Registration Statement Under The Securities Act Of 1933 (Page 7 of 12) in pdf

(f)

a statement that proxy material, reports (and where registrant is subject to Regulation 14A or l4C of the Exchange Act, proxy

and information statements) and other information ﬁled by the registrant can be inspected and copied at the public reference

facilities maintained by the Commission in Washington, D.C., and at certain of its Regional Ofﬁces, stating the current address

of each facility [see 17 CFR 200.11(b) and 200.80(c)(1)], and that copies of such material can be obtained from the Public

Reference Branch, Ofﬁce of Consumer Affairs and Information Services, Securities and Exchange Commission, Washington,

D.C. 20549 at prescribed rates.

Item 6.

Information About the Company Being Acquired

Information about the company being acquired shall be provided as follows:

(a)

if the company being acquired is a management investment company registered under the 1940 Act or a business development

company as deﬁned by Section 2(a)(48) of the 1940 Act:

(1)

if the transaction will be submitted to the security holders of the registrant for approval or consent, furnish the

information that would be required by Items 5 and 8 of this Form as if securities of the company being acquired were

being registered;

(2)

if the transaction will not be submitted to security holders of the registrant for approval or consent, furnish:

(i)

the information that would be required by Items 5 and 8 of this Form as if securities of the company being acquired

were being registered, or

(ii) provided the requirements of Instruction F are satisﬁed, include a statement that information about the company

being acquired is incorporated by reference from the current prospectus of the company being acquired and is

available upon request from the registrant without charge. (Provide a copy of the prospectus of the acquired company

upon request in accordance with the requirements in Instruction F. If the company being acquired is registered

on Form N-1A, Form N-2, Form N-3, or Form N-4 under the 1940 Act, in responding to requests under this Item,

provide both a copy of the prospectus of the acquired company and the Statement of Additional Information with

respect to that prospectus.)

(b)

in addition, if the company being acquired is registered under the 1940 Act and is required to ﬁle reports under Section 30

of that Act:

(1)

state that reports and other information ﬁled by the company being acquired can be inspected and copied at the public

reference facilities maintained by the Commission in Washington, D.C., and state the current address of such facility,

and that copies of such material can be obtained from the Public Reference Branch, Ofﬁce of Consumer Affairs and

Information Services, Securities and Exchange Commission, Washington, D.C. 20549 at prescribed rates; and

(2)

name any national securities exchange on which the securities of the company being acquired are listed, and state

that reports, proxy statements and other information concerning the company being acquired can be inspected at the

exchange.

(c)

if the company being acquired is not registered under the 1940 Act but is subject to the reporting requirements of Section

13(a) or 15(d) of the 1934 Act, furnish the information that would be required by Item 17(a) of Form S-4 under the 1933 Act;

and

(d)

if the company being acquired is not registered under the 1940 Act and is not subject to the reporting requirements of either

Section 13(a) or 15(d) of the 1934 Act, furnish a brief description of: the business done by the company, including basic

identifying information such as the date and form of its organization; its investment objectives and policies; and how the

company is managed.

Item 7.

Voting Information

(a)

If proxies are to be solicited, include, where applicable, the information called for by Items 2 and 4 of Schedule 14A [17 CFR

240.14a-101] of Regulation 14A under the 1934 Act.

(b)

If the transaction is an exchange offer or if proxies are not to be solicited, include, where applicable, the information called for

by Item 2 of Schedule 14C [17 CFR 240.14c-10l] under the 1934 Act, and state the date, time and place of the meeting of the

Registration Statement Under The Securities Act Of 1933 Page 7

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