[Federal Register Volume 60, Number 239 (Wednesday, December 13, 1995)]
[Notices]
[Pages 64093-64094]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-30297]



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SECURITIES AND EXCHANGE COMMISSION
[Rel. No. IC-21573; 811-7476]


The 231 Funds; Notice of Application

December 6, 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: The 231 Funds.

RELEVANT ACT SECTION: Section 8(f).

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

FILING DATE: The application was filed on November 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 January 2, 1996, 
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 may request 
notification of a hearing by writing to the SEC's Secretary.

ADDRESSES: Secretary, SEC, 450 5th Street, NW., Washington, DC 20549. 
Applicant, 125 West 55th Street, New York, New York 10019.

FOR FURTHER INFORMATION CONTACT:
Deepak T. Pai, Staff Attorney, at (202) 942-0574, or Alison E. Baur, 
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 an open-end, management investment company 
organized as a Massachusetts business trust. On February 10, 1993, 
applicant registered under the Act as an investment company, and filed 
a registration statement under the Securities Act of 1933 registering 
an indefinite number of shares. The registration statement was declared 
effective on August 20, 1993. Applicant issued shares in two 
portfolios, the Prime Fund (``231 Prime Fund'') and the Treasury Fund 
(``231 Treasury Fund''), each of which issued two classes of shares 
(Institutional Shares and Service Shares). Institutional Shares were 
first issued on September 1, 1993 for both portfolios and Service 
Shares were first issued on March 1, 1994 for the 231 Prime Fund and 
April 5, 1994 for the 231 Treasury Fund.
    2. At a meeting held on June 13, 1995, applicant's Board of 
Trustees approved on Agreement and Plan of Reorganization (the 
``Reorganization Agreement'') between applicant and Pacific Horizon 
Funds, Inc. (``Pacific Horizon'') whereby Pacific Horizon's Prime Fund 
(``PH Prime Fund'') and Treasury Fund (``PH Treasury Fund'') would 
acquire all of the assets and liabilities of 231 Prime Fund and 231 
Treasury Fund, respectively, in exchange for Horizon Shares and Horizon 
Service Shares of PH Prime Fund and PH Treasury Fund. Applicant's Board 
of Trustees determined that the interests of applicant's shareholders 
would best be served by approving the Reorganization Agreement. In 
reaching this determination, the Board of Trustees considered the 
anticipated loss of applicant's assets as a result of the sale of the 
institutional trust business of Bank of America Illinois, applicant's 
investment adviser (``Adviser''). The Board of Trustees concluded that, 
among other advantages, the reorganization would be likely to provide 
shareholders with an interest in a larger and more diversified 
portfolio while reducing the total expense ratio that would exist 
absent voluntary reimbursements.
    3. Proxy materials were filed with the SEC and were distributed to 
applicant's shareholders on or about July 21, 1995. At a special 
meeting held on August 24, 1995, shareholders of the 231 Prime Fund and 
the 231 Treasury Fund approved the reorganization.
    4. On August 25, 1995, the assets and liabilities of the 231 Prime 
Fund and 231 Treasury Fund were transferred to and assumed by PH Prime 
Fund and PH Treasury Fund in exchange for full and fractional Horizon 
Shares and Horizon Service Shares of the PH Prime Fund and PH Treasury 
Fund. The shares exchanged were equal in number and value to the number 
of full and fractional Institutional Shares and Service Shares of the 
231 Prime Fund and 231 Treasury Fund. Following the transfer, applicant 
distributed the Horizon Shares and Horizon Service Shares to the 
holders of Institutional Shares and Service Shares of applicant in 
liquidation of the 231 Prime Fund and 231 Treasury Fund. Applicant did 
not incur any brokerage commission in connection with disposition of 
its portfolio securities and other assets.
    5. Aggregate expenses of $50,000 were incurred by applicant in 
connection with the reorganization. Applicant, Concord Financial 
Services, Inc. (Pacific Horizon's transfer agent), and the Adviser 
shall each pay one-third of these expenses. Pacific Horizon, Concord, 
and the Adviser shall each pay one-third of the expenses incurred by 
Pacific Horizon in connection with the reorganization.
    6. At the time of the filing of the application, applicant had no 
assets or liabilities, was not a party to any litigation or 
administrative proceeding, and had no shareholders. Applicant is 

[[Page 64094]]
neither engaged, nor does it propose to engage, in any business 
activities other than those necessary for the winding-up of its 
affairs.
    7. Applicant intends to terminate its existence as a Massachusetts 
business trust upon receipt of an order from the SEC Declaring that 
applicant has ceased to be an investment company.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 95-30297 Filed 12-12-95; 8:45 am]
BILLING CODE 8010-01-M