Federal Register / Vol. 60, No. 12 / Thursday, January 19, 1995 / Notices 3899

1Orders granting exemptive relief were issued as

follows:

(a) ITT Hartford Life and Annuity Insurance

Company, Investment Company Act Release Nos.

20463 (notice) (Aug. 9, 1994) and 20539 (order)

(Sept. 8, 1994);

(b) ITT Life Insurance Company, Investment

Company Act Release Nos. 19443 (notice) (Apr. 39,

1993) and 19495 (order) (May 26, 1993);

(c) ITT Hartford Life and Annuity Insurance

Company, Investment Company Act Release Nos.

20205 (notice) (Apr. 8, 1994), and 20279 (order)

(May 5, 1994); and

(d) ITT Hartford Life and Annuity Insurance

Company, Investment Company Act Release Nos.

20219 (notice) (Apr. 14, 1994) and 20289 (order)

(May 11, 1994), which amended a prior order for

exemptive relief, Investment Company Act Release

Nos. 19331 (notice) (Mar. 15, 1993) and 19401

(order) (Apr. 13, 1993).

1940 Act.1 HESCO, the designated

principle underwriter for the Contracts,

was an applicant in the previous

applications for exemptive relief from

Sections 26(a)(2)(C) and 27(c)(2). This

application seeks relief to permit

Applicants to substitute HSD for HESCO

as the designated principal underwriter

for the Contracts, which would allow

HESCO to continue as broker-dealer

engaged in distribution functions with

respect to HESCO’s own registered

representatives, and would permit HSD

to serve as principal underwriter and

distributor with respect to entering into

sales agreements with independent

broker-dealers.

4. Applicants reaffirm all facts,

representations and undertakings

contained in the applications for

exemptive reef referenced in footnote 1

above, and incorporate those

applications herein by reference. To the

extent that there have been any material

changes in those facts, representations

or undertakings, the changes have been

disclosed herein. Except for the

replacement of the principal

underwriter, there are no material

changes in the Separate Accounts or the

Contracts as described in the previous

applications.

5. The contingent deferred sales

charge, annual maintenance fee and

annual asset charge for providing

mortality and expense risk guarantees

are fully described in the applications

for exemptive relief which were

previously granted.

6. ITT Hartford will make a daily

charge at the rate of 1.25% annually

from each Contract held in the Separate

Accounts for providing mortality and

expense guarantees with respect to the

Contracts. Applicants estimate that

.90% of the charge is attributable to

mortality risks and .35% of the charge

is attributable to expense risks.

7. The mortality and expense risk

charge will not be increased. If the

charge is insufficient to cover the actual

costs, ITT Hartford will bear the loss.

Conversely, if the charge proves more

than sufficient to meet actual expenses,

the excess will be surplus to ITT

Hartford and will be available for any

proper corporate purpose. ITT Hartford

expects a reasonable profit from the

mortality and expense risk charge.

Applicants’ Legal Analysis and

Representations

1. Applicants request an exemption

from Sections 26(a)(2)(C) and 27(c)(2) of

the 1940 Act to the extent necessary to

permit the deduction of a mortality and

expense risk charge from the Separate

Accounts.

2. Sections 26(a)(2)(C) and 27(c)(2), in

pertinent part, prohibit a registered unit

investment trust and any depositor

thereof or underwriter therefor from

selling periodic payment plan

certificates unless the proceeds of all

payments (other than sales loads) are

deposited with a qualified bank as

trustee or custodian and held under

arrangements which prohibit any

payment to the depositor or principal

underwriter except a fee, not exceeding

such reasonable amount as the

Commission may prescribe, for

performing bookkeeping and other

administrative services of a character

normally performed by the bank itself.

3. Applicants request that the

Commission enter an Order that applies

to the Separate Accounts and to future

separate accounts issuing contracts that

are materially similar to the Contracts

exempting them from the provisions of

Sections 26(a)(2)(C) and 27(c)(2) to the

extent necessary to permit the

deduction by ITT Hartford, and the

payment to ITT Hartford, of the fee for

providing the mortality and expense

undertakings (deducted on a daily

basis.)

4. Applicants represent that:

(a) the mortality and expense risk

charge is reasonable in relation to the

risks assumed by ITT Hartford under the

Contracts;

(b) the mortality and expense risk

charge is within the range of industry

practice for comparable annuity

contracts as determined by a survey of

comparable contracts issued by a large

number of other insurance companies.

ITT Hartford will undertake to maintain

and make available to the Commission

upon request a memorandum outlining

the methodology and the contracts of

other insurance companies underlying

this representation;

(c) there is the likelihood that the

proceeds from explicit sales loads will

be insufficient to cover the expected

costs of distributing the contracts. Any

shortfall will be covered from the assets

of the general account, which may

include profit from the mortality and

expense risk charge. ITT Hartford has

concluded that there is a reasonable

likelihood that the Separate Accounts’

distribution financing arrangement will

benefit the Separate Accounts and

Contract owners. ITT Hartford will

maintain and make available to the

Commission upon request a

memorandum setting forth the basis for

this representation;

(d) the Separate Accounts will invest

only in open-end management

companies which have undertaken to

have a board of directors, a majority of

whom are not interested persons of the

open-end and management company,

formulate and approve any plan under

rule 12b–1 to finance distribution

expenses; and

(e) future variable annuity contracts

for which class relief is sought will be

materially similar to the existing

Contracts covered by this application.

Conclusion

Applicants assert that for the reasons

and upon the facts set forth above, the

requested exemptions from Sections

26(a)(2)(C) and 27(c)(2) of the 1940 Act

are appropriate in the public interest

and 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. 95–1288 Filed 1–18–95; 8:45 am]

BILLING CODE 8010–01–M

Issuer Delisting; Notice of Application

To Withdraw From Listing and

Registration; (L. Luria & Son, Inc.,

Common Stock, $.01 Par Value) File

No. 1–8057

January 11, 1995.

L. Luria & Son, Inc. (‘‘Company’’) has

filed an application with the Securities

and Exchange Commission

(‘‘Commission’’), pursuant to Section

12(d) of the Securities Exchange Act of

1934 (‘‘Act’’) and Rule 12d2–2(d)

promulgated thereunder, to withdraw

the above specified security (‘‘Security’’)

from listing and registration on the

American Stock Exchange, Inc.

(‘‘Amex’’).

The reasons alleged in the application

for withdrawing the Security from

listing and registration include the

following:

According to the Company, in

addition to being listed on the Amex,
3900 Federal Register / Vol. 60, No. 12 / Thursday, January 19, 1995 / Notices

the Security is listed on the New York

Stock Exchange, Inc. (‘‘NYSE’’). The

Security commenced trading on the

NYSE at the opening of business on

December 14, 1994 and concurrently

therewith the Security was suspended

from trading on the Amex.

In making the decision to withdraw

the Security from listing on the Amex,

the Company considered the direct and

indirect costs and expenses attendant in

maintaining the dual listing of its

Security on the NYSE and on the Amex.

The Company does not see any

particular advantage in the dual trading

of the Security and believes that dual

listing would fragment the market for

the Security.

Any interested person may, on or

before February 2, 1995, submit by letter

to the Secretary of the Securities and

Exchange Commission, 450 Fifth Street,

N.W., Washington, D.C. 20549, facts

bearing upon whether the application

has been made in accordance with the

rules of the Amex and what terms, if

any, should be imposed by the

Commission for the protection of

investors. The Commission, based on

the information submitted to it, will

issue an order granting the application

after the date mentioned above, unless

the Commission determines to order a

hearing on the matter.

For the Commission, by the Division of

Market Regulation, pursuant to delegated

authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 95–1232 Filed 1–18–95; 8:45 am]

BILLING CODE 8010–01–M

[Rel. No. IC–20831; 34–35225; 812–9028]

MACC Private Equities Inc., et al.;

Notice of Application

January 12, 1995.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of Application for

Exemption under the Investment

Company Act of 1940 (the ‘‘Investment

Company Act’’) and the Securities

Exchange Act of 1934 (the ‘‘Exchange

Act’’).

APPLICANTS: MACC Private Equities Inc.

(‘‘Private Equities’’), MorAmerica

Capital Corporation (‘‘MorAmerica

Capital’’), and InvestAmerica

Investment Advisors, Inc.

(‘‘InvestAmerica’’).

RELEVANT ACT SECTIONS: Order requested

under sections 17(d) and 57(a)(4) of the

Investment Company Act and rule 17d–

1 thereunder authorizing certain joint

transactions, under section 57(c) of the

Act for an exemption from sections

57(a) (1), (2), and (3) of the Act, and

under section 6(c) of the Act for an

exemption from sections 12(d), 18(a),

and 61(a) of the Act. Order also

requested under section 12(h) of the

Exchange Act for an exemption from

section 13(a) of the Exchange Act.

SUMMARY OF APPLICATION: Applicants

request an order to permit Private

Equities to engage in certain

transactions with its wholly-owned

subsidiary, MorAmerica Capital. The

order also would permit modified asset

coverage requirements for Private

Equities and MorAmerica Capital, and

permit Private Equities and MorAmerica

Capital to co-invest with certain

affiliated entities. In addition, the order

would permit Private Equities and

MorAmerica Capital to file certain

Exchange Act reports on a consolidated

basis.

FILING DATE: The application was filed

on May 31, 1994 and amended on

August 8, 1994, and November 9, 1994.

Applicants have agreed to file an

additional amendment, the substance of

which is incorporated herein, during the

notice period.

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

February 6, 1995, 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.

Applicants, Suite 310, 101 Second

Street S.E., Cedar Rapids, Iowa 52401.

FOR FURTHER INFORMATION CONTACT:

Elaine M. Boggs, Staff Attorney, at (202)

942–0576, or Robert A. Robertson,

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 at the SEC’s

Public Reference Branch.

Applicants’ Representations

1. Private Equities and its whollyowned subsidiary, MorAmerica Capital,

intend to register under the Investment

Company Act as business development

companies (‘‘BDCs’’). The investment

objective of Private Equities is long-term

capital appreciation through venture

capital investments in small companies

(‘‘Portfolio Companies’’). MorAmerica

Capital is licensed to operate as a small

business investment company (‘‘SBIC’’)

under the Small Business Investment

Act of 1958. Applicants chose a two-tier

structure so that Private Equities could

hold certain assets that a SBIC is not

permitted to hold.

2. Private Equities has been formed

pursuant to a plan of reorganization (the

‘‘Plan’’) for the MorAmerica Financial

Corporation (‘‘MFC‘‘) and Morris Plan

Liquidation Company (‘‘Morris Plan’’).

Under the Plan, Private Equities will be

the successor by merger to MFC, Morris

Plan, and certain affiliates. In addition

to cash and miscellaneous assets, many

of which are being held for sale, Private

Equities’ primary asset will be all of the

issued and outstanding common stock

of MorAmerica Capital.

3. InvestAmerica is the investment

adviser for both Private Equities and

MorAmerica Capital. The principals of

InvestAmerica are the founders and

principals of InvestAmerica Venture

Group, Inc. (‘‘Venture Group’’)

(collectively with InvestAmerica, the

‘‘InvestAmerica Companies’’). The

Venture Group manages the Iowa

Venture Capital Fund L.P. (the ‘‘Iowa

Fund’’), which is a venture capital fund

that is exempt from the Investment

Company Act pursuant to section 3(c)(1)

of the Act. The Iowa Fund is not

presently making any new investments

but is making distributions to partners

as investments mature or are sold. The

Iowa Fund and MorAmerica Capital

presently are co-invested in the

securities of five Portfolio Companies.

4. The requested order would permit

Private Equities and MorAmerica

Capital to operate effectively as one

company. Specifically, the requested

relief would permit MorAmerica Capital

and Private Equities to (a) engage in

transactions with each other, (b) engage

in transactions with Portfolio

Companies that would not otherwise be

prohibited if MorAmerica Capital and

Private Equities were one company, and

(c) allow MorAmerica Capital to have

the maximum amount of borrowing

permitted by the Small Business

Investment Act of 1958 and the

Investment Company Act. The order

also would permit MorAmerica Capital

and/or Private Equities to co-invest with