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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
The First Australia Fund, Inc.
(Name of Issuer)
Common Stock ($.01 par value)
(Title of Class of Securities)
318652104
(CUSIP Number)
Meredith M. Brown, Esq.
Debevoise & Plimpton
875 Third Avenue
New York, NY 10022
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
January 18, 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 that is the subject of this Schedule 13D, and is
filing this schedule because of Section 240.13d-1(e), (f) or (g), check the
following box [ ].
Note: Schedules filed in paper format shall include a signed
original and five copies of the Schedule, including all exhibits. See
Section 240.13d-7(b) for other parties to whom copies are to be sent.
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 on the remainder of this cover page shall
not be deemed to be "filed" for the purposes 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).
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Laurence Freedman
I.R.S. No.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
AF, PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Australia
7 SOLE VOTING POWER
NUMBER OF
SHARES 4,000
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH 4,000
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON
IN
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Brian Sherman
I.R.S. No.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
AF, PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Australia
7 SOLE VOTING POWER
NUMBER OF
SHARES 4,000
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH 4,000
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,000
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON
IN
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
EquitiLink Limited
I.R.S. No.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC, BK
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New South Wales, Australia
7 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH None
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH None
10 SHARED DISPOSITIVE POWER
None
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON
HC, CO
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
EquitiLink U.S.A., Inc.
I.R.S. No. 521635331
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
AF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
7 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH None
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON
WITH None
10 SHARED DISPOSITIVE POWER
None
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
14 TYPE OF REPORTING PERSON
CO
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Statement on Schedule 13D
This Amendment No. 8 amends and supplements Items 4, 5 and 6 of the
Schedule 13D of the Reporting Persons with respect to the shares of
common stock, par value $.01 per share, of The First Australia Fund, Inc.
(the "Fund") as originally filed on April 1, 1999 and as amended by
Amendment No. 1 thereto filed on July 9, 1999, Amendment No. 2 thereto
filed on August 27, 1999, Amendment No. 3 thereto filed on September 30,
1999, Amendment No. 4 thereto filed on October 21, 1999, Amendment No. 5
thereto filed on November 4, 1999, Amendment No. 6 thereto filed on
December 7, 1999 and Amendment No. 7 thereto filed on November 14, 2000.
1. Items 4 and 6 of the Schedule 13D are hereby amended by adding
thereto the following:
On January 18, 2001, EquitiLink Holdings Limited, EquitiLink
Limited, EquitiLink International Management Limited, and
EquitiLink U.S.A., Inc. (the "Sellers") sold 2,742,461 shares of
Common Stock to Mira, L.P. ("Mira") pursuant to the Stock Purchase
Agreement (the "Stock Purchase Agreement"), dated as of November
10, 2000, between the Sellers and Mira. The aggregate sales price
was $16,891,914.28. The shares of Common Stock sold constituted
all of the Common Stock beneficially owned by the Reporting
Persons, except for 4,000 shares held by each of Laurence Freedman
and Brian Sherman. On December 21, 2000, EquitiLink International
Limited sold 5,447 shares on the open market at $5.9375 per share.
2. Item 5 of the Schedule 13D is hereby amended by adding thereto the
following:
(a) The Reporting Persons beneficially own an aggregate of 8,000
shares of Common Stock, constituting approximately 0.0% of the
outstanding shares of Common Stock (computed on the basis of
17,189,998 shares of Common Stock outstanding as of October 31,
2000 as reported in the Fund's Annual Report to the SEC on Form
N-30D for the year ended October 31, 2000). In the aggregate, all
persons named in Item 2 and Annex A to the Schedule 13D as
originally filed on April 1, 1999, which is incorporated herein by
reference, beneficially own 8,000 shares of Common Stock, which
represents approximately 0.0% of the outstanding shares of Common
Stock.
(b) Each of Laurence Freedman and Brian Sherman owns 4,000
shares of Common Stock, respectively, with sole voting and
dispositive power for all such shares.
(c) On January 18, 2001, the Sellers sold 2,742,461 shares of
Common Stock to Mira pursuant to the Stock Purchase Agreement.
On December 21, 2000, EquitiLink International Limited sold 5,447
shares on the open market at $5.9375 per share.
(e) On January 18, 2001, the Reporting Persons ceased to be the
beneficial owners of more than five percent of the Common Stock.
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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 with respect to
the undersigned is true, complete and correct.
Date: January 22, 2001
/s/ Laurence Freedman
-----------------------------------------
Laurence Freedman
/s/ Brian Sherman
----------------------------------------
Brian Sherman
EQUITILINK LIMITED
By: /s/ Barry Sechos
-----------------------------------------
Name: Barry Sechos
Title: Director
EQUITILINK U.S.A., INC.
By: /s/ Richard P. Strickler
-----------------------------------------
Name: Richard P. Strickler
Title: Managing Director
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