[Federal Register Volume 60, Number 129 (Thursday, July 6, 1995)]
[Notices]
[Pages 35241-35242]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-16575]
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SECURITIES AND EXCHANGE COMMISSION
[Rel. No. IC-21175; No. 811-3288]
Pacific Corinthian Variable Fund
June 29, 1995.
AGENCY: Securities and Exchange Commission (``SEC'' or ``Commission'').
ACTION: Notice of application for an order under the Investment Company
Act of 1940 (``1940 Act'').
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APPLICANT: Pacific Corinthian Variable Fund.
RELEVANT 1940 ACT SECTION: Order requested under Section 8(f) of the
1940 Act.
SUMMARY OF APPLICATION: Applicant seeks an order declaring that it has
ceased to be an investment company as defined in the 1940 Act.
FILING DATE: The application was filed on March 31, 1995.
HEARING OR NOTIFICATION OF HEARING: An order granting the application
will be issued unless the Commission orders a hearing. Interested
persons may request a hearing by writing to the Secretary of the SEC
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 24, 1995, 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 requestor's
interest, the reason for the request, and the issues contested. Persons
may request notice of the hearing by writing to the Secretary of the
SEC.
ADDRESSES: Secretary, Securities and Exchange Commission, 450 5th
Street, N.W., Washington, DC 20549. Applicant, Pacific Corinthian
Variable Fund, 700 Newport Drive, Newport Beach, CA 92660, c/o Diane N.
Ledger.
FOR FURTHER INFORMATION CONTACT:
Kathleen Knisely or Patrice M. Pitts, Special Counsel, Office of
Insurance Products (Division of Investment Management), at (202) 942-
0670.
SUPPLEMENTARY INFORMATION: Following is a summary of the application.
The complete application is available for a fee from the Public
Reference Branch of the SEC.
Applicant's Representations
1. On October 15, 1981, Applicant filed a registration statement
under Section 8(b) of the 1940 Act, and filed a Form N-1 to register an
indefinite number of shares under the Securities Act of 1933. The Form
N-1 registration statement was declared effective on October 19, 1983,
and the initial public offering commenced within three months
thereafter.
2. At a meeting on July 24, 1994, Applicant's Board of Directors
approved an Agreement and Plan of Reorganization between Pacific Select
Fund and Applicant (``Agreement and Plan''), and recommended approval
by the Applicant's shareholders of the transactions proposed in that
Agreement and Plan. More specifically, pursuant to the Agreement and
Plan, series of Pacific Select Fund (``Acquiring Series'') would
acquire all of the assets of series of Applicant (``Acquired Series'')
in exchange for shares of beneficial interest in the respective
Acquiring Series and the assumption by the Acquiring Series of certain
identified liabilities of the Acquired Series (such transactions shall
be referred to herein as ``Reorganizations''). The net asset value of
shares issued in connection with the exchange would equal the net asset
value of the shares of each Acquired Series then outstanding.
3. As part of the effort to secure shareholder approval of the
Agreement and Plan, Pacific Select Fund filed a Form N-14 registration
statement with the Commission on July 20, 1994; that Form N-14
registration statement became effective on August 19, 1994. A proxy
statement/prospectus was sent to shareholders of the Applicant on or
about September 19, 1994.
4. The Reorganizations were approved by the requisite vote of the
shareholders of each Acquired Series at a Special Meeting of
Shareholders held on October 24, 1994.
5. In connection with the Reorganizations, Pacific Select Fund and
Applicant submitted an application for an order of the Commission
pursuant to Section 17(b) of the 1940 Act, seeking exemption from
Section 17(a) of the 1940 Act to the extent necessary to permit the
assets of Applicant to be transferred to and combined with the assets
of Pacific Select Fund in exchange for shares of Pacific Select Fund.
The order was granted on November 29, 1994.
6. The Agreement and Plan was executed on November 14, 1994.
Pursuant to the Agreement and Plan, shares of the respective Acquiring
Series were distributed to shareholders of the
[[Page 35242]]
respective Acquired Series. As a result of this transaction, each
shareholder of an Acquired Series ceased to be a shareholder of the
Acquired Series and received that number of full and fractional shares
of the respective Acquiring Series having an aggregate net asset value
equal to the aggregate net asset value of such shareholder's shares of
an Acquired Series as of December 30, 1994.
7. On December 31, 1994, pursuant to the Agreement and Plan,
Applicant transferred to the Acquiring Series all of the assets and
certain identified liabilities of the Acquired Series, and ceased
operations.
8. Other than as described above, during the last 18 months,
Applicant has not transferred any of its assets to a separate trust,
the beneficiaries of which were or are security holders of Applicant.
9. Presently, no assets are retained by the Acquired Series, and no
other debts or liabilities of the Applicant remain outstanding.
10. The expenses applicable to the transfer of the Applicant's
assets, certain accounting, administrative and legal expenses, were
borne by the Applicant, Pacific Select Fund, and Pacific Mutual Life
Insurance Company (the Applicant's investment adviser), with the
Applicant and Pacific Select Fund each bearing no more than one-third
of the expenses. No series of either Applicant or Pacific Select Fund
bore expenses to the extent that such expenses had a material impact on
a series net asset value. For these purposes, an expense was considered
material if its impact on the net asset value per share of a series
equalled or exceeded $.01 per share.
11. No brokerage commissions were paid in connection with the
Reorganizations.
12. Expenses of liquidating, dissolving and dergistering the
Applicant will be paid from assets paid by the Applicant to Pacific
Select Fund which, pursuant to Agreement and Plan, were designated for
such purposes in an amount up to $2000 for each Acquired Series. Any
additional costs will be paid by Pacific Mutual Life Insurance Company,
not the Applicant or Pacific Select Fund.
13. Applicant is not now engaged, nor does it propose to engage, in
any business activities other than those necessary for the winding-up
of its affairs.
14. Other than the administrative proceeding initiated by the
filing of this application, Applicant was not a party to any litigation
or administrative proceeding at the time of the filing of this
application.
15. Applicant has made all filings under the 1940 Act, including
Form N-SAR filings, for each period for which such filings were
required.
16. The Applicant, a California corporation, intends to file a
Certificate of Dissolution with the State.
For the Commission, by the Division of the Investment
Management, pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 95-16575 Filed 7-5-95; 8:45 am]
BILLING CODE 8010-01-M