<PAGE>
As filed with the Securities and Exchange Commission on August 31, 1995
Registration No. 2-94996
Registration No. 811-4185
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 26 [X]
AND/OR
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 27 [X]
THE HUDSON RIVER TRUST
(Exact Name of Registrant as
specified in Declaration of Trust)
1345 Avenue of the Americas James M. Benson
New York, New York 10105 President
787 Seventh Avenue
47th Floor
New York, New York 10019
(Address of Principal Executive Offices, (Name and Address of Agent for
Including Zip Code) Service)
Registrant's Telephone Number, including Area Code: (800) 852-6860
Please send copies of all communications to:
Edmund P. Bergan, Jr.
Alliance Capital Management L.P.
1345 Avenue of the Americas
New York, New York 10105
Approximate Date of Proposed Public Offering: Continuous.
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)(i)
[ ] on (date) pursuant to paragraph (a)(i)
[ ] 75 days after filing pursuant to paragraph (a)(ii)
[ ] on (date) pursuant to paragraph (a)(ii) 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.
Pursuant to Rule 24f-2(a)(1) of the Investment Company Act of 1940, the
Registrant has registered an indefinite number or amount of securities under the
Securities Act of 1933. The Registrant's 24f-2 Notice for the fiscal year ended
December 31, 1994 was filed on February 24, 1995.
<PAGE>
THE HUDSON RIVER TRUST
CROSS-REFERENCE SHEET
Items Required by Form N-1A
<TABLE>
<CAPTION>
Item Number in Part A Prospectus Caption
<C> <S> <C>
1. Cover Page . . . . . . . . . . . . . . . . . . . . . . COVER PAGE
2. Synopsis . . . . . . . . . . . . . . . . . . . . . . . NOT APPLICABLE
3. Condensed Financial Information. . . . . . . . . . . . FINANCIAL HIGHLIGHTS; PROSPECTUS SUPPLEMENT
4. General Description of Registrant. . . . . . . . . . . THE TRUST; INVESTMENT OBJECTIVES AND POLICIES
5. Management of the Trust. . . . . . . . . . . . . . . . MANAGEMENT OF THE TRUST
5A. Management's Discussion of Fund's Performance . . . NOT APPLICABLE
6. Capital Stock and Other Securities . . . . . . . . . . THE TRUST; DESCRIPTION OF THE TRUST'S SHARES; DIVIDENDS,
DISTRIBUTIONS AND TAXES
7. Purchase of Securities Being Offered . . . . . . . . . DESCRIPTION OF THE TRUST'S SHARES
8. Redemption or Repurchase . . . . . . . . . . . . . . . DESCRIPTION OF THE TRUST'S SHARES
9. Legal Proceedings . . . . . . . . . . . . . . . . . . NOT APPLICABLE
</TABLE>
<TABLE>
<CAPTION>
Item Number in Part B Statement of Additional Information Caption
<C> <S> <C>
10. Cover Page. . . . . . . . . . . . . . . . . . . . . . . COVER PAGE
11. Table of Contents . . . . . . . . . . . . . . . . . . . TABLE OF CONTENTS
12. General Information and History . . . . . . . . . . . . GENERAL INFORMATION AND HISTORY
13. Investment Objectives and Policies. . . . . . . . . . . INVESTMENT RESTRICTIONS OF THE PORTFOLIOS; DESCRIPTION OF
CERTAIN SECURITIES IN WHICH THE PORTFOLIOS MAY INVEST
14. Management of the Fund. . . . . . . . . . . . . . . . . MANAGEMENT OF THE TRUST; INVESTMENT ADVISORY AND OTHER
SERVICES
15. Control Persons and Principal Holders of Securities . GENERAL INFORMATION AND HISTORY; DESCRIPTION OF THE TRUST'S SHARES*
16. Investment Advisory and Other Services. . . . . . . . . INVESTMENT ADVISORY AND OTHER SERVICES; FINANCIAL STATEMENTS
17. Brokerage Allocation and Other Services . . . . . . . . INVESTMENT ADVISORY AND OTHER SERVICES
18. Capital Stock and Other Securities. . . . . . . . . . . GENERAL INFORMATION AND HISTORY; DESCRIPTION OF THE TRUST'S
SHARES*
19. Purchase, Redemption and Pricing . . . . . . . . . . . PURCHASE AND PRICING OF
of Securities Being Offered SECURITIES; DESCRIPTION OF THE TRUST'S SHARES*
20. Tax Status. . . . . . . . . . . . . . . . . . . . . . . CERTAIN TAX CONSIDERATIONS
21. Underwriters. . . . . . . . . . . . . . . . . . . . . . OTHER SERVICES
22. Calculation of Performance Data . . . . . . . . . . . . PORTFOLIO YIELD
23. Financial Statements. . . . . . . . . . . . . . . . . . FINANCIAL STATEMENTS; SAI SUPPLEMENT
</TABLE>
- ---------------
* Prospectus Caption
The following documents are incorporated herein by reference:
1. The Trust's Prospectus contained in Post-Effective Amendment No. 25 to
the Trust's Registration Statement (File Nos. 2-94996, 911-4185) filed on May 1,
1995;
2. The Trust's Statement of Additional Information (including the reports
of independent accountants and financial statements contained therein),
contained in Post-Effective Amendment No. 25 to the Trust's Registration
Statement (File Nos. 2-94996, 911-4185) filed on May 1, 1995.
<PAGE>
THE HUDSON RIVER TRUST
Supplement dated August 31, 1995
to
Statement of Additional Information dated May 1, 1995
1. Financial Statements. The financial statements included in the
Statement of Additional Information are hereby supplemented by adding the
attached unaudited financial statements of the International Portfolio for the
period from March 1, 1995 (commencement of operations) through June 30, 1995.
2. Date of the Statement of Additional Information. The date of
the Statement of Additional Information is hereby amended from May 1, 1995 to
August 31, 1995.
YOU SHOULD RETAIN THIS SUPPLEMENT
WITH YOUR STATEMENT OF ADDITIONAL INFORMATION
FOR FUTURE REFERENCE.
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
June 30, 1995
(Unaudited)
<TABLE>
<CAPTION>
<S> <C>
Assets:
Investments at value (Cost: $6,779,128) (Notes 1 and 3) ................ $6,833,589
Cash ................................................................... 80,210
Foreign cash ........................................................... 146,502
Receivable from Separate Accounts for Trust shares sold ................ 28,323
Receivable for securities sold ......................................... 24,806
Dividends receivable ................................................... 7,897
------------
Total assets ......................................................... 7,121,327
------------
Liabilities:
Payable for securities purchased ....................................... 296,478
Unrealized depreciation of forward currency contracts (Notes 1 and 3) . 6,822
Investment advisory fees payable ....................................... 4,890
Accrued expenses ....................................................... 4,411
------------
Total liabilities .................................................... 312,601
------------
Net Assets ............................................................. $6,808,726
============
Components of Net Assets:
Paid in capital ....................................................... $6,762,205
Accumulated overdistributed net investment income ..................... (170)
Accumulated undistributed net realized loss ........................... (243)
Unrealized appreciation of investments and foreign currency
denominated assets and liabilities ................................... 46,934
------------
Net Assets ............................................................. $6,808,726
============
Shares outstanding ..................................................... 674,658
============
Net asset value, offering and redemption
price per share ....................................................... $10.09
============
See Notes to Financial Statements.
</TABLE>
1
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
STATEMENT OF OPERATIONS
April 3, 1995* to June 30, 1995
(Unaudited)
<TABLE>
<CAPTION>
<S> <C>
Investment Income:
Income (Note 1):
Dividends (net of foreign withholding taxes of
$3,027) .............................................. $17,548
Interest ............................................. 35,565
---------
Total income ........................................ 53,113
---------
Expenses (Note 2):
Investment advisory fee .............................. 13,195
Custody fees ......................................... 1,795
Printing and mailing expenses ........................ 271
Professional fees .................................... 46
SEC registration fees ................................ 1,139
Trustees' fees ....................................... 45
Miscellaneous ........................................ 1,160
---------
Total expenses ...................................... 17,651
---------
Net Investment Income ................................. 35,462
---------
Realized and Unrealized Gain (Loss) (Notes 1 and 3):
Realized Gain (Loss):
On securities ........................................ 3,368
On foreign currency transactions ..................... (3,611)
---------
Realized loss -- net .................................. (243)
---------
Unrealized Appreciation (Depreciation):
On securities ........................................ 54,461
On foreign currency transactions ..................... (7,527)
---------
Unrealized appreciation -- net ........................ 46,934
---------
Realized and Unrealized Gain--Net ..................... 46,691
---------
Net Increase in Net Assets from Operations ............ $82,153
=========
</TABLE>
[FN]
- ----------
* Commencement of operations.
See Notes to Financial Statements.
2
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
April 3, 1995* to June 30, 1995
(Unaudited)
<TABLE>
<CAPTION>
<S> <C>
Increase (Decrease) in Net Assets from Operations:
Net investment income ..................................................... $ 35,462
Net realized loss on investments .......................................... (243)
Net unrealized appreciation of investments and foreign currency
denominated assets and liabilities ....................................... 46,934
-----------
Net increase in net assets from operations ................................ 82,153
-----------
Dividends to Shareholders (Note 1):
Net investment income ..................................................... (35,632)
-----------
Share Transactions (Notes 1 and 4):
Shares sold ............................................................... 6,732,847
Shares issued in reinvestment of dividends ................................ 35,632
Shares redeemed ........................................................... (6,274)
-----------
Net increase in net assets derived from share transactions ............... 6,762,205
-----------
Increase in Net Assets ..................................................... 6,808,726
Net Assets, Beginning of Period ............................................ --
-----------
Net Assets, End of Period .................................................. $6,808,726
===========
</TABLE>
[FN]
- ----------
* Commencement of operations.
See Notes to Financial Statements.
3
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
PORTFOLIO OF INVESTMENTS
June 30, 1995 (Unaudited)
<TABLE>
<CAPTION>
NUMBER OF VALUE
SHARES (NOTE 1)
- --------------------------------- ----------- --------------------------
<S> <C> <C>
COMMON STOCKS:
AUSTRALIA
Advance Bank Australia --Rights* 6,000 $ 2,090
Broken Hill Property ............. 3,300 40,624
Gwalia Consolidated .............. 5,000 6,894
Oil Search Ltd.* ................. 25,000 18,657
Villa World Ltd.* ................ 50,000 31,984
Westralian Sands Ltd. ............ 14,000 32,339
--------------------------
TOTAL AUSTRALIA (2.0%) .......... 132,588
--------------------------
CANADA
Accugraph Corp. (Class A)* ...... 5,000 21,389
Cinar Films, Inc. (Class B)* .... 3,000 29,438
Nelvana Limited*+ ................ 3,000 40,412
Quality Dino Entertainment Ltd.* 5,000 20,000
Royal Plastics Group Ltd.*+ ..... 2,000 27,488
--------------------------
TOTAL CANADA (2.0%) ............. 138,727
--------------------------
CHILE (0.4%)
Enersis S.A. (ADR) ............... 1,000 29,500
--------------------------
DENMARK
Novo-Nordisk AS .................. 350 37,345
Tele Danmark AS, B shares ........ 600 33,399
--------------------------
TOTAL DENMARK (1.0%) ............ 70,744
--------------------------
FRANCE
Coflexip (ADR) ................... 2,000 50,750
Credit Local de France ........... 500 46,380
--------------------------
TOTAL FRANCE (1.4%) ............. 97,130
--------------------------
GERMANY
Apcoa Parking AG* ................ 400 21,260
Bayer AG ......................... 100 24,854
SGL Carbon AG*+ .................. 1,800 80,443
Veba ............................. 50 19,633
--------------------------
TOTAL GERMANY (2.2%) ............ 146,190
--------------------------
HONG KONG
Ek Chor China Motorcycle Co. .... 1,000 16,125
Hopewell Holdings ................ 35,000 29,627
HSBC Holding PLC ................. 2,000 25,653
Jardine International
Holdings Ltd. ................... 18,000 17,679
--------------------------
TOTAL HONG KONG (1.3%) .......... 89,084
--------------------------
INDONESIA
Asia Pacific Resources
International Holdings Ltd.
(Class A)* ...................... 2,000 18,250
PT Indonesian Satellite (ADR) ... 1,000 38,250
--------------------------
TOTAL INDONESIA (0.8%) .......... 56,500
--------------------------
IRELAND
Allied Irish Bank ................ 5,000 23,593
Crean (James) PLC--Units ......... 5,000 17,613
--------------------------
TOTAL IRELAND (0.6%) ............ 41,206
--------------------------
ITALY (0.5%)
Industrie Natuzzi (ADR) .......... 1,000 33,125
--------------------------
JAPAN
Aim Services Co. Ltd.* ........... 1,000 23,597
Asahi Bank Ltd. .................. 2,000 21,356
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF VALUE
SHARES (NOTE 1)
- --------------------------------- ----------- --------------------------
<S> <C> <C>
COMMON STOCKS (Continued):
Asahi Diamond Industrial ......... 2,000 $ 24,541
Coco's Japan Co. Ltd ............. 1,000 11,563
Daibiru Corp. .................... 2,000 23,314
Denki Kagaku Kogyo K.K.* ......... 5,000 16,636
Eidensha Co. Ltd. ................ 1,000 13,569
Familymart Co. ................... 1,000 50,145
Hachijuni Bank ................... 2,000 24,777
Hitachi Metals Ltd. .............. 4,000 44,882
Ishihara Sangyo Ltd.* ............ 12,000 35,679
Kaneshita Construction ........... 2,000 26,429
Keyence Corp. .................... 400 44,835
Kinden Corp. ..................... 1,000 18,642
Koa Fire & Marine ................ 8,000 49,083
Kurita Water Industries .......... 2,000 51,442
Kyoritsu Maintenance Co. Ltd.* .. 1,000 42,829
Mabuchi Motor .................... 400 27,562
Minebea Co. ...................... 3,000 19,256
Mitsubishi Bank .................. 1,000 21,592
Mitsubishi Motors Corp. .......... 2,000 16,495
National House Industrial ........ 1,000 18,524
Nichiei Co. Ltd. ................. 1,000 61,707
Nichiha .......................... 2,000 41,296
Nihon Dempa Kogyo ................ 1,000 28,907
Nikon Corp. ...................... 4,000 39,361
Nippon Electric Glass ............ 1,000 16,046
Nippon Kanzai Co. ................ 1,000 29,969
Nippon Sanso Corp.* .............. 8,000 36,057
Nippon Telegraph &
Telephone Corp.* ................ 5 41,885
Nippon Yakin Kogyo Co.* .......... 1,000 4,271
Noritz Co. ....................... 2,000 37,520
Ohsho Food Service Corp.* ........ 1,000 22,418
Oji Paper ........................ 4,000 38,464
Omron Corp. ...................... 2,000 38,228
Oriental Construction Co.* ...... 1,000 21,002
Promise Co. Ltd. ................. 300 12,530
PS Corp. ......................... 2,000 36,104
Sankyo Co. ....................... 1,000 23,243
Santen Pharmaceutical Co. ........ 1,000 26,665
Sanyo Shinpan Finance Co. Ltd. .. 500 36,576
Sato Corp. ....................... 1,000 17,698
Seijo Corp.* ..................... 1,000 37,166
Sekichu Co. Ltd.* ................ 1,000 13,922
Sekisui Chemical Co. Ltd. ........ 3,000 35,396
Sharp Corp. ...................... 1,000 13,215
Shimamura Co. Ltd. ............... 1,000 35,396
Showa Shell Sekiyu ............... 1,150 11,018
SMC Corp. ........................ 800 45,968
Takara Shuzo Co. ................. 1,000 7,563
Takeda Chemical Industries ...... 2,000 26,429
Toda Construction ................ 1,000 8,778
Toho Bank ........................ 3,000 24,439
Tokyo Broadcasting System ........ 1,000 14,276
Tokyo Electron ................... 1,000 34,216
Toppan Printing Co. .............. 3,000 39,290
Wesco, Inc. ...................... 1,000 22,772
Yamaichi Securities .............. 4,000 21,426
Yamanashi Chuo Bank .............. 3,000 33,626
Yamanouchi Pharmaceutical ........ 2,000 45,071
--------------------------
TOTAL JAPAN (25.1%) ............. 1,706,662
</TABLE>
4
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
PORTFOLIO OF INVESTMENTS (Concluded)
June 30, 1995 (Unaudited)
<TABLE>
<CAPTION>
NUMBER OF VALUE
SHARES (NOTE 1)
- --------------------------------- ----------- --------------------------
<S> <C> <C>
COMMON STOCKS (Continued):
MALAYSIA
Arab-Malaysia Finance* ........... 7,000 $ 28,281
Hock Hua Bank .................... 7,000 26,415
Kian Joo Can Factory ............. 10,000 39,171
Metacorp BHD* .................... 10,000 30,763
Peladang Kimia BHD* .............. 5,000 13,023
Tenaga Nasional BHD .............. 10,000 40,812
--------------------------
TOTAL MALAYSIA (2.6%) ........... 178,465
--------------------------
NETHERLANDS
Baan Co. N.V.* ................... 2,000 61,750
Philips Electronics N.V. ......... 500 21,176
Polygram ......................... 500 29,537
Randstad Holdings N.V. ........... 500 35,379
Wolters Kluwer ................... 1,000 88,254
--------------------------
TOTAL NETHERLANDS (3.5%) ........ 236,096
--------------------------
NORWAY
Liva Bil ......................... 1,400 32,940
Norsk Hydro AS ................... 500 20,973
Tomra Systems .................... 18,000 70,684
--------------------------
TOTAL NORWAY (1.8%) ............. 124,597
--------------------------
NEW ZEALAND
Air New Zealand Limted 'B'
Shares* ......................... 10,000 29,082
Lion Nathan Ltd. ................. 15,000 29,684
--------------------------
TOTAL NEW ZEALAND (0.9%) ........ 58,766
--------------------------
PANAMA
Banco Latinoamericano de
Exportaciones, S.A. ............. 2,000 66,250
Helicopter Line Ltd.* ............ 15,000 45,127
--------------------------
TOTAL PANAMA (1.6%) ............. 111,377
--------------------------
PERU (0.8%)
Banco Wiese Limitado (ADS) ...... 6,400 52,800
--------------------------
SINGAPORE
Hong Kong Land Holding ........... 12,000 21,840
Overseas Chinese Bank Ltd. ...... 2,000 22,182
Overseas Union Bank .............. 3,000 18,891
--------------------------
TOTAL SINGAPORE (0.9%) .......... 62,913
--------------------------
SPAIN
Banco Popular .................... 200 29,734
Centros Comerciales Pryca S.A.* . 1,000 18,583
Corporacion Mapfre
Cia Inter ....................... 700 34,400
Repsol SA ........................ 1,000 31,468
--------------------------
TOTAL SPAIN (1.7%) .............. 114,185
--------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NUMBER OF VALUE
SHARES (NOTE 1)
- --------------------------------- ----------- -------------------------
<S> <C> <C>
COMMON STOCKS (Continued):
SWEDEN (0.7%)
Sparbanken Sverige
AB Shares A+ .................... 6,000 $ 50,718
--------------------------
SWITZERLAND (1.0%)
Roche Holdings AG Genusscheine .. 10 64,438
--------------------------
UNITED KINGDOM
Aran Energy PLC* ................. 60,000 37,708
British Airways .................. 8,000 52,441
Hanson PLC ....................... 15,000 52,505
Powergen PLC (ADR) ............... 3,000 23,078
Reed International ............... 1,000 14,049
Takare* .......................... 10,000 30,548
Tate & Lyle PLC .................. 3,000 20,286
Williams Holdings PLC ............ 5,000 25,099
WPP Group PLC .................... 15,000 28,878
Zeneca Group PLC ................. 4,000 67,588
TOTAL UNITED KINGDOM (5.2%) .... 352,180
--------------------------
TOTAL COMMON STOCKS (58.0%)
(Cost $3,904,623) ............... 3,947,991
--------------------------
PREFERRED STOCKS:
GERMANY (0.6%)
Fielmann AG* ..................... 800 36,446
--------------------------
TOTAL PREFERRED STOCKS (0.6%)
(Cost $29,852) .................. 36,446
--------------------------
PRINCIPAL
AMOUNT
-----------
LONG-TERM DEBT SECURITIES:
NETHERLANDS (0.7%)
Boskalis Westminster
5.25% Conv., 06/01/00 ........... $ 80,000 49,247
--------------------------
TOTAL LONG-TERM DEBT SECURITIES (0.7%)
(Amortized Cost $44,748) ........ 49,247
--------------------------
SHORT-TERM DEBT SECURITIES:
U.S. GOVERNMENT (41.1%)
Federal Home Loan Mortgage Corp.
6.1%, due 07/03/95 .............. 2,800,000 2,799,905
--------------------------
TOTAL SHORT-TERM DEBT SECURITIES (41.1%)
(Amortized Cost $2,799,905) .... 2,799,905
--------------------------
TOTAL INVESTMENTS (100.4%)
(Cost/Amortized Cost $6,779,128) 6,833,589
LIABILITIES IN EXCESS OF CASH AND
RECEIVABLES (-0.4%) ............. (24,863)
--------------------------
NET ASSETS (100.0%) .............. $6,808,726
==========================
</TABLE>
- ----------
* Non-income producing.
+ Security exempt from registration under Rule 144A of the Securities Act
of 1933. These securities may only be resold to qualified institutional
buyers.
See Notes to Financial Statements.
5
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
June 30, 1995
(Unaudited)
1. The Hudson River Trust (Trust) is registered under the Investment
Company Act of 1940, as amended, as an open-end management investment
company. The Trust has thirteen Portfolios (Portfolios) currently in
operation. Shares of the Trust are offered to separate accounts of The
Equitable Life Assurance Society of the United States (Equitable), a
wholly-owned subsidiary of The Equitable Companies Incorporated, Equitable
Variable Life Insurance Company (Equitable Variable), a wholly-owned
subsidiary of the Equitable, and to separate accounts of other insurance
companies unaffiliated with Equitable and Equitable Variable. Effective
December 14, 1994, the Trust's Board of Trustees approved the establishment
of the International Portfolio (Portfolio). The Portfolio commenced
operations on April 3, 1995, at an initial share value of $10.
The following is a summary of the significant accounting policies of the
Portfolio:
Stocks listed on national securities exchanges and certain
over-the-counter issues traded on the NASDAQ national market system are
valued at the last sale price, or, if there is no sale, at the latest
available bid price. Other unlisted stocks are valued at their last sale
price or, if no reported sale during the day, at a bid price estimated by a
broker.
Convertible preferred stocks listed on national securities exchanges are
valued as of their last sale price or, if there is no sale, at the latest
available bid price.
Convertible bonds and unlisted convertible preferred stocks are valued at
bid prices obtained from one or more of the major dealers in such securities.
Where there is a discrepancy between dealers, values may be adjusted based on
recent premium spreads to the underlying common stocks.
Mortgage backed and asset backed securities are valued at prices obtained
from a bond pricing service where available, or at a bid price obtained from
one or more of the major dealers in such securities. If a quoted price is
unavailable, an equivalent yield or yield spread quotes will be obtained from
a broker and converted to a price.
Purchased options, including options on futures, are valued at their last
bid price. Written options are valued at their last asked price.
Long-term corporate bonds are valued at prices obtained from a bond
pricing service of a major dealer in bonds when such prices are available;
however, when such prices are not available, such bonds are valued at a bid
price estimated by a broker.
U.S. Treasury securities and other obligations issued or guaranteed by the
U.S. Government, its agencies or instrumentalities are valued at
representative quoted prices.
Foreign securities not traded directly, or in American Depository Receipt
(ADR) or similar form in the United States, are valued at representative
quoted prices in the currency of the country of origin.
Short-term debt securities which mature in 60 days or less are valued at
amortized cost, which approximates market value. Short-term debt securities
which mature in more than 60 days are valued at representative quoted prices.
Futures and forward contracts are valued at their last sale price or, if
there is no sale, at the latest available bid price.
Other securities, including restricted securities, and assets for which
market quotations are not readily available or for which valuation cannot be
provided, are valued at "fair value" as determined in good faith by the
Valuation Committee of the Board of Trustees.
Securities transactions are recorded on the trade date net of brokerage
fees, commissions, and transfer fees.
6
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 1995
(Unaudited)
Interest income (including amortization of premium and discount on
securities using the effective yield method) is accrued daily. Dividend
income is recorded on the ex-dividend date.
Realized gains and losses on the sale of investments are computed on the
basis of the identified cost of the related investments sold.
The books and records of the Portfolio are kept in U.S. dollars. Foreign
currency amounts are translated into U.S. dollars at the bid price last
quoted by a composite list of major U.S. banks at the following dates:
(i) market value of investment securities, other assets and
liabilities--at the valuation date.
(ii) purchase and sales of investment securities, income and expenses--at
the date of such transactions.
Net currency gains or losses realized and unrealized as a result of
differences between interest or dividends and withholding taxes recorded on
the Portfolio's books and the U.S. dollar equivalent amount actually received
or paid are presented under foreign currency transactions in the realized and
unrealized gains and losses section of the Statement of Operations.
The Portfolio intends to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
substantially all of its net investment income and net realized capital gains
to its shareholders. Therefore, no Federal income tax provision is required.
Dividends from net investment income are declared and distributed quarterly;
dividends from net realized short-term and long-term capital gains are
declared and distributed annually. All dividends are reinvested in additional
full and fractional Shares of the Portfolio. All dividends are distributed on
a tax basis and as such, the amounts may differ from financial statement
investment income and realized capital gains.
Options Written:
The Portfolio may write (sell) covered options as a hedge to provide
protection against adverse movements in the price of securities in the
portfolio or to enhance investment performance. When the Portfolio writes an
option, an amount equal to the premium received by the Portfolio is recorded
as a liability and is subsequently adjusted on a daily basis to the current
market price of the option written. Premiums received from writing options
which expire unexercised are recognized as gains on the expiration date. In
writing options, the Portfolio must assume that the option may be exercised
at any time prior to the expiration of its obligation as a writer, and that
in such circumstances the net proceeds of the sale or cost of purchase of the
underlying securities pursuant to the call or put option may be substantially
below or above the prevailing market price. The Portfolio also has the
additional risk of not being able to enter into a closing purchase
transaction if a liquid secondary market does not exist and bears the risk of
unfavorable changes in the price of the financial instruments underlying the
options.
Futures and Forward Contracts:
Futures and forward contracts are agreements to buy or sell a security for
a set price in the future. The Portfolio may buy or sell futures and forward
contracts for the purpose of protecting its portfolio securities against
future changes in interest rates which might adversely affect the value of
the Portfolio's securities or the price of securities that it intends to
purchase at a later date. Initial margin deposits are made upon entering into
futures contracts and can be either in cash or treasury securities. During
the period the futures and forward contracts are open, changes in the market
price of the contract are recognized as unrealized gains or losses by
"marking-to-market" at the end of each trading day. Variation margin payments
on futures contracts are received or made, depending upon whether unrealized
gains or losses are incurred. When the contract is closed, the Portfolio
records a realized gain or loss equal to the difference between the proceeds
from (or cost of) the closing transactions and the Portfolio's basis in the
contract. Should interest rates move unexpectedly, the
7
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 1995
(Unaudited)
Portfolio may not achieve the anticipated benefits of the futures and forward
contracts and may incur a loss. The use of futures and forward contracts
transactions involves the risk of imperfect correlation in movements in the
price of futures and forward contracts, interest rates and the underlying
hedged assets.
Limitations on Market and Credit Risk:
Written options, futures and forward contracts involve elements of both
market and credit risk in excess of the amounts reflected in the Statement of
Assets and Liabilities. The contract amounts of these written options,
futures and forward contracts reflect the extent of the Portfolio's exposure
to off-balance sheet risk. The Portfolio bears the market risk which arises
from any changes in security values. The credit risk for futures contracts is
limited to failure of the exchange or board of trade which acts as the
counterparty to the Portfolio's futures transactions. Forward contracts are
done directly with the counterparty and not through an exchange and can be
terminated only by agreement of both parties to the contract. There is no
daily margin settlement and the Portfolio is exposed to the risk of default
by the counterparty.
2. Under the terms of an investment advisory agreement, the Portfolio pays
Alliance Capital Management L.P. (Alliance) an advisory fee based upon annual
rates of 0.90% of the first $500 million of daily average net assets, 0.85%
of the next $1 billion of daily average net assets and 0.80% of the daily
average net assets in excess of $1.5 billion. Alliance, a publicly traded
limited partnership, is indirectly majority-owned by Equitable.
3. Purchases and sales of investment securities (excluding short-term
investments) aggregated $4,543,994 and $568,139, respectively, for the period
from April 3, 1995 (commencement of operations) through June 30, 1995.
The Portfolio may enter into forward currency contracts in order to hedge
its exposure to changes in foreign currency exchange rates on its foreign
securities holdings. A forward contract is a commitment to purchase or sell a
foreign currency at a future date at a negotiated forward rate. The gain or
loss arising from the difference between the original contracts and the
closing of such contracts is included in realized gains or losses from
foreign currency transactions. At June 30, 1995, the Portfolio had
outstanding forward currency contracts to buy/sell foreign currencies as
follows:
<TABLE>
<CAPTION>
CONTRACT COST ON U.S. $ UNREALIZED
AMOUNT ORIGINATION CURRENT APPRECIATION/
(000'S) DATE VALUE (DEPRECIATION)
---------- ------------- ---------- ---------------
<S> <C> <C> <C> <C>
FOREIGN CURRENCY BUY CONTRACTS
Japanese Yen, expiring 07/03/95-09/18/95 .. 22,373 $264,566 $264,269 $ (297)
Malaysian Ringgit, expiring 07/05/95 ...... 98 40,230 40,213 (17)
FOREIGN CURRENCY SALE CONTRACTS
British Pounds, expiring 09/18/95 .......... 114 178,022 181,379 (3,357)
Deutsche Marks, expiring 07/07/95-09/18/95 130 91,296 94,180 (2,884)
Japanese Yen, expiring 09/18/95 ............ 24,517 291,765 289,269 2,496
Netherland Guilders, expiring 09/18/95 .... 111 68,899 71,662 (2,763)
---------------
$(6,822)
===============
</TABLE>
As of June 30, 1995, the cost of investments for Federal income tax
purposes was $6,782,975. Accordingly, gross unrealized appreciation of
investments was $224,437 and gross unrealized depreciation of investments was
$173,823 resulting in net unrealized appreciation of $50,614.
4. At June 30, 1995, there was an unlimited number of shares of beneficial
interest (Shares), without par value, available for issuance by the Board of
Trustees. Shares are divided into thirteen classes, one class for each
portfolio.
8
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Concluded)
June 30, 1995
(Unaudited)
Transactions in Shares for the International Portfolio were as follows:
<TABLE>
<CAPTION>
APRIL 3, 1995* TO
JUNE 30, 1995
-----------------
<S> <C>
Shares sold ............................... 671,744
Shares issued in reinvestment of dividends 3,532
Shares redeemed ........................... (618)
-----------------
Net increase .............................. 674,658
=================
</TABLE>
[FN]
- ----------
* Commencement of operations.
9
<PAGE>
THE HUDSON RIVER TRUST
INTERNATIONAL PORTFOLIO
FINANCIAL HIGHLIGHTS
(Unaudited)
SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD (A)
<TABLE>
<CAPTION>
APRIL 3, 1995*
TO JUNE 30,
1995
--------------
<S> <C>
Net asset value, beginning of period ................. $ 10.00
--------------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income ............................... 0.06
Net realized and unrealized gain on investments .... 0.08
--------------
Total from investment operations .................... 0.14
--------------
LESS DISTRIBUTIONS:
Dividends from net investment income ................ (0.05)
--------------
Net asset value, end of period ....................... $ 10.09
==============
Total return(b) ...................................... 1.47%
==============
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000's) .................... $6,809
Ratio of expenses to average net assets .............. 1.19%(c)
Ratio of net investment income to average net assets 2.40%(c)
Portfolio turnover rate .............................. 17%
<FN>
- ----------
* Commencement of operations.
(a) Net investment income and capital changes per share are based upon
monthly average shares outstanding.
(b) Total return is calculated assuming an initial investment made at the
net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period. Total return calculated for
a period of less than one year is not annualized.
(c) Annualized.
</TABLE>
10
<PAGE>
PART C. OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
<TABLE>
<CAPTION>
<S> <C>
(a) Financial Statements:
The following financial statements are filed as part of this amended Registration Statement.
Included in Part A -- Prospectus of the Registration Statement: Financial Highlights.
Included in Part B -- Statement of Additional Information of the Registration Statement:
*Audited Statements of Assets and Liabilities as of December 31, 1994.
*Audited Statements of Operations for the year ended December 31, 1994.
*Audited Statements of Changes in Net Assets of the Common Stock, Money Market, Balanced, Aggressive
Stock, High Yield, Global, Conservative Investors, Growth Investors and Intermediate Government
Securities Portfolios for the years ended December 31, 1994 and 1993, of the Quality Bond and Growth
and Income Portfolios for the year ended December 31, 1994 and for the period from October 1, 1993
(date of commencement of operations) through December 31, 1993 and of the Equity Index Portfolio
for the period from March 1, 1994 (date of commencement of operations) through December 1, 1994.
*Money Market Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Intermediate Government Securities Portfolio Audited Portfolio of Investments as of December 31,
1994.
*Quality Bond Portfolio Audited Portfolio of Investments as of December 31, 1994.
*High Yield Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Balanced Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Growth and Income Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Equity Index Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Common Stock Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Global Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Aggressive Stock Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Conservative Investors Portfolio Audited Portfolio of Investments as of December 31, 1994.
*Growth Investors Portfolio Audited Portfolio of Investments as of December 31, 1994.
International Portfolio Unaudited Statement of Assets and Liabilities as of June 30, 1995.
International Portfolio Unaudited Statement of Operations for the period from April 3, 1995 (date
of commencement of operations) through June 30, 1995.
International Portfolio Unaudited Statement of Changes in Net Assets for the period from April
3, 1995 (date of commencement of operations) through June 30, 1995.
International Portfolio Unaudited Portfolio of Investments as of June 30, 1995.
- ---------------
* Incorporated by reference
1
<PAGE>
<S> <C>
Notes to Financial Statements.
Financial Highlights.
* Report of Independent Accountants.
(b) Exhibits:
The following exhibits are filed herewith:
*(1)(a) Articles of Incorporation of The Hudson River Fund, Inc. (the "Fund") (previously filed with the
original Registration Statement on December 20, 1984).
*(1)(b) Articles Supplementary of the Fund (relating to the Balanced and Aggressive Stock Series) (previously
filed with Post-Effective Amendment No. 4 on January 10, 1986).
*(1)(c) Articles Supplementary of the Fund (relating to the High Yield Series) (previously filed with
Post-Effective Amendment No. 6 on October 10, 1986).
*(1)(d) Declaration of Trust of The Hudson River Trust (the "Trust") (previously filed with Post-Effective
Amendment No. 9 on August 17, 1987).
*(2)(a) By-Laws of the Fund (previously filed with the original Registration Statement on December 20,
1984).
*(2)(b) By-Laws of the Trust (previously filed with Post-Effective Amendment No. 11 on April 29, 1988).
(3) Not applicable.
*(4)(a) Portions of Declaration of Trust relating to shareholders' rights (previously filed with Post-Effective
Amendment No. 22 on February 28, 1994).
*(4)(b) Portions of By-Laws of the Trust relating to shareholders' rights (previously filed with Post-Effective
Amendment No. 22 on February 28, 1994).
*(5)(a) Investment Advisory Agreement among the Fund, Equitable Investment Management Corporation ("EIMC")
and Integrity Life Insurance Company ("Integrity") (previously filed with the original Registration
Statement on December 20, 1984).
*(5)(b) Amendment No. 1 to Investment Advisory Agreement (previously filed with Post-Effective Amendment
No. 4 on January 10, 1986).
*(5)(c) Amendment No. 2 to Investment Advisory Agreement (previously filed with Post-Effective Amendment
No. 6 on October 10, 1986).
*(5)(d) Amendment No. 3 to Investment Advisory Agreement (previously filed with Post-Effective No. 7 on
February 27, 1987).
*(5)(e) Investment Advisory Agreement between the Trust and Equitable Capital Management Corporation
("Equitable Capital") (previously filed with Post-Effective Amendment No. 12 on April 28, 1989).
*(5)(f) Amendment No. 1 to the Investment Advisory Agreement between the Trust and Equitable Capital (previously
filed with Post-Effective Amendment No. 14 on April 30, 1990).
- ---------------
*Incorporated by reference.
2
<PAGE>
<S> <C>
*(5)(g) Amendment No. 2 to the Investment Advisory Agreement between the Trust and Equitable Capital (previously
filed with Post-Effective Amendment No. 14 on April 30, 1990).
*(5)(h) Form of Investment Advisory Agreement between the Trust and Equitable Capital re Short-Term World
Income Portfolio (previously filed with Post-Effective Amendment No. 15 on December 21, 1990).
*(5)(i) Form of Investment Advisory Agreement between the Trust and Equitable Capital re Intermediate Government
Securities Portfolio (previously filed with Post-Effective Amendment No. 15 on December 21, 1990).
*(5)(j) Form of Sub-Advisory Agreement among the Trust, Equitable Capital and Hanseatic Management, Inc.
("Hanseatic") (previously filed with Post-Effective Amendment No. 15 on December 21, 1990).
*(5)(k) Investment Advisory Agreement between the Trust and Equitable Capital dated July 22, 1992 (previously
filed with Post-Effective Amendment No. 19 on March 2, 1993).
*(5)(l) Form of Investment Advisory Agreement between the Trust and Alliance Capital Management L.P. ("Alliance")
(previously filed with Post-Effective Amendment No. 19 on March 2, 1993).
*(5)(m) Form of Investment Advisory Agreement between the Trust and Alliance (previously filed with
Post-Effective Amendment No. 20 on June 28, 1993).
*(5)(n) Investment Advisory Agreement between the Trust and Alliance dated July 22, 1993 (previously filed
with Post-Effective Amendment No. 21 on February 17, 1994).
*(5)(o) Investment Advisory Agreement between the Trust and Alliance dated July 22, 1993 (previously filed
with Post-Effective Amendment No. 25 on May 1, 1995).
*(6)(a) Form of Distribution Agreement among the Trust, Equitable Variable Life Insurance Company ("Equitable
Variable" or "EVLICO") and Integrity (previously filed with Post-Effective Amendment No. 9 on August
17, 1987).
*(6)(b) Form of Sales Agreement between Integrity and other Insurance Companies (previously filed with
Post-Effective Amendment No. 4 on January 10, 1986).
*(6)(c) Distribution Agreement between the Trust and Equitable Variable (previously filed with Post-Effective
Amendment No. 12 on April 28, 1989).
*(6)(d) Distribution Agreement between the Trust and Integrity (previously filed with Post-Effective Amendment
No. 12 on April 28, 1989).
*(6)(e) Distribution Agreement between the Trust and Integrity, dated September 30, 1991 (previously filed
with Post-Effective Amendment No. 15 on December 21, 1990).
*(6)(f) Distribution Agreement between the Trust and Equitable Variable dated September 30, 1991 (previously
filed with Post-Effective Amendment No. 15 on December 20, 1990).
*(6)(g) Distribution Agreement between the Trust and Equitable Variable dated July 22, 1992 (previously
filed with Post-Effective Amendment No. 19 on March 2, 1993).
*(6)(h) Distribution Agreement between the Trust and Equico Securities, Inc. ("Equico") dated May 1, 1994
(previously filed with Post-Effective Amendment No. 23 on August 24, 1994).
- ---------------
*Incorporated by reference.
3
<PAGE>
<S> <C>
*(6)(i) Distribution Agreement between the Trust and Equico dated January 1, 1995 (previously filed with
Post-Effective Amendment No. 25 on May 1, 1995).
(7) Not applicable.
*(8)(a) Custodian Agreement between the Fund and Manufacturers Hanover Trust Company (previously filed
with Pre-Effective Amendment No. 2 on March 26, 1985).
*(8)(b) Amendment of Custodian Agreement between the Fund and Manufacturers Hanover Trust Company (previously
filed with Post-Effective Amendment No. 1 on August 14, 1985).
*(8)(c) Custody Agreement, dated January 27, 1986, among the Fund, Integrity and The Chase Manhattan Bank,
N.A. ("Chase") (previously filed with Post-Effective Amendment No. 5 on February 28, 1986).
*(8)(d) Amendment of Custodian Agreement between the Fund and Manufacturers Hanover Trust Company, extending
the Agreement to December 31, 1985 (previously filed with Post-Effective Amendment No. 4 on January
10, 1986).
*(8)(e) Amendment of Custodian Agreement between the Fund and Manufacturers Hanover Trust Company, extending
the Agreement to January 31, 1986 (previously filed with Post-Effective Amendment No. 4 on January
10, 1986).
*(8)(f) Custodian Agreement between the Trust and Chase, dated August 25, 1988 (previously filed with
Post-Effective Amendment No. 12 on April 28, 1989).
*(9)(a)(1) Agreement and Plan of Reorganization among Equitable Variable, Separate Account I of Equitable
Variable, Separate Account II of Equitable Variable and the Fund (previously filed with the original
Registration Statement on December 20, 1984).
*(9)(a)(2) Agreement relating to effective date of reorganization among Separate Account I of Equitable Variable,
Separate Account II of Equitable Variable and the Fund (previously filed with Pre-Effective Amendment
No. 1 on March 14, 1985).
*(9)(b) Agreement pursuant to Rule 11a2-2(T) under the Securities Exchange Act of 1934 among the Fund,
Integrity, EIMC, Donaldson, Lufkin & Jenrette Securities Corporation and Autranet, Inc. (previously
filed with Post-Effective Amendment No. 1 on August 14, 1985).
*(9)(1) Code of Ethics of the Fund (previously filed with Pre-Effective Amendment No. 1 on March 14, 1985).
*(9)(c)(2) Amendment of Code of Ethics of the Fund (previously filed with Post-Effective Amendment No. 1 on
August 14, 1985).
*(9)(d) Fidelity Bond between the Fund and National Union Fire Insurance Company of Pittsburgh, Pa.
*(9)(e) Form of Agreement and Plan of Reorganization between the Fund and the Trust (previously filed with
Post-Effective Amendment No. 9 on August 17, 1987).
(10) Inapplicable.
(11)(a)(1) Consent of Deloitte & Touche LLP.
(11)(a)(2) Consent of Price Waterhouse LLP.
*(11)(b)(1) Powers of Attorney (previously filed with Post-Effective Amendment No. 12 on April 28, 1989).
- ---------------
*Incorporated by reference.
4
<PAGE>
<S> <C>
*(11)(b)(2) Powers of Attorney (previously filed with Post-Effective Amendment No. 14 on April 30, 1991).
*(11)(b)(3) Powers of Attorney (previously filed with Post-Effective Amendment No. 17 on February 26, 1992).
*(11)(b)(4) Powers of Attorney (previously filed with Post-Effective Amendment No. 19 on March 2, 1993).
*(11)(b)(5) Powers of Attorney (previously filed with Post-Effective Amendment No. 20 on June 28, 1993).
*(11)(b)(6) Powers of Attorney (previously filed with Post-Effective Amendment No. 24 on December 1, 1994).
(12) Inapplicable.
(13) See Exhibit number 9(a)(1) above.
(14) Inapplicable.
(15) Inapplicable.
*(16) Schedule for computation of Portfolio yield quotations and total return.
27 Financial Data Schedule.
</TABLE>
- ---------------
*Incorporated by reference.
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
Equitable and Equitable Variable control the Trust by virtue of their
ownership of 99.5% of the Trust's shares as of March 31, 1995. All Trust
shareholders are required to solicit instructions from their policyowners as
to certain matters. The Trust also offers its shares to insurance companies
unaffiliated with Equitable or Equitable Variable.
On July 22, 1992, Equitable converted from a New York mutual life
insurance company to a publicly-owned New York stock life insurance company.
At that time Equitable became a wholly-owned subsidiary of The Equitable
Companies Incorporated ("Holding Company" or "EQ") and currently Equitable
constitutes the Holding Company's only operating business. Equitable Variable
(a New York stock life insurance company) is a wholly-owned subsidiary of
Equitable.
The largest stockholder of the Holding Company is AXA, a French insurance
holding company. AXA currently owns approximately 60% of the outstanding
shares of common stock of the Holding Company plus convertible preferred
stock. AXA, a public company with shares traded on the Paris Bourse (the
French stock exchange), is the principal holding company for most of the
companies in one of the largest insurance groups in Europe. The majority of
AXA's stock is owned by a group of five French mutual insurance companies.
The response to Item 26 included in Post-Effective Amendment No. 5 to the
Registration Statement on Form N-4 for Separate Account A of Equitable (File
Nos. 33-47949 and 811-1705) is incorporated herein by reference.
ITEM 26. NUMBER OF HOLDERS OF SECURITIES
<TABLE>
<CAPTION>
(1) (2) NUMBER OF RECORD HOLDERS AS OF JULY 31,
TITLE OF CLASS 1995
- ----------------------------- --------------------------------------------
<S> <C>
Shares Of Beneficial Interest 15
</TABLE>
5
<PAGE>
ITEM 27. INDEMNIFICATION
DECLARATION OF TRUST
The Declaration of Trust provides in substance that no Trustee or officer
and no investment adviser or other third party shall be liable to the Trust,
its shareholders, or to any shareholder, Trustee, officer, employee or agent
for any action or failure to act, except upon a showing of bad faith, willful
misfeasance, gross negligence or reckless disregard of duties. The
Declaration of Trust further provides in substance that, with the exceptions
stated above, a Trustee or officer is entitled to be indemnified against all
liability incurred in connection with the affairs of the Trust. In addition,
the Declaration of Trust authorizes the Trust to purchase and pay for
liability insurance to indemnify the Trustees and officers against certain
claims and liabilities.
MASSACHUSETTS LAW
Under Massachusetts law, shareholders of a Massachusetts business trust
such as the Trust may, under certain circumstances, be held personally liable
as partners for the obligations of the Trust. The Trust's Declaration of
Trust contains an express disclaimer of shareholder liability for acts or
obligations of the Trust and requires that notice of such disclaimer be given
in each agreement, obligation or instrument entered into or executed by the
Trust or the Trustees.
INSURANCE
To the extent permitted by New York law and subject to all applicable
requirements thereof, Equitable has undertaken to indemnify each Trustee and
officer of the Trust, so long as Equitable indirectly controls the Trust, who
is made or threatened to be made a party to any action or proceeding, whether
civil or criminal, by reason of the fact that he or she, his or her testator
or intestate, is or was a Trustee or officer of the Trust.
The Trustees and officers are insured under a policy issued by Lloyd's of
London to Equitable and certain affiliates:
Annual Limit: $25,000,000
Deductible: $5,000,000 each loss and aggregate for company retention, nil per
trustee and officer individually.
The Trustees and officers are also insured under a policy issued by X.L.
Insurance Company of $25,000,000 coverage and a policy issued by A.C.E.
Insurance Company of $50,000,000 coverage excess of the Lloyd's policy.
UNDERTAKING
Insofar as indemnification for liability arising under the Securities Act
of 1933 (the "Act") may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as
expressed in the 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 Act and will be governed by the final adjudication of such
issue.
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
The descriptions of Alliance Capital Management L.P. under the caption
"Management of the Trust" in the Prospectus and under the caption "Investment
Advisory and Other Services" in the Statement of Additional Information
constituting Parts A and B, respectively, of this Registration Statement are
incorporated by reference herein.
6
<PAGE>
The information as to the directors and executive officers of Alliance
Capital Management Corporation, the general partner of Alliance Capital
Management L.P., set forth in Alliance Capital Management L.P.'s Form ADV
filed with the Securities and Exchange Commission on April 21, 1988 (File No.
801-32361) and amended through the date hereof, is incorporated by reference.
ITEM 29. PRINCIPAL UNDERWRITER
(a) Equico is the principal underwriter of the Trust.
(b) Set forth below is certain information regarding the directors and
officers of Equico, the principal underwriter of the Trust. The business
address of the persons whose names are preceded by a single asterisk is 787
Seventh Avenue, New York, New York 10019. The business address of the persons
whose names are preceded by a double asterisk is 1755 Broadway, 3rd Floor,
New York, New York 10019. Ms. Krumsiek's business address is 1345 Avenue of
the Americas, 33rd Floor, New York, New York 10105. Mr. Silver's business
address is 1755 Broadway, 2nd Floor, New York, New York 10019. Mr.
Kornweiss's business address is 4251 Crums Mill Road, Harrisburg, PA 17112.
<TABLE>
<CAPTION>
POSITIONS AND POSITIONS AND
NAME AND PRINCIPAL OFFICES WITH OFFICES WITH
BUSINESS ADDRESS EQUICO REGISTRANT
- --------------------------- -------------- ------------------
<S> <C> <C>
DIRECTORS
*Derry E. Bishop Director None
*Harvey Blitz Director None
Barbara J. Krumsiek Director Vice President
*Michael S. Martin Director Vice President
**Michael F. McNelis Director None
Richard V. Silver Director None
*Mark R. Wutt Director None
OFFICERS
*Michael S. Martin Chairman of the Board and Chief Executive Officer Vice President
**Michael F. McNelis President and Chief Operating Officer None
*Derry E. Bishop Executive Vice President None
*Gordon G. Dinsmore Executive Vice President None
*Donald D. Higgins Executive Vice President None
**Martin J. Telles Executive Vice President None
*Fred A. Folco Executive Vice President None
*Thomas J. Duddy, Jr. Executive Vice President None
*William J. Green Executive Vice President None
*A. Frank Beaz Executive Vice President None
*Dennis D. Witte Executive Vice President None
**Robert McKenna Senior Vice President and Chief Financial Officer None
**Theresa A. Nurge-Alws Senior Vice President None
**Ronald Boswell Vice President None
**Donna M. Dazzo Vice President None
**James Furlong Vice President None
**Richard Koll Vice President None
Peter R. Kornweiss Vice President None
**Frank Lupo Vice President None
</TABLE>
7
<PAGE>
<TABLE>
<CAPTION>
POSITIONS AND POSITIONS AND
NAME AND PRINCIPAL OFFICES WITH OFFICES WITH
BUSINESS ADDRESS EQUICO REGISTRANT
- --------------------------- -------------- ------------------
<S> <C> <C>
**Andrea J. Yermack Vice President None
**Nancy Yurinan Vice President None
*Janet E. Hannon Secretary None
*Linda J. Galasso Assistant Secretary None
</TABLE>
- ---------------
(c) Inapplicable.
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
The Trust's accounts and records required to be maintained by Section
31(a) of the Investment Company Act of 1940 and the Rules thereunder are in
the physical possession of the following:
The Trust
Rule 31a-1(b)(4)
Rule 31a-2(a)(1)
Alliance Capital Management Corporation
135 West 50th Street
New York, New York 10019
Rule 31a-1(b)(1)-(3),(5)-(12)
Rule 31a-2(a)(1)-(2)
The Chase Manhattan Bank, N.A.
One Chase Manhattan Plaza
New York, New York 10081
Rule 31a-1(b)(2)-(3)
Rule 31a-2(a)(2)
ITEM 31. MANAGEMENT SERVICES
Inapplicable.
ITEM 32. UNDERTAKINGS
The Registrant 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.
***************
NOTICE
A copy of the Declaration of Trust of The Hudson River Trust (the "Trust")
is on file with the Secretary of State of The Commonwealth of Massachusetts
and notice is hereby given that this Registration Statement has been executed
on behalf of the Trust by an officer of the Trust as an officer and by its
Trustees as trustees and not individually and the obligations of or arising
out of this Registration Statement are not binding upon any of the Trustees,
officers or shareholders individually but are binding only upon the assets
and property of the Trust.
8
<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 of
the requirements for effectiveness of the Registration Statement pursuant to
Rule 485(b) under the Securities Act of 1933 and has duly caused this
amendment to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of New York, and the
State of New York on the 30th day of August, 1995.
THE HUDSON RIVER TRUST
By: /s/ Frank Kennedy
-----------------------------------
Title: Vice President
Pursuant to the requirements of the Securities Act of 1933, this amended
Registration Statement has been signed below by the following persons in the
capacities and on the date indicated.
PRINCIPAL EXECUTIVE OFFICER:
James M. Benson,
President and Chief Executive Officer
PRINCIPAL FINANCIAL OFFICER:
Mark D. Gersten,
Treasurer and Chief Financial Officer
PRINCIPAL ACCOUNTING OFFICER:
Laura Mah,
Controller and Chief Accounting Officer
TRUSTEES:
John D. Carifa
Richard W. Couper
Brenton W. Harries
Howard E. Hassler
William L. Mannion
Alton G. Marshall
Brian S. O'Neil
Donald J. Robinson
Doris H. Smith
By: /s/ Edmund P. Bergan, Jr.
-----------------------------------
Edmund P. Bergan, Jr.
As Attorney-in-Fact
August 30, 1995
9
EXHIBIT INDEX
Number Description
------ -----------
(11)(a)(1) Consent of Deloitte & Touche LLP.
(11)(a)(2) Consent of Price Waterhouse LLP.
27 Financial Data Schedule.
CONSENT OF INDEPENDENT AUDITORS
HUDSON RIVER TRUST:
We consent to the reference to us under the heading "Financial Highlights" in
the Prospectus which is incorporated by reference in this Post-Effective
Amendment No. 26 to Registration Statement No. 2-94996.
/s/ Deloitte & Touche LLP
- -------------------------
DELOITTE & TOUCHE LLP
New York, New York
August 30, 1995
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the use in the Statement of Additional Information
constituting part of this Post-Effective Amendment No. 26 to the registration
statement on Form N-1A (the "Registration Statement") of our report dated
February 8, 1995, relating to the financial statements and financial highlights
of the Hudson River Trust, which appears in such Statement of Additional
Information, and to the incorporation by reference of our report into the
Prospectus which constitutes part of this Registration Statement. We also
consent to the reference to us under the heading "Financial Highlights" in such
Prospectus.
PRICE WATERHOUSE LLP
New York, New York
August 29, 1995
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<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<INVESTMENTS-AT-COST> 6,779,128
<INVESTMENTS-AT-VALUE> 6,833,589
<RECEIVABLES> 61,026
<ASSETS-OTHER> 226,712
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<TOTAL-LIABILITIES> 312,601
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