Federal Register / Vol. 61, No. 130 / Friday, July 5, 1996 / Notices 35281

1Rule 23c–3 under the Act generally provides

that a closed-end company may offer to repurchase

securities, of which it is the issuer, subject to

certain restrictions.

APPLICANT: Sherman, Dean Fund, Inc.

RELEVANT ACT SECTION: Order requested

under section 8(f).

SUMMARY OF APPLICATION: Applicant

requests an order declaring it has ceased

to be an investment company.

FILING DATE: The application was filed

on June 10, 1996.

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 applicant with a

copy of the request, personally or by

mail. Hearing requests should be

received by the SEC by 5:30 p.m. on July

23, 1996, and should be accompanied

by proof of service on the applicant, 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 Fifth

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

Applicant, 3570 Hunters Sound, San

Antonio, Texas 78230.

FOR FURTHER INFORMATION CONTACT:

Marianne H. Khawly, Staff Attorney, at

(202) 942–0562, or Alison E. Baur,

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.

Applicant’s Representations

1. On May 15, 1967, applicant, a

Delaware corporation, registered as an

open-end management investment

company under the Act by filing with

the SEC a Notification of Registration on

Form N–8A. SEC records indicate that

on August 10, 1967, applicant filed a

registration statement on Form S–5 that

became effective on February 14, 1968.

Applicant commenced its initial

immediately. On September 13, 1993,

pursuant to a shareholder vote,

applicant changed its classification to a

closed-end investment company. On

September 14, 1993, applicant filed a

registration statement with the SEC on

Form N–2 to reflect this change.

2. On March 8, 1996, in order to

accommodate requests from

shareholders seeking to sell their shares,

applicant filed a Notification of

Repurchase Offer pursuant to rule 23c–

3 under the Act to repurchase a total of

61,155 shares.1 On March 29, 1996,

applicant repurchased 60,580.683

shares at net asset value from 235

shareholders. As a result, applicant

states that presently there are 68

beneficial owners of its shares.

3. As of the filing of this application,

applicant had assets of $1,760,000

invested in three publicly traded

securities. Applicant’s liabilities

consisted of approximately $13,000

attributable to management fees, legal

and accounting expenses, and office

expenses.

4. Applicant presently is not a party

to any litigation or administrative

proceeding.

Applicant’s Legal Analysis

1. Section 8(f) of the Act provides that

whenever the SEC, upon application or

its own motion, finds that a registered

investment company has ceased to be an

investment company, the SEC shall so

declare by order and upon the taking

effect of such order, the registration of

such company shall cease to be in effect.

2. Section 3(c)(1) of the Act provides

that an issuer is not an investment

company within the meaning of the Act

if (a) its outstanding securities (other

than short-term paper) are beneficially

owned by not more than 100 persons,

and (b) it is not making and does not

propose to make a public offering of

securities.

3. Applicant believes that, pursuant to

section 3(c)(1), it is no longer an

investment company as defined in

section 3 because only 68 persons are

beneficial holders of its securities.

Applicant states that it is not making

and does not presently propose to make

a public offering of its securities.

Accordingly, applicant requests that the

SEC issue an order under section 8(f)

declaring that it has ceased to be an

investment company.

For the SEC, by the Division of Investment

Management, under delegated authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 96–17152 Filed 7–3–96; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–37379; File No. 265–19]

Consumer Affairs Advisory

Committee; Meeting

AGENCY: Securities and Exchange

Commission.

ACTION: Notice of meeting of the

Securities and Exchange Commission

(‘‘Commission’’) Consumer Affairs

Advisory Committee (‘‘Committee’’).

SUMMARY: The Securities and Exchange

Commission’s Consumer Affairs

Advisory Committee will meet on July

22, 1996, in Room 1C30 at the

Commission’s Headquarters, 450 Fifth

Street, NW., Washington, DC, beginning

at 9:45 a.m. The meeting will be open

to the public. This notice also serves to

invite the public to submit written

comments to the Committee.

ADDRESSES: You should submit written

comments in triplicate and refer to File

No. 265–19. Send your comments to

Jonathan G. Katz, Secretary, Securities

and Exchange Commission, 450 Fifth

Street, NW., Washington, DC 20549.

FOR FURTHER INFORMATION CONTACT:

Jonathan M. Gottsegen, Counsel to the

Director, Office of Investor Education

and Assistance (202) 942–7040;

Securities and Exchange Commission,

450 Fifth Street, NW., Washington, DC

20549.

SUPPLEMENTARY INFORMATION: Section

10(a) of the Federal Advisory Committee

Act, 5 U.S.C. app 10a, requires the

Securities and Exchange Commission to

give notice that the Consumer Affairs

Advisory Committee will meet on July

22, 1996, in Room 1C30 at the

Commission’s Headquarters, 450 Fifth

Street, NW., Washington, DC., beginning

at 9:45 a.m. The meeting will be open

to the public.

The Committee’s responsibilities

include assisting the Commission in

identifying investor problems and being

more responsive to their needs. The

Committee will explore fundamental

issues of concern to investors, including

matters currently under consideration

by the Commission and topics of

emerging concern to investors and the

financial services industry.

Dated: June 28, 1996.

Jonathan G. Katz,

Advisory Committee Management Officer.

[FR Doc. 96–17143 Filed 7–3–96; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 34–37372; File No. 600–22]

Self-Regulatory Organizations; MBS

Clearing Corporation; Notice of Filing

of Request and Order Approving

Application for Extension of

Temporary Registration as a Clearing

Agency

June 26, 1996.

On June 6, 1996, the MBS Clearing

Corporation (‘‘MBS’’) filed with the

Securities and Exchange Commission

(‘‘Commission’’) a request pursuant to