1934 [15 U.S.C. 78a et seq. as amended by Pub. L. 

No. 94-29 (June 4, 1975)l; and new Rule 8b-16 [17 

CFR 270.8b-161 under the 1940 Act, requiring all 

investment companies which file Form N-1 R to file an 

annual update of their 1940 Act registration statement 

within 120 days of the close of the fiscal year.1 In that 

release, the Commission invited additional submission of comments by interested persons on ten items 

of new registration statement Forms N-1 and N-2.2 

The period for filing such additional comments 

expired on October 16, 1978. 

No letters of comment were received concerning any 

of the items in Forms N-1 or N-2 upon which 

additional public comment was invited. In the period 

since adoption of the new registration statement 

forms, no information has come to the attention of 

the Commission which would lead to a conclusion 

that any of these items should be revised. Therefore, 

the Commission has decided not to revise those items 

in Forms N-1 and N-2 upon which it invited additional 

public comment. 

One letter of comment was received concerning ltem 1 

of Part I of Form N-1 ("Cover Page"). While this item 

was not included in those items of Forms N-1 and N-2 

upon which additional comment by the public was 

invited, the Commission believes it appropriate to 

examine the issue raised by this commentator. The 

commentator noted that ltem 1 in Part I of Form N-1 

does not specifically permit a mutual fund to state on 

the cover page of its prospectus that its shares are 

sold at no load, and requests that the instructions to 

the above item be amended to permit mutual funds 

whose shares are sold without a sales charge to state 

that fact on the cover page of the prospectus. The 

Commission is of the view that such an amendment of 

the instructions to this item is unnecessary for two 

reasons. First, subpart (e) of the Cover Page item 

specifically allows "at the discretion of the registrant 

. . . such legend, logotype, pictures, or other 

attention-getting devices that are not misleading" to 

appear on the cover page of a mutual fund's 

See Securities Act Release No. 5964 [43 FR 39548 

(September 5, 1978)l. 

Submission of additional comments from the public 

was invited on the following items: ltems 8, 12 and 

13(c) of Part I and ltems l(b)(14) and 8 of Part II of 

Form N-1 and ltems 10, 14 and 15(c) of Part I and 

ltems 4(b)(15) and 9 of Part II of Form N-2. 

are sold without a sales charge. Thus, t

need to permit specifically such a statemen

on the cover page. 

In addition, as noted in Securities Act R

5964, a new item has been included in Fo

ensure that a synopsis of information conc

key investment policies, operations and ac

mutual fund will appear in the forepa

prospectus. This item (Item 2 of Part I) s

subpart (c) thereof that information conc

maximum sales load, both as a percentage 

amount invested and as a percentage of th

price, must appear in the synopsis. Given th

the new synopsis section of mut

prospectuses will include information conc

maximum sales charge at which a partic

shares are sold, the Commission is of the 

there is no need to require such information 

on the cover page as well. 

OTHER MATTERS 

Revised Form N-1R is being put into EDP 

the Office of Data Processing so that the i

reported thereon can be readily processe

Office. Thus, the official text of the form t

printed and distributed to the public will 

exactly in the form of the revised Form N-1 

printed in the SEC Docket shortly after its 

but any differences that result will relate on

The substance of revised Form N-1R will 

same. For the convenience of registrants, 

revised Form N-1R will be available after 

1979, at the Commission's Publications 

Washington, D.C. 

By the Commission. 

George A. Fitzsi

Secretary 

SECURITIES EXCHANGE ACT OF 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 15461/January 5, 1979 

Filing and Reporting Requirements R

Institutional Investment Managers 

SEC DO
AGENCY: Securities and Exchange Commission. 

AC'IION: Final rules. 

SUMMARY: The Commission announces the amendment of the rule and form governing the reporting 

requirements of institutional investment managers 

exercising investment discretion over accounts having 

in the aggregate more than $100,000,000 in exchangetraded or NASDAQ-quoted equity securities. Under 

the amendment, as adopted, such managers are 

required to file a report within 45 days after the end of 

each calendar year and within 45 days after the last 

day of the first three calendar quarters of the 

subsequent year. 

EFFECTIVE DATE: February 5, 1979. 

FOR FURTHER INFORMATION CONTACT: W. Scott 

Cooper, Esq. (202-755-1 792), Division of Investment 

Management, Securities and Exchange Commission, 

500 North Capitol Street, Washington, D.C. 20549. 

SUPPLEMENTARY INFORMA'I-ION: The Securities 

and Exchange Commission (the "Commission") today 

announced the amendment of Securities Exchange 

Act Rule 13f-1 [17 CFR 240.13f-11 and related Form 

13F [17 CFR 249.3251, pursuant to Section 13(f) of the 

Securities Exchange Act of 1934 [I5 U.S.C. 78a et 

seq. as amended by Pub. L. No. 94-29 (June 4, 1975)l 

(the "Exchange Act"). The amendment to the Rule and 

Form adopted today requires that institutional 

investment managers, subject to the reporting 

requirements under the Rule, file a report on a 

quarterly basis rather than annually as originally 

adopted on June 15, 1978, and announced in 

Exchange Act Release No. 14852 [43 FR 267001. 

Section 13(f) of the Exchange Act was adopted by 

Congress as part of the Securities Acts Amendments 

of 1975. The reporting system required by Section 

13(f) is intended to create in the Commission a central 

repository of historical and current data about the 

investment activities of institutional investment 

managers, in order to improve the body of factual data 

available and to facilitate consideration of the 

influence and impact of institutional investment 

managers on the securities markets and the public 

in accounts over which certain institutional 

investment managers exercise investment discretion. 

It gives the Commission broad rulemaking authority to 

determine the size of the institutions required to file 

reports, the format and frequency of the reporting 

requirements, and the information to be disclosed in 

each report. 

The Rule, as adopted on June 15, 1978, required that 

an institutional investment manager exercising 

investment discretion with respect to accounts having 

more than $100,000,000 or more in exchange-traded or 

NASDAQ-quoted equity securities on the last day of 

any of the twelve calendar months of a calendar year 

file annually with the Commission, and, if a bank, 

with the appropriate banking agency, within 45 days 

after the last day of such calendar year, five copies of 

Form 13F. The form required the reporting of the 

name of the issuer and the title of class, CUSlP 

number, number of shares or principal amount in the 

case of convertible debt, and aggregate fair market 

value of each such equity security held. The form also 

required information concerning the nature of 

investment discretion and voting authority possessed. 

When the Commission announced the adoption of 

Rule 13f-1, the Commission solicited comment on the 

usefulness and practicality of quarterly reporting. The 

Commi~~ionreceived 124 letters of comment during 

the ConIment period which expired on August 31, 

1978. In general, the main areas of comment related to 

the usefulness of the information and the attendant 

costs. 

Many commentators felt quarterly information on the 

holders of common stock would be invaluable to a 

trading desk involved in block transactions and would 

facilitate the function of block trading and enhance 

the liquidity of the marketplace. A number of 

commentators pointed out that quarterly reporting 

would provide a greater basis for comparison 

shopping among investment managers. Such 

commentators emphasized that an evaluation of the 

investment philosophy and policies of a prospective 

manager is crucial in making an effective comparison 

and that such an evaluation is dependent upon a 

periodic examination of a manager's investment 

decisions as reflected by his holdings and 

policy implications of that influence. Section 13(f) transactions. Both corporations and financial 

empowers the Commission to adopt rules which 

would create a reporting and disclosure system to 

collect specific information concerning Section 

13(d)(l) [15 U.S.C. 78m(d)(l)11 equity securities held 

Any equity security of a class which is registered 

pursuant to Section 12 of the Exchange Act [I5 U.S.C. 

7811, or any equity security of an insurance company 

688lSEC DOCKET 

reporting services asserted that quarterly reporting is 

which would have been required to be so registered 

except for the exemption contained in Section 

12(g)(2)(G) of the Exchange Act, or any equity 

security issued by a closed-end investment company 

registered under the Investment Company Act of 1940 

[I5 U.S.C. 80a-1 et seq.]. 
difficult to secure proxies on important corporate 

matters. 

The comments in opposition to the usefulness of 

quarterly reporting took Issue with the assertions that 

more frequent reports would be of utility to block 

traders or enhance market liquidity. Commentators 

opposed to quarterly reporting also disputed the 

usefulness of the reports as providing a basis for 

comparison among different investment managers. In 

addition, opponents to quarterly reporting believed 

that information about stock ownership was either 

currently available or more properly required under the 

beneficial ownership reporting requirements. 

Based upon the estimates of the cost of compliance 

with the reporting requirements supplied by 

prospective reporting institutions, it appears that the 

cost to the institutions is generally low in comparison 

with the size of the institution which is required to 

report. The mean of all the estimates submitted to the 

Commission was $3,000 per report. 

Although acknowledging relatively low cost, those 

commentators opposed to quarterly reporting stated, 

among other things, that the cost of compliance 

outweighed the benefit to the public in increasing the 

frequency of reporting and that as another cost of 

doing business it would reduce to the ability of 

operations such as bank trust departments to become 

m profitable. 

The Commission has concluded that it is in the public 

interest to require quarterly reporting at this time, 

because, among other things, the Commission does 

not perceive any significant obstacles to quarterly 

reporting nor any undue hardship for reporting 

institutions. In addition, the Commission believes 

that the simplicity of the form and the recent issuance 

of an interpretative release2 will enhance the 

likelihood of an effectively functioning system. The 

utility of the information was evidenced by the large 

number of commentators who expressed an interest in 

receiving information from quarterly reports. Finally, 

if quarterly reporting is not required at this time, such 

data might be lost altogether thereby creating gaps in 

the continuous flow of information which may be 

utilized for future policy decisions. 

The amendments to Rule 13f-1 and Form 13F require 

Exchange Act Release No. 15292 dated November 2, 

1978 [43 FR 52697, November 14, 19781. 

subsequent calendar year: 

Certaln Flndlngs 

As required by Section 23(a)(2) of the Exc

[15 U.S.C. 78w(a)(2)], the Commission has c

the impact which the Rule and Form as 

herein would have on competition. The Co

has found that requiring the filing of Form 

quarterly basis will not significantly 

competition. Furthermore, the Commis

determined that any possible resulting c

burdens will be outweighed by, and are nece

appropriate to achieve, the benefits 

information to investors. 

As mandated by Section 13(f)(4), in exer

authority under Section 13(f) the Commis

determined that its action Is appropriate in 

interest and for the protection of inves

Commission finds that the cost of the amen

the Rule and Form adopted herein 

unreasonable in light of the purposes of the 

1. 17 CFR Part 240 is amended by revising 

(a) of 5240.1 3f-1 to read as follows: 

5240.13f-1 Reporting by institutional in

managers of information with respect to 

over which they exercise investment discreti

(a) Every institutional investment m

ger which exercises investment discre

with respect to accounts holding sec

13(f) securities, as defined in paragraph 

of this section, having an aggregate 

market value on the last trading day of 

month of any calendar year of at l

$100,000,000 shall file a report on F

13F 15249.325 of this Chapter] with 

Commission within 45 days after the 

day of such calendar year and within 

days after the last day of each of the 

three calendar quarters of the subsequ

calendar year. 

2. 17 CFR Part 249 is amended by revisin

Instruction C of Form 13F (5249.325) as follo

5249.325 Form 13F, report of institutional in

managers pursuant to Section 13(f) of the 

Exchange Act of 1934. 

SEC DO
1 . SECURITIES ACT OF 1933 

General Instructions Release No, 6012/January 9, 1979 

. C. Filing of Form 13F. Five copies of Form 13F shall 

be filed with the Commission within 45 days after the 

end of the calendar year 1978 and each calendar year 

and the first three calendar quarters of each calendar 

year thereafter. As required by Section 13(f)(4) of the SECURITIES EXCHANGE ACT OF 1934 

Act. a Manager which is a bank, the deposits of which Release No. 15463/January 8, 1979 

are 'insured -in accordance with the Federal Deposit 

Insurance Act, shall file with the appropriate INVESTMENT COMPANY ACT OF 1940 

regulatory agency a copy of every report filed with the Release No. 10544/January 8, 1979 

Commission pursuant to this subsection by or with 

respect to such bank. The appropriate regulatory INVESTMENT ADVISERS ACT OF 1940 

agency with which a copy of this report is to be filed Release No. 65WJanuary 8, 1979 

for: ADMINISTRATIVE PROCEEDING 

. . File No. 3-5576 

3. 17 CFR Part 249 is amended by revising the cover In the Matter of 

page of Form 13F ($249.325) to read as follows: FIRST STATE FINANCIAL, INC. 

FORM 13F 5507 South Lewis 

Tulsa, Oklahoma 74105 

INFORMATION REQUIRED OF INSTITUTIONAL (8-16927) (801-8431) 

INVESTMENT MANAGERS PURSUANT TO SECTION I.SHUPACK 13(f) OF THE SECURITIES EXCHANGE ACT OF 1934 5507 South Lewis AND RULES THEREUNDER Tulsa, Oklahoma 74105 

MEYER (MIKE) ROBlNOWlTZ 

7204 ~o"thG& Avenue Report for the calendar year or Quarter EndedlL Tulsa, Oklahoma 74136 

AUTHORITY; EFFECTIVE DATE JACK W. WARREN 

4428 East 49th Street The Commission hereby adopts the amendment of Tulsa, Oklahoma 74135 

Rule 13f-1 and Form 13F, effective February 5, 1979, 

pursuant to the authority set forth in Sections 13(f) AND ORDER and 23 of the Exchange Act [15 U.S.C. 78m(f) and 

78~1. 

By the Commission. In these proceedings under the Securities Exchange 

Act of 1934. the Investment Advisers Act of 1940 and 

the Investment Company Act of 19401, First State 

George A' Fitzsimmons Financial, Inc. (First State), registered as both an Secretary investment adviser and a broker-dealer, Sidney I. 

Shupack (Shupack), president and a director of First 

State and First State Capital Fund, Inc. (First State 

Capital), a registered investment company, Meyer 

(Mike) Robinowltz (Robinowitz), a director of First 

State and First State Capital, and Jack W. Warren 

SECURITIES EXCHANGE ACT OF 1934 

Release No. 15462/January 9, 1979 In the Matter of First State Financial, Inc., et al., 

Administrative Proceeding File No. 3-5576, instituted 

SEE on October 26, 1978. 

690lSEC DOCKET