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. )
Templeton Dragon Fund, Inc.
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(Name of Issuer)
Common Stock, $0.01 par value
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(Title of Class of Securities)
88018T101
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(CUSIP Number)
COPY TO:
Michael Pradko Timothy Diggins, Esq.
Harvard Management Company, Inc. Ropes & Gray
600 Atlantic Avenue One International Place
Boston, MA 02210 Boston, MA 02110
(617) 523-4400 (617) 951-7389
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 14, 2002
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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 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: |X|.
SCHEDULE 13D
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CUSIP No. 88018T101 Page 2 of 8 Pages
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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
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7. SOLE VOTING POWER
NUMBER OF 6,216,250
SHARES ---------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY ----
EACH ---------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON
WITH 6,216,250
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10. SHARED DISPOSITIVE POWER
----
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,216,250
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ]
12. CERTAIN SHARES*
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.8%
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14. TYPE OF REPORTING PERSON*
EP
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
SCHEDULE 13D
Templeton Dragon Fund, Inc.
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Item 1. Security and Issuer.
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This statement relates to the shares of common stock, $0.01 par
value (the "Common Stock"), of Templeton Dragon Fund, Inc., a Maryland
corporation (the "Fund" or "Issuer"), which has its principal executive
offices at 700 Central Avenue, St. Petersburg, FL 33701.
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, 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 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 Fund to which this
statement relates was acquired by Harvard with Harvard's general funds.
Item 4. Purpose of Transaction.
----------------------
On May 10, 2002, the Fund announced a tender offer for up to 10%
of its outstanding shares of Common Stock. Harvard believes that the
announced offer is wholly inadequate to address the serious issues facing
the Fund. Harvard does not currently 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, and Harvard has made its investment in the Fund in
the ordinary course of its business and not for the purpose of changing or
influencing the control of the Fund. However, Harvard is filing this
Schedule 13D at this time insofar as it may make such plans or proposals
in light of the announced tender offer or otherwise, or take other steps
to enhance the value of its investment. Harvard further reserves the right
to increase, decrease or eliminate its investment in the Fund or take any
other action relative thereto.
Page 3 of 8 Pages
Item 5. Interest in Securities of the Fund.
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(a), (b) Harvard is the beneficial owner of 6,216,250 shares of
Common Stock (approximately 12.8% of the shares of Common Stock based on
the most recent filing of the Fund with the SEC).
Harvard has sole power to vote and sole power to dispose of such
shares to which this Statement relates.
(c) Between March 14, 2002 and May 14, 2002, Harvard bought and
sold shares of Common Stock of the Fund 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 the Securities of the Fund.
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Not applicable.
Item 7. Material to be Filed as Exhibits.
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Exhibit A -- Information concerning the President, Fellows and executive
officers of Harvard.
Exhibit B -- Information concerning Harvard's transactions for the
period from March 14, 2002 through May 14, 2002.
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: May 14, 2002
PRESIDENT AND FELLOWS OF HARVARD COLLEGE
By: /s/ Michael S. Pradko
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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, 7
Fellows and executive officers of Harvard
B Information concerning Harvard's transactions
for the period March 14, 2002 through
May 14, 2002. 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
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Name Office/Position
---- ---------------
Lawrence H. Summers President
D. Ronald Daniel Treasurer
Mark Goodheart Secretary
Hanna H. Gray Fellow
Conrad K. Harper Fellow
James R. Houghton Fellow
Robert G. Stone, Jr. Fellow
Page 7 of 8 Pages
EXHIBIT B
Harvard's Transactions for March 14, 2002 - May 14, 2002
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Shares of Shares of
Common Common Price
Date of Transaction Stock Bought Stock Sold Per Share
------------------- ------------ ---------- ---------
3/19/02 6,300 $8.00
3/20/02 21,600 $7.99
3/21/02 34,300 $8.00
3/22/02 14,400 $7.97
3/25/02 6,300 $8.00
3/26/02 26,000 $7.99
3/28/02 17,800 $8.07
4/01/02 3,300 $8.09
4/02/02 19,500 $8.07
4/02/02 13,300 $8.01
4/03/02 50,000 $8.00
4/03/02 47,700 $7.99
4/03/02 19,500 $8.03
4/04/02 1,700 $8.02
4/08/02 6,700 $8.10
4/08/02 18,000 $8.09
4/09/02 50,000 $8.13
4/09/02 10,000 $8.12
4/10/02 13,200 $8.13
4/10/02 9,300 $8.13
4/11/02 10,000 $8.13
4/11/02 7,100 $8.14
4/12/02 6,200 $8.10
4/15/02 5,800 $8.18
4/15/02 33,800 $8.15
4/16/02 6,700 $8.20
4/17/02 15,700 $8.40
4/18/02 15,200 $8.44
4/19/02 19,500 $8.47
4/22/02 9,200 $8.46
4/23/02 10,000 $8.54
4/24/02 35,000 $8.53
4/25/02 12,500 $8.52
4/25/02 25,500 $8.47
4/26/02 15,200 $8.57
4/29/02 23,500 $8.56
4/30/02 300 $8.60
4/30/02 19,200 $8.59
5/01/02 16,800 $8.60
5/02/02 24,200 $8.68
5/03/02 6,600 $8.65
5/06/02 26,700 $8.71
5/07/02 2,200 $8.74
5/08/02 11,500 $8.87
5/10/02 6,300 $8.71
Page 8 of 8 Pages