Registration Nos. 33-22132/811-5574
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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. 13 /X/
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 /X/
Amendment No. 14 /X/
(Check appropriate box or boxes.)
SAFECO Taxable Bond Trust
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(Exact Name of Registrant as Specified in Charter)
SAFECO Plaza, Seattle, Washington 98185
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(Address of Principal Executive Offices) Zip Code
Registrant's Telephone Number, including Area Code (206) 545-5000
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Name and Address of Agent for Service
DAVID F. HILL
SAFECO Plaza
Seattle, Washington 98185
(206) 545-5269
Approximate Date of Proposed Public Offering: Continuous
It is proposed that this filing will become effective:
immediately upon filing pursuant to paragraph (b)
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x on January 31,1997 pursuant to paragraph (b)
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60 days after filing pursuant to paragraph (a)
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on pursuant to paragraph (a) (1)
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75 days after filing pursuant to paragraph (a) (2)
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on _________________ pursuant to paragraph (a) (2) of Rule 485
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If appropriate, check the following box:
/X/This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
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Registrant has registered an indefinite number of its shares under the
Securities Act of 1933 by declaration made pursuant to Section 24(f) of the
Investment Company Act of 1940 (Act). Pursuant to Rule 24f-2 under the Act,
Registrant's Rule 24f-2 Notice was filed on or about November 27, 1996.
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SAFECO TAXABLE BOND TRUST
Contents of Registration Statement
This registration statement consists of the following papers and
documents:
o Cover Sheet
o Contents of Registration Statement
o Cross Reference Sheets
o No-Load Class Shares of:
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO GNMA Fund
SAFECO High-Yield Bond Fund
SAFECO Managed Bond Fund
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PART A - Prospectus
PART B - Statement of Additional Information
o Advisor Class A and Advisor Class B Shares of:
SAFECO Growth Fund SAFECO Equity Fund SAFECO Income
Fund SAFECO Northwest Fund SAFECO Balanced Fund SAFECO
International Stock Fund SAFECO High-Yield Bond Fund
SAFECO Small Company Stock Fund
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO Managed Bond Fund
SAFECO Money Market Fund
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
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PART A - Prospectus
o Advisor Class A and Advisor Class B Shares of:
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO Managed Bond Fund
SAFECO Money Market Fund
SAFECO Municipal Bond Fund
SAFECO High-Yield Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
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PART B - Statement of Additional Information
o Advisor Class A and Advisor Class B Shares of:
SAFECO Growth Fund
SAFECO Equity Fund
SAFECO Income Fund
SAFECO Northwest Fund
SAFECO Balanced Fund
SAFECO International Stock Fund
SAFECO Small Company Stock Fund
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PART B - Statement of Additional Information
o PART C - Other Information
o Signature Page
o Exhibits
This filing is made to designate a new effective date for the
Registrant's registration statement. No changes are hereby made to the
Prospectus and Statement of Additional Information currently on file
with the Commission relating to the Advisor Class A and Advisor Class B
shares of the Registrant, SAFECO Common Stock Trust, SAFECO Tax-Exempt
Bond Trust, SAFECO Money Market Fund or SAFECO Managed Bond Trust. No
changes are hereby made to the Prospectuses and Statements of
Additional Information currently on file with the Commission relating
to the No-Load Class of the Registrant, SAFECO Common Stock Trust,
SAFECO Tax-Exempt Bond Trust, SAFECO Money Market Trust, and SAFECO
Managed Bond Trust.
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SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO GNMA Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
No-Load Class
Form N-1A Cross Reference Sheet
Part A
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Location
Item No. in Prospectus
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Item 1. Cover Page Cover page
Item 2. Synopsis Introduction to the
Trusts and the Funds;
Expenses
Item 3. Condensed Financial Information Financial Highlights;
Performance Information
Item 4. General Description of Registrant The Trusts and each Fund's
Investment Policies;
Information about Share
Ownership and Companies that
Provide Servicess to the
Trusts
Item 5. Management of the Trust Expenses; Portfolio
Managers; Information about
Share Ownership and
Companies that Provide
Services to the Trusts
Item 6. Capital Stock and Other Securities Cover Page; Share Price
Calculation; Information
About Share Ownership and
Companies that Provide
Services to the Trusts; Fund
Distributions and How They
Are Taxed;
Item 7. Purchase of Securities Being Offered How to Purchase Shares;
How to Systematically
Purchase or Redeem Shares;
How to Exchange Shares from
One Fund to Another;
Telephone Transactions;
Transactions Through
Registered Investment
Advisers; Share Price
Calculation; Tax-Deferred
Retirement Plans; Account
Statements
Item 8. Redemption or Repurchase How to Redeem Shares; How
to Systematically Purchase
or Redeem Shares; How to
Exchange Shares from One
4
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Fund to Another; Telephone
Transactions; Transactions
Through Registered
Investment Advisers; Account
Statements; Account Changes
and Signature Requiremnets
Item 9. Pending Legal Proceedings Not applicable
Part B
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Location in Statement
Item No. of Additional Information
- -------- -------------------------
Item 10. Cover page Cover page
Item 11. Table of Contents Table of Contents
Item 12. General Information and History Not applicable
Item 13. Investment Objectives and Policies Investment Policies of the
Managed Bondn Fund;
Additional Investment
Information; Description of
Commercial Paper and
Preferred Stock Ratings
Item 14. Management of the Trust Trustees and Officers
Item 15. Control Persons and Principal Principal Shareholders
Holders of Securities of Certain Funds
Item 16. Investment Advisory and Investment Advisory and
Other Services Other Services
Item 17. Brokerage Allocation and Other Brokerage Practices
Practices
Item 18. Capital Stock and Other Securities Additional Information
on Calculation of Net Asset
Value Per Share
Item 19. Purchase, Redemption and Pricing Additional Information
of Securities Being Offered on Calculation of Net
Item 20. Tax Status Additional Tax Information
Item 21. Underwriters Investment Advisory and
Other Services
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<PAGE>
Item 22. Calculation of Performance Data Additional Performance
Information
Item 23. Financial Statements Financial Statements
Part C
Information required to be included in Part C is set forth under the appropriate
item, so numbered, in Part C of this Registration Statement.
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SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
SAFECO MONEY MARKET TRUST
SAFECO Money Market Fund
SAFECO TAX-EXEMPT BOND TRUST
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
SAFECO COMMON STOCK TRUST
SAFECO Growth Fund
SAFECO Equity Fund
SAFECO Income Fund
SAFECO Northwest Fund
SAFECO Balanced Fund
SAFECO International Stock Fund
SAFECO Small Company Stock Fund
Advisor Class A and Advisor Class B Shares
Form N-1A Cross Reference Sheet
Part A
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Location
Item No. in Prospectus
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Item 1. Cover Page Cover page
Item 2. Synopsis Introduction to the
Trusts and the Funds;
Expenses
Item 3. Condensed Financial Information Financial Highlights;
Performance Information
Item 4. General Description of Registrant Each Fund's Investment
Objective and Policies;
Information about Share
Ownership and Companies that
Provide Services to the
Trusts
Item 5. Management of the Trust Expenses; Sub-Adviser
Information for the
International Fund;
Information about Share
Ownership and Companies that
Provide Services to the
Trusts; Portfolio Managers
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Item 6. Capital Stock and Other Securities Cover Page; Share Price
Calculation; Information
About Share Ownership and
Companies That Provide
Services to the Trusts; Fund
Distributions and How They
Are Taxed; Persons
Controlling Certain Funds
Item 7. Purchase of Securities Being Offered How to Purchase Shares; How
to Systematically Purchase
or Redeem Shares; How to
Exchange Shares From One
Fund to Another; Telephone
Transactions; Shares Price
Calculation; Tax- Deferred
Retirement Plans; Account
Statements
Item 8. Redemption or Repurchase How to Redeem Shares; How to
Systematically Purchase or
Redeem Shares; How to
Exchange Shares From One
Fund to Another; Telephone
Transactions; Account
Statements; Account Changes
and Signature Requirements
Item 9. Pending Legal Proceedings Not applicable
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SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
SAFECO MONEY MARKET TRUST
SAFECO Money Market Fund
SAFECO TAX-EXEMPT BOND TRUST
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
Advisor Class A and Advisor Class B Shares
Form N-1A Cross Reference Sheet
Part B
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Location in Statement of
Item No. Additional Information
- -------- ----------------------
Item 10. Cover page Cover page
Item 11. Table of Contents Table of Contents
Item 12. General Information and History Not applicable
Item 13. Investment Objectives and Policies Investment Policies;
Additional Investment
Information; Description of
Ratings
Item 14. Management of the Trust Trustees and Officers
Item 15. Control Persons and Principal Principal Shareholders
Holders of Securities
Item 16. Investment Advisory and Investment Advisory and
Other Services Other Services
Item 17. Brokerage Allocation and Other Brokerage Practices
Practices
Item 18. Capital Stock and Other Securities Additional Information on
Calculation of Net Asset
Value Per Share; Conversion
of Advisor Class B Shares
Item 19. Purchase, Redemption and Pricing Additional Information
of Securities Being Offered On Calculation of Net
Asset Value Per Share;
Redemption in Kind
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Item 20. Tax Status Additional Tax Information
Item 21. Underwriters Investment Advisory and
Other Services
Item 22. Calculation of Performance Data Additional Performance
Information
Item 23. Financial Statements Financial Statements
Part C
Information required to be included in Part C is set forth under the appropriate
item, so numbered, in Part C of this Registration Statement.
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PROSPECTUS FOR
SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO GNMA Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
No-Load Class
is hereby incorporated by reference to the prospectus for such No-Load Class
shares included in post-effective amendment number 12 to the Registrant's
registration statement.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION FOR
SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO GNMA Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
No-Load Class
is hereby incorporated by reference to the Statement of Additional Information
for such No-Load Class shares included in post-effective amendment number 12 to
the Registrant's registration statement.
<PAGE>
PROSPECTUS FOR
SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
SAFECO COMMON STOCK TRUST
SAFECO Growth Fund
SAFECO Equity Fund
SAFECO Income Fund
SAFECO Northwest Fund
SAFECO Balanced Fund
SAFECO International Stock Fund
SAFECO Small Company Stock Fund
SAFECO MONEY MARKET TRUST
SAFECO Money Market Fund
SAFECO TAX-EXEMPT BOND TRUST
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
Advisor Class A and Advisor Class B Shares
is hereby incorporated by reference to the prospectus for such Advisor Class A
and Advisor Class B shares included in post-effective amendment number 12 to the
Registrant's registration statement.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION FOR
SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
SAFECO MONEY MARKET TRUST
SAFECO Money Market Fund
SAFECO TAX-EXEMPT BOND TRUST
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
Advisor Class A and Advisor Class B Shares
is hereby incorporated by reference to the statement of additional information
for such Advisor Class A and Advisor Class B shares included in post-effective
amendment number 12 to the Registrant's registration statement.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION FOR
SAFECO COMMON STOCK TRUST
SAFECO Growth Fund
SAFECO Equity Fund
SAFECO Income Fund
SAFECO Northwest Fund
SAFECO Balanced Fund
SAFECO International Stock Fund
SAFECO Small Company Stock Fund
Advisor Class A and Advisor Class B Shares
is hereby incorporated by reference to the statement of additional information
for such Advisor Class A and Advisor Class B shares included in post-effective
amendment number 12 to the Registrant's registration statement.
<PAGE>
SAFECO TAXABLE BOND TRUST
PART C
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
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(a) Financial Statements:
Financial Highlights for a single No-Load Class share of (i) SAFECO
Intermediate-Term U.S. Treasury Fund for the period from September 7,
1988 (Initial Public Offering) to September 30, 1988, and for each of
the eight fiscal years ended September 30, 1996; (ii) SAFECO GNMA Fund
for each of ten fiscal years ended September 30, 1996; and (iii) SAFECO
High-Yield Bond Fund for the period from September 7, 1988 (Initial
Public Offering) to September 30, 1988, and each of the eight fiscal
years ended September 30, 1996, are included in Part A of this
Registration Statement. Financial Statements for each of these Funds
for the fiscal year ended September 30, 1996 and the report thereon of
Ernst & Young LLP, independent auditors are incorporated by reference
into Part B of this Registration Statement and were filed with the SEC
on or about November 25, 1996 for SAFECO Taxable Bond Trust.
Financial Highlights for a single No-Load Class share of SAFECO Managed
Bond Fund for the period from February 28, 1994 (Initial Public
Offering) to December 31, 1994 and for the fiscal year ended December
31, 1995 and for the six month period ended June 30, 1996
(unaudited)are included in Part A of this Registration Statement.
Financial Statements for the fiscal year ended December 31, 1995 and
the report thereon of Ernst & Young LLP, independent auditors, and the
financial statements for the six month period ended June 30, 1996
(unaudited) are incorporated by reference into Part B of this
Registration Statement and were filed with the SEC on or about February
29, 1996 and August 31, 1996, respectively for SAFECO Managed Bond
Trust.
Financial Highlights for a single No-Load Class share of SAFECO Money
Market Fund for each of the ten fiscal years ended March 31, 1996 are
included in Part A of this Registration Statement. Financial Statements
for the fiscal year ended March 31, 1996 and the report thereon of
Ernst & Young LLP, independent auditors, are incorporated by reference
into Part B of this Registration Statement and were filed with the SEC
on or about May 30, 1996 for SAFECO Money Market Trust.
Financial Highlights for a single No-Load Class share of (i) SAFECO
Growth Fund, SAFECO Equity Fund and SAFECO Income Fund for each of the
ten fiscal years ended September 30, 1996; (ii) SAFECO Northwest Fund
for the period from February 7, 1991 (Initial Public Offering) to
December 31, 1991, the fiscal year ended December 31, 1992, the nine
month period ended September 30, 1993 and each of the three fiscal
years ended September 30, 1996, (iii) SAFECO Balanced Fund, SAFECO
International Fund and SAFECO SMall Company Fund for the period from
January 31, 1996 (Initial Public Offering) to September 30, 1996 are
included in Part A of this Registration Statement. Financial Statements
for each of the Funds for the fiscal period ended September 30, 1996
and the report thereon of Ernst & Young LLP, independent auditors, are
incorporated by reference into Part B of this Registration Statement
and were filed with the SEC on or about November 27, 1996 for SAFECO
Common Stock Trust.
<PAGE>
Financial Highlights for a single No-Load Class share of (i) SAFECO
Municipal Bond Fund, SAFECO California Tax-Free Income Fund for each of
the ten fiscal years ended March 31, 1996; (ii) SAFECO Washington State
Municipal Bond Fund for the period from March 18, 1993 (Initial Public
Offering) to March 31, 1993 and for each of the three fiscal years
ended March 31, 1996 are included in Part A of this Registration
Statement. Financial Statements for each of these Funds for the fiscal
year ended March 31, 1996 and the report thereon of Ernst & Young LLP,
independent auditors, are incorporated by reference into Part B of this
Registration Statement and were filed with the SEC on or about May 30,
1996 for SAFECO Tax-Exempt Bond Trust.
Financial Statements from the Registrant's Annual Report are
incorporated by reference to Exhibit 12 in post-effective amendment
number 12.
(b) Exhibits:
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT PAGE
- ------ ----------------------- ----
(27.1-3) Financial Data Schedules ***
(1) Trust Instrument/Certificate of Trust *
(2) Bylaws *
(3) Inapplicable
(4) Form of Stock Certificate *
(5) Investment Advisory and Management Contract *
(6) Form of Distribution Agreement **
Form of Selling Dealer Agreement **
(7) Inapplicable
(8) Custody Agreement with U.S. Bank *
(9) Form of Transfer Agent Agreement **
(10) Opinion and Consent of Counsel for *
No-Load Class
Advisor Class A and Advisor Class B **
(11) Consent of Independent Auditors
(12) Registrant's Annual Report for the Year Ended
September 30, 1996 Including Financial Statements
Annual Report for SAFECO Managed Bond Trust for ++
the Year Ended December 31, 1995 Including
Financial Statements
Annual Report for SAFECO Money Market Trust for +++
the Year Ended March 31, 1996 Including
Financial Statements
Annual Report for SAFECO Common Stock Trust for +
the Year Ended September 30, 1996 Including
Financial Statements
Annual Report for SAFECO Tax-Exempt Bond Trust +++
for the Year Ended March 31, 1996 Including
Financial Statements
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(13) Subscription Agreement *
(14) Prototype 401(k)/Profit Sharing Plan *
(15) Rule 12b-1 Plan (Advisor Class A) **
Rule 12b-1 Plan (Advisor Class B) **
(16) Calculation of Performance Information-
No-Load Class *
Calculation of Performance Information-
Advisor Class A **
Calculation of Performance Information-
Advisor Class B **
(17) Inapplicable
(18) Rule 18f-3 Plan **
* Filed as an exhibit to Post-Effective Amendment No. 10 filed with the
SEC on or about January 31, 1996.
** Filed as an exhibit to Post-Effective Amendment No. 11 filed with the
SEC on or about August 1, 1996.
*** Incorporated by reference from Post-Effective Amendment No. 12.
+ Annual Reports for Registrant and SAFECO Common Stock Trust were filed
with the SEC on or about November 27, 1996.
++ Annual Report for SAFECO Managed Bond Trust was filed with the SEC on or
about February 29, 1996.
+++ Annual Reports for SAFECO Money Market Trust and SAFECO Tax-Exempt Bond
Trust were filed with the SEC on or about May 30, 1996.
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
- -------- -------------------------------------------------------------
SAFECO Corporation, a Washington corporation, owns 100% of SAFECO Asset
Management Company (SAM), SAFECO Services Corporation (SAFECO Services) and
SAFECO Securities, Inc. (SAFECO Securities), each a Washington corporation. SAM
is the investment advisor, SAFECO Services is the transfer agent and SAFECO
Securities is the principal underwriter for each of the SAFECO Mutual Funds. The
SAFECO Mutual Funds consist of seven Delaware business trusts: SAFECO Common
Stock Trust, SAFECO Taxable Bond Trust, SAFECO Tax-Exempt Bond Trust, SAFECO
Advisor Series Trust, SAFECO Money Market Trust, SAFECO Managed Bond Trust
(formerly SAFECO Institutional Series Trust) and SAFECO Resource Series Trust.
The SAFECO Common Stock Trust consists of seven mutual funds: SAFECO Growth
Fund, SAFECO Equity Fund, SAFECO Income Fund, SAFECO Northwest Fund, SAFECO
International Stock Fund, SAFECO Balanced Fund and SAFECO Small Company Stock
Fund. The SAFECO Taxable Bond Trust consists of three mutual funds: SAFECO
Intermediate-Term U.S. Treasury Fund, SAFECO GNMA Fund and SAFECO High-Yield
Bond Fund. The SAFECO Tax-Exempt Bond Trust consists of five mutual funds:
SAFECO Intermediate-Term Municipal Bond Fund, SAFECO Insured Municipal Bond
Fund, SAFECO Municipal Bond Fund, SAFECO California Tax-Free Income Fund and
SAFECO Washington State Municipal Bond Fund. The SAFECO Advisor Series Trust
consists of eight mutual funds: Advisor Equity Fund, Advisor Northwest Fund,
Advisor Intermediate-Term Treasury Fund, Advisor GNMA Fund, Advisor U.S.
Government Fund, Advisor Municipal Bond Fund, Advisor Intermediate-Term
Municipal Bond Fund and Advisor Washington Municipal Bond Fund. The SAFECO Money
Market Trust consists of two mutual funds: SAFECO Money Market Fund and SAFECO
Tax-Free Money Market Fund. The SAFECO Managed Bond Trust consists of one mutual
fund: SAFECO Managed Bond Fund (formerly SAFECO Fixed Income Portfolio). The
SAFECO Resource Series Trust consists of five mutual funds: Equity Portfolio,
Growth Portfolio, Northwest Portfolio, Bond Portfolio and Money Market
Portfolio.
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SAFECO Corporation, a Washington corporation, owns 100% of the following
Washington corporations: SAFECO Insurance Company of America, General Insurance
Company of America, First National Insurance Company of America, SAFECO Life
Insurance Company of America, SAFECO Assigned Benefits Service Company, SAFECO
Administrative Services, Inc., SAFECO Properties Inc., SAFECO Credit Company,
Inc., SAFECO Asset Management Company, SAFECO Securities, Inc., SAFECO Services
Corporation, SAFECO Trust Company and General America Corporation. SAFECO
Corporation owns 100% of SAFECO National Insurance Company, a Missouri
corporation, and SAFECO Insurance Company of Illinois, an Illinois corporation.
SAFECO Corporation owns 20% of Agena, Inc., a Washington corporation. SAFECO
Insurance Company of America owns 100% of SAFECO Surplus Lines Insurance
Company, a Washington corporation, and Market Square Holding, Inc., a Minnesota
corporation. SAFECO Life Insurance Company owns 100% of SAFECO National Life
Insurance Company, a Washington corporation, and First SAFECO National Life
Insurance Company of New York, a New York corporation. SAFECO Administrative
Services, Inc. owns 100% of Employee Benefit Claims of Wisconsin, Inc. and
Wisconsin Pension and Group Services, Inc., each a Wisconsin corporation.
General America Corporation owns 100% of COMAV Managers, Inc., an Illinois
corporation, F.B. Beattie & Co., Inc., a Washington corporation, General America
Corp. of Texas, a Texas corporation, Talbot Financial Corporation, a Washington
corporation. F.B. Beattie Co., Inc. owns 100% of F.B. Beattie Insurance
Services, Inc., a California corporation. General America Corp. of Texas is
Attorney-in-fact for SAFECO Lloyds Insurance Company, a Texas corporation.
Talbot Financial Corporation owns 100% of Talbot Agency, Inc., a New Mexico
corporation. Talbot Agency, Inc. owns 100% of PNMR Securities, Inc., a
Washington corporation, and SAFECO Select Insurance Services, Inc., a California
corporation. SAFECO Properties Inc. owns 100% of the following, each a
Washington corporation: RIA Development, Inc., SAFECARE Company, Inc. and Winmar
Company, Inc. SAFECARE Company, Inc. owns 100% of the following, each a
Washington corporation: S.C. Bellevue, Inc., S.C. Everett, Inc., S.C.
Marysville, Inc., S.C. Simi Valley, Inc. and S.C. Vancouver, Inc. SAFECARE
Company, Inc. owns 50% of Lifeguard Ventures, Inc., a California corporation,
50% of Mission Oaks Hospital, Inc., a California corporation, S.C. River Oaks,
Inc., a Washington corporation, Mississippi Health Services, Inc. a Louisiana
corporation, and Safecare Texas, Inc., a Texas corporation. S.C. Simi Valley,
Inc. owns 100% of Simi Valley Hospital, Inc., a Washington corporation. Winmar
Company, Inc. owns 100% of the following: Barton Street Corp., C-W Properties,
Inc., Gem State Investors, Inc., Kitsap Mall, Inc., WNY Development, Inc.,
Winmar Cascade, Inc., Winmar Metro, Inc., Winmar Northwest, Inc., Winmar
Redmond, Inc. and Winmar of Kitsap, Inc., each a Washington corporation, and
Capitol Court Corp., a Wisconsin corporation, SAFECO Properties of Boise, Inc.,
an Idaho corporation, SCIT, Inc., a Massachusetts corporation, Valley Fair
Shopping Centers, Inc., a Delaware corporation, WDI Golf Club, Inc., a
California corporation, Winmar Oregon, Inc., an Oregon corporation, Winmar of
Texas, Inc., a Texas corporation, Winmar of Wisconsin, Inc., a Wisconsin
corporation, and Winmar of the Desert, Inc., a California corporation. Winmar
Oregon, Inc. owns 100% of the following, each an Oregon corporation: North Coast
Management, Inc., Pacific Surfside Corp., Winmar of Jantzen Beach, Inc. and W-P
Development, Inc., and 100% of the following, each a Washington corporation:
Washington Square, Inc. and Winmar Pacific, Inc.
ITEM 26. NUMBER OF HOLDERS OF SECURITIES
- -------- -------------------------------
At November 15, 1996 Registrant had 535, 1907 and 1672 shareholders of record in
its No-Load Class of SAFECO Intermediate-Term U.S. Treasury Fund, SAFECO GNMA
Fund and SAFECO High-Yield Bond Fund, respectively. At November 20, 1996 there
were no shareholders of record of Advisor Class A or Advisor Class B of SAFECO
Intermediate-Term U.S. Treasury Fund.
4
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ITEM 27. INDEMNIFICATION
- -------- ---------------
Under the Trust Instrument of the Registrant, the Registrant's trustees,
officers, employees and agents are indemnified against certain liabilities,
subject to specified conditions and limitations.
Under the indemnification provisions in the Registrant's Trust Instrument and
subject to the limitations described in the paragraph below, every person who
is, or has been, a trustee, officer, employee or agent of the Registrant shall
be indemnified by the Registrant or the appropriate Series of the Registrant to
the fullest extent permitted by law against liability and against all expenses
reasonably incurred or paid by him or her in connection with any claim, action,
suit or proceeding in which he or she becomes involved as a party or otherwise
by virtue of his or her being, or having been, a trustee, officer, employee or
agent and against amounts paid or incurred by him or her in the settlement
thereof. As used in this paragraph, "claim," "action," "suit" or "proceeding"
shall apply to all claims, actions, suits or proceedings (civil, criminal or
other, including appeals), actual or threatened, and the words "liability" and
"expenses" shall include, without limitation, attorneys' fees, costs,
judgements, amounts paid in settlement, fines, penalties and other liabilities.
No indemnification will be provided to a trustee, officer, employee or agent:
(i) who shall have been adjudicated by a court or body before which the
proceeding was brought (a) to be liable to the Registrant or its shareholders by
reason of willful misfeasance, bad faith, gross negligence or reckless disregard
of the duties involved in the conduct of his or her office, or (b) not to have
acted in good faith in the reasonable belief that his or her action was in the
best interest of the Registrant; or (ii) in the event of settlement, unless
there has been a determination that such trustee, officer, employee or agent did
not engage in willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of his or her office; (a) by the
court or other body approving the settlement, (b) by the vote of at least a
majority of a quorum of those trustees who are neither interested persons, as
that term is defined by the Investment Company Act of 1940, of the Registrant
nor are the parties to the proceeding based upon a review of readily available
facts (as opposed to a full trial type inquiry); or (c) by written opinion of
independent legal counsel based upon a review of readily available facts (as
opposed to a full trial type inquiry).
To the maximum extent permitted by applicable law, expenses incurred in
connection with the preparation and presentation of a defense to any claim,
action, suit or proceeding of the character described above may be paid by the
Registrant or applicable Series from time to time prior to final disposition
thereof upon receipt of an undertaking by or on behalf of such trustee, officer,
employee or agent that such amount will be paid over by him or her to the
Registrant or the applicable Series if it is ultimately determined that he or
she is not entitled to indemnification under the Trust Instrument; provided,
however, that either (i) such trustee, officer, employee or agent shall have
provided appropriate security for such undertaking, (ii) the Registrant is
insured against such losses arising out of such advance payments or (iii) either
a majority of the trustees who are neither interested persons, as that term is
defined by the Investment Company Act of 1940, of the Registrant nor parties to
the proceeding, or independent legal counsel in a written opinion, shall have
determined, based on a review of readily available facts (as opposed to a full
trial type inquiry), that there is reason to believe that such trustee, officer,
employee or agent, will not be disqualified from indemnification under
Registrant's Trust Instrument.
5
<PAGE>
Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to trustees, officers, employees and agents of the
Registrant pursuant to such provisions of the Trust Instrument or statutes 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 said Act and is, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
the Registrant of expenses incurred or paid by a trustee, officer, employee or
agent of the Registrant in the successful defense of any such action, suit or
proceeding) is asserted by such a trustee, officer, employee or agent in
connection with the shares of any series of the Registrant, 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 said Act and
will be governed by the final adjudication of such issue.
Under an agreement with its distributor ("Distribution Agreement"), Registrant
has agreed to indemnify, defend and hold the distributor, the distributor's
several directors, officers and employees, and any person who controls the
distributor within the meaning of Section 15 of the 1933 Act, free and harmless
from and against any and all claims, demands, liabilities and expenses
(including the cost of investigating or defending such claims, demands or
liabilities and any counsel fees incurred in connection therewith) which the
distributor, its directors, officers or employees, or any such controlling
person may incur, under the 1933 Act or under common law or otherwise, arising
out of or based upon any alleged untrue statement of a material fact contained
in the Registration Statement or arising out of or based upon any alleged
omission to state a material fact required to be stated or necessary to make the
Registration Statement not misleading.
In no event shall anything contained in the Distribution Agreement be construed
so as to protect the distributor against any liability to the Registrant or its
shareholders to which the distributor would otherwise be subject by reason of
willful misfeasance, bad faith, or gross negligence in the performance of its
duties, or by reason of its reckless disregard of its obligations and duties
under the Distribution Agreement, and further provided that the Registrant shall
not indemnify the distributor for conduct set forth in this paragraph.
Under an agreement with its transfer agent, Registrant has agreed to indemnify
and hold the transfer agent harmless against any losses, claims, damages,
liabilities or expenses (including reasonable attorneys' fees and expenses)
resulting from: (1) any claim, demand, action or suit brought by any person
other than the Registrant, including by a shareholder, which names the transfer
agent and/or the Registrant as a party, and is not based on and does not result
from the transfer agent's willful misfeasance, bad faith or negligence or
reckless disregard of duties, and arises out of or in connection with the
transfer agent's performance hereunder; or (2) any claim, demand, action or suit
(except to the extent contributed to by the transfer agent's willful
misfeasance, bad faith or negligence or reckless disregard of duties) which
results from the negligence of the Registrant, or from the transfer agent acting
upon any instruction(s) reasonably believed by it to have been executed or
communicated by any person duly authorized by the Registrant, or as a result of
the transfer agent acting in reliance upon advice reasonably believed by the
transfer agent to have been given by counsel for the Registrant, or as a result
6
<PAGE>
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
- -------- ----------------------------------------------------
of the transfer agent acting in reliance upon any instrument or stock
certificate reasonably believed by it to have been genuine and signed,
countersigned or executed by the proper person.
The investment adviser to Registrant, SAM, serves as an adviser to: (a)
thirty-one series (portfolios) of seven registered investment companies,
including five series of an investment company that serves as an investment
vehicle for variable insurance products and (b) a number of pension funds not
affiliated with SAFECO Corporation or its affiliates. The directors and officers
of SAM serve in similar capacities with SAFECO Corporation or its affiliates.
The information set forth under "Investment Advisory and Other Services" in the
Registrant's Statement of Additional Information is incorporated by reference.
ITEM 29. PRINCIPAL UNDERWRITER
- -------- ---------------------
(a) SAFECO Securities, Inc., the principal underwriter for Registrant, also
acts as the principal underwriter for each class of each series of the
SAFECO Common Stock Trust, SAFECO Tax-Exempt Bond Trust, SAFECO Money
Market Trust, SAFECO Managed Bond Trust. In addition, SAFECO
Securities, Inc. is the principal underwriter for SAFECO Separate
Account C, SAFECO Variable Account B and SAFECO Separate Account SL,
all of which are variable insurance products.
(b) The information set forth under "Investment Advisory and Other
Services" in the Statement of Additional Information is incorporated by
reference.
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
- -------- --------------------------------
U.S. Bank of Washington, N.A., 1420 Fifth Avenue, Seattle, Washington 98101
maintains physical possession of the accounts, books and documents of the
Registrant relating to its activities as custodian of the Registrant. SAFECO
Asset Management Company, SAFECO Plaza, Seattle, Washington 98185, maintains
physical possession of all other accounts, books or documents of the Registrant
required to be maintained by Section 31(a) of the Investment Company Act of 1940
and the rules promulgated thereunder.
7
<PAGE>
ITEM 31. MANAGEMENT SERVICES
- -------- -------------------
Inapplicable.
ITEM 32. UNDERTAKINGS
- -------- ------------
Registrant undertakes 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.
8
<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 Registration
Statement to be signed on its behalf by the undersigned thereto duly authorized,
in the City of Seattle, and State of Washington on the 24th day of January,
1997.
SAFECO TAXABLE BOND TRUST
By /s/ DAVID F. HILL
--------------------
David F. Hill, President
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated.
NAME TITLE DATE
---- ----- ----
/s/ David F. Hill++ President and Trustee 01/24/97
- ------------------- --------------------- --------
David F. Hill Principal Executive Officer
RONALD L. SPAULDING* Vice President 01/24/97
- -------------------- Treasurer --------
Ronald L. Spaulding
NEAL A. FULLER* Vice President, Controller 01/24/97
- --------------- and Assistant Secretary --------
Neal A. Fuller
/s/ Boh A. Dickey++ Chairman and Trustee 01/24/97
- ------------------- --------
Boh A. Dickey
BARBARA J. DINGFIELD* Trustee 01/24/97
- --------------------- --------
Barbara J. Dingfield
RICHARD W. HUBBARD*++ Trustee 01/24/97
- --------------------- --------
Richard W. Hubbard
RICHARD E. LUNDGREN* Trustee 01/24/97
- -------------------- --------
Richard E. Lundgren
LARRY L. PINNT* Trustee 01/24/97
- --------------- --------
Larry L. Pinnt
JOHN W. SCHNEIDER* Trustee 01/24/97
- ------------------ --------
John W. Schneider
*By: /s/ Boh A. Dickey
-----------------------
Boh A. Dickey
Attorney-in-Fact
*By: /s/ David F. Hill
----------------------
David F. Hill
Attorney-in-Fact
++ Trustees who are interested persons as defined by the 1940 Act.
<PAGE>
POWER OF ATTORNEY
SAFECO TAXABLE BOND TRUST, a Delaware business trust (the "Trust"), and each of
its undersigned officers and trustees, hereby nominates, constitutes and
appoints Boh A. Dickey and David F. Hill (with full power to each of them to act
alone) its/his/her true and lawful attorney-in-fact and agent, for it/him/her
and on its/his/her behalf and in its/his/her name, place and stead in any and
all capacities, to make, execute and sign any and all amendments to the Trust's
registration statement on Form N-1A under the Securities Act of 1933, as
amended, and the Investment Company Act of 1940, as amended, as well as any and
all registration statements on Form N-14, and to file with the Securities and
Exchange Commission and any other regulatory authority having jurisdiction over
the offer and sale of shares of beneficial interest of the Trust, any such
amendment or registration statement and any and all supplements thereto or to
any prospectus or statement of additional information forming a part of the
registration statement, as well as any and all exhibits and other documents
necessary or desirable to the amendment or supplement process, granting to such
attorneys and each of them, full power and authority to do and perform each and
every act requisite and necessary and/or appropriate as fully and with all
intents and purposes as the Trust itself and the undersigned officers and
trustees themselves might or could do.
IN WITNESS WHEREOF, SAFECO TAXABLE BOND TRUST has caused this power of attorney
to be executed in its name by its President and attested by its Assistant
Secretary, and the undersigned officers and trustees have each executed such
power of attorney, on this 15 day of January, 1995.
SAFECO TAXABLE BOND TRUST
By: /s/ David F. Hill
---------------------
David F. Hill
President
ATTEST:
/s/ Neal A. Fuller
- ------------------
Neal A. Fuller
Assistant Secretary
(Signatures Continue on Next Page)
<PAGE>
Name Title
---- -----
/s/ David F. Hill President
- --------------------------- Principal Executive Officer
David F. Hill
/s/ Ronald L. Spaulding Vice President
- --------------------------- and Treasurer
Ronald L. Spaulding
/s/ Neal A. Fuller Vice President
- --------------------------- Controller
Neal A. Fuller Assistant Secretary
(Principal Financial Officer)
/s/ Boh A. Dickey Chairman and Trustee
- ---------------------------
Boh A. Dickey
/s/ Barbara J. Dingfield Trustee
- ---------------------------
Barbara J. Dingfield
/s/ Richard W. Hubbard Trustee
- ---------------------------
Richard W. Hubbard
/s/ Richard E. Lundgren Trustee
- ---------------------------
Richard E. Lundgren
/s/ L. D. McClean Trustee
- ---------------------------
L. D. McClean
/s/ Larry L. Pinnt Trustee
- ---------------------------
Larry L. Pinnt
/s/ John W. Schneider Trustee
- ---------------------------
John W. Schneider
<PAGE>
Registration Nos. 33-22132/811-5574
==============================================================================
EXHIBITS
to
FORM N-1A
REGISTRATION STATEMENT
POST-EFFECTIVE AMENDMENT NO. 13
Under
The Securities Act of 1933
and
AMENDMENT NO. 14
Under
The Investment Company Act of 1940
----------
SAFECO Taxable Bond Trust
(Exact Name of Registrant as Specified in Charter)
SAFECO Plaza
Seattle, Washington 98185
(Address of Principal Executive Offices)
206-545-5269
(Registrant's Telephone Number, including Area Code)
==============================================================================
<PAGE>
SAFECO TAXABLE BOND TRUST
Form N-1A
Post-Effective Amendment No. 13
Exhibit Index
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT PAGE
- ------ ----------------------- ----
(99.11) Consent of Independent Auditors
(99.12) Registrant's Annual Report for Year Ended
September 30, 1996+ including Financial
Statements
+ Registrant's Annual Report was filed with the SEC on or about
November 27, 1996 and is hereby incorporated by reference.
EXHIBIT NO. 99.11
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the captions "Financial
Highlights", "Investment Advisory and Other Services" and "Financial Statements"
in Post-Effective Amendment No. 13 to the registration statement (Form N-1A, No.
33-22132) and related No-Load Class and Advisor Class A and Advisor Class B
Prospectuses of SAFECO Taxable Bond Trust.
We also consent to the incorporation by reference therein of our report dated
November 1, 1996 with respect to the financial statements of SAFECO Taxable Bond
Trust as of and for the year ended September 30, 1996 included in the 1996
Annual Report filed with the Securities and Exchange Commission.
Ernst & Young LLP /s/
- ----------------------------
Seattle, Washington
January 24, 1997
