29764 Federal Register / Vol. 63, No. 104 / Monday, June 1, 1998 / Notices

2 for count rate verification during

spiral loading. Before issuance of the proposed

license amendments, the Commission

will have made findings required by the

Atomic Energy Act of 1954, as amended

(the Act) and the Commission’s

regulations. By June 1, 1998, the licensee may file

a request for a hearing with respect to

issuance of the amendment to the

subject facility operating license and

any person whose interest may be

affected by this proceeding and who

wishes to participate as a party in the

proceeding must file a written request

for a hearing and a petition for leave to

intervene. Requests for a hearing and a

petition for leave to intervene shall be

filed in accordance with the

Commission’s ‘‘Rules of Practice for

Domestic Licensing Proceedings’’ in 10

CFR Part 2. Interested persons should

consult a current copy of 10 CFR 2.714

which is available at the Commission’s

Public Document Room, the Gelman

Building, 2120 L Street, NW.,

Washington, DC, and at the local public

document room located at the Athens

Public Library, 405 E. South Street,

Athens, Alabama. If a request for a

hearing or petition for leave to intervene

is filed by the above date, the

Commission or an Atomic Safety and

Licensing Board, designated by the

Commission or by the Chairman of the

Atomic Safety and Licensing Board

Panel, will rule on the request and/or

petition; and the Secretary or the

designated Atomic Safety and Licensing

Board will issue a notice of hearing or

an appropriate order. As required by 10 CFR 2.714, a

petition for leave to intervene shall set

forth with particularity the interest of

the petitioner in the proceeding, and

how that interest may be affected by the

results of the proceeding. The petition

should specifically explain the reasons

why intervention should be permitted

with particular reference to the

following factors: (1) The nature of the

petitioner’s right under the Act to be

made party to the proceeding; (2) the

nature and extent of the petitioner’s

property, financial, or other interest in

the proceeding; and (3) the possible

effect of any order which may be

entered in the proceeding on the

petitioner’s interest. The petition should

also identify the specific aspect(s) of the

subject matter of the proceeding as to

which petitioner wishes to intervene.

Any person who has filed a petition for

leave to intervene or who has been

admitted as a party may amend the

petition without requesting leave of the

Board up to 15 days prior to the first

prehearing conference scheduled in the

proceeding, but such an amended

petition must satisfy the specificity

requirements described above. Not later than 15 days prior to the first

prehearing conference scheduled in the

proceeding, a petitioner shall file a

supplement to the petition to intervene

which must include a list of the

contentions which are sought to be

litigated in the matter. Each contention

must consist of a specific statement of

the issue of law or fact to be raised or

controverted. In addition, the petitioner

shall provide a brief explanation of the

bases of the contention and a concise

statement of the alleged facts or expert

opinion which support the contention

and on which the petitioner intends to

rely in proving the contention at the

hearing. The petitioner must also

provide references to those specific

sources and documents of which the

petitioner is aware and on which the

petitioner intends to rely to establish

those facts or expert opinion. Petitioner

must provide sufficient information to

show that a genuine dispute exists with

the applicant on a material issue of law

or fact. Contentions shall be limited to

matters within the scope of the

amendment under consideration. The

contention must be one which, if

proven, would entitle the petitioner to

relief. A petitioner who fails to file such

a supplement which satisfies these

requirements with respect to at least one

contention will not be permitted to

participate as a party. Those permitted to intervene become

parties to the proceeding, subject to any

limitations in the order granting leave to

intervene, and have the opportunity to

participate fully in the conduct of the

hearing, including the opportunity to

present evidence and cross-examine

witnesses.

A request for a hearing or a petition

for leave to intervene must be filed with

the Secretary of the Commission, U.S.

Nuclear Regulatory Commission,

Washington, DC 20555–0001, Attention:

Rulemakings and Adjudications Staff, or

may be delivered to the Commission’s

Public Document Room, the Gelman

Building, 2120 L Street, NW.,

Washington, DC, by the above date. A

copy of the petition should also be sent

to the Office of the General Counsel,

U.S. Nuclear Regulatory Commission,

Washington, DC 20555–0001, and to

General Counsel, Tennessee Valley

Authority, 400 West Summit Drive, ET

10H, Knoxville, Tennessee 37902,

attorney for the licensee. Nontimely filings of petitions for

leave to intervene, amended petitions,

supplemental petitions and/or requests

for hearing will not be entertained

absent a determination by the

Commission, the presiding officer or the

presiding Atomic Safety and Licensing

Board that the petition and/or request

should be granted based upon a

balancing of the factors specified in 10

CFR 2.714(a)(1) (i)–(v) and 2.714(d).

If a request for a hearing is received,

the Commission’s staff may issue the

amendment after it completes its

technical review and prior to the

completion of any required hearing if it

publishes a further notice for public

comment of its proposed finding of no

significant hazards consideration in

accordance with 10 CFR 50.91 and

50.92. For further details with respect to

this action, see the application for

amendments dated September 6, 1996

as supplemented June 6, and December

11, 1996, April 11, May 1, August 14,

October 15, November 5 and 14,

December 3, 4, 15, 22, 23, 29, and 30,

1997, January 23, March 12 and 13,

April 16, 20, and 28, May 7, 14, and 19,

1998, which are available for public

inspection at the Commission’s Public

Document Room, the Gelman Building,

2120 L Street NW., Washington, DC and

at the local public document room

located at the Athens Public Library,

405 E. South Street, Athens, Alabama.

Dated at Rockville, Maryland, this 26th day

of May 1998.

For the Nuclear Regulatory Commission.

L. Raghavan,

Senior Project Manager, Project Directorate

II–3, Division of Reactor Projects—I/II, Office

of Nuclear Reactor Regulation.

[FR Doc. 98–14388 Filed 5–29–98; 8:45 am]

BILLING CODE 7590–01–P

SECURITIES AND EXCHANGE

COMMISSION

[Rel. No. IC–23204; File No. 812–10964]

Monarch Life Insurance Company, et

al.

May 22, 1998.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’ or ‘‘Commission’’).

ACTION: Notice of application for an

order under Section 26(b) of the

Investment Company Act of 1940

(‘‘1940 Act’’).

SUMMARY OF APPLICATION: Applicants

seek an order approving the substitution

of units of certain series of Merrill

Lynch Fund of Stripped (‘‘Zero’’) U.S.

Treasury Securities, Series B through G

(‘‘ML Fund’’) for units of certain series

of the Oppenheimer Zero Coupon U.S.

Treasury Trust, Series A through F

(‘‘Oppenheimer Trust’’) held by Variable

Account B to fund certain life insurance

policies (‘‘Policies’’) issued by Monarch

Life.
Federal Register / Vol. 63, No. 104 / Monday, June 1, 1998 / Notices 29765

APPLICANTS: Monarch Life Insurance

Company (‘‘Monarch Life’’) and

Variable Account B of Monarch Life

Insurance Company (‘‘Variable Account

B’’).

FILING DATE: The Application was filed

on January 13, 1998.

HEARING OR NOTIFICATION OF HEARING: An

order granting the application will be

issued unless the Commission orders a

hearing. Interested persons may request

a hearing on this application by writing

to the Secretary of the SEC and serving

Applicants with a copy of the request,

personally or by mail. Hearing requests

should be received by the Commission

by 5:30 p.m., on June 16, 1998, 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 requester’s interest, the

reason for the request, and the issues

contested. Persons may request

notification of a hearing by writing to

the Secretary of the SEC.

ADDRESSES: Secretary, Securities and

Exchange Commission, 450 Fifth Street,

NW, Washington, DC 20549.

Applicants, c/o Raymond A. O’Hara III,

Esq., Blazzard, Grodd & Hasenauer, P.C.,

P.O. Box 5108, Westport, Connecticut,

06881. Copies to John S. Coulton, Esq.,

Monarch Life Insurance Company, One

Monarch Place, Springfield,

Massachusetts 01133 and Katherine P.

Feld, Esq., Oppenheimer Funds, Inc.,

Two World Trade Center, New York,

New York 10048–0203.

FOR FURTHER INFORMATION CONTACT:

Joyce Merrick Pickholz, Senior Counsel,

or Kevin M. Kirchoff, Branch Chief,

Office of Insurance Products, Division of

Investment Management, at (202) 942–

0670.

SUPPLEMENTARY INFORMATION: The

following is a summary of the

application. The complete application is

available for a fee from the Public

Reference Branch of the SEC, 450 Fifth

Street, NW., Washington, DC (tel. (202)

942–8090).

Applicants’ Representations

Background

1. Monarch Life was incorporated in

1901 and is domiciled in Massachusetts.

Monarch Life is a wholly-owned

subsidiary of Regal Reinsurance

Company (‘‘Regal Re’’), formerly

Monarch Capital Corporation

(‘‘Monarch Capital’’). On September 23,

1992, pursuant to a reorganization

under Chapter 11 of the Federal

Bankruptcy Code, Monarch Capital was

reorganized and emerged from

bankruptcy as a Massachusetts life

insurer, Regal Re. Regal Re is owned by

Monarch Capital’s pre-bankruptcy

secured and unsecured creditors.

2. On June 9, 1994, the Insurance

Commissioner of the Commonwealth of

Massachusetts (‘‘Commissioner’’) was

appointed receiver (‘‘Receiver’’) of

Monarch Life in a rehabilitation

proceeding pending before the Supreme

Judicial Court for Suffolk County,

Massachusetts (‘‘Court’’).

3. A term sheet dated July 19, 1994

(‘‘Term Sheet’’) among the

Commissioner (in her capacity as

Commissioner and Receiver) and certain

Regal Re shareholders and noteholders

and holders of Monarch Life’s surplus

notes (representing approximately 85%

of both the total outstanding Regal Re

notes and common stock) (‘‘Holders’’)

was approved by the Court on

September 1, 1994. Pursuant to the

Term Sheet, the Holders transferred

their notes and stock into voting trusts

for which the Commissioner is the sole

trustee, which effectively vests control

of Regal Re and Monarch Life in the

Commissioner.

4. Insurance departments of various

jurisdictions have either suspended the

certificate of authority of Monarch Life,

ordered Monarch Life to cease writing

new business, or have requested a

voluntary suspension of sales by

Monarch Life. In addition, Monarch

Life’s certificate of authority has been

revoked by the insurance departments

of the states of Louisiana on May 13,

1994, Michigan on February 27, 1994,

Missouri on November 10, 1994 and

Wyoming on June 25, 1992.

5. Monarch Life currently limits its

business to maintaining its existing

blocks of disability income insurance,

variable life insurance, and annuity

businesses. Monarch Life ceased issuing

new variable life policies and new

annuity contracts effective May 1, 1992,

and new disability income insurance

policies effective June 15, 1993.

6. Variable Account B was established

under Massachusetts law on August 9,

1984, for the purpose of funding the

Policies which invest in the

Oppenheimer Trust. Variable Account B

is registered under the 1940 Act as a

unit investment trust and security

interests under the Policies have been

registered under the Securities Act of

1933 (‘‘1933 Act’’) on Form N–4 (File

Nos. 33–18759, 2–94659 and 33–464).

7. Units of the Oppenheimer Trust are

currently offered solely to Variable

Account B to fund the benefits under

the Policies. Series A through F of the

Oppenheimer Trust were created under

New York Law by a trust indenture

among Oppenheimer Funds Distributor,

Inc. (‘‘Oppenheimer’’), The Chase

Manhattan Bank, N.A. (‘‘Chase’’ or

‘‘Trustee’’) and Standard & Poor’s

Corporation (‘‘Evaluator’’). On each date

of deposit for each of Series A through

F, Oppenheimer deposited the

underlying obligations with the Trustee

at prices equal to the valuation of those

obligations on the offering side of the

market as determined by the Evaluator,

and the Trustee delivered to

Oppenheimer units of interest

representing the entire ownership of

each series of the Oppenheimer Trust.

Variable Account B, as the holder of the

units, has the right to have its units

redeemed in cash or in kind.

8. The investment objective of the

Oppenheimer Trust is to provide safety

of capital and income by offering units

in fixed portfolios consisting primarily

of bearer debt obligations issued by the

United States that have been stripped of

their unmatured interest coupons,

interest coupons that have been stripped

from bearer debt obligations issued by

the United States, and receipts and

certificates for such stripped debt

obligations and stripped coupons

(collectively, ‘‘Stripped Treasury

Securities’’). The Oppenheimer Trust

consists of Series A, B, C, D and E (each

of which has two separate series

outstanding) and Series F (one separate

series), each separate series containing

Stripped Treasury Securities with a

fixed maturity corresponding to the

designation of the series. The portfolio

of each series consists of one issue of

Stripped Treasury Securities, with a

fixed maturity date, that has been

stripped of its interest coupons or

underlying bond and as such was

purchased at a deep discount, and an

interest-bearing Treasury security

generally with the same maturity date as

the Stripped Treasury Security,

deposited in order to provide income

with which to pay the expenses of the

Series.

9. Oppenheimer receives no fee from

the series for its services as such. On

units sold to Variable Account B,

Monarch Life initially pays a transaction

charge to Oppenheimer out of Monarch

Life’s general account assets. Monarch

Life is reimbursed for its payment of the

transaction charge by its assessment of

a daily asset charge which is deducted

form the assets of investment divisions

of Variable Account B investing in the

Oppenheimer Trust. The amount of this

charge is currently equivalent to .34%

annually. This amount may be increased

in the future but in no event will it

exceed an effective annual rate of .50%.

10. Each series of the ML Fund

consists of a number of separate unit

investment trust (‘‘trust(s)’’) created

under New York law by one trust
29766 Federal Register / Vol. 63, No. 104 / Monday, June 1, 1998 / Notices

indenture among Merrill Lynch, Pierce,

Fenner & Smith Incorporated (‘‘Merrill

Lynch’’), Chase and Standard & Poor’s

J.J. Kenny (‘‘Kenny’’). On each date of

deposit for each trust, Merrill Lynch, as

the sponsor, deposited underlying

securities with Chase, the trustee, at

prices equal to the valuation of those

securities on the offer side of the market

as determined by Kenney, the evaluator,

and Chase delivered to Merrill Lynch

units of interest representing the entire

ownership of that trust in the series. The

holder of the units has the right to have

its units redeemed in cash or in kind.

11. The investment objective of each

series of the ML Fund is to provide

safety of capital and a high yield to

maturity through investment in fixed

portfolios consisting primarily of

Stripped Treasury Securities. Each

series contains Stripped Treasury

Securities with a fixed maturity

corresponding to the designation of the

series. Each series also contains one

issue of interest bearing Treasury

Securities with a similar maturity to

provide income to pay the expenses of

the series.

12. Merrill Lynch receives no fee from

the series for its services as sponsor. On

units that are proposed to be sold to

Variable Account B, Monarch Life will

pay transaction charges to Merrill Lynch

out of Monarch Life’s general account

assets as follows:

Remaining years to maturity of stripped treasury security

Transaction

charge as

percentage

of offering

price

Transaction

charge as

percentage

of net

amount invested

Less than 2 years ............................................................................................................................................................ 0.25 0.251

At least 2 years but less than 3 years ............................................................................................................................. 0.50 0.503

At least 3 years but less than 5 years ............................................................................................................................. 0.75 0.756

At least 5 years but less than 8 years ............................................................................................................................. 1.00 1.010

At least 8 years but less than 13 years ........................................................................................................................... 1.50 1.523

At least 13 years but less than 81 years ......................................................................................................................... 1.75 1.781

18 years or more .............................................................................................................................................................. 2.00 2.041

This transaction charge is identical to

the transaction charge which Monarch

Life currently pays to Oppenheimer in

connection with the Oppenheimer

Trust. Monarch Life will be reimbursed

for its payment of the transaction charge

by its assessment of a daily asset charge

which will be deducted from the assets

of the investment divisions of Variable

Account B investing in the ML Fund.

The amount of this charge will be

equivalent initially to .34% annually.

This amount may be increased in the

future but in no event will it exceed an

effective annual rate of 0.50%.

The Proposed Substitution

13. Oppenheimer, as sponsor of the

Oppenheimer Trust, has informed

Monarch Life that it intends to

terminate its sponsorship of the

Oppenheimer Trust. Since the inception

of the Oppenheimer Trust,

Oppenheimer has maintained a

secondary market in units of the Trust

at the offering price which has generally

resulted in a loss to Oppenheimer (apart

from any gains realized from subsequent

market improvements).

14. Applicants, faced with having to

find a suitable replacement for the

Oppenheimer Trust, determined that the

ML Fund is a suitable and appropriate

underlying investment vehicle for

Policy owners currently invested in the

Oppenheimer Trust for the following

reasons. The ML Fund, like the

Oppenheimer Trust, is comprised of

series of unit investment trusts. The

series of the ML Fund have the same

investment objective as the series of the

Oppenheimer Trust. Both the ML Fund

and the Oppenheimer Trust invest

primarily in Stripped Treasury

Securities. The proposed transaction

charge arrangement with respect to the

ML Fund is identical to the arrangement

that Monarch Life currently has with

respect to the Oppenheimer Trust,

namely, that Monarch Life pays the

transaction charge to the Fund sponsor

which it then recoups through an asset

charge to Variable Account B. The

Variable Account B asset charge with

respect to the ML Fund investment will

be identical to that with respect to the

Oppenheimer Trust. Other fees and

expenses of the ML Fund are either

identical to or somewhat lower than

those of the Oppenheimer Trust. Also,

Monarch Life has an existing

relationship with the Merrill Lynch

organization. Certain separate accounts

of Monarch Life currently are invested

in the shares of investment companies

advised by a subsidiary of Merrill Lynch

and an affiliate of that subsidiary

provides third party administrative

services to Monarch Life in connection

with Monarch Life’s variable life

insurance operations.

15. Applicants propose that Monarch

Life substitute units of the series of the

ML Fund (each a ‘‘substitute series’’) for

units of the series of the Oppenheimer

Trust (each a ‘‘removed series’’) as

follows: (a) units of Series G-2000 Trust

for units of Series A-2000 Series; (b)

units of Series B-2005 Trust for units of

Series A-2005 Series; (c) units of Series

C-2006 Trust for units of Series B-2006

Series; (d) units of Series D-2007 Trust

for units of Series C-2007 Series; (e)

units of Series E-1998 Trust for units of

Series D-1998 Series; (f) units of Series

E-2008 Trust for units of Series D-2008

Series; (g) units of Series F-1999 Trust

for units of Series E-1999 Series; (h)

units of Series F-2009 Trust for units of

Series E-2009 Series; and (i) units of

Series G-2010 Trust for units of Series

F-2010 Series.

16. Applicants propose that Monarch

Life redeem units of each removed

series in cash and purchase with the

proceeds units of the substitute series

identified above. The proposed

substitution will not change the number

of subaccounts in Variable Account B.

17. Applicants represent that the

proposed substitutions will take place at

relative net asset value with no change

in the amount of any Policy owner’s

Policy value or in the dollar value of his

or her investment in Variable Account

B. Policy owners will not incur any fees

or charges as a result of the proposed

substitutions nor will their rights under

the Policies be altered in any way. All

expenses incurred in connection with

the proposed substitutions, including

legal, accounting and other fees and

expenses, will be paid by Monarch Life.

In addition, the proposed substitutions

will not impose any tax liability on

Policy owners. The proposed

substitutions will not cause the Policy

fees and charges currently being paid by

existing Policy owners to be greater after

the proposed substitutions than before

the proposed substitutions.

18. Applicants state that Monarch Life

will supplement the prospectus for
Federal Register / Vol. 63, No. 104 / Monday, June 1, 1998 / Notices 29767

Variable Account B to reflect the

proposed substitution. And, in addition

to the prospectus supplements

distributed to owners of Policies, within

5 days after the proposed substitutions,

all owners who were affected by a

substitution will be sent a written notice

informing them that the substitutions

were carried out. Monarch Life will

include in such mailing the supplement

to the prospectus of Variable Account B,

which describes the substitutions.

19. Monarch Life and certain of its

separate accounts (including Variable

Account B) (collectively, ‘‘Accounts’’)

have previously received no-action

assurances from the staff of the

Commission that the staff would not

recommend that the Commission take

any enforcement action against Monarch

Life or the Accounts if post-effective

amendments to registration statements

are not filed under the 1933 Act And the

1970 Act, and updated prospectuses for

the Accounts are not distributed to

owners of existing variable contracts

issued through the Accounts provided

that certain conditions are met

(Monarch Life Insurance Company, pub.

avail. June 9, 1992, the ‘‘June 9th NoAction Letter’’). The conditions of the

June 9th No-Action Letter include

providing various documents to the

variable Policy owners including, but

not limited to, periodic reports,

prospectuses, proxy statements and

related voting instructions pertaining to

the relevant underlying mutual funds.

In accordance with the terms of the June

9th No-Action Letter, Monarch Life does

not update the Variable Account B

prospectus on an annual basis as would

otherwise be required by the 1933 Act

and the 1940 Act. Therefore, Policy

owners do not have the benefit of

receiving an updated Variable Account

B prospectus which would provide

them with certain information

concerning the ML fund. In light of this

fact, Applicants undertake to provide

the Policy owners of Variable Account

B with the same disclosure concerning

the ML Fund as such owners would

receive if Monarch Life updated and

mailed its Variable Account B

prospectus to owners. Such information

includes the fees and expenses of the

ML Fund, and a description of the

investment objectives of each of the

series of the ML Fund.

20. Applicants state that following the

substitutions, Policy owners will be

afforded the same policy rights,

including surrender and other transfer

rights with regard to amounts invested

under the Policies, as they currently

have. (Monarch Life currently imposes

no restrictions or fees on the ability of

Policy owners to make transfers nor

does it intend to impose any after the

proposed substitutions are effected.)

Applicants’ Legal Analysis

21. Section 26(b) of the 1940 Act

provides, in pertinent part, that ‘‘[i]t

shall be unlawful for any depositor or

trustee of a registered unit investment

trust holding the security of a single

issuer to substitute another security for

such security unless the Commission

shall have approved such substitution.’’

The purpose of Section 26(b) is to

protect the expectation of investors in a

unit investment trust that the unit

investment trust will accumulate the

shares of a particular issuer and to

prevent unscrutinized substitutions

which might, in effect, force

shareholders dissatisfied with the

substituted security to redeem their

shares, thereby possibly incurring either

a loss of the sales load deducted from

initial purchase payments, an additional

sales load upon reinvestment of the

redemption proceeds, or both. Section

26(b) affords this protection to investors

by preventing a depositor or trustee of

a unit investment trust holding the

shares of one issuer from substituting

for those shares the shares of another

issuer, unless the Commission approves

that substitution.

22. Applicants maintain that the

purposes, terms and conditions of the

substitution are consistent with the

principles and purposes of Section 26(b)

and do not entail any of the abuses that

Section 26(b) is designed to prevent.

23. Applicants state that the Policies

provide to Monarch Life the right,

subject to Commission approval, to

effect a substitution of the kind

Applicants propose. The prospectus for

the Policies contains disclosure of this

right.

24. Applicants anticipate that, after

the proposed substitutions, the

substitute series will provide Policy

owners with comparable investment

results to those achieved now by the

Oppenheimer Trust. Applicants submit

that the investment objective of each of

the substitute series is identical to the

investment objective of the removed

series that it would replace. Each of the

substitute series is substantially larger

than the removed series that it would

replace. Each of the substitute funds is

a suitable and appropriate investment

vehicle for Policy owners.

25. Applicants generally submit that

the proposed substitutions meet the

standards that the Commission and its

staff have applied to substitutions that

have been approved in the past in that:

a. The substitution will be at net asset

value of the respective units, without

the imposition of any transfer or similar

charge;

b. Monarch Life will assume the

expenses and transaction costs,

including among others, legal and

accounting fees and any brokerage

commissions, relating to the

substitution;

c. The substitution will not alter the

insurance benefits to Policy owners or

the contractual obligations of Monarch

Life;

d. The substitution will not alter tax

benefits to Policy owners;

e. Policy owners may choose simply

to withdraw amounts credited to them

following the substitution under the

conditions that currently exist without

incurring any charges; and

f. The substitution is expected to

confer certain economic benefits to

Policy owners by virtue of the enhanced

asset size of the substitute series.

Conclusion

Applicants submit, for the reasons

summarized above, that the proposed

substitution is consistent with the

protection of investors and the purposes

fairly intended by the policy and

provisions of the 1940 Act.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 98–14403 Filed 5–29–98; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Rel. No. IC–23205; International Series Rel

No. 1137; 812–10810]

Old Mutual South Africa Equity Trust,

et al.; Notice of Application

May 26, 1998.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of application under

section 17(b) of the Investment

Company Act of 1940 (the ‘‘Act’’) for an

exemption from section 17(a) of the Act.

SUMMARY OF APPLICATION: Order

requested to permit Old Mutual South

Africa Equity Trust (the ‘‘Trust’’) to

purchase certain securities of DataTec

Limited (‘‘DataTec’’) from Old Mutual

Global Assets Fund Limited (the

‘‘Global Fund’’), an affiliated person of

the Trust.

APPLICANTS: The Trust, the Global Fund,

and Old Mutual Asset Managers

(Bermuda) Limited (the ‘‘Adviser’’).

FILING DATES: The application was filed

on October 6, 1997. Applicants have