-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 SpYA29GugMT7+MfDXwo2BIsRX9ugOQO308S/0rIJOJO4sxZMMZefKwGHm49WCNnl
 05Z4eBgSo6uhOjrFO5O1zA==

<SEC-DOCUMENT>0001073307-01-500018.txt : 20010601
<SEC-HEADER>0001073307-01-500018.hdr.sgml : 20010601
ACCESSION NUMBER:		0001073307-01-500018
CONFORMED SUBMISSION TYPE:	SC 13D
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20010531
GROUP MEMBERS:		THE CHILE FUND, INC.
GROUP MEMBERS:		VALUE CATALYST FUND LTD

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CHILE FUND INC
		CENTRAL INDEX KEY:			0000846676
		STANDARD INDUSTRIAL CLASSIFICATION:	UNKNOWN SIC - 0000 [0000]
		IRS NUMBER:				222990009
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13D
		SEC ACT:		
		SEC FILE NUMBER:	005-40493
		FILM NUMBER:		1651588

	BUSINESS ADDRESS:	
		STREET 1:		C/O CREDIT SUISSE ASSET MGMT, LLC
		STREET 2:		466 LEXINGTON AVENUE
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10017
		BUSINESS PHONE:		2128753500

	MAIL ADDRESS:	
		STREET 1:		CREDIT SUISSE ASSET MGMT, LLC
		STREET 2:		466 LEXINGTON AVENUE
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10017

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			VALUE CATALYST FUND LTD
		CENTRAL INDEX KEY:			0001126078
		STANDARD INDUSTRIAL CLASSIFICATION:	 []

	FILING VALUES:
		FORM TYPE:		SC 13D

	BUSINESS ADDRESS:	
		STREET 1:		PO BOX 309 UGLAND HOUSE SOUTH CHURCH ST
		CITY:			GEORGETOWN CAYMAN IS

	MAIL ADDRESS:	
		STREET 1:		PO BOX 309 UGLAND HOUSE SOUTH CHURCH ST
		CITY:			GEORGETOWN CAYMAN IS
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13D
<SEQUENCE>1
<FILENAME>sch13d010524.txt
<DESCRIPTION>SCHEDULE 13-D
<TEXT>

                       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. __)*

                              The Chile Fund, Inc.
                                (NAME OF ISSUER)

                                  Common Stock
                         (TITLE OF CLASS OF SECURITIES)

                                    168834109
                                 (CUSIP NUMBER)

    Andrew Pegge                               Copy to:
    Laxey Partners Limited                     Gary T. Moomjian, Esq.
    Stanley House                              Kaufman & Moomjian, LLC
    7-9 Market Hill                            50 Charles Lindbergh Boulevard
    Douglas                                    Mitchel Field, New York 11553
    Isle of Man IM1 2BF

           (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
                       RECEIVE NOTICES AND COMMUNICATIONS)

                                  May 24, 2001
             (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 for other
parties to whom copies are to be sent.

     *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).

                               Page 1 of 12 Pages


<PAGE>


CUSIP No.  168834109       13D                                Page 2 of 12 Pages
- --------------------------------------------------------------------------------
1   NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

    The Value Catalyst Fund Limited
    No I.R.S. Identification No.
- --------------------------------------------------------------------------------
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                             (a)  [  ]
                                                             (b)  [  ]
- --------------------------------------------------------------------------------
3   SEC USE ONLY
- --------------------------------------------------------------------------------
4   SOURCE OF FUNDS*
                                            WC
- --------------------------------------------------------------------------------
5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
    2(d) OR 2(e)                                             [  ]
- --------------------------------------------------------------------------------
6   CITIZENSHIP OR PLACE OF ORGANIZATION
    Cayman Islands
- --------------------------------------------------------------------------------
NUMBER OF           7        SOLE VOTING POWER                   350,000
SHARES
                    ------------------------------------------------------------
BENEFICIALLY        8        SHARED VOTING POWER
OWNED BY
                    ------------------------------------------------------------
EACH                9        SOLE DISPOSITIVE POWER              350,000
REPORTING
                    ------------------------------------------------------------
PERSON WITH         10       SHARED DISPOSITIVE POWER

- --------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       350,000 shares
- --------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
                                                             [  ]
- --------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

                              2.6%
- --------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON *
                                    IV**
- --------------------------------------------------------------------------------
         * SEE INSTRUCTIONS BEFORE FILLING OUT!


** Not registered under the Investment Company Act of 1940.


<PAGE>

CUSIP No.  168834109       13D                                Page 3 of 12 Pages
- --------------------------------------------------------------------------------
1   NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

    Laxey Investors Limited
    No I.R.S. Identification No.
- --------------------------------------------------------------------------------
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                             (a)  [  ]
                                                             (b)  [  ]
- --------------------------------------------------------------------------------
3   SEC USE ONLY
- --------------------------------------------------------------------------------
4   SOURCE OF FUNDS*
                                            WC
- --------------------------------------------------------------------------------
5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
    2(d) OR 2(e)                                             [  ]
- --------------------------------------------------------------------------------
6   CITIZENSHIP OR PLACE OF ORGANIZATION
    British Virgin Islands
- --------------------------------------------------------------------------------
NUMBER OF           7        SOLE VOTING POWER                   350,000
SHARES
                    ------------------------------------------------------------
BENEFICIALLY        8        SHARED VOTING POWER
OWNED BY
                    ------------------------------------------------------------
EACH                9        SOLE DISPOSITIVE POWER              350,000
REPORTING
                    ------------------------------------------------------------
PERSON WITH         10       SHARED DISPOSITIVE POWER

- --------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
       350,000 shares
- --------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
                                                             [  ]
- --------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

                              2.6%
- --------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON *
                                    IV**
- --------------------------------------------------------------------------------
         * SEE INSTRUCTIONS BEFORE FILLING OUT!


** Not registered under the Investment Company Act of 1940.


<PAGE>


ITEM 1.  SECURITY AND ISSUER.                                  Page 4of 12 Pages
         --------------------

     This statement  relates to the common stock  ("Common  Stock") of The Chile
Fund, Inc., a Maryland corporation (the "Company"). The address of the principal
executive  offices of the Company is 466 Lexington  Avenue,  New York,  New York
10017.

ITEM 2.  IDENTITY AND BACKGROUND.
         ------------------------

     This statement is being filed by The Value Catalyst Fund Limited,  a Cayman
Islands  company  ("Catalyst"),  and Laxey Investors  Limited,  a British Virgin
Islands company  ("LIL").  Catalyst is an investment  company formed in May 2000
and is designed to allow investors to take advantage of investment opportunities
in closed-end funds and similar investment  entities.  The address of Catalyst's
principal  business and  principal  office is PO Box 309,  Ugland  House,  South
Church Street, George Town, Grand Cayman, Cayman Islands, British West Indies.

     LIL is an investment  company formed in March 1999 and is designed to allow
investors to  take  advantage of investment opportunities  in  closed-end  funds
and similar  investment  entities.  The address of LIL's principal  business and
principal  office is Akara Building,  24 DeCastro  Street,  Wickhams Cay I, Road
Town, Tortola, British Virgin Islands.

     The  Investment  Manager  for each of  Catalyst  and LIL is Laxey  Partners
Limited,  an Isle of Man corporation,  Stanley House, 7-9 Market Hill,  Douglas,
Isle  of  Man  IM1  2BF  ("Laxey").  Laxey  is  a  global  hedge  fund  manager,
specializing  in  arbitrage  led  investment.  Laxey  manages  Catalyst and LIL,
subject to the overall control of the directors of each of these entities.

     The name, business address, present principal occupation and citizenship of
each of the directors of Catalyst are as follows:

     1.   James McCarthy (Chairman)
          1000 Skokie Boulevard
          Suite 325
          Wilmette, Illinois 60091

          Principal  occupation:  Director  of  Business  Development,  E* Hedge
          Holdings,  LLC,  a  company  specializing  in  the area of alternative
          investments.

          Citizenship: British


<PAGE>



                                                              Page 5 of 12 Pages

     2.   Jonathan D. Pollock
          19 Berkeley Street
          7th Floor
          London W1X 5AE

          Principal   occupation:   portfolio   manager,  Stonington  Management
          Corporation,  the  management  company for Elliot Associates, L.P. and
          Westgate International, L.P.

          Citizenship: United States

     3.   Elizabeth Tansell
          19/21 Circular Road
          Douglas
          Isle of Man IM99 1EZ

          Principal  occupation: Managing Director of BoE International Services
          Limited, a fund administration company.

          Citizenship: British

     The name, business address, present principal occupation and citizenship of
each of the directors of LIL are as follows:

     1.   Colin Kingsnorth
          28 Chelsea Wharf
          Lots Road
          London
          SW10 8QJ
          United Kingdom

          Principal occupation: portfolio manager and director of Laxey

          Citizenship: British


<PAGE>

                                                              Page 6 of 12 Pages

     2.   Andrew Pegge
          Stanley House
          7-9 Market Hill
          Douglas
          Isle of Man
          IM1 2BF
          United Kingdom

          Principal occupation: portfolio manager and director of Laxey.

          Citizenship: British

     3.   Elizabeth Tanzell (see above)

     The name, business address, present principal occupation and citizenship of
each of the officers and directors of Laxey are as follows:

     1.   Colin Kingsnorth (see above)

     2.   Andrew Pegge (see above)

     3.   Andrew Leasor
          28 Chelsea Wharf
          Lots Road
          London
          SW 10 8QJ
          United Kingdom

          Principal occupation: marketing director and director of Laxey

          Citizenship: British

     4.   Andrew Baker (director of Laxey)
          15-19 Athol Street
          Douglas
          Isle of Man
          IM1 1LB

          Principal occupation: solicitor

          Citizenship: British


<PAGE>


                                                              Page 7 of 12 Pages

     5.   Eddie Gilmore (director of Laxey)
          21 Cronk Drean
          Douglas
          Isle of Man
          IM2 6AX

          Principal occupation: retired

          Citizenship: British

     Each of Messrs. Kingsnorth and Pegge own one-half of the outstanding equity
of Laxey.

     During  the past five  years,  neither  Catalyst,  LIL or their  respective
directors, nor Laxey or its executive officers and directors, 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 by Catalyst in
Item 5 hereof  was  approximately  $3,325,000.  All of such  funds were from the
investment capital of Catalyst.

     The amount of the funds used to purchase the shares reported by LIL in Item
5  hereof  was  approximately  $3,325,000.  All of  such  funds  were  from  the
investment capital of LIL.


ITEM 4.  PURPOSE OF TRANSACTION.
         -----------------------

     The  shares  of the  Common  Stock  owned by each of  Catalyst  and LIL and
reported  hereby were  purchased for  investment and with the view of addressing
with the management of the Company the steps which may be taken to substantially
reduce or eliminate the  significant  discount  which the shares of Common Stock
trade from the net asset value thereof.  These steps may include  converting the
Company to open-end status, or making it an interval fund (where redemptions can
be made only weekly or monthly) or by  conducting  a tender offer at or near net
asset value. Furthermore,  Catalyst and/or LIL may seek to obtain representation
on the Company's Board of Directors. In addition,  Catalyst and/or LIL may seek,
by stockholder  vote, to terminate the investment  advisory contract between the
Company and its investment manager.  Catalyst and/or LIL may purchase additional
shares of Common Stock, or alternatively  sell shares of Common Stock, from time
to time.


<PAGE>


                                                              Page 8 of 12 Pages

     Other than as set forth above,  neither  Catalyst,  LIL, Laxey,  nor any of
their  directors or executive  officers  identified  in Item 2, have 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  they  reserve  the right to  develop  any such  plans or  proposals).
Catalyst  and LIL 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)  Catalyst   owns   350,000   shares  of  Common   Stock,   representing
approximately 2.6% of the total number of shares of Common Stock outstanding. To
the best  knowledge  of  Catalyst,  neither  Laxey nor any of the  directors  of
Catalyst or any of the  executive  officers or directors of Laxey own any shares
of Common Stock.

     LIL owns 350,000 shares of Common Stock representing  approximately 2.6% of
the total number of shares of Common Stock outstanding. To the best knowledge of
LIL, neither LIL nor any of the directors of LIL own any shares of Common Stock.

     (b)  Catalyst  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 Catalyst.

     LIL 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 LIL.

     As stated above, Laxey is the investment manager for both Catalyst and LIL,
which  entities  in the  aggregate  own  700,000  shares  of  Common  Stock,  or
approximately 5.2% of the total number of shares of Common Stock outstanding.

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

                                  No. of Shares              Price per
      Date                        Purchased                    Share
      ----                        -------------              ----------

      May 24, 2001                  350,000                    $9.50


<PAGE>


                                                              Page 9 of 12 Pages

     Within the past 60 days,  LIL  purchased  shares of Common Stock on the New
York Stock Exchange as follows:

                                  No. of Shares              Price per
     Date                           Purchased                   Share
     ----                         -------------              ----------

     May 24, 2001                   350,000                    $9.50

    (d) and (e): Not applicable.

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

         None.

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.
         ---------------------------------

         (i)   Statement as to Joint Filing of Schedule 13D, as required by
               Rule 13d-1(k) under the Securities Exchange Act of 1934.


<PAGE>


                                                             Page 10 of 12 Pages

                                   SIGNATURES

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


Dated: May 30, 2001

                                         The Value Catalyst Fund Limited

                                         By      /s/ James McCarthy
                                             -----------------------------------
                                             Name:   James McCarthy
                                             Title:  Director



Dated: May 30, 2001

                                         By      /s/ Elizabeth Tansell
                                             -----------------------------------
                                             Name:   Elizabeth Tansell
                                             Title:  Director


<PAGE>


                                                             Page 11 of 12 Pages

                                  Exhibit Index

(i)   Statement as to Joint Filing of Schedule 13D, as required by Rule 13d-1(k)
      under the Securities Exchange Act of 1934.


<PAGE>


                                                             Page 12 of 12 Pages

                          JOINT FILING OF SCHEDULE 13D

     The  undersigned  hereby  agree  to  jointly  prepare  and  file  with  the
regulatory  authorities  a  Schedule  13D  and  any  future  amendments  thereto
reporting each of the  undersigned's  ownership of securities of The Chile Fund,
Inc. and hereby  affirm that such  Schedule 13D is being filed on behalf of each
of the undersigned.

Dated: May 30, 2001

                                          The Value Catalyst Fund Limited

                                          By      /s/ James McCarthy
                                              ----------------------------------
                                              Name:  James McCarthy
                                              Title: Director



Dated: May 30, 2001

                                          Laxey Investors Limited

                                          By      /s/ Andrew Pegge
                                              ----------------------------------
                                              Name:   Andrew Pegge
                                              Title:  Director

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
