UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1) *
The New Germany Fund, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
644465106
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(CUSIP Number)
December 31, 2012
_____________________________________________________________________________
(Date of the Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed :
[ ] Rule 13d-1(b)
[ x ] 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 the 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 provision of the Act (however, see the Notes.)
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1
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NAME OF REPORTING PERSONS
China Investment Corporation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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o
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(b)
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o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
People’s Republic of China
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NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.5%
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12
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TYPE OF REPORTING PERSON
CO
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1
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NAME OF REPORTING PERSONS
Best Investment Corporation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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o
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(b)
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o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
People’s Republic of China
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NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.5%
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12
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TYPE OF REPORTING PERSON
CO
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Item 1(a) Name of Issuer
The New Germany Fund, Inc.
Item 1(b) Address of Issuer’s Principal Executive Offices
345 Park Avenue
New York, NY 10154-0004
Item 2(a) Name of Persons Filing
China Investment Corporation
Best Investment Corporation
Item 2(b) Address of Principal Business Office or, if none, Residence
The address of China Investment Corporation and Best Investment Corporation is as follows:
New Poly Plaza
No. 1 Chaoyangmen Beidajie
Dongcheng District
Beijing 100010
People’s Republic of China
Item 2(c) Citizenship
China Investment Corporation and Best Investment Corporation are established under the Company Law of the People’s Republic of China.
Item 2(d) Title of Class of Securities
Common Stock
Item 2(e) CUSIP Number
644465106
Item 3 If this statement in filed pursuant to §§240.13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
Not applicable
Item 4 Ownership
The number of shares beneficially owned by China Investment Corporation and Best Investment Corporation is as follows:
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Reporting Person
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Amount Beneficially Owned
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Percent of Class
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China Investment Corporation
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779,959
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4.5%
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Best Investment Corporation
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779,959
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4.5%
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Reporting Person
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Voting Power
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Dispositive Power
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Sole
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Shared
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Sole
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Shared
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China Investment Corporation
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0
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779,959
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0
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779,959
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Best Investment Corporation
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0
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779,959
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0
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779,959
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China Investment Corporation is a wholly state-owned company incorporated under the Company Law of the People’s Republic of China. By virtue of China Investment Corporation being the parent of CIC International Co., Ltd, which is the parent of Best Investment Corporation, China Investment Corporation may be deemed to share beneficial ownership of the shares held by Best Investment Corporation.
Item 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ x ].
Item 6 Ownership of More than Five Percent on Behalf of Another Person
Not applicable
Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8 Identification and Classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certifications
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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.
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 as of February 1, 2013.
| CHINA INVESTMENT CORPORATION |
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| By: |
/s/ Lou Jiwei
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Name: Lou Jiwei
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Title: Chairman & CEO
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| BEST INVESTMENT CORPORATION |
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| By: |
/s/ Li Keping
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Name: Li Keping
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Title: President & Executive Director
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Exhibit Index
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Exhibit A
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Joint Filing Agreement, dated February 9, 2012, between China Investment Corporation and Best Investment Corporation. †
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† Previously filed on February 13, 2012.