[Federal Register Volume 60, Number 195 (Tuesday, October 10, 1995)]
[Notices]
[Pages 52720-52721]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-23023]



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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 21387; 811-7081]


MuniBond Income Fund, Inc.; Notice of Application for 
Deregistration

October 2, 1995.
AGENCY: Securities and Exchange Commission (``SEC'').

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

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Applicant: MuniBond Income Fund, Inc.

Relevant Act Section: Order requested under section 8(f).

Summary of Application: Applicant requests an order declaring it has 
ceased to be an investment company.

Filing Dates: The application was filed on September 7, 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 October 27, 
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 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 Fifth Street, N.W., Washington, D.C. 
20549. Applicant, 800 Scudders Mill Road, Plainsboro, New Jersey 08536.

FOR FURTHER INFORMATION CONTACT:
Marianne H. Khawly, Staff Attorney, at (202) 942-0562, 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, a registered closed-end investment company, 
incorporated in the state of Maryland on August 24, 1993. On September 
2, 1993, applicant filed a Notification of Registration on Form N-8A 
and a registration statement on Form N-2 pursuant to section 8(b) of 
the Act and the Securities Act of 1933 to register 6,720,000 shares of 
common stock. The registration statement was declared effective on 
October 22, 1993 and applicant commenced its initial public offering on 
that date.
    2. On July 13, 1994, applicant's board of directors approved an 
Agreement and Plan of Reorganization (the ``Agreement'') between 
MuniAssets Fund, Inc. (``MuniAssets'') and applicant. Pursuant to the 
agreement, MuniAssets would acquire substantially all of applicant's 
assets in exchange for shares of MuniAssets' common stock. The board 
approved the reorganization because the combined entity would 

[[Page 52721]]
have lower expenses per share, greater efficiency and flexibility in 
portfolio management, and a more liquid trading market for its shares. 
On March 10, 1995, applicant's board set the valuation time for the 
reorganization at 4:00 p.m., Eastern time, on April 21, 1995 (the 
``Valuation Time'') and the reorganization date as April 24, 1995 (the 
``Reorganization Date'').
    3. Applicant and MuniAssets have the same investment adviser, Fund 
Asset Management, L.P. Accordingly, applicant and MuniAssets may be 
deemed to be affiliated persons by reason of being under the common 
control of the same investment adviser. Applicant therefore relied on 
the exemption provided by rule 17a-8 under the Act to effect the 
transaction.\1\ In accordance with the rule, the board of directors of 
applicant and of MuniAssets (including a majority of the directors who 
are not interested persons of applicant or MuniAssets) determined that 
participation in the Reorganization would be in the best interests of 
applicant and of MuniAssets, and the interests of existing stockholders 
of applicant and of MuniAssets would not be diluted as a result of 
their effecting the Reorganization.

    \1\ Rule 17a-8 provides an exemption from the affiliated 
transaction prohibition of section 17(a) of the Act for a merger of 
investment companies that may be affiliated persons of each other 
solely by reason of having a common investment adviser, common 
directors, and/or common officers.
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    4. On September 1, 1994 and November 18, 1994, preliminary copies 
of proxy materials were filed with the SEC. On February 7, 1995, 
definitive proxy materials were filed with the SEC and were distributed 
to shareholders on February 8, 1995. At a meeting held on April 7, 
1995, applicant's shareholders approved the Reorganization.
    5. At Valuation Time, applicant had 5,752,965 shares of common 
stock outstanding with an aggregate and per share net asset value of 
$75,866,609.45 and $13.19, respectively. On the Reorganization Date, 
applicant transferred all of its securities and cash to MuniAssets in 
exchange for 5,637,560 shares of common stock of MuniAssets.
    6. Each of applicant's shareholders received, in exchange for his 
or her shares in applicant, shares of the corresponding series of 
MuniAssets having a net asset value equal to the aggregate net asset 
value of his or her shares in applicant as of the Valuation Time.
    7. Total expenses of the reorganization were $200,000. Such 
expenses were for postage, legal, accounting, and printing fees. All 
expenses will be borne by MuniAssets.
    8. As of the date of the application, applicant had no 
shareholders, assets, or liabilities. Applicant is not a party to any 
litigation or administrative proceeding. Applicant is neither engaged 
in nor proposes to engage in any business activities other than those 
necessary for the winding-up of its affairs.
    9. Applicant will terminate its existence as a Maryland 
corporation.

    For the SEC, by the Division of Investment Management, under 
delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 95-23023 Filed 10-6-95; 8:45 am]
BILLING CODE 8010-01-M