<PAGE>
<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON OCTOBER 7, 1996
SECURITIES ACT FILE NO. 2-57073
INVESTMENT COMPANY ACT FILE NO. 811-2667
________________________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [x]
PRE-EFFECTIVE AMENDMENT NO. [ ]
POST-EFFECTIVE AMENDMENT NO. 24 [x]
AND/OR
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 [x]
AMENDMENT NO. 23 [x]
------------------------
SALOMON BROTHERS CAPITAL FUND INC
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
------------------------
7 WORLD TRADE CENTER, NEW YORK, NEW YORK 10048
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (800) 725-6666
------------------------
LAWRENCE H. KAPLAN, ESQ.
SALOMON BROTHERS ASSET MANAGEMENT INC
7 WORLD TRADE CENTER, NEW YORK, NEW YORK 10048
(NAME AND ADDRESS OF AGENT FOR SERVICE)
COPY TO:
GARY S. SCHPERO, ESQ.
SIMPSON THACHER & BARTLETT
425 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
------------------------
APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING:
It is proposed that this filing will become effective:
[ ] immediately upon filing pursuant to Rule 485(b)
[ ] 60 days after filing pursuant to Rule 485(a)
[ ] 75 days after filing pursuant to Rule 485(a)
[x] on October 31, 1996 pursuant to Rule 485(b)
------------------------
THE REGISTRANT HAS PREVIOUSLY REGISTERED AN INDEFINITE NUMBER OF ITS SHARES
UNDER THE SECURITIES ACT OF 1933, AS AMENDED, PURSUANT TO RULE 24f-2 UNDER THE
INVESTMENT COMPANY ACT OF 1940, AS AMENDED. THE REGISTRANT FILED ITS RULE 24f-2
NOTICE FOR THE FISCAL YEAR ENDED DECEMBER 31, 1995 ON FEBRUARY 28, 1996.
________________________________________________________________________________
<PAGE>
<PAGE>
EXPLANATORY NOTE
The purpose of this Post-Effective Amendment is to delay the effectiveness
of Post-Effective Amendment No. 23, as filed with the Securities and Exchange
Commission under Rule 485(a) of the Securities Act of 1933 on August 9, 1996,
until October 31, 1996. The Prospectus and Statement of Additional Information
for the Registrant are incorporated by reference to Post-Effective Amendment No.
23.
<PAGE>
<PAGE>
SALOMON BROTHERS CAPITAL FUND INC
REGISTRATION STATEMENT ON FORM N-1A
CROSS REFERENCE SHEET PURSUANT TO
RULE 495(a) UNDER THE SECURITIES ACT OF 1933
<TABLE>
<CAPTION>
PART A PROSPECTUS CAPTION
- ------------------------------------------------------------------- ------------------------------------------
<C> <S> <C>
Item 1. Cover Page............................................... Cover Page
Item 2. Synopsis................................................. Summary
The Fund's Expenses
Item 3. Condensed Financial Information.......................... Financial Highlights
Performance Information
Item 4. General Description of Registrant........................ Summary; Investment Objectives and
Policies; Additional Investment
Activities and Risk Factors; Investment
Limitations
Item 5. Management of the Fund................................... Summary; Expense Information; Management;
Purchase of Shares; Back Cover
Item 5A. Management's Discussion of Performance................... Not Applicable
Item 6. Capital Stock and Other Securities....................... Multiple Pricing System; Dividends and
Distributions; Taxation; Account
Services; Capital Stock
Item 7. Purchase of Securities Being Offering.................... Multiple Pricing System; Determination of
Net Asset Value; Purchase of Shares;
Dividends and Distributions; Shareholder
Services
Item 8. Redemption or Repurchase................................. Multiple Pricing System; Redemption of
Shares; Determination of Net Asset
Value; Shareholder Services
Item 9. Pending Legal Proceedings................................ Not Applicable
<CAPTION>
STATEMENT OF ADDITIONAL
PART B INFORMATION CAPTION
- ------------------------------------------------------------------- ------------------------------------------
<C> <S> <C>
Item 10. Cover Page............................................... Cover Page
Item 11. Table of Contents........................................ Table of Contents
Item 12. General Information and History.......................... Not Applicable
Item 13. Investment Objectives and Policies....................... Additional Information on Portfolio
Instruments and Investment Policies;
Investment Limitations
Item 14. Management of the Registrant............................. Management
Item 15. Control Persons and Principal Holders of Securities...... Management; Capital Stock
Item 16. Investment Advisory and Other Services................... Management; Custodian and Transfer Agent;
Independent Accountants
Item 17. Brokerage Allocation and Other Practices................. Portfolio Transactions
Item 18. Capital Stock and Other Securities....................... Capital Stock
Item 19. Purchase, Redemption and Pricing of Securities Being
Offered................................................ Management; Net Asset Value; Additional
Purchase Information; Additional
Redemption Information
Item 20. Tax Status............................................... Additional Information Concerning Taxes
Item 21. Underwriters............................................. Management; Additional Purchase
Information
Item 22. Calculation of Performance Data.......................... Performance Data
Item 23. Financial Statements..................................... Financial Statements
</TABLE>
<PAGE>
<PAGE>
SALOMON BROTHERS CAPITAL FUND INC
PART C.
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements
Financial Statements included in Part A:
For Salomon Brothers Cash Management Fund ('Cash Management Fund'),
Salomon Brothers New York Municipal Money Market Fund ('New York
Municipal Money Market Fund'), Salomon Brothers New York Municipal Bond
Fund ('New York Municipal Bond Fund'), Salomon Brothers National
Intermediate Municipal Fund ('National Intermediate Municipal Fund'),
Salomon Brothers U.S. Government Income Fund ('U.S. Government Income
Fund'), Salomon Brothers High Yield Bond Fund ('High Yield Bond Fund'),
Salomon Brothers Strategic Bond Fund ('Strategic Bond Fund'), Salomon
Brothers Total Return Fund ('Total Return Fund'), Salomon Brothers Asia
Growth Fund ('Asia Growth Fund'), Salomon Brothers Investors Fund Inc
('Investors Fund') and Salomon Brothers Capital Fund Inc ('Capital
Fund'):
Selected Per Share Data and Ratios for the specified periods for
each Fund are presented under the heading 'Financial Highlights' in
the Prospectus
Financial Statements included in Part B:
1. For New York Municipal Money Market Fund and U.S. Treasury
Securities Money Market Fund:
<TABLE>
<C> <S>
(i) Portfolio of Investments at December 31, 1995
(ii) Statement of Assets and Liabilities at December 31, 1995
(iii) Statement of Operations for the year ended December 31, 1995
(iv) Statement of Changes in Net Assets for the years ended December 31, 1995 and 1994
(v) Financial Highlights for the years ended December 31, 1995, 1994, 1993, 1992 and 1991
(vi) Notes to Financial Statements
(vii) Report of Independent Accountants
</TABLE>
2. For Cash Management Fund, New York Municipal Bond Fund, National
Intermediate Municipal Fund, U.S. Government Income Fund, High Yield
Bond Fund, Strategic Bond Fund, Total Return Fund and Investors Fund Inc
<TABLE>
<C> <S>
(i) Portfolio of Investments at December 31, 1995
(ii) Statement of Assets and Liabilities at December 31, 1995
(iii) Statement of Operations for the year ended December 31, 1995
(iv) Statement of Changes in Net Assets for the years ended December 31, 1995 and, with
respect to the Cash Management Fund, New York Municipal Bond Fund and Investors Fund
only, 1994
(v) Statement of Cash Flows for the U.S. Government Income Fund for the period from February
22, 1995 (commencement of operations) through December 31, 1995
(vi) Notes to Financial Statements
(vii) Financial Highlights:
For Class A, B and C of Cash Management Fund and New
York Municipal Bond Fund, for the year ended December 31,
1995
For Class O of Cash Management Fund, for the years
ended December 31, 1995, 1994, 1993, 1992 and 1991
For Class O of New York Municipal Bond Fund, for the
years ended December 31, 1995 and 1994 and the period from
February 1, 1993 (commencement of investment operations)
through December 31, 1993
</TABLE>
C-1
<PAGE>
<PAGE>
<TABLE>
<C> <S>
For Class A, B, C and O of National Intermediate Fund,
U.S. Government Income Fund, High Yield Bond Fund and
Strategic Bond Fund, for the period from February 22, 1995
(commencement of investment operations) through December
31, 1995
For Class A, B, C and O of Total Return Fund, for the
period from September 11, 1995 (commencement of investment
operations) through December 31, 1995
For Class A, B, C of Investors Fund, for the year
ended December 31, 1995
For Class O of Investors Fund, for the years ended
December 31, 1995, 1994, 1993, 1992 and 1991
(viii) Report of Independent Accountants
</TABLE>
3. For Capital Fund:
<TABLE>
<C> <S>
(i) Statement of Net Assets at December 31, 1995
(ii) Statement of Operations for the year ended December 31, 1995
(iii) Statement of Changes in Net Assets for the years ended December 31, 1995 and 1994
(vi) Notes to Financial Statements
(vii) Financial Highlights for the years ended December 31, 1995, 1994, 1993, 1992, 1991, 1990,
1989, 1988, 1987 and 1986
(viii) Report of Independent Accountants
</TABLE>
(b) Exhibits:
<TABLE>
<C> <S>
Description
1(a) -- Registrant's Articles of Incorporation are incorporated by reference to Exhibit 1 of the
Registration Statement on Form S-5.
1(b) -- Registrant's Articles of Incorporation, as amended, are incorporated by reference to Exhibit 1(1) of
Amendment No. 1 to the Registration Statement on Form S-5.
1(c) -- Registrant's Articles of Incorporation, as amended, are incorporated by reference to its
Registration Statement on Form N-1A, filed for the quarter ended September 30, 1978.
1(d) -- Registrant's Articles of Incorporation, as amended, are incorporated by reference to Exhibit 1(d) of
Post-Effective No. 7 to the Registration Statement on Form N-1.
1(e) -- Registrant's Articles of Incorporation, as amended on April 24, 1989, are incorporated by reference
to Exhibit 1(e) of Post-Effective Amendment No. 13 to the Registration Statement on Form N-1A.
1(f) -- Registrant's Articles of Incorporation, as amended on April 20, 1990, are incorporated by reference
to Exhibit 1(f) of Post-Effective Amendment No. 15 to the Registration Statement on Form N-1A.
1(g) -- Form of Articles of Amendment and Restatement is incorporated by reference to Exhibit 1(g) to
Post-Effective Amendment No. 23 to the Registration Statement on Form N-1A.
2 -- Registrant's By-Laws, as amended, are incorporated by reference to Exhibit 2 of Post-Effective
Amendment No. 8 to the Registration Statement on Form N-1A.
3 -- Not applicable.
4(a) -- Specimen Certificate of Capital Stock is incorporated by reference to Exhibit 1(4)(a) of Amendment
No. 1 to the Registration Statement on Form S-5.
4(b) -- Forms of Specimen Stock Certificates for Class A, Class B, Class C and Class O of Registrant to be
filed by amendment.
5 -- Management Contract between Registrant and Salomon Brothers Asset Management Inc ('SBAM') is
incorporated by reference to Exhibit 5(b) to Amendment No. 14 to the Registration Statement on Form
N-1A.
6(a) -- Distribution Agreement between Registrant and Salomon Brothers Inc is incorporated by reference to
Exhibit 6(a) of Post-Effective Amendment No. 15 to the Registration Statement on Form N-1A.
6(b) -- Form of Distribution Agreement between Registrant and Salomon Brothers Inc ('Salomon Brothers') is
incorporated by reference to Exhibit 6(b) of Post-Effective Amendment No. 23 to the Registration
Statement on Form N-1A.
7 -- Not applicable.
</TABLE>
C-2
<PAGE>
<PAGE>
<TABLE>
<C> <S>
8(a) -- Custodian Agreement between Registrant and Boston Safe Deposit and Trust Company is incorporated by
reference to Exhibit 8 of Post-Effective Amendment No. 17 to the Registration Statement on Form N-1A.
8(b) -- Custodian Agreement between Registrant and Investors Bank & Trust Company is incorporated by
reference to Exhibit 8(b) of Post-Effective Amendment No. 23 to the Registration Statement on Form
N-1A.
9(a) -- Transfer Agency Agreement between Registrant and Boston Safe Deposit and Trust Company dated May 3,
1985 is incorporated by reference to Exhibit 9 of Post-Effective Amendment No. 10 to the Registration
Statement on Form N-1A.
9(b) -- Subadministration Agreement between SBAM and Investors Bank & Trust Company is incorporated by
reference to Exhibit 9(b) to Post-Effective Amendment No. 23 to the Registration Statement on Form
N-1A.
10 -- Opinion of Counsel as to the Legality of Securities Being Registered is incorporated by reference to
Exhibit 10 to Post-Effective Amendment No. 23 to the Registration Statement on Form N-1A.
11 -- Consent of Price Waterhouse LLP, Independent Accountants is filed herein.
12 -- Not applicable.
13(a) -- Share Purchase Agreement between Registrant and Lehman Brothers Kuhn Loeb Incorporated is
incorporated by reference to Exhibit 1(3) of Amendment No. 3 to the Registration Statement on Form
N-1.
13(b) -- Form of Share Purchase Agreement between Registrant and SBAM is incorporated by reference to Exhibit
13(b) of Post-Effective Amendment No. 23 to the Registration Statement on Form N-1A.
14(a) -- Prototype Profit Sharing and Money Purchase Pension Plan are incorporated by reference to Exhibit
14(a) of Amendment No. 5 to the Registration Statement on Form N-1.
14(b) -- Prototype Individual Retirement Account Plan is incorporated by reference to Exhibit 14(b) of
Amendment No. 5 to the Registration Statement on Form N-1.
15 -- Form of Services and Distribution Plan is incorporated by reference to Exhibit 15 of Post-Effective
Amendment No. 23 to the Registration Statement on Form N-1A.
16 -- Performance Calculations incorporated by reference to Exhibit 16 of Amendment No. 12 to the
Registration Statement on Form N-1A.
17 -- Financial Data Schedule is filed herein.
18(a) -- Form of Multiclass Plan pursuant to Rule 18f-3 under the Investment Company Act of 1940 is
incorporated by reference to Exhibit 18(a) to Post-Effective Amendment No. 23 to the Registration
Statement on Form N-1A.
18(b) -- Form of Application and Signature Card for Salomon Brothers Investment Series is incorporated by
reference to Exhibit 18(b) to Post-Effective Amendment No. 23 to the Registration Statement on Form
N-1A.
18(c) -- Powers of Attorney for Michael S. Hyland, Charles F. Barber, Andrew L. Breech, Thomas W. Brock,
Carol L. Colman, William R. Dill, Clifford M. Kirkland, Jr., Robert W. Lawless, Louis P. Mathis and
Thomas F. Schlafly are incorporated by reference to Exhibit 18(c) to Post-Effective Amendment No. 23
to the Registration Statement on Form N-1A.
</TABLE>
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
The Salomon Inc Profit Sharing Plan (the 'Plan') owns greater than 25% of
the outstanding shares of the Salomon Brothers Institutional Money Market Fund
and the Registrant, and therefore the Plan may be deemed to be a control person
of each fund. As a result, these funds may be deemed to be under common control.
ITEM 26. NUMBER OF HOLDERS OF SECURITIES
<TABLE>
<CAPTION>
NUMBER OF RECORD HOLDERS
TITLE OF CLASS AT JULY 31, 1996
- -------------------------------------------------------- ------------------------
<S> <C>
Shares of Salomon Brothers Capital Fund Inc par value
$1.00 per share....................................... 1,931
</TABLE>
C-3
<PAGE>
<PAGE>
ITEM 27. INDEMNIFICATION
Reference is made to Article Seventh of Registrant's Article of
Incorporation, Article IV of Registrant's By-Laws and Section 4 of the
Distribution Agreement.
Insofar as indemnification for liabilities arising under the Securities Act
of 1933 (the 'Securities Act') may be permitted to directors, officers and
controlling persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant understands that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities Act and is, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
the Registrant of expenses incurred or paid by a director, officer or
controlling person of the Registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling person
in connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act and will be governed by the final adjucation of such issue.
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
SBAM, an indirect wholly owned subsidiary of Salomon Inc, is an investment
adviser registered under the Investment Advisers Act of 1940 (the 'Advisers
Act') and renders investment advice to a wide variety of individual,
institutional and investment advisory clients.
The list required by this Item 28 of officers and directors of SBAM,
together with information as to any other business, profession, vocation or
employment of a substantial nature engaged in by such officers and directors
during the past two years, is incorporated by reference to Schedules A and D of
FORM ADV filed by SBAM pursuant to the Advisers Act (SEC File No. 801-32046).
ITEM 29. PRINCIPAL UNDERWRITER
(a) Salomon Brothers currently acts as distributor for, in addition to the
Registrant, Investors Fund, Salomon Brothers Opportunity Fund Inc, Salomon
Brothers Series Funds Inc, and Salomon Brothers Institutional Series Funds Inc.
(b) The information required by this Item 29 with respect to each director,
officer or partner of Salomon Brothers is incorporated by reference to Schedule
A of FORM BD filed by Salomon Brothers pursuant to the Securities Exchange Act
of 1934 (SEC File No. 8-26920).
(c) Not applicable.
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
(1) SBAM
7 World Trade Center
New York, New York 10048
(2) Investors Bank and Trust Company
89 South Street
Boston, Massachusetts 02111
(3) First Data Investor Services Group, Inc.
P.O. Box 5127
Westborough, Massachusetts 01581-5127
(records relating to its function as administrator and transfer agent)
C-4
<PAGE>
<PAGE>
ITEM 31. MANAGEMENT SERVICES
Not applicable.
ITEM 32. UNDERTAKINGS
(a) Not applicable
(b) Not applicable
(c) The Registrant hereby undertakes to furnish each person to whom a
Prospectus is delivered with a copy of the Registrant's latest Annual Report to
shareholders upon request and without charge.
C-5
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and
the Investment Company Act of 1940, as amended, the Registrant certifies that it
meets all of the requirements for effectiveness of this Post-Effective Amendment
to the Registration Statement pursuant to Rule 485(b) under the Securities Act
of 1933, as amended, and has duly caused this Post-Effective Amendment to the
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York, and State of New York, on the 4th day
of October, 1996.
SALOMON BROTHERS CAPITAL FUND INC
(Registrant)
By /S/ MICHAEL S. HYLAND
..................................
MICHAEL S. HYLAND
CHAIRMAN OF THE BOARD AND PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment to this Registration Statement has been signed
below by the following persons in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ------------------------------------------ -------------------------------------------- -------------------
<C> <S> <C>
/s/ MICHAEL S. HYLAND Chairman of the Board, President and October 4, 1996
......................................... Director (principal executive officer)
MICHAEL S. HYLAND
/s/ ALAN M. MANDEL Treasurer October 4, 1996
.........................................
ALAN M. MANDEL
/s/ * Director October 4, 1996
.........................................
CHARLES F. BARBER
/s/ * Director October 4, 1996
.........................................
ANDREW L. BREECH
/s/ * Director October 4, 1996
.........................................
THOMAS W. BROCK
/s/ * Director October 4, 1996
.........................................
CAROL L. COLMAN
/s/ * Director October 4, 1996
.........................................
WILLIAM R. DILL
/s/ * Director October 4, 1996
.........................................
CLIFFORD M. KIRTLAND, JR.
/s/ * Director October 4, 1996
.........................................
ROBERT W. LAWLESS
/s/ * Director October 4, 1996
.........................................
LOUIS P. MATTIS
</TABLE>
C-6
<PAGE>
<PAGE>
<TABLE>
<C> <S> <C>
/s/ * Director October 4, 1996
.........................................
THOMAS F. SCHLAFLY
*By: /S/ ALAN M. MANDEL October 4, 1996
.........................................
ALAN M. MANDEL
AS ATTORNEY-IN-FACT
</TABLE>
C-7
<PAGE>
<PAGE>
EXHIBIT 11
Consent of Independent Accountants
We hereby consent to the use in the Statement of Additional Information
constituting part of this Post-Effective Amendment No. 24 to the registration
statement on Form N-1A (the "Registration Statement") of our reports dated
February 16, 1996, relating to the financial statements and financial
highlights of Salomon Brothers Cash Management Fund, Salomon Brothers New
York Municipal Bond Fund, Salomon Brothers National Intermediate Municipal
Fund, Salomon Brothers U.S. Government Income Fund, Salomon Brothers High
Yield Bond Fund, Salomon Brothers Strategic Bond Fund, Salomon Brothers Total
Return Fund, Salomon Brothers New York Municipal Money Market Fund, Salomon
Brothers U.S. Treasury Securities Money Market Fund (constituting Salomon
Brothers Series Funds Inc), Salomon Brothers Investors Fund Inc and Salomon
Brothers Capital Fund Inc, which appear in such Statement of Additional
Information, and to the incorporation by reference of our reports into the
Prospectus which constitute part of this Registration Statement. We also
consent to the reference to us under the heading "Independent Accountants"
in such Statement of Additional Information and to the reference to us under
the heading "Financial Highlights" in such Prospectus.
PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, New York, 10036
October 4, 1996
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This schedule contains summary financial information
extracted from Salomon Brothers Capital Fund Inc
form N-SAR for the period ended December 31, 1995
and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<SERIES>
<NUMBER> 01
<NAME> Capital Fund Inc
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 82,493,656
<INVESTMENTS-AT-VALUE> 93,634,256
<RECEIVABLES> 3,317,815
<ASSETS-OTHER> 9,547,138
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 106,499,209
<PAYABLE-FOR-SECURITIES> 1,325,453
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,745,129
<TOTAL-LIABILITIES> 4,070,582
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 85,969,219
<SHARES-COMMON-STOCK> 5,484,823
<SHARES-COMMON-PRIOR> 5,552,511
<ACCUMULATED-NII-CURRENT> 4,470
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 5,314,347
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 11,140,591
<NET-ASSETS> 102,428,627
<DIVIDEND-INCOME> 1,378,300
<INTEREST-INCOME> 624,141
<OTHER-INCOME> 0
<EXPENSES-NET> 1,299,445
<NET-INVESTMENT-INCOME> 702,996
<REALIZED-GAINS-CURRENT> 20,581,764
<APPREC-INCREASE-CURRENT> 7,415,877
<NET-CHANGE-FROM-OPS> 28,700,637
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 698,526
<DISTRIBUTIONS-OF-GAINS> 11,082,177
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 1,609,281
<NUMBER-OF-SHARES-REDEEMED> 2,277,011
<SHARES-REINVESTED> 600,042
<NET-CHANGE-IN-ASSETS> 15,724,269
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 4,185,240
<GROSS-ADVISORY-FEES> 957,755
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 341,690
<AVERAGE-NET-ASSETS> 95,365,571
<PER-SHARE-NAV-BEGIN> 15.62
<PER-SHARE-NII> .14
<PER-SHARE-GAIN-APPREC> 5.27
<PER-SHARE-DIVIDEND> .14
<PER-SHARE-DISTRIBUTIONS> 2.22
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 18.67
<EXPENSE-RATIO> 1.36
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
<PAGE>