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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
__________
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 5)*
Mexico Equity and Income Fund, Inc.
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(Name of Issuer)
Preferred Stock
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(Title of Class of Securities)
592834204
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(CUSIP Number)
February 27, 2009
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(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. 592834204 13G PAGE 2 OF 9 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
315,069
NUMBER OF -------- --------------------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH -------- --------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON
WITH 315,069
-------- --------------------------------------
8. SHARED DISPOSITIVE POWER
0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
315,069
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
52.25%
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12. TYPE OF REPORTING PERSON
HC
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CUSIP No. 592834204 13G Page 3 of 9 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
315,069
NUMBER OF -------- --------------------------------------
SHARES 6. SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH -------- --------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON
WITH 315,069
-------- --------------------------------------
8. SHARED DISPOSITIVE POWER
0
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
315,069
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
52.25%
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12. TYPE OF REPORTING PERSON
IA
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CUSIP No. 592834204 13G Page 4 of 9 Pages
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ITEM 1(A). NAME OF ISSUER:
Mexico Equity and Income Fund, Inc.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
The principal executive offices of the Fund are located at The
Mexico Equity and Income Fund, c/o U.S. Bancorp Fund Services,
LLC, 777 East Wisconsin Ave (MK-WI-T31), Milwaukee, WI 53202 Attn:
John Buckel
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, 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, 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, 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 ten
unaffiliated third-party segregated accounts over which CLIM
exercises discretionary voting and investment authority (the
"Segregated Accounts").
EWF, GEM, IEM, FREE, NAT, GEF, FRONT, YIELD, GFM, and Tradex are
collectively referred to herein as the "City of London Funds."
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CUSIP No. 592834204 13G Page 5 of 9 Pages
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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:
77 Gracechurch Street London
England EC3V 0AS
ITEM 2(C). CITIZENSHIP:
CLIG - England and Wales
CLIM - England and Wales
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
preferred stock, par value $0.001 per share (the "Preferred
Stock").
ITEM 2(E). CUSIP NUMBER:
592834204
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).
(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);
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CUSIP No. 592834204 13G Page 6 of 9 Pages
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(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.
(a) Amount beneficially owned: 315,069*
* Each of the City of London Funds and the Segregated
Accounts have delegated to CLIM, as investment adviser, the sole
power to direct the voting and disposition of the shares of
Preferred Stock owned by the City of London Funds and the
Segregated Accounts. Each of the City of London Funds and the
Segregated Accounts do not have any power to direct the voting
and/or disposition of the shares of Preferred Stock to which this
Schedule relates, and therefore are not the "beneficial owners" of
such Preferred Stock, as the term "beneficial owner" is defined in
SEC Rule 13d-3. CLIG, as the parent holding company of CLIM, and
CLIM, as investment advisers to the City of London Funds and the
Segregated Accounts, by virtue of its power to direct the voting
and/or disposition of the shares of Preferred Stock held by the
City of London Funds and the Segregated Accounts, may be deemed to
be the beneficial owner of 315,069 shares of Preferred Stock,
representing approximately 52.25% of the shares of Preferred Stock
outstanding. Items 4(a)(i)-(vii) below detail the amount of shares
of Preferred Stock and percent of class held by the City of London
Funds and the Segregated Accounts, respectively.
(i) As of the date hereof, GEM held 55,262 shares of Preferred
Stock, representing approximately 9.16% of the class of
Preferred Stock outstanding.
(ii) As of the date hereof, IEM held 29,426 shares of
Preferred Stock, representing approximately 4.88% of the class
of Preferred Stock outstanding.
(iii) As of the date hereof, FREE held 30,310 shares of
Preferred Stock, representing approximately 5.03% of the class
of Preferred Stock outstanding.
(iv) As of the date hereof, EWF held 28,289 shares of
Preferred Stock, representing approximately 3.36% of the class
of Preferred Stock outstanding.
(v) As of the date hereof, GFM held 2,036 shares of Preferred
Stock, representing approximately 0.34% of the class of
Preferred Stock outstanding.
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CUSIP No. 592834204 13G Page 7 of 9 Pages
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(vi) As of the date hereof, 177,746 shares of Preferred Stock
are held by various unaffiliated third parties in various
third party discretionary accounts (the "Segregated Accounts")
managed by CLIM. Such shares represent approximately 29.48 %
of the issued and outstanding shares of Preferred Stock. The
Segregated Accounts are terminable at any time by the
respective third parties, for which the Segregated Accounts
are held, upon providing written notice to CLIM.
(b) Percent of class: 52.25%*
* See Item 4(a).
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: 315,069*
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of:
315,069*
(iv) Shared power to dispose or to direct the disposition of:
0
* See Item 4(a).
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
See Item 4(a).
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.
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CUSIP No. 592834204 13G Page 8 of 9 Pages
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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. 592834204 13G Page 9 of 9 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: March 10, 2009
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