<PAGE>
Form N-1A
File No. 33-2430
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. -----
Post-Effective Amendment No. 13
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and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 15
----
(check appropriate box or boxes)
THE ROCKWOOD GROWTH FUND, INC.
(Exact Name of Registrant as Specified in Charter)
P.O. BOX 50313, IDAHO FALLS, IDAHO 83405
(Address of Principal Executive Office) (Zip Code)
Registrant's Telephone Number, including Area Code:(208) 522-5593
ROSS H. FARMER, P.O. BOX 50313, IDAHO FALLS, IDAHO 83405
(Name and Address of Agent for Services)
Approximate Date of Proposed Public Offering ---------------------
It is proposed that this filing will become effective (check appropriate box)
/ / immediately upon filing pursuant to paragraph (b)
/X/ on February 28, 1996 pursuant to paragraph (b)
/ / 60 days after filing pursuant to paragraph (a)(1)
/ / on ______________ pursuant to paragraph (a)(1)
/ / 75 days after filing pursuant to paragraph (a)(2)
/ / on ______________ 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.
Registrant has elected to maintain registration of an indefinite number of
shares of common stock, $.10 par value, under the Securities Act of 1933,
<PAGE>
<PAGE>
pursuant to Rule 24f-2 under the Investment Company Act of 1940. The
registrant's most recent 24f-2 was filed on December 29, 1995.<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
TABLE OF CONTENTS
CROSS REFERENCE SHEET 4
PART A
PROSPECTUS 5
PART B
STATEMENT OF ADDITIONAL INFORMATION 21
PART C
OTHER INFORMATION
ITEM 24 FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements 30
(b) Exhibit (b) (1) Articles of Incorporation 41
Exhibit (b) (2) By-Laws 41
Exhibit (b) (4) Specimen Security 41
Exhibit (b) (5) Investment Advisory Contracts 41
Exhibit (b) (8) Custody Agreement 42
Exhibit (b) (9) Other Material Contracts
A. Agency Agreement 42
B. Share Purchase Application 42
C. Application for Individual
Retirement Account 42
Exhibit (b) (10) Opinion of Consent 42
Exhibit (b) (11) Consent of Accountant 42
Exhibit (b) (14) Model Plan Used in
Establishment of Retirement
Plan (IRA) 42
ITEM 25 PERSONS CONTROLLED BY OR UNDER COMMON
CONTROL WITH REGISTRANT 43
ITEM 26 NUMBER OF SECURITIES HOLDERS 43
ITEM 27 INDEMNIFICATION 43
ITEM 28 BUSINESS OR OTHER CONNECTIONS OF
INVESTMENT ADVISER 44
ITEM 29 PRINCIPAL UNDERWRITERS 44
ITEM 30 LOCATION OF ACCOUNTS AND RECORDS 44
ITEM 31 MANAGEMENT SERVICES 44
ITEM 32 UNDERTAKINGS 44
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
Cross Reference Sheet
FORM N-1A REFERENCE PROSPECTUS REFERENCE
Item 1. Cover Sheet Cover Sheet
Item 2. Synopsis Summary; Fee Tables
Item 3. Condensed Financial Per Share Income &
Information Capital Changes
Item 4. General Description of History of the Fund;
Registrant Investment Objectives
and Policies
Item 5. Management of the Fund Management of the Fund
and Administrative
Expenses
Item 5A. Management's Discussion Management of the Fund
of Fund Performance and Administrative
Expenses
Item 6. Capital Stock and Other Capital Stock; How to
Securities Purchase Shares;
Dividends, Distributions,
and Taxes
Item 7. Purchase of Securities How to Purchase Shares;
Being Offered Pricing of Shares for
Purchase or Redemption;
Individual Retirement
Accounts
Item 8. Redemption or Repurchase Redemption of Shares
Item 9. Pending Legal Proceedings Not Applicable<PAGE>
<PAGE>
THIS PROSPECTUS CONTAINS INFORMATION YOU NEED TO KNOW ABOUT THIS INVESTMENT
COMPANY. IT IS IMPORTANT THAT YOU READ THIS INFORMATION CAREFULLY BEFORE YOU
DECIDE TO INVEST.
A STATEMENT OF ADDITIONAL INFORMATION ABOUT THE COMPANY, DATED FEBRUARY 28, 1996
HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AND IS INCLUDED WITH
THE PROSPECTUS AS PART B.
THE ROCKWOOD GROWTH FUND, INC.
545 SHOUP AVENUE, NO. 303
P.O. BOX 50313
IDAHO FALLS, IDAHO 83405
PROSPECTUS DATED FEBRUARY 28, 1996
THE OBJECTIVE OF THE ROCKWOOD GROWTH FUND, INC.
IS TO SEEK LONG-TERM CAPITAL APPRECIATION.
PURSUANT TO THIS OBJECTIVE, THE FUND ORDINARILY
WILL INVEST ALL OF ITS ASSETS IN COMMON STOCKS,
SECURITIES CONVERTIBLE INTO COMMON STOCKS, AND
PREFERRED STOCKS.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION, NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
THIS PROSPECTUS SHOULD BE RETAINED FOR FUTURE REFERENCE
<PAGE>
<PAGE>
SUMMARY
THE ROCKWOOD GROWTH FUND, INC. is an open end diversified no-load management
investment company, an arrangement whereby a number of persons invest in a
company which itself invests in securities. This kind of arrangement is
commonly called a mutual fund. The objective of the Fund is to seek long-term
capital appreciation. This objective will be pursued through investment in
common stocks, securities convertible into common stocks, and preferred stocks.
Any income which the Fund earns is incidental to its objective of capital
appreciation. The risks associated with an investment in the Fund are those
related to fluctuations in the market value of the Fund's portfolio. (See
"Investment Objective and Policies"). There is no assurance that the Fund's
objective will be met, or that there will not be a substantial loss in any given
investment. Also, at any time, the value of the Fund's shares may be more or
less than the investor's cost. The Fund is not intended for investors who have
as their primary objective conservation of capital. The Fund may purchase
shares of closed end investment companies.
The shares offered are $.10 Par Value Common Shares. These shares are offered
continuously by the Fund itself at the next determined net asset value. The
Fund retains the full amount paid by the purchaser of shares. The initial
purchase of Fund shares must be in an amount of at least $100.00. Subsequent
purchases may be in any amount. The Fund has available to interested
shareholders automatic monthly investment through its Pre-Authorized Check
Plan. (See "How To Purchase Shares, Capital Stock and Share Purchase
Application").
The shares are redeemable upon the demand of the investor, at the next
determined net asset value. (See "Redemption of Shares"). Aspen Securities and
Advisory, Inc. serves as Investment Adviser to the Fund at a basic fee of 0.7%
per year of average net assets up to $50 million, 0.6% of the next $350 million
and 0.5% of the excess over $400 million. (See "Investment Adviser").<PAGE>
<PAGE>
FEE TABLE
Annual Fund Operating Expenses for the Fiscal Year Ended October 31, 1995:
(as a percentage of average net assets)
<TABLE>
<CAPTION>
<S> <C> <C>
Investment Advisory Fee 0.00%
Other Expenses 2.30%
Professional Fees 1.62%
Custodial and Transfer Agent Services 0.28%
Other Costs 0.40%
Total Fund Operating Expenses 2.30%
------
</TABLE>
- -----------------------------------
<TABLE>
<CAPTION>
Example: 1 YEAR 3 YEAR 5 YEAR 10 YEAR
<S> <C> <C> <C> <C>
You would pay the following
expenses on a $1,000 invest-
ment, assuming (1) 5% annual
return and (2) redemption at
the end of each time period: $24.15 $74.34 $127.16 $271.62
</TABLE>
THE FOREGOING EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE RETURNS OR EXPENSES. ACTUAL RETURNS OR EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.
The purpose of the foregoing table is to assist an investor in understanding the
various costs and expenses that an investor in the Fund will bear directly or
indirectly. For more complete descriptions of the various costs and expenses,
see "Management of the Fund and Administrative Expenses" in this prospectus and
the financial statements and notes contained in the Statement of Additional
Information.<PAGE>
<PAGE>
FINANCIAL HIGHLIGHTS
(FOR A SHARE OUTSTANDING THROUGHOUT THE YEAR)
The following financial information for the fiscal years ending October 31,
1987, 1988, 1989, 1990, 1991, 1992, 1993, 1994 and 1995 have been audited by
Coopers & Lybrand L.L.P., the Fund's current independent public accountants, and
for the ten month period ending October 31, 1986 has been audited by Rudd &
Company, Chartered, the Fund's former independent public accountants; provided,
however, that the footnotes to the following table and the Portfolio Turnover
Rate ratios have not been so audited. This table should be read in conjunction
with the Fund's financial statements and the notes thereto.<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
<TABLE>
<CAPTION>
Financial Highlights
Year Year Year Year Year
Ended Ended Ended Ended Ended
10/31/95 10/31/94 10/31/93 10/31/92 10/31/91
<S> <C> <C> <C> <C> <C>
Selected Per Share Data:
Net asset value, beginning
of period $ 16.61 $ 16.32 $ 12.42 $ 11.32 $ 9.56
------- ------- ------- ------- -------
Income (loss) from investment
operations:
Net investment income (loss) (.31) (.22) (.26) (.12) (.01)
Net realized and unrealized
gain (loss) on investments 2.43 .51 4.16 1.22 1.83
-------- --------- --------- --------- ---------
Total from investment operations 2.12 .29 3.90 1.10 1.82
--------- --------- --------- --------- ---------
Less Distributions:
From net interest income .00 .00 .00 .00 (.06)
From net realized gain on
investments .00 .00 .00 .00 .00
--------- --------- --------- --------- ---------
Total distributions .00 .00 .00 .00 (.06)
--------- --------- --------- --------- ---------
Net asset value, end of period $ 18.73 $ 16.61 $ 16.32 $ 12.42 $ 11.32
========= ========= ========= ========= =========
Total return* 12.76 % 1.78 % 31.40 % 9.72 % 19.04 %
Ratios and Supplemental Data:
Net assets, end of period $773,871 $714,155 $737,962 $599,582 $876,782
Ratio of expenses to average
net assets 2.30 % 2.00 % 2.81 % 2.46 % 2.15 %
Ratio of expenses to average
net assets before expense
reimbursement 3.00 % 2.82 % 2.90 % 2.49 % 2.15 %
Ratio of net investment income
(loss) to average net assets (1.77)% (1.38)% (1.67)% (1.09)% (.15)%
Portfolio turnover rate 30.04 % 18.26 % 19.28 % 13.28 % 14.35 %
<PAGE>
<PAGE>
<CAPTION>
Financial Highlights
Year Year Year Year Ten-Month
Ended Ended Ended Ended Period Ended
10/31/90 10/31/89 10/31/88 10/31/87 10/31/86
<S> <C> <C> <C> <C> <C>
Selected Per Share Data:
Net asset value, beginning
of period $ 14.96 $ 13.05 $ 9.93 $ 11.25 $ 10.22
------- ------- ------- ------- -------
Income (loss) from investment
operations:
Net investment income (loss) .03 (.01) .01 .12 .37
Net realized and unrealized
gain (loss) on investments (4.93) 2.06 3.30 (.69) .66
-------- --------- --------- --------- ---------
Total from investment operations (4.90) 2.05 3.31 (.57) 1.03
--------- --------- --------- --------- ---------
Less Distributions:
From net interest income .00 .00 (.19) (.37) .00
From net realized gain on
investments (.50) (.14) .00 (.38) .00
--------- --------- --------- --------- ---------
Total distributions (.50) (.14) (.19) (.75) .00
--------- --------- --------- --------- ---------
Net asset value, end of period $ 9.56 $ 14.96 $ 13.05 $ 9.93 $ 11.25
========= ========= ========= ========= =========
Total return* (32.75)% 15.71 % 33.33 % (5.07)% 10.08 %
Ratios and Supplemental Data:
Net assets, end of period $865,459 $1,544,824 $722,172 $410,461 $127,534
Ratio of expenses to average
net assets 1.83 % 1.81 % 2.01 % 1.17 % .87 %
Ratio of expenses to average
net assets before expense
reimbursement 1.83 % 1.81 % 2.01 % 1.17 % 6.76 %
Ratio of net investment income
(loss) to average net assets .25 % (.09)% .07 % 1.53 % 3.30 %
Portfolio turnover rate 37.51 % 55.83 % 42.00 % 30.00 % 31.00 %
</TABLE>
* Total return for period of less than one year is not annualized
During the year ended 10/31/86, the Investment Adviser voluntarily waived the
payment of advisory fees which, if they had been paid, would have been $655.
For the years ended 10/31/87 and 10/31/88, the Investment Adviser voluntarily
waived a portion of its advisory fee, which portions totaled $1,050 and $343,
respectively.<PAGE>
<PAGE>
HISTORY OF THE FUND
The Fund is an open end, no-load diversified management investment company,
organized as a corporation under the laws of the State of Idaho on March 7,
1985, under the name THE ROCKWOOD GROWTH FUND, INC. (See "Special Risks").
INVESTMENT OBJECTIVE AND POLICIES
The Fund's objective is to seek long-term capital appreciation. This objective
will be pursued through investment in common stocks, securities convertible into
common stocks, and preferred stocks. Any income which the Fund earns is
incidental to its objective of capital appreciation. When the Fund deems a
temporary defensive position appropriate, it will invest in securities of the
U.S. government and/or its agencies and instrumentalities. There is no
assurance that these objectives will be achieved. The Fund reserves the right
to change these objectives upon approval of the Board of Directors.
The Fund intends to invest during normal market conditions in equity securities
if, in the opinion of the Investment Adviser, they are available at prices less
than their intrinsic value. Intrinsic value is a term reflecting an analyst's
subjective view of a company's worth. It may be based on such things as book
value, "hidden assets" (assets carried on the books of a corporation below
market value), the discounted present value of a natural resource (oil, gas,
timber, silver, etc.) or an earnings history. Buying below intrinsic value
implies that the Adviser believes that the company's real worth is not fully
valued by the market.
The Fund will purchase common stocks, securities convertible into common stocks
and preferred stocks that are traded on domestic stock exchanges and in the
Over-The-Counter Market. Common stocks, securities convertible into common
stocks, and preferred stocks are purchased primarily for their potential for
long-term capital appreciation and not dividend yield or interest payments. Not
more than 5% of the Fund's assets will be invested in convertible bonds.
The Fund may purchase shares of closed end investment companies.
The following are fundamental policies that may not be changed without
shareholder approval.
The Fund may not:
<PAGE>
<PAGE>
Purchase more than 10% of the outstanding voting securities of any
issuer. All convertible debt securities and all non-voting
preferred stocks are each considered as one class.
Invest more than 5% of the Fund's total assets in securities of
issuers which with their predecessors have a record of less than
three years continuous operation, and securities of issuers which
are not readily marketable.
Borrow money except as a temporary measure for extraordinary or
emergency purposes and then only in an amount up to 5% of the value
of its total assets, in order to meet redemption requests.
The Fund may invest up to 5% of its assets in securities which are secured by
real estate and securities of issuers which invest or deal in real estate. The
market price of such securities may vary with real estate values and/or the
liquidity of the real estate holdings.
Equity and convertible debt securities purchased by the Fund may be affected by
changes in interest rates. The investor should bear in mind that every
investment carries risk. All investments are made on the recommendation of the
Investment Adviser and are subject to the approval of the Board of Directors.
The Fund will not invest in securities issued by broker/dealers that execute the
Fund's portfolio brokerage transactions.
The Fund's investments are subject to risks based upon the general trend of the
stock market and to changes in the asset value of the securities acquired.
Subject to compliance with Section 12(d) and 12(e) of the Investment Company Act
of 1940, the Fund may also, from time to time, invest in the securities of
closed-end investment companies listed on exchanges or in the Over-The-Counter
market, subject to the restriction that such securities will not be purchased
except in the open market. Such investments shall not exceed 5% of the Fund's
assets. A security of a closed end investment company will only be purchased by
the Fund if it is trading below its net asset value.
The Fund may from time to time borrow in an amount up to 5% of the value of its
total assets for redemption purposes from a commercial bank.
<PAGE>
<PAGE>
PORTFOLIO TURNOVER
The Fund's portfolio turnover rates for its fiscal years ending October 31,
1993, October 31, 1994, and October 31, 1995 were 19%, 18%, and 30%,
respectively.
<PAGE>
<PAGE>
MANAGEMENT OF THE FUND AND ADMINISTRATION EXPENSES
A. MANAGEMENT
The Board of Directors of the Fund is elected annually by the share-
holders. The board has responsibility for the overall management of the
Fund, including general supervision and review of its investment
activities. The Directors, in turn, elect the officers of the Fund who
are responsible for administering the day-to-day operations of the Fund.
B. INVESTMENT ADVISER
The Fund's investment portfolio is managed by Aspen Securities and
Advisory, Inc., an Idaho corporation (Aspen or the Investment Advisor),
which was incorporated April 4, 1983 for the purpose of providing
investment advice. The principal business address of the Investment
Adviser is 545 Shoup Avenue, No. 303, Idaho Falls, Idaho 83402. Its
mailing address is P.O. Box 50313, Idaho Falls, Idaho 83405. The
Investment Adviser is controlled by Ross H. Farmer, its principal
stockholder, who owns 79% of the outstanding stock of Aspen
Securities and Advisory, Inc. and is a controlling person as the term is
defined in the Investment Company Act of 1940. Prior to the organization
of Aspen Securities and Advisory, Inc., Mr. Farmer was employed as a
stockbroker by Piper, Jaffray and Hopwood, Inc., an investment firm
headquartered in Minneapolis, Minnesota and subsequently served as a
General Partner of Wilmac Partnership, Ltd., an Idaho limited partnership
investing in stocks and bonds with investment objectives and policies
similar to those of the Fund.
The Investment Adviser provides the Fund investment advisory services and
the overall management of the Fund's business affairs. The portfolio
manager of the Fund is Ross H. Farmer. Mr. Farmer has managed the Fund
from its inception which includes the past five years.
The Adviser receives a basic fee of 0.7% per year of the average net
assets up to $50 million, plus 0.6% of the next $350 million and .5% of
the excess over $400 million. The fee is paid quarterly.
The Adviser also pays all promotional expenses of the Fund without
reimbursement by the Fund, (e.g., advertising, printing of prospectuses,
postage, etc.).
<PAGE>
<PAGE>
$10,000 ROCKWOOD & VALUELINE ARITHMETIC
Inset: Average Annual Returns
<TABLE>
<CAPTION>
DATE ROCKWOOD VALUELINE
<S> <C> <C>
4/86 $10,220 $10,000
10/86 11,250 10,030
10/87 10,632 9,556
10/88 14,240 11,987
10/89 16,499 13,982
10/90 10,897 10,611
10/91 12,978 15,765
10/92 14,239 17,442
10/93 18,710 21,932
10/94 19,042 22,781
10/95 21,484 26,475
</TABLE>
Inset
<TABLE>
<CAPTION>
PERIOD ROCKWOOD VALUELINE
<S> <C> <C>
1 year 12.76 16.21
3 year 14.70 14.92
5 year 14.59 20.06
Since Inception
(4/30/86) 8.13 10.79
</TABLE>
Past performance is not predictive of future performance.
For fiscal year 1995, the Fund appreciated 12.76%. The gain is attributable to
the general appreciation of the Fund's holdings, not any particular company or
industry group.<PAGE>
<PAGE>
EXPENSE LIMITATIONS
The Adviser is required, by the Management Agreement and by Article IX of
the Fund's By-Laws, to reimburse the Fund quarterly if the aggregate
annual expenses of every character exclusive of interest, taxes, extra-
ordinary expenses, brokerage commissions and other transaction costs shall
exceed three percent (3%) of the first $2 million and one and one-half
percent (1-1/2%) of the next $28 million of average net assets of the
Fund and one percent (1%) of average net assets over $30 million
calculated on a monthly or more frequent basis. The Fund's total
expenses before reimbursement for the fiscal year ending October 31, 1995
were $21,905. The Fund pays expenses which include interest, taxes,
fees of directors who are not interested persons of the Fund, other
fees and commissions, administrative expenses directly related to the
issuance and redemption of shares including expenses of registering or
qualifying shares for sale, charges of custodians, transfer agents, and
registrars, costs of printing and mailing reports and notices to
existing shareholders, audit and legal services and other expenses not
expressly assumed by the Adviser. (See, "Investment Advisory and other
Services" for categories of expenses.)
C. TRANSFER AND DIVIDEND DISBURSING AGENT
Aspen Securities and Advisory, Inc., 545 Shoup Avenue, No. 303, Idaho
Falls, Idaho 83402, acts as the Fund's transfer and dividend disbursing
agent. Aspen Securities and Advisory, Inc. provides these services under
an Agency Agreement approved by the Fund's Board of Directors on September
28, 1985. The fee for the service is the lesser of (1) fifty cents per
shareholder account, per month, or (2) an amount determined by multiplying
the ratio of the Fund's net assets to the total assets under management
by the Adviser by the sum of salaries, employment taxes and the fringe
benefits of the Adviser's employees engaged predominantly in processing
transactions and Fund shares, plus the expenses associated with the
computer system used to maintain the Fund's shareholder records. Such fee
for fiscal year ending October 31, 1995 was $528.00. The fee was
calculated using Method No. 1. (See, "Agency Agreement with Adviser").
<PAGE>
<PAGE>
D. CUSTODIAN
The Bank of Commerce, 205 "A" Street, Idaho Falls, Idaho, serves as
Custodian to the Fund. The Custodian does not share in or have any
responsibility for investment decisions. It retains possession of the
Fund's assets and receives and disburses them upon the direction of the
Fund's Board of Directors.
DIVIDENDS, DISTRIBUTIONS AND TAXES
In accordance with the Fund's share purchase application, all dividends and
distributions will be reinvested in additional shares unless the shareholder
requests otherwise in writing to Aspen Securities and Advisory, Inc., P.O. Box
50313, Idaho Falls, Idaho 83405. Accumulation of shares through reinvestment of
dividends and distributions will not protect against loss in value in declining
markets and does not assure a profit.
The Fund will distribute substantially all of its net income and capital gains
to shareholders and such distributions, whether taken in cash or reinvested,
are subject to Federal income tax and may be subject to state and local
income tax. Fund income and short-term capital gain distributions are taxed
as ordinary income. Long-term capital gain distributions are taxed as long-
term capital gain. The shareholders may be proportionately liable for taxes
on income and capital gains of the Fund but shareholders not subject to tax
on their income will not be required to pay tax on amounts distributed to
them. The Fund will inform shareholders and the Internal Revenue Service of
the amount and nature of such distributions. The Fund intends to remain
qualified for tax treatment under Subchapter M of the Internal Revenue Code.
CAPITAL STOCK
The Fund's authorized capital consists of 100,000,000 shares of $.10 par value
common stock. All shares have equal voting, dividend and redemption rights.
The shares are non-assessable and have no preemptive or conversion rights.
Shareholder inquiries should be addressed to The Rockwood Growth Fund, Inc.,
P.O. Box 50313, Idaho Falls, Idaho 83405.
PRICING OF SHARES FOR PURCHASE OR REDEMPTION
The Fund determines the current net asset value of its shares daily at the close
of trading on each business day that the New York Stock Exchange is open for
trading (trading day). The New York Stock Exchange recognizes the following
holidays: Christmas, Thanksgiving, New Year's, July 4, President's Day,
<PAGE>
<PAGE>
Memorial Day, Labor Day, and Good Friday. Net asset value per share is
calculated by dividing the total assets of the Fund, less all liabilities, by
the total number of shares outstanding.
Investments in securities traded on a national securities exchange or quoted on
the NASDAQ National Market System are valued at the last reported sale price as
of the close of the New York Stock Exchange ("Exchange"), unless the average
daily volume as reported by Standard & Poor Corporation is less than 100,000
shares in which case the security will be priced at the mean between the bid and
asked price. Securities traded in the over-the-counter market and listed
securities for which no sale was reported on that date are valued at the mean
between the last reported bid and asked prices. When market quotations are not
readily available, these securities are valued at fair value as determined in
good faith by the Board of Directors. Short-term money market instruments with
maturities of less than 60 days are valued at purchase price plus accrued
interest or amortized discount. Net asset value represents the price for
purchase orders received and shares tendered for redemption during the period
following the previous price determination and prior to the closing of the New
York Stock Exchange. For purchase orders received and shares tendered for
redemption after the closing of the New York Stock Exchange, the Fund will
determine net asset value as of the closing on the following trading day.
HOW TO PURCHASE SHARES
Shares may be purchased directly from the Fund at the next determined net asset
value. The Fund determines net asset value once daily. (See, "Pricing of
Shares for Purchase or Redemption".) Purchase at net asset value means the net
asset value as next determined after the purchase order is received. Written
applications for the purchase of shares should be addressed to The Rockwood
Growth Fund, Inc., P.O. Box 50313, Idaho Falls, Idaho 83405. A form for that
purpose accompanies this prospectus. Personal checks, cashiers checks or money
orders should be made payable to the Fund.
The minimum initial purchase is $100. No minimum is specified for subsequent
purchases of Fund shares. Acceptance of any purchase is determined upon receipt
at the office of the Fund. The Fund reserves the right to reject purchases
under circumstances or in amounts considered disadvantageous to the Fund.
<PAGE>
<PAGE>
PRE-AUTHORIZED CHECK PLAN
The Fund has available to its shareholders a Pre-Authorized Check Plan for
automatic monthly investing. Forms are available upon request from The Rockwood
Growth Fund, Inc., P.O. Box 50313, Idaho Falls, Idaho 83405.
REDEMPTION OF SHARES
Shareholders wishing to redeem shares may offer them to the Fund by executing a
written request for redemption, in the manner described below, to Aspen
Securities and Advisory, Inc., P.O. Box 50313, Idaho Falls, Idaho 83405. If the
redemption request is received at Aspen's office in proper form on or before the
closing time of the Exchange on a day which the Exchange is open for business,
the shares will be redeemed at the net asset value determined as of the close of
the Exchange on that day, which net asset value will be effective for all offers
received prior to such closing time. If a redemption request is received after
the time of closing of the Exchange on any day, the shares will be redeemed at
the net asset value determined as of the close of the Exchange on the next day
on which the Exchange is open.
The applicable procedures for redemption are:
(a) If certificates for the shares to be redeemed have been retained by Aspen
for safekeeping, the written redemption request should be signed exactly
as the account is registered, with the signatures thereon guaranteed by a
commercial bank or member firm of a national securities exchange; or,
(b) If the certificates for the shares to be redeemed are held by the
shareholder, the redemption request must be accompanied by such stock
certificates, properly endorsed for transfer, or if not so endorsed, by
the stock certificates and appropriate properly endorsed stock powers,
and, in either case, the signatures must be guaranteed by a commercial
bank or a member firm of a national securities exchange.
Payment of monies will be made within seven days after receipt by Aspen of the
redemption request in proper form and accompanied by the appropriate documents
as described above.
The net asset value of shares, on redemption, may be more or less than the
investor's cost, depending upon the market value of the portfolio's securities
at the time of redemption. The Fund intends to make redemptions in cash.
<PAGE>
<PAGE>
Under the Investment Company Act of 1940 redeemable shares must be redeemed at
the next determined net asset value with the distribution of such proceeds being
made within 7 days. The Fund may suspend the right of redemption or postpone
payment during any period (a) when the Exchange is closed for other than
weekends and holidays; or (b) when the Securities and Exchange Commission has by
order permitted such suspension; or (c) when the Securities and Exchange
Commission shall by rule or regulation determine the conditions under which
trading on the Exchange will be deemed restricted; or (d) under which any
emergency shall be deemed to exist making disposal of portfolio securities or
valuation of net assets of the Fund not reasonably practicable as determined by
the Securities and Exchange Commission.
In the case of recently purchased shares, proceeds will not be mailed until the
Fund is satisfied that checks given in payment of shares being redeemed have
cleared. It is the practice of the Fund to hold redemption payment until the
purchase check has cleared which may take up to 15 days. If the share purchase
is made by a bank certified check the 15 day period will be waived.
INDIVIDUAL RETIREMENT ACCOUNTS
An Individual Retirement Account Plan (an "IRA Plan") is available to employed
(including self-employed) persons and their non-employed spouses. All
contributions to such an IRA Plan are invested in shares of the Fund. The Bank
of Commerce serves as Trustee under IRA plans. The Trustee's fee and other
information about an IRA Plan are disclosed in Plan documents including a
disclosure statement that may be obtained from the Fund. Requests to establish
an IRA and inquiries regarding the same should be addressed to The Rockwood
Growth Fund, Inc., P.O. Box 50313, Idaho Falls, Idaho 83405.
COUNSEL
Hopkins, Roden, Crockett, Hansen & Hoopes, counsel for the Fund, has passed upon
the legality of the shares offered by this prospectus.<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
P.O. Box 50313
Idaho Falls, Idaho 83405
BOARD OF DIRECTORS
Ross H. Farmer
James C. Herndon
Ronald W. Kiehn
G. Holton Quinn
INVESTMENT ADVISER
Aspen Securities and Advisory, Inc.
CUSTODIAN
The Bank of Commerce
COUNSEL
Hopkins, Roden, Crockett, Hansen & Hoopes
INDEPENDENT ACCOUNTANTS
Coopers & Lybrand L.L.P.
TRANSFER AGENT AND DIVIDEND DISBURSING AGENT
Aspen Securities and Advisory, Inc.<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
A mutual fund whose objective is to seek
long-term capital appreciation.
PROSPECTUS DATED
February 28, 1996<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
REGISTRATION STATEMENT PART B
STATEMENT OF ADDITIONAL INFORMATION
Date: February 28, 1996
This Statement of Additional Information ("Statement of Additional Information")
contains information that may be of interest to investors, but is not included
in the Prospectus of The Rockwood Growth Fund, Inc., or which is merely
summarized in the Prospectus. This Statement is not a prospectus. It relates
to and should be read in conjunction with the prospectus for The Rockwood Growth
Fund, Inc., dated February 28, 1996. Investors may obtain a free copy of the
Prospectus by request to The Rockwood Growth Fund, Inc., P.O. Box 50313, Idaho
Falls, Idaho 83405.
TABLE OF CONTENTS AND CROSS-REFERENCE SHEET TO PROSPECTUS
<TABLE>
<CAPTION>
STATEMENT PROSPECTUS
DISCUSSION PAGE TITLE AND PAGE
<S> <C> <C>
I. Investment Objectives "Investment
and Policies 22 Objectives and
Policies, p.9
II. Management of the Fund 25 "Management of the
Fund and Administrative
Expenses", p.12
III. Control Person and Not discussed in
Principal Holders of Prospectus
Securities 25
IV. Investment Advisory "Management of the
and Other Services 26 Fund and Administrative
Expenses", p.12
(a) Controlling Persons 26 "Management of the
Fund and Administrative
Expenses", p.12
(b) Services Provided "Management of the
by Adviser 26 Fund and Administrative
Expenses", p.12
(c) Agency Agreement "Management of the
with Adviser 27 Fund and Administrative
Expenses", p.12
<PAGE>
<PAGE>
V. Brokerage Allocation 27 Not Discussed in
the Prospectus
VI. Purchase, Redemption and "Pricing of Shares
Pricing of Securities 28 for Purchase or
Redemption", p.15
APPENDIX A. Corporate Bond Ratings Not Discussed in
and Description of Prospectus
U.S. Government
Securities 29
</TABLE>
I. INVESTMENT OBJECTIVES AND POLICIES
A. Fundamental Policies
The following fundamental policies may not be changed without the
approval of the holders of a majority of the Fund's outstanding
common stock. The Fund will not:
1. Purchase securities of an issuer (other than obligations of, or
guaranteed by, the United States government, its agencies or
instrumentalities) if, as a result, more than 5% of the value of the
Fund's assets would be invested in securities of that issuer.
2. Purchase more than 10% of any class of securities of any
issuer. All debt securities and all preferred stocks are each
considered as one class.
3. Invest more than 5% of the Fund's total assets in securities of
issuers which with their predecessors have a record of less than
three years continuous operation, and securities of issuers which
are not readily marketable.
4. Make loans to others (except through the purchase of debt
obligations in accordance with its investment objectives and
policies).
5. Borrow money except as a temporary measure for extraordinary or
emergency purposes and then only in an amount up to 5% of the value
of its total assets, in order to meet redemption requests. If,
for any reason, the current value of the Fund's total assets fall
below an amount equal to twenty times the amount of its
indebtedness from money borrowed, the Fund will, within three
business days, reduce its indebtedness to the extent necessary.
Money will be borrowed from a commercial bank.
<PAGE>
<PAGE>
6. Make short sales of securities, purchase any securities or
margin, or write, put or call options.
7. Concentrate more than 25% of the value of its assets in any one
industry.
8. Purchase or retain the securities of any issuer if any of the
officers or directors of the Fund or its Investment Adviser own
beneficially more than 1/2 of 1% of the securities of such issuer
and together own more than 5% of the securities of such issuer.
9. Invest for the purpose of exercising control or management of
another issuer.
10. Invest in commodities or commodity futures contracts or in real
estate, or real estate mortgage loans, although it may invest up to
5% in securities which are secured by real estate and securities of
issuers which invest or deal in real estate.
11. Invest in interests in oil, gas or other mineral exploration or
development programs, although it may invest in the securities of
issuers which invest in or sponsor such programs.
12. Purchase securities of other open end investment companies,
except in connection with a merger, consolidation, reorganization or
acquisition of assets. Closed end investment company securities
will not be purchased except those purchased in the open market and
only those with no commission or profit other than those with
regular brokerage commissions, subject to Section 12 of the
Investment Company Act of 1940.
13. Underwrite securities issued by others except to the extent the
Fund may be deemed to be an underwriter, under the federal
securities laws, in connection with the disposition of portfolio
securities.
14. Issue Senior securities as defined in the Investment Company
Act of 1940.
15. Invest any of the Fund's assets in securities restricted as to
disposition under federal securities laws.
If a percentage restriction is adhered to at the time of investment,
a later increase or decrease in percentage beyond the specified
limit resulting from a change in values of net assets will not be
considered a violation except the investment restriction on
borrowing money.
<PAGE>
<PAGE>
II. MANAGEMENT OF THE FUND
A. Officer and Director Information:
The Officers and Directors of the Fund are listed below, together with
information regarding their principal business occupations during at least the
last five years and their ages.
<TABLE>
<CAPTION>
Principal
Position(s) Occupation(s)
Held With During Past
Name and Address the Fund 5 Years Age
<S> <C> <C> <C>
Ross H. Farmer* President President of the 53
129 Princeton Court Director Fund and the
Rexburg, ID 83440 Adviser to the Fund.
James C. Herndon Director District Judge, 53
P.O. Box 717 Seventh Judicial
Blackfoot, ID 83221 District, State of
Idaho.
Ronald W. Kiehn* Director President and 69
P.O. Box 4152 controlling share-
Jackson, WY 83001 holder Rimrock, Inc.
a consulting and
investment firm.
G. Holton Quinn Director President of Q-B 56
Route 1, Box 223Q Corporation, a
Salmon, ID 83467 manufacturer of
glulam beams.
</TABLE>
*Messrs. Farmer and Kiehn are interested persons of the Fund, as defined by the
Investment Company Act of 1940.
Mr. Farmer is an officer and director of the Adviser and owns 79% of its voting
stock. Mr. Kiehn is a director of the Adviser and owns 2% of its voting stock.
The Fund is in compliance with Section 10(d) of the Investment Company Act of
1940.
III. CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
As of December 31, 1995 no person beneficially owned either directly or through
one or more controlled companies, more than 25% of the voting securities of the
Fund. As of the same date, the following persons owned of record and
beneficially, in amounts stated after their names, 5% or more of the Fund's out-
standing securities:
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
Name and Address Number of Shares Percentage
<S> <C> <C>
Ronald W. Kiehn 4,979.837 12.1%
P.O. Box 4152
Jackson, WY 83001
Pfendler Family 3,411.585 8.3%
Revocable Living Trust
2507 Harsh Avenue, S.E.
Massillon, OH 44646
G. Holton Quinn 2,090.915 5.1%
Route 1, Box 223Q
Salmon, ID 83467
Ross H. Farmer 2,048.431 5.0%
129 Princeton Court
Rexburg, ID 83440
</TABLE>
The officers and directors of the Fund own, as a group, 22% of the outstanding
voting securities of the Fund.
IV. INVESTMENT ADVISORY AND OTHER SERVICES
A. CONTROLLING PERSONS
The Fund's Investment Adviser, Aspen Securities and Advisory, Inc.,
is controlled by Mr. Ross H. Farmer, who as of this filing is the
holder of 79% of its voting securities. Ross H. Farmer is an
affiliated person of the Adviser and the Fund, and President of
both.
B. SERVICES PROVIDED BY ADVISER
Under an Advisory contract dated November 14, 1985, and amended
April 20, 1986, the Adviser provides the Fund with investment
advisory services, office space, and personnel. Under the
Advisory Contract, the Adviser pays the salaries and fees of the
Fund's officers and directors who are interested persons of the
Fund and all clerical expenses relating to the Fund's
investments. The Fund does compensate the Adviser for
stationery, postage and supplies used solely in the performance
of its services as transfer and dividend disbursing agent.
(See, "Expense Limitations").
<PAGE>
<PAGE>
C. AGENCY AGREEMENT WITH INVESTMENT ADVISER
On September 28, 1985, the Fund's Board of Directors considered and
approved an Agency Agreement with the Adviser, under which the
Adviser would act as stock registrar, transfer agent, and
dividend disbursing agent. Three of the four disinterested
directors attended the September 28, 1985 board meeting and
unanimously approved the Agency Agreement with the Adviser.
D. AMOUNTS PAID ADVISER
The total dollar amount paid to the Adviser by the Fund under the
investment advisory contract for the last three fiscal years was
$14,920.20. During fiscal years ended October 31, 1993, 1994 and
1995, the Adviser's management fee was $4,911.53, $4,896.49, and
$5,112.18 respectively.
E. PERSONAL SECURITIES TRANSACTIONS
Access persons (officers, advisory persons, but not directors) are
permitted to engage in personal investing, but are required to
report transactions and cannot purchase or sell securities being
considered for purchase or sale by the Fund, or being purchased
or sold by the Fund.
V. BROKERAGE ALLOCATION
Placement of the Fund's orders to buy and sell portfolio securities is the
responsibility of the Investment Adviser. Such decisions are made for the
Investment Adviser by its President, Mr. Ross H. Farmer. Policies underlying
the allocation of brokerage are subject to review by the Fund's Board of
Directors. In the allocation of such orders and the resulting commissions, the
following factors are considered:
The services furnished by the broker in providing price quotations or
publications which are not available for cash;
The allocation to the Fund of desired underwritten securities;
The part, if any, played by the broker or dealer in bringing the security
involved to the Adviser's attention and providing information, research,
(e.g., published reports) and analysis with respect thereto;
<PAGE>
<PAGE>
Rates of commission.
Brokerage commissions paid in fiscal years ended October 31, 1993, 1994 and
1995 were $2,010.07, $2,902.15, and $7,349.79 respectively. It is the Fund's
policy to secure, consistent with good execution, the highest possible price
on sales and the lowest possible price on purchases of securities. Since
brokers are compensated through commissions for services described above and
since commissions may be paid at varying rates, sales even at the highest
possible price may not yield the maximum possible net proceeds and purchases
even at the lowest possible price may not be made at the lowest possible
overall cost.
As permitted by Section 28(e) of the Securities Exchange Act of 1934, commission
paid to brokers or dealers for effecting securities transactions may exceed the
amount of commission which another broker or dealer would have charged for
effecting such transactions, if the Adviser has determined in good faith that
such charges are reasonable in view of quotation or research services provided
by such broker or dealer. The Adviser's authority to incur such fees is subject
to policy review by the Fund's Board of Directors. The receipt of quotation
services from a broker relieves the Adviser of certain expenses which it would
otherwise incur. Any information and analyses received from brokers supplements
the Adviser's activities and facilities, but does not reduce its expenses. At
such time as additional advisory clients are acquired, advice provided by
brokers through whom the Fund effects securities transactions may be used by
Aspen Securities and Advisory, Inc., in servicing clients other than the Fund.
The Fund and the Adviser do not consider their facilities to be adequate for the
conduct of over-the-counter trading and believe that better execution can
usually be obtained through utilization of brokers rather than direct dealing
with primary market makers. Thus, the Fund pays both the dealer's mark-up or
mark-down and broker's commission for the same transaction. This practice
results in greater costs to the Fund.
VI. PURCHASE, REDEMPTION AND PRICING OF SECURITIES
The pricing of the Fund's shares for purchase and redemption is described in the
Fund's Prospectus. (See, "Pricing of Shares for Purchase or Redemption").
Shares are offered to the public at the price set forth in the Prospectus,
pursuant to written application as specified in the Prospectus. (See, "How to
Purchase Shares").
Following is a specimen price make-up sheet showing, as of October 31, 1995, the
computation of net asset value per share using the basis for valuation of the
Fund's portfolio securities and other assets set forth in the Prospectus. (See,
"Pricing of Shares for Purchase or Redemption").
<PAGE>
<PAGE>
SPECIMEN PRICE MAKE-UP SHEET
October 31, 1995
<TABLE>
<CAPTION>
<S> <C>
Securities at Market,
Cash and Other assets,
(including accrued income) $775,512.28
Liabilities (including
accrued expenses) 1,640.83
------------
$773,871.45
===========
Number of Shares Outstanding 41,307.579
Net Asset Value, offering and
redemption price per share $ 18.73
</TABLE>
TAX STATUS
The Fund intends to remain qualified under Subchapter M of the Internal Revenue
Code (26 U.S.C. 851-856).
APPENDIX A. - Description of U.S. Government Securities
U.S. GOVERNMENT SECURITIES. These obligations are issued or guaranteed as to
principal and interest by the U.S. Government or one of its agencies or
instrumentalities. Treasury bills, bonds and notes and certain obligations of
Government agencies and instrumentalities, such as Government National Mortgage
Association pass through certificates, are supported by the full faith and
credit of the U.S. Treasury. Other obligations such as securities of the
Federal Home Loan Bank are supported by the right of the issuer to borrow from
the U.S. Treasury; while others such as bonds issued by the Federal National
Mortgage Association which is a private corporation, are supported only by the
credit of the issuing instrumentality. Obligations not backed by the full faith
and credit of the United States may be secured, in whole or part, by a line of
credit with the U.S. Treasury or collateral consisting of cash or other
securities which are backed by the full faith and credit of the United States.
In the case of other obligations, the agency issuing or guaranteeing the
obligation must be looked to for ultimate repayment.
<PAGE>
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Shareholders and Board of Directors of
The Rockwood Growth Fund, Inc.
We have audited the accompanying statement of assets and liabilities of The
Rockwood Growth Fund, Inc., including the schedule of portfolio investments in
securities, as of October 31, 1995, and the related statement of operations for
the year then ended, the statement of changes in net assets for each of the two
years in the period then ended, and financial highlights for each of the nine
years in the period then ended. These financial statements and financial
highlights are the responsibility of the Fund's management. Our responsibility
is to express an opinion on these financial statements and financial highlights
based on our audits. Financial highlights for the ten month period ended
October 31, 1986 were examined by other auditors, whose report dated December
20, 1986 expressed an unqualified opinion thereon.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
October 31, 1995 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of The
Rockwood Growth Fund, Inc. as of October 31, 1995, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period then ended, and the financial highlights for each of the nine
years in the period then ended, in conformity with generally accepted accounting
principles.
Coopers & Lybrand, L.L.P.
Salt Lake City, Utah
December 13, 1995<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
as of October 31, 1995
<TABLE>
<CAPTION>
<S> <C>
ASSETS
Investments in securities, at value
(identified cost $532,714) $713,256
Cash 8,723
Receivable for investment securities sold 44,970
Other assets 8,563
--------
Total assets 775,512
--------
LIABILITIES
Accrued advisory fees 1,641
--------
Total liabilities 1,641
--------
Net assets $773,871
========
Net assets consist of:
Capital stock (100,000,000 shares authorized
41,307.579 outstanding) $638,166
Accumulated investment losses, net (44,589)
Accumulated net realized losses (2,847)
Net unrealized appreciation of investments 183,141
--------
Net assets (equivalent to $18.73 per
share, based on 41,307.579 shares
of capital stock outstanding) $773,871
========
</TABLE>
The accompanying notes are an integral part
of the financial statements.
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
STATEMENT OF OPERATIONS
for the year ended October 31, 1995
<TABLE>
<CAPTION>
<S> <C>
Investment income:
Interest $ 590
Dividends 3,157
Other 133
--------
3,880
--------
Expenses:
Professional fees 11,808
Investment advisory fees 5,112
Custodial fees 2,061
Other 2,924
--------
Total expenses before reimbursement 21,905
Reimbursement of expenses (5,103)
--------
16,802
--------
Net investment loss (12,922)
--------
Realized and unrealized gain on investments:
Net realized gain on investments 15,079
Net increase in unrealized appreciation
on investments 82,217
--------
Net realized and unrealized gain on
investments 97,296
--------
Net increase in net assets from
operations $ 84,374
========
</TABLE>
The accompanying notes are an integral part
of the financial statements.
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS
for the years ended October 31, 1995 and 1994
<TABLE>
<CAPTION>
1995 1994
<S> <C> <C>
Increase (decrease) in net assets from operations:
Net investment loss $(12,922) $ (9,664)
Net realized gain on investments 15,079 58,104
Net increase (decrease) in unrealized
appreciation on investments 82,217 (36,206)
-------- --------
Net increase in net assets
from operations 84,374 12,234
-------- --------
Net equalization charges 344
--------
Capital share transactions:
Proceeds from shares sold 33,986 9,906
Redemption of shares (58,644) (46,291)
-------- --------
(24,658) (36,385)
-------- --------
Total increase (decrease) in net assets 59,716 (23,807)
Net assets:
Beginning of period 714,155 737,962
-------- --------
End of period (including undistributed
accumulated net investment losses of
$44,589 and $17,448, respectively) - Note 2 $773,871 $714,155
======== ========
</TABLE>
The accompanying notes are an integral part
of the financial statements.
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
SCHEDULE OF PORTFOLIO INVESTMENTS IN SECURITIES
as of October 31, 1995
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
COMMON STOCK - 100%
Biotechnology - 1.9%
Life Core Biomedical* 2,000 $ 19,625
Electronic Media - 12.8%
Todd A/O Corp. 13,200 102,300
Viacom, Inc.* 600 29,850
--------
132,150
Energy - 8.8%
Tipperary* 9,500 38,000
Food - 0.5%
Smith's Food & Drug Centers, Inc. 500 11,437
Insurance - 4.1%
Investors Insurance Holding Co.* 4,500 56,250
Manufacturing - 16.3%
Buck Engineering* 6,000 30,000
Cimetrix, Inc.* 8,000 44,000
Oak Industries* 2,600 54,275
Precision Cast Part 1,000 35,750
--------
164,025
Medical - 32.4%
Cygnus Therapeutic Systems, Inc. 1,000 16,250
Innerdyne Corporation* 17,500 45,938
Life Quest Medical, Inc.* 8,500 27,094
Orthologic Corp.* 8,000 76,500
--------
165,782
</TABLE>
Continued
The accompanying notes are an integral part
of the financial statements.
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
SCHEDULE OF PORTFOLIO INVESTMENTS IN SECURITIES, (Continued)
as of October 31, 1995
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
Offshore Drilling - 2.7%
Noble Drilling* 3,000 $ 21,000
Real Estate - 6.0%
Blue Ridge Big Boulder* 6,500 38,187
Telecommunications - 1.9%
Intel Com Group, Inc.* 2,000 21,750
Transportation - 12.6%
Transisco Industries* 13,600 45,050
--------
Total investments 100%
(identified cost $532,714) $713,256
========
</TABLE>
* Non-income producing security (common stocks which have not paid at least one
cash dividend during the preceding year).
The accompanying notes are an integral part
of the financial statements.
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
<TABLE>
<CAPTION>
Financial Highlights
Year Year Year Year Year
Ended Ended Ended Ended Ended
10/31/95 10/31/94 10/31/93 10/31/92 10/31/91
<S> <C> <C> <C> <C> <C>
Selected Per Share Data:
Net asset value, beginning
of period $ 16.61 $ 16.32 $ 12.42 $ 11.32 $ 9.56
------- ------- ------- ------- -------
Income (loss) from investment
operations:
Net investment income (loss) (.31) (.22) (.26) (.12) (.01)
Net realized and unrealized
gain (loss) on investments 2.43 .51 4.16 1.22 1.83
-------- --------- --------- --------- ---------
Total from investment operations 2.12 .29 3.90 1.10 1.82
--------- --------- --------- --------- ---------
Less Distributions:
From net interest income .00 .00 .00 .00 (.06)
From net realized gain on
investments .00 .00 .00 .00 .00
--------- --------- --------- --------- ---------
Total distributions .00 .00 .00 .00 (.06)
--------- --------- --------- --------- ---------
Net asset value, end of period $ 18.73 $ 16.61 $ 16.32 $ 12.42 $ 11.32
========= ========= ========= ========= =========
Total return* 12.76 % 1.78 % 31.40 % 9.72 % 19.04 %
Ratios and Supplemental Data:
Net assets, end of period $773,871 $714,155 $737,962 $599,582 $876,782
Ratio of expenses to average
net assets 2.30 % 2.00 % 2.81 % 2.46 % 2.15 %
Ratio of expenses to average
net assets before expense
reimbursement 3.00 % 2.82 % 2.90 % 2.49 % 2.15 %
Ratio of net investment income
(loss) to average net assets (1.77)% (1.38)% (1.67)% (1.09)% (.15)%
Portfolio turnover rate 30.04 % 18.26 % 19.28 % 13.28 % 14.35 %
<PAGE>
<PAGE>
<CAPTION>
Financial Highlights
Year Year Year Year Ten-Month
Ended Ended Ended Ended Period Ended
10/31/90 10/31/89 10/31/88 10/31/87 10/31/86
<S> <C> <C> <C> <C> <C>
Selected Per Share Data:
Net asset value, beginning
of period $ 14.96 $ 13.05 $ 9.93 $ 11.25 $ 10.22
------- ------- ------- ------- -------
Income (loss) from investment
operations:
Net investment income (loss) .03 (.01) .01 .12 .37
Net realized and unrealized
gain (loss) on investments (4.93) 2.06 3.30 (.69) .66
-------- --------- --------- --------- ---------
Total from investment operations (4.90) 2.05 3.31 (.57) 1.03
--------- --------- --------- --------- ---------
Less Distributions:
From net interest income .00 .00 (.19) (.37) .00
From net realized gain on
investments (.50) (.14) .00 (.38) .00
--------- --------- --------- --------- ---------
Total distributions (.50) (.14) (.19) (.75) .00
--------- --------- --------- --------- ---------
Net asset value, end of period $ 9.56 $ 14.96 $ 13.05 $ 9.93 $ 11.25
========= ========= ========= ========= =========
Total return* (32.75)% 15.71 % 33.33 % (5.07)% 10.08 %
Ratios and Supplemental Data:
Net assets, end of period $865,459 $1,544,824 $722,172 $410,461 $127,534
Ratio of expenses to average
net assets 1.83 % 1.81 % 2.01 % 1.17 % .87 %
Ratio of expenses to average
net assets before expense
reimbursement 1.83 % 1.81 % 2.01 % 1.17 % 6.76 %
Ratio of net investment income
(loss) to average net assets .25 % (.09)% .07 % 1.53 % 3.30 %
Portfolio turnover rate 37.51 % 55.83 % 42.00 % 30.00 % 31.00 %
</TABLE>
* Total return for period of less than one year is not annualized
The accompanying notes are an integral part
of the financial statements
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
The Rockwood Growth Fund, Inc. (the Fund), which was organized March 7,
1985, is registered under the Investment Company Act of 1940, as amended,
as a diversified, open-end management fund.
SECURITY VALUATION
Investments in securities traded on a national securities exchange are
valued at the last reported sales price on the last business day of the
period unless the average daily volume is less than 100,000 shares in
which case the securities are valued at the mean between the bid and asked
price. Securities traded in the over-the-counter market and listed
securities for which no sale was reported on that date are valued at the
mean between the last reported bid and asked prices. Investments in
securities for which there is no active market are valued at fair value as
determined in good faith by the Fund's Board of Directors.
CASH
The Fund must maintain an average minimum balance of $10,000 with the
custodian Bank over the life of its account.
TAXES ON INCOME
As a qualified "regulated investment company" under Subchapter M of the
Internal Revenue Code, the Fund will not be subject to income taxes to the
extent that it distributes 98% of its taxable income for its fiscal year.
SECURITY TRANSACTIONS
Security transactions are accounted for on a trade date basis. Dividend
income is recorded on the ex-dividend date and interest income is
recognized on the accrual basis.
Continued
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS, Continued
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Continued:
LIQUIDATION PROVISIONS
The Fund's articles of incorporation stipulate that the vote of two-thirds
of the outstanding shares is required to liquidate the Fund.
2. CAPITAL STOCK
At October 31, 1995, there were 100,000,000 shares of $.10 par value
capital stock authorized, and capital paid in aggregated $638,166.
Transactions in capital stock were as follows:
<TABLE>
<CAPTION>
1995 1994
Shares Amount Shares Amount
<S> <C> <C> <C> <C>
Beginning shares 42,993.736 $650,789 45,214.818 $687,174
Shares sold 1,780.729 33,986 606.853 9,906
Shares redeemed (3,466.886) (58,644) (2,827.935) (46,291)
Reclassification of net
equalization charges 17,932
Reclassification of tax
return of capital (5,897)
---------- -------- ---------- --------
Ending shares 41,307.579 $638,166 42,993.736 $650,789
========== ======== ========== ========
</TABLE>
During fiscal year 1995, the Fund adopted Statement of Position 93-2
DETERMINATION, DISCLOSURE, AND FINANCIAL STATEMENT PRESENTATION OF INCOME,
CAPITAL GAIN, AND RETURN OF CAPITAL DISTRIBUTIONS BY INVESTMENT
COMPANIES. Accordingly, on the Statement of Assets and Liabilities
permanent book and tax basis differences relating to tax returns of
capital distributed in prior years have been reclassified from accumulated
net investment losses and accumulated net realized losses in capital
stock. The reclassifications have no impact on the net asset value of
the fund. The amounts reclassified are set forth below:
Continued
<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS, Continued
2. CAPITAL STOCK, Continued:
<TABLE>
<CAPTION>
Accumulated Accumulated
investment net realized Capital
losses, net losses stock
<C> <C> <C>
$3,713 $2,184 $(5,897)
</TABLE>
Prior to November 1, 1994, the Fund followed the accounting practice known
as equalization by which a portion of the proceeds from sales and cost of
reacquisitions of Fund shares was allocated to undistributed net
investment income. As a result, undistributed net investment income per
share was unaffected by sales or reacquisitions of Fund shares.
Effective November 1, 1994, the Fund discontinued the use of equalization.
This change had no effect on the Fund's net assets or net asset value per
share. The effect of the change was to increase accumulated net
investment losses and increase capital stock by $17,932.
3. INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
The Fund's investment portfolio and operations are managed by Aspen
Securities and Advisory, Inc. (the "Advisor"). The Advisor receives a
basic fee of 0.7% of the average net assets per annum. Effective November
1, 1994, the Advisor is required to reimburse the Fund if the aggregate
annual expenses, as defined in the agreement, exceed 3% of the first
$2,000,000 (2% prior to November 1, 1994), 1.50% of the next $28,000,000,
and 1% over $30,000,000 of average net assets. The executive officer and
a certain director of the Fund are affiliates of the Advisor. The Fund
expended fees to the Advisor of $5,112 in 1995. The Advisor absorbed
$5,103 of fees in 1995.
Continued<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS, Continued
4. INCOME TAX INFORMATION:
At October 31, 1995, the net unrealized appreciation (depreciation) based
on cost for income tax purposes of $532,714 was as follows:
<TABLE>
<CAPTION>
<S> <C>
Aggregate gross unrealized appreciation for all
investments in which there was an excess of
value over tax cost $671,060
Aggregate gross unrealized depreciation for all
investments in which there was an excess of
tax cost over value (487,919)
--------
Unrealized appreciation - net $183,141
========
</TABLE>
At October 31, 1995, the Fund had a capital loss carryover of
approximately $763 which will expire on October 31, 2000.
5. OTHER INFORMATION:
Proceeds from securities sold during the year totalled $302,743. The cost
of securities purchased during the year totalled $219,822.
Continued<PAGE>
<PAGE>
PART C. OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENT AND EXHIBITS
(a) Financial Statements included in Parts A and B of this Post-Effective
Amendment are:
(1) Statement of Assets and Liabilities, as of October 31, 1995.
(2) Statement of Operations, for the year ended October 31, 1995.
(3) Statement of Changes in Net Assets, for the years ended October 31,
1995 and 1994.
(4) Schedule of Portfolio Investments in Securities as of October 31,
1995.
(5) Financial highlights for the years ended October 31, 1986 through
1995.
(6) Notes to the Financial Statement.
(b) Exhibits:
(1) Charter as now in effect: The Articles of Incorporation are
contained in the Fund's registration statement dated April 30, 1986
and incorporated herein by reference.
(2) Copy of Existing By-Laws: The By-Laws are contained in the Fund's
registration statement dated April 30, 1986 and incorporated herein
by reference.
(3) Copy of Voting Trust Agreement: Not Applicable.
(4) Specimens of copies of each security issued by the Registrant,
including copies of all constituent instruments, and copies of each
security being registered: A specimen security is contained in the
Fund's registration statement dated April 30, 1986 and incorporated
herein by reference.
(5) Copy of Investment Advisory Contracts: A copy of the Investment
Advisory Contract is contained in the registration statement dated
April 30, 1986 and incorporated herein by reference.
(6) Copy of Underwriting and Distribution Contract: Not Applicable.
(7) Copy of Bonus, Profit Sharing, Pension and Similar contracts: Not
Applicable.
<PAGE>
<PAGE>
(8) Copy of Custodian Agreement and Depository Contracts under Section
17(f) of the 1940 Act: A copy of the Custodian Agreement is
contained in the Fund's registration statement dated April 30, 1986
and incorporated herein by reference.
(9) Copy of Other Material Contracts:
A. A copy of the Registrant's Agency Agreement is contained in the
Fund's registration statement dated April 30, 1986 and incorporated
herein by reference.
B. A facsimile of the Registrant's Share Purchase Application is
contained in Post-Effective Amendment No. 15 and incorporated herein
by reference.
C. A copy of the Registrant's Pre-Authorized Check Plan is
contained in Post-Effective Amendment No. 7 and incorporated herein
by reference.
(10) Opinion and Consent of Counsel as to Legality of Securities: A
copy of the opinion and consent of the Fund's Counsel is contained
in the Fund's registration statement dated April 30, 1986 and
incorporated herein by reference.
(11) Copy of Opinions, Appraisals or Rulings, and Consents to the Use
Thereof: The report of the Registrant's Independent Accountant,
Coopers & Lybrand L.L.P., is included in this Post-Effective
Amendment and their consent is attached.
(12) Financial Statements Omitted from Item 23: Not Applicable.
(13) Copy of Agreement in Consideration for Initial Capital: Not
Applicable.
(14) Copy of the Model Plan Used in the Establishment of any Retirement
Plan: A copy of Form 5305A and the Custodian Disclosure Statement
used for the establishment of an IRA account is contained in the
Registrant's registration statement dated April 30, 1986 and
incorporated herein by reference. A revised version of the
Custodian Disclosure Statement is contained in Post-Effective
Amendment No. 7 and incorporated herein by reference.
(15) Copy of Registrant's Rule 12b-1 Plan: Not Applicable.
<PAGE>
<PAGE>
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH
REGISTRANT.
Not Applicable.
ITEM 26. NUMBER OF RECORD HOLDERS OF SECURITIES AS OF DECEMBER 31, 1995.
<TABLE>
<CAPTION>
TITLE OF CLASS NUMBER OF RECORD HOLDERS
<S> <C>
$.10 par value 108
common stock
</TABLE>
ITEM 27. INDEMNIFICATION
The Registrant has no formal indemnification contract or arrangement with
any director, officer, underwriter, or affiliated person, other than such
arrangement as is evidenced by the Registrant's By-Laws.
Insofar as indemnification for liability arising under the Securities Act
of 1933 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
claim for indemnification against such liabilities (other than the payment
by the 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.
The following reasonable and fair means shall be used to determine whether
indemnification shall be made:
A final decision on the merits by a court or other body before whom the
proceeding was brought that the person to be indemnified ("indemnitee")
was not liable by reason of disabling decision, a reasonable
determination, based upon a review of the facts, that the indemnitee was
not liable by reason of disabling conduct, by (a) the vote of a majority
of a quorum of directors who are neither "interested persons" of the
company as defined in Section 2(a)(19) of the 1940 Act [15 U.S.C.
80a2(19)] nor parties to the proceeding ("disinterested, non-party
directors"), or (b) an independent legal counsel in written opinion.
<PAGE>
<PAGE>
The Fund may advance fees and costs to officers and directors for legal
expenses incurred by them in the defense of proceedings brought against
them only if one or more of the following conditions exist:
1. the indemnitee shall provide a security for this undertaking;
2. the investment company shall be insured against losses arising by
reason of any lawful advances; or,
3. a majority of a quorum of the disinterested, non-party directors of
the Fund, or an independent legal counsel in a written opinion, shall
determine, based on a review of readily available facts (as opposed to
a full trial type inquiry), that there is reason to believe that the
indemnitee ultimately will be found entitled to indemnification.
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
The business activities of the Adviser, Aspen Securities and Advisory,
Inc., and the activities of the officers and directors of the Adviser are
disclosed in the Prospectus under the headings "Management of the Fund"
and "Investment Adviser".
ITEM 29. PRINCIPAL UNDERWRITERS
Not Applicable.
ITEM 30. LOCATION OF THE ACCOUNTS AND RECORDS
All accounts and records required to be maintained by the Registrant are
maintained by Aspen Securities and Advisory, 545 Shoup Avenue, No. 303,
Idaho Falls, Idaho 83402.
ITEM 31. MANAGEMENT SERVICES
There are no management related service contracts not discussed in Part A
or Part B of this Registration Statement.
ITEM 32. UNDERTAKINGS
Not Applicable.
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant has duly caused this Registration Statement
<PAGE>
<PAGE>
to be signed on its behalf by the undersigned, thereto duly authorized, in the
County of Bonneville, and State of Idaho, this 28th day of February, 1996.
THE ROCKWOOD GROWTH FUND, INC.
By: ROSS H. FARMER
----------------------------
Ross H. Farmer, President<PAGE>
<PAGE>
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment has been signed below by the following persons in the capacities and
on the date indicated.
RONALD W. KIEHN
-----------------------------
Ronald W. Kiehn, Director
Date: February 28, 1996
JAMES C. HERNDON
-------------------------------
James C. Herndon, Director
Date: February 28, 1996<PAGE>
<PAGE>
THE ROCKWOOD GROWTH FUND, INC.
SHARE PURCHASE APPLICATION
Minimum Initial Investment: $100
Minimum Subsequent Investment: None
Date: February 28, 1996
Mail To:
The Rockwood Growth Fund, Inc.
c/o Aspen Securities & Advisory, Inc.
P.O. Box 50313
Idaho Falls, ID 83405
Gentlemen:
Enclosed is my check or money order for $_ _ _ _ _ _ _ _ _ made payable to THE
ROCKWOOD GROWTH FUND, INC. for the purchase of full and fractional shares of the
Fund in accordance with the provisions in the Fund's prospectus, the receipt of
which is hereby acknowledged. I represent that I am of legal age and have legal
capacity to make this purchase.
This is (please check appropriate box):
/ / An initial purchase
/ / A subsequent purchase for Account No.---------------
REGISTRATION OF SHARES
Name:------------------------------------------------------------
- -----------------------------------------------------------------
Address: (street address)----------------------------------------
City------------------------------- State ------ Zip Code -------
If more than one name, shares will be registered as joint tenants with right of
survivorship and not as tenants in common, unless otherwise instructed.
Owner's Social Security or Taxpayer Identification Number--------
I am a U.S. Citizen: Yes / / No / /
All dividends and distributions will be reinvested in additional shares unless I
instruct you otherwise in writing. I understand that certificates for the full
share purchase hereby will be issued only upon request.
- ------------------------------- --------------------------------
Signature of Owner, Trustee Signature of Joint Owner
or Custodian (if any)
