94-6604. Lutheran Brotherhood Opportunity Growth Fund; Deregistration

[Federal Register Volume 59, Number 55 (Tuesday, March 22, 1994)]
[Unknown Section]
[Page 0]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 94-6604]


[[Page Unknown]]

[Federal Register: March 22, 1994]


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SECURITIES AND EXCHANGE COMMISSION
[Rel. No. IC-20138; 811-7378]

 

Lutheran Brotherhood Opportunity Growth Fund; Deregistration

March 15, 1994.
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: Lutheran Brotherhood Opportunity Growth Fund, 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 DATE: The application was filed on February 23, 1994.

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 April 11, 1994, 
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 who wish to be 
notified of a hearing may request notification by writing to the SEC's 
Secretary.

ADDRESSES: Secretary, SEC, 450 Fifth Street, NW., Washington, DC 20549. 
Applicant, 625 Fourth Avenue South, Minneapolis, Minnesota 55415.

FOR FURTHER INFORMATION CONTACT:
John V. O'Hanlon, Senior Attorney, at [phone], or Robert A. 
Robertson, Branch Chief, at [phone] (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, diversified investment company 
organized as a corporation under Minnesota law. Applicant filed a 
Notification of Registration pursuant to section 8(a) of the Act on 
July 24, 1992. On the same date, applicant filed a registration 
statement pursuant to the Securities Act of 1933 and section 8(b) of 
the Act. The registration statement was declared effective on January 
8, 1993, and the public offering of applicant's shares commenced 
promptly thereafter.
    2. At a meeting held on July 20, 1993, applicant's board of 
directors determined that it would be in the best interests of 
applicant's shareholders for applicant to be reorganized as a separate 
series of The Lutheran Brotherhood Family of Funds, a Massachusetts 
business trust (the ``Trust''), and for applicant to be terminated 
thereafter pursuant to an Agreement and Plan of Reorganization and 
Liquidation (the ``Plan''). The board also determined that the 
reorganization would not dilute the interests of applicant's 
shareholders.
    3. Proxy materials relating to the reorganization and termination 
of applicant were distributed to applicant's shareholders on or about 
September 17, 1993. At a meeting held on October 28, 1993, the 
reorganization and termination of applicant pursuant to the Plan was 
approved by the holders of 62.61% of the outstanding shares of 
applicant.
    4. On November 1, 1993, applicant transferred all of its assets to 
the Trust in exchange for shares of the Lutheran Brotherhood 
Opportunity Growth Fund series of the Trust (the ``Series''), which 
were then distributed to applicant's shareholders. Each shareholder of 
applicant received shares of the Series which, before giving effect to 
certain expenses of the reorganization, had upon receipt a total net 
asset value equal to the total net value of the shares of applicant 
held by the shareholder immediately before the reorganization.
    5. All expenses incurred in connection with the reorganization and 
termination of applicant, consisting of legal expenses, costs of 
solicitation, printing and mailing expenses, and auditing expenses, 
were paid by applicant.
    6. As of the date of the application, applicant had no security 
holders, assets, or liabilities, and was not a party to any litigation 
or administrative proceeding.
    7. Applicant is not engaged, and does not propose to engage, in any 
business activities other than those necessary for the winding-up of 
its affairs.
    8. Applicant filed a Notice of Intent to Dissolve with the 
Secretary of State of the State of Minnesota. Applicant intends to file 
Articles of Dissolution with the Secretary of State upon receipt of the 
requested order.

    For the SEC, by the Division of Investment Management, under 
delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 94-6604 Filed 3-21-94; 8:45 am]
BILLING CODE 8010-01-M