<PAGE>
SCHEDULE 14A
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
(Amendment No. __)
Filed by Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as
permitted by Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-11(c) or
Section 240.14a-12
American Pension Investors Trust
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement,
if other than Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1),
14-6(i)(2) or Item 22(a)(2) of Schedule 14A.
[ ] $500 per each party to the controversy pursuant to
Exchange Act Rule 14a-6(i)(3).
[ ] Fee computed on table below per Exchange Act Rules
14a-6(i)(4) and 0-11:
1) Title of each class of securities to which
transaction applies:
-----------------------------
2) Aggregate number of securities to which
transaction applies:
-----------------------------
3) Per unit price or other underlying value of
transaction computed pursuant to Exchange Act
Rule 0-11(1) (set forth the amount on which the
filing is calculated and state how it was
determined):
-----------------------------------
<PAGE>
4) Proposed maximum aggregate value of transaction:
------------------------------------------------
5) Total fee paid:
------------------------------------------------
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the Form or Schedule
and the date of its filing.
1) Amount Previously Paid:
---------------------------------
2) Form, Schedule or Registration Statement Number:
-------
3) Filing Party:
------------------------------------------
4) Date Filed:
--------------------------------------------
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<PAGE>
AMERICAN PENSION INVESTORS TRUST
GROWTH FUND
T-1 TREASURY TRUST
CAPITAL INCOME FUND
YORKTOWN CLASSIC VALUE TRUST
June 14, 1996
Dear Shareholder:
You are cordially invited to attend a combined special meeting of
shareholders ("Meeting") of Growth Fund, T-1 Treasury Trust, Capital
Income Fund, and Yorktown Classic Value Trust (collectively, "Funds"),
each of which is a series of American Pension Investors Trust ("Trust").
The Meeting is scheduled for July 17, 1996, at 10:00 a.m., Eastern time,
at the Trust's office, 2303 Yorktown Avenue, Lynchburg, Virginia. At the
Meeting, shareholders are being asked to elect six trustees to serve for
an indefinite term until their successors are elected and qualified.
Although we would like very much to have each shareholder attend
the Meeting, we realize this is not possible. Whether or not you plan to
be present at the Meeting, we need your vote. We urge you, therefore, to
complete, sign and return the enclosed proxy card(s) promptly. A postage-
paid return envelope is enclosed for this purpose.
If you return your proxy card(s) promptly, you can help the Trust
avoid the substantial expense of follow-up mailings to achieve a quorum so
that the Meeting can be held. If your shares in the Funds are held in
street name, only your broker or bank can vote your shares and will do so
only upon receipt of your specific instructions. Please contact the
person responsible for your account and instruct him or her to execute a
proxy card today.
We look forward to seeing you at the Meeting or receiving your
proxy so that your shares may be voted at that meeting.
Very truly yours,
/s/ David D. Basten
--------------------------------
DAVID D. BASTEN
President,
American Pension Investors Trust
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<PAGE>
AMERICAN PENSION INVESTORS TRUST
GROWTH FUND
T-1 TREASURY TRUST
CAPITAL INCOME FUND
YORKTOWN CLASSIC VALUE TRUST
2303 YORKTOWN AVENUE
LYNCHBURG, VIRGINIA 24501
(800) 544-6060
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
---------------------------
TO BE HELD ON
July 17, 1996
--------------------------
TO THE SHAREHOLDERS:
NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders
("Meeting") of American Pension Investors Trust ("Trust"), consisting of
the series listed above, will be held on July 17, 1996 at 10:00 a.m.
Eastern time at the office of the Trust, 2303 Yorktown Avenue, Lynchburg,
Virginia 24501, for the following purposes:
(1) To elect six trustees to serve for an indefinite term
until their successors are elected and qualified; and
(2) To transact such other business as may properly come
before the Meeting or any adjournment thereof.
You are entitled to vote at the Meeting and any adjournments
thereof if you owned Trust shares at the close of business on May 31,
1996.
By order of the Board of Trustees,
June 14, 1996 Louis B. Basten III
Secretary
YOUR VOTE IS VERY IMPORTANT -- PLEASE COMPLETE, SIGN AND RETURN YOUR PROXY
CARD PROMPTLY.
SHAREHOLDERS ARE INVITED TO ATTEND THE MEETING IN PERSON. ANY SHAREHOLDER
WHO DOES NOT EXPECT TO ATTEND THE MEETING IS URGED TO INDICATE VOTING
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<PAGE>
INSTRUCTIONS ON THE ENCLOSED PROXY CARD, DATE AND SIGN IT, AND RETURN IT
IN THE ENVELOPE PROVIDED, WHICH NEEDS NO POSTAGE IF MAILED IN THE UNITED
STATES. IN ORDER TO AVOID ADDITIONAL EXPENSES TO THE TRUST OF FURTHER
SOLICITATION, WE ASK FOR YOUR COOPERATION IN MAILING YOUR PROXY PROMPTLY,
NO MATTER HOW LARGE OR SMALL YOUR HOLDINGS MAY BE.
- 5 -
<PAGE>
AMERICAN PENSION INVESTORS TRUST
GROWTH FUND
T-1 TREASURY TRUST
CAPITAL INCOME FUND
YORKTOWN CLASSIC VALUE TRUST
2303 YORKTOWN AVENUE
LYNCHBURG, VIRGINIA 24501
(800) 544-6060
---------------------------------------
PROXY STATEMENT
---------------------------------------
SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD ON
JULY 17, 1996
10:00 a.m.
INTRODUCTION
This Proxy Statement is being furnished to the shareholders of
American Pension Investors Trust ("Trust") by the board of trustees of the
Trust in connection with the solicitation of proxies to be voted at a
Special Meeting of Shareholders ("Meeting") and at any adjournments
thereof, to be held on July 17, 1996 at 10:00 a.m. at 2303 Yorktown
Avenue, Lynchburg, Virginia 24501. This Proxy Statement will first be
mailed to shareholders on or about June 17, 1996.
The presence in person or by proxy, of a majority of the shares
of beneficial interest the Trust outstanding and entitled to vote is
required to constitute a quorum for the transaction of business at the
Meeting. If a quorum is present at the Meeting but sufficient votes to
approve a proposal are not received, the persons named as proxies may
propose one or more adjournments of such Meeting to permit further
solicitation of proxies. Any such adjournment will require the
affirmative vote of a majority of those shares present at the Meeting or
represented by proxy. The persons named as proxies will vote those
proxies that they are entitled to vote for the slate of trustees nominated
or a majority of those nominees in favor of such an adjournment, and will
vote those proxies required to be voted against the slate of trustees
nominated or a majority of the nominees against any such adjournment.
<PAGE>
Abstentions and broker non-votes will be counted as shares
present for determining whether a quorum is present but will not be voted
for or against any adjournment or proposal. Accordingly, abstentions and
broker non-votes effectively will be a vote against adjournment or against
any proposal where the required vote is a percentage of the shares present
or outstanding. Broker non-votes are shares held by a broker or nominee
as to which instructions have not been received from the beneficial owners
or persons entitled to vote and the broker or nominee does not have
discretionary voting power.
If the enclosed proxy card is executed properly and returned,
shares represented by it will be voted at the Meeting in accordance with
the instructions thereof. If you sign, date and return the proxy card,
but give no voting instructions, your shares will be voted in favor of the
proposal described in this proxy statement. The proxy card may be revoked
by giving another proxy or by letter or telegram revoking such proxy. To
be effective, such revocation must be received by the Trust prior to the
Meeting and must indicate your name and account number. In addition, if
you attend the Meeting in person you may, if you wish, vote by ballot at
the Meeting, thereby canceling any proxy previously given.
As of May 31, 1996, the record date, Growth Fund, T-1 Treasury
Trust, Capital Income Fund, and Yorktown Classic Value Trust (each a
"Fund" and collectively the "Funds") had 4,877,487, 1,418,374, 251,325,
and 756,237 shares of beneficial interest outstanding. Shareholders will
be entitled to one vote for each share held on that date. On May 31,
1996, no single shareholder or "group" (as that term is used in Section
13(d) of the Securities Exchange Act of 1934) beneficially owned 5% or
more of the shares of the Trust. A listing of the owners of more than 5%
of the shares of any Fund as of May 31, 1996 is set forth in Exhibit A. A
table listing the Fund share ownership of each current trustee and each
nominee is attached as Exhibit B. On May 31, 1996, the trustees and
officers as a group owned 41,748.597 shares of the Trust, representing
less than 1% of the outstanding shares of the Trust. On May 31, 1996, the
trustees and officers of the Trust as a group owned 16,655.952 shares of
Growth Fund, representing less than 1% of the outstanding shares of Growth
Fund. On May 31, 1996, the trustees and officers of the Trust owned
25,092.645 shares of Yorktown Classic Value Trust, representing
approximately 3.31% of the outstanding shares of Yorktown Classic Value
Trust. On May 31, 1996, no trustees or officers owned any shares of T-1
Treasury Trust or Capital Income Fund.
The solicitation is made primarily by the mailing of this Proxy
Statement and the accompanying proxy. Supplementary solicitations may be
made by mail, telephone, telegraph, or personal interview by
representatives of the Trust. The expenses in connection with preparing
this Proxy Statement and its enclosures and of all solicitation, including
reimbursement of brokerage firms and others for the expenses in forwarding
solicitation material to the beneficial owners of shares, will be borne by
the Trust.
- 2 -
<PAGE>
The Trust will furnish to shareholders of a Fund, without charge,
a copy of the Fund's most recent annual report and the Fund's most recent
semi-annual report succeeding that annual report on request. Such request
should be made by writing to Yorktown Management & Research Company, Inc.,
or by calling 1-800-544-6060.
Yorktown Management & Research Company, Inc. (the "Adviser")
serves as each Fund's investment adviser and administrator. The Adviser,
whose address is 2303 Yorktown Avenue, Lynchburg, Virginia 24501, is
controlled by David D. Basten. Yorktown Distributors, Inc.
("Distributors"), whose address is 2303 Yorktown Avenue, Lynchburg,
Virginia, 24501, is the distributor of the shares of each Fund.
Distributors, an affiliate of the Adviser, is also controlled by David D.
Basten.
PROPOSAL 1. ELECTION OF TRUSTEES
Proposal 1 relates to the election of trustees of the Trust.
Management proposes the election of the six nominees named in the table
below as trustees of the Trust. At a meeting of the Trust's board of
trustees held on July 19, 1995, the board determined to expand the Trust's
board from three to six and nominated Messrs. G. Edgar Dawson III, Louis
B. Basten III and Stephen B. Cox to serve as trustees of the Trust,
subject to their election at the Meeting. The nominees for Independent
Trustees (defined below) were selected and nominated by the members of the
Nominating Committee and then by the full board. Each nominee, including
those who are not "interested persons" of the Trust as that term is
defined by the Investment Company Act of 1940, as amended ("1940 Act")
("Independent Trustees"), has indicated his willingness to serve if
elected. A majority of the votes cast at the Meeting is required to elect
the nominees. If elected, each nominee will hold office for an indefinite
term until his successor is duly elected and qualified or until he resigns
or is otherwise removed. Unless you give contrary instructions on the
enclosed proxy card, your shares will be voted in favor of the election of
the six nominees. If any of the nominees should withdraw or otherwise
become unavailable for election, your shares will be voted in favor of
such other nominee or nominees as management may recommend.
Messrs. David D. Basten and Mark A. Borel have served as trustees
of the Trust since its inception in 1985. Mr. Wayne C. Johnson has served
as a trustee of the Trust since December 15, 1988. Mr. Louis B. Basten
previously served as a trustee of the Trust from July 16, 1993 to
January 18, 1995 when he resigned in order for the Trust to maintain a
board the majority of members of which were Independent Trustees. Messrs.
- 3 -
<PAGE>
Dawson and Cox are nominees who have not previously served as trustees of
the Trust. If each of the six nominees is elected, they will constitute
the entire board of trustees of the Trust.
<TABLE>
<CAPTION>
<S> <C>
Nominee; Age; Present Business Experience During Past Five
Position with the Trust Years; Other Directorships
----------------------- ------------------------------------
David D. Basten; 45* President and Director, Yorktown
President and Trustee Management & Research Company, Inc.;
P.O. Box 2529 President and Director, Yorktown
2303 Yorktown Avenue Distributors, Inc.; President, Yorktown
Lynchburg, Virginia 24501 Financial Corp. (insurance); Vice
President, The Travel Center of Virginia,
Inc.; Partner, The Rivermont Company
(real estate); Partner, Maban Enterprises
(real estate development); Managing
Partner, Basten-Mason Properties (real
estate); Managing Partner, D.A.D., a
Virginia General Partnership (real
estate). He is the brother of Louis B.
Basten III.
Mark A. Borel; 44 President, Borel Construction Company,
Trustee Inc.; President, River Properties, Inc.
P.O. Box 640 (real estate); President, MOBOWAD, Inc.
Lynchburg, Virginia 24505 (real estate); Vice President/Secretary,
BOWAD, Inc. (real estate); Partner, James
Riviera, L.L.C. (real estate).
Wayne C. Johnson; 43 Director of Personnel, C.B. Fleet
Trustee Company, Inc. (pharmaceuticals).
Route 2 Box 438
Forest, Virginia 24551
Louis B. Basten III; 53* Secretary/Treasurer and Director,
Secretary/Treasurer and Yorktown Management & Research Company,
Nominee Inc.; Secretary/Treasurer and Director,
P.O. Box 2529 Yorktown Distributors, Inc.; President,
2303 Yorktown Avenue Mid-State Insurance; Secretary/Treasurer,
Lynchburg, Virginia 24501 The Travel Center of Virginia, Inc.;
Managing Partner, The Rivermont Company
(real estate). He is the brother of
David D. Basten.
- 4 -
<PAGE>
<S> <C>
G. Edgar Dawson III; 40 Shareholder, Officer and Director, Petty,
Nominee Livingston, Dawson, Devening & Richards,
725 Church Street P.C. (law firm); prior to January 1995,
Suite 1300 he was a partner at the same firm.
Lynchburg, Virginia 24505
Stephen B. Cox; 48 Vice President of Operations, Span
Nominee America Medical Systems, Inc. (medical
Route 1 Box 2161 equipment supplier).
Forest, Virginia 24551
</TABLE>
* "Interested Person" as that term is defined in Section 2(a)(19) of the
1940 Act by virtue of their positions with the Adviser and Distributors.
The board of trustees of the Trust met four times during the
Trust's fiscal year ended May 31, 1996. The Audit Committee of the board
currently consists of Messrs. Borel and Johnson. The duties of the Audit
Committee are (a) to review the financial and accounting policies of the
Trust, including internal accounting control procedures, and to review
reports prepared by the Trust's independent auditors, including reports on
the Trust's financial statements; (b) to review and recommend approval or
disapproval of audit and non-audit services and the fees charged for such
services; (c) to evaluate the independence of the independent auditors and
to recommend whether to retain such independent auditors for the next
fiscal year; and (d) to report to the board and make such recommendations
as it deems necessary. The Audit Committee met twice during the Trust's
fiscal year ended May 31, 1996. Each of the trustees attended all of the
meetings of the board and the Audit Committee held during the Trust's
fiscal year ended May 31, 1996. The Nominating Committee currently
consists of Messrs. Borel and Johnson. The Nominating Committee selects
and nominates individuals to serve as Independent Trustees. It is not
expected that the Nominating Committee ordinarily will consider nominees
recommended by shareholders. The Trust pays the Independent Trustees of
the Trust $900 per meeting of the board; trustees of the Trust who are
"interested persons" as defined in the 1940 Act receive no compensation
from the Trust.
The table below includes certain information relating to the
compensation of the Trust's trustees for the fiscal year ended May 31,
1996.
- 5 -
<PAGE>
<TABLE>
<CAPTION>
Compensation Table
<S> <C> <C> <C> <C>
Pension or
Retirement
Benefits Accrued Total Compensation
A g g r e g a t e as Part of the Estimated Annual From the Trust and
Name of Person, Compensation Trust's Benefits Upon the Trust Complex
Position From the Trust Expenses Retirement Paid to Trustees
--------------- -------------- -------- ---------- ----------------
David D. Basten, Trustee -0- -0- -0- -0-
Mark A. Borel, Trustee . $3,600 -0- -0- $3,600
Wayne C. Johnson, Trustee $3,600 -0- -0- $3,600
</TABLE>
TRUST OFFICERS
Officers of the Trust are appointed by the trustees of the Trust.
None of the Trust's officers currently receives any compensation from the
Trust. The officers of the Trust, other than Mr. David D. Basten and Mr.
Louis B. Basten, who are trustee nominees, are:
Charles D. Foster, age 35, Chief Financial Officer of the Trust
since August 1, 1988. Chief Financial Officer, Yorktown Management &
Research Company, Inc.; Chief Financial Officer, Yorktown Distributors,
Inc.
M. Dennis Stratton, age 33, Controller of the Trust since
April 3, 1989. Controller, Yorktown Management & Research Company, Inc.;
Controller, Yorktown Distributors, Inc.
OTHER BUSINESS
The management knows of no business to be presented at the
Meeting other than the matters set forth in this statement, but should any
other matter requiring a vote of shareholders arise, the proxies will vote
thereon according to their best judgment in the interests of the Trust.
SHAREHOLDER PROPOSALS
As a general matter, the Trust does not hold regular annual or
other meetings of shareholders of the Trust. Any shareholder who wishes
to submit proposals for consideration at a special meeting of the
shareholders of the Trust should send such proposals to the Trust at 2303
Yorktown Avenue, Lynchburg, Virginia 24501. Proposals must be received a
reasonable time prior to the date of a meeting of shareholders to be
considered for inclusion in materials for that meeting. Timely submission
- 6 -
<PAGE>
of a proposal does not necessarily mean that such proposal will be
included.
By order of the Board of Trustees,
Louis B. Basten III
Secretary
June 14, 1996
IT IS IMPORTANT THAT YOU EXECUTE AND RETURN YOUR PROXY PROMPTLY.
- 7 -
<PAGE>
EXHIBIT A
BENEFICIAL OWNERSHIP OF GREATER THAN 5% OF FUND SHARES
<TABLE>
<CAPTION>
<S> <C> <C>
Number and Percentage of
Outstanding Shares Beneficially
Owned
Name and Address Name of Fund as of May 31, 1996
---------------- ------------ -----------------------
Rob-San Resources, Inc. Capital Income Fund 23,055 9.17%
79 East Wilder Road
West Lebanon, NH 03784
Joel B. & Christina Wilder Capital Income Fund 14,376 5.72%
56 Cart Path Road Yorktown Classic Value Trust 99,576 13.17%
Weston, MA 02193
American Magnetics 401(K) PSP Capital Income Fund 13,993 5.57%
Trust Company of Knoxville
P.O. Box 789
Knoxville, TN 37901-0789
Eric D. & Susan H. Sipf Yorktown Classic Value Trust 46,359 6.13%
3700 S. Gilpin Street
Englewood, CO 80110
</TABLE>
A-1
<PAGE>
<TABLE>
<CAPTION> EXHIBIT B
FUND OWNERSHIP OF NOMINEES AND CURRENT BOARD MEMBERS
<S> <C> <C>
Nominees or Current Board Number and Percentage of
Members Who Are Outstanding Shares
Standing for Reelection Name of Fund Held as of May 31, 19961/
----------------------- ------------ -----------------------
David D. Basten2/ Growth Fund 14,144.122 3/
- -
Yorktown Classic Value Trust 25,092.645 3.31%
Mark A. Borel Growth Fund 1,125.809 3/
-
Wayne C. Johnson Growth Fund 79.943 3/
-
Louis B. Basten III Growth Fund 190.510 3/
-
G. Edgar Dawson III - - -
Stephen B. Cox - - -
</TABLE>
1/ Unless otherwise stated, sole voting and
investment power.
2/ With respect to Growth Fund, includes 9,080.590 shares held by
Leslie Basten (Mr. David Basten's wife), 1,060.545 shares held by Yorktown
Management & Research Company, Inc., and 3,485.814 shares held by D.A.D.
Partnership, which shares Mr. David Basten is presumed to control.
With respect to Yorktown Classic Value Trust, includes 13,330.469
shares held by Leslie Basten, 5,621.850 shares held by Yorktown Management
& Research Company, Inc., and 4,674.873 shares held by D.A.D. Partnership,
which shares Mr. David Basten is presumed to control.
3/ Does not exceed 1% of outstanding shares.
B-1
<PAGE>
AMERICAN PENSION INVESTORS TRUST: PROXY SOLICITED BY
GROWTH FUND THE BOARD OF TRUSTEES
The undersigned, revoking any and all previous proxies, hereby appoints
David D. Basten and Charles D. Foster attorneys, with the full power of
substitutions, to vote all shares of American Pension Investors Trust:
Growth Fund ("Fund"), which the undersigned is entitled to vote at the
Special Meeting of Shareholders of the Trust to be held at 2303 Yorktown
Avenue, Lynchburg, Virginia 24501 on July 17, 1996 at 10:00 a.m. and at
any adjournments thereof. All powers may be exercised by a majority of
said proxy holders or substitutes voting or acting or, if only one votes
and acts, then by that one. This proxy shall be voted on the proposal
described in the Proxy Statement as specified in the spaces below.
Receipt of the Notice of the Meeting and the accompanying Proxy Statement
is hereby acknowledged.
NOTE: Please sign exactly as DATE _______________________, 1996
your name appears on this proxy.
When signing in a fiduciary
capacity such as executor, __________________________________
administrator, trustee, attorney,
guardian, etc., please so
indicate. Corporate and __________________________________
partnership proxies should be Signature(s) [Title, if applicable]
signed by an authorized person
indicating the person's title.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
Please refer to the Proxy Statement discussion of this matter. IF NO
SPECIFICATION IS MADE OR IF THE SPACE MARKED "FOR ALL EXCEPT" IS MARKED
BUT NO NAMES OF THE NOMINEES ARE STRUCK THROUGH, THE PROXY SHALL BE VOTED
FOR THE PROPOSAL.
As to any other matter requiring a vote of shareholders that may arise,
said attorneys shall vote in accordance with their best judgment in the
<PAGE>
interest of the Trust. THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE
FOLLOWING:
1. ELECTION OF TRUSTEES
(Instruction: To withhold authority to vote for any individual
nominee, mark center space below and strike a line through the
nominee's name in the list below. Your shares shall be voted for
the remaining nominee(s).)
_____FOR _____FOR ALL EXCEPT _____WITHHOLD
David D. Basten; Mark A. Borel; Wayne C. Johnson; Louis B. Basten
III; G. Edgar Dawson III; Stephen B. Cox
<PAGE>
AMERICAN PENSION INVESTORS TRUST: PROXY SOLICITED BY
T-1 TREASURY TRUST THE BOARD OF TRUSTEES
The undersigned, revoking any and all previous proxies, hereby appoints
David D. Basten and Charles D. Foster attorneys, with the full power of
substitutions, to vote all shares of American Pension Investors Trust: T-
1 Treasury Trust ("Fund"), which the undersigned is entitled to vote at
the Special Meeting of Shareholders of the Trust to be held at 2303
Yorktown Avenue, Lynchburg, Virginia 24501 on July 17, 1996 at 10:00 a.m.
and at any adjournments thereof. All powers may be exercised by a
majority of said proxy holders or substitutes voting or acting or, if only
one votes and acts, then by that one. This proxy shall be voted on the
proposal described in the Proxy Statement as specified in the spaces
below. Receipt of the Notice of the Meeting and the accompanying Proxy
Statement is hereby acknowledged.
NOTE: Please sign exactly as DATE _______________________, 1996
your name appears on this proxy.
When signing in a fiduciary
capacity such as executor, __________________________________
administrator, trustee, attorney,
guardian, etc., please so
indicate. Corporate and __________________________________
partnership proxies should be Signature(s) [Title, if applicable]
signed by an authorized person
indicating the person's title.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
Please refer to the Proxy Statement discussion of this matter. IF NO
SPECIFICATION IS MADE OR IF THE SPACE MARKED "FOR ALL EXCEPT" IS MARKED
BUT NO NAMES OF THE NOMINEES ARE STRUCK THROUGH, THE PROXY SHALL BE VOTED
FOR THE PROPOSAL.
---
As to any other matter requiring a vote of shareholders that may arise,
said attorneys shall vote in accordance with their best judgment in the
<PAGE>
interest of the Trust. THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE
FOLLOWING:
1. ELECTION OF TRUSTEES
(Instruction: To withhold authority to vote for any individual
nominee, mark center space below and strike a line through the
nominee's name in the list below. Your shares shall be voted for
the remaining nominee(s).)
_____FOR _____FOR ALL EXCEPT _____WITHHOLD
David D. Basten; Mark A. Borel; Wayne C. Johnson; Louis B. Basten
III; G. Edgar Dawson III; Stephen B. Cox
<PAGE>
AMERICAN PENSION INVESTORS TRUST: PROXY SOLICITED BY
CAPITAL INCOME FUND THE BOARD OF TRUSTEES
The undersigned, revoking any and all previous proxies, hereby appoints
David D. Basten and Charles D. Foster attorneys, with the full power of
substitutions, to vote all shares of American Pension Investors Trust:
Capital Income Fund ("Fund"), which the undersigned is entitled to vote at
the Special Meeting of Shareholders of the Trust to be held at 2303
Yorktown Avenue, Lynchburg, Virginia 24501 on July 17, 1996 at 10:00 a.m.
and at any adjournments thereof. All powers may be exercised by a
majority of said proxy holders or substitutes voting or acting or, if only
one votes and acts, then by that one. This proxy shall be voted on the
proposal described in the Proxy Statement as specified in the spaces
below. Receipt of the Notice of the Meeting and the accompanying Proxy
Statement is hereby acknowledged.
NOTE: Please sign exactly as DATE _______________________, 1996
your name appears on this proxy.
When signing in a fiduciary
capacity such as executor, __________________________________
administrator, trustee, attorney,
guardian, etc., please so
indicate. Corporate and __________________________________
partnership proxies should be Signature(s) [Title, if applicable]
signed by an authorized person
indicating the person's title.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
Please refer to the Proxy Statement discussion of this matter. IF NO
SPECIFICATION IS MADE OR IF THE SPACE MARKED "FOR ALL EXCEPT" IS MARKED
BUT NO NAMES OF THE NOMINEES ARE STRUCK THROUGH, THE PROXY SHALL BE VOTED
FOR THE PROPOSAL.
As to any other matter requiring a vote of shareholders that may arise,
said attorneys shall vote in accordance with their best judgment in the
<PAGE>
interest of the Trust. THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE
FOLLOWING:
1. ELECTION OF TRUSTEES
(Instruction: To withhold authority to vote for any individual
nominee, mark center space below and strike a line through the
nominee's name in the list below. Your shares shall be voted for
the remaining nominee(s).)
_____FOR _____FOR ALL EXCEPT _____WITHHOLD
David D. Basten; Mark A. Borel; Wayne C. Johnson; Louis B. Basten
III; G. Edgar Dawson III; Stephen B. Cox
<PAGE>
AMERICAN PENSION INVESTORS TRUST: PROXY SOLICITED BY
YORKTOWN CLASSIC VALUE TRUST THE BOARD OF TRUSTEES
The undersigned, revoking any and all previous proxies, hereby appoints
David D. Basten and Charles D. Foster attorneys, with the full power of
substitutions, to vote all shares of American Pension Investors Trust:
Yorktown Classic Value Trust ("Fund"), which the undersigned is entitled
to vote at the Special Meeting of Shareholders of the Trust to be held at
2303 Yorktown Avenue, Lynchburg, Virginia 24501 on July 17, 1996 at 10:00
a.m. and at any adjournments thereof. All powers may be exercised by a
majority of said proxy holders or substitutes voting or acting or, if only
one votes and acts, then by that one. This proxy shall be voted on the
proposal described in the Proxy Statement as specified in the spaces
below. Receipt of the Notice of the Meeting and the accompanying Proxy
Statement is hereby acknowledged.
NOTE: Please sign exactly as DATE _______________________, 1996
your name appears on this proxy.
When signing in a fiduciary
capacity such as executor, __________________________________
administrator, trustee, attorney,
guardian, etc., please so
indicate. Corporate and __________________________________
partnership proxies should be Signature(s) [Title, if applicable]
signed by an authorized person
indicating the person's title.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
Please refer to the Proxy Statement discussion of this matter. IF NO
SPECIFICATION IS MADE OR IF THE SPACE MARKED "FOR ALL EXCEPT" IS MARKED
BUT NO NAMES OF THE NOMINEES ARE STRUCK THROUGH, THE PROXY SHALL BE VOTED
FOR THE PROPOSAL.
As to any other matter requiring a vote of shareholders that may arise,
said attorneys shall vote in accordance with their best judgment in the
interest of the Trust. THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE
FOLLOWING:
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1. ELECTION OF TRUSTEES
(Instruction: To withhold authority to vote for any individual
nominee, mark center space below and strike a line through the
nominee's name in the list below. Your shares shall be voted for
the remaining nominee(s).)
_____FOR _____FOR ALL EXCEPT _____WITHHOLD
David D. Basten; Mark A. Borel; Wayne C. Johnson; Louis B. Basten
III; G. Edgar Dawson III; Stephen B. Cox
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