UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-Q
QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-05189
THE SPAIN FUND, INC.
(Exact name of registrant as specified in charter)
1345 Avenue of the Americas, New York, New York 10105
(Address of principal executive offices) (Zip code)
Joseph J. Mantineo
AllianceBernstein L.P.
1345 Avenue of the Americas
New York, New York 10105
(Name and address of agent for service)
Registrant’s telephone number, including area code: (800) 221-5672
Date of fiscal year end: November 30, 2008
Date of reporting period: August 31, 2008
| ITEM 1. | SCHEDULE OF INVESTMENTS. |
The Spain Fund
Portfolio of Investments
August 31, 2008 (unaudited)
| Company |
Shares | U.S. $ Value | |||
| COMMON STOCKS - 95.8% |
|||||
| Utilities - 41.0% |
|||||
| Electric & Gas Utility - 24.5% |
|||||
| Enagas |
164,025 | $ | 4,169,759 | ||
| Energias de Portugal SA |
170,541 | 866,165 | |||
| Iberdrola Renovables SA (a) |
248,828 | 1,586,222 | |||
| Iberdrola SA |
875,405 | 10,548,036 | |||
| RED ELECTRICA Corp. SA |
64,724 | 3,818,720 | |||
| 20,988,902 | |||||
| Telephone Utility - 16.5% |
|||||
| Telefonica SA |
570,640 | 14,099,656 | |||
| 35,088,558 | |||||
| Finance - 23.1% |
|||||
| Banking - Money Center - 19.7% |
|||||
| Banco Bilbao Vizcaya Argentaria SA (b) |
299,283 | 5,050,060 | |||
| Banco Santander Central Hispano SA |
694,483 | 11,805,824 | |||
| 16,855,884 | |||||
| Insurance - 1.2% |
|||||
| Grupo Catalana Occidente SA |
35,380 | 1,008,400 | |||
| Miscellaneous - 2.2% |
|||||
| Corporacion Financiera Alba |
21,105 | 1,110,003 | |||
| Criteria Caixacorp SA |
154,235 | 782,489 | |||
| 1,892,492 | |||||
| 19,756,776 | |||||
| Energy - 8.3% |
|||||
| International - 4.5% |
|||||
| Repsol YPF SA |
124,745 | 3,858,431 | |||
| Miscellaneous - 3.8% |
|||||
| Gamesa Corp. Tecnologica SA |
68,567 | 3,242,880 | |||
| 7,101,311 | |||||
| Capital Goods - 6.7% |
|||||
| Engineering & Construction - 6.7% |
|||||
| Acciona SA |
13,578 | 2,700,045 | |||
| Obrascon Huarte Lain SA |
54,653 | 1,542,036 | |||
| Tecnicas Reunidas SA |
22,236 | 1,467,255 | |||
| 5,709,336 | |||||
| Consumer Services - 5.5% |
|||||
| Cellular Communications - 4.5% |
|||||
| America Movil SAB de CV Series L |
1,482,900 | 3,814,418 | |||
| Miscellaneous - 1.0% |
|||||
| Prosegur Cia de Seguridad SA |
21,806 | 870,371 | |||
| 4,684,789 | |||||
| Technology - 4.7% |
|||||
| Computer Services - 4.7% |
|||||
| Indra Sistemas SA |
157,822 | 4,040,131 | |||
| Health Care - 3.2% |
|||||
| Drugs - 0.5% |
|||||
| Laboratorios Almirall SA |
20,500 | 430,725 | |||
| Miscellaneous - 2.7% |
|||||
| Grifols SA |
78,904 | 2,342,151 | |||
| 2,772,876 | |||||
| Basic Industry - 2.7% |
|||||
| Mining & Metals - 2.7% |
|||||
| Tubacex SA |
271,615 | 2,320,666 | |||
| Consumer Staples - 0.6% |
|||||
| Food - 0.6% |
|||||
| Ebro Puleva SA |
27,000 | 465,703 | |||
| Total Investments - 95.8% |
81,940,146 | ||||
| Other assets less liabilities - 4.2% |
3,584,574 | ||||
| Net Assets - 100.0% |
$ | 85,524,720 | |||
| (a) | Non-income producing security. |
| (b) | Security represents investments in an affiliate. |
The Fund adopted Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”), effective December 1, 2007. In accordance with FAS 157, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. FAS 157 also establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.
| • | Level 1 – quoted prices in active markets for identical investments |
| • | Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
| • | Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of August 31, 2008:
| Level |
Investments in Securities |
Other Financial Instruments* | ||||
| Level 1 |
$ | 3,814,418 | $ | 0 | ||
| Level 2 |
78,125,728 | 0 | ||||
| Level 3 |
0 | 0 | ||||
| Total |
$ | 81,940,146 | $ | 0 | ||
| * | Other financial instruments are derivative instruments not reflected in the Portfolio of Investments, such as futures, forwards and swap contracts, which are valued at the unrealized appreciation / depreciation on the instrument. |
Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:
| Investments In Securities |
Other Financial Instruments |
||||||
| Balance as of 11/30/2007 |
$ | 0 | $ | 0 | |||
| Accrued discounts /premiums |
0 | 0 | |||||
| Realized gain (loss) |
0 | 0 | * | ||||
| Change in unrealized |
0 | ||||||
| appreciation/depreciation |
0 | 0 | |||||
| Net purchases (sales) |
0 | 0 | |||||
| Net transfers in and/or out of Level 3 |
0 | 0 | |||||
| Balance as of 8/31/08 |
$ | 0 | $ | 0 | |||
| Net change in unrealized appreciation/depreciation from |
|||||||
| Investments still held as of 8/31/08 |
$ | 0 | $ | 0 | |||
| * | The realized gain (loss) recognized during the period ended 8/31/08 for other financial instruments was $0. |
| ITEM 2. | CONTROLS AND PROCEDURES. |
(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective at the reasonable assurance level based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.
(b) There were no significant changes in the registrant’s internal control over financial reporting that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
| ITEM 3. | EXHIBITS. |
The following exhibits are attached to this Form N-Q:
| EXHIBIT NO. |
DESCRIPTION OF EXHIBIT | |
| 11 (a) (1) | Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
| 11 (a) (2) | Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant): The Spain Fund, Inc.
| By: | /s/ Robert M. Keith | |
| Robert M. Keith President | ||
| Date: | October 24, 2008 | |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| By: | /s/ Robert M. Keith | |
| Robert M. Keith President | ||
| Date: | October 24, 2008 | |
| By: | /s/ Joseph J. Mantineo | |
| Joseph J. Mantineo Treasurer and Chief Financial Officer | ||
| Date: | October 24, 2008 | |