[Federal Register Volume 62, Number 116 (Tuesday, June 17, 1997)]
[Notices]
[Pages 32838-32839]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 97-15839]
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SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 22703; 811-8812]
Briar Funds Trust; Notice of Application
June 11, 1997.
AGENCY: Securities and Exchange Commission (``SEC'').
ACTION: Notice of Application for Deregulation under the Investment
Company Act of 1940 (the ``Act'').
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APPLICANT: Briar Funds Trust (the ``Trust'')
RELEVANT ACT SECTION: Section 8(f).
SUMMARY OF APPLICATION: Applicant requests an order declaring that it
has ceased to be an investment company.
FILING DATES: The application was filed on September 9, 1996, and
amended on December 18, 1996 and May 27, 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 July 7, 1997,
and should be accompanied by proof of service on the applicant, in the
[[Page 32839]]
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, 311 S. Wacker Drive, Suite 4990, Chicago, Illinois 60606.
FOR FURTHER INFORMATION CONTACT: Diane L. Titus, Paralegal Specialist,
at (202) 942-0584, or Mary Kay Frech, 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 is an open-end, management investment company
organized as a Delaware business trust. Applicant has five series:
Income, U.S. Government Securities, Core Equity, Aggressive Equity, and
International Equity. The individual series of Briar Fund Trust are
diversified except for the Aggressive Equity Portfolio which is non-
diversified.
2. On October 13, 1994, applicant registered under the Act and
filed a registration statement on Form N-1A under the Act and under the
Securities Act of 1933. The registration statement became effective on
January 20, 1995, and applicant commenced a public offering of capital
stock of each series soon thereafter.
3. As of January 1, 1996, applicant had two shareholders, Briar
Capital Management, L.L.C. (the ``Adviser'') and Sachem Trust, n.a.
(``Sachem''), as trustee with respect to several fund shareholders.
Applicant's Board of Trustees (the ``Board'') adopted a plan of
liquidation at a special meeting held on January 26, 1996. This action
was taken because of the lack of success in attracting additional
shareholders and the resulting questions regarding the viability of the
Adviser. Applicant's Board also voted to terminate its advisory
contract with the Adviser, all of its sub-advisory agreements with
Pekin, Singer, Shapiro Asset Management, Inc., Harris Associates L.P.,
Wassatch Advisors, Inc. and Harding, Loevner Management, L.P., its
distribution agreement with S.F. Investments, Inc., its custodian
agreement with United Missouri Bank, and its transfer agent and
administrative agreements with Sunstone Financial Group, Inc.
(collectively, the ``Service Provider Agreements''). The Service
Provider Agreements were terminated as of March 31, 1996. At the
January 1996 meeting, the Board also adopted a resolution that the
portfolios cease accepting additional purchases of shares.
4. On May 13, 1996, Sachem redeemed its shares of applicant, at net
asset value, as follows: Income, $9.57 per share; U.S. Government
Securities, $9.49 per share; Core Equity, $7.95 per share; Aggressive
Equity, $8.85 per share; and International Equity, $8.70 per share.
Sachem reinvested in the Lazard Funds, Inc., a fund unrelated to the
Adviser, after determining that an investment in those funds would be
in the best interests of its trust accounts.
5. On June 1, 1996, the Adviser, as sole shareholder of the Trust
and by unanimous written consent, authorized and directed the trust to
do all things necessary to accomplish its liquidation. On June 15,
1996, the Adviser redeemed its shares of applicant, at net asset value,
as follows: Income, $8.50 per share; U.S. Government Securities, $7.54
per share; Core Equity, $7.03 per share; Aggressive Equity, $7.79 per
share; and International Equity, $9.04 per share.\1\ As of the filing
of the application, all shareholders have redeemed their shares and
have received their then current net asset value. Distributions of net
investment income and capital gains also have been made, completely
liquidating the interests of all shareholders.
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\1\ On May 21, 1996, applicant entered into an agreement with
UMB Bank, n.a. (``UMB''), pursuant to which UMB purchased
applicant's foreign dividends and withholding tax reclaim
receivables. Applicant had estimated the value of these receivables
based on prevailing exchange rates and its assessment of
collectability. UMB's estimate of collectability was greater than
the Fund's and, as a result, UMB paid the Fund $901.36 more than the
Fund's receivable. This increased the NAV by approximately $0.32 per
share. The remaining $0.02 increase is due to rounding.
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6. Applicant disposed of its portfolio securities either in the
ordinary course of trading, after soliciting bids, or in a block trade
on the advise of the portfolio's sub-adviser.
7. Liquidation expenses, including legal and administrative fees,
have been waived by various service providers. The Adviser will bear
one time liquidation fees and expenses. All unamortized organizational
expenses have been assumed by the Adviser.
8. As of the date of filing the amendment to the application,
applicant had no shareholders and no liabilities. All service providers
have been paid in full. 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.
9. Applicant is not making and does not presently propose to make a
public offering of its securities, and has no remaining assets.
10. Applicant has filed a certificate of cancellation pursuant to
the laws of Delaware.
For the SEC, by the Division of Investment Management, under
delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 97-15839 Filed 6-16-97; 8:45 am]
BILLING CODE 8010-01-M