[Federal Register Volume 60, Number 114 (Wednesday, June 14, 1995)]
[Notices]
[Page 31343]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-14540]



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

SECURITIES AND EXCHANGE COMMISSION
[Rel. No. IC-21125; 811-5513]


Vision Fiduciary Funds, Inc.; Notice of Application

June 8, 1995.
AGENCY: Securities and Exchange Commission (``SEC'').

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

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

APPLICANT: Vision Fiduciary Funds, 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 DATES: The application was filed on March 7, 1995, and amended 
on May 26, 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 July 3, 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 notification by writing to the SEC's 
Secretary.

ADDRESSES: Secretary, SEC, 450 5th Street, N.W., Washington, D.C. 
20549. Applicant, Federated Investors Tower, Pittsburgh, PA 15222-3779.

FOR FURTHER INFORMATION CONTACT: James M. Curtis, Senior Counsel, at 
(202) 942-0563, or C. David Messman, Branch Chief, (202) 942-0564 
(Office of Investment Company Regulation, Division of Investment 
Management).

SUPPLEMENTARY INFORMATION: The following is a summary of the 
application. The complete application may be obtained for a fee at the 
SEC's Public Reference Branch.

Applicant's Representations

    1. Applicant is an open-end management investment company that was 
organized as a corporation under the laws of Maryland. On March 14, 
1988, applicant filed a notice of registration on Form N-8A pursuant to 
section 8(a) of the Act. Also on March 14, 1988, applicant filed a 
registration statement under section 8(b) of the Act and under the 
Securities Act of 1933 on Form N-1A to issue an indefinite number of 
shares. Applicant's registration statement was declared effective on 
May 26, 1988, and applicant commenced its initial public offering on 
June 1, 1988. Manufacturers and Traders Trust Company is applicant's 
investment adviser (the ``Bank'').
    2. Applicant was created as a separate investment vehicle for 
fiduciary accounts of the Bank. The Bank later determined that, under 
certain circumstances, banking law permitted the joint investment of 
the Bank's fiduciary accounts with its non-fiduciary accounts in a 
portfolio of Vision Group of Funds, Inc., that was created for the 
general public rather than in a separate investment company portfolio.
    3. On November 8, 1994, applicant's board of directors authorized 
the dissolution of applicant, conditioned on the redemption of all 
applicant's shares.
    4. As of December 27, 1994, applicant had 88,342,953.98 shares 
outstanding at a net asset value of $1.00 per share. Applicant's 
portfolio securities were sold to the Vision Group Money Market Fund 
pursuant to rule 17a-7 on or before December 28, 1994, and no brokerage 
commissions were paid. On December 28, 1994, all shares were 
voluntarily redeemed by applicant's shareholders. Each shareholder 
received his or her proportionate share of applicant's net assets.
    5. On December 30, 1994, Federated Services Company, as applicant's 
sole shareholder, authorized applicant's dissolution by unanimous 
written consent.
    6. Applicant's distributor paid all liquidation expenses incurred. 
Applicant believes that these costs, which included legal fees, record 
keeping expenses, and custodian fees, were immaterial.
    7. Applicant has no security holders, assets, debts, or other 
liabilities. Applicant is not a party to any litigation or 
administrative proceeding. Applicant is not engaged and does not 
propose to engage in any business activity other than those necessary 
for the winding up of its affairs.
    8. On March 21, 1995, the Maryland Department of Assessments and 
Taxation received and accepted applicant's Articles of Dissolution.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 95-14540 Filed 6-13-95; 8:45 am]
BILLING CODE 8010-01-M