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U.S. Securities and Exchange Commission

Before the

Securities Exchange Act of 1934
Release No. 34-54280/ August 7, 2006

Administrative Proceeding File No. 3-11530

In the Matter of

Banc One Investment Advisors Corporation and Mark A. Beeson




Notice is hereby given, pursuant to Rule 1103 of the Securities and Exchange Commission's ("Commission") Rules on Fair Fund and Disgorgement Plans, 17 C.F.R. § 201.1103, that the Division of Enforcement has submitted to the Commission a proposed plan ("Distribution Plan") for the distribution of monies placed into a Fair Fund in the above-captioned matter. On June 29, 2004, in the above-captioned matter, the Commission issued an Order Instituting Administrative and Cease-and Desist Proceedings, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order Pursuant to Sections 203(e), 203(f), and 203(k) of the Investment Advisers Act of 1940, and Sections 9(b) and 9(f) of the Investment Company Act of 1940 ("Order") (Investment Advisers Act of 1940 Release No. 2254, Investment Company Act of 1940 Release No. 26490). Among other things, the Commission's Order authorized and established the Fair Fund at issue.


Pursuant to this Notice, all interested parties are advised that they may print a copy of the proposed Distribution Plan from the Commission's public website at http://www.sec.gov/litigation/admin/2006/34-54280-pdp.pdf and Banc One Investment Advisors Corporation's website, www.settlementbankoneia.com/index.asp. Interested parties may also obtain a written copy of the proposed Distribution Plan by submitting a written request to Kara M. Washington, United States Securities and Exchange Commission, 175 West Jackson Boulevard, Suite 900, Chicago, Illinois 60604. All persons who desire to comment on the Distribution Plan may submit their comments, in writing, no later than September 6, 2006:

  1. to the Office of the Secretary, United States Securities and Exchange Commission, 100 F Street, N.E., Washington, DC 20549-1090;
  2. by using the Commission's Internet comment form (http://www.sec.gov/litigation/admin.shtml); or
  3. by sending an e-mail to rule-comments@sec.gov. Please include the Administrative Proceeding File Number (Admin. Proc. File No. 3-11530) on the subject line.

Comments received will be publicly available. Persons should submit only information that they wish to make publicly available.


The Distribution Plan provides for distribution of the Fair Fund established in this matter, which contains $50 million in disgorgement and civil penalties paid by Banc One Investment Advisors Corporation ("BOIA"), plus accumulated interest, to eligible investors. Eligible investors are those investors who held shares in the following mutual funds in which the market timing described in the Commission's Order occurred, on the days on which such market timing occurred, during the period from June 1999 through May 2003, except the identified timers referred to in paragraphs 3 and 4 of the Order: One Group Mid Cap Growth Fund; One Group Large Cap Growth Fund; One Group Diversified Equity Fund; One Group Mid Cap Value Fund; One Group Large Cap Value Fund; One Group Diversified Mid Cap Fund; One Group Small Cap Value; One Group Diversified International Fund; One Group International Equity Index Fund; One Group Small Cap Growth Fund; and One Group Equity Income Fund. As proposed in the Distribution Plan, if approved, eligible investors will receive a share of the Fair Fund as calculated by the Independent Distribution Consultant retained by BOIA. The calculation will be based on records obtained from BOIA and certain other entities that are shareholders of record. Accordingly, eligible investors do not need to submit a claim in order to be considered for a distribution, and no claims procedure will be implemented.

For the Commission, by its Secretary, pursuant to delegated authority.

Nancy M. Morris


Modified: 08/08/2006