[Federal Register Volume 60, Number 201 (Wednesday, October 18, 1995)]
[Notices]
[Pages 53946-53947]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-25820]



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SECURITIES AND EXCHANGE COMMISSION
[Rel. No. IC-21415; 811-6280]


Anthem Funds Trust; Application

October 11, 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: Anthem Funds Trust.

RELEVANT ACT SECTIONS: Order requested under section 8(f).

FILING DATES: The application was filed on September 8, 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 
applicants with a copy of the request, personally or by mail. Hearings 
requests should be received by the SEC by 5:30 p.m. on November 6, 
1995, and should be accompanied by proof of service on applicants, 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, N.W., Washington, D.C. 
20549. Applicant, 1000 Market Tower, 10 West Market Street, 
Indianapolis, Indiana 46204.

FOR FURTHER INFORMATION CONTACT: David W. Grim, Law Clerk, at (202) 
942-0571, 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 at the 
SEC's Public Reference Branch.

Applicant's Representations

    1. Applicant is a registered open-end management investment company 
which was organized as an Indiana business trust on January 17, 1991. 
On February 8, 1991, applicant filed a Notification of Registration on 
Form N-8A pursuant to section 8(a) of the Act and a registration 
statement on Form N-1A under section 8(b) of the Act and under the 
Securities Act of 1933. The registration statement became effective on 
May 17, 1991, and the initial public offering commenced immediately 
thereafter. Applicant was called ``Sagamore Funds Trust'' and was 
comprised of three series of shares from January 17, 1991 until June 
30, 1994. On June 30, 1994, applicant changed its name to ``Anthem 
Funds Trust.'' On May 2, 1994, applicant filed an amendment to its 
registration statement under the Securities Act of 1933 to register six 
separate series of common stock. This registration statement became 
effective on July 1, 1994, and the initial public offering of these 
separate series commenced immediately thereafter. Presently, applicant 
is comprised of nine series: Aggressive Growth Fund, Value Fund, Growth 
& Income Fund, Equity Income Fund, Balanced Fund, Income Fund, 
Government Securities Fund, Intermediate U.S. Government Securities 
Fund, and Municipal Securities Fund.
    2. On April 28, 1995, applicant's Board of Trustees (the ``Board'') 
unanimously authorized through a written consent action a Plan of 
Liquidation (the ``Plan'') under which all of the assets of applicant 
would be sold and the assets distributed to applicant's unitholders on 
June 30, 1995 (the ``Liquidation Date'').
    3. On May 24, 1995, definitive proxy materials were filed with the 
SEC. On or about May 24, 1995, definitive proxy materials were 
distributed to applicant's unitholders. On June 23, 1995, applicant's 
unitholders approved the Plan.
    4. As of May 31, 1995, there were 7,712 units outstanding of the 
Aggressive Growth Fund, 14,609 units outstanding of the Value Fund, 
132,852 units outstanding of the Growth & Income Fund, 7,461 units 
outstanding of the Equity Income Fund, 103,733 units outstanding of the 
Balanced Fund, 5,958 units outstanding of the Income Fund, 34,570 units 
outstanding of the Government Securities Fund, 6,428 units outstanding 
of the Intermediate U.S. Government Securities Fund, and 5,040 units 
outstanding of the Municipal Securities Fund. At that time, the 
Aggressive Growth Fund had net assets of $87,143 or a net asset value 
of $11.30 per unit, the Value Fund had net assets of $153,848 or a net 
asset value of $10.53 per unit, the Growth & Income Fund had net assets 
of $1,541,725 or a net asset value of $11.60 per unit, the Equity 
Income Fund had net assets of $80,489 or a net asset value of $10.79 
per unit, the Balanced Fund had net assets of $1,182,805 or a net asset 
value of $11.40 per unit, the Income Fund had net assets of $59,072 or 
a net asset value of $9.91 per unit, the Government Securities Fund had 
net assets of $351,213 or a net asset value of $10.16 per unit, the 
Intermediate U.S. Government Securities Fund had net assets of $63,587 
or a net asset value of $9.89 per unit, and the Municipal Securities 
Fund had net assets of $50,968 or a net asset value of $10.11 per unit.
    5. On the Liquidation Date, applicant paid a liquidating 
distribution in cash to its unitholders in the amount $1,760,913. All 
unitholders received a distribution per unit equal to the net asset 
value of shares held on the Liquidation Date. Anthem Capital 
Management, Inc., the adviser of applicant (the ``Adviser''), received 
a distribution per unit equal to the net asset value of shares held on 
the Liquidation Date reduced by unamortized organizational costs. 
Unitholders of the Aggressive Growth Fund received a total distribution 
of $64,547 or a distribution per unit of $11.33; unitholders of the 
Value Fund received a total distribution of $69,179 or a distribution 
per unit of $10.57; the Adviser received a total distribution of 
$36,949 or a distribution per unit of $8.52 as unitholder of the Growth 
& Income Fund, and all other unitholders of the Growth & Income Fund 
received a total distribution of $680,519 or a distribution per unit of 
$11.65; unitholders of the Equity Income Fund received a total 
distribution of $62,226 or a distribution per unit of $10.82; the 
Adviser received a total distribution of $42,098 or a distribution per 
unit equal to $9.41 as unitholder of the Balanced Budget Fund, and all 
other unitholders of the Balanced Fund received a total distribution of 
$483,988 or a distribution per unit of $11.43; unitholders of the 
Income Fund received a total distribution of $49,933 or a distribution 
per unit of $9.95; the Adviser received a total distribution of $39,402 
and a distribution per unit of $8.00 as unitholder of the Government 
Securities Fund, and all other unitholders of the Government Securities 
Fund received a total distribution of $131,070 or distribution per unit 
of $10.23; unitholders of the Intermediate U.S. Government Securities 
Fund received a total distribution of $49,898 or distribution per unit 
of $9.93; and unitholders of the Municipal Securities Fund received a 
total distribution of $51,103 or a distribution per unit of $10.14.
    6. All expenses incurred in connection with the liquidation, 
approximately $47,000, were and will 

[[Page 53947]]
be paid by the Adviser. Certain deferred organizational expenses as 
well as all debts not paid by applicant prior to the Liquidation Date 
were assumed and paid by the Adviser.
    7. As of the date of the application, applicant had no assets, 
debts, or unitholders. Applicant is not a party to any litigation or 
administrative proceeding. Applicant is neither engaged nor proposes to 
engage in any business activities other than those necessary for the 
winding-up of its affairs.
    8. On September 5, 1995, applicant filed a resolution with the 
Secretary of State of Indiana declaring its intention to withdraw and 
surrender its authority to transact business as an Indiana business 
trust.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 95-25820 Filed 10-17-95; 8:45 am]
BILLING CODE 8010-01-M