-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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 O0solAcfByZYa9JsuOGruKyFdLBQ5mF4SD9OCazDvs9FGRL7c9lyoji451OQcvs6
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<SEC-DOCUMENT>0000912057-02-016987.txt : 20020430
<SEC-HEADER>0000912057-02-016987.hdr.sgml : 20020430
ACCESSION NUMBER:		0000912057-02-016987
CONFORMED SUBMISSION TYPE:	486BPOS
PUBLIC DOCUMENT COUNT:		3
FILED AS OF DATE:		20020429
EFFECTIVENESS DATE:		20020429

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			JAPAN EQUITY FUND INC
		CENTRAL INDEX KEY:			0000866095
		IRS NUMBER:				223060893
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1031

	FILING VALUES:
		FORM TYPE:		486BPOS
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	033-96822
		FILM NUMBER:		02623908

	BUSINESS ADDRESS:	
		STREET 1:		ONE EVERTRUST PLAZA
		STREET 2:		C/O DAIWA SECURITIES TRUST CO
		CITY:			JERSEY CITY
		STATE:			NJ
		ZIP:			07302
		BUSINESS PHONE:		2019153054

	MAIL ADDRESS:	
		STREET 1:		DAIWA SECURITIES TRUST CO
		STREET 2:		ONE EVERTRUST PLAZA
		CITY:			JERSEY CITY
		STATE:			NJ
		ZIP:			07302

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	JAPAN EMERGING EQUITY FUND INC
		DATE OF NAME CHANGE:	19920407

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			JAPAN EQUITY FUND INC
		CENTRAL INDEX KEY:			0000866095
		IRS NUMBER:				223060893
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1031

	FILING VALUES:
		FORM TYPE:		486BPOS
		SEC ACT:		1940 Act
		SEC FILE NUMBER:	811-06142
		FILM NUMBER:		02623909

	BUSINESS ADDRESS:	
		STREET 1:		ONE EVERTRUST PLAZA
		STREET 2:		C/O DAIWA SECURITIES TRUST CO
		CITY:			JERSEY CITY
		STATE:			NJ
		ZIP:			07302
		BUSINESS PHONE:		2019153054

	MAIL ADDRESS:	
		STREET 1:		DAIWA SECURITIES TRUST CO
		STREET 2:		ONE EVERTRUST PLAZA
		CITY:			JERSEY CITY
		STATE:			NJ
		ZIP:			07302

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	JAPAN EMERGING EQUITY FUND INC
		DATE OF NAME CHANGE:	19920407
</SEC-HEADER>
<DOCUMENT>
<TYPE>486BPOS
<SEQUENCE>1
<FILENAME>a2078082z486bpos.txt
<DESCRIPTION>486BPOS
<TEXT>
<Page>

     AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 29, 2002

                                       SECURITIES ACT FILE NO. 33-96822
                                       INVESTMENT COMPANY ACT FILE NO. 811-06142



                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                 --------------
                                    FORM N-2

           REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933      |_|
                         PRE-EFFECTIVE AMENDMENT NO.                    |_|

                        POST-EFFECTIVE AMENDMENT NO.                    |_|
                                     AND/OR
       REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940  |X|
                              AMENDMENT NO. 11                          |X|

                        (CHECK APPROPRIATE BOX OR BOXES.)
                                 --------------
                           THE JAPAN EQUITY FUND, INC.
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

                       C/O DAIWA SECURITIES TRUST COMPANY
                               ONE EVERTRUST PLAZA
                          JERSEY CITY, NEW JERSEY 07302
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (201) 915-3650
                                 --------------
                                  JOHN O'KEEFE
                           THE JAPAN EQUITY FUND, INC.
                       C/O DAIWA SECURITIES TRUST COMPANY
                               ONE EVERTRUST PLAZA
                       JERSEY CITY, NEW JERSEY 07302-3051
                     (NAME AND ADDRESS OF AGENT FOR SERVICE)
                                 --------------
                                 WITH COPIES TO:

                          LEONARD B. MACKEY, JR., ESQ.
                       CLIFFORD CHANCE ROGERS & WELLS LLP
                                 200 PARK AVENUE
                            NEW YORK, NEW YORK 10166
                                 (212) 878-8000
                                 --------------

<Page>

                                EXPLANATORY NOTE

This filing is made solely for the purpose of filing as Exhibits the Articles
Supplementary and the Amendment to the Amended and Restated By-Laws of The Japan
Equity Fund, Inc.

<Page>

                           PART C - OTHER INFORMATION

ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS

       (1)  Financial Statements (Not Applicable)
       (2)  Exhibits
           (a)    (1) --    Articles of Incorporation*
                  (2) --    Articles of Amendment and Restatement***
                  (3) --    Articles Supplementary++
           (b)    (1) --    Amended and Restated By-Laws******
                  (2) --    Amendment to Amended and Restated By-Laws********
                  (3) --    Amendment to Amended and Restated By-Laws++
           (c)        --    Not applicable
           (d)    (1) --    Copies of instruments defining the rights of
                            shareholders, including the relevant portions of the
                            Articles of Amendment and Restatement and the
                            Amended and Restated By-Laws of the Registrant+
                  (2) --    Form of Subscription Certificate*******
                  (3) --    Form of Notice of Guaranteed Delivery*******
                  (4) --    Nominee Holder Oversubscription Exercise Form*******
                  (5) --    Form of Certificate and Request for Additional
                            Rights*******
                  (6) --    Form of Subscription Agent Agreement*******
                  (7) --    Information Agent Agreement******
           (e)        --    Dividend Reinvestment and Cash Purchase Plan*****
           (f)        --    Not applicable
           (g)   (1)  --    Form of Investment Management Agreement*****
                 (2)  --    Form of Investment Advisory Agreement*****
           (h)   (1)  --    Form of Dealer Manager Agreement*******
                 (2)  --    Form of Soliciting Dealer Agreement*******
           (i)        --    Not applicable
           (j)   (1)  --    Form of Custodial Services Agreement****
                 (2)  --    Form of Japanese Custody Contract*****
           (k)   (1)  --    Form of Agreement for Stock Transfer Services*****
                 (2)  --    Form of Administration Agreement***
           (l)   (1)  --    Opinion and Consent of Rogers & Wells*******
                 (2)  --    Opinion and Consent of Piper & Marbury L.L.P.*******
                 (3)  --    Opinion and Consent of Hamada & Matsumoto*******
           (m)        --    Not applicable
           (n)   (1)  --    Consent of Price Waterhouse LLP*******
           (o)        --    Not applicable
           (p)        --    Not applicable
           (q)        --    Not applicable
           (r)        --    Not applicable
- ----------

     *    Filed as an exhibit to the Fund's Registration Statement on Form N-2
          on July 23, 1990 (File Nos. 33-35932; 811-06142).

     **   Filed as an exhibit to Pre-Effective Amendment No. 1 to the Fund's
          Registration Statement on Form N-2 on May 6, 1991 (File Nos. 33-35932;
          811-06142).

     ***  Filed as an exhibit to Pre-Effective Amendment No. 2 to the Fund's
          Registration Statement on Form N-2 on April 6, 1992 (File Nos.
          33-35932; 811-06142).

<Page>

     **** Filed as an exhibit to Pre-Effective Amendment No. 3 to the Fund's
          Registration Statement on Form N-2 on June 5, 1992 (File Nos.
          33-35932; 811-06142).

    ***** Filed as an exhibit to Pre-Effective Amendment No. 5 to the Fund's
          Registration Statement on Form N-2 on July 17, 1992 (File Nos.
          33-35932; 811-06142).

   ****** Filed as an exhibit to Pre-Effective Amendment No. 7 to the Fund's
          Registration Statement on Form N-2 on April 25, 1994 (File Nos.
          33-76466; 811-06142).

  ******* Filed as an exhibit to Pre-Effective Amendment No. 9 to the Fund's
          Registration Statement on Form N-2 on October 30, 1995 (File Nos.
          33-96822; 811-06142).

 ******** Filed as an exhibit to Amendment No. 10 to the Fund's Registration
          Statement on Form N-2 on March 20, 1998 (File No. 811-06142).

     +    Reference is made to Articles II (Section 3), V, VI, VII, VIII, X, XI,
          and XII of the Registrant's Articles of Amendment and Restatement,
          previously filed as Exhibit (a)(2) to the Registration Statement;
          Articles I, IV, VII and VIII of the Amended and Restated By-Laws,
          previously filed as Exhibit (b) to the Registration Statement; and the
          Amendment to Amended and Restated By-Laws filed herewith.

     ++   Filed herewith.

<Page>

                                   SIGNATURES

         Pursuant to the requirements of the Investment Company Act of 1940, as
amended, the Registrant has duly caused this Amendment to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Jersey City, and State of New Jersey, on the 29th day
of April, 2002.

                              THE JAPAN EQUITY FUND, INC.


                              By: /s/ John J. O'Keefe
                                  ------------------------------------
                                  Name: John J. O'Keefe
                                  Title: Vice President

<Page>

                                  EXHIBIT INDEX


<Table>
<Caption>
  EXHIBIT       DESCRIPTION OF DOCUMENT              LOCATION OF EXHIBIT
  NUMBER        -----------------------         IN SEQUENTIAL NUMBERING SYSTEM
  ------                                        ------------------------------
<S>             <C>                             <C>
     2             Articles Supplementary                    a(3)
     2             Amendment to Amended and                  b(3)
                   Restated By-Laws
</Table>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2A(3)
<SEQUENCE>3
<FILENAME>a2078082zex-99_2a3.txt
<DESCRIPTION>EXHIBIT 99.2.A(3)
<TEXT>
<Page>

                           THE JAPAN EQUITY FUND, INC.

                             ARTICLES SUPPLEMENTARY

         The Japan Equity Fund, Inc., a Maryland corporation (the
"Corporation"), having its principal office c/o Daiwa Securities Trust Company,
One Evertrust Plaza, Jersey City, New Jersey 07302, hereby certifies to the
State Department of Assessments and Taxation of Maryland that:

         FIRST: The Corporation is registered as a closed-end investment company
under the Investment Company Act of 1940, as amended, and has a class of equity
securities registered under the Securities Exchange Act of 1934, as amended, and
the Corporation has at least three directors who are not officers or employees
of the Corporation; are not acquiring persons (as defined in Section 3-801(b) of
the General Corporation Law of the State of Maryland); are not directors,
officers, affiliates or associates of an acquiring person; and were not
nominated or designated as directors by an acquiring person.

         SECOND: On December 7, 2001, a majority of the Board of Directors of
the Corporation passed resolutions electing to become subject to Sections
3-804(c) and 3-805 of the General Corporation Law of the State of Maryland.

         THIRD:  No other change is intended or effected.

<Page>

         IN WITNESS WHEREOF, The Japan Equity Fund, Inc. has caused these
presents to be signed in its name and on its behalf by its Vice President and
witnessed by its Secretary on January 10, 2002.



WITNESS                                    THE JAPAN EQUITY FUND, INC.



/s/ Judy Runrun Tu                         /s/ John J. O'Keefe
- --------------------                       ----------------------
Name: Judy Runrun Tu                       Name: John J. O'Keefe
Title:  Secretary                          Title:  Vice President


         THE UNDERSIGNED, Vice President of The Japan Equity Fund, Inc., who
executed on behalf of the Corporation the foregoing Articles Supplementary of
which this Certificate is made a part, hereby acknowledges the foregoing
Articles Supplementary to be the corporate act of said Corporation and hereby
certifies that to the best of his knowledge, information, and belief the matters
and facts set forth therein with respect to the authorization and approval
thereof are true in all material respects under penalties of perjury.





                                        /s/ John J. O'Keefe
                                        --------------------------
                                        Name:  John J. O'Keefe
                                        Title:   Vice President

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2B(3)
<SEQUENCE>4
<FILENAME>a2078082zex-99_2b3.txt
<DESCRIPTION>EXHIBIT 99.2.B(3)
<TEXT>
<Page>

                           THE JAPAN EQUITY FUND, INC.

                    Amendment to Amended and Restated By-Laws

                                December 7, 2001


         The first sentence of Article I, Section 3 of the Amended and Restated
By-Laws of the Corporation, be and it hereby is, amended to read as follows:

                  Special or extraordinary meetings of the stockholders for any
                  purpose or purposes may be called by the Chairman, the
                  President or a majority of the Board of Directors, and shall
                  be called by the Secretary upon receipt of the request in
                  writing signed by stockholders holding not less than a
                  majority of the common stock issued and outstanding and
                  entitled to vote thereat.


         Article II, Section 2 of the Amended and Restated By-Laws of the
Corporation, be and it hereby is, amended to read as follows:

                  In case of any vacancy in the Board of Directors through
                  death, resignation or other cause, other than an increase in
                  the number of Directors, a majority of the remaining
                  Directors, although a majority is less than a quorum, by an
                  affirmative vote, may elect a successor to hold office for the
                  remainder of the full term of the class of Directors in which
                  the vacancy occurred.

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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