-----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, JfZNEf3yPvDIeGG9AjDxIi9J7OAQFGAVcaQCIxQbdctqW9Pw6lZEokhiXdITjBJ3 coJes9Ide9EHVtOCP3f5Ew== 0000945621-99-000209.txt : 19990721 0000945621-99-000209.hdr.sgml : 19990721 ACCESSION NUMBER: 0000945621-99-000209 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990720 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TEMPLETON DRAGON FUND INC CENTRAL INDEX KEY: 0000919893 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 650473580 STATE OF INCORPORATION: MD FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-56559 FILM NUMBER: 99667132 BUSINESS ADDRESS: STREET 1: 700 CENTRAL AVE CITY: ST PETERSBURG STATE: FL ZIP: 33701 BUSINESS PHONE: 8138238712 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ETERNITY LTD CENTRAL INDEX KEY: 0000709803 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: TEMPLETON BLDG STREET 2: LYFORD CAY PO BOX N 7776 CITY: NASSAU BAHAMAS BUSINESS PHONE: 2423624904 MAIL ADDRESS: STREET 1: TEMPLETON BLDG STREET 2: LYFORD CAY PO BOX N 7776 CITY: NASSAU BAHAMAS SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. __)* (Name of Issuer) Templeton Dragon Fund, Inc. (Title of Class of Securities) Common Stock (CUSIP Number) 88018T101 (Date of Event Which Requires Filing of this Statement) January 7, 1999 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ X ] Rule 13d-1(c) [ ] Rule 13d-1(d) *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 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). (1) Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (Entities Only) (I) Eternity Ltd. (II) Faithfulness Ltd. (III) John M. Templeton (2) Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ X ] (3) SEC Use Only (4) Citizenship or Place of Organization Eternity and Faithfulness are Cayman Islands corporations. Sir. John M. Templeton is a citizen of the United Kingdom. Number of (5) Sole Voting Power Shares Nil - ------------------------------------------------------------------------------ Benefici- (6) Shared Voting Power ally Owned (I) & (III) 2,600,000 (II) & (III) 405,000 - ---------------------------------------------------------------------- by Each (7) Sole Dispositive Power Reporting Nil - ---------------------------------------------------------------------- Person With (8) Shared Dispositive Power (I) & (III) 2,600,000 (II) & (III) 405,000 (9) Aggregate Amount Beneficially Owned by Each Reporting Person (I) & (III) 2,600,000 (II) & (III) 405,000 (10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] (11) Percent of Class Represented by Amount in Row 9 (I) & (III) 4.91%(II) & (III) 0.77% (12) Type of Reporting Person (I) CO (II) CO (III) IN Item 1(a) Name of Issuer: Templeton Dragon Fund, Inc. Item 1(b) Address of Issuer's Principal Executive Offices: 700 Central Avenue St. Petersburg, Florida 33701 Item 2(a) Name of Person Filing: Eternity Ltd. Faithfulness Ltd. John M. Templeton Eternity Ltd. and Faithfulness Ltd. are indirectly controlled by John M. Templeton, a British subject, but they are of the view that they are not acting as a "group" for purposes of Section 13(d) under the Securities Exchange Act of 1934 (the "1934 Act") and that they are not otherwise required to attribute to each other the "beneficial ownership" of securities "beneficially owned" under Rule 13d-3 under the 1934 Act. Therefore they are of the view that shares held by them need not be aggregated for purposes of Section 13(d). However, Eternity Ltd. and Faithfulness Ltd. are making this filing on a voluntary basis as if all of the shares are beneficially owned by them on a joint basis. Item 2(b) Address of Principal Business Office: Eternity Ltd. and Faithfulness Ltd. are both located at: Templeton Building P.O. Box N-7776 Lyford Cay Nassau, Bahamas John M. Templeton is located at: Templeton Building P.O. Box 7776 Lyford Cay Nassau, Bahamas Item 2(c) Citizenship: Eternity Ltd. and Faithfulness Ltd. are companies incorporated under the laws of the Cayman Islands. Sir John M. Templeton is a citizen of the United Kingdom. Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP Number: 88018T101 If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), 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) [ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E) (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F) (g) [ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G) (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J) If this statement is filed pursuant to Rule 13d-1(c), check this box. [ X ] Item 4 Ownership. (a) Amount Beneficially Owned: Eternity Ltd.: 2,600,000 Faithfulness Ltd.: 405,000 (b) Percent of Class: Eternity Ltd.: 4.91% Faithfulness Ltd.: 0.77% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: Nil (ii) Shared power to vote or to direct the vote: Eternity Ltd.: 2,600,000 Faithfulness Ltd.: 405,000 (iii) Sole power to dispose or to direct the disposition of: Nil (iv) Shared power to dispose or to direct the disposition of: Eternity Ltd.: 2,600,000 Faithfulness Ltd.: 405,000 By virture of his indirect control, Sir John M. Templeton shares with Eternity Ltd. the power to vote and dispose of the shares owned by Eternity and, similarly, shares with Faithfulness Ltd. the power to vote and dispose of the shares owned by Faithfulness. 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. Not Applicable 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 not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Signature. After reasonable inquiry and to the best of my knowledge and belief, certify that the information set forth in this statement is true, complete and correct. Date: July 13, 1999 ETERNITY LTD. Signature: /S/ JOHN M. TEMPLETON Name/Title: By: John M. Templeton, President Faithfulness Ltd. Signature: /S/ JOHN M. TEMPLETON Name/Title: By: John M. Templeton, President Signature: /S/ JOHN M. TEMPLETON Name/Title: John M. Templeton, Individually as indirect beneficial owner Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001). EX-99 2 Agreement Pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934 AGREEMENT The undersigned agree that this Schedule 13G dated July 13, 1999 relating to the Common Stock of Templeton Dragon Fund, Inc. shall be filed on behalf of the undersigned. ETERNITY, LTD. /S/ JOHN M. TEMPLETON By: John M. Templeton, President FAITHFULNESS, LTD. /S/ JOHN M. TEMPLETON By: John M. Templeton, President JOHN M. TEMPLETON /S/ JOHN M. TEMPLETON John M. Templeton, Individually As indirect beneficial owner -----END PRIVACY-ENHANCED MESSAGE-----