-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FVpoertC5EeD8jaIf9JyDVDX1jfyotk/Wkfe7ucr8zzeb/u1Ex3+AJTaP+x5GPtm eERKswJexIaGUDtigsxiPA== 0001145443-11-000161.txt : 20110211 0001145443-11-000161.hdr.sgml : 20110211 20110211133754 ACCESSION NUMBER: 0001145443-11-000161 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110211 DATE AS OF CHANGE: 20110211 GROUP MEMBERS: MANULIFE ASSET MANAGEMENT LIMITED SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BAJA MINING CORP. CENTRAL INDEX KEY: 0001331092 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-82743 FILM NUMBER: 11597007 BUSINESS ADDRESS: STREET 1: 2350-1177 WEST HASTINGS STREET CITY: VANCOUVER, B.C. STATE: A1 ZIP: V6E 2K3 BUSINESS PHONE: (604) 685-2323 MAIL ADDRESS: STREET 1: 2350-1177 WEST HASTINGS STREET CITY: VANCOUVER, B.C. STATE: A1 ZIP: V6E 2K3 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MANULIFE FINANCIAL CORP CENTRAL INDEX KEY: 0001086888 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 200 BLOOR ST EAST STREET 2: NORTH TOWER 11 CITY: TORONTO ONTARIO CANA STATE: A6 ZIP: 00000 BUSINESS PHONE: 4169263500 MAIL ADDRESS: STREET 1: 200 BLOOR ST EAST STREET 2: NORTH TOWER 11 CITY: TORONTO ONTARIO CANA SC 13G 1 d27851_13g.htm SC 13G

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

Baja Mining Corp.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

05709R103

(CUSIP Number)

December 31, 2010

(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 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 provisions of the Act (however, see the Notes).

PAGE 1 OF 7 PAGES


CUSIP No. 05709R103


1	NAME OF REPORTING PERSON Manulife Financial Corporation
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) o N/A
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Canada
Number of Shares Beneficially Owned by Each Reporting Person With		5	SOLE VOTING POWER -0-
		6	SHARED VOTING POWER -0-
		7	SOLE DISPOSITIVE POWER -0-
		8	SHARED DISPOSITIVE POWER -0-
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None, except through its indirect, wholly-owned subsidiary, Manulife Asset Management Limited
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* N/A
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 See line 9 above.
12	TYPE OF REPORTING PERSON* HC

*SEE INSTRUCTIONS

PAGE 2 OF 7 PAGES


CUSIP No. 05709R103


1	NAME OF REPORTING PERSON Manulife Asset Management Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) o (b) o N/A
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION Ontario
Number of Shares Beneficially Owned by Each Reporting Person With		5	SOLE VOTING POWER 24,913,380
		6	SHARED VOTING POWER -0-
		7	SOLE DISPOSITIVE POWER 24,913,380
		8	SHARED DISPOSITIVE POWER -0-
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 24,913,380
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* N/A
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.46%
12	TYPE OF REPORTING PERSON* FI

*SEE INSTRUCTIONS

PAGE 3 OF 7 PAGES

Item 1(a)

Name of Issuer:
Baja Mining Corp.

Item 1(b)

Address of Issuer's Principal Executive Offices:
500 – 200 Burrard Street
Vancouver, British Columbia V6C 3L6

Canada

Item 2(a)

Name of Person Filing:
This filing is made on behalf of Manulife Financial Corporation (“MFC”) and MFC’s indirect, wholly-owned subsidiary, Manulife Asset Management Limited (“MAML”).

Item 2(b)

Address of Principal Business Office:
The principal business offices of MFC and MAML are located at 200 Bloor Street East, Toronto, Ontario, Canada, M4W 1E5.

Item 2(c)

Citizenship:
MFC is organized and exists under the laws of Canada.
MAML is organized and exists under the laws of Ontario.

Item 2(d)

Title of Class of Securities:
Common Stock

Item 2(e)

CUSIP Number:
05709R103

Item 3

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

MFC:

(g) (X)

a parent holding company or control person in
accordance with §240.13d-1(b)(1)(ii)(G).

MAML:

(j) (X)

a non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J).

Item 4

Ownership:

(a) Amount Beneficially Owned: MAML has beneficial ownership of 24,913,380 shares of Common Stock. Through its parent-subsidiary relationship to MAML, MFC may be deemed to have beneficial ownership of these same shares.

(b) Percent of Class: Of the 334,173,087 shares outstanding as of February 9, 2011, according to the Toronto Stock Exchange, MAML held 7.46%.

(i)

sole power to vote or to direct the vote:
MAML has sole power to vote or to direct the voting of the shares of Common Stock it beneficially owns.

(ii)

shared power to vote or to direct the vote: -0-

(iii)

sole power to dispose or to direct the disposition of:
MAML has sole power to dispose or to direct the disposition of the shares of Common Stock it beneficially owns.

(iv)

shared power to dispose or to direct the disposition of: -0-

PAGE 4 OF 7 PAGES

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:
Not applicable.

Item 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
See Items 3 and 4 above.

Item 8

Identification and Classification of Members of the Group:
Not applicable.

Item 9

Notice of Dissolution of Group:
Not applicable.

Item 10

Certification:
By signing below the undersigned certifies that, to the best of its knowledge and belief, (i) 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, and (ii) the foreign regulatory scheme applicable to MAML is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institutions. The undersigned also undertakes to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

PAGE 5 OF 7 PAGES

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Manulife Financial Corporation

By:

/s/ Kenneth G. Pogrin

Name:

Kenneth G. Pogrin

Dated: February 10, 2011

Title:

Attorney in Fact*

Manulife Asset Management Limited

By:

/s/ Kenneth G. Pogrin

Name:

Kenneth G. Pogrin

Dated: February 10, 2011

Title:

Vice President, Law

* Signed pursuant to a Power of Attorney dated January 17, 2008 included as an Exhibit to Schedule 13G filed with the Securities and Exchange Commission by Manulife Financial Corporation on January 24, 2008.

PAGE 6 OF 7 PAGES

EXHIBIT A

JOINT FILING AGREEMENT

Manulife Financial Corporation and Manulife Asset Management Limited agree that the Schedule 13G to which this Agreement is attached, relating to the Common Stock of Baja Mining Corp., is filed on behalf of each of them.

Manulife Financial Corporation

By:

/s/ Kenneth G. Pogrin

Name:

Kenneth G. Pogrin

Dated: February 10, 2011

Title:

Attorney in Fact*

Manulife Asset Management Limited

By:

/s/ Kenneth G. Pogrin

Name:

Kenneth G. Pogrin

Dated: February 10, 2011

Title:

Vice President, Law

PAGE 7 OF 7 PAGES

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