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As filed with the Securities and Exchange Commission on April 16, 1998
FILE NO. 814-127
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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1
to
FORM N-54A
NOTIFICATION OF ELECTION TO BE SUBJECT TO
SECTIONS 55 THROUGH 65 OF THE INVESTMENT COMPANY ACT OF 1940
FILED PURSUANT TO SECTION 54(a) OF THE ACT
The undersigned business development company hereby amends its
notification of the Securities and Exchange Commission that it has elected,
pursuant to the provisions of section 54(a) of the Investment Company Act of
1940 (the "Act"), to be subject to the provisions of sections 55 through 65 of
the Act and, in connection with such notification of election, submits the
following information:
Name: BRANTLEY CAPITAL CORPORATION
Address of Principal Business Office (No. & Street, City, State, Zip Code):
20600 CHAGRIN BOULEVARD, SUITE 1150
CLEVELAND, OHIO 44122
Telephone Number (including area code): (216) 283-4800
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Name and address of agent for service of process: Copy to:
ROBERT P. PINKAS, CHAIRMAN AND CHIEF EXECUTIVE OFFICER STEVEN B. BOEHM, ESQUIRE
BRANTLEY CAPITAL MANAGEMENT, L.L.C. SUTHERLAND, ASBILL & BRENNAN LLP
20600 CHAGRIN BOULEVARD, SUITE 1150 1275 PENNSYLVANIA AVENUE, N.W.
CLEVELAND, OHIO 44122 WASHINGTON, D.C. 20004-2415
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Check one of the following:
[x] The company has filed a registration statement for a class of equity
securities pursuant to section 12 of the Securities Exchange Act of 1934. Give
the file number of the registration statement or, if the file number is unknown
or has not yet been assigned, give the date on which the registration statement
was filed: 0-21251
[ ] The company is relying on rule 12g-2 under the Securities Exchange Act of
1934 in lieu of filing a registration statement for a class of equity securities
under that Act.
The file number of the registration as an investment company pursuant
to section 8(a) of the Act, if any, of the company: 811-7895
The file number of the registration as an investment company pursuant
to section 8(a) of the Act, if any, of any subsidiary of the company:
(Not applicable)
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The undersigned company certifies that it is a closed-end
company organized under the laws of Maryland and with its principal place of
business in Ohio; that it will be operated for the purpose of making investments
in securities described in sections 55(a)(1) through (3) of the Investment
Company Act of 1940; and that it will make available significant managerial
assistance with respect to issuers of such securities to the extent required by
the Act.
Pursuant to the requirements of the Act, the undersigned
company has caused this amended notification of election to be subject to
sections 55 through 65 of the Investment Company Act of 1940 to be duly signed
on its behalf in the City of Shaker Heights and State of Ohio on the 16th day of
April, 1998.
[SEAL] BRANTLEY CAPITAL CORPORATION
By: /s/ Robert P. Pinkas
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Robert P. Pinkas
Chairman and Chief Executive Officer
Attest: /s/ Tab A. Keplinger
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Tab A. Keplinger
Vice President and Chief Financial Officer
