owned
by MillenCo.
(c) Within the past 60 days, MillenCo purchased shares of Common Stock on
the New York Stock Exchange as follows:
No. of Shares Price per
Date (all year 2000) Purchased Share
-------------------- ------------- ---------
08/29/00 2000 9.812500
08/30/00 2000 9.875000
09/14/00 4000 9.625
09/19/00 4000 9.375
10/12/00 2000 9.0625
10/13/00 17200 9.015988
10/16/00 2100 8.869048
10/17/00 6000 9.15625
10/18/00 14800 9.103885
10/19/00 10200 9.28125
10/23/00 9000 9.1875
10/24/00 3000 9.020833
10/25/00 600 9
10/26/00 2000 9
10/27/00 2000 9
11/01/00 2000 8.9375
11/03/00 1000 9.125
11/08/00 3000 9.1875
11/20/00 2000 9
11/21/00 4500 8.916667
11/22/00 4800 8.848958
11/27/00 7000 9.044643
11/28/00 13300 9.017387
11/30/00 6000 8.75
12/04/00 2500 8.6875
12/05/00 1000 8.75
12/06/00 1600 8.9375
12/07/00 3300 9
12/11/00 1300 9.0625
12/12/00 2000 9.125
12/13/00 5400 9.111111
12/14/00 2000 9.125
12/15/00 3700 9.125
12/19/00 2000 9.125
12/20/00 5000 9.05
12/21/00 20400 9.119179
12/22/00 3000 9.166667
12/28/00 11200 8.90625
12/29/00 11000 8.881
01/02/01 14900 9.1875
(d) and (e): Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
<PAGE>
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.
January 11, 2001
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(Date)
MillenCo. L.P.
By: Millenium Management, LLC, General Partner
By:
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(Signature)
Israel A. Englander, Managing Member
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(Name/Title)
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
