File No. 2-78853
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. 15
JP INVESTMENT GRADE BOND FUND, INC.
(Exact Name of Registrant as Specified in Charter)
100 North Greene Street
Greensboro, North Carolina 27401
(Address of Principal Executive Offices)
Registrant's Telephone Number, including Area Code 1-800-458-4498
J. Gregory Poole
Jefferson-Pilot Life Insurance Company
100 North Greene Street
Greensboro, North Carolina 27401
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box)
[ X ] immediately upon filing pursuant to paragraph (b)
[ ] on (date) pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)(1)
[ ] on (date) pursuant to paragraph (a)(1)
[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] on (date) pursuant to paragraph (a)(2) of rule 485.
If appropriate, check the following box:
[ ] this post-effective amendment designates a new
effective date for a previously filed post-effective amendment.
<PAGE>
JP INVESTMENT GRADE BOND FUND, INC.
Registration Statement on Form N1-A
CROSS REFERENCE SHEET
Pursuant to Rule 481 (a)
N-1A
Item No. Caption
PART A INFORMATION REQUIRED IN A PROSPECTUS
1. Cover Page Cover Page
2. Synopsis Not Applicable
3. Condensed Financial Information Condensed Financial
Information
4. General Description of Registrant General Description;
Investment
Objectives and Policies
5. Management of the Fund Who Manages The Funds
5A. Management's Discussion of Performance Not Applicable
6. Capital Stock and Other Securities Additional Information
7. Purchase of Securities Being Offered How to Purchase Shares
8. Redemption or Repurchase How to Redeem Shares
9. Pending Legal Proceedings Not Applicable
PART B INFORMATION REQUIRED IN A STATEMENT
OF ADDITIONAL INFORMATION
10. Cover Page Cover Page
11. Table of Contents Table of Contents
12. General Information and History General Information
<PAGE>
CROSS REFERENCE SHEET -- CONTINUED
N1-A
Item No. Caption
13. Investment Objectives and Policies Investment Objectives and
Policies
14. Management of the Registrant The Fund's Directors and
Officers
15. Control Persons and Principal
Holders of Securities General Information
16. Investment Advisory and Other Services The Investment Adviser
17. Brokerage Allocation and Other Practices Brokerage
18. Capital Stock and Other Securities Not Applicable
19. Purchase, Redemption and Pricing
of Securities Being Offered Purchase and Redemption of
Shares
20. Tax Status Not Applicable
21. Underwriters Not Applicable
22. Calculation of Performance Data Not Applicable
23. Financial Statements Financial Statements
PART C OTHER INFORMATION
Information required to be included in Part C is set forth under the
appropriate Item, so numbered, in Part C of this Registration Statement.
<PAGE>
JP FAMILY OF FUNDS
_____________________________________
PROSPECTUS
_____________________________________
May 1, 1996
JP Capital Appreciation Fund
JP Investment Grade Bond Fund
JP Capital Appreciation Fund, Inc. has as its primary objective long term
capital appreciation. A secondary objective is current income through the
receipt of interest or dividends.
JP Investment Grade Bond Fund, Inc. has as its primary objective the maximum
level of current income as is consistent with prudent risk. A secondary
objective is growth of income and capital.
This Prospectus sets forth concisely information about each of the above
mentioned companies that a prospective investor ought to know before investing.
Investors are advised to read and retain this Prospectus for future reference.
A Statement of Additional Information dated May 1, 1996 for each of the
above mentioned companies on file with the Securities and Exchange Commission
is, in its entirety, incorporated by reference in and made a part of this
Prospectus and is available without charge upon request of any of said
companies.
The shares offered by this prospectus are neither insured nor guaranteed by the
U.S. Government.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION, NOR HAS THE COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>
Table of Contents
Selected Per Share Data and Ratios . . . . . . . . . . . . . . . . . . . . . .3
General Description. . . . . . . . . . . . . . . . . .. . . . . . . . . . . . 4
Investment Objectives and Policies . . . . . . . . . . . . . . . . . . . . . .4
How To Purchase Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . .6
How to Determine Net Asset Value . . . . . . . . . . . . . . . . . . . . . . .6
Who Manages The Funds. . . . . . . . . . . . . . . . . . . . . . .. . . . . . 6
Dividends, Distributions and Taxes . . . . . . . . . . . . . . . . . . . . . .7
How To Redeem Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
Additional Information . . . . . . . . . . . . . . . . . . . . . . . . . . . .8
<PAGE>
Condensed Financial Information
The following selected per share data and ratios of JP Capital Appreciation
Fund, Inc. and JP Investment Grade Bond Fund, Inc. (the "Funds") have been
audited by McGladrey & Pullen, LLP, Independent Certified Public Accountants,
as set forth in their opinion appearing in the Statement of Additional
Information for each of the Funds.
JP Investment Grade Bond Fund, Inc.
<TABLE>
<CAPTION>
Year Ended December 31
1995 1994 1993 1992 1991 1990 1989 1988 1987 1986
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Per share operating performance
(for a share outstanding throughout
the year)
Net asset value, beginning of year $ 10.08 $ 11.49 $ 11.19 $ 11.24 $ 10.61 $ 10.79 $ 10.56 $ 10.71 $ 11.56 $ 10.94
Income from investment operations
Net investment income 0.73 0.73 0.74 0.74 0.85 0.89 0.93 0.95 0.94 0.97
Net realized and unrealized gain (loss)
on investments 1.19 (1.40) 0.36 (0.03) 0.62 (0.20) 0.31 (0.11) (0.66) 0.62
Total from investment operations 1.92 ( .67) 1.10 0.71 1.47 0.69 1.24 0.84 0.28 1.59
Less distributions
Dividends from net investment income (0.74) (0.71) (0.73) (0.76) (0.84) (0.87) (0.91) (0.94) (1.04) (0.99)
Distributions from net realized gains - (0.03) (0.07) - - - (0.10) (0.05) (0.07) -
Total distributions (0.74) (0.74) (0.80) (0.76) (0.84) (0.87) (1.01) (0.99) (1.11) (0.99)
Net asset value, end of year $ 11.26 $ 10.08 $ 11.49 $ 11.19 $ 11.24 $ 10.61 $ 10.79 $ 10.56 $ 10.71 $ 11.54
Total return (without deduction
of sales load) 19.44% (5.92)% 10.10% 6.67% 14.61% 6.86% 12.12% 8.12% 2.77% 15.27%
Ratios/supplemental data:
Net assets, end of year (000 omitted) $28,136 $25,278 $29,997 $23,622 $19,134 $15,300 $14,179 $12,926 $12,536 $13,095
Ratios to average net assets:
Expenses 0.70% 0.65% 0.59% 0.67% 0.72% 0.76% 0.76% 0.76% 0.73% 0.72%
Net investment income 6.66% 6.80% 6.33% 6.65% 7.88% 8.49% 8.65% 8.88% 8.53% 9.26%
Portfolio turnover rate 26.16% 28.93% 19.88% 18.05% 7.23% - 20.03% 4.92% 17.81% 13.50%
</TABLE>
<PAGE>
JP Capital Appreciation Fund, Inc.
<TABLE>
<CAPTION>
Year Ended December 31
1995 1994 1993 1992 1991 1990 1989 1988 1987 1986
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Per share operating performance
(for a share outstanding throughout
the year)
Net asset value, beginning of year $16.77 $18.19 $18.17 $17.69 $13.76 $15.08 $11.81 $11.26 $14.45 $13.92
Income from investment operations
Net investment income 0.36 0.34 0.28 0.29 0.37 0.40 0.39 0.33 0.35 0.43
Net realized and unrealized gain
(loss) on investments 4.45 (1.10) 1.26 0.75 3.91 (0.65) 3.29 0.47 (0.20) 1.47
Total from investment operations 4.81 (0.76) 1.54 1.04 4.28 (0.25) 3.68 0.80 0.15 1.90
Less distributions
Dividends from net investment income (0.36) (0.17) (0.27) (0.33) (0.35) (0.41) (0.41) (0.25) (0.46) (0.47)
Distributions from net realized gains (2.26) (0.49) (1.25) (0.23) - (0.66) - - (2.88) (0.90)
Total distributions (2.62) (0.66) (1.52) (0.56) (0.35) (1.07) (0.41) (0.25) (3.34) (1.37)
Net asset value, end of year $18.96 $16.77 $18.19 $18.17 $17.69 $13.76 15.08 $11.81 $11.26 $14.45
Total return (without deduction
of sales load) 33.39% (4.34)% 9.25% 6.16% 31.61% (1.39%) 31.67% 7.19% 0.21% 15.01%
Ratios/supplemental data:
Net assets, end of year
(000 omitted) $71,601 $58,360 $56,625 $45,480 $37,319 $27,048 $23,203 $24,357 $25,177 24,222
Ratios to average net assets:
Expenses 0.62% 0.58% 0.60% 0.63% 0.62% 0.63% 0.68% 0.68% 0.64% 0.65%
Net investment income 2.07% 2.03% 1.55% 1.68% 2.37% 2.90% 2.90% 2.84% 2.45% 2.98%
Portfolio turnover rate 64.13% 126.70% 23.93% 48.72% 36.71% 31.75% 55.47% 76.62% 78.12% 69.41%
</TABLE>
<PAGE>
General Description
JP Investment Grade Bond Fund, Inc., formerly Jefferson-Pilot Income Fund, Inc.
("Bond Fund"), and JP Capital Appreciation Fund, Inc., formerly Jefferson-Pilot
Growth Fund, Inc. ("Capital Appreciation Fund"), are corporations both
organized under the laws of North Carolina on July 19, 1982. Each of the
companies is registered under the Investment Company Act of 1940 as an open-end
diversified investment company.
Investment Objectives and Policies.
Bond Fund. The Bond Fund's primary investment objective is the maximum level of
current income as is consistent with prudent risk. A secondary objective is
growth of income and capital. The Bond Fund proposes to achieve these
objectives by investing primarily in fixed income securities rated A or better
by Standard & Poor's Corporation ("S&P") or Moody's Investors Service, Inc.
("Moody's"). Fixed income securities will include debt securities and
preferred stocks, some of which may have a call on common stock by means of
conversion privilege or attached warrants. When the incremental investment
yield available on corporate securities is small compared to that available on
U. S. Treasury securities, the Bond Fund may invest substantially in U. S.
Treasury securities. The Bond Fund may also hold cash or invest in short-term
securities and may purchase U. S. Government obligations with a simultaneous
agreement by the seller to repurchase the securities at the original price
plus accrued interest; provided that not more than 10% of the Fund's net assets
may be invested in such repurchase agreements that mature in more than seven
days. Repurchase agreements involve certain risks in the event of a default
by the other party.
The percentage of assets invested in different types of securities will vary
from time to time depending upon the judgment of the management as to general
market and economic conditions, fiscal and monetary policy and trends in
interest rates and yields.
The Bond Fund's investments (other than cash and U. S. Government securities)
are diversified among the securities issued by different companies and
governments to the extent that no more than 5% of its total assets may be
invested in securities issued by any one issuer. In addition, management
generally selects investments for the Bond Fund from among many different
industries and may invest up to 25% of the Bond Fund's assets in a single
industry. The investment restrictions (page 1, Statement of Additional
Information) include: limitations on borrowing money; no more than 10% of
assets may be invested in securities with a limited trading market; and no
more than 5% of assets may be invested in companies having a record of less
than three years of continuous operation. These restrictions, and the
investment objectives and policies described above, as well as most of the
additional restrictions described in the Statement of Additional Information,
cannot be changed without shareholder approval. While the Bond Fund does not
intend to place emphasis upon short-term trading profits, it will sell
securities held short term to take advantage of special opportunities which
might arise. Accordingly, the Bond Fund has historically had a portfolio
turnover rate of less than 50%. The Bond Fund's portfolio turnover rates are
shown in its respective table under the caption "Condensed Financial
Information".
<PAGE>
The Bond Fund's investments are subject to market fluctuations and risks
inherent in all securities. There is no assurance that the Bond Fund's stated
objectives will be realized.
Capital Appreciation Fund. The Capital Appreciation Fund's primary investment
objective is long-term capital appreciation. Current income through the
receipt of interest or dividends from investments is only a secondary
objective. The Capital Appreciation Fund proposes to achieve these objectives
by investing substantially all its assets in common stocks of companies
recognized as leaders in their respective industries with proven and capable
management and that are providing significant products and services to their
customers. The Capital Appreciation Fund's investments will be made
predominantly in securities listed on registered securities exchanges, but it
may purchase securities traded in the over-the-counter market.
Investments may be made in other equity securities, including rights, warrants,
preferred stock and those debt securities convertible into or carrying rights,
warrants, or options to purchase common stock or to participate in earnings.
The Capital Appreciation Fund may also hold cash or invest in short-term
securities and may purchase U. S. government obligations with a simultaneous
agreement by the seller to repurchase the securities at the original price plus
accrued interest; provided that not more than 10% of the Capital Appreciation
Fund's net assets may be invested in such repurchase agreements that mature in
more than seven days. Repurchase agreements involve certain risks in the event
of a default by the other party.
The percentage of assets invested in different types of securities will vary
from time to time depending upon the judgment of the management as to general
market and economic conditions, fiscal and monetary policy and trends in
interest rates and yields.
The Capital Appreciation Fund's investments (other than cash and U. S.
Government securities) are diversified among the securities issued by
different companies and governments to the extent that no more than 5% of its
total assets may be invested in securities issued by any one issuer. In
addition, management generally selects investments for the Fund from among
many different industries and may invest up to 25% of the Capital Appreciation
Fund's assets in a single industry. The investment restrictions (page 1,
Statement of Additional Information) include: limitations on borrowing money;
no more than 10% of assets may be invested in securities with a limited trading
market; and no more than 5% of assets may be invested in companies having a
record of less than three years of continuous operation. These restrictions,
and the investment objectives and policies described above, as well as most of
the additional restrictions described in the Statement of Additional
Information, cannot be changed without shareholder approval. While the Capital
Appreciation Fund invests for long-term growth of capital and does not intend
to place emphasis upon short-term trading profits, it will sell securities held
short term to take advantage of special opportunities which might arise.
Accordingly, the Capital Appreciation Fund has historically had a portfolio
turnover rate of less than 100%. Generally, the Capital Appreciation Fund's
expenses will increase in relative proportion to an increase in its portfolio
turnover rate and may result in taxes on realized capital gains to be borne by
the Fund or its shareholders. See "Dividends, Distributions, and Taxes" in
this prospectus. The Capital Appreciation Fund's portfolio turnover rates are
shown in its respective table under the caption "Condensed Financial
Information".
<PAGE>
The Capital Appreciation Fund's investments are subject to market fluctuations
and risks inherent in all securities. There is no assurance that the Capital
Appreciation Fund's stated objectives will be realized.
How To Purchase Shares
Purchases of the Fund's shares are currently restricted to the separate accounts
that are sponsored by the insurance subsidiaries of Jefferson-Pilot Corporation
and any of their affiliates and to pension plans for employees of said
companies and their affiliates. Shares are offered at the net asset value per
share, which is calculated as described below. The offering price so
determined becomes effective at the New York Stock Exchange closing time.
Orders received prior to that time are confirmed at the offering price
effective at that time, provided the order is received by the Fund prior to its
close of business.
How To Determine Net Asset Value. Net asset value per share is computed by each
Fund as of the close of each day on which the New York Stock Exchange is open
(4:00 p.m. New York time) and on any other day in which there is a sufficient
degree of trading in the Fund's portfolio securities to materially affect net
asset value. Net asset value is determined by dividing the value of the Fund's
securities, plus any cash and other assets (including dividends accrued but not
collected) less all liabilities (including accrued expenses), by the number of
shares outstanding.
<PAGE>
The Capital Appreciation and Bond Funds each adhere to the following
practices. A security listed or traded on an exchange is valued at its last
sale price on that exchange where it is principally traded or, if there were
no sales on that exchange, the last quoted sale on other exchanges or on the
National Association of Securities Dealers Automated Quotation System
("NASDAQ"). Lacking any sales the security is valued at the mean of the last
bid and ask prices reported on the exchange where the security is principally
traded. All other securities for which over-the-counter market quotations are
readily available are valued at their last sale price on NASDAQ or at the mean
of the last bid and ask prices as of the close of trading. Fixed income
securities are valued by using market quotations, or independent pricing
services which use prices provided by market makers or estimates of market
values obtained from yield data relating to similar classes of instruments or
securities. Certain short-term debt securities are valued at amortized cost.
Other securities, including restricted securities, and other assets are valued
at fair value as determined in good faith and under authority by the Board of
Directors.
Who Manages The Funds
The Board of Directors of each Fund is responsible for the overall supervision
of the conduct of the Fund's business. Each Fund's investment adviser is JP
Investment Management Company ("JP Management"), P.O. Box 21008, Greensboro,
North Carolina 27420, a North Carolina corporation organized on January 13,
1970. JP Management is a wholly-owned subsidiary of Jefferson-Pilot
Corporation, an insurance holding company. JP Management has served as an
investment adviser to the Funds since their inception in 1982; to Jefferson-
Pilot Capital Appreciation Fund, Inc., formerly JP Growth Fund, Inc., since
that company's inception in 1970; and to Jefferson-Pilot Investment Grade Bond
Fund, Inc., formerly JP Income Fund, Inc., since that company's inception in
1978.
In addition to providing investment advice, JP Management or persons
employed by or associated with JP Management are, subject to the authority of
the Board of Directors, responsible for the overall management of the Funds'
business affairs.
As compensation for its services, JP Management receives from each Fund a fee
at an annual rate of half of 1% of the Funds average net asset value. The fee
is payable monthly, on the basis of the Fund's average net asset value during
the monthly period computed in the manner used in determining the public
offering price of Fund shares. The ratio of the management fee to average net
assets for the year ended December 31, 1995 was 0.5%. For the same period, the
Capital Appreciation Fund's total operating expenses were .62% of average net
assets, and the Bond Fund's total operating expenses were .70% of average net
assets.
<PAGE>
JP Management has also agreed to serve as each Fund's stock transfer agent,
dividend paying agent and to provide shareholder accounting, bookkeeping,
pricing and related services to each Fund. Each Fund has agreed to reimburse
JP Management for expenses incurred by JP Management in providing these
services, including an amount intended to reimburse JP Management for that
portion of its general and administrative expenses allocable to such services.
Under service agreements between each Fund, JP Management, Jefferson-Pilot Life
Insurance Company and Jefferson-Pilot Investments, Inc. ("Companies"), the
Companies have agreed to furnish such personnel, services and facilities as may
be reasonably needed by JP Management in connection with its performance as
investment adviser and under the Agency Agreement, and JP Management has agreed
to reimburse the Companies for their expenses in this regard.
Dividends, Distributions and Taxes
The Capital Appreciation Fund's policy is to pay dividends from net
investment income semi-annually in February and August. The Bond Fund's
policy is to pay dividends from net investment income quarterly in February,
May, August and November. In addition, if the Capital Appreciation or Bond
Fund has not paid out 98% of its net investment income by the end of the
calendar year, its policy is to pay a dividend near the end of the calendar
year which will, when added to the dividends previously paid in the year,
equal or exceed 98% of its net investment income for the year. Each December
the Capital Appreciation and Bond Funds make a distribution of the capital
gains, if any, each realized during the 12-month period ended the preceding
October 31. Unless the investor requests that payments be made in cash,
dividends and distributions will be reinvested in additional Fund shares at
net asset value as of the record date.
Each Fund qualified in 1995 and plans to qualify in 1996 for the special
tax treatment afforded a "regulated investment company" under Subchapter M of
the Internal Revenue Code (the "Code"). In any fiscal year in which the Fund
so qualifies and distributes at least 90% of its taxable net income, the Fund
(but not shareholders) will be relieved of federal income tax on the income
distributed. Dividends (i.e., distributions of any net investment income and
any net realized short-term capital gains) are taxable to shareholders as
ordinary income, whether received in cash or additional shares. Distributions
of long-term capital gains (i.e., the excess of any net long-term capital gains
over net short-term capital losses), if any, are taxable as long- term capital
gains whether received in cash or shares without regard to how long a
shareholder has held his shares. Gain or loss realized on a redemption by a
shareholder will be treated as a capital gain or loss unless the shares are
not capital assets in the shareholder's hands.
The foregoing is a general summary of the applicable provisions of the Code
and Treasury Regulations presently in effect. Dividends and distributions
also may be subject to state or local taxes. Investors should consult their
tax advisors for specific information.
How To Redeem Shares
Shareholders may redeem shares at the per share net asset value next determined
after receipt of certificates endorsed by all parties (or trustees) in whose
name the certificates are issued, and in proper form for transfer, with
signatures guaranteed, at the office of JP Management. If no certificates
have been issued to the shareholder, redemption may be accomplished by signed
written request, the signature(s) of which JP Management may require be
guaranteed. A redemption request should identify the account by number and
should be signed by all parties (or trustees) in whose name the account is
registered in the exact manner in which the account is registered.
<PAGE>
A check for payment for shares redeemed will be issued as early as possible,
but not later than seven days after JP Management's receipt of the certificates
or the written redemption request. Redemption of shares may be suspended or
payment postponed at times (a) when the New York Stock Exchange is closed
other than weekends and holidays, (b) when trading on said Exchange is
restricted, (c) when an emergency exists as a result of which disposal
by the Fund of securities owned by it is not reasonably practicable or it is
not reasonable for the Fund fairly to determine the value of its net assets,
or during any other period when the Securities and Exchange Commission, by
order, so permits; provided that applicable rules and regulations of the
Securities and Exchange Commission shall govern as to whether the conditions
prescribed in (b) or (c) exist.
Neither Fund nor Investor Services makes a charge for redemption. Other
broker-dealers may charge for handling redemption transactions but such
charge can be avoided by requesting redemption by the Funds directly or through
the Investor Services.
The shareholder may, within thirty days of a redemption of shares of either
Fund, reinvest the proceeds in shares of that Fund or the other Fund at net
asset value without a sales charge. This privilege is permitted only once to
each shareholder per year.
Due to the high cost of maintaining accounts, each Fund reserves the right to
redeem any account which has been in existence for at least one year and which
has a balance of less than $250. A shareholder will be notified in writing of
either Fund's intention to redeem and given 60 days to make additional share
purchases before the redemption is processed.
Additional Information
The Capital Appreciation and Bond Funds each has authorized capital stock of
10,000,000 shares of $1.00 par value. Each share entitles the holder to
participate equally in dividends and distributions declared by the Fund and
in its remaining net assets on liquidation after satisfaction of outstanding
liabilities. Fund shares are fully paid and nonassessable when issued; have
no preemptive or conversion rights; are transferable without restriction; and
are redeemable at net asset value.
On matters submitted for a shareholder vote, each shareholder is entitled to
one vote for each share owned. Shares have cumulative voting rights which
means that in all elections of directors each shareholder has the right to
cast a number of votes equal to the number of shares owned multiplied by the
number of directors to be elected and each shareholder may cast the whole
number among two or more candidates. Fractional shares have proportionally
the same rights as do full shares.
In the opinion of the staff of the Securities and Exchange Commission, the
use of this combined prospectus may make each Fund liable for any misstatement
or omission in this prospectus regardless of the Fund to which it pertains.
<PAGE>
JP FAMILY OF FUNDS
Investment Adviser and Transfer Agent
JP Investment Management Company
100 North Greene Street
Greensboro, North Carolina 27401
Custodian
Investors Fiduciary Trust Company
127 West Tenth Street
Kansas City, Missouri 64105
Certified Public Accountants
McGladrey & Pullen, L.L.P.
555 Fifth Avenue - 8th Floor
New York, New York 10017-2416
Direct Inquiries To:
JP Investment Management Company
Post Office Box 22086
Greensboro, North Carolina 27420
<PAGE>
JP Investment Grade Bond Fund, Inc.
100 North Greene Street
Greensboro, North Carolina 27401
Telephone 1-800-458-4498
_______________________________________________________________
Statement of Additional Information
May 1, 1996
_______________________________________________________________
Page
Table of Investment Objectives and Policies B-1
Contents Investment Restrictions B-1
The Investment Adviser B-3
Brokerage B-4
Purchase and Redemption of Shares B-5
The Fund's Directors and Officers B-5
General Information B-7
Financial Statements B-8
__________________________________________________________________________
This Statement of Additional Information is not a prospectus but supplements
and should be read in conjunction with the current Prospectus dated May 1, 1996
of JP Investment Grade Bond Fund, Inc. ("Fund"). A copy of the Prospectus may
be obtained by contacting the Fund at the address or telephone number shown
above.
Investment Objectives and Policies
The Fund's investment objectives and how it hopes to achieve those objectives
are described on page one of the Prospectus. There can be no assurance that
these objectives will be achieved. The objectives may not be changed without
the approval of a majority of the Fund's shareholders. A majority means: the
lesser of (i) a majority of the Fund's outstanding voting securities, or (ii)
67 percent of the shares present at a shareholder's meeting at which more than
50 percent of the outstanding shares are present or represented by proxy.
Investment Restrictions
In addition to, or amplification of, the investment restrictions set forth in
the Prospectus, the Fund may not:
1. Issue senior securities.
2. Purchase securities on margin or sell short, except it may obtain such
short-term credits as are necessary for the clearance of transactions.
3. Write, purchase or sell puts, calls or combinations thereof.
4. Borrow money except that, as a temporary measure for extraordinary or
emergency purposes and not for investment purposes, the Fund may borrow up to
5% of the value of its total assets.
5. Act as an underwriter of securities of other issuers, except that the Fund
may invest up to 10% of the value of its net assets (at time of investment) in
portfolio securities which the Fund might not be free to sell to the public
without registration of such securities under the Securities Act of 1933.
<PAGE>
It may be difficult for the Fund to sell restricted securities at prices
representing their fair market value except pursuant to an effective
registration statement under the Securities Act of 1933. If registration of
restricted securities is necessary, a considerable period of time may elapse
between the decision to sell and the effective date of the registration
statement. During that time the price of securities to be sold may be affected
by adverse market conditions.
In purchasing restricted securities, the Fund will endeavor to have the issuer
agree to register the securities on request and pay the registration expenses.
The Fund may be obliged, however, to bear all or part of these expenses. The
Fund's Board of Directors will value restricted securities in good faith in
determining the net asset value of Fund shares. The valuations will be made on
an individual basis in light of the particular circumstances affecting each
restricted security, including market value (if any), the period of time the
restrictions are in force, and other relevant factors. The Fund has not for
the past 12 months owned any restricted securities and has no present
intention of acquiring such securities.
6. Purchase or sell real estate or interests in real estate, nor interest
in real estate investment trusts or real estate limited partnerships (however,
the Fund may purchase interests in real estate in investment trusts whose
securities are registered under the Securities Act of 1933 and readily
marketable).
7. Engage in the purchase and sale of commodities or commodity contracts.
8. Make loans, except to the extent that either of the following is
deemed to constitute a loan: (a) purchases of a portion of an issue of a
debt security distributed to the public; or (b) investments in "repurchase
agreements".
9. Purchase the securities (except U.S. Government securities) of any one
issuer if immediately after and as a result of such purchase (a) the value of
the holdings of the Fund in the securities of such issuer exceeds 5% of the
value of the Fund's total assets, or (b) the Fund owns more than 10% of the
outstanding voting securities of any one class of securities of such issuer.
10. Purchase the securities of open-end investment companies. The Fund
may purchase the securities of other investment companies provided that (a)
immediately after such purchase the Fund and companies controlled by the Fund,
or other investment companies having the same investment adviser as the Fund,
do not own more than 10% of the investment company whose securities are being
purchased; (b) the Fund cannot invest more than 10% of its total assets in the
securities of other investment companies; and (c) such purchases are made in
the open market where no commission or profit to a sponsor or dealer results
other than the customary broker's commission. The restrictions of the
preceding sentence do not apply in connection with a merger, consolidation, or
plan of reorganization.
11. Mortgage, pledge, hypothecate, or in any manner transfer, as security
for indebtedness, any securities owned or held by the Fund.
12. Participate on a joint or joint and several basis in any trading
account in securities or effect a short sale of any security, except in
connection with an underwriting in which it is a participant in the
circumstances specified in Paragraph 5.
<PAGE>
13. Purchase or retain the securities of any issuer if those officers and
directors of the Fund, its adviser or underwriter owning individually more than
0.5% of the securities of such issuer together own more than 5% of the
securities of such issuer.
14. Invest in companies for the purpose of exercising control or
management.
15. Invest in foreign securities other than securities issued by Canadian
companies.
16. Invest in interests of oil, gas, or other mineral exploration or
development programs.
The investment restrictions in Paragraphs 1 through 13 above and on page one of
the Prospectus are fundamental policies and may not be changed without the
approval of a majority of the Fund's shareholders. The policies mentioned in
Paragraphs 14-16 above are not fundamental and may be changed without
shareholder approval.
While the Fund will not purchase illiquid, including restricted, securities if
such purchase would cause its then total investment in such securities to
exceed 10% of the value of its net assets, the Fund could through the decrease
in values of its other securities, for example, at sometime own illiquid,
including restricted, securities having a value in excess of 10% of the
value of its net assets. In that event, the Fund will promptly take such
action as it s Board of Directors deems appropriate to assure the continued
liquidity of the Fund.
The Investment Adviser
The Fund's investment adviser, JP Investment Management Company ("JP
Management"), like Investor Services, is a wholly-owned subsidiary of
Jefferson-Pilot Corporation, an insurance holding company. E.J. Yelton,
John C. Ingram, W. Hardee Mills, and J. Gregory Poole are officers and/or
directors of the Fund and of JP Management. Their positions with the Fund
and/or JP Management are (with the Fund position shown first) President,
Treasurer and Director/President and Director; Director/Senior Vice President,
Treasurer and Director; Vice President/Vice President; and Secretary/Secretary,
respectively.
JP Management's services are provided under an Investment Advisory Agreement
with the Fund dated November 12, 1982. Under the terms of the agreement, JP
Management provides personnel, including executive officers for the Fund, and
compensates the Fund's directors who are affiliated with JP Management or its
affiliated companies. JP Management also furnishes, or causes to be furnished,
at its own expense office space, facilities and necessary executive and other
personnel for conducting the Fund's affairs and pays all expenses incurred by
it or the Fund in connection with the administration of the investment affairs
of the Fund.
The Fund pays all other corporate expenses incurred in its operations,
including its taxes (if any), brokerage commissions on portfolio transactions,
expenses relating to the issue, transfer redemption and pricing of shares,
disbursement of dividends and other distributions, custodian fees, auditing and
legal expenses, compensation of unaffiliated directors, and expenses in
connection with meetings of directors and shareholders.
<PAGE>
As compensation for its services, JP Management receives from the Fund a fee at
an annual rate of 1/2 of 1% of the Fund's average net asset value. The fee is
payable monthly, on the basis of the Fund's average daily net asset value
during the monthly period computed in the manner used in determining the public
offering price of Fund shares (see "How To Determine Net Asset Value" in the
prospectus).
If, in any fiscal year, the total of the fund's ordinary business expenses
(including the investment advisory fee but excluding taxes, portfolio brokerage
commissions and interest) exceeds 1% of the Fund's average daily net asset
value, JP Management pays the excess. The payment of the investment advisory
fee at the end of any month is reduced or postponed so that at the end of any
month there is not any accrued but unpaid liability under this expense
limitation. The Fund's ordinary business expenses did not, during fiscal years
1993, 1994, or 1995 exceed 1% of its average daily net asset value.
The amount of JP Management's advisory fee for fiscal year 1993 was
$136,114, for fiscal 1994 was $137,358, and for fiscal year 1995 was
$132,446.
JP Management has also agreed in an Agency Agreement dated November 12, 1982 to
serve as the Fund's stock transfer agent, dividend paying agent and to provide
shareholder accounting, bookkeeping, pricing and related services to the Fund.
The Fund has agreed to reimburse JP Management for expenses incurred by JP
Management in providing these services, including an amount intended to
reimburse JP Management for that portion of its general administrative expense
allocable to such services.
The amount paid to JP Management by the Fund under the Agency Agreement
for fiscal year 1993 was $7,492, for fiscal year 1994 was $11,750, and for
fiscal year 1995 was $12,000.
Under a Service Agreement between the Fund, JP Management, Jefferson-Pilot
Life Insurance Company and Jefferson-Pilot Investments, Inc. ("Companies"),
which agreement is dated January 25, 1984, the Companies have agreed to furnish
such personnel, services and facilities as may be reasonably needed by JP
Management in connection with its performance under the Investment Advisory
Agreement, and JP Management has agreed to compensate the Companies for their
services in this regard. Because of the arrangements under the Service
Agreement, the Companies might be deemed to be investment advisers of the Fund,
and the Service Agreement an investment advisory contract, for purposes of the
Investment Company Act of 1940. However, the Companies have been advised by
counsel that they are not by reason of such arrangements investment advisers
under that Act.
For the years ended December 31, 1993, 1994 and 1995 the aggregate amount
paid by JP Management to the Companies under this Service Agreement and similar
service agreements between JP Management, the Companies and other mutual funds
managed by JP Management was $352,095, $444,313, and $347,048, respectively.
The Investment Advisory Agreement and the Service Agreement may, independently
of each other, continue in force from year to year if the continuance of each
such agreement is approved at least annually by the Fund's Board of Directors,
including the specific approval with respect to the continuance of each such
agreement of a majority of the Directors who are not parties to the particular
agreement or interested persons (as the term is defined in the Investment
Company Act of 1940) of any such party, cast in person at a meeting called for
the purpose of voting on approval of the particular agreement.
<PAGE>
The Investment Advisory Agreement and the Service Agreement may each be
terminated at any time without the payment of any penalty on 60 days' notice to
the other parties either by a vote of the Fund's Board of Directors or by a
vote of the majority of the Fund's shareholders. The Investment Advisory
Agreement and the Service Agreement will automatically terminate in the event
of their assignment.
The Investment Advisory Agreement may be terminated by JP Management on 90
days' written notice to the Fund. The Service Agreement may be terminated on
90 days' written notice to the Fund and the other parties by JP Management or
any of the Companies.
The Fund's name has been adopted with the permission of Jefferson-Pilot
Corporation and its continued use is subject to the right of Jefferson-Pilot
Corporation to withdraw this permission at any time. If the permission is
withdrawn, but JP Management proposes to continue as the Fund's investment
adviser, the Investment Advisory Agreement will be submitted to Fund
shareholders for approval.
Brokerage
Transactions on stock exchanges and other agency transactions involve the
payment by the Fund of negotiated brokerage commissions. Such commissions
vary among different brokers. Also, a particular broker may charge different
commissions according to such factors as the difficulty and size of the
transaction. There is generally no stated commission in the case of securities
traded in the over-the-counter markets, or for fixed income securities (which
currently includes most of the Fund's portfolio transactions), but the price
paid by the Fund usually includes an undisclosed dealer commission or mark-up.
In underwritten offerings, the price paid by the Fund includes a disclosed,
fixed commission or discount retained by the underwriter or dealer.
JP Management, which places all orders for the purchase and sale of
securities for the Fund, has no formula for the allocation of brokerage
business in the purchase and sale of securities for the Fund. Purchase and
sale orders are placed with the primary objective of obtaining the best
execution. Subject to the foregoing, orders are placed with broker-dealer
firms giving consideration to the quality, quantity and nature of the firms'
professional services which include execution, clearance procedures, and
statistical data and research information to the Fund and JP Management.
In pursuing this objective, JP Management may purchase securities in the
over-the-counter market, utilizing the services of principal market makers
unless better execution can be obtained elsewhere, and may purchase securities
listed on an exchange from non-exchange members in transactions off the
exchange. Although any statistical, research or other information and services
provided by broker-dealers may be useful to JP Management, its dollar value is
indeterminable and its availability does not serve to materially reduce JP
Management's normal research activities or expenses. Any such information,
which includes such matters as general economic and security market reviews,
industry and company reviews, evaluations of securities and recommendations as
to the purchase and sale of securities, must still be analyzed and reviewed by
JP Management's personnel. JP Management may, in recognition of the value of
brokerage or research services provided by the broker, pay such broker a
brokerage commission in excess of that which another broker might have charged
for effecting the same transaction. JP Management will not, however, effect a
transaction at such higher commission unless it determines in good faith that
the amount of the higher commission is reasonable in relation to the value to
the Fund of the brokerage and research services being provided. Statistical
research or other information or services received by JP Management from
<PAGE>
broker-dealers may be used by JP Management in servicing various of its clients
(including the Fund), although not all these services are necessarily useful
and of value in servicing the Fund. The total amount of brokerage commission
on purchase and sale transactions in fiscal year 1993 was zero, in fiscal year
1994 was zero, and in 1995 was zero.
Purchase and Redemption of Shares
Reference is made to the information in the Prospectus under "How to Purchase
Shares" and "How to Redeem Shares" which describes the manner in which the net
asset value of the shares of the fund is computed as of the close of trading on
each day the New York Stock Exchange is open for trading, and on any other day
in which there is a sufficient degree of trading in the Fund's portfolio
securities to materially affect net asset value, and how the offering price is
determined based on such net asset value. It also sets forth specific
directions for the redemption of shares at net asset value. The Fund's shares
are not valued on New Year's Day, President's Day, Good Friday, Memorial Day,
July 4, Labor Day, Thanksgiving Day or Christmas Day, as the New York Stock
Exchange closes on those days.
The Fund's Directors and Officers
The following list of the Fund's directors and executive officers, all of whom
are also directors and/or officers of Jefferson-Pilot Capital Appreciation Fund,
Inc., JP Capital Appreciation Fund, Inc., and Jefferson-Pilot Investment Grade
Bond Fund, Inc., includes information as to their principal occupations during
the past five years and their principal affiliations.
Name, Address & Position Principal Occupation During Past 5 years
E. J. Yelton* Senior Vice President - Investments,
Director, President Jefferson-Pilot Corporation and
100 North Greene Street Executive Vice President - Investments,
Greensboro, North Carolina Jefferson-Pilot Life Insurance Company
since October 1993; prior thereto,
President and CEO, ING North America
Investment Centre/Member of ING Group;
Director Jefferson-Pilot Investor Services;
President and Director, JP Management
John C. Ingram* Senior Vice President, Jefferson-Pilot Life
Director Insurance Company since November 1988 and
100 North Greene Street prior thereto, Vice President; Senior Vice
Greensboro, North Carolin President, Treasurer and Director,
JP Management
Richard Wolcott McEnally Professor of Investment Banking, University
Director of North Carolina at Chapel Hill
401 Brookside Drive
Chapel Hill, North Carolina
William Edward Moran Senior Vice President, Connors Investor
Director Services, Inc since January 1995; prior
Greensboro, North Carolina thereto Chancellor, University of North
Carolina at Greensboro
<PAGE>
J. Lee Lloyd Managing Director, Lloyd & Company since
Director April 1991; prior thereto, Vice President,
16 Irving Park Lane Goldman, Sachs & Co.
Greensboro, North Carolina
J. Gregory Poole Assistant Secretary, Jefferson-Pilot Corp,
Secretary since January 1994; Associate Counsel and
Jefferson-Pilo Assistant Secretary, Life Insurance Company
100 North Gree Street since February 1994; Attorney and Assistant
Greensboro, North Carolina Secretary, January 1994, and prior thereto,
Attorney
*Messrs. Yelton and Ingram are interested persons (as that term is defined in
the Investment Company Act of 1940, as amended) of the Fund.
The following officers of the Fund also serve as officers and/or directors
of JP Management and Investor Services: E. J. Yelton, President and Treasurer
of the Fund, is President and a Director of JP Management and a Director of
Investor Services; W. Hardee Mills, Jr., Vice President of the Fund, is Vice
President of JP Management; and J. Gregory Poole, Secretary of the Fund, is
Secretary of Investor Services and JP Management. Each director of the Fund
also services as director for 3 other funds in the Jefferson-Pilot Investment
Management Fund Complex. Messrs. Yelton, Poole and Mills hold positions with
the other companies in the Jefferson-Pilot Investment Management Fund Complex
similar to the positions held with the Fund. The other companies within the
Fund Complex have the same investment adviser as does the Fund.
The following table provides information regarding the compensation each
nominee for director was paid by the Fund and the Fund Complex for the year
ended December 31, 1995.
COMPENSATION TABLE
(1) (2) (3) (4) (5)
Pension Estimate Total
Name of Aggregate Retirement Annual Compensation
Person, Compensation Benefits Accrued Benefits upon From Fund
Position from Fund as Part of Fund Retirement and 3 other
Expenses funds in
Complex
John C. Ingram $ 0 $ 0 $ 0 $ 0
Director
J. Lee Lloyd 1,220 0 0 4,880
Director
Richard W. 1,220 0 0 4,880
McEnally
Director
William E. Moran 1,220 0 0 4,880
Director
E. J. Yelton 0 0 0 0
Director,
President,
Treasurer
The Board of Directors met five times during the year.
<PAGE>
During the year ended December 31, 1995, directors not employed by the Fund or
its affiliates received a $100 director's fee for each meeting attended,
amounting to an aggregate of $500. In addition, each of the non-affiliated
directors receives a fee of $720 per year, payable in equal monthly
installments.
General Information
As of April 12, 1996 Jefferson-Pilot Life Insurance Company owned beneficially
236,976 share or 8.80% of the Fund's outstanding shares. That company owns of
record all of the Fund's outstanding shares, with the shares not owned
beneficially being owned for the said company's separate account. The shares
owed for the company's separate account are deemed to be beneficially owned by
owners of variable annuity contracts issued by the separate account.
Jefferson-Pilot Life Insurance Company, like JP Investment Management Company,
is a wholly-owned subsidiary of Jefferson-Pilot Corporation, Greensboro, North
Carolina.
Investors Fiduciary Trust Co., 127 W. 10th Street, 12th Floor, Kansas City, MO
64105, acting as custodian, has custody of all the Fund's securities and cash.
That company attends to the collection of principal and income, and payment for
and collection of proceeds of securities bought and sold by the Fund.
The Fund's independent accountants are McGladrey & Pullen, LLP, 555 Fifth
Avenue, 8th Floor, New York, New York 10017-2416, who audit and report on the
Fund's annual financial statements, review certain regulatory reports, prepare
the Fund's income tax returns, and perform other professional accounting,
auditing, tax and advisory services when engaged to do so by the Fund. The
selection of independent accountants will be submitted annually to the Fund's
shareholders for approval. Shareholders will receive annual audited financial
statements and semi-annual unaudited financial statements.
<PAGE>
Statement of Assets and Liabilities
December 31, 1995
Assets
Investment in securities at value (cost $25,529,797) $ 27,427,014
Cash 297,338
Receivables:
Interest 438,565
Capital shares sold 17,903
Total Assets 28,180,820
Liabilities
Accrued expenses 44,378
Total Liabilities 44,378
Net Assets
Net Assets, equivalent to $11.26 per share on
2,499,086 shares of capital stock outstanding (Note 2) $ 28,136,442
See Notes to Financial Statements.
<PAGE>
Statement of Operations
Year Ended December 31, 1995
Investment Income:
Interest $1,937,728
Expenses:
Investment Adviser's fee (Note 3) 132,446
Custodian and Transfer Agent fees 10,700
Directors' fees 3,660
Professional fees 20,400
Shareholder accounting services (Note 3) 12,000
Other 5,483
Total expenses 184,689
Less expenses offset (Note 5) ( 10,700)
Net expenses 173,989
Investment income - net 1,763,739
Realized and Unrealized Gain (Loss) on Investments:
Net realized loss on investments ( 133,355)
Unrealized appreciation of investments for the year 3,044,389
Net gain on investments 2,911,034
Net increase in net assets from operations $4,674,773
See Notes to Financial Statements.
<PAGE>
Statements of Changes in Net Assets
Years Ended December 31, 1995 and 1994
1995 1994
Increase (Decrease) in Net Assets from:
Operations:
Investment income - net $ 1,763,739 $ 1,869,403
Net realized loss on investments ( 133,355) ( 602,753)
Unrealized appreciation (depreciation)
for the year 3,044,389 ( 3,000,854)
Net increase (decrease) in net
assets from operations 4,674,773 ( 1,734,204)
Dividends paid to shareholders from:
Investment income - net ( 1,787,395) ( 1,809,110)
Net realized gain on investments _ ( 86,113)
Capital share transactions (Note 2) ( 28,492) ( 1,090,522)
Total increase (decrease) 2,858,886 ( 4,719,949)
Net Assets
Beginning of year 25,277,556 29,997,505
End of year (including undistributed net
investment income of $36,637 and
$60,293, respectively) $28,136,442 $25,277,556
See Notes to Financial Statements.
<PAGE>
Statement of Investments
December 31, 1995
Face
Ratings* Amount Issue Value
Bonds _ 91.45%
U.S. Government - 28.54%
$ 500,000 U.S. Treasury Notes
51/8% due 11/30/98 $ 498,360
500,000 U.S. Treasury Notes
63/8% due 8/15/02 524,295
500,000 U.S. Treasury Notes
61/2% due 4/30/99 518,280
500,000 U.S. Treasury Notes
67/8% due 3/31/00 528,205
1,100,000 U.S. Treasury Notes
71/2% due 1/31/96 1,101,892
500,000 U.S. Treasury Bonds
81/2% due 5/15/97 521,405
500,000 U.S. Treasury Notes
81/2% due 7/15/97 524,140
500,000 U.S. Treasury Bonds
87/8% due 8/15/17 669,685
750,000 U.S. Treasury Notes
93/8% due 4/15/96 758,558
500,000 U.S. Treasury Bonds
103/8% due 11/15/09 659,685
1,000,000 U.S. Treasury Bonds
123/4% due 11/15/10 1,523,120
Mortgage-Backed Securities - 10.67%
1,000,000 Federal Home Loan Mortgage Corporation
6% due 3/15/09 945,000
2,000,000 Federal Home Loan Mortgage Corporation
7% due 9/15/23 1,981,240
Industrials - 32.94%
Finance - 15.14%
A1 1,000,000 Ford Motor Credit Company
63/4% Notes due 8/15/08 1,026,890
750,000 Merrill Lynch & Company, Inc.
67/8% Notes due 3/01/03 780,908
<PAGE>
A1 1,000,000 Morgan Stanley Group, Inc.
7% Senior Notes due 10/01/13 1,010,220
A3 750,000 Smith Barney Holdings, Inc.
71/2% Notes due 5/01/02 801,270
A1 500,000 SunTrust Banks, Inc.
87/8% Notes due 2/01/98 532,075
Foods - 2.87%
Aa2 750,000 Archer-Daniels-Midland Company
71/8% Debs. due 3/01/13 788,580
Machinery - Industrial/Specialty - 2.04%
A2 500,000 Johnson Controls, Inc.
7.70% Debs. due 3/01/15 558,625
Natural Gas - 1.48%
Baa2 400,000 Tennessee Gas Pipeline Company
91/4% S.F. Debs. due 5/15/96 404,716
Pollution Control - 1.93%
Baa2 500,000 Laidlaw, Inc.
7.70% Debs. due 8/15/02 528,225
Railroads - 5.54%
Baa2 750,000 Kansas City Southern Industries, Inc.
65/8% Senior Notes due 3/01/05 757,627
A1 750,000 United States Leasing International, Inc
65/8% Senior Notes due 5/15/03 763,035
Telecommunications - 1.91%
A2 500,000 Northern Telecom, Limited
67/8% Senior Notes due 10/01/02 524,475
Tobacco - 2.03%
A2 500,000 Philip Morris Companies, Inc.
81/4% Senior Notes due 10/15/03 557,400
Utilities - 19.30%
Utilities - Electric - 4.11%
A2 500,000 Midwest Power Systems, Inc.
7% 1st Mtge. due 2/15/05 526,620
A1 500,000 South Carolina Electric & Gas Company
9% 1st & Ref. Mtge. due 7/15/06 601,705
Utilities - Gas - 9.61%
A1 1,000,000 Consolidated Natural Gas Company
65/8% Debs. due 12/01/13 988,070
<PAGE>
A2 500,000 National Fuel Gas Company
73/4% Debs. due 2/01/04 542,855
Baa1 500,000 Texas Gas Transmission
85/8% Notes due 4/01/04 565,270
Aa2 500,000 Washington Gas Light Company
83/4% 1st Mtge. due 7/01/19 539,600
Utilities - Telephone - 5.58%
A2 1,000,000 Alltel Corporation
61/2% Debs. due 11/01/13 995,950
A3 500,000 United Telephone Company of
Pennsylvania
73/8% 1st Mtge. Ser. Y
due 12/01/02 533,305
Total Bonds (Cost - $23,184,069+) 25,081,286
Short-Term Securities - 8.55%
A1 1,000,000 American Express Credit Corporation, 1/10/96 998,442
A1 1,000,000 Bell Atlantic Financial Services, Inc., 1/16/96 997,453
A1 350,000 Chevron Oil Finance Company, 1/03/96 349,833
Total Short-Term Securities (Cost - $2,345,728+) 2,345,728
Total Investments (Cost - $25,529,797+) $27,427,014
* Bonds are rated by Moody's Investors Service, Inc. and Commercial Paper is
rated by Standard & Poor's Corporation.
+ Aggregate cost for Federal income tax purposes is the same.
See Notes to Financial Statements.
<PAGE>
Notes to Financial Statements
Note 1. Significant Accounting Policies:
JP Investment Grade Bond Fund, Inc. is an open-end management investment
company registered under the Investment Company Act of 1940. The Fund's primary
investment objective is to seek the maximum level of current income as is
consistent with prudent risk. The Fund attempts to achieve this objective by
investing primarily in high-rated fixed income securities and dividend paying
common stocks, however, other types of securities may be purchased depending
upon the judgement of management. The following is a summary of significant
accounting policies followed in the preparation of its financial statements:
Valuation of Securities - Fixed income securities are valued by using market
quotations or independent pricing services which utilize prices provided by
market makers or estimates based on yield data related to similar securities;
short-term securities are stated at amortized cost which approximates value.
Federal Income Taxes - It is the Fund's policy to comply with the requirements
of the Internal Revenue Code applicable to "regulated investment companies"
and to distribute all of its taxable income to its shareholders. Therefore, no
provision for Federal income tax is required.
Use of Estimates - The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of increases and decreases in net assets
from operations during the reporting period. Actual results could differ from
those estimates.
General - Securities transactions are accounted for on the trade date. Dividend
income and distributions to shareholders are recorded on the ex-dividend date.
Interest income is accrued as earned.
Note 2. Capital Stock:
At December 31, 1995, 10,000,000 shares of capital stock ($1.00 par value) were
authorized and capital paid-in amounted to $26,980,405. Transactions in capital
stock were as follows:
Year Ended Year Ended
December 31, 1995 December 31, 1994
Shares Amount Shares Amount
Sold 468,268 $5,156,966 234,140 $2,530,665
Issued on reinvestment
of dividends 148,693 1,613,218 163,631 1,718,913
Redeemed (624,497) ( 6,798,676) (501,208) ( 5,340,100)
Net decrease ( 7,536) ($ 28,492) (103,437) ($1,090,522)
Note 3. Investment Advisory Fee and other Transactions with Affiliates:
JP Investment Management Company received investment advisory fees of $132,446
during the year ended December 31, 1995. This fee is computed at the annual
rate of 0.5% of the Fund's average daily net asset value. If the Fund's
expenses, excluding interest and taxes, exceed 1% of the average daily net
asset value, the Investment Adviser will pay the excess. No such reimbursement
was required during the year.
<PAGE>
Expenses include $12,000 of fees paid to JP Investment Management Company under
an Agency Agreement to provide shareholder accounting services.
Note 4. Investment Transactions:
Purchases and sales of investment securities, excluding short-term securities,
were $6,320,164 and $8,185,971, respectively.
Realized gains and losses are reported on an identified cost basis. Accumulated
net realized loss at December 31, 1995 was $777,816. This loss is available to
offset future realized capital gains and expires in 2003.
At December 31, 1995, the aggregate gross unrealized appreciation and
depreciation of portfolio securities was as follows:
Unrealized appreciation $1,898,074
Unrealized depreciation ( 858)
Net unrealized appreciation $1,897,216
Note 5. Expense Offset Arrangement:
The Fund has an arrangement with its custodian and transfer agent whereby
credits earned on cash balances maintained at the custodian are used to offset
custody and transfer agent charges. These credits amounted to $10,700 for the
year ended December 31, 1995.
Note 6. Selected Financial Information:
Years Ended December 31,
1995 1994 1993 1992 1991
Per share operating
performance (for a share
outstanding throughout
the year)
Net asset value,
beginning of year $10.08 $11.49 $11.19 $11.24 $10.61
Income from investment
operations:
Net investment income .73 .73 .74 .74 .85
Net realized and unrealized
gain(loss) on investments 1.19 ( 1.40) .36 ( .03) .62
Total from investment
operations 1.92 ( .67) 1.10 .71 1.47
Less distributions:
Dividends from net
investment income ( .74) ( .71) ( .73) ( .76) ( .84)
Distributions from net
realized gains _ ( .03) ( .07) _ _
Total distributions ( .74) ( .74) ( .80) ( .76) ( .84)
Net asset value, end of year $11.26 $10.08 $11.49 $11.19 $11.24
Total return 19.44% ( 5.92)% 10.10% 6.67% 14.61%
Ratios/supplemental data:
Net assets, end of year
(000 omitted) $28,136 $25,278 $29,997 $23,622 $19,134
Ratios to average net assets:
Expenses .70% .65% .59% .67% .72%
Net investment income 6.66 6.80 6.33 6.65 7.88
Portfolio turnover rate 26.16 28.93 19.88 18.05 7.23
<PAGE>
Independent Auditor's Report
To the Board of Directors and Shareholders
JP Investment Grade Bond Fund, Inc.
We have audited the accompanying statement of assets and liabilities and the
statement of investments of JP Investment Grade Bond Fund, Inc. as of December
31, 1995, and the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years in the period
then ended, and the selected financial information for each of the five years
in the period then ended. These financial statements and selected financial
information are the responsibility of the Fund's management. Our responsibility
is to express an opinion on these financial statements and selected financial
information based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and selected
financial information are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. Our procedures included confirmation of securities
owned as of December 31, 1995, by correspondence with the custodian. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements and selected financial information
referred to above present fairly, in all material respects, the financial
position of JP Investment Grade Bond Fund, Inc. as of December 31, 1995, the
results of its operations, the changes in its net assets, and the selected
financial information for the periods indicated, in conformity with generally
accepted accounting principles.
McGladrey & Pullen, LLP
/s/ McGladrey & Pullen, LLP
New York, New York
January 11, 1996
<PAGE>
PART C
OTHER INFORMATION
Page in
Statement of
Item 24. Financial Statements and Exhibits Additional Information
(a) Financial Statements.
Included in the Statement of Additional Information:
Statements of Assets and Liabilities
at December 31, 1995 B-8
Statements of Operations for the year
ended December 31, 1995 B-9
Statements of Changes in Net Assets for
the years ended December 31, 1995 and 1994 B-10
Notes to Financial Statements B-11
Statement of Investments at
December 31, 1995 B-14
Report of Certified Public Accountants B-18
Filed as part of Part C of Registration Statement.
None
All other financial statements are omitted
because they are not applicable or the
required information is shown in the
financial statements or the notes thereto.
(b) Exhibits.
1. Articles of Incorporation (incorporated by reference
to Exhibit 1 of Form N-1).
2. By-Laws (incorporated by reference to Post-Effective
Amendment No. 13 to the Registrant's Form N-1A).
3. None.
4. Copy of security (incorporated by reference to Pre-Effective
Amendment No. 1 to the Registrant's Form N-1).
5. Investment Advisory Agreement (incorporated by reference to
Post-Effective Amendment No.1 to the Registrant's Form N-1).
6. None.
<PAGE>
7. None.
8. Custody Agreement (incorporated by reference to Post-Effective
Amendment No. 14 to the Registrant's Form N-1A).
9(a) Service Agreement (incorporated by reference to Post-Effective
Amendment No. 2 to the Registrant's Form N-1).
9(c) Agency Agreement (incorporated by reference to Pre-Effective
Amendment No. 1 to the Registrant's Form N-1).
10. Not Applicable.
11. Consent of Certified Public Accountants.
12. Not Applicable.
13. None.
14. None.
15. None.
16. Not Applicable.
Item 25. Persons Controlled By or Under Common Control With Registrant
Jefferson-Pilot Life Insurance Company, incorporated under the insurance laws
of the State of North Carolina, owns a record 2,693,656 shares of Registrant's
common stock, which represents 100% of Registrant's outstanding voting
securities as of April 12, 1996. Jefferson-Pilot Life Insurance Company owns
beneficially 236,976 of such shares; the balance of the shares owned by the
company is owned by a separate account of the company as described in the
Prospectus making up Part A of this Amendment.
Jefferson-Pilot Corporation, a North Carolina corporation, owns
(a) all the outstanding voting securities of Jefferson-Pilot Life
Insurance Company; and (b) all of the outstanding voting
securities of JP Investment Management Company, a North Carolina
corporation, Registrant's investment adviser.
Separate financial statements are filed for the Registrant. All
of Jefferson-Pilot Corporation's subsidiaries' financial statements
are included in Jefferson-Pilot Corporation's consolidated financial
statements. The following is a list of corporations controlled by
Jefferson-Pilot Corporation:
Percent of
Voting Securities
State of Owned by Jefferson-
Name Incorporation Pilot Corporation
Jefferson-Pilot Life Insurance North Carolina 100%
Company
JP Investment Management North Carolina 100%
Company
Jefferson-Pilot Investor North Carolina 100%
Services, Inc.
Jefferson-Pilot North Carolina 100%
Communications Company
Alexander Hamilton Life Insurance Michigan 100%
Company of America
Omitted from the list are subsidiaries of Jefferson-Pilot Corporation and
the other companies listed which, considered in the aggregate as a single
subsidiary, would not constitute a significant subsidiary. Because none
of the companies listed is a subsidiary of Registrant, only the financial
statements of Registrant are filed.
<PAGE>
Item 26. Number of Holders of Securities
The following table indicates the number of record holders of the
Registrant's shares as of April 12, 1996:
(1) (2)
Number of Record
Title of Class Holders
Common Stock, Par Value 1
$1.00 per share
Item 27. Indemnification
The Jefferson-Pilot Corporation, pursuant to resolution of its
Board of Directors, agrees to indemnify the officers and
directors of the Registrant and Jefferson-Pilot Investor
Services, Inc. against any liability to the extent permitted by
law. That resolution reads as follows:
1. The Corporation shall indemnify any person who was or is a
party or is threatened to be made a party to any threatened,
pending, or completed action, suit, or proceeding, whether civil,
criminal, administrative, or investigative, including all
appeals, by reason of the fact that he/she is or was a director,
officer, or employee of the Corporation, or is or was serving at
the request of the Corporation as a director, trustee, officer,
employee, or agent of another Corporation, partnership, joint
venture, trust, or other enterprise, or as a committee member,
trustee or administrator under an employee benefit plan (all such
persons hereinafter sometimes referred to as "employee"), against
expenses (including attorneys' fees), judgments, decrees, fines,
penalties, and amounts paid in settlement actually and reasonably
incurred by such employee in connection with such action, suit or
proceeding, except that no indemnification shall be made in
respect of any liability or litigation expense which such
employee may incur on account of that employee's activities which
were at the time taken known or believed by that employee to be
clearly in conflict with the best interests of the Corporation.
The termination of any action, suit or proceeding by judgment,
order, settlement, conviction, or upon a plea of nolo contendere
or its equivalent, shall not, of itself, create a presumption
that the employee knew or believed the activities were clearly in
conflict with the best interests of the Corporation.
2. Any indemnification under Section 1 (unless ordered by a
court) shall be made by the Corporation only as authorized in the
specific case upon a determination that indemnification of the
employee is proper in the circumstances because the employee did
not know or believe, at the time, that the activities were
clearly in conflict with the best interests of the Corporation.
Such determination shall be made (a) by a majority vote of
directors acting at a meeting at which a quorum is present, or
(b) if such a quorum is not obtainable (or even if obtainable),
and a majority of directors so direct, by independent legal
counsel (compensated by the Corporation) in a written opinion, or
(c) by the affirmative vote of the holders of a majority of the
shares entitled to vote in the election of directors.
<PAGE>
3. Expenses of each employee indemnified hereunder incurred
in defending a civil, criminal, administrative, or investigative
action, suit, or proceeding (including all appeals), or threat
thereof, may be paid by the Corporation in advance of the final
disposition of such action, suit, or proceeding as authorized by
the Board of Directors, upon receipt of an undertaking by or on
behalf of the employee, to repay such amount unless it shall
ultimately be determined that the employee is entitled to be
indemnified by the Corporation.
4. The indemnification provided by this Resolution shall not
be deemed exclusive of any other rights to which those seeking
indemnification may be entitled as a matter of law, any
agreement, vote of shareholders, any insurance purchased by the
Corporation, or otherwise, both as to action in the employee's
official capacity and as to action in another capacity while
holding such office, and shall continue as to an employee who has
ceased to be director, officer, or employee and shall inure to
the benefit of the heirs, executors, and administrators of such
an employee.
5. The Corporation may purchase and maintain insurance on
behalf of an employee who is or was a director, officer, or
employee of the Corporation as a director, trustee, officer, or
employee of another corporation, partnership, joint venture,
trust, or other enterprise against any liability asserted against
the employee and incurred by the employee in any such capacity,
or arising out of the employee's status as such, whether or not
the Corporation would have the power to indemnify the employee
against such liability under the provisions of this Resolution or
of the North Carolina Business Corporation Act.
The North Carolina Law applicable to indemnification of directors
and officers reads as follows:
Part 5. Indemnification
55-8-50 POLICY STATEMENT AND DEFINITIONS (a) It is the
public policy of this State to enable corporations organized
under this Chapter to attract and maintain responsible, qualified
directors, officers, employees and agents, and, to that end, to
permit corporations organized under this Chapter to allocate the
risk of personal liability of directors, officers, employees and
agents through indemnification and insurance as authorized in
this Part.
(b) Definitions in this Part:
(1) "Corporation" includes any domestic or foreign
predecessor entity of a corporation in a merger or other
transaction in which the predecessor's existence ceased upon
consummation of the transaction.
<PAGE>
(2) "Director" means an individual who is or was a
director of a corporation or an individual who, while a director
of a corporation, is or was serving at the corporation's request
as a director, officer, partner, trustee, employee or agent of
another foreign or domestic corporation, partnership, joint
venture, trust, employee benefit plan, or other enterprise. A
director is considered to be serving an employee benefit plan at
the corporation's request if his duties to the corporation also
impose duties on, or otherwise involve services by, him to the
plan or to participants in or beneficiaries of the plan.
"Director" includes, unless the context requires otherwise, the
estate of personal representatives of a director.
(3) "Expenses" means expenses of every kind incurred in
defending a proceeding, including counsel fees.
(4) "Liability" means the obligation to pay a judgment,
settlement, penalty, fine including an excise tax assessed with
respect to an employee benefit plan, or reasonable expenses
incurred with respect to a proceeding.
(5) "Official capacity" means (i) when used with respect
to a director, the office of director in a corporation: and (ii)
when used with respect to an individual other than a director, as
contemplated in G.S. 55-8-56 the office in a corporation held by
the officer or the employment or agency relationship undertaken
by the employee or agent on behalf of the corporation. "Official
capacity" does not include service for any other foreign or
domestic corporation or any partnership, joint venture, trust,
employee benefit plan, or other enterprise.
(6) "Party" includes an individual who was, is, or is
threatened to be made a named defendant or respondent in a
proceeding.
(7) "Proceeding" means by threatened, pending, or
completed action, suit or proceeding, whether civil, criminal,
administrative, or investigative and whether formal or informal.
55-8-51 AUTHORITY TO INDEMNIFY (a) Except as provided in
subsection (d), a corporation may indemnify an individual made a
party to a proceeding because he is or was a director against
liability incurred in the proceeding if:
(1) He conducted himself in good faith; and
(2) He reasonably believed (i) in the case of conduct in
his official capacity with the corporation, that his conduct was
in its best interests; and (ii) in all other cases, that his
conduct was at least not opposed to its best interests; and
(3) In the case of any criminal proceeding, he had no
reasonable cause to believe his conduct was unlawful.
(b) A director's conduct with respect to an employee
benefit plan for a purpose he reasonably believed to be in the
interests of the participants in and beneficiaries of the plan is
conduct that satisfies the requirement of subsection (a)(2)(ii).
(c) The termination of a proceeding by judgment, order,
settlement, conviction, or upon a plea of no contest or its
equivalent is not, of itself, determinative that the director did
not meet the standard of conduct described in this section.
<PAGE>
(d) A corporation may not indemnify a director under
this section:
(1) In connection with a proceeding by or in the right
of the corporation in which the director was adjudged liable to
the corporation; or
(2) In connection with any other proceeding charging
improper personal benefit to him, whether or not involving action
in his official capacity, in which he was adjudged liable on the
basis that personal benefit was improperly received by him.
(e) Indemnification permitted under this section in
connection with a proceeding by or in the right of the
corporation that is concluded without a final adjudication on the
issue of liability is limited to reasonable expenses incurred in
connection with the proceeding.
(f) The authorization, approval or favorable
recommendations by the board of directors of a corporation of
indemnification, as permitted by this section, shall not be
deemed an act or corporate transaction in which a director has a
conflict of interest, and no such indemnification shall be void
or voidable on such ground.
55-8-52 MANDATORY INDEMNIFICATION Unless limited by its
articles of incorporation, a corporation shall indemnify a
director who was wholly successful, on the merits or otherwise,
in the defense of any proceeding to which he was a party because
he is or was a director of the corporation against reasonable
expenses incurred by him in connection with the proceeding.
55-8-53 ADVANCE FOR EXPENSES Expenses incurred by a
director in defending a proceeding may be paid by the corporation
in advance of the final disposition of such proceeding as
authorized by the board of directors in the specific case or as
authorized or required under any provision in the articles of
incorporation or bylaws or by any applicable resolution or
contract upon receipt of an undertaking by or on behalf of the
director to repay such amount unless it shall ultimately be
determined that he is entitled to be indemnified by the
corporation against such expenses.
55-8-54 COURT-ORDERED INDEMNIFICATION Unless a
corporation's articles of incorporation provide otherwise, a
director of the corporation who is a party to a proceeding may
apply for indemnification to the court conducting the proceeding
or to another court of competent jurisdiction. On receipt of an
application, the court after giving any notice the court
considers necessary may order indemnification if it determines.
(1) The director is entitled to mandatory
indemnification under G.S. 55-8-52 in which case the court shall
also order the corporation to pay the director's reasonable
expenses incurred to obtain court-ordered indemnification, or
<PAGE>
(2) The director is fairly and reasonably entitled to
indemnification in view of all the relevant circumstances,
whether or not he met the standard of conduct set forth in G.S.
55-8-51 or was adjudged liable as described in G.S. 55-8-51(d),
but if he was adjudged so liable his indemnification is limited
to reasonable expenses incurred.
55-8-55 DETERMINATION AND AUTHORIZATION OF INDEMNIFICATION
(a) A corporation may not indemnify a director under G.S. 55-8-51
unless authorized in the specific case after a determination has
been made that indemnification of the director is permissible in
the circumstances because he has met the standard of conduct set
forth in G.S. 55-8-51.
(b) The determination shall be made:
(1) By the board of directors by majority vote of a
quorum consisting of directors not at the time parties to the
proceeding;
(2) If a quorum cannot be obtained under subdivision
(1), by majority vote of a committee duly designated by the board
of directors (in which designation directors who are parties may
participate), consisting solely of two or more directors not at
the time parties to the proceeding;
(3) By special legal counsel (i) selected by the board
of directors or its committee in the manner prescribed in
subdivision (1) or (2): or (ii) if a quorum of the board of
directors cannot be obtained under subdivision (1) and a
committee cannot be designated under subdivision (2), selected by
majority vote of the full board of directors (in which selection
directors who are parties may participate); or
(4) By the shareholders, but shares owned by or voted
under the control of directors who are at the time parties to the
proceeding may not be voted on the determination.
(c) Authorization of indemnification and evaluation as
to reasonableness of expenses shall be made in the same manner as
the determination that indemnification is permissible, except
that if the determination is made by special legal counsel,
authorization of indemnification and evaluation as to
reasonableness of expenses shall be made by those entitled under
subsection (b)(3) to select counsel.
55-8-56 INDEMNIFICATION OF OFFICERS, EMPLOYEES, AND AGENTS
Unless a corporation's articles of incorporation provide
otherwise:
(1) An officer of the corporation is entitled to
mandatory indemnification under G.S. 55-8-52, and is entitled to
apply for court-ordered indemnification under G.S. 55-8-54, in
each case to the same extent as a director:
(2) The corporation may indemnify and advance expenses
under this Part to an officer, employee, or agent of the
corporation to the same extent as to a director; and
<PAGE>
(3) A corporation may also indemnify and advance
expenses to an officer, employee, or agent who is not a director
to the extent, consistent with public policy, that may be
provided by its articles of incorporation, bylaws, general or
specific action of its board of directors, or contract.
55-8-57 ADDITIONAL INDEMNIFICATION AND INSURANCE (a) In
addition to and separate and apart from the indemnification
provided for in G.S. 55-8-51, 55-8-52, 55-8-54, 55-8-55 and 55-8-56,
a corporation may in its articles of incorporation or bylaws
or by contract or resolution indemnify or agree to indemnify any
one or more of its "directors, officers, employees, or agents
against liability and expenses in any proceeding (including
without limitation a proceeding brought by or on behalf of the
corporation itself) arising out of their status as such or their
activities in any of the foregoing capacities; provided, however,
that a corporation may not indemnify or agree to indemnify a
person against liability or expenses he may incur on account of
his activities which were at the time taken known or believed by
him to be clearly in conflict with the best interests of the
corporation. A corporation may likewise and to the same extent
indemnify or agree to indemnify any person who, at the request of
the corporation, is or was serving as a director, officer,
partner, trustee, employee, or agent of another foreign or
domestic corporation, partnership, joint venture, trust or other
enterprise or as a trustee or administrator under an employee
benefit plan. Any provision in any articles of incorporation,
bylaw, contract, or resolution permitted under this section may
include provisions for recovery from the corporation of
reasonable costs, expenses, and attorneys' fees in connection
with the enforcement of rights to indemnification granted therein
and may further include provisions establishing reasonable
procedures for determining and enforcing the rights granted
therein.
(b) The authorization, adoption, approval, or favorable
recommendation by the board of directors of a public corporation
of any provision in any articles of incorporation, bylaw,
contract or resolution, as permitted in this section, shall not
be deemed an act or corporate transaction in which a director has
a conflict of interest, and no such articles of incorporation or
bylaw provision or contract or resolution shall be void or
voidable on such grounds. The authorization, adoption, approval,
or favorable recommendation by the board of directors of a
nonpublic corporation of any provision in any articles of
incorporation, bylaw, contract or resolution, as permitted in
this section, which occurred prior to July 1, 1990, shall not be
deemed an act or corporate transaction in which a director has a
conflict of interest, and no such articles of incorporation,
bylaw provision, contract or resolution shall be void or voidable
on such grounds. Except as permitted in G.S. 55-8-31, no such
bylaw, contract, or resolution not adopted, authorized, approved
or ratified by shareholders shall be effective as to claims made
or liabilities asserted against any director prior to its
adoption, authorization, or approval by the board of directors.
<PAGE>
(c) A corporation may purchase and maintain insurance on
behalf of an individual who is or was a director, officer,
employee, or agent of the corporation, or who, while a director,
officer, employee, or agent of the corporation, is or was serving
at the request of the corporation as a director, officer, partner,
trustee, employee, or agent of another foreign or domestic
corporation, partnership, joint venture, trust, employee benefit
plan, or other enterprise, against liability asserted against or
incurred by him in that capacity or arising from his status as a
director, officer, employee, or agent, whether or not the
corporation would have the power to indemnify him against the
same liability under any provision of this act. (Last amended by
Ch. 1024.L.'89. eff. 7-1-90.)
55-8-58 APPLICATION OF PART (a) If articles of
incorporation limit indemnification or advance for expenses,
indemnification and advance for expenses are valid only to the
extent consistent with the articles.
(b) This Part does not limit a corporation's power to
pay or reimburse expenses incurred by a director in connection
with his appearance as a witness in a proceeding at a time when
he has not been made a named defendant or respondent to the
proceeding.
(c) This Part shall not affect rights or liabilities
arising out of acts or omissions occurring before the effective
date of this act.
Item 28. Business and Other Connections of Investment Adviser
Connections of officers and directors of the investment adviser
with the Registrant appear under "The Investment Adviser" on page
B-3 of the Statement of Additional Information making up a
portion of this Amendment. Any other business, profession,
vocation or employment of a substantial nature of each officer
and director of the investment adviser during the last two years
is shown below.
Name of Director Other Business and
or Officer Nature of Connection
Emery Jay Yelton Senior Vice President-Investments,
President & Director Jefferson-Pilot Corporation and
Executive Vice President-Investments,
Jefferson-Pilot Life Insurance Company
since October 1993
John Carter Ingram Senior Vice President, Jefferson-Pilot
Senior Vice President, Life Insurance Company
Treasurer & Director
Kenneth Charles Mlekush Senior Vice President, Jefferson-Pilot
Director Corporation and Executive Vice
President-Individual, Jefferson-Pilot
Life Insurance Company; prior thereto,
President & CEO of Southland Life
Insurance Company since January 1993
<PAGE>
Wardell Hardee Mills, Jr. Vice President, Jefferson-Pilot Life
Vice President Insurance Company since February 1994
Jonathan Gregory Poole Associate Counsel & Assistant
Secretary Secretary, Jefferson-Pilot Life
Insurance Company since February 1994
Peggy King Collins Manager, Securities Administration,
Assistant Treasurer Jefferson-Pilot Life Insurance Company
Robert Emmet Whalen Second Vice President-Securities,
Assistant Treasurer Jefferson-Pilot Life Insurance Company
since February 1994
JP Investment Management Company, the investment adviser, also
serves as investment adviser to Jefferson-Pilot Capital
Appreciation Fund, Inc., Jefferson-Pilot Investment Grade Bond
Fund, Inc., and JP Capital Appreciation Fund, Inc.
Item 29. Principal Underwriters
Not Applicable.
Item 30. Location of Accounts and Records
The accounts and records of the Registrant are located, in whole
or in part, at the office of the Registrant and the following
locations:
Name Address
Investors Fiduciary Trust Company 127 West 10th Street
Kansas City, Missouri 64105
JP Investment Management Company 100 North Greene Street
Greensboro, North Carolina 27401
Item 31. Management Services
None.
Item 32. Undertakings
Not Applicable.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and
the Investment Company Act of 1940, the Registrant certifies that
it meets all the requirements for effectiveness of this Amendment
to Registration Statement pursuant to Rule 485(b) under the
Securities Act of 1933 and has duly caused this Amendment to its
Registration Statement to be signed on its behalf by the
undersigned thereunto duly authorized, in the City of Greensboro,
and State of North Carolina on the 30th day of April, 1996.
JP INVESTMENT GRADE BOND FUND, INC.
By: /s/ E. J. Yelton
Director, President and Treasurer
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to Registration Statement has been signed below by the
following persons in the capacities and on the dates indicated.
Signature Title Date
Director, President and
/s/ E. J. Yelton Treasurer (Chief Executive
Officer, Principal Accounting
Officer and Principal April 30, 1996
Financial Officer)
/s/ John C. Ingram Director April 30, 1996
/s/ J. Lee Lloyd Director April 30, 1996
/s/ Richard W. McEnally Director April 30, 1996
/s/ William E. Moran Director April 30, 1996
/s/ J. Gregory Poole Secretary April 30, 1996
<PAGE>
EXHIBIT INDEX
11 Consent of Certified Public Accountants
27 Financial Data Schedule
<PAGE>
EXHIBIT 11
CONSENT OF CERTIFIED PUBLIC ACCOUNTANTS
We hereby consent to the use of our report dated January 11, 1996 on the
financial statement of JP Investment Grade Bond Fund, Inc. referred to
therein in this Registration Statement and to the reference to our firm
in the Statement of Additional Information under the caption "General
Information."
/s/ McGladrey & Pullen LLP
McGladrey & Pullen, LLP
Certified Public Accountants
New York, New York
April 30, 1996
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
ANNUAL REPORT OF THE JP INVESTMENT GRADE BOND FUND, INC. DATED AS OF
DECEMBER 31, 1995 AND FROM FORM N-SAR FOR THE PERIOD ENDING
DECEMBER 31, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 25,529,797
<INVESTMENTS-AT-VALUE> 27,427,014
<RECEIVABLES> 456,468
<ASSETS-OTHER> 297,338
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 28,180,820
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 44,378
<TOTAL-LIABILITIES> 44,378
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 26,980,405
<SHARES-COMMON-STOCK> 2,499,086
<SHARES-COMMON-PRIOR> 2,506,622
<ACCUMULATED-NII-CURRENT> 36,637
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,897,216
<NET-ASSETS> 28,136,442
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 1,937,728
<OTHER-INCOME> 0
<EXPENSES-NET> 173,989
<NET-INVESTMENT-INCOME> 1,763,739
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 3,044,389
<NET-CHANGE-FROM-OPS> 2,911,034
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 1,787,395
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 468,268
<NUMBER-OF-SHARES-REDEEMED> 624,497
<SHARES-REINVESTED> 148,693
<NET-CHANGE-IN-ASSETS> 2,858,886
<ACCUMULATED-NII-PRIOR> 60,293
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 132,446
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 26,494,275
<PER-SHARE-NAV-BEGIN> 10.08
<PER-SHARE-NII> .73
<PER-SHARE-GAIN-APPREC> 1.19
<PER-SHARE-DIVIDEND> .74
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 11.26
<EXPENSE-RATIO> .70
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
