As filed with the Securities and Exchange Commission on May 7, 1996
Registration No. 2-34552
811-1939
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
POST-EFFECTIVE AMENDMENT NO. 36
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
AMENDMENT NO. 24
PILGRIM AMERICA INVESTMENT FUNDS, INC.
(Exact Name of Registrant as Specified in Charter)
Two Renaissance Square, 12th Floor
40 North Central Avenue, Phoenix, Arizona 85004
(Address of Principal Executive Office) (Zip Code)
Registrant's Telephone Number,
including Area Code: (602) 331-1080
James M. Hennessy, Esq.
Pilgrim America Investments, Inc.
Two Renaissance Square, 12th Floor
40 North Central Avenue, Phoenix, Arizona 85004
(Name and Address of Agent for Service of Process)
With copies to:
Jeffrey S. Puretz, Esq.
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005
It is proposed that this filing will become effective:
X Immediately upon filing pursuant to paragraph (b)
___ 60 days after filing pursuant to paragraph (a)(1)
___ 75 days after filing pursuant to paragraph (a)(2)
___ on ______________, pursuant to paragraph (b)
___ on ______________, pursuant to paragraph (a)(1)
___ on ______________, pursuant to paragraph (a)(2) of rule 485
If appropriate, check the following:
___ this post effective amendment designates a new effective date
for a previously filed post-effective amendment
Registrant has registered an indefinite number of shares of common stock
under the Securities Act of 1933 pursuant to Rule 24f-2 under the Investment
Company Act of 1940. Registrant filed its Rule 24f-2 Notice for the fiscal year
ending June 30, 1995 on August 30, 1995.
<PAGE>
CONTENTS OF AMENDMENT
This Post-Effective Amendment No. 36 to the Registration Statement of Pilgrim
America Investment Funds, Inc. is comprised of the following papers and
documents:
1. The facing sheet to register a definite number of Shares
of common stock with $0.10 par value per Share;
2. Signature pages; and
3. Exhibit 10, the opinion and consent of Dechert Price &
Rhoads, counsel to the Registrant, as to the legality of
the Shares being registered.
With the exception of the items listed above, this Post-Effective Amendment No.
36 under the Securities Act of 1933 incorporates by reference all materials
filed as part of Post-Effective Amendment No. 35 to Form N-1A for Pilgrim
America Investment Funds, Inc., File No. 2-34552.
The sole purpose of this Post-Effective Amendment No. 36 is to register a
definite of additional Shares of common stock of Pilgrim America Investment
Funds, Inc., pursuant to Rule 24e-2(a) under the Investment Company Act of 1940.
<PAGE>
Pilgrim America Investment Funds, Inc.
Fiscal Year 1996
Calculation of Registration Fee
Title of Number of Proposed Proposed Amount of
Securities Shares Maximum Maximum Registration
Being Being Offering Aggregate Fee
Registered Registered Price Per Offering
Unit Price
Pilgrim 823,935 $ 17.50 $269,888 $100*
America
MagnaCap
Fund Shares
of Common
Stock, Par
Value $0.10
Pilgrim 160,611 $ 6.69 $ 20,112
America
High Yield
Fund Shares
of Common
Stock, Par
Value $0.10
Pilgrim 984,545 $290,000 $100*
America
Investment
Funds, Inc.
Shares of
Common
Stock, Par
Value $0.10
The fee for shares to be registered by this filing have been computed on the
basis of the maximum offering price per share of Pilgrim America MagnaCap Fund
and Pilgrim America High Yield Fund in effect on April 25, 1996.
* Calculation of the proposed maximum offering price has been made pursuant to
Rule 24e-2. During the fiscal year ended June 30, 1995, Pilgrim America MagnaCap
Fund and Pilgrim America High Yield Fund redeemed $73,653,833 and $2,423,514 of
securities, respectively. During the current fiscal year, Pilgrim America
MagnaCap Fund and Pilgrim America High Yield Fund used $59,504,866 and
$1,369,139, respectively, of securities redeemed during the fiscal year ended
June 30, 1995 for a reduction pursuant to Rule 24f-2(c). Pilgrim America
MagnaCap Fund is currently registering 823,935 shares which is equal to the
remaining $14,148,967 redeemed during the fiscal year ended June 30, 1995 (which
when divided by the offering price per share on April 25, 1996 equals 808,512
shares) plus 15,422 shares. Pilgrim America High Yield Fund is currently
registering 160,611 shares which is equal to the remaining $1,054,375 redeemed
during the fiscal year ended June 30, 1995 (which when divided by the offering
price per share on April 25, 1996 equals 157,605 shares) plus 3,006 shares.
During the current fiscal year the Funds filed no other post-effective
amendments for the purpose of the reduction pursuant to Rule 24e-2(a).
<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 the requirements for effectiveness of this Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused
this Post-Effective Amendment No. 36 to the Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of
Phoenix and State of Arizona, on the 23rd day of April, 1996.
PILGRIM AMERICA INVESTMENT FUNDS, INC.
By: /s/ Robert W. Stallings
Chairman
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Amendment to the Registration Statement has been signed below by the
following persons in the capacities and on the date indicated.
Signature Title Date
Principal Executive Officer
/s/ Robert W. Stallings Chairman, President April 23, 1996
and Director
Principal Financial and
Accounting Officer
/s/ Michael J. Roland Treasurer and April 23, 1996
Principal
Accounting
Officer
Majority of Directors:
Mary A. Baldwin*
Al Burton*
Bruce S. Foerster*
Jock Patton*
*By: /s/ Robert W. Stallings April 23, 1996
Attorney-in-Fact
/s/ Robert W. Stallings April 23, 1996
<PAGE>
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned, being a duly
elected Director of Pilgrim America Investment Funds, Inc. (the "Fund"),
constitutes and appoints Robert W. Stallings, James R. Reis, James M. Hennessy,
Nancy L. Peden, Michael J. Roland, Jeffrey S. Puretz, and Paul F. Roye, and each
of them, his true and lawful attorneys-in-fact and agents with full power of
substitution and resubstitution for him in his name, place and stead, in any and
all capacities, to sign the Fund's registration statement and any and all
amendments thereto, and to file the same, with all exhibits thereto, and other
documents in connection therewith, with the Securities and Exchange Commission,
granting unto said attorneys-in-fact and agents full power and authority to do
and perform each and every act and thing requisite and necessary to be done, as
fully to all intents and purposes as he might or could do in person, hereby
ratifying and conforming all that said attorneys-in-fact and agents, or any of
them, or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.
Dated: January 30, 1996
/s/ Jock Patton
<PAGE>
Exhibit List
Exhibit No. Exhibit Name
(10) Opinion and Consent of
Dechert Price & Rhoads
DECHERT PRICE & RHOADS
1500 K Street, N.W.
Suite 500
Washington, D.C. 20005
(202) 626-3300
May 6, 1996
Pilgrim America Investment Funds, Inc.
Two Renaissance Square
40 North Central Avenue, Suite 1200
Phoenix, Arizona 85004
Dear Sirs:
As counsel for Pilgrim America Investment Funds, Inc. (the "Company"), we
are familiar with the registration of the Company under the Investment Company
Act of 1940 (File No. 811-1939) and the registration statement relating to its
shares of common stock (the "Shares") under the Securities Act of 1933 (File No.
2-34552). We also have examined such other corporate records, agreements,
documents and instruments as we deemed appropriate.
Based upon the foregoing, it is our opinion that the Shares being
registered pursuant to Post-Effective Amendment No. 36 to the Company's
Registration Statement will, when sold in accordance with the terms of the
Registration Statement and the prospectus included therein, and delivered by the
Company against receipt of the net asset value of the Shares, in accordance with
the requirements of applicable law, have been duly and validly authorized,
legally and validly issued, and are fully paid and non- assessable.
We consent to the filing of this opinion in connection with Post-Effective
Amendment No. 36 which is filed on behalf of the Company pursuant to Section
24(e) of the Investment Company Act of 1940.
Very truly yours,
/s/ Dechert Price & Rhoads
