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. 12)
iShares MSCI South Africa Index Fund
(Name of Issuer)
Common Stock, $0.001 par value
(Title of Class of Securities)
464286780
(CUSIP Number)
COPY TO:
Michael Pradko | Larry Jordan Rowe, Esq. | |
Harvard Management Company, Inc. | Ropes & Gray LLP | |
600 Atlantic Avenue | One International Place | |
Boston, MA 02210 | Boston, MA 02110 | |
(617) 523-4400 | (617) 951-7000 |
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 23, 2005
(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: ¨.
Page 1 of 8 Pages
SCHEDULE 13D
CUSIP No. 464286780 | Page 2 of 8 Pages |
1. | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
President and Fellows of Harvard College |
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2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨ |
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3. | SEC USE ONLY
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4. | SOURCE OF FUNDS
WC |
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5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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¨ | ||
6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7. SOLE VOTING POWER
680,100 8. SHARED VOTING POWER
9. SOLE DISPOSITIVE POWER
680,100 10. SHARED DISPOSITIVE POWER
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11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
680,100 |
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12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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¨
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13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
36.8%1 |
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14. | TYPE OF REPORTING PERSON
EP |
1 | Based on 1,850,000 shares outstanding as set forth on the Issuers website as of February 24, 2005. |
Page 2 of 8 Pages
SCHEDULE 13D
iShares MSCI South Africa Index Fund
Item 1. Security and Issuer.
This statement2 relates to the shares of common stock, $0.001 par value (the Common Stock), of iShares MSCI South Africa Index Fund, a series of iShares, Inc., a Maryland corporation (the Fund or Issuer), which has its principal executive offices at iShares, Inc., c/o SEI Investments Distribution Co., 1 Freedom Valley Drive, Oaks, PA 19456.
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. Harvards investment 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 Harvards 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 Harvards 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 Harvards general funds.
Item 4. Purpose of Transaction.
This Schedule 13D filing is occasioned by Harvards disposition of shares of Common Stock of the Fund as described in Item 5 below.
This Schedule 13D filing, in lieu of Harvards normal filing on Schedule 13G pursuant to Rule 13d-1(b) under the Securities Exchange Act of 1934, as amended, is occasioned solely by Harvards ownership of 36.8%3 of the outstanding Common Stock of the Fund. Harvards 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 changing or influencing the control of the Fund.
2 | This filing should not be deemed an admission that the reporting person is required to file a report under Section 13 of the Securities Exchange Act of 1934, as amended. |
3 | Based on 1,850,000 shares outstanding as of the end of business on February 24, 2005 as set forth on the Issuers website. |
Page 3 of 8 Pages
Harvard does not currently have any plans or proposals that relate to or would result in any of the actions set forth in parts (a) through (j) of Item 4.
Item 5. Interest in Securities of the Fund.
(a), (b) Harvard is the beneficial owner of 680,100 shares of Common Stock (approximately 36.8% of the shares of Common Stock based on information set forth on the Issuers website as of February 24, 2005).
Harvard has sole power to vote and sole power to dispose of such shares to which this Statement relates.
(c) Since its most recent filing on Schedule 13D, Harvard sold shares of Common Stock of the Fund in open market transactions on the American Stock Exchange. The transaction dates, number of shares sold and prices per share during that period are set forth on Exhibit B hereto.
(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. | |
Exhibit B | Information concerning Harvards transactions for the period of January 12, 2005 through February 24, 2005. |
Page 4 of 8 Pages
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: February 25, 2005
PRESIDENT AND FELLOWS OF HARVARD COLLEGE
By: | /s/ Michael S. Pradko | |
Name: | Michael S. Pradko | |
Title: | Authorized Signatory |
Page 5 of 8 Pages
EXHIBIT INDEX
Exhibit Number |
Description |
Page Number In Sequentially Numbered Copy | ||
A | Information Concerning the President, Fellows and executive officers of Harvard | 7 | ||
B | Information Concerning Harvards Transactions for the period of January 12, 2005 through February 24, 2005. | 8 |
Page 6 of 8 Pages
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 | |
James F. Rothenberg |
Treasurer | |
Mark Goodheart |
Secretary | |
Hanna H. Gray |
Fellow | |
Conrad K. Harper |
Fellow | |
James R. Houghton |
Fellow | |
Robert E. Rubin |
Fellow | |
Robert D. Reischauer |
Fellow |
Page 7 of 8 Pages
EXHIBIT B
Harvards Transactions for January 12, 2005 February 24, 2005
Date of Transaction |
Shares of Common Stock Bought |
Shares of Common Stock Sold |
Price Per Share | ||||
January 24, 2005 |
3,000 | $ | 73.70 | ||||
February 2, 2005 |
3,400 | $ | 73.4559 | ||||
February 22, 2005 |
4,500 | $ | 80.2164 | ||||
February 23, 2005 |
7,600 | $ | 79.9294 | ||||
February 24, 2005 |
400 | $ | 80.39 |
Page 8 of 8 Pages