<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 18, 2000
REGISTRATION NOS. 2-14025
811-805
________________________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM N-1A
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933 [x]
PRE-EFFECTIVE AMENDMENT NO. [ ]
POST-EFFECTIVE AMENDMENT NO. 70 [x]
AND
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940 [x]
AMENDMENT NO. 28 [x]
-------------------
SALOMON BROTHERS INVESTORS VALUE FUND INC
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
-------------------
7 WORLD TRADE CENTER
NEW YORK, NEW YORK 10048
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (800) 725-6666
-------------------
ROBERT A. VEGLIANTE, ESQ.
SALOMON BROTHERS INVESTORS VALUE FUND INC
7 WORLD TRADE CENTER
NEW YORK, NEW YORK 10048
(NAME AND ADDRESS OF AGENT FOR SERVICE)
-------------------
COPY TO:
SARAH E. COGAN, ESQ.
SIMPSON THACHER & BARTLETT
425 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017-3909
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APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING: As soon as practicable after
this Registration Statement becomes effective.
It is proposed that this filing will become effective (check appropriate box):
[x] immediately upon filing pursuant to paragraph (b)
[ ] on [ ] 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.
________________________________________________________________________________
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PART A
SALOMON BROTHERS INVESTMENT SERIES
AMENDMENT DATED DECEMBER 18, 2000 TO
PROSPECTUS DATED APRIL 28, 2000 (THE 'PROSPECTUS')
The following information amends and, to the extent inconsistent therewith,
supercedes information in the Prospectus of the Salomon Brothers Investment
Series.
CLASS Y SHARES
In addition to Class A, B, 2 and O shares, Salomon Brothers Small Cap Growth
Fund and Salomon Brothers Investors Value Fund offer Class Y shares. The rights,
restrictions and limitations of Class Y shares are more fully discussed in the
Prospectus.
FEE TABLE (CLASS Y SHARES)
<TABLE>
<CAPTION>
SMALL CAP GROWTH INVESTORS VALUE
---------------- ---------------
<S> <C> <C>
SHAREHOLDER FEES (PAID DIRECTLY FROM YOUR INVESTMENT)
Maximum sales charge on purchases........................... None None
Maximum deferred sales charge on Redemption................. None None
ANNUAL FUND OPERATION EXPENSES (PAID BY THE FUND
AS A % OF NET ASSETS)
Management fees............................................. 0.80% 0.52%
Distribution and service (12b-1) fee........................ None None
Other expenses.............................................. 0.34%* 0.11%*
Total annual fund operating expenses........................ 1.14% 0.63%
</TABLE>
* Based on estimated amounts for the fiscal year ending December 31, 2000.
EXAMPLE
<TABLE>
<CAPTION>
NUMBER OF YEARS YOU OWN YOUR SHARES 1 YEAR 3 YEARS 5 YEARS 10 YEARS
----------------------------------- ------ ------- ------- --------
<S> <C> <C> <C> <C>
Your costs would be:
Class Y -- Small Cap Growth................................. $129 $403 $697 $1,534
Class Y -- Investors Value.................................. $ 64 $202 $351 $ 786
</TABLE>
The example assumes: * You invest $10,000 for the period shown
* You reinvest all distributions and dividends without a
sales charge
The fund's operating expenses remain the same
Your investment has a 5% return each year
Redemption of your shares at the end of the period
This example helps you compare the cost of investing in the fund with other
mutual funds. Your actual cost may be higher or lower.
EXCHANGEABILITY
Class Y shares of each fund are exchangeable for shares of the same class of
any other fund in the Salomon Brothers Investment Series.
INVESTMENT TECHNIQUES
The discussion on page 34 of the Prospectus under 'Foreign and emerging
market investments' is hereby amended to delete the 2nd italicized paragraph in
the left column.
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Prospectus dated April 27, 2000, filed under Part A of the Registrant's
Post-Effective Amendment No. 69 filed on April 27, 2000 as Accession No.
950117-00-001066, is incorporated herein by reference.
PART B
Statement of Additional Information, filed under Part B of the Registrant's
Post-Effective Amendment No. 30 filed on April 27, 2000 as Accession
No. 950117-00-001066, is incorporated herein by reference.
ITEM 22. FINANCIAL STATEMENTS
Registrant's Annual Report for the fiscal year ended December 31, 1999 is
incorporated herein by reference to the Registrant's definitive Rule 30b2-1
filed on March 2, 2000 as Accession No. 91155-00-000174.
SALOMON BROTHERS INVESTORS VALUE FUND INC
PART C. OTHER INFORMATION
ITEM 23. EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------ -----------
<S> <C>
(a)1 -- Registrant's Articles of Incorporation, as amended, are
incorporated by reference to Exhibit 1 of Post-Effective
Amendment No. 40 to the Registration Statement on Form
N-1A.
(a)2 -- Registrant's Articles of Incorporation, as amended, on
April 24, 1989, are incorporated by reference to Exhibit
1(b) of Post-Effective Amendment No. 50 to the
Registration Statement on Form N-1A.
(a)3 -- Registrant's Articles of Incorporation, as amended on
April 30, 1990, are incorporated by reference to Exhibit
1(c) of Post-Effective Amendment No. 52 to the
Registration Statement on Form N-1A.
(a)4 -- Form of Amended and Restated Articles of Incorporation of
Registrant are incorporated by reference to Exhibit 1(d)
of Post-Effective Amendment No. 60 to the Registration
Statement on Form N-1A.
(b)1 -- Registrant's By-Laws, as amended, are incorporated by
reference to Exhibit 2 of Post-Effective Amendment No. 46
to the Registration Statement on Form N-1A.
(b)2 -- Registrant's By-Laws, as amended as of May 1, 1994, are
incorporated by reference to Exhibit 2(a) of
Post-Effective Amendment No. 58 to the Registration
Statement on Form N-1A.
(c) -- Not applicable.
(d) -- Management Contract between Registrant and Salomon
Brothers Asset Management Inc dated November 28, 1997
incorporated by reference to Exhibit 5 of Post-Effective
Amendment No. 67 to the Registration Statement on
Form N-1A.
(e) -- Distribution Agreement between Registrant and CFBDS, Inc
dated September 1, 1998 filed as Exhibit (e) to the
Post-Effective Amendment No. 67 to the Registration
Statement on Form N-1A and incorporated herein by
reference.
(f) -- Not applicable.
(g) -- Custodian Agreement between Registrant and PNC Bank,
National Association filed as Exhibit (g) to the
Post-Effective Amendment No. 68 to the Registration
Statement on Form N-1A and incorporated herein by
reference.
(h)1 -- Form of Amendment to Transfer Agency Agreement between
Registrant and PFPC Global Fund Services, Inc. (formerly
First Data Investors Services Group, Inc) is incorporated
herein by reference to Exhibit 9(b) of Post-Effective
Amendment No. 60 to the Registration Statement on Form
N-1A.
(h)2 -- Form of Administration Agreement between the Registrant
and Salomon Brothers Asset Management Inc filed as Exhibit
(h)(2) to the Post-Effective Amendment No. 67 to the
Registration Statement on Form N-1A and incorporated
herein by reference.
</TABLE>
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<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------ -----------
<S> <C>
(i) -- Opinion and Consent of Counsel is incorporated by
reference to Pre-Effective Amendment No. 1 to Registrant's
Registration Statement on Form N-1A.
(j) -- Consent of PricewaterhouseCoopers LLP is (filed as
Exhibit J to Post-Effective Amendment No. 69 to the
Registration Statement on Form N-1A and incorporated
herein by reference).
(k) -- Not applicable.
(l)1 -- Letter Agreement re: initial capital is incorporated by
reference to Exhibit 13 of Post-Effective Amendment
No. 40 to the Registration Statement on Form N-1A.
(l)2 -- Form of Share Purchase Agreement re: purchase of
Class A, Class B and Class C shares is incorporated herein
by reference to Exhibit 13(b) of Post-Effective Amendment
No. 60 to the Registration Statement on Form N-1A.
(m) -- Form of Amended Services and Distribution Plan will be
filed by amendment.
(n) -- Form of Multiclass Plan Pursuant to Rule 18f-3 under the
Investment Company Act of 1940 for the Salomon Brothers
Investors Fund Inc is incorporated by reference to Exhibit
18(b) to Post-Effective Amendment No. 61 to the
Registration Statement on Form N-1A.
(p) -- Code of Ethics (filed as Exhibit P to Post-Effective
Amendment No. 69 to the Registration Statement on
Form N-1A and incorporated herein by reference).
</TABLE>
ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
Certain portfolios of the Registrant may be deemed to be under common
control with Salomon Brothers Holding Company Inc because the same (or an
affiliated) entity owns greater than 25% of the outstanding shares of one or
more classes of shares of such portfolios and such fund.
ITEM 25. INDEMNIFICATION
Reference is made to Article Seventh of Registrant's Article of
Incorporation, and Section 4 of the Distribution Contract.
Insofar as indemnification for liabilities arising under the Securities Act
of 1933 (the 'Securities Act') may be permitted to directors, officers and
controlling persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant understands that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities Act and is, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
the Registrant of expenses incurred or paid by a director, officer or
controlling person of the Registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling person
in connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act and will be governed by the final adjudication of such issue.
ITEM 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
The list required by this Item 28 of officers and directors of Salomon
Brothers Asset Management Inc ('SBAM'), together with information as to any
other business, profession, vocation or employment of a substantial nature
engaged in by such officers and directors during the past two years, is
incorporated by reference to Schedules A and D of Form ADV filed by SBAM
pursuant to the Advisers Act (SEC File No. 801-32046).
ITEM 27. PRINCIPAL UNDERWRITERS
CFBDS Inc., ('CFBDS'), the Registrant's Distributor, is the distributor for
CitiFunds Multi-State Tax Free Trust, CitiFunds Premium Trust, CitiFunds
Institutional Trust, CitiFunds Tax Free Reserves,
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CitiFunds Trust III. CFBDS is also the placement agent for Tax Free Reserves
Portfolio, Cash Reserves Portfolio and U.S. Treasury Reserves Portfolio.
In addition, CFBDS is also the distributor for the following Salomon
Brothers funds: Salomon Brothers Opportunity Fund Inc, Salomon Brothers
Investors Fund Inc, Salomon Brothers Capital Fund Inc, Salomon Brothers Series
Funds Inc, Salomon Brothers Institutional Series Funds Inc, Salomon Brothers
Variable Series Funds Inc.
(b) The information required by this Item 27 with respect to each director
and officer of CFBDS is incorporated by reference to Schedule A of Form 8D filed
by CFBDS pursuant to the Securities and Exchange Act of 1934 (File
No. 8-32417).
(c) Not applicable.
ITEM 28. LOCATION OF ACCOUNTS AND RECORDS
(1) SBAM
7 World Trade Center
New York, New York 10048
(2) PNC Bank, National Associates
Airport Business Center
International Court 2
200 Stevens Drive
Lester, PA 19113
(3) PFPG Global Fund Services, Inc.
One Exchange Place
Boston, Massachusetts 02180
ITEM 29. MANAGEMENT SERVICES
Not applicable.
ITEM 30. UNDERTAKINGS
The Registrant hereby undertakes to furnish each person to whom a Prospectus
is delivered with a copy of the Registrant's latest Annual Report to
shareholders upon request and without charge.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended (the
'1933 Act'), and the Investment Company Act of 1940, as amended, the Registrant
certifies that it meets all of the requirements for effectiveness of this
Registration Statement under Rule 485(b) under the 1933 Act and has duly caused
this Post-Effective Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of New York,
and State of New York, on the 18 day of December, 2000.
SALOMON BROTHERS INVESTORS VALUE FUND INC
(Registrant)
By /s/ HEATH B. MCLENDON
.....................................
HEATH B. MCLENDON
PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Post-Effective Amendment to the Registration Statement has been signed below by
the following persons in the capacities and on the date indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
--------- ----- ----
<S> <C> <C>
/s/ HEATH B. MCLENDON President and Director (Principal December 18, 2000
......................................... Executive Officer)
(HEATH B. MCLENDON)
/s/ LEWIS E. DAIDONE Executive Vice President and December 18, 2000
......................................... Treasurer (Principal Financial and
(LEWIS E. DAIDONE) Accounting Officer)
* Director December 18, 2000
.........................................
(CHARLES F. BARBER)
* Director December 18, 2000
.........................................
(ANDREW L. BREECH)
* Director December 18, 2000
.........................................
(CAROL L. COLMAN)
* Director December 18, 2000
.........................................
(WILLIAM R. DILL)
* Director December 18, 2000
.........................................
(CLIFFORD M. KIRTLAND, JR.)
* Director December 18, 2000
.........................................
(ROBERT W. LAWLESS)
* Director December 18, 2000
.........................................
(LOUIS P. MATTIS)
</TABLE>
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<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
--------- ----- ----
<S> <C> <C>
* Director December 18, 2000
.........................................
(THOMAS F. SCHLAFLY)
/s/ HEATH B. MCLENDON December 18, 2000
*By: .....................................
(HEATH B. MCLENDON, AS
ATTORNEY-IN-FACT)
</TABLE>
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