UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. _____)
The Korea Fund, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
500634100
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(CUSIP Number)
Michael Pradko
Harvard Management Company, Inc.
600 Atlantic Avenue
Boston, Massachusetts 02210
(617) 523-4400
with a copy to:
Theodore Altman, Esq.
Piper Rudnick LLP
1251 Avenue of the Americas
New York, New York 10020-1104
-------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 15, 2003
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(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 ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [X]
Page 1 of 8 Pages
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CUSIP No. 500634100 SCHEDULE 13D Page 2 of 8 Pages
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1 NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NUMBERS
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 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
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NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY
OWNED BY EACH 11,813,400
REPORTING PERSON --------------------------------------------------
WITH 8 SHARED VOTING POWER
0
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9 SOLE DISPOSITIVE POWER
11,813,400
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,813,400
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.75%
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14 TYPE OF REPORTING PERSON
EP
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Page 2 of 8 Pages
ITEM 1. SECURITY AND ISSUER.
This statement on Schedule 13D relates to the shares of common stock,
par value $.01 per share (the "Common Stock"), of The Korea Fund, Inc., a
Maryland corporation (the "Issuer"), which has its principal executive offices
at 345 Park Avenue, New York, New York 10154.
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 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, the Fellows and the
executive officers of Harvard is contained in Exhibit A attached hereto and
incorporated herein by reference. Each of the President, the Fellows and the
executive officers of Harvard is a citizen of the Untied 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 Issuer to which this
statement relates was acquired by Harvard with Harvard's general funds.
ITEM 4. PURPOSE OF TRANSACTION.
Harvard acquired the Fund's shares to seek to profit from its
investment. The Board of Directors of the Issuer announced on April 25, 2003
that it was undertaking a special review of the alternatives that would enable
shareholders to "receive value that is near net asset value for at least a
portion of their shares" (the "Announcement"). Harvard is filing this Schedule
13D because it plans to meet with the Issuer's Board of Directors to get a
better understanding of, and to express its views on, how the Issuer may fulfill
the goals stated in the Announcement.
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 to take any other steps to enhance the value of its
investment.
Page 3 of 8 Pages
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a), (b) Harvard is the beneficial owner of 11,813,400 shares of Common
Stock (approximately 23.75% of the shares of the Issuer's issued and outstanding
Common Stock based on the most recent filing of the Issuer with the SEC).
Harvard has sole power to vote and sole power to dispose of such shares
to which this statement relates.
(c) During the past sixty (60) days, Harvard bought and sold shares of
Common Stock of the Issuer in open-market transactions on the New York Stock
Exchange. The transaction dates, number of shares bought and 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 SECURITIES OF THE ISSUER.
Not applicable.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
Exhibit A - Information concerning the President, the Fellows and
the executive officers of Harvard.
Exhibit B - Information concerning Harvard's transactions during the
past sixty (60) days.
Page 4 of 8 Pages
SIGNATURES
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: December 15, 2003 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
Page Number In
Exhibit Sequentially
Number Description Numbered Copy
------ ----------- -------------
A Information concerning the President, the 7
Fellows and the executive officers of
Harvard
B Information concerning Harvard's 8
transactions during the past sixty (60)
days
Page 6 of 8 Pages