[Federal Register Volume 62, Number 80 (Friday, April 25, 1997)]
[Notices]
[Pages 20228-20229]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 97-10686]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 22624; 811-6662]


Dracena Funds, Inc.; Notice of Application for Deregistration

April 18, 1997.
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: Dracena Funds, Inc. (formerly, Ultra Funds, Inc.).

RELEVANT ACT SECTION: Section 8(f).

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

FILING DATES: The application was filed on August 2, 1996, and amended 
on November 25, 1996 and January 6, 1997.

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 May 13, 1997, 
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 Fifth Street, NW., Washington, DC 20549. 
Applicant, 400 Haber Road, Suite 201, Chicago, Illinois 60013.

FOR FURTHER INFORMATION CONTACT: H.R. Hallock, Jr., Special Counsel, at 
(202) 942-0564, or Mercer E. Bullard, Branch Chief, (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, a Maryland corporation incorporated in 1994, is 
registered under the act as an open-end non-diversified investment 
company. According to SEC records, applicant initially registered under 
the Act by filing a Form N-8A on May 6, 1992.\1\ On April 14, 1994, 
applicant filed an amended Form N-8A under the name The Havens Funds, 
Inc.\2\ On April 8, 1994, applicant filed a registration statement on 
Form N-1A to register an indefinite number of shares of a single 
series, FX Currency Value Fund (the ``Fund''). Such registration 
statement became effective on June 13, 1995, and applicant commenced an 
initial public offering of shares on July 27, 1995.
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    \1\ Applicant initially registered as a closed-end investment 
company under the name FX Value & Government Income Fund, Inc., a 
Colorado corporation organized in February 1992.
    \2\ According to SEC records, applicant was known as Havens 
Funds, Inc. until December, 1994. Between that date and May, 1995, 
applicant was named Ultra Funds, Inc., after which its name was 
changed to Dracena Funds, Inc.
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    2. From July 1995 until March 12, 1996, applicant's expenses as a 
percentage of assets exceeded estimates because it was unable to 
attract investments to the extent anticipated. On March 12, 1996, to 
stem further erosion in shareholder value, applicant's board of 
directors approved a plan of liquidation and dissolution under Maryland 
law (the ``Plan''). Applicant's shareholders approved the Plan at a 
meeting of shareholders on June 12, 1996.
    3. When liquidation discussions began, applicant ceased accruing 
deferred organizational expenses. Such deferred expenses, totaling 
$482,892, were amortizable over a five year period. Dracena Funds 
Group, Inc., applicant's adviser, authorized accrued organizational 
expenses to be used to pay for applicant's ongoing expenses, rather 
than to be paid to the adviser. Once applicant's liquidation had been 
approved, the adviser waived all rights to any further payment of 
organizational expenses. In addition, the Fund's initial shareholder 
agreed to forfeit his entire investment because unamortized 
organizational expenses exceeded the

[[Page 20229]]

amount of his investment.\3\ As a result, applicant has been relieved 
of any liability for unamortized organizational expenses.
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    \3\ The initial shareholder's subscription agreement required 
unamortized organizational expenses to be deducted from any 
redemption proceeds.
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    4. Applicant sold all portfolio securities in open market 
transactions at their then-current market prices before June 12, 1996. 
On that date, the Fund had 30,777.499 shares outstanding with an 
aggregate net asset value of $122,425.33, or $3.99 per share. On June 
27, 1996, applicant redeemed 22,443.499 shares of the Fund at $3.99 per 
share (aggregating approximately $89,549). The remaining 8,334 shares 
held by the initial shareholder were redeemed without payment of any 
consideration.
    5. On October 15, 1996, following the final determination of 
liquidation expenses, applicant made an additional distribution of 
$1.556 per share (aggregating about $34,922) to shareholders other than 
the initial shareholder. Applicant has made distributions in complete 
liquidation to all shareholders. All expenses relating to applicant's 
liquidation and the winding-up of its affairs, aggregating about 
$21,500, were borne by applicant.
    6. Applicant has no shareholders, assets, debts or other 
liabilities; is not a party to any litigation or administrative 
proceeding; and is neither engaged, nor proposes to engage, in any 
business activities other than those necessary for the winding-up of 
its affairs. Applicant will file articles of dissolution pursuant to 
Maryland law.

    For the SEC, by the Division of Investment Management, under 
delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 97-10686 Filed 4-24-97; 8:45 am]
BILLING CODE 8010-01-M