-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GIzfu6CJ64UaDlSh1LqNDS9raSfVWNVU6yVrZ0x5b1McjdRCza1RMIPUayLmQuGF aeW1TtM5Zm7oIDhppdQ7pw== 0000927016-01-502747.txt : 20010830 0000927016-01-502747.hdr.sgml : 20010830 ACCESSION NUMBER: 0000927016-01-502747 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20010829 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PRESIDENT & FELLOWS OF HARVARD COLLEGE CENTRAL INDEX KEY: 0000315016 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 042103580 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: C/O HARVARD MANAGEMENT COMPANY INC STREET 2: 600 ATLANTIC AVENUE CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6175234400 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MORGAN STANLEY DEAN WITTER AFRICA INV FUND INC CENTRAL INDEX KEY: 0000916301 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133751089 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-50115 FILM NUMBER: 1726562 BUSINESS ADDRESS: STREET 1: 1221 AVENUE OF THE AMERICAS STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 6175578742 MAIL ADDRESS: STREET 1: 1221 AVENUE OF THE AMERICAS STREET 2: 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 FORMER COMPANY: FORMER CONFORMED NAME: MORGAN STANLEY AFRICA INVESTMENT FUND INC DATE OF NAME CHANGE: 19931216 SC 13D 1 dsc13d.txt SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-1) 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. __ ) Morgan Stanley Africa Investment Fund, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.01 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 617444104 - -------------------------------------------------------------------------------- (CUSIP Number) COPY TO: Michael Pradko Timothy Diggins, Esq. Harvard Management Company, Inc. Ropes & Gray 600 Atlantic Avenue One International Place Boston, MA 02210 Boston, MA 02110 (617) 523-4400 (617) 951-7389 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 24, 2001 -------------------------- (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 which 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: [X]. SCHEDULE 13D - ----------------------- --------------------- CUSIP NO. 617444104 PAGE 2 OF 7 PAGES - ----------------------- --------------------- - ------------------------------------------------------------------------------ NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON President and Fellows of Harvard College - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 2 (a) [_] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ SOURCE OF FUNDS* 4 WC - ------------------------------------------------------------------------------ CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 5 PURSUANT TO ITEMS 2(d) or 2(e) [_] - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 6 Massachusetts - ------------------------------------------------------------------------------ SOLE VOTING POWER 7 NUMBER OF 3,321,941 SHARES ----------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 8 -- OWNED BY ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 9 REPORTING 3,321,941 PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 10 -- - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 3,321,941 - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 12 [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 37.0% - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON* 14 EP - ------------------------------------------------------------------------------ *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13D ------------ Morgan Stanley Africa Investment Fund, Inc. ------------------------------------------- Item 1. Security and Issuer. ------------------- This statement relates to the shares of common stock, $0.01 par value (the "Common Stock"), of Morgan Stanley Africa Investment Fund, Inc., a Maryland corporation (the "Fund" or "Issuer"), which has its principal executive offices at 1221 Avenue of the Americas, 8th Floor, New York, New York 10020. Item 2. Identity and Background. ----------------------- This statement is filed by President and Fellows of Harvard College ("Harvard"), a Massachusetts educational corporation. The principal executive offices of Harvard are located at c/o Harvard Management Company, 600 Atlantic Avenue, Boston, Massachusetts 02210. Harvard's activities are carried on from the offices of Harvard Management Company at 600 Atlantic Avenue, Boston, Massachusetts 02210. Information relating to each of the President, Fellows and executive officers of Harvard is contained in Exhibit A attached hereto and incorporated herein by reference. Each of the President, Fellows and executive officers of Harvard is a citizen of the United States of America. None of Harvard or, to the best of Harvard's knowledge or belief, any of the persons listed in Exhibit A has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). Neither Harvard, nor to the best of Harvard's knowledge and belief, any of the persons listed in Exhibit A has, during the past five years, been 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. ------------------------------------------------- Beneficial ownership of the Common Stock of the Fund to which this statement relates was acquired by Harvard with Harvard's general funds. Item 4. Purpose of Transaction. ---------------------- The acquisition of the securities of the Fund was made for the purpose of investment. The reporting persons may acquire additional securities, or dispose of securities of the Fund from time to time. On July 1, 1998, the Fund announced a plan to repurchase through open market transactions certain outstanding shares of its Common Stock (the "Repurchase"). The Fund effected the Repurchase throughout the years ended 1998, 1999 and 2000. The effect of the Repurchase has been to decrease the number of outstanding shares of Common Stock of the Fund, resulting in an increase in Harvard's ownership of Common Stock as a percentage of the outstanding Common Stock of the Fund. Harvard's ownership percentage as disclosed in this Schedule 13D gives effect to the Repurchase and consequent increase in Harvard's ownership percentage. This Schedule 13D filing, in lieu of Harvard's normal filing of Schedule 13G, is occasioned solely by the increase in Harvard's ownership as a percentage of the outstanding Common Stock of 3 the Fund resulting from the decrease in outstanding shares of Common Stock of the Fund as a consequence of the Repurchase. Harvard's ownership as a percentage of the outstanding Common Stock of the Fund may be deemed to have the resulting effect of changing or influencing the control of the Fund, notwithstanding that the securities of the Fund acquired and held by Harvard were acquired in the ordinary course of its business and were not acquired for the purpose of and with the effect of changing or influencing the control of the Fund. Except as described above, Harvard does not have any plans or proposals which relate to or would result in any of the actions set forth in parts (a) through (j) of Item 4. Harvard reserves the right to make any such plans or proposals in the future or take any other steps to enhance the value of its investment. Item 5. Interest in Securities of the Fund. ---------------------------------- (a), (b) Harvard is the beneficial owner of 3,321,941 shares of Common Stock (approximately 37.0% of the shares of Common Stock based on the most recent filing of the Fund with the SEC and giving effect to the Repurchase). Harvard has sole power to vote and sole power to dispose of such shares to which this Statement relates. (c) Not applicable. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with ------------------------------------------------------------- Respect to the Securities of the Fund. -------------------------------------- Not applicable. Item 7. Material to be Filed as Exhibits. -------------------------------- Exhibit A -- Information concerning the President, Fellows and executive officers of Harvard. 4 Signature --------- After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: August 29, 2001 PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Michael S. Pradko --------------------------- Name: Michael S. Pradko Title: Authorized Signatory 5 EXHIBIT INDEX - ------------- Page Number In Exhibit Sequentially Number Description Numbered Copy - ------ ----------- ------------- A Information Concerning the President, 7 Fellows and executive officers of Harvard EX-99 3 dex99.txt INFORMATION CONCERNING THE PRESIDENT EXHIBIT A --------- Directors and Executive Officers -------------------------------- The names of the President, Fellows and Executive Officers of Harvard and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the business address of such director or executive officer is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210. President, Fellows and Executive Officers of Harvard College - ------------------------------------------------------------ Name Office/Position - ---- --------------- Lawrence H. Summers President D. Ronald Daniel Treasurer Mark Goodheart Secretary Hanna H. Gray Fellow Conrad K. Harper Fellow James R. Houghton Fellow Robert G. Stone, Jr. Fellow Herbert S. Winokur, Jr. Fellow -----END PRIVACY-ENHANCED MESSAGE-----