-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OFyhdDfJbDpx5Wyi0gkazimIbmhVzTySFGnLYwRoRDx5d0lxW2qLtTESF60skLHw P6WZ99e4usX17+mmRgwzqg== 0000943663-96-000116.txt : 19960508 0000943663-96-000116.hdr.sgml : 19960508 ACCESSION NUMBER: 0000943663-96-000116 CONFORMED SUBMISSION TYPE: 485B24E PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19960507 EFFECTIVENESS DATE: 19960507 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PILGRIM AMERICA INVESTMENT FUNDS INC CENTRAL INDEX KEY: 0000061448 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 221891924 STATE OF INCORPORATION: MD FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 485B24E SEC ACT: 1933 Act SEC FILE NUMBER: 002-34552 FILM NUMBER: 96557345 FILING VALUES: FORM TYPE: 485B24E SEC ACT: 1940 Act SEC FILE NUMBER: 811-01939 FILM NUMBER: 96557346 BUSINESS ADDRESS: STREET 1: TWO RENAISSANCE SQUARE 40 N CENTRAL STREET 2: STE 1200 CITY: PHOENIX STATE: AZ ZIP: 85004-4424 BUSINESS PHONE: 6024178100 MAIL ADDRESS: STREET 1: TWO RENAISSANCE SQ STREET 2: 40 N CENTRAL STE 1200 CITY: PHOENIX STATE: AZ ZIP: 85004-4424 FORMER COMPANY: FORMER CONFORMED NAME: PILGRIM INVESTMENT FUNDS INC DATE OF NAME CHANGE: 19950503 FORMER COMPANY: FORMER CONFORMED NAME: PILGRIM MAGNACAP FUND INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: MAGNACAP FUND INC DATE OF NAME CHANGE: 19850701 485B24E 1 As filed with the Securities and Exchange Commission on May 7, 1996 Registration No. 2-34552 811-1939 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 POST-EFFECTIVE AMENDMENT NO. 36 and/or REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 AMENDMENT NO. 24 PILGRIM AMERICA INVESTMENT FUNDS, INC. (Exact Name of Registrant as Specified in Charter) Two Renaissance Square, 12th Floor 40 North Central Avenue, Phoenix, Arizona 85004 (Address of Principal Executive Office) (Zip Code) Registrant's Telephone Number, including Area Code: (602) 331-1080 James M. Hennessy, Esq. Pilgrim America Investments, Inc. Two Renaissance Square, 12th Floor 40 North Central Avenue, Phoenix, Arizona 85004 (Name and Address of Agent for Service of Process) With copies to: Jeffrey S. Puretz, Esq. Dechert Price & Rhoads 1500 K Street, N.W. Washington, D.C. 20005 It is proposed that this filing will become effective: X Immediately upon filing pursuant to paragraph (b) ___ 60 days after filing pursuant to paragraph (a)(1) ___ 75 days after filing pursuant to paragraph (a)(2) ___ on ______________, pursuant to paragraph (b) ___ on ______________, pursuant to paragraph (a)(1) ___ on ______________, pursuant to paragraph (a)(2) of rule 485 If appropriate, check the following: ___ this post effective amendment designates a new effective date for a previously filed post-effective amendment Registrant has registered an indefinite number of shares of common stock under the Securities Act of 1933 pursuant to Rule 24f-2 under the Investment Company Act of 1940. Registrant filed its Rule 24f-2 Notice for the fiscal year ending June 30, 1995 on August 30, 1995. CONTENTS OF AMENDMENT This Post-Effective Amendment No. 36 to the Registration Statement of Pilgrim America Investment Funds, Inc. is comprised of the following papers and documents: 1. The facing sheet to register a definite number of Shares of common stock with $0.10 par value per Share; 2. Signature pages; and 3. Exhibit 10, the opinion and consent of Dechert Price & Rhoads, counsel to the Registrant, as to the legality of the Shares being registered. With the exception of the items listed above, this Post-Effective Amendment No. 36 under the Securities Act of 1933 incorporates by reference all materials filed as part of Post-Effective Amendment No. 35 to Form N-1A for Pilgrim America Investment Funds, Inc., File No. 2-34552. The sole purpose of this Post-Effective Amendment No. 36 is to register a definite of additional Shares of common stock of Pilgrim America Investment Funds, Inc., pursuant to Rule 24e-2(a) under the Investment Company Act of 1940. Pilgrim America Investment Funds, Inc. Fiscal Year 1996 Calculation of Registration Fee Title of Number of Proposed Proposed Amount of Securities Shares Maximum Maximum Registration Being Being Offering Aggregate Fee Registered Registered Price Per Offering Unit Price Pilgrim 823,935 $ 17.50 $269,888 $100* America MagnaCap Fund Shares of Common Stock, Par Value $0.10 Pilgrim 160,611 $ 6.69 $ 20,112 America High Yield Fund Shares of Common Stock, Par Value $0.10 Pilgrim 984,545 $290,000 $100* America Investment Funds, Inc. Shares of Common Stock, Par Value $0.10 The fee for shares to be registered by this filing have been computed on the basis of the maximum offering price per share of Pilgrim America MagnaCap Fund and Pilgrim America High Yield Fund in effect on April 25, 1996. * Calculation of the proposed maximum offering price has been made pursuant to Rule 24e-2. During the fiscal year ended June 30, 1995, Pilgrim America MagnaCap Fund and Pilgrim America High Yield Fund redeemed $73,653,833 and $2,423,514 of securities, respectively. During the current fiscal year, Pilgrim America MagnaCap Fund and Pilgrim America High Yield Fund used $59,504,866 and $1,369,139, respectively, of securities redeemed during the fiscal year ended June 30, 1995 for a reduction pursuant to Rule 24f-2(c). Pilgrim America MagnaCap Fund is currently registering 823,935 shares which is equal to the remaining $14,148,967 redeemed during the fiscal year ended June 30, 1995 (which when divided by the offering price per share on April 25, 1996 equals 808,512 shares) plus 15,422 shares. Pilgrim America High Yield Fund is currently registering 160,611 shares which is equal to the remaining $1,054,375 redeemed during the fiscal year ended June 30, 1995 (which when divided by the offering price per share on April 25, 1996 equals 157,605 shares) plus 3,006 shares. During the current fiscal year the Funds filed no other post-effective amendments for the purpose of the reduction pursuant to Rule 24e-2(a). SIGNATURES Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant certifies that it meets all the requirements for effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No. 36 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Phoenix and State of Arizona, on the 23rd day of April, 1996. PILGRIM AMERICA INVESTMENT FUNDS, INC. By: /s/ Robert W. Stallings Chairman Pursuant to the requirements of the Securities Act of 1933, as amended, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated. Signature Title Date Principal Executive Officer /s/ Robert W. Stallings Chairman, President April 23, 1996 and Director Principal Financial and Accounting Officer /s/ Michael J. Roland Treasurer and April 23, 1996 Principal Accounting Officer Majority of Directors: Mary A. Baldwin* Al Burton* Bruce S. Foerster* Jock Patton* *By: /s/ Robert W. Stallings April 23, 1996 Attorney-in-Fact /s/ Robert W. Stallings April 23, 1996 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, being a duly elected Director of Pilgrim America Investment Funds, Inc. (the "Fund"), constitutes and appoints Robert W. Stallings, James R. Reis, James M. Hennessy, Nancy L. Peden, Michael J. Roland, Jeffrey S. Puretz, and Paul F. Roye, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution for him in his name, place and stead, in any and all capacities, to sign the Fund's registration statement and any and all amendments thereto, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or could do in person, hereby ratifying and conforming all that said attorneys-in-fact and agents, or any of them, or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof. Dated: January 30, 1996 /s/ Jock Patton Exhibit List Exhibit No. Exhibit Name (10) Opinion and Consent of Dechert Price & Rhoads EX-99.B10 2 DECHERT PRICE & RHOADS 1500 K Street, N.W. Suite 500 Washington, D.C. 20005 (202) 626-3300 May 6, 1996 Pilgrim America Investment Funds, Inc. Two Renaissance Square 40 North Central Avenue, Suite 1200 Phoenix, Arizona 85004 Dear Sirs: As counsel for Pilgrim America Investment Funds, Inc. (the "Company"), we are familiar with the registration of the Company under the Investment Company Act of 1940 (File No. 811-1939) and the registration statement relating to its shares of common stock (the "Shares") under the Securities Act of 1933 (File No. 2-34552). We also have examined such other corporate records, agreements, documents and instruments as we deemed appropriate. Based upon the foregoing, it is our opinion that the Shares being registered pursuant to Post-Effective Amendment No. 36 to the Company's Registration Statement will, when sold in accordance with the terms of the Registration Statement and the prospectus included therein, and delivered by the Company against receipt of the net asset value of the Shares, in accordance with the requirements of applicable law, have been duly and validly authorized, legally and validly issued, and are fully paid and non- assessable. We consent to the filing of this opinion in connection with Post-Effective Amendment No. 36 which is filed on behalf of the Company pursuant to Section 24(e) of the Investment Company Act of 1940. Very truly yours, /s/ Dechert Price & Rhoads -----END PRIVACY-ENHANCED MESSAGE-----