WALNUT FUNDS INC
N-54C, 1999-11-01
CONSUMER CREDIT REPORTING, COLLECTION AGENCIES
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-54C

                     NOTIFICATION OF WITHDRAWAL OF ELECTION
                   TO BE SUBJECT TO SECTIONS 55 THROUGH 65 OF
                       THE INVESTMENT COMPANY ACT OF 1940
                         FILED PURSUANT TO SECTION 54(c)
                      OF THE INVESTMENT COMPANY ACT OF 1940

                  The undersigned  business  development company hereby notifies
the  Securities  and Exchange  Commission  that it withdraws  its election to be
subject to  sections  55 through 65 of the  Investment  Company Act of 1940 (the
"Act"),  pursuant  to  the  provisions  of  section  54(c)  of the  Act,  and in
connection  with such notice of  withdrawal  of election  submits the  following
information:

                               WALNUT FUNDS, INC.
                       ----------------------------------
                                     (Name)

                     8000 Towers Crescent Drive, Suite 1070
                             Vienna, Virginia 22182
                                -----------------
                      Address of Principal Business Office
                      (No. & Street, City, State, Zip Code)

                                 (703) 448-3771
                        ---------------------------------
                     (Telephone Number, including area code)

                               0-23205; 814-00155
                       ----------------------------------
             (File number under the Securities Exchange Act of 1934)

Basis for filing the notification of withdrawal:

                  On November 1, 1999, Walnut Funds, Inc. merged into THCG, LLC,
a subsidiary  of Tower Hill  Securities,  Inc.  THCG,  LLC is excluded  from the
definition of an investment company by section 3(c)(1) of the Act.

                                    SIGNATURE

                  Pursuant  to the  requirements  of the  Act,  the  undersigned
company has caused this  notification of withdrawal of election to be subject to
sections 55 through 65 of the Act to be duly signed on its behalf in the city of
Vienna and State of Virginia on the 1st day of November, 1999.

                                            WALNUT FUNDS, INC.


                                            By: /s/ Joel S. Kanter
                                               -------------------
                                            Name:  Joel S. Kanter

                                            Title: President

Attest:

/s/ Karyn Doerfler
- ----------------------
Name:   Karyn Doerfler
Title:  Attorney




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