[Federal Register Volume 64, Number 18 (Thursday, January 28, 1999)]
[Notices]
[Pages 4479-4480]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-2000]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 23660; 811-7417]


Old Mutual South Africa Equity Trust; Notice of Application

January 22, 1999.
agency: Securities and Exchange Commission (``SEC'').

action: Notice of Application for Deregistration under section 8(f) of 
the Investment Company Act of 1940 (the ``Act'').

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summary of application: Applicant requests an order declaring that is 
has ceased to be an investment company.

filing dates: The application was filed on September 29, 1998 and 
amended on December 17, 1998 and January 20, 1999.

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 February 16, 
1999, 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, Washington Mall Phase II,

[[Page 4480]]

4th Floor, 22 Church Street, Hamilton HM11, Bermuda.

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 Commission's Public Reference Branch, 450 Fifth Street, NW, 
Washington, DC (telephone (202) 942-8090).

Applicant's Representations

    1. Applicant is an open-end, management investment company 
organized as a trust under the laws of the Commonwealth of 
Massachusetts. On November 9, 1995, applicant filed a Notification of 
Registration under section 8(a) of the Act on Form N-8A and an initial 
registration statement on Form N-1A under section 8(b) of the Act. 
Applicant has not filed any registration statements with respect to its 
shares under the Securities Act of 1933 (``1933 Act''). Applicant has 
sold its shares solely in private placement transactions within the 
meaning of section 4(2) of the 1933 Act, to institutional investors 
that are ``accredited investors'' within the meaning of Regulation D 
under the 1933 Act, as well as to certain investment funds organized 
outside the United States.
    2. Applicant's shares currently are held only by Old Mutual South 
Africa Growth Assets Fund Limited (the ``SAGA Fund''), which owns 
10.50% of applicant's shares, and Old Mutual Fund Holdings (Bermuda) 
(``Old Mutual''), which owns 89.50% of applicant's shares. Old Mutual 
is a wholly owned subsidiary of the South Africa Mutual Life Assurance 
Society. The SAGA Fund is organized under the laws of Bermuda, has 20 
beneficial owners, and invests all of its investable assets in 
applicant. Each investor in the SAGA Fund that is, based on its 
representations, a U.S. person (as defined in Regulation S under the 
1933 Act) received prior to the date of its investment in the SAGA Fund 
written disclosure stating that applicant would seek to deregister 
under the Act and would, upon completion of the deregistration, no 
longer be subject to regulation as an investment company under the Act. 
Each investor in the SAGA Fund may redeem its interest on any day on 
which the New York Stock Exchange is open for trading.
    3. As of December 14, 1998, applicant's assets totaled 
approximately U.S. $570 million and applicant had liabilities of 
approximately $6,600,000, consisting primarily of investment advisory 
fees, custodian and administrative charges, and legal and accounting 
expenses. Applicant intends to continue investing its assets primarily 
in equity securities of South African issuers.

Applicant's Legal Analysis

    1. Section 8(f) of the Act provides that whenever the SEC, upon 
application or its own motion, finds that a registered investment 
company has ceased to be an investment company, the SEC shall so 
declare by order and upon the taking effect of such order, the 
registration of such company shall cease to be in effect.
    2. Section 3(c)(1) of the Act provides that an issuer is not an 
investment company within the meaning of the Act if (a) its outstanding 
securities (other than short-term paper) are beneficially owned by not 
more than 100 persons, and (b) it is not making and does not presently 
propose to make a public offering of its securities.
    3. Applicant states that it is not an investment company within the 
meaning of section 3(c)(1) of the Act because its outstanding 
securities are owned by fewer than 100 persons and it is not making and 
does not presently propose to make a public offering of its securities.

    For the SEC, by the Division of Investment Management, under 
delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc 99-2000 Filed 1-27-99; 8:45 am]
BILLING CODE 8010-01-M