SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                 SCHEDULE 13D
                                (Rule 13d-101)

            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. 2)

                     JARDINE FLEMING CHINA REGION FUND, INC.
--------------------------------------------------------------------------------
                                (Name of Issuer)


                                  Common Stock
--------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                    471110106
--------------------------------------------------------------------------------
                                 (CUSIP Number)

Fred M. Stone, Esq.                    copy to: Allan S. Sexter, Esq.
Millennium Partners, L.P.                       Sexter & Warmflash
666 Fifth Avenue, 8th Floor                     115 Broadway
New York, New York 10103                        New York, New York 10006
(212) 841-4124                                  (212) 577-2800
--------------------------------------------------------------------------------
                 (Name, Address and Telephone Number of Person
               Authorized to Receive Notices and Communications)


                                   May 6, 2002
--------------------------------------------------------------------------------
             (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 Rule  13d-1(e),  13d-1(f)  or  13d-1(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 Rule 13d-7(b)
     for other parties to whom copies are to be sent.

                         (Continued on following pages)
                              (Page 1 of 3 Pages)

----------
(1)  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 purpose of Section 18 of the  Securities  Exchange
Act of 1934 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).


(SC13D-07/99)




CUSIP No. 471110106                    13D                     Page 2 of 3 Pages


________________________________________________________________________________
1    NAME OF REPORTING PERSONS
     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

MillenCo, L.P.   13-3532932

________________________________________________________________________________
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                 (a)  [X]
                                                                 (b)  [_]

________________________________________________________________________________
3    SEC USE ONLY



________________________________________________________________________________
4    SOURCE OF FUNDS*

From the capital of MillenCo.

________________________________________________________________________________
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         344,817

   SHARES      _________________________________________________________________
               8    SHARED VOTING POWER
BENEFICIALLY

  OWNED BY
               _________________________________________________________________
    EACH       9    SOLE DISPOSITIVE POWER

  REPORTING         344,817

   PERSON      _________________________________________________________________
               10   SHARED DISPOSITIVE POWER
    WITH


________________________________________________________________________________
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

344,817

________________________________________________________________________________
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

                                                                      [_]

________________________________________________________________________________
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

7.35%

________________________________________________________________________________
14   TYPE OF REPORTING PERSON*

Limited Partnership

________________________________________________________________________________
                     *SEE INSTRUCTIONS BEFORE FILLING OUT!




CUSIP No.                              13D                     Page 3 of 3 Pages


ITEM 1.  SECURITY AND ISSUER.

     This statement relates to the common stock ("Common Stock") of Jardine
Fleming China Region Fund, Inc. (the "Company"). The address of the principal
executive offices of the Company is c/o PFPC Inc. 400 Bellevue Parkway,
Wilmington, Delaware 19809.

ITEM 2.  IDENTITY AND BACKGROUND.

     This statement is being filed by MillenCo, L.P. a Delaware limited
partnership ("MillenCo"), a broker-dealer and member of the American Stock
Exchange, whose principal office is at 666 Fifth Avenue, New York, New York
10103.

     The general partner of MillenCo is Millennium Management, LLC,
("Management") a Delaware limited liability company whose principal office is at
666 Fifth Avenue, New York, New York 10103.

     The sole manager of Management is Israel A. Englander, ("Englander") whose
principal office is at 666 Fifth Avenue, New York, New York 10103.

     During the past five years, none of MillenCo, Management or
Englander, has been convicted in a criminal proceeding (excluding traffic
violations and similar misdemeanors) or been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and, as 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.

The amount of the funds used to purchase the shares reported as beneficially
owned was approximately $2,270,508. All of such funds were from the investment
capital of MillenCo.

ITEM 4.  PURPOSE OF TRANSACTION.

The shares of the Common Stock owned by MillenCo and reported hereby were
purchased for investment and with the intention of addressing with the
management of the Company steps which may be taken to substantially reduce or
eliminate the significant discount at which the shares of Common Stock trade
from the net asset value thereof. These steps may include among others, changing
the capital structure of the fund, or advocating a reorganization or reduction
in the share capital of the Company. Furthermore, MillenCo may seek to obtain
representation on the Company's Board of Directors. MillenCo may purchase
additional shares of Common Stock, or alternatively sell shares of Common Stock,
from time to time.

     Other than as set forth above, none of MillenCo, nor Management or
Englander, has any present plans or proposals which relate to, or could result
in, any of the matters referred to in paragraphs (a) through (j), inclusive, of
Item 4 of Schedule 13D (although it reserves the right to develop any such plans
or proposals). MillenCo may, at any time and from time to time, review or
reconsider its position and formulate plans or proposals with respect thereto,
but has no present intention of doing so.

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

     (a) MillenCo now owns 344,817 shares of Common Stock, representing
approximately 7.35% of the total number of shares of Common Stock outstanding.
To the best knowledge of MillenCo, neither Management nor Englander owns any
shares of Common Stock.

     (b) MillenCo has the sole power to vote or direct the vote, and the sole
power to dispose or direct the disposition of, the shares of Common Stock owned
by MillenCo.

     (c) Within the past 60 days, MillenCo purchased shares of Common Stock on
the New York Stock Exchange as follows:

                               No. of Shares            Price per
       Date                      Purchased                Share
--------------------           -------------            ---------
    04/25/2002                      8,000              $7.551250
    04/26/2002                     12,100               7.592727
    04/29/2002                      5,800               7.590000
    04/30/2002                     13,300               7.590000
    05/01/2002                      5,800               7.590000
    05/02/2002                     12,000               7.594500
    05/03/2002                      1,300               7.620000
    05/06/2002                      3,200               7.538125

ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
         TO SECURITIES OF THE ISSUER.

         None.

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.

         Letter dated 14 March 2002 to the Directors of the issuer.




                                   SIGNATURE


     After  reasonable  inquiry and to the best of my  knowledge  and belief,  I
certify that the information  set forth in this statement is true,  complete and
correct.


                                                May 15, 2002
                                  ----------------------------------------------
                                                   (Date)

                                  MillenCo. L.P.
                                  By: Millenium Management, LLC, General Partner

                                  By: /s/ Terry Feeney
                                  ----------------------------------------------
                                                 (Signature)


                                  Terry Feeney, Chief Operating Officer
                                  ----------------------------------------------
                                                 (Name/Title)



Attention.  Intentional  misstatements  or omissions of fact constitute  federal
criminal violations (see 18 U.S.C. 1001).