GRADISON CUSTODIAN TRUST
485B24E, 1995-06-06
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        As filed with the Securities and Exchange Commission on June 6, 1995
                                               1933 Act Registration No.33-14949
                                                      1940 Act File No. 811-5198
     ==========================================================================
                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549
                                     __________
                                      FORM N-1A

                                REGISTRATION STATEMENT
                           UNDER THE SECURITIES ACT OF 1933      (X)

                             Pre-Effective Amendment No.         ( )
                           Post-Effective Amendment No. 12*      (X)
                                       and/or
                                REGISTRATION STATEMENT
                      UNDER THE INVESTMENT COMPANY ACT OF 1940   (X)
                         Amendment No. 12                 (X)
                                     __________

                   G R A D I S O N   C U S T O D I A N   T R U S T
           (Exact Name of Registrant as Specified in Declaration of Trust)

                      580 Walnut Street, Cincinnati, Ohio  45202
                 (Address of Principal Executive Offices) (Zip Code)

         Registrant's Telephone Number, including Area Code:  (513) 579-5700

                                                          Copy to:
            BRADLEY E. TURNER                     RICHARD M. WACHTERMAN 
     Gradison Division of McDonald &          Gradison Division of McDonald &   
        Company Securities, Inc.                  Company Securities,Inc.       
       580 Walnut Street                            580 Walnut Street        
     Cincinnati, Ohio  45202                    Cincinnati, Ohio  45202   
     (Name and Address of Agent for Service)

     It is proposed that this filing will become effective (check appropriate
     box)
              (X)   immediately upon filing pursuant to paragraph (b)
              ( )   on ____________ pursuant to paragraph (b)
              ( )   60 days after filing pursuant to paragraph (a)
              ( )   on ___________ pursuant to paragraph (a) of rule 485
                                     __________

           Registrant has heretofore registered an indefinite number of shares
     of beneficial interest, without par value, pursuant to Rule 24f-2 under
     the Investment Company Act of 1940, as amended.  Registrant's Rule 24f-2
     Notice was filed on February 10, 1995.

                * Post-Effective Amendment #1, which was filed on March 11,
              1988, was erroneously identified as Post-Effective Amendment #4. 
              All subsequent Post-Effective Amendments were consecutively
              numbered beginning with #5.  No Post-Effective Amendments
              numbered 1 through 3 were filed.
<PAGE>






                                     SIGNATURES


              Pursuant to the requirements of the Securities Act of 1933 and
     the Investment Company Act of 1940, the Registrant has duly caused this
     Amendment to Registration Statement to be signed on its behalf by the
     undersigned, thereunto duly authorized, in the City of Cincinnati and
     State of Ohio on the 30th day of May 1995.

              Registrant hereby certifies that this Amendment to Registration
     Statement meets all of the requirements for effectiveness pursuant to
     paragraph (b) of Rule 485.


                                       GRADISON CUSTODIAN TRUST


                                       By BRADLEY E. TURNER*
                                       ----------------------------
                                       Bradley E. Turner, President


              Pursuant to the requirements of the Securities Act of 1933, this
     Amendment to Registration Statement has been signed below by the following
     persons in the capacities and on the date indicated.


     Signature                    Title                            Date      

     *DONALD E. WESTON            Chairman of the Board            May 30, l995
                                  (Principal Executive Officer)

     *BRADLEY E. TURNER           President                              "

     *PATRICIA JAMIESON           Treasurer                              "
                                  (Principal Financial
                                  and Accounting Officer)

     *RICHARD A. RANKIN           Trustee                                "

     *JEROME E. SCHNEE            Trustee                                "

     *THEODORE H. EMMERICH        Trustee                                "

     *JACOB O. KAMM               Trustee                                "


          *By /S/ Richard M. Wachterman
              ________________________________________
              Richard M. Wachterman,  Attorney-in-fact


                                     S-1
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                           CALCULATION OF REGISTRATION FEE




               A.  Title and amount of Securities being registered
                   (number of shares or other units):


                         5,689,960 shares beneficial interest  (See Note Below)



               B.  Proposed aggregate offering price to the public of
                   the securities being registered:

                         $290,000            (Determined on the basis
                                              of the closing price on
                                              May 19, 1995, i.e.
                                              $12.75 per share (See
                                              Note Below))


               C.  Amount of filing fee, computed at one twenty-ninth
                   of one percent of the proposed maximum aggregate
                   offering price to the public:

                         $100                 (See Note Below)

               D.  Appropriate date of proposed public offering:

                   As soon as practicable after the effective date of
                   this Registration Statement, and thereafter from
                   day to day.


               NOTE:   Shares to be registered pursuant to Rule 24e-2.

                                                             Aggregate
                                                           Offering Price


               Total Shares Registered:  5,689,960

               Less Adjustment for Shares
               Sold During Fiscal Year
               Ended December 31, 1994:  5,667,215
                                            22,745 X $12.75 = $   290,000

               Fee at 1/2900                                   $      100

     The calculation of the maximum offering price is made pursuant to Rule
     24e-2 under the Investment Company Act of l940.  During its fiscal year
     ended December 31, l994, Registrant redeemed or repurchased 9,688,819
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     shares of beneficial interest and used 4,021,604 of those shares for a
     reduction pursuant to Paragraph (c) of Rule 24f-2 under the Investment
     Company Act of l940.  Registrant is using this post-effective amendment to
     register the remaining 5,667,215 shares redeemed or repurchased during its
     fiscal year ended December 31, l994.  During its current fiscal year
     Registrant has filed no other post-effective amendments for the purpose of
     the reduction pursuant to paragraph (a) of Rule 24e-2.
<PAGE>



                                  Gradison Division
                         McDonald & Company Securities, Inc.
                                  580 Walnut Street
                                Cincinnati, Ohio 45202
                                    (513) 579-5076


                                                     May 23, l995


     Gradison Custodian Trust
     580 Walnut Street
     Cincinnati, Ohio 45202

     Dear Sir or Madam:

     Reference is made to the registration of shares of beneficial interest,
     without par value of the Gradison-McDonald Government Income Fund with the
     Securities and Exchange Commission (such shares are hereinafter referred
     to as the "Shares").

     I wish to advise you that I have reviewed the Trust's Declaration of
     Trust, its By-Laws, the record of proceeding of its trustees from the date
     of its organization until the present time, the applicable provisions of
     the laws of the State of Ohio under which the Trust was organized, and
     such other documents and questions of law as I deem necessary for the
     purpose of this opinion.

     Based upon the foregoing, I am of the opinion that the shares which have
     been issued have been duly authorized, and when sold under the method
     described in the prospectus, fully paid and non-assessable.


                                       Respectfully submitted,
                                              
                                       /S/ Richard M. Wachterman
                                       -------------------------
                                      Richard M. Wachterman
                                      General Counsel
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