[Federal Register Volume 59, Number 204 (Monday, October 24, 1994)] [Unknown Section] [Page 0] From the Federal Register Online via the Government Publishing Office [www.gpo.gov] [FR Doc No: 94-26220] [[Page Unknown]] [Federal Register: October 24, 1994] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 20629; 811-2970] Investors Cash Reserve Fund, Inc. October 17, 1994. AGENCY: Securities and Exchange Commission (``SEC''). ACTION: Notice of application for deregistration under the Investment Company Act of 1940 (the ``Act''). ----------------------------------------------------------------------- APPLICANT: Investors Cash Reserve Fund, Inc. RELEVANT ACT SECTION: Section 8(f). SUMMARY OF APPLICATION: Applicant requests an order declaring that it has ceased to be an investment company. FILING DATE: The application was filed on September 28, 1994. HEARING OR NOTIFICATION OF HEARING: An order granting the application will be issued unless the SEC orders a hearing. Interested persons may request a hearing by writing to the SEC's Secretary and serving applicant with a copy of the request, personally or by mail. Hearing requests should be received by the SEC by 5:30 p.m. on November 14, 1994 and should be accompanied by proof of service on the applicant, in the form of an affidavit or, for lawyers, a certificate of service. Hearing requests should state the nature of the writer's interest, the reason for the request, and the issues contested. Persons may request notification of a hearing by writing to the SEC's Secretary. ADDRESSES: Secretary, SEC, 450 5th Street NW., Washington, DC 20549. Applicant, c/o Iris R. Clay, Investors Cash Reserve Fund, Inc., 5847 San Felipe, Suite 4100, Houston, TX 77057. FOR FURTHER INFORMATION CONTACT: Sarah A. Buescher, Law Clerk, at (202) 942-0573, or Robert A. Robertson, Branch Chief, at (202) 942-0564 (Division of Investment Management, Office of Investment Company Regulation). SUPPLEMENTARY INFORMATION: The following is a summary of the application. The complete application may be obtained for a fee from the SEC's Public Reference Branch. Applicant's Representations 1. Applicant is an open-end management investment company organized as a Maryland corporation. On November 29, 1979, applicant filed a notice of registration pursuant to section 8(a) of the Act on Form N- 8A, and a registration statement on Form N-1 to register its shares. The registration statement became effective on March 13, 1980, and the initial public offering commenced on the same day. 2. On February 14, 1994, applicant's board of directors adopted a Purchase Agreement and Plan of Complete Liquidation (the ``Plan''). The Plan provided that applicant would transfer all of its assets and liabilities to Capstone Government Income Fund (``GIF'') portfolio of Capstone Fixed Income Series, Inc., in exchange for shares of GIF. Applicant and GIF may be deemed to be affiliated persons of each other by reason of having a common investment adviser, common directors, and common officers. In order to comply with rule 17a-8, which governs mergers of certain affiliated investment companies, applicant's directors determined that the reorganization was in the best interests of applicant and applicant's shareholders and that the interests of existing shareholders would not be diluted as a result.\1\ --------------------------------------------------------------------------- \1\Although purchases and sales between affiliated persons generally are prohibited by section 17(a) of the Act, rule 17a-8 provides an exemption for certain purchases and sales among investment companies that are affiliated persons of each other solely by reason of having a common investment adviser, common directors, and/or common officers. --------------------------------------------------------------------------- 3. A prospectus and proxy statement were filed with the SEC on or about March 1, 1994 and distributed to applicant's shareholders on or about April 4, 1994. Applicant's shareholders approved the Plan at a meeting held on May 31, 1994. 4. On June 6, 1994, the reorganization was consummated. Applicant transferred all of its assets and liabilities to GIF in exchange for shares of GIF having a net asset value equal to the value of the assets less the liabilities transferred by applicant. The exchanges were made at net asset value determined as of the close of business on June 6, 1994. Following the exchange, applicant liquidated and distributed its shares of GIF to its shareholders pro rata in accordance with their respective interests in applicant. 5. The expenses applicable to the reorganization, consisting of accounting, printing, administrative and certain legal expenses, are estimated to be approximately $13,000. Each of applicant, its investment adviser, and Capstone Fixed Income Series, Inc., on behalf of GIF, paid its own expenses related to the reorganization. Applicant's share of the expenses were approximately $10,000. 6. At the time of filing the application, applicant had no assets, outstanding debts or liabilities, and applicant represents that it will not acquire or invest assets in securities. Applicant has no shareholders and is not a party to any litigation or administrative proceeding. Applicant is not presently engaged in, nor does it propose to engage in, any business activities other than those necessary for the winding-up of its affairs. For the Commission, by the Division of Investment Management, pursuant to delegated authority. Margaret H. McFarland, Deputy Secretary. [FR Doc. 94-26220 Filed 10-21-94; 8:45 am] BILLING CODE 8010-01-M