<PAGE>
File Nos. 811-5355 and 33-17759
FISCAL YEAR END - July 31
Registrant proposes that this amendment will become effective:
75 days after filing
----
As of the filing date X
----
As of December 1, 1997
----
Pursuant to Rule 485:
paragraph (a)
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paragraph (b) X
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933 X
---
Post-Effective Amendment Number 45
and
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 X
---
FORTIS ADVANTAGE PORTFOLIOS, INC.
(Exact Name of Registrant as Specified in Charter)
500 Bielenberg Drive, Woodbury, Minnesota 55125
(Address of Principal Executive Offices)
Registrant's Telephone Number: (612) 738-4000
Scott R. Plummer, Esq., Asst. Secretary
(Same address as above)
(Name and Address of Agent for Service)
Copy to:
Michael J. Radmer, Esq.
Robert A. Kukuljan
Dorsey & Whitney LLP
220 South Sixth Street
Minneapolis, MN 55402
Pursuant to Section 270.24f-2 of the Investment Company Act of 1940, the
Registrant has registered an indefinite amount of securities under the
Securities Act of 1933. The Rule 24f-2 Notice for the Registrant's most recent
fiscal period was filed on September 26, 1997.
<PAGE>
Incorporation by Reference
and
Explanatory Note
Part A (Prospectus) of this Registration Statement is incorporated
by reference from Rule 497 Prospectus filing dated December 3, 1997. Such
Prospectus combines two Registrants: one series of Fortis Advantage Portfolios,
Inc. and two series of Fortis Income Portfolios, Inc.
Part B (Statement of Additional Information) of this Registration
Statement is incorporated by reference from Post-Effective Amendment No. 43 to
the Registration Statement of Fortis Income Portfolios, Inc. (File No.
2-46686) filed on November 26, 1997. Such Part B also combines the same two
Registrants: one series of Fortis Advantage Portfolios, Inc. and two series of
Fortis Income Portfolios, Inc. Post-Effective Amendment No. 43 was filed
pursuant to Rule 485(b) to become effective on December 1, 1997.
This Registration Statement contains the cover page, cross-reference
sheet, Part C and signature page.
<PAGE>
FORTIS ADVANTAGE PORTFOLIOS, INC.
POST-EFFECTIVE AMENDMENT NO. 45
CROSS REFERENCE SHEET FOR ITEMS REQUIRED BY FORM N-1A
PART A of this Registration Statement consists of a Prospectus relating
to the Class A, B, C and H shares of the U.S. Government Securities Fund,
Strategic Income Fund and High Yield Portfolio. In addition, the Prospectus
relates to the Class E shares of the U.S. Government Securities Fund.
PART B of this Registration Statement consists of one Statement of
Additional Information which relates to the Prospectus referred to above.
<PAGE>
CROSS REFERENCE SHEET
PROSPECTUS
PART A
ITEM NO. CAPTION IN PROSPECTUS
- -------- ---------------------
1 Cover Page
2 Summary of Fund Expenses
3 Calculation of Performance Data; Financial Highlights
4 Summary of Investment Objectives; Investment Objectives and
Policies; Risk Considerations and Other Investment Practices
5 Management
5A Non Applicable
6 Capital Stock; Valuation of Securities; Dividends and Capital
Gains Distributions; Shareholder Inquiries; Taxation
7 How to Buy Fund Shares; Valuation of Securities; Management;
Redemption
8 Redemption
9 Not Applicable
STATEMENT OF ADDITIONAL INFORMATION
PART B
ITEM NO. CAPTION IN STATEMENT OF ADDITIONAL INFORMATION
- -------- -----------------------------------------------
10 Cover Page
11 Table of Contents
12 Organization and Classification
13 Investment Objectives and Policies; Investment Practices
Common to the Funds
14 Directors and Executive Officers
15 Capital Stock
16 Investment Advisory and Other Services
17 Portfolio Transactions and Allocation of Brokerage
18 Not Applicable
19 Computation of Net Asset Value and Pricing; Special Purchase
Plans
20 Taxation
21 Investment Advisory and Other Services; Underwriter; Plan of
Distribution
22 Performance
23 Not Applicable
<PAGE>
PART C - OTHER INFORMATION
Item 24.(a) FINANCIAL STATEMENTS AND EXHIBITS
The following financial statements are included in the registration
statement:
Financial Statements included in Part A:
Financial Highlights
Financial Statements included in Part B:
All financial statements required by Part B were incorporated therein
by reference to Registrant's 1997 Annual Report to Shareholders.
ITEM 24.(b) EXHIBITS
(1) Copy of the charter as now in effect;
*****
(2) Copies of the existing by-laws or instruments corresponding thereto;
*
(3) Copies of any voting trust agreement with respect to more than 5
percent of any class of equity securities of the Registrant;
Inapplicable
(4) Copies of all instruments defining the rights of holders of the
securities being registered including, where applicable, a relevant
portion of the articles of incorporation or by-laws of the Registrant;
See Item 24(b)(1)
(5) Copies of all investment advisory contracts relating to the management
of the assets of the Registrant;
*
(6) Copies of each underwriting or distribution contract between the
Registrant and a principal underwriter, and specimens or copies of all
agreements between principal underwriters and dealers;
(a) Underwriting Agreement - *****, ********
(b) Dealer Sales Agreement - ********
(7) Copies of all bonus, profit sharing, pension or other similar
contracts or arrangements wholly or partly for the benefit of
directors or officers of the Registrant in their capacity as such; if
any such plan is not set forth in a formal document, furnish a
reasonable detailed description thereof;
Inapplicable
<PAGE>
(8) Copies of all custodian agreements, and depository contracts under
Section 17(f) of the 1940 Act, with respect to securities and similar
investments of the Registrant, including the schedule of remuneration;
Custodian agreements and depository contracts - *****
(9) Copies of all other material contracts not made in the ordinary course
of business which are to be performed in whole or in part at or after
the date of filing the Registration Statement;
Inapplicable
(10) An opinion and consent of counsel as to the legality of the securities
being registered, indicating whether they will when sold be legally
issued, fully paid and non-assessable;
Inapplicable
(11) Copies of any other opinions, appraisals or rulings and consents to
the use thereof relied on in the preparation of this Registration
Statement and required by Section 7 of the 1933 Act;
*********
(12) All financial statements omitted from Item 23;
Inapplicable
(13) Copies of any agreements or understandings made in consideration for
providing the initial capital between or among the Registrant, the
underwriter, adviser, promoter or initial stockholders and written
assurances from promoters or initial stockholders that their purchases
were made for investment purposes without any present intention of
redeeming or reselling;
**
(14) Copies of the model plan used in the establishment of any retirement
plan in conjunction with which Registrant offers its securities, any
instructions thereto and any other documents making up the model plan.
Such form(s) should disclose the costs and fees charged in connection
therewith;
***; ****; and incorporated by reference to Fortis Equity
Portfolios, Inc. Post-Effective Amendment #72 (November, 1993,
SEC #2-11387)
(15) Copies of any plan entered into by Registrant pursuant to rule 12b-1
of the 1940 Act, which describes all material aspects of the financing
of distribution of Registrant's shares, and any agreement with any
person relating to implementation of such plan;
********
<PAGE>
(16) Schedule for computation of each performance quotation provided in the
Registration Statement in response to Item 21 (which need not be
audited);
********
(17) A Financial Data Schedule meeting the requirements of Rule 483 under
the Securities Act of 1933.
*********
(18) Copies of any plan entered into by Registrant pursuant to Rule 18f-3
under the 1940 Act, any agreement with any person relating to the
implementation of a plan, any amendment to a plan or agreement, and a
copy of the portion of the minutes of a meeting of the Registrant's
directors describing any action taken to revoke a plan.
*******
- --------------------------------------------------------------------------------
* Incorporated by reference to Part C of Post-Effective Amendment No. 9 to
Registrant's Registration Statement, filed with the Securities and Exchange
Commission in February, 1992.
** Incorporated by reference to Pre-Effective Amendment Number 1 to Registrant's
registration statement, filed with the Securities and Exchange Commission in
December, 1987.
*** Incorporated by reference to Post-Effective Amendment Number 35 to Special
Portfolios, Inc.'s registration statement (File No. 2-24652), filed with the
Securities and Exchange Commission in December, 1990.
****Incorporated by reference to Part C of Post-Effective Amendment No. 51 to
the Registration Statement of AMEV Growth Fund, Inc. (File No. 2-14784 -- filed
December, 1991).
*****Incorporated by reference to Post-Effective Amendment Number 12 to
Registrant's Registration Statement, filed with the Securities and Exchange
Commission in September, 1994.
******Incorporated by reference to Post-Effective Amendment Number 15 to
Registrant's Registration Statement, filed with the Securities and Exchange
Commission in October, 1995.
*******Incorporated by reference to Post-Effective Amendment Number 16 to
Registrant's Registration Statement, filed with the Securities and Exchange
Commission in October, 1996.
********Incorporated by reference to Post-Effective Amendment Number 43 to
Fortis Income Portfolios, Inc. Registration Statement, filed with the
Securities and Exchange Commission in November, 1997.
*********Incorporated by reference to Post-Effective Amendment Number 44 to
Registrant's Registration Statement, filed with the Securities and Exchange
Commission in November, 1997.
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANTS
Furnish a list or diagram of all persons directly or indirectly controlled by or
under common control with the registrant and as to each person indicate (1) if a
company, the state or other sovereign power
<PAGE>
under the laws of which it is organized, and (2) the percentage of voting
securities owned or other basis of control by the person, if any, immediately
controlling it.
Inapplicable
ITEM 26. NUMBER OF HOLDERS OF SECURITIES
State in substantially the tabular form indicated, as of a specified date within
90 days prior to the date of filing, the number of record holders of each class
of securities of the Registrant:
Number of
Title of Class Record Holders
-------------- --------------
Series A Common shares Class A: 9,882; B: 1,258; C: 560; H: 3,130
(High Yield Portfolio) (9/30/97)
ITEM 27. INDEMNIFICATION
State the general effect of any contract, arrangement or statute under which any
director, officer, underwriter or affiliated person of the Registrant is insured
or indemnified in any manner against any liability which may be incurred in such
capacity, other than insurance provided by any director,officer, affiliated
person or underwriter for their own protection.
Incorporated by Reference to Part C of Post-Effective Amendment Number 2 to
Registrant's registration statement, filed with the Securities and Exchange
Commission in July, 1988.
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
Describe any other business, profession, vocation, or employment of a
substantial nature in which each investment adviser of the Registrant, and each
director, officer, or partner of any such investment adviser, is or has been, at
any time during the past two fiscal years, engaged for his own account or in the
capacity of director, officer, employee, partner, or trustee.
In addition to those listed in the Statement of Additional Information:
Other business, professions,
vocations, or employments of
Current Position a substantial nature
Name With Advisers during past two years
- ---- ---------------- ----------------------------
Michael D. O'Connor Qualified Plan Counsel Qualified Plan Officer of
Fortis Benefits Insurance
Company.
David C. Greenzang Money Market Portfolio Debt securities manager with
Officer Fortis, Inc.
<PAGE>
ITEM 29. PRINCIPAL UNDERWRITERS
(a) Furnish the name of each investment company (other than the Registrant) for
which each principal underwriter currently distributing securities of the
Registrant also acts as a principal underwriter, depositor, or investment
adviser.
Fortis Equity Portfolios, Inc.
Fortis Fiduciary Fund, Inc.
Fortis Growth Fund, Inc.
Fortis Income Portfolios, Inc.
Fortis Money Portfolios, Inc.
Fortis Securities, Inc.
Fortis Series Fund, Inc.
Fortis Tax-Free Portfolios, Inc.
Fortis Worldwide Portfolios, Inc.
Variable Account C of Fortis Benefits Insurance Company
Variable Account D of Fortis Benefits Insurance Company
(b) Furnish the information required by the following table with respect to
each director, office, or partner of each principal underwriter named in the
answer to Item 21:
In addition to those listed in the Statement of Additional Information:
Name and Principal Positions and Offices Positions and Offices
Business Address with Underwriter with Registrant
- ------------------- --------------------- ---------------------
Carol M. Houghtby* Second Vice President & Accounting Officer
Treasurer
* The business address of these persons is 500 Bielenberg Drive,
Woodbury, MN 55125
- --------------------------------------------------------------------------------
(c) Furnish the information required by the following table with respect to all
commissions and other compensation received by each principal underwriter who is
not an affiliated person of the Registrant or an affiliated person of such an
affiliated person, directly or indirectly, from the Registrant during the
Registrant's last fiscal year.
Inapplicable
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
With Respect to each account, book or other document required to be maintained
by Section 31(a) of the 1940 Act and the Rules (17 CFR 270, 31a-1 to 31a-3)
promulgated thereunder, furnish the name and address of each person maintaining
physical possession of each such account, book or other document.
Fortis Advisers, Inc., 500 Bielenberg Drive, Woodbury, MN 55125
<PAGE>
ITEM 31. MANAGEMENT SERVICES
Furnish a summary of their substantive provisions of any management-related
service contract not discussed in Part I of this Form (because the contract was
not believed to be material to a purchaser of securities of the Registrant)
under which services are provided to the
Registrant, indicating the parties to the contract, the total dollars paid and
by whom, for the last three fiscal years.
Inapplicable
ITEM 32. UNDERTAKINGS
Furnish the following undertakings in substantially the following form in all
initial Registration Statements filed under the 1933 Act:
(a) An undertaking to file an amendment to the Registration Statement with
certified financial statements showing the initial capital received before
accepting subscriptions from any persons in excess of 25 if Registrant proposes
to raise its initial capital pursuant to Section 14(a)(3) of the 1940 Act;
Inapplicable
(b) An Undertaking to file a post-effective amendment, using financial
statements which need not be certified, within four to six months from the
effective date of Registrant's 1933 Act Registration Statement.
Inapplicable
(c) If the information called for by Item 5A is contained in the latest
annual report to shareholders, an undertaking to furnish each person to whom a
prospectus is delivered with a copy of the Registrant's latest annual report to
shareholders, upon request and without charge.
We undertake to furnish each person to whom a prospectus is delivered with
a copy of the Registrant's latest annual report to shareholders, upon request
and without charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all
of the requirements for effectiveness of this Registration Statement pursuant
to Rule 485(b) under the Securities Act of 1933 and has duly caused this
Post-Effective Amendment to its Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of
Woodbury, State of Minnesota, on December 9, 1997.
Fortis Advantage Portfolios, Inc.
By: /s/ Dean C. Kopperud
----------------------------
Dean C. Kopperud, President
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment to Registration Statement has been signed below by the
following persons in the capacities and on the dates shown.
<TABLE>
<CAPTION>
Signature Title Dated
- --------- ----- -----
<S> <C> <C>
/s/ Dean C. Kopperud President (principal December 9, 1997
- ------------------------------- executive officer)
Dean C. Kopperud
/s/ Tamara L. Fagely Treasurer (principal December 9, 1997
- ------------------------------- financial and accounting
Tamara L. Fagely officer)
*
- -------------------------------
Richard W. Cutting Director December 9, 1997
*
- -------------------------------
Allan R. Freedman Director December 9, 1997
*
- -------------------------------
Robert M. Gavin Director December 9, 1997
*
- -------------------------------
Benjamin S. Jaffray Director December 9, 1997
*
- -------------------------------
Jean L. King Director December 9, 1997
*
- -------------------------------
Edward M. Mahoney Director December 9, 1997
*
- -------------------------------
Robb L. Prince Director December 9, 1997
*
- -------------------------------
Leonard J. Santow Director December 9, 1997
*
- -------------------------------
Joseph M. Wikler Director December 9, 1997
- -------------------------------
Noel S. Shadko Director December 9, 1997
/s/Dean C. Kopperud December 9, 1997
- ----------------------------
Dean C. Kopperud,
Pro Se and Attorney-in-Fact
Dated December 9, 1997
</TABLE>
*Registrant's directors executing Power of Attorney dated March 21, 1996.
