As filed with Securities and Exchange Commission on September 17, 1999
1933 Act Registration No. 02-23727
1940 Act Registration No. 811-1311
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. 60 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 21
(Check appropriate box or boxes)
MATHERS FUND, INC.
(Exact Name of Registrant as Specified in Charter)
100 Corporate North
Bannockburn, Illinois 60015
(Address of Principal Executive Officers) (Zip Code)
Registrant's Telephone Number, including Area Code (847) 295-7400
Andrew H. Shaw
Sidley & Austin
One First National Plaza
Chicago, Illinois 60603
(Name and Address of Agent for Service)
Copies to:
Bruce N. Alpert James E. McKee, Esq.
Gabelli Funds, LLC Gabelli Funds, LLC
One Corporate Center One Corporate Center
Rye, New York 10580-1434 Rye, New York 10580-1434
It is proposed that this filing will become effective (check appropriate box)
______ immediately upon filing pursuant to paragraph (b)
X on October 1, 1999 pursuant to paragraph (b)*
______ 60 days after filing pursuant to paragraph (a) on (date)
______ pursuant to paragraph (a) of rule 485
If appropriate, check the following box:
X This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
* This post-effective amendment is being filed pursuant to Rule
485(b)(1)(iii) for the sole purpose of designating a new effective date for
post-effective amendment No. 59 which was filed pursuant to Rule 485(a)
under the Securities Act of 1933, as amended, on July 22, 1999. The new
effective date is no earlier than the effective date designated in the
previously filed amendment under paragraph (a) of Rule 485 and is no later
than 30 days after that date. Accordingly, post-effective amendment No. 59
is incorporated herein by reference in its entirety.
<PAGE>
SIGNATURES
The Registrant represents that this amendment is filed solely for one or
more of the purposes specified in paragraph (b)(1) of Rule 485 and that no
material event requiring disclosure in the prospectus, other than one listed in
paragraph (b)(1) of Rule 485 or one for which the Commission has approved a
filing under paragraph (b)(1)(vii) of Rule 485, has occurred since the latest
of: (i) the effective date of the registrant's registration statement; (ii) the
effective date of the registrant's most recent post-effective amendment to its
registration statement which included a prospectus; or (iii) the filing date of
a post-effective amendment filed under paragraph (a) of Rule 485 which has not
become effective. The Registrant represents that this amendment meets all the
requirements for effectiveness under paragraph (b) of Rule 485.
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this amendment to
the Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in Bannockburn, Illinois, on the 17th day of
September, 1999.
MATHERS FUND, INC.
By /s/ Henry G. Van der Eb, Jr.
Henry G. Van der Eb, Jr.
Chairman
Pursuant to the requirements of the Securities Act of 1933, this amendment
to the Registration Statement has been signed below on September 17, 1999 by the
following persons in the capacities indicated:
Signature Capacity
/s/ HENRY G. VAN DER EB, JR. Chairman and Director,
Principal Executive Officer
Henry G. Van der Eb, Jr.
/s/ LAWRENCE A. KENYON Senior Vice President and
Chief Financial Officer
Lawrence A. Kenyon
Tyler R. Cain Director
Charles G. Freund* Director
Jon P. Hedrich* Director
Robert E. Kohnen* Director
Anne E. Morrissy* Director
Robert J. Reynold* Director
Jack O. Vance* Director
* By: /s/ HENRY G. VAN DER EB, JR.
Henry G. Van der Eb, Jr.
Attorney-in-Fact
