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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
__________
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)*
Central Europe & Russia Fund, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
153436100
(CUSIP Number)
September 28, 2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|X| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| Rule 13d-1(d)
* 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 in 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 ("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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CUSIP No. 153436100 13G Page 2 of 8 Pages
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1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
CITY OF LONDON INVESTMENT GROUP PLC, A COMPANY INCORPORATED UNDER THE
LAWS OF ENGLAND AND WALES
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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. CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
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5. SOLE VOTING POWER 2,303,285
NUMBER OF ------- -------------------------------------------
SHARES 6. SHARED VOTING POWER 0
BENEFICIALLY
OWNED BY ------- -------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER 2,303,285
REPORTING
PERSON ------- -------------------------------------------
WITH 8. SHARED DISPOSITIVE POWER 0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,303,285
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10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
15.57%
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12. TYPE OF REPORTING PERSON
HC
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CUSIP No. 153436100 13G Page 3 of 8 Pages
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1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
CITY OF LONDON INVESTMENT MANAGEMENT COMPANY LIMITED, A COMPANY
INCORPORATED UNDER THE LAWS OF ENGLAND AND WALES
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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. CITIZENSHIP OR PLACE OF ORGANIZATION
ENGLAND AND WALES
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5. SOLE VOTING POWER 2,303,285
NUMBER OF ------- -------------------------------------------
SHARES 6. SHARED VOTING POWER 0
BENEFICIALLY
OWNED BY ------- -------------------------------------------
EACH 7. SOLE DISPOSITIVE POWER 2,303,285
REPORTING
PERSON ------- -------------------------------------------
WITH 8. SHARED DISPOSITIVE POWER 0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,303,285
--------- ----------------------------------------------------------------------
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
--------- ----------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
15.57%
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12. TYPE OF REPORTING PERSON
IA
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CUSIP No. 153436100 13G Page 4 of 8 Pages
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ITEM 1(A). NAME OF ISSUER:
Central Europe & Russia Fund, Inc.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
The principal executive offices of the Fund are located at Central
Europe & Russia Fund, Inc. c/o Deutsche Asset Management, Deutsche
Funds, 345 Park Avenue, New York, NY 10154 - 0004
ITEM 2(A). NAME OF PERSON FILING:
This statement is being filed by City of London Investment Group
PLC ("CLIG") and City of London Investment Management Company
Limited ("CLIM," and together with CLIG, the "Reporting Persons").
The principal business of CLIG is serving as the parent holding
company for the City of London group of companies, including CLIM.
CLIM is an emerging markets fund manager which specializes in
investing in closed-end investment companies and is a registered
investment adviser under Section 203 of the Investment Advisers Act
of 1940. CLIM is controlled by CLIG. CLIM is principally engaged in
the business of providing investment advisory services to various
public and private investment funds, including The Emerging World
Fund ("EWF"), a Dublin, Ireland-listed open-ended investment
company, The Natural Resources Fund ("WUNAT"), a Dublin,
Ireland-listed open-ended investment company, Emerging Markets
Country Fund ("GEM"), a private investment fund organized as a
Delaware business trust, Investable Emerging Markets Country Fund
("IEM"), a private investment fund organized as a Delaware business
trust, The World Equity CEF Fund ("WOEF"), a private investment
fund organized as a Delaware business trust, Emerging Free Markets
Country Fund ("Free"), a private investment fund organized as a
Delaware business trust, Natural Resource Fund ("NAT"), a private
investment fund organized as a Delaware business trust, Global
Equity CEF Fund ("GEF"), a private investment fund organized as a
Delaware business trust, Frontier Emerging Markets Fund ("FRONT"),
a private investment fund organized as a Delaware business trust,
the Global Emerging Markets Equity Yield Fund ("YIELD"), a private
investment fund organized as a Delaware business trust, Global
Emerging Markets Country Fund Cayman ("CEM"), a Cayman listed
mutual fund, Natural Resources Fund Cayman ("CNAT"), a Cayman
listed mutual fund, Global Equity Fund Cayman ("CGEF"), a Cayman
listed mutual fund, GFM (Institutional) Emerging Markets Country
Fund ("GFM"), an open-ended fund organized under the laws of the
Province of Ontario, Tradex Global Equity Fund ("Tradex"), an
Ontario mutual fund, and eleven unaffiliated third-
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CUSIP No. 153436100 13G Page 5 of 8 Pages
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party segregated accounts over which CLIM exercises discretionary
voting and investment authority (the "Segregated Accounts").
EWF, WUNAT, GEM, IEM, WOEF, Free, NAT, GEF, FRONT, YIELD, CEM,
CNAT, CGEF, GFM, and Tradex are collectively referred to herein as
the "City of London Funds."
The Shares to which this Schedule 13G relates are owned directly by
the City of London Funds and the Segregated Accounts.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
Address for CLIG and CLIM:
10 Eastcheap
London EC3M 1LX
England
ITEM 2(C). CITIZENSHIP:
CLIG - ENGLAND AND WALES
CLIM - ENGLAND AND WALES
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
Common Stock, par value $.001 per share
ITEM 2(E). CUSIP NUMBER:
153436100
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B)
OR (C), CHECK WHETHER THE PERSON FILING IS A:
(a) |_| Broker or dealer registered under Section 15 of
the Act (15 U.S.C. 78o).
(b) |_| Bank as defined in Section 3(a)(6) of the Act
(15 U.S.C. 78c).
(c) |_| Insurance company as defined in Section 3(a)(19)
of the Act (15 U.S.C. 78c).
(d) |_| Investment company registered under Section 8 of
the Investment Company Act of 1940 (15 U.S.C.
80a-8).
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CUSIP No. 153436100 13G Page 6 of 8 Pages
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(e) |X| An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E) (for CLIM);
(f) |_| An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) |X| A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G) (for CLIG);
(h) |_| A savings association as defined in Section 3(b)
of the Federal Deposit Insurance Act (12 U.S.C.
1813);
(i) |_| A church plan that is excluded from the
definition of an investment company under Section
3(c)(14) of the Investment Company Act (15 U.S.C.
80a-3);
(j) |_| Group, in accordance with Rule
13d-1(b)(1)(ii)(J).
ITEM 4. OWNERSHIP.
For CLIG and CLIM:
(a) Amount beneficially owned:
2,303,285
(b) Percent of class:
15.57%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 2,303,285
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of:
2,303,285
(iv) Shared power to dispose or to direct the disposition of: 0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
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CUSIP No. 153436100 13G Page 7 of 8 Pages
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ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
CLIG, as the parent holding company of CLIM, and CLIM, as
investment advisers to the Funds, have the power to direct the
dividends from, or the proceeds of the sale of the shares
owned by the Funds. Each of the Funds owns less than 5% of the
shares.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
CLIG is the parent holding company of CLIM. See also Item 3.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and
are held in the ordinary course of business and were not
acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
The filing of this Schedule 13G shall not be construed as an
admission that CLIG and/or CLIM is, for the purpose of Section
13(d) or 13(g) of the Securities Exchange Act of 1934, the
beneficial owner of any securities covered by this Schedule.
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CUSIP No. 153436100 13G Page 8 of 8 Pages
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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 is true, complete and
correct.
The reporting persons agree that this statement is filed on behalf of
each of them.
Dated: October 5, 2007
CITY OF LONDON INVESTMENT GROUP PLC
By: /s/ Barry M. Olliff
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Name: Barry M. Olliff
Title: Director
CITY OF LONDON INVESTMENT MANAGEMENT
COMPANY LIMITED
By: /s/ Barry M. Olliff
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Name: Barry M. Olliff
Title: Director