[Federal Register Volume 60, Number 92 (Friday, May 12, 1995)]
[Notices]
[Pages 25754-25755]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-11706]



-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Rel. No. 21045; 811-8170]


America's Utility Tax-Free Income Fund, Inc.; Notice of 
Application

May 5, 1995.
AGENCY: Securities and Exchange Commission (``SEC'').

ACTION: Notice of Application for Deregistration Under the Investment 
Company Act of 1940 (the ``Act'').

-----------------------------------------------------------------------

APPLICANT: America's Utility Tax-Free Income Fund, Inc.

RELEVANT ACT SECTION: Section 8(f).

SUMMARY OF APPLICATION: Applicant seeks an order declaring that it has 
ceased to be an investment company.

FILING DATES: The application was filed on February 21, 1995 and 
amended on April 27, 1995.

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 May 31, 1995, 
and should be accompanied by proof of service on 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 who wish to be 
notified of a hearing may request such notification by writing to the 
SEC's Secretary.

ADDRESSES: Secretary, SEC, 450 Fifth Street, N.W., Washington, D.C. 
20549. Applicant, 901 East Byrd Street, Richmond, Virginia 23219.

FOR FURTHER INFORMATION CONTACT: Marc Duffy, Senior Attorney, at (202) 
942-0565, or C. David Messman, 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 diversified management investment 
company organized under the laws of the State of Maryland. On November 
29, 1993, applicant registered under section 8(b) of the Act and filed 
a registration statement under the Securities Act of 1933 (the ``1933 
Act''). The 1933 Act registration statement was never declared 
effective, and was withdrawn on October 6, 1994.
    2. Applicant has never made, nor does it intend to make, a public 
offering of its securities. Applicant, however, sold 250,000 shares of 
its common stock for $5 million to Dominion Resources, Inc. (``DRI'') 
on January 26, 1994, and an additional 15,883 shares of common stock to 
DRI for $316,670 on February 1, 1994. DRI is the sole shareholder of 
applicant.
    3. At the time of filing this application, the assets of applicant 
consisted of portfolio securities of the types that applicant is 
permitted to invest in pursuant to its investment objective and 
fundamental investment policies. On March 31, 1995, the assets had a 
value of $5,211,589. After receiving the order sought by this 
application, DRI intends to effect a merger of applicant with and into 
DRI or one of its consolidated subsidiaries. As a result, DRI would 
continue to own the assets of applicant without DRI having to recognize 
at this time a loss on its investment in applicant's common stock.
    4. Applicant believes that after receiving the order sought by this 
application it could rely on the exception from the definition of 
``investment company'' in section 3(c)(1) of the Act because applicant 
has never made a public offering of its securities and has never had 
more than one securityholder.\1\

    \1\Section 3(c)(1) excludes from the definition of ``investment 
company'' any issuer whose outstanding securities are beneficially 
owned by not more than 100 persons and which is not making, and does 
not propose to make, a public offering of its securities.
---------------------------------------------------------------------------

    5. At the time of filing this application, applicant had no debts 
or other liabilities outstanding, nor was applicant a party to any 
litigation or administrative proceeding.
    6. Applicant is not now engaged, nor does it intend to engage, in 
any business activities other than those necessary for the winding-up 
of its affairs by means [[Page 25755]] of a merger into DRI or a 
consolidated subsidiary of DRI. DRI and its wholly-owned subsidiaries 
bore all the expenses of applicant.

    For the SEC, by the Division of Investment Management, under 
delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 95-11706 Filed 5-11-95; 8:45 am]
BILLING CODE 8010-01-M