[Federal Register Volume 63, Number 125 (Tuesday, June 30, 1998)]
[Notices]
[Pages 35623-35624]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-17295]
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SECUTITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 23265; 812-10936]
Bond Fund Series, et al.; Notice of Application
June 23, 1998.
AGENCY: Securities and Exchange Commission (``SEC'').
ACTION: Notice of application for an order under section 12(d)(1)(J) of
the Investment Company Act of 1940 (the ``Act'') for an exemption for
section 12(d)(1)(G)(i)(II).
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Summary of the Application: Applicants seek an order that would permit
a fund of funds relying on section 12(d)(1)(G) of the Act to make
investments in securities and other instruments.
Applicants: Bond Fund Series, Centennial America Fund, L.P., Centennial
California Tax Exempt Trust, Centennial Government Trust, Centennial
Money Market Trust, Centennial New York Tax Exempt Trust, Centennial
Tax Exempt Trust, Oppenheimer California Municipal Fund, Oppenheimer
Capital Appreciation Fund, Oppenheimer Cash Reserves, Oppenheimer
Champion Income Fund, Oppenheimer Core Equity Fund, Oppenheimer
Developing Markets Fund, Oppenheimer Discovery Fund, Oppenheimer
Enterprise Fund, Oppenheimer Equity Income Fund, Oppenheimer Global
Fund, Oppenheimer Global Growth & Income Fund, Oppenheimer Gold &
Special Minerals Fund, Oppenheimer Growth Fund, Oppenheimer High Yield
Fund, Oppenheimer Integrity Funds, Oppenheimer International Bond Fund,
Oppenheimer International Growth Fund, Oppenheimer International Small
Company Fund, Oppenheimer Large Cap Growth Fund, Oppenheimer Large Cap
Value Fund, Oppenheimer Limited-Term Government Fund, Oppenheimer Main
Street Funds, Inc., Oppenheimer MidCap Fund, Oppenheimer
Money Market Fund, Inc., Oppenheimer Mult- State Municipal Trust,
Oppenheimer Multiple Strategies Fund, Oppenheimer Municipal Bond Fund,
Oppenheimer Municipal Fund, Oppenheimer New York Municipal Fund,
Oppenheimer Quest Capital Value Fund, Inc., Oppenheimer Quest for Value
Funds, Oppenheimer Quest Global Value Fund, Inc., Oppenheimer Quest
Value Fund, Inc., Oppenheimer Real Asset Fund, Oppenheimer Series Fund
Inc., Oppenheimer Stable Value Fund, Oppenheimer Strategic Income Fund,
Oppenheimer Total Return Fund, Inc., Oppenheimer U.S. Government Trust,
Oppenheimer Variable Account Funds, Oppenheimer World Bond Fund,
Panorama Series Fund, Inc., Rochester Fund Municipals, and Rechester
Portfolio Series (Collectively, the ``Existing Funds''), Oppenheimer
Funds, Inc. (``OFI''), Oppenheimer Real Asset Management (``ORAM''),
Centennial Asset Management Corporation (``CAMC'') (collectively, the
``Advisers''), and Oppenheimer Funds Distributor, Inc. (``OFDI''),
including each applicant's successor in interest.\1\.
\1\ ``Successor in interest'' is limited to entities that result
from a reorganization into another jurisdiction or a change in the
type of business organization.
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Filing Dates: The application was filed on December 30, 1997, and
amended on March 10, 1998. Applicants have agreed to file an additional
amendment, the substance of which is incorporated in this notice,
during the notice period.
Hearing or Notification of Hearing: An order granting the application
will be issued unless the SEC order a hearing. Interested persons may
request a hearing by writing to the SEC's Secretary and serving the
applicants with a copy of the request, personally or mail. Hearing
requests should be received by the SEC by 5:30 p.m. on July 20, 1998,
and should be accompanied by proof of service on the applicants, in the
form of an affidavit, or, for lawyers, a certificate of service.
Hearing requests should state the nature of the writer's interests, the
reason for the request, and the issues contested. Persons may request
notification by writing to the SEC's Secretary.
ADDRESSES: Secretary, SEC, 450 Fifth Street, NW., Washington DC 20549.
Applicants, Two World Trade Center, 34th Floor, New York, New York
10048-0203.
FOR FURTHER INFORMATION CONTACT: J. Amanda Machen, Senior Counsel, at
(202) 942-7120, or Christine Y. Greenlees, 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, 450 Fifth Street, NW., Washington,
DC 20549 (telephone (202) 942-8090).
Applicants' Representations
1. Each of the Existing Funds is organized as either a Maryland
corporation, a Massachusetts business trust, or a Delaware limited
partnership, and is an open-end management investment company
registered under the Act. Several of the Existing Funds are organized
as series companies. Applicants request that the relief apply to any
registered open-end management investment company or series thereof
which in the future is part of the same ``group of investment
companies,'' as defined in section 12(d)(1)(G)(ii) of the Act, as the
Existing Funds, and for which OFDI, CAMC, or any entity controlled by
OFDI or CAMC, acts as principal underwriter, or for which OFI, ORAM,
CAMC, or any entity controlled by OFI, ORAM, or CAMC, acts as
investment adviser (together with any future series of Existing Funds,
the ``New Funds''). \2\ The New Funds and the Existing Funds are
collectively referred to as the ``Funds'' and individually as a
``Fund.''
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\2\ All existing investment companies that currently intend to
rely on the requested order named as applicants, and any New Fund
that subsequently relies on the order will comply with the terms and
conditions of the application.
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2. The Funds will be designated as either Mixed Funds or Core
Funds. Each Mixed Fund will invest in a combination of Core Funds and,
pursuant to the relief requested in the application, in other
securities that are consistent with the Fund's stated investment
objectives and policies (``Additional Portfolio Investments'').
Applicants want to have the flexibility to invest in Additional
Portfolio Investments so that the Mixed Funds can take advantage of
available investment opportunities as well as make investments in the
Core Funds. OFI or one of its subsidiaries, CAMC, or ORAM, each an
investment adviser registered under the Investment Advisers Act of
1940, will serve as investment adviser to the Funds.
Applicants' Legal Analysis
1. Section 12(d)(1)(A) of the Act provides that no registered
investment company may acquire securities of another investment company
if such
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securities represent more than 3% of the acquired company's outstanding
voting stock, more than 5% of the acquiring company's total assets, or
if such securities, together with the securities of other investment
companies, represent more than 10% of the acquiring company's total
assets. Section 12(d)(1)(B) provides that no registered open-end
investment company may sell its securities to another investment
company if the sale will cause the acquiring company to own more than
3% of the acquired company's voting stock to be owned by investment
companies.
2. Section 12(d)(1)(G) of the Act provides that section 12(d)(1)
will not apply to securities of an acquired company purchased by an
acquiring company if: (a) the acquiring company and the acquired
company are part of the same group of investment companies; (b) the
acquiring company holds only securities of acquired companies that are
part of the same group of investment companies, government securities,
and short-term paper; (c) the aggregate sales loads and distribution-
related fees of the acquiring company and the acquired company are
limited; and (d) the acquired company has a policy that prohibits it
from acquiring securities of registered open-end investment companies
or registered unit investment trusts in reliance on section 12(d)(1)
(F) or (G).
3. Applicants state that the investment by the Mixed Funds in the
Core Funds will comply with section 12(d)(1)(G) of the Act, with the
exception of the requirement in section 12(d)(1)(G)(i)(II) that the
Mixed Funds limit their other investments to Government securities and
short-term paper.
4. Section 12(d)(1)(J) provides that the SEC may exempt persons or
transactions from any provision of section 12(d)(1) if and to the
extent that the exemption is consistent with the public interest and
the protection of investors. Applicants request relief under section
12(d)(1)(J) from section 12(d)(1)(G)(i)(II) to permit the Mixed Funds
to invest in Additional Portfolio Investments as described in the
application. Applicants believe that the Mixed Funds' proposed
investments in Additional Portfolio Investments do not raise any of the
concerns that the requirements of section 12(d)(1)(G) were designed to
address.
Applicants' Conditions
Applicants agree that the order granting the requested relief will
be subject to the following conditions:
1. Applicants will comply with all provisions of section
12(d)(1)(G), except for section 12(d)(1)(G)(i)(II) to the extent that
it restricts the Mixed Funds from investing in the Additional Portfolio
Investments as described in the application.
2. Before approving any investment advisory contract for a Mixed
Fund, the directors of the Mixed Fund, including a majority of the
directors who are not ``interested persons'' as defined in section
2(a)(19) of the Act, will find that the advisory fee, if any, charged
under the contract is based on services provided that are in addition
to, rather than duplicative of, services provided under the contracts
of any Core Fund in which the Mixed Fund may invest.These findings and
their basis will be recorded fully in the minute books of the Mixed
Fund.
For the SEC, by the Division of Investment Management, under
delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 98-17295 Filed 6-29-98; 8:45 am]
BILLING CODE 8010-01-M
