[Federal Register Volume 61, Number 183 (Thursday, September 19, 1996)]
[Notices]
[Page 49365]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 96-23977]
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SECURITIES AND EXCHANGE COMMISSION
[Rel. No. IC-22219; 811-7640]
Common Trust Fund R of the Commercial Bank Combined Capital
Trust; Notice of Application
September 12, 1996.
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: Common Trust Fund R of the Commercial Bank Combined Capital
Trust.
RELEVANT ACT SECTIONS: Order requested under section 8(f).
FILING DATES: The application was filed on September 28, 1995.
Applicants have agreed to file an amendment, the substance of which is
incorporated herein, during the notice period.
SUMMARY OF APPLICATION: Applicant requests an order declaring that is
has ceased to be an investment company.
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
applicants with a copy of the request, personally or by mail. Hearing
requests should be received by the SEC by 5:30 p.m. on October 7, 1996,
and should be accompanied by proof of service on applicants, 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 5th Street, N.W., Washington, D.C.
20549. Applicant, 550 Center Street, N.E., Second Floor, P.O. Box 1012,
Salem, OR 97308.
FOR FURTHER INFORMATION CONTACT:
David W. Grim, Staff Attorney, at (202) 942-0571, or Elizabeth G.
Osterman, Assistant Director, 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 at the
SEC's Public Reference Branch.
Applicant's Representations
1. Applicant is a registered open-end management investment company
organized as a common law trust under the laws of the state of Oregon.
On December 7, 1987, applicants submitted to the SEC a no-action
request to sell units without registration under the Securities Act of
1933 (``Securities Act'') and the Act. The SEC did not issue the
requested no-action assurance. Nevertheless, applicant sold units
without registration to the public from 1988 until October 1993. On
April 6, 1993, applicant filed a Notification of Registration on Form
N-8A pursuant to section 8(a) of the Act and a registration statement
on Form N-1A under section 8(b) of the Act and a registration statement
on Form N-1A under section 8(b) of the Act and under the Securities
Act. The registration statement never became effective.
2. On December 6, 1994, the SEC issues an order instituting public
proceedings against The Commercial Bank, the principal underwriter of
the Fund, and Marvin Abeene, the manager of Commercial Bank's trust
department.\1\ The order imposed remedial sanctions and ordered The
Commercial Bank and Mr. Abeene to cease and desist violating certain
sections of the Securities Act and the Act. The order also required
applicant to hire a consultant to conduct a comprehensive review of the
policies and procedures of applicant. On April 25, 1995, upon
conclusion of the consultant's review, the board of directors of
applicant determined to refrain from registering applicant's units and
adopted a resolution approving the liquidation of applicant.
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\1\ In the Matter of The Commercial Bank and Marvin C. Abeene,
Administrative Proceeding File No. 3-8567, Investment Company Act
Release No. 20757 (Dec. 6, 1994).
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3. On May 18, 1995, applicant terminated operations and liquidated
its assets. On the liquidation date, applicant had a total of 50,008
units outstanding. Applicant redeemed all outstanding units by
distributing an aggregate amount of $12,045,281.55 to its unitholders.
Each unitholder received a distribution at least equal to the net asset
value of its investment in applicant. All unitholders who held recision
rights as a result of their purchase of unregistered units had the
option of receiving cash in excess of the net asset value of their
investment from The Commercial Bank as compensation for such recision
rights. To preserve the tax benefits associated with individual
retirement accounts, applicant offered to facilitate the investment of
each unitholder's cash distribution in a range of investment
alternatives.
4. Applicant paid a total of $49,332.94 for expenses incurred in
connection with the liquidation. These expenses, which included
brokerage commissions as well as fees for legal, financial, and
accounting advice provided to applicant, were paid as follows:
$26,999.00 to KPMG Peat Marwick LLP, $1,500.00 to Arthur Anderson LLP,
$12,106.76 to Davis Wright Tremaine, and $8,727.18 in brokerage
commissions.
5. As of the date of application, applicant had no unitholders,
assets, or liabilities. Applicant is not a party to any litigation or
administrative proceeding other than the proceeding discussed above.
Applicant is neither engaged nor proposes to engage in any business
activities other than those necessary for the winding-up of its
affairs.
6. The trust document governing applicant authorized the
liquidation of applicant upon the direction of the board of directors
of The Commercial Bank, trustee of applicant. Because of its status as
a common law trust, applicant was not required to make any filings
relating to the liquidation with the State of Oregon.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 96-23977 Filed 9-18-96; 8:45 am]
BILLING CODE 8010-01-M
