1933 Act File No.33-11410
1940 Act File No.811-4533
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
Pre-Effective Amendment No. ..............
Post-Effective Amendment No. 11 ............. X
and/or
Amendment No. ............................
FORTRESS MUNICIPAL INCOME FUND, INC.
(Exact Name of Registrant as Specified in Charter)
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
(Address of Principal Executive Offices)
(412) 288-1900
(Registrant's Telephone Number)
John W. McGonigle, Esquire, Federated Investors Tower,
Pittsburgh, Pennsylvania 15222-3779
(Name and Address of Agent for Service)
immediately upon filing pursuant to paragraph (b)
on pursuant to paragraph (b)
-----------------
60 days after filing pursuant to paragraph (a)
on pursuant to paragraph (a) of Rule 485.
intends to file the Notice required by that Rule on or about
; or
-----------
during the most recent fiscal year did not sell any securities pursuant to
Rule 24f-2 under the Investment Company Act of 1940, and, pursuant to
Rule 24f-2(b)(2), need not file the Notice.
Copies to:
Charles H. Morin, Esquire
Dickstein, Shapiro & Morin, L.L.P.
2101 L Street, N.W.
Washington, D.C. 20037
Proposed
Proposed Maximum
Amount Maximum AggregateAmount of
Being Offering Price Offering Registration
Registered Per Unit Price* Fee
6,111,411 $ 10.83 $66,186,581 $100.00
This Post-Effective Amendment No. 11 to the Registration Statement of
1.The facing sheet to register a definite
number of shares of beneficial interest,
no par value, of FORTRESS MUNICIPAL INCOME FUND, INC.;
2.The legal opinion of counsel for the Registrant, as
to the legality of shares being offered; and as to
the eligibility to become effective pursuant to
Paragraph (b) of Rule 485; and
3.Signature page.
Pursuant to the requirements of the Securities Act of 1933 and the Investment
FORTRESS MUNICIPAL INCOME FUND, INC.
BY: /s/Charles H. Field
Charles H. Field, Assistant Secretary
Attorney in Fact for John F. Donahue
October 16, 1995
Pursuant to the requirements of the Securities Act of 1933, this Amendment to
NAME TITLE DATE
/s/Charles H. Field
Charles H. Field Attorney In Fact October 16, 1995
Assistant Secretary For the Persons
Listed Below
NAME TITLE
Chairman and Director
(Chief Executive Officer)
President & Director
Vice President and Treasurer
(Principal Financial and
Accounting Officer)
Director
Director
Director
Director
Director
Director
Director
Director
Director
* Director
FEDERATED ADMINISTRATIVE
SERVICES
FEDERATED INVESTORS TOWER
PITTSBURGH, PA 15222-3779
412-288-1900
October 16, 1995
Fortress Municipal Income Fund, Inc.
Federated Investors Tower
Pittsburgh, PA 15222-3779
Gentlemen:
You have requested my opinion in conjunction with the registration by
Fortress Municipal Income Fund, Inc. (the "Corporation") of an additional
6,111,411 shares of its common stock pursuant to Post-effective Amendment No. 11
to the Corporation's registration statement filed with the Securities and
Exchange Commission under the Securities Act of 1933 (File No.33-11410). The
subject Post-effective Amendment will be filed pursuant to Paragraph (b) of Rule
485 and become effective pursuant to said Rule immediately upon filing.
As counsel I have participated in the preparation and filing of the
Corporation's amended registration statement under the Securities Act of 1933
referred to above. Further, I have examined and am familiar with the
Corporation's Articles of Incorporation dated December 2, 1986 ("Articles of
Incorporation"), its Bylaws and other corporate documents and records deemed
relevant. I have also reviewed questions of law and consulted with counsel
thereon as deemed necessary or appropriate by me for the purpose of this
opinion.
On the basis of the foregoing, it is my opinion that:
1. The Corporation is duly organized and validly existing under the laws
of the State of Maryland.
2. The Corporation is authorized to issue 2,000,000,000 shares of common
stock of a par value of $0.001 per share.
3. The Shares which are currently being registered by the Registration
Statement referred to above may be legally and validly issued from time to time
in accordance with the Articles of Incorporation upon receipt of consideration
sufficient to comply with the Articles of Incorporation and subject to
compliance with the Securities Act of 1933, as amended, the Investment Company
Act of 1940, as amended, and applicable state laws regulating the sale of
securities. Such Shares, when so issued, will be fully paid and non-assessable.
I hereby consent to the filing of this opinion as part of the Corporation's
registration statement referred to above and as a part of any application or
registration statement filed under the securities laws of the States of the
United States.
The foregoing opinion is limited to the Federal laws of the United States
and the laws of the State of Maryland, and I am expressing no opinion as to the
effect of the laws of any other jurisdiction.
Very truly yours,
/s/ Charles H. Field
Charles H. Field
<TABLE> <S> <C>
<S> <C>
<ARTICLE> 6
<SERIES>
<NUMBER> 01
<NAME> Fortress Municipal Income Fund, Inc.
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> Aug-31-1995
<PERIOD-END> Aug-31-1995
<INVESTMENTS-AT-COST> 408,318,588
<INVESTMENTS-AT-VALUE> 418,522,314
<RECEIVABLES> 8,240,666
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<EQUALIZATION> (83,189)
<DISTRIBUTIONS-OF-INCOME> 25,975,624
<DISTRIBUTIONS-OF-GAINS> 0
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<NUMBER-OF-SHARES-SOLD> 3,617,186
<NUMBER-OF-SHARES-REDEEMED> 9,728,597
<SHARES-REINVESTED> 1,156,534
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<GROSS-EXPENSE> 4,654,069
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<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.000
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