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SCHEDULE 13G
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

 
SCHEDULE 13G
(Rule 13d-102)
 
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)
*
 

 
Netease.com, Inc.
(Name of Issuer)
 
Ordinary Shares, par value $.0001 per share
(Title of Class of Securities)
 
64110W102000
(CUSIP Number)
 
July 6, 2000
(Date of 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)
 
¨    Rule 13d-1(c)
 
x     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 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).
 


 







1


  
Name of Reporting Persons/S.S. or I.R.S. Identification Nos. of Above Persons
 
Best Alliance Profits Limited
 







2


  
Check the Appropriate Box if a Member of a Group     (a)     ¨
 
            (b)     ¨
 







 
3
  
 
SEC Use Only
 







4


  
Citizenship or Place of Organization
British Virgin Islands
 
 







 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person with
 
  
 
5

  
 
Sole Voting Power
256,055,600







         
6
  
Shared Voting Power
0







    
7

  
Sole Dispositive Power
256,055,600
 







    
8

  
Shared Dispositive Power
0
 







9

  
Aggregate Amount Beneficially Owned by Each Reporting Person
256,055,600
 







10
  
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares                                                                           ¨
 







11

  
Percent of Class Represented by Amount in Row 9
8.3%1
 







12

  
Type of Reporting Person
CO
 




1
 
As of September 30, 2002.

- 2 -


 







1


  
Name of Reporting Persons/S.S. or I.R.S. Identification Nos. of Above Persons
 
Newscorp Cayman International Limited
 







2


  
Check the Appropriate Box if a Member of a Group     (a)     ¨
 
            (b)     ¨
 







 
3
  
 
SEC Use Only
 







4


  
Citizenship or Place of Organization
British Virgin Islands
 
 







 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person with
 
  
 
5

  
 
Sole Voting Power
256,055,600







         
6
  
Shared Voting Power
0







    
7

  
Sole Dispositive Power
256,055,600
 







    
8

  
Shared Dispositive Power
0
 







9

  
Aggregate Amount Beneficially Owned by Each Reporting Person
256,055,600
 







10

  
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares                                                                             ¨
 







11

  
Percent of Class Represented by Amount in Row 9
8.3%1
 







12

  
Type of Reporting Person
CO
 



- 3 -


 







1


  
Name of Reporting Persons/S.S. or I.R.S. Identification Nos. of Above Persons
 
The News Corporation Limited
 







2


  
Check the Appropriate Box if a Member of a Group     (a)     ¨
 
            (b)     ¨
 







 
3
  
 
SEC Use Only
 







4


  
Citizenship or Place of Organization
South Australia, Australia
 
 







 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person with
 
  
 
5

  
 
Sole Voting Power
256,055,600







         
6
  
Shared Voting Power
0







    
7

  
Sole Dispositive Power
256,055,600
 







    
8

  
Shared Dispositive Power
0
 







9

  
Aggregate Amount Beneficially Owned by Each Reporting Person
256,055,600
 







10

  
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares                                                                             ¨
 







11

  
Percent of Class Represented by Amount in Row 9
8.3%1
 







12

  
Type of Reporting Person
CO
 



- 4 -


 







1


  
Name of Reporting Persons/S.S. or I.R.S. Identification Nos. of Above Persons
 
K. Rupert Murdoch
 







2


  
Check the Appropriate Box if a Member of a Group     (a)     ¨
 
            (b)     ¨
 







 
3
  
 
SEC Use Only
 







4


  
Citizenship or Place of Organization
United States of America
 
 







 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person with
 
  
 
5

  
 
Sole Voting Power
256,055,600







         
6
  
Shared Voting Power
0







    
7

  
Sole Dispositive Power
256,055,600
 







    
8

  
Shared Dispositive Power
0
 







9

  
Aggregate Amount Beneficially Owned by Each Reporting Person
256,055,600
 







10

  
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares                                                                             ¨
 







11

  
Percent of Class Represented by Amount in Row 9
8.3%1
 







12

  
Type of Reporting Person
IN
 



- 5 -


 
Item 1(a).
  
Name of Issuer:
    
Netease.com, Inc.
Item 1(b).
  
Address of Issuer’s Principal Executive Offices:
    
Room 1901, Tower E3, The Towers, Oriental Plaza
    
No. 1, East Chang An Avenue
    
Dong Cheng District
    
Beijing 100738
    
People’s Republic of China
Item 2(a).
  
Name of Person Filing:
    
Best Alliance Profits Limited
    
Newscorp Cayman International Limited
    
The News Corporation Limited
    
K. Rupert Murdoch
    
The Joint Filing Agreement of the Reporting Persons is attached hereto as Exhibit 1.
Item 2(b).
  
Address of Principal Office, or if None, Residence:
    
Best Alliance Profits Limited
    
P.O. Box 957
    
Offshore Incorporations Centre
    
Road Town, Tortola
    
British Virgin Islands
    
Newscorp Cayman International Limited
    
c/o Maples and Calder
    
P.O. Box 309, Ugland House
    
South Church Street
    
Grand Cayman, Cayman Islands
    
The News Corporation Limited (“News Corporation”)
    
2 Holt Street, Sydney
    
New South Wales 2010, Australia
    
K. Rupert Murdoch
    
1211 Avenue of the Americas
    
New York, NY 10036

- 6 -


 
Item 2(c).
  
Citizenship or Place of Incorporation for each Reporting Person:
    
Best Alliance Profits Limited is a corporation incorporated in the British Virgin
Islands.
    
Newscorp Cayman International Limited is a corporation incorporated in the
Cayman Islands.
    
News Corporation is a corporation incorporated under the laws of and registered
in the Commonwealth of Australia.
    
Mr. Murdoch is a United States citizen.
Item 2(d).
  
Title of Class of Securities:
    
Ordinary Shares, par value $.0001 per share.
Item 2(e).
  
CUSIP Number:
    
64110W102000
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 Exchange Act.
(b)
  
¨        Bank as defined in Section 3(a)(6) of the Exchange Act.
(c)
  
¨        Insurance company as defined in Section 3(a)(19) of the Exchange Act.
(d)
  
¨        Investment company registered under Section 8 of the Investment
Company Act.
(e)
  
¨        An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
(f)
  
¨        An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F).
(g)
  
¨        A parent holding company or control person in accordance with Rule 13d-
1(b)(1)(ii)(G).
(h)
  
¨        A savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act.
(i)
  
¨        A church plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act.
(j)
  
¨        Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
    
If this statement is filed pursuant to Rule 13d-1(c), check this box.     ¨

- 7 -


 
Item 4.
 
Ownership:
 
The following information is as of September 30, 2002:
 
(a)    Amount Beneficially Owned:    256,055,600
 
(b)    Percent of Class: 8.3%1
 
(c)    Number of shares as to which such person has:
 
 
(i)
 
sole power to vote or to direct the vote:    256,055,600
 
 
(ii)
 
shared power to vote or to direct the vote:    0
 
 
(iii)
 
sole power to dispose or to direct the disposition of:    256,055,600
 
 
(iv)
 
shared power to dispose or to direct the disposition of:    0
 
Best Alliance Profits Limited is the direct owner of 256,055,600 Ordinary Shares of the Issuer and Newscorp Cayman International Limited is the direct beneficial owner of 256,055,600 Ordinary Shares of the Issuer. As News Corporation indirectly controls Best Alliance Profits Limited, News Corporation may be deemed to own beneficially the ordinary shares of the Issuer reported herein.
 
Approximately 30% of the voting stock of News Corporation is owned by (i) Mr. Murdoch, (ii) Cruden Investments Pty. Limited, a private Australian investment company owned by Mr. Murdoch, members of his family and various corporations and trusts, the beneficiaries of which include Mr. Murdoch, members of his family and certain charities; and (iii) corporations which are controlled by trustees of settlements and trusts set up for the benefit of the Murdoch family, certain charities and other persons. By virtue of the shares of News Corporation owned by such persons and entities, and Mr. Murdoch’s positions as Chairman and Chief Executive of News Corporation, Mr. Murdoch may be deemed to control the operations of News 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 five percent of the class securities, check the following     ¨    {__}
 
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 a Group:
 
Not Applicable.

- 8 -


 
Item 9.
 
Notice of Dissolution of Group:
 
Not Applicable.
 
Item 10(a) and (b).    Certification:
 
Not Applicable.

- 9 -


 
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.
 
Dated:    January 30, 2003
 
BEST ALLIANCE PROFITS LIMITED
 
By: /s/ Bruce B. Churchill
 
Name: Bruce B. Churchill
Title: Director

- 10 -


 
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.
 
Dated:    January 30, 2003
 
NEWSCORP CAYMAN
INTERNATIONAL LIMITED
 
By: /s/ Arthur M. Siskind
Name: Arthur M. Siskind
Title: Director

- 11 -


 
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.
 
Dated:    January 30, 2003
 
THE NEWS CORPORATION LIMITED
 
By: /s/ Arthur M. Siskind
Name: Arthur M. Siskind
Title: Director

- 12 -


 
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.
 
Dated: January 30, 2003
 
/s/ K. Rupert Murdoch
K. Rupert Murdoch

- 13 -
JOINT FILING AGREEMENT OF THE REPORTING PERSONS
 
Exhibit 1
 
JOINT FILING AGREEMENT
 
Best Alliance Profits Limited, Newscorp Cayman International Limited, The News Corporation Limited and K. Rupert Murdoch (the “Reporting Persons”) hereby agree to file jointly the Schedule 13G to which this Joint Filing Agreement is attached and any amendments thereto, as permitted by Rule 13d-1 promulgated under the Securities Exchange Act of 1934, as amended. This Joint Filing Agreement hereby supersedes and replaces any Joint Filing Agreement previously executed by any of the Reporting Persons with respect to the ordinary shares of Netease.com, Inc. Each of the Reporting Persons agrees that the information set forth in such Schedule 13G and any amendments thereto with respect to that Reporting Person will be true, complete and correct as of the date of that Schedule 13G or that amendment, to the best of that Reporting Person’s knowledge and belief, after reasonable inquiry. Each of the Reporting Persons makes no representations as to the accuracy or adequacy of the information set forth in the Schedule 13G or any amendments thereto with respect to any other Reporting Person. Each of the Reporting Persons shall notify the other Reporting Persons promptly if any of the information set forth in the Schedule 13G or any amendments thereto becomes inaccurate in any material respect or if that person learns of information which would require an amendment to the Schedule 13G.
 
IN WITNESS WHEREOF, the undersigned have executed this Joint Filing Agreement as of the 30th day of January, 2003.
 
BEST ALLIANCE PROFITS LIMITED
 
By: /s/ Bruce B. Churchill            
Name: Bruce B. Churchill
Title: Director
 
NEWSCORP CAYMAN
INTERNATIONAL LIMITED
 
By: /s/ Arthur M. Siskind            
Name: Arthur M. Siskind
Title: Director
 
THE NEWS CORPORATION LIMITED
 
By: /s/ Arthur M. Siskind            
Name: Arthur M. Siskind
Title: Director
 
        /s/ K. Rupert Murdoch
K. Rupert Murdoch