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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C, 20549
AMENDEMENT NO. 1 TO FORM SB-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
INTERCONTINENTAL CAPITAL & INVESTMENT FUND INC.
(Exact name of registrant as specified in its charter)
TEXAS 6159
(State or other jurisdiction (Primary Standard Industrial
of incorporation or organization) Classification Code Number)
75-2784245
( Employer Identification Number)
P. O., BOX 15155, FORT WORTH, TX 76119 (817) 534-7305
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices
BONIFACE SULEMAN ODIODIO
P. O., BOX 15155, FORT WORTH, TX 76119 (817) 534-7305
(Name, address, including zip code, tend telephone number, including area code,
of agent for service)
JULY 1ST 1999
________________________________________________________________
(Approximate date of commencement of proposed sale to the public)
If this form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, Please check the following box and
list the Securities Act registration statement number of the earlier effective
registration statement for the same offering [ ]
If this form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act, Please check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering [ ]
If this form is a post-effective amendment filed pursuant to Rule 462(d) under
the Securities Act, Please check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering [ ]
If delivery of the prospectus is expected to be made pursuant to Rule 434,
check the following box [ ]
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CALCULATION OF REGISTRATION FEE
CALCULATION OF REGISTRATION FEE
Title of Each Class Amount Offering Proposed Maximum
of Securities to to be Price Aggregate Amount of
be Registered Registered Per Unit Offering Price Registration Fee
<S> <C> <C> <C> <C>
Corporate Bond Series 1 5,000 $1,000.00 $ 5,000,000.00 $ 1,475.00
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