SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* JSC Compass Asset Management (Last) (First) (Middle) 240V FURMANOVA STREET (Street) ALMATY 1P 050059 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/08/2008	3. Issuer Name and Ticker or Trading Symbol BMB MUNAI INC [ KAZ ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock ($0.001 par value)	1,321,280	I	By: Kazakh Compass fund Ltd.(1)
Common Stock ($0.001 par value)	226,716	I	By: Compass Kazakhstan Ltd.(1)
Common Stock ($0.001 par value)	3,796,215	I	By: TAU Capital (Public Investments) Limited(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* JSC Compass Asset Management (Last) (First) (Middle) 240V FURMANOVA STREET (Street) ALMATY 1P 050059 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Compass Asset Management Ltd. (Last) (First) (Middle) QUEENSGATE HOUSE 113 SOUTH CHURCH STREET, P.O. BOX 1234 (Street) GEORGE TOWN E9 KY1-1108 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Pursuant to two investment advisory agreements, Compass Asset Management Ltd. ("CAM"), a wholly-owned subsidiary of JSC Compass Asset Management ("JSC"), has been appointed investment manager for two private funds, Compass Kazakhstan Ltd. ("Compass Kazakhstan") and Kazakh Compass Fund Ltd. (the "Kazakh Compass"). In addition, pursuant to such investment advisory agreements, JSC agrees to act as the investment adviser to provide CAM with research and services to assist CAM in executing the investment objectives of Compass Kazakhstan and Kazakh Compass subject to the terms and conditions of the respective investment) management agreements to which Compass Kazakhstan and Kazakh Compass are a party. Compass Kazakhstan and Kazakh Compass are wholly owned funds of CAM and act solely as investment vehicles for CAM.

2. Pursuant to a shareholders' agreement, CAM and Spencer House Capital Management LLP ("Spencer House") formed a joint venture in which each entity owns 50% of Spencer House Compass Capital Ltd. ("Spencer Compass"). Pursuant to a management agreement, Spencer Compass acts as the investment manager with respect to the shares of common stock directly owned by TAU Capital (Public Investments) Limited.

	Mikhail Derkavski, as Director of JSC Compass Asset Management	07/03/2008
	Mikhail Derkavski, as Director of Compass Asset Management Ltd.	07/03/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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