As filed with the Securities and Exchange Commission on August 2, 2004 1933 Act File No. 33- 1940 Act File No. 811-05617 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 10549 FORM N-2 (CHECK ALL APPROPRIATE BOXES) |_| REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |_| Pre-Effective Amendment No. ____ |_| Post-Effective Amendment No. ____ and/or |X| REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |X| Amendment No. 10 TAIWAN GREATER CHINA FUND (Exact name of Registrant as Specified in Charter) Bank Tower, Room 1001 205 Dun Hua North Road Taipei 105, Taiwan, R.O.C. (Address of Principal Executive Offices (Number, Street, City, State, Zip Code)) 1-800-343-9567 (Registrant's Telephone Number, including Area Code) Patricia Baronowski Citigate Financial Intelligence 111 River Street, Suite 1001 Hoboken, New Jersey 07030 (Name and Address (Number, Street, City, State, Zip Code) of Agent for Service) COPY TO: Marc E. Perlmutter, Esq. Edwin C. Laurenson, Esq. Paul, Weiss, Rifkind, Wharton & Garrison LLP Baker & MacKenzie 1285 Avenue of the Americas 805 Third Avenue New York, New York 10019-6064 New York, New York 10022 212-373-3000 212-751-5700 EXPLANATORY NOTE This filing is made solely for the purpose of filing as an Exhibit the Amended and Restated By-laws of the Taiwan Greater China Fund (the "Trust"). The Amended and Restated By-laws incorporate amendments to reflect the Trust's recent name change and to Section 7 of Article 3 and Section 1 of Article 12 of the Trust's By-laws, as approved by the Board of Trustees of the Trust on July 21, 2004. PART C OTHER INFORMATION Item 24. Financial Statements and Exhibits (2) Exhibits (b) Amended and Restated By-laws filed herewith. SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, 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 West Hartford, Connecticut on the 2nd day of August, 2004. TAIWAN GREATER CHINA FUND By: /s/ Steven R.Champion ------------------------- Steven R. Champion Chief Executive Officer and President