FOREIGN & COLONIAL EMERGING MIDDLE EAST FUND INC
SC 13G, 1997-12-18
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  SCHEDULE 13G



                    UNDER THE SECURITIES EXCHANGE ACT OF 1934



             THE FOREIGN & COLONIAL EMERGING MIDDLE EAST FUND, INC.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                                  COMMON STOCK
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    345451108
- --------------------------------------------------------------------------------
                                 (CUSIP Number)



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).

*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 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).






SEC 1745 (10-88)


                                                                     Page 1 of 5
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- ---------------------------                       
  CUSIP NO.   345451108           SCHEDULE 13G            
- --------------------------------------------------------------------------------
1.      NAME OF REPORTING PERSON
        S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

        CITY OF LONDON INVESTMENT GROUP PLC (FORMERLY OLLIFF & PARTNERS PLC), a
        company incorporated under the laws of England & Wales
- --------------------------------------------------------------------------------
2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*               (a) [ ]
                                                                        (b) [ ]
- --------------------------------------------------------------------------------
3.      SEC USE ONLY

- --------------------------------------------------------------------------------
4.      CITIZENSHIP OR PLACE OF ORGANIZATION
        
        GREAT BRITAIN
- --------------------------------------------------------------------------------
                         5.       SOLE VOTING POWER

                                  566,900
  NUMBER OF              -------------------------------------------------------
   SHARES                6.       SHARED VOTING POWER 
BENEFICIALLY
  OWNED BY                        0
    EACH                 -------------------------------------------------------
 REPORTING               7.       SOLE DISPOSITIVE POWER
  PERSON                          
   WITH:                          566,900   
                         -------------------------------------------------------
                         8.       SHARED DISPOSITIVE POWER
                                 
                                  0
- --------------------------------------------------------------------------------
9.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

        566,900
- --------------------------------------------------------------------------------
10.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
                                                                            [ ]
- --------------------------------------------------------------------------------
11.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
        20.19%
- --------------------------------------------------------------------------------
12.     TYPE OF REPORTING PERSON*
   
        HC
================================================================================
                     *SEE INSTRUCTIONS BEFORE FILLING OUT!

                                                            Page  2  of  5 Pages
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                            STATEMENT ON SCHEDULE 13G


Item 1(a).        NAME OF ISSUER:

                  The Foreign & Colonial Emerging Middle East Fund, Inc.

Item 1(b).        ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

                  1285 Avenue of the Americas,
                  New York,
                  New York, 10019

Item 2(a).        NAMES OF PERSON FILING:

                  City of London Investment Group PLC (formerly Olliff &
                  Partners PLC)

Item 2(b).        ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

                  10 Eastcheap
                  London EC3M IAJ
                  England

Item 2(c).        CITIZENSHIP:

                  Great Britain

Item 2(d).        TITLE OF CLASS OF SECURITIES:

                  Common Stock

Item 2(e).        CUSIP NUMBER:

                  345451108



Item 3.           IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR
                  13d-2(b), CHECK WHETHER THE PERSON FILING IS A:

                  (a)    [ ] Broker or Dealer registered under Section 15 of the
                         Act

                  (b)    [ ] Bank as defined in section 3(a)(6) of the Act

                  (c)    [ ] Insurance Company as defined in section 3(a)(19) of
                         the Act

                  (d)    [ ] Investment Company registered under section 8 of
                         the Investment Company Act

                  (e)    [ ] Investment Advisor registered under section 203 of
                         the Investment Advisers Act

                  (f)    [ ] Employee Benefit Plan, Pension Fund which is
                         subject to the provisions of the Employee Retirement
                         Income Security Act of 1974 or Endowment Fund; see
                         SS.240.13d-1(b)(ii)(F) (Note: See Item 7)
                          
                  (g)    [X] Parent Holding Company, in accordance with
                         SS.240.13d-1(b)(ii)(G).



                                                                     Page 3 of 5
<PAGE>   4

                         (Note: See Item 7)
                       
                  (h)    [ ] Group, in accordance with Sec. 240.13d-1(b)(ii)(H).

Item 4.  OWNERSHIP:

         (a) Amount Beneficially Owned: 566,900 as of 28th November, 1997

         (b) Percent of Class: 20.19%

         (c) Number of shares as to which such person has:

                  (i)    sole power to vote or to direct the vote: 566,900

                  (ii)   shared power to vote or to direct the vote: 0

                  (iii)  sole power to dispose or to direct the disposition of:
                         566,900

                  (iv)   shared power to dispose or to direct the disposition
                         of: 0 

Item 5.           OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

                  Not Applicable

Item 6.           OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
                  PERSON:

                  Not Applicable

Item 7.           IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
                  ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
                  COMPANY:

                  City of London Investment Management Company Limited (IA)
                  City of London Unit Trust Managers Limited (IA)

Item 8.           IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:

                  Not Applicable

Item 9.           NOTICE OF DISSOLUTION OF 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 purposes or effect.


                                                                     Page 4 of 5
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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.


Dated: 10th December, 1997
- ----------------------------------
                                                    /s/   D A Fowle
                                                    ----------------------------
                                                    Name: D.A. Fowle
                                                    Title: Director
 





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