MATTHEW 25 FUND, INC.
605 Cloverly Ave.
Jenkintown, PA 19046
215-884-4458
888-M25-FUND
PROSPECTUS August 26, 1996
The Fund & Investment Objective
Matthew 25 Fund, Inc. ("the Fund") is an open-end non-diversified management in-
vestment company that seeks capital appreciation through investment in the com-
mon stocks and/or securities convertible into common stocks. Criteria used by
the Adviser will be based on the Business Economics, Management Quality, Finan-
cial Condition and Stock Price of each business. Current income from these in-
vestments will be a subordinate consideration.
Fund Share Purchase
Capital shares of the Fund may only be purchased directly from the Fund at net
asset value as next determined after receipt of order. The Board of Directors
has established $1,000 as the minimum initial purchase and $100 for subsequent
purchases.
Additional Information
This Prospectus, which should be held for future reference, is designed to set
forth concisely the information that you should know before you invest. A
"Statement of Additional Information" containing more information about the Fund
has been filed with the Securities and Exchange Commission. Such Statement is
dated August 26, 1996 and has been incorporated by reference into the Prospec-
tus. A copy of the Statement may be obtained without charge, by writing to the
Fund or by calling the telephone number shown above.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED
BY THE SECURITIES AND EXCHANGE COMMISSION, NOR HAS THE
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF
THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
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FUND EXPENSES
The following illustrates all expenses and fees that a shareholder of the Mat-
thew 25 Fund will incur. The expenses and fees set forth below are for the 1995
fiscal year.
Shareholder Transaction Expenses:
Sales Load Imposed on Purchases None
Sales Load Imposed on Reinvested Dividends None
Redemption Fees None
Exchange Fees None
IRA Trustee Fees None
Annualized Fund Operating Expenses:
Management Fees 1.0%
12b-1 Fees None
Other Expenses 1.0%
Total Operating Expenses 2.0%
The following table is given to assist investors in understanding the various
costs and expenses that an investor in the Fund will bear directly and indirect-
ly. It illustrates the expenses paid on a $1,000 investment over various time
periods assuming a) 5% annual rate of return and b) redemption at the end of
each time period. This example should not be considered a representation of
past or future expenses or performance. Actual expenses may be greater or less
than those shown.
1 Year 3 Years 5 Years 10 Years
$20 $63 $111 $252
THE FUND
MATTHEW 25 FUND, INC. (also referred to as the "Fund") was incorporated in Penn-
sylvania on August 28, 1995. The Fund's registered office is in Jenkintown, PA:
mail may be addressed to 605 Cloverly Avenue Jenkintown, PA 19046.
OBJECTIVES AND POLICIES
Objective: Matthew 25 Fund, Inc. ("the Fund") is an open-end, non-diversified
management investment company that seeks capital appreciation through investment
in the common stocks and/or securities convertible into common stocks. Crite-
ria used by the Adviser will be based on the Business Economics, Management Qua-
lity, Financial Condition and Stock Price of each business. Current income from
these investments will be a subordinate consideration.
Risks associated with the Fund's performance will be those due to broad market
declines and business risks from difficulties which occur to particular compan-
ies while in the Fund's portfolio. It must be realized, as is true of almost
all securities, there can be no assurance that the Fund will obtain its ongoing
objective of capital appreciation.
Security Selection Criteria: Criteria used by the Adviser in recommending pur-
chases of securities will be based on the Business Economics, Management Quali-
ty, Financial Condition and Security Price of each business.
2
Portfolio Turnover Policy: The Fund does not propose to purchase securities for
short term trading in the ordinary course of operations. Accordingly, it is ex-
pected that the annual turnover rate will not exceed 50%, wherein turnover is
computed by dividing the lesser of the Fund's total purchases or sales of secu-
rities within the period by the average monthly portfolio value of the Fund dur-
ing such period. There may be times when management deems it advisable to sub-
stantially alter the composition of the portfolio, in which event, the portfolio
turnover rate might substantially exceed 50%; this would only result from spe-
cial circumstances and not from the Fund's normal operations.
Non-diversification Policy: The Fund is classified as being non-diversified
which means that it may invest a relatively high percentage of its assets in the
obligations of a limited number of issues. The Fund, therefore, may be more
susceptible than a more widely diversified fund to any single economic, politi-
cal, or regulatory occurrence. The policy of the Fund, in the hope of achiev-
ing its objective as stated above, is, therefore, one of selective investments
rather than broad diversification. The Fund seeks only enough diversification
for adequate representation among what it considers to be the best performing
securities and to maintain its federal non-taxable status under Sub-Chapter M of
the Internal Revenue Code (see next paragraph).
TAX STATUS
Under provisions of Sub-Chapter M of the Internal Revenue Code of 1954 as amend-
ed, the Fund, by paying out substantially all of its investment income and rea-
lized capital gains, has been and intends to continue to be relieved of federal
income tax on the amounts distributed to shareholders. In order to qualify as
a "regulated investment company" under Sub-Chapter M, at least 90% of the Fund's
income must be derived from dividends, interest and gains from securities trans-
actions, no more than 30% of the Fund's profits may be derived from sales of se-
curities held less than three months, and no more than 50% of the Fund's assets
may be in security holdings that exceed 5% of the total assets of the Fund at
the time of purchase.
Distribution of any net long term capital gains realized by the Fund in 1996
will be taxable to the shareholder as long term capital gains, regardless of the
length of time Fund shares have been held by the investor. All income realized
by the Fund, including short term capital gains, will be taxable to the share-
holder as ordinary income. Dividends from net income will be made annually or
more frequently at the discretion of the Fund's Board of Directors. Dividends
received shortly after purchase of shares by an investor will have the effect of
reducing the per share net asset value of his shares by the amount of such divi-
dends or distributions and, although in effect a return of capital, are subject
to federal income taxes.
The Fund is required by federal law to withhold 31% of reportable payments
(which may include dividends, capital gains, distributions and redemptions) paid
to shareholders who have not complied with IRS regulations. In order to avoid
this withholding requirement, you must certify on a W-9 tax form supplied by
the Fund that your Social Security or Taxpayer Identification Number provided is
correct and that you are not currently subject to back-up withholding, or that
you are exempt from back-up withholding.
INVESTMENT RESTRICTIONS
By-laws of the Fund provide the following fundamental investment restrictions;
The Fund may not, except by the approval of a majority of the outstanding
shares; i.e. a) 67% or more of the voting securities present at a duly called
3
meeting, if the holders of more than 50% of the outstanding voting securities
are present or represented by proxy, or b) of more than 50% of the outstanding
voting securities, whichever is less:
(a) Act as underwriter for securities of other issuers except insofar as the
Fund may be deemed an underwriter in selling its own portfolio securities.
(b) Borrow money or purchase securities on margin, but may obtain such short
term credit as may be necessary for clearance of purchases and sales of se-
curities for temporary or emergency purposes in an amount not exceeding 5%
of the value of its total assets.
(c) Sell securities short.
(d) Invest in securities of other investment companies except as part of a mer-
ger, consolidation , or purchase of assets approved by the Fund's share-
holders.
(e) Invest over 25% of its assets at the time of purchase in any one industry.
(f) Make investments in commodities, commodity contracts or real estate although
the Fund may purchase and sell securities of companies which deal in real
estate or interests therein.
(g) Make loans. The purchase of a portion of a readily marketable issue of pub-
licly distributed bonds, debentures or other debt securities will not be
considered the making of a loan.
(h) Acquire more than 10% of the securities of any class of another issuer,
treating all preferred securities of an issuer as a single class and all
debt securities as a single class, or acquire more than 10% of the voting
securities of another issuer.
(i) Invest in companies for the purpose of acquiring control.
(j) The Fund may not purchase or retain securities of any issuer if those offi-
cers and directors of the Fund or its Investment Adviser owning individual-
ly more than 1/2 of 1% of any class of security or collectively own more
than 5% of such class of securities of such issuer.
(k) Pledge, mortgage or hypothecate any of its assets.
(l) Invest in securities which may be subject to registration under the Securi-
ties Act of 1933 prior to sale to the public or which are not at the time of
purchase readily salable.
(m) Invest more than 5% of the total Fund assets, taken at market value at the
time of purchase, in securities of companies with less than three years'
continuous operation, including the operations of any predecessor.
(n) Issue senior securities.
INVESTMENT ADVISER
The Matthew 25 Management Corp. is a Pennsylvania corporation that acts as an
Investment Adviser to the Fund. Mr. Mark Mulholland established the company in
April 1995 and is the sole owner, director and officer of the Investment Adviser
and president of the Fund. He has direct responsibility for day to day manage-
ment of the Fund's portfolio registered with the Securities and Exchange Commis-
sion. Mark Mulholland has a B.A. in Economics from Lafayette College and became
an account executive who started his career with Advest Inc. on February 14,
1983. He moved to Paine Webber Inc. in 1988. He currently has built his prac-
tice to manage over $80,000,000 in assets for about 800 clients. He reached a
threshold where he desired to apply his expertise towards managing a public no-
load mutual fund. He approached the management of the Valley Forge Fund, Inc.
and solicited their support to this end. He wanted a Fund structured essentially
identical to the Valley Forge Fund, Inc. except that he wished to place more em-
phasis in the pursuit of long-term capital gains. The Matthew 25 Fund, Inc. was
formed by Bernard Klawans, for Mark Mulholland. Mr. Klawans used Valley Forge
Fund's Officers, Board of Directors, Investment Adviser, with the intent to have
Mr. Mulholland form his own Investment Adviser concern and select his own Board
of Directors when he was prepared to leave Paine Webber and operate the Fund. On
4
July 8, 1996 the first meeting of shareholders was held to permit Mark Mulhol-
land's Investment Advisory company to begin its duties as Adviser to the Matthew
25 Fund, Inc. and installed a new Board of Directors to oversee operations with
the complete cooperation and support of all Valley Forge Fund associated person-
nel. Mr. Klawans has received $500 for his past services plus support services
through the Fund's first year of operation. The Valley Forge Management Corp.
received its contractual management fee and the Valley Forge Fund Directors,
with the exception of Mr. Klawans, received $99 for each Matthew 25 Fund, Inc.
Directors meeting they attended from either the Matthew 25 Fund or the Matthew
25 Management Corp. There have been no other financial arrangements or benefits
including services and / or "soft dollars" since the start of the filing process
in January 1996.
This new Advisory Agreement will continue on a year to year basis provided that
approval is voted at least annually by specific approval of the Board of Direc-
tors of the Fund or by vote of the holders of a majority of the outstanding vot-
ing securities of the Fund, but, in either event, it must also be approved by a
majority of the directors of the Fund who are neither parties to the agreement
nor interested persons as defined in the Investment Company Act of 1940 at a
meeting called for the purpose of voting on such approval. Under the Agreement,
the Matthew 25 Management Corp., the Adviser, will have full discretion and re-
sponsibility for the investment decisions in the Fund. The Agreement may be
terminated at any time, without the payment of any penalty, by the Board of Di-
rectors or by vote of a majority of the outstanding voting securities of the
Fund on not more than 60 days written notice to the Matthew 25 Management Corp.
In the event of its assignment, the Agreement will terminate automatically. Ul-
timate decisions as to the investment policy and as to individual purchases and
sales of securities are made by the Fund's officers and directors. For these
services the Fund has agreed to pay to Matthew 25 Management Corp. a fee of 1%
per year on the net assets of the Fund. All fees are computed on the average
daily closing net asset value of the Fund and are payable monthly. The fee is
higher than the fee paid by most other funds. Not withstanding, the Investment
Adviser would forgo sufficient fees to hold the total expenses of the Fund to
less than 2.0% of the first $10 million in averaged assets and 1.5% of the next
$20 million. These ratios were selected by the Board of Directors because they
are believed to meet the most restrictive state requirements.
Pursuant to its contract with the Fund, the Investment Adviser is required to
render research, statistical, and Advisory services to the Fund; to make speci-
fic recommendations based on the Fund's investment requirements; and to pay the
salaries of those of the Funds employees who may be officers or directors or em-
ployees of the Investment Adviser. Fees, if any, of the custodian, registrar
transfer agents shall be paid by the Fund. The Fund pays all other expenses,
including fees and expenses of directors not affiliated with the Adviser; legal
and accounting fees; interest, taxes and brokerage commissions, recordkeeping
and the expense of operating its offices. The Investment Adviser has paid the
initial organizational costs of the Fund and will reimburse the Fund for any and
all losses incurred because of purchase reneges.
OFFICERS AND DIRECTORS OF THE FUND
Officers and Directors of the Fund, together with their addresses, principal oc-
cupations during the past five years and their ownership of the Fund are as fol-
lows:
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Principal Occupation Fund Shares Percent
Name Age Past Five Years Owned 6/3/96 of class
Steven D. Buck 36 Partner Stevens & Lee 0 0.00%
Esq. Reading, PA
Dr.Philip J. Cinelli 36 Physician Family Practice 0 0.00%
D.O. Bangor, PA
Samuel B. Clement 38 Stockbroker Legg Mason 0 0.00%
Bryn Mawr, PA
Linda Guendelsberger 36 Partner Fishbein & Co P.C. 0 0.00%
CPA Elkins Park, PA
Mark Mulholland* 36 Stockbroker Paine Webber 42,516.150** 99.78%
Jenkintown, PA
Scott A. Satell 34 Partner BPI 0 0.00%
Manufacture's Rep Bala Cynwyd, PA
* Director of the Fund who would be considered "interested persons" as defined
by the Investment Company Act of 1940. Mark Mulholland will be an interested
person insofar as he is President and owner of the Fund's Investment Adviser.
** Mark Mulholland owns his stock jointly with his wife Ann Mulholland.
REMUNERATION OF DIRECTORS AND OFFICERS
The Fund does not intend to pay fees to the directors until such time that the
Fund's assets exceed $2,500,000.00, although the Fund will reimburse directors
for their expenses.There has been no payments made to this Board as of the date
of this filing. The previous Directors had received fees totaling $1,881, as of
July 8, 1996, of this amount $693 was paid by the Fund and $1,188 was paid by
Matthew 25 Management Corp. The Fund intends to pay Independent Directors $50
plus expenses per meeting, as long as the Fund's Assets exceed the threshold.
Mark Mulholland will receive benefit from the investment advisory fees payable
to Matthew 25 Management Corp. and therefore will not be eligible to receive di-
rectors fees as long as his firm acts as the Investment Adviser.
CAPITALIZATION
Description of Common Stock: The authorized capitalization of the Fund consists
of 1,500,000 shares of common stock of $0.01 par value per share. Each share
has equal dividend, distribution and liquidation rights. There are no conver-
sion or pre-emptive rights applicable to any shares of the Fund. All shares
issued are fully paid and non-accessible.
Voting Rights: Each holder of common stocks has one vote for each share held
and fractional shares will have an equivalent fractional vote. Voting rights
are non-cumulative, which means that the holders of a majority of shares of com-
mon stock can elect all directors of the Fund if they so choose, and the holders
of the remaining shares will not be able to elect any person as a director.
Major Shareholders: Mark and Ann M. Mulholland as of the date of this Prospec-
tus own 99.78 % of the outstanding shares in a Joint Tenancy account.
PURCHASE OF SHARES AND REINVESTMENTS
The offering price of the shares offered by the Fund is at the Net Asset Value
per share ( "NAV" ) next determined after receipt of the purchase order by the
6
Fund. The NAV of the Fund's shares is determined as of the close of business of
the New York Stock Exchange on each business day of which that Exchange is open.
The price is determined by dividing the value of its securities, plus any cash
and other assets less all liabilities, excluding capital surplus, by the number
of shares outstanding. For further explanation on how NAV is computed see de-
scription under the caption "PRICING OF SHARES" in this Prospectus. The Fund
reserves the right, at its sole discretion, to terminate the offering of its
shares made by this Prospectus at any time and to reject purchase applications
when, in the judgment of management such termination or rejection is in the best
interests of the Fund.
Initial Investments: Initial purchase of shares of the Fund may be made only by
application submitted to the Fund. For the convenience of investors, a Share
Purchase Application form is provided with this Prospectus. The minimum initial
purchase of shares is $1,000 which is due and payable 3 business days after the
purchase date. Less may be accepted under especial circumstances. The Fund
will be initially registered in Pennsylvania and therefore restricted to Penn-
sylvania residents at the time of purchase. There will be no solicitation of
out of the state of Pennsylvania potential shareholders until registration under
the Blue Sky laws of the state of residence have been met.
Subsequent Purchases: Subsequent purchases may be made by mail or by phone and
are due and payable three business days after the purchase date. The minimum is
$100, but less may be accepted under especial circumstances.
Reinvestments: The Fund will automatically retain and reinvest dividends & cap-
ital gains distributions and use same for the purchase of additional shares for
the shareholder at net asset value as of the close of business on the distribu-
tion date. A Shareholder may at any time by letter or forms supplied by the
Fund direct the Fund to pay dividends and/or capital gains distributions, if
any, to such shareholder in cash.
Fractional Shares: Shares will be issued to three decimal places as purchased
from the fund. The fund will maintain an account for each shareholder of shares
for which no certificates have been issued.
RETIREMENT PLANS
Individual Retirement Account: Persons who earn compensation and are not active
participants (and who do not have a spouse who is an active participant) in an
employee maintained retirement plan may establish Individual Retirement Accounts
(IRA) using Fund shares. Annual contributions, limited to the lesser of $2,000
or 100% of compensation, are tax deductible from gross income. This IRA deduc-
tion is also retained for individual taxpayers and married couples with adjusted
gross incomes within certain specified limits. All individuals may make nonde-
ductible IRA contributions to separate accounts to the extent that they are not
eligible for a deductible contribution.
Earnings under the IRA are reinvested and are tax-deferred until withdrawals be-
gin. The maximum annual contribution may be increased to $2,250 if you have a
spouse who earns no compensation during the taxable year. A separate and inde-
pendent Spousal IRA must be maintained.
You may begin to make non-penalty withdrawals as early as age 59 1/2 or as late
as age 70 1/2. In the event of death or disability, withdrawals may be made be-
fore age 59 1/2 without penalty.
7
A Disclosure Statement is required by U.S. Treasury Regulations. This Statement
describes the general provisions of the IRA and is forwarded to all prospective
IRA's. There is no charge to open and maintain a Matthew 25 Fund IRA. This
policy may be changed by the Board of Directors if they deem it to be in the
best interests of all shareholders. All IRA's may be revoked within 7 days of
their establishment with no penalty.
PRICING OF SHARES
The Net Asset Value of the Fund's shares is determined as of the close of busi-
ness of the New York Stock Exchange on each business day of which that Exchange
is open (presently 4:00 p.m.) Monday through Friday exclusive of Washington's
Birthday, Good Friday, Memorial Day, July 4th, Labor Day, Thanksgiving, Christ-
mas & New Year's Day. The price is determined by dividing the value of its se-
curities, plus any cash and other assets less all liabilities, excluding capital
surplus, by the number of shares outstanding. The market value of securities
listed on a national exchange is determined to be the last recent sales price on
such exchange. Listed securities that have not recently traded and over-the-
counter securities are valued at the last bid price in such market.
Short term paper (debt obligations that mature in less than 60 days) are valued
at amortized cost which approximates market value. Other assets are valued at
fair market value. Other assets are valued at fair value as determined in good
faith by the Fund's officers.
REDEMPTION OF SHARES
The Fund will redeem all or any part of the shares of any shareholder who ten-
ders a request for redemption (if certificates have not been issued) or certifi-
cates with respect to shares for which certificates have been issued. In either
case, proper endorsements guaranteed either by a national bank or a member firm
of the New York Stock Exchange will be required unless the shareholder is known
to management. The redemption price is the net asset value per share next de-
termined after notice is received by the Fund for redemption of shares. The
proceeds received by the shareholder may be more or less than his cost of such
shares, depending upon the net asset value per share at the time of redemption
and the difference should be treated by the shareholder as a capital gain or
loss for federal income tax purposes.
Payment by the Fund will ordinarily be made within three business days after
tender. The Fund may suspend the right of redemption or postpone the date of
payment if: The New York Stock Exchange is closed for other than customary week-
end or holiday closings, or when trading on the New York Stock Exchange is re-
stricted as determined by the Securities and Exchange Commission or when the
Securities and Exchange Commission has determined that an emergency exists, mak-
ing disposal of fund securities or valuation of net assets not reasonably prac-
ticable. The Fund intends to make payments in cash, however, the Fund reserves
the right to make payments in kind.
BROKERAGE
The Fund requires all brokers to effect transactions of portfolio securities in
such a manner as to get prompt execution of the orders at the most favorable
price. The Fund will place all orders for purchases and sales of its portfolio
securities through the Fund's President who is answerable to the Fund's Board of
Directors. In accordance with Rule 17e-1 of the Investment Company Act of 1940,
if the Fund's President is also a registered representative of a New York Stock
Exchange or NASDAQ Member Firm, he may place orders through his concern at as
low commission rates as possible but never to exceed rates that are higher than
8
would be available through any other national brokerage firm. The Directors
will review each transaction when a commission is generated at a brokerage firm
which is affiliated with the Fund's President or Adviser and determine if the
commission paid appears reasonable. In the event that the Board determines that
any or all of the commissions paid are higher than what they determine as rea-
sonable, then the Board will reduce the fees paid to the Adviser by an amount e-
qual to the commissions deemed unreasonable. This review must be done at least
quarterly. The Fund's President may select other brokers who in addition to
meeting the primary requirements of execution and price, have furnished statist-
ical or other factual information and services, which, in the opinion of manage-
ment, are helpful or necessary to the Fund's normal operations. No effort will
be made in any given circumstances to determine the value of these services or
the amount they might have reduced Adviser expenses.
Other than as set forth above, the Fund has no fixed policy, formula, method or
criteria which it uses in allocating brokerage business to brokers furnishing
these materials and services. The Board of Directors will evaluate and review
the reasonableness of brokerage commissions paid to brokers not affiliated with
the President or Adviser at least semiannually.
MANAGEMENT OF THE FUND
Shareholders will meet annually to elect all members of the Board of Directors,
select an independent auditor, and vote on any other items deemed pertinent by
the incumbent Board. The Fund intends to hold Annual Meetings within 90 days of
the Fund's Fiscal Year End, December 31st. Actual times and places will be an-
nounced. The Directors are in turn responsible for determining that the Fund
operates in accordance with its stated objectives, policies, and investment re-
strictions. The Board appoints officers to run the Fund and selects an Invest-
ment Adviser to provide investment advice (See Investment Adviser, pg. 4). It
meets four times a year to review Fund progress and status. In addition, a non-
interested Director performs an independent audit whenever requested by the
Board.
CUSTODIAN & TRANSFER AGENT
The Fund acts as its own custodian and transfer agent.
REPORTS TO SHAREHOLDERS
The Fund sends all shareholders annual reports containing certified financial
statements and other periodic reports, at least semiannually, containing unau-
dited financial statements.
AUDITORS
Landsburg, Platt, Reschiatore & Dalton, Certified Public Accountants, Philadel-
phia, PA. have been selected as the independent accountant and auditor of the
Fund. Landsburg, Platt, Reschiatore & Dalton has no direct or indirect financial
interest in the Fund or the Adviser.
LITIGATION
As of the date of this prospectus, there was no pending or threatened litigation
involving the Fund in any capacity whatsoever.
9
ADDITIONAL INFORMATION
This Prospectus omits certain information contained in the registration state-
ment on file with the Securities & Exchange Commission. The registration state-
ment may be inspected without charge at the principal office of the Commission
in Washington, D.C. and copies of all or part thereof may be obtained upon pay-
ment of the fee prescribed by the Commission. Shareholders may also direct in-
quiries to the Fund by phone or at the address given on pg 1 of this Prospectus.
10
SHARE PURCHASE APPLICATION
A) Please fill out one of the following four types of accounts:
1) Individual Accounts ****
______________________ __ ____________________ ______________________
First Name MI Last Name Social Security Number
2) Joint Accounts ****
______________________ __ ____________________ ______________________
First Name MI Last Name Social Security Number
______________________ __ _____________________ _______________________
First Name MI Last Name Social Security Number
3) Custodial Accounts ****
______________________ __ ____________________
Custodian's First Name MI Custodian's Last Name
______________________ __ ____________________ ______________________
Minor's First Name MI Minor's Last Name Minor's
Social Security Number
4) All Other Accounts ****
___________________________________________ __________________________
Name of account. Tax Identification Number
___________________________________________
(Use this second line if you need it)
B) Biographical and other information about the new account:
Full Address:
Number & Street ___________________________________________________
City__________________________ St____ Zip________________________
Citizen of____________________ Home Phone_____________ Bus Phone______________
Dividend Direction: Reinvest all distributions_________ Pay in Cash__________
Signature of Owner, Trustee or Custodian: ___________________________________
Signature of Joint Owner (if joint account): ___________________________________
Please make check payable to: MATTHEW 25 FUND, INC.
Amount of Investment Attached $______________ (Minimum initial purchase $1,000)
All applications are accepted in Pennsylvania and under Pennsylvania laws.
11
FORM W-9
(March 1994)
Department of Treasury
Internal Revenue Service
PAYER'S REQUEST FOR TAXPAYER
IDENTIFICATION NUMBER
Name as shown on account (if joint account, give name corresponding to TIN)
_________________________________________________
Street Address
_________________________________________________
City, State & Zip Code
_________________________________________________
Part 1.- Taxpayer Identification Number Part 2. - Backup Withholding
Social Security Number ______________________ Check if you are NOT subject
to backup withholding under
or the provisions of section
3406(a) (1) (C) of the In-
Employer ID Number ______________________ ternal Revenue Code ________
Certification - Under the penalty of perjury, I certify that the information
provided on this form is true, correct and complete.
Signature ___________________________________ Date _______________________
12
INVESTMENT ADVISER PROSPECTUS
MATTHEW 25 MANAGEMENT CO. MATTHEW 25 FUND, INC.
605 CLOVERLY AVE. 605 CLOVERLY AVE.
JENKINTOWN, PA 19046 JENKINTOWN, PA 19046
215-884-4458
888-M25-FUND
August 26, 1996
TABLE OF CONTENTS
Fund Expenses .................... 2 The Fund seeks capital appreciation
Condensed Financial Information .. 2 through investment in common stocks
The Fund ......................... 2 & securities convertible into com-
Objective & Policies mon stocks in the pursuit of capi-
Objective ...................... 2 tal gains. Current income from in-
Investment Policies ............ 2 vestments is a subordinate consi-
Portfolio Turnover Policy ...... 3 deration.
Nondiversification Policy ...... 3
Tax Status ....................... 3
Investment Restrictions .......... 4
Investment Adviser ............... 4
Officers & Directors of the Fund . 5
Remuneration of Officers/Directors 6
Capitalization
Description of Common Stock .... 6
Voting Rights .................. 6
Purchase of Shares - Reinvestment
Initial Investments ............ 7
Subsequent Purchases ........... 7
Reinvestments .................. 7
Whole Shares ................... 7
Retirement Plans
IRA ............................ 7
Pricing of Shares ................ 8
Redemption of Shares ............. 8
Brokerage ........................ 8
Management of the Fund ........... 9
Custodian & Transfer Agent ....... 9
Reports to Shareholders .......... 9
Auditors ......................... 9
Litigation ....................... 9
Additional Information ...........10
Share Purchase Application ...... 11
W-9 ............................. 12