FORM N-SAR
SEMI-ANNUAL REPORT
FOR REGISTERED INVESTMENT COMPANIES
Registrant Name HYPERION 1997 TERM TRUST, INC.
File Number 811-07072
Registrant CIK Number: 0000890336
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Header Screen
Report as of the end of semiannual period: 11/30/97 (a)
or fiscal year: / / (b)
Is this a transition report? (Y or N): N
Is this form being completed by the registrant? (Y or N): Y
Is this an amendment to a previous filing? (Y or N): Y
Is this a change to a previous filing? (Y or N): N
1.A) Registrant Name: HYPERION 1997 TERM TRUST, INC.
B) File Number: 811-07072
C) Telephone Number: 2125498400
2.A) Street: ONE LIBERTY PLAZA, 165 BROADWAY, 36TH FL
B) City: NEW YORK C) State: NY D) Zip Code: 10006 Zip Ext.: 1404
E) Foreign Country: Foreign Postal Code:
3. Is this the first filing on this form by the Registrant?(Y or N) ----- N
4. Is this the last filing on this form by the Registrant?(Y or N) ------ N
5. Is Registrant a small business investment company (SBIC)?(Y or N) ---- N
6. Is Registrant a unit investment trust (UIT)?(Y or N) ----------------- N
7.A) Is Registrant a series or multiple portfolio company?(Y or N) ----- N
B) How many separate series or portfolios did Registrant have
at the end of the period? ----------------------------------------- 0
SCREEN NUMBER: 1
7.C) List the name of each series or portfolio and give a consecutive number
to each series or portfolio starting with the number 1. USE THIS SAME
NUMERICAL DESIGNATION FOR EACH SERIES OR PORTFOLIO IN THE SERIES IN-
FORMATION BLOCK IN THE TOP RIGHT CORNER OF THE SCREENS SUBMITTED IN
THIS FILING AND IN ALL SUBSEQUENT FILINGS ON THIS FORM. THIS INFOR-
MATION IS REQUIRED EACH TIME THE FORM IS FILED. Is this the
Series last filing
Number Series Name for this series?
(Y or N)
1
2
3
4
5
6
7
8
9
10
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SCREEN NUMBER: 2
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INVESTMENT ADVISER/SUB-ADVISER filed for series 0.
8.A) Adviser Name (if any): HYPERION CAPITAL MANGEMENT, INC.
B) Is this an Adviser or Sub-adviser? (A/S): A
C) File Number: 801-34605
D) City: NEW YORK State: NY Zip Code: 10006 Zip Ext.: 1404
Foreign Country: Foreign Postal Code:
8.A) Adviser Name (if any):
B) Is this an Adviser or Sub-adviser? (A/S):
C) File Number: 801-
D) City: State: Zip Code: Zip Ext.:
Foreign Country: Foreign Postal Code:
8.A) Adviser Name (if any):
B) Is this an Adviser or Sub-adviser? (A/S):
C) File Number: 801-
D) City: State: Zip Code: Zip Ext.:
Foreign Country: Foreign Postal Code:
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SCREEN NUMBER: 3
This page is being
ADMINISTRATOR filed for series 0.
10.A) Administrator Name (if any):HYPERION CAPITAL MANAGEMENT, INC.
B) File Number (if any): 801-34605
C) City: NEW YORK State: NY Zip Code: 10006 Zip Ext.: 1404
Foreign Country: Foreign Postal Code:
10.A) Administrator Name (if any):
B) File Number (if any):
C) City: State: Zip Code: Zip Ext.:
Foreign Country: Foreign Postal Code:
10.A) Administrator Name (if any):
B) File Number (if any):
C) City: State: Zip Code: Zip Ext.:
Foreign Country: Foreign Postal Code:
10.A) Administrator Name (if any):
B) File Number (if any):
C) City: State: Zip Code: Zip Ext.:
Foreign Country: Foreign Postal Code:
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SCREEN NUMBER: 4
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PRINCIPAL UNDERWRITER filed for series 0.
11.A) Underwriter Name (if any): PRUDENTIAL SECURITIES INCORPORATED
B) File Number: 8-27154
C) City: NEW YORK State: NY Zip Code: 10292 Zip Ext.:
Foreign Country: Foreign Postal Code:
11.A) Underwriter Name (if any): MERRILL LYNCH, PIERCE, FENNER & SMITH, INC.
B) File Number: 8-7221
C) City: NEW YORK State: NY Zip Code: 10281 Zip Ext.:
Foreign Country: Foreign Postal Code:
11.A) Underwriter Name (if any): OPPENHEIMER & CO., INC.
B) File Number: 8-18333
C) City: NEW YORK State: NY Zip Code: 10281 Zip Ext.:
Foreign Country: Foreign Postal Code:
11.A) Underwriter Name (if any): PAINE WEBBER INCORPORATED
B) File Number: 8-16267
C) City: NEW YORK State: NY Zip Code: 10019 Zip Ext.:
Foreign Country: Foreign Postal Code:
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SCREEN NUMBER: 5
This page is being
PRINCIPAL UNDERWRITER filed for series 0.
11.A) Underwriter Name (if any): SMITH BARNEY, HARRIS UPHAM & CO., INC.
B) File Number: 8-8177
C) City: NEW YORK State: NY Zip Code: 10019 Zip Ext.:
Foreign Country: Foreign Postal Code:
11.A) Underwriter Name (if any): ADVEST, INC.
B) File Number: 8-21409
C) City: HARTFORD State: CT Zip Code: 06103 Zip Ext.:
Foreign Country: Foreign Postal Code:
11.A) Underwriter Name (if any): CROWELL, WEEDEN & CO.
B) File Number: 8-3710
C) City: LOS ANGELES State: CA Zip Code: 90017 Zip Ext.:
Foreign Country: Foreign Postal Code:
11.A) Underwriter Name (if any): DAIN BOSWORTH, INCORPORATED
B) File Number: 8-3259
C) City: MINNEAPOLIS State: MN Zip Code: 55402 Zip Ext.:
Foreign Country: Foreign Postal Code:
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SCREEN NUMBER: 5
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SHAREHOLDER SERVICING AGENT filed for series 0.
12.A) Agent Name (if any): BOSTON EQUISERVE LIMITED PARTNERSHIP
B) File Number (if any): 85-00
C) City: CANTON State: MA Zip Code: 02021 Zip Ext.:
12.A) Agent Name (if any):
B) File Number (if any):
C) City: State: Zip Code: Zip Ext.:
12.A) Agent Name (if any):
B) File Number (if any):
C) City: State: Zip Code: Zip Ext.:
12.A) Agent Name (if any):
B) File Number (if any):
C) City: State: Zip Code: Zip Ext.:
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SCREEN NUMBER: 6
This page is being
INDEPENDENT PUBLIC ACCOUNTANT filed for series 0.
13.A) Accountant Name: PRICE WATERHOUSE LLP
B) City: NEW YORK State: NY Zip Code: 10036 Zip Ext.:
Foreign Country: Foreign Postal Code:
13.A) Accountant Name:
B) City: State: Zip Code: Zip Ext.:
Foreign Country: Foreign Postal Code:
13.A) Accountant Name:
B) City: State: Zip Code: Zip Ext.:
Foreign Country: Foreign Postal Code:
13.A) Accountant Name:
B) City: State: Zip Code: Zip Ext.:
Foreign Country: Foreign Postal Code:
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SCREEN NUMBER: 7
This page is being
AFFILIATED BROKER/DEALER filed for series 0.
14.A) Broker/Dealer Name (if any):HYPERION DISTRIBUTORS, INC.
B) File Number: 8-46861
14.A) Broker/Dealer Name (if any):RANIERI & CO., INC.
B) File Number: 8-39678
14.A) Broker/Dealer Name (if any):
B) File Number: 8-
14.A) Broker/Dealer Name (if any):
B) File Number: 8-
14.A) Broker/Dealer Name (if any):
B) File Number: 8-
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SCREEN NUMBER: 8
This page is being
CUSTODIAN/SUB-CUSTODIAN filed for series 0.
15.A) Custodian/Sub-custodian: STATE STREET BANK & TRUST COMPANY
B) Is this a Custodian or Sub-custodian? (C/S): C
C) City: BOSTON State: MA Zip Code: 02116 Zip Ext.:
D) Foreign Country: Foreign Postal Code:
E) Mark ONE of the following with an 'X':
TYPE OF CUSTODY
Member Nat'l Foreign Insurance Co.
Bank Sec. Exchg. Self Custodian Sponsor
Sec.17(f)(1) Rule 17f-1 Rule 17f-2 Rule 17f-5 Rule 26a-2 Other
------------ ------------ ---------- ---------- ------------- -----
X
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SCREEN NUMBER: 9
This page being
filed for series 0.
18. Does Registrant's/Series' custodian(s) maintain some
or all of Registrant's/Series' securities in a central
depository or book-entry system pursuant to Rule 17f-4? (Y or N) Y
19. Family of investment companies information:
A) Is Registrant part of a family of investment companies? (Y or N) Y
B) If 'Y' (Yes), state the number of registered management
investment companies in the family: 10
(NOTE: Count as a separate company each series of a series company
and each portfolio of a multiple portfolio company; exclude
all series of unit investment trusts from this number.)
C) Identify the family using 10 letters: HYPERIONXX
(NOTE: In filing this form, use this identification consistently for
all investment companies in the family including any unit
investment trusts. This designation is for purposes of
this form only.)
SCREEN NUMBER: 10
20. Brokerage commissions paid on portfolio transactions of Registrant:
List the 10 brokers which received the largest amount of brokerage commissions
(excluding dealer concessions in underwritings) by virtue of direct or in-
direct participation in Registrant's portfolio transactions, set forth in
order of size of gross commissions during the current reporting period:
(FOR SERIES COMPANIES, ITEMS 20 & 21 MUST BE ANSWERED IN TOTAL FOR ALL SERIES)
Commissions
Name of Broker IRS Number Received
(000's omitted)
0
0
0
0
0
0
0
0
0
0
21. Aggregate brokerage commissions paid by Registrant
during current reporting period (000's omitted): 0
SCREEN NUMBER: 11
22. Registrant's portfolio transactions with entities acting as principals:
List the 10 entities acting as principals with whom Registrant did the largest
amount of portfolio transactions (include all short-term obligations, and U.S.
Gov't. & tax-free securities) in both the secondary market & in underwritten
offerings set forth in order of size based upon total value of principal
transactions during the current reporting period: (FOR SERIES COMPANIES, ITEMS
22 AND 23 MUST BE ANSWERED IN TOTAL FOR ALL SERIES) Registrant Sales by
Name of Entity IRS Number Purchases Registrant
(000's omitted)
MORGAN STANLEY AND CO., INC. 13-2655998 248394 0
CS FIRST BOSTON 13-5659485 158800 74977
MERRILL LYNCH, PIERCE, FENNER & SMITH, INC. 13-5674085 127000 86815
BEAR STEARNS SECURITIES CORP. 13-3299429 37000 163073
STATE STREET BANK & TRUST COMPANY 04-1867445 159960 0
GOLDMAN SACHS & COMPANY 13-5108880 151200 7144
UBS SECURITIES, INC. 13-2932996 102000 0
RYBECK (WM.H.) & CO., INC. N/A 100000 0
PAINE WEBBER, INC. 13-2638166 0 50209
PRUDENTIAL SECURITIES, INC. 22-2347336 30700 14879
23. Aggregate principal purchase/sale transactions of Registrant during current
reporting period. C. Total Purchases: 1115054 D. Total Sales: 400065
(000's omitted)
SCREEN NUMBER: 12
This page being
filed for series 0.
24. At the end of the current period, did the Registrant/Series hold any
securities of the Registrant's/Series' regular brokers or dealers or
of the parents of such brokers or dealers that derive more than 15%
of gross revenue from securities-related activities? (Y or N): N
NOTE: If answer is 'N' (No), please go on to screen 15.
SCREEN NUMBER: 13
This page being
filed for series 0.
25. List below the information requested about Registrant's/Series' holdings of
the securities of the Registrant's/Series' regular brokers or dealers or of
their parents that derive more than 15% of gross revenues from securities-
related activities:
Type of Value of any
Name of Regular Broker or IRS Security Securities
Dealer or Parent (Issuer) Number Owned Owned at end
D=debt of current
E=equity period
(000's omitted)
0
0
0
0
0
0
0
0
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SCREEN NUMBER: 14
26. Considerations which affected the participation of brokers or dealers
or other entities in commissions or other compensation paid on
portfolio transactions of Registrant:
[ FOR SERIES COMPANIES THIS ITEM IS TO BE ANSWERED IN TOTAL FOR ALL SERIES ]
Answer each of the following with 'Y' or 'N'.
A) Sales of Registrant's/Series' shares -------------------------------- N
B) Receipt of investment research and statistical information ---------- Y
C) Receipt of quotations for portfolio valuations ---------------------- Y
D) Ability to execute portfolio transactions
to obtain best price and execution --------------------------------- Y
E) Receipt of telephone line and wire services ------------------------- Y
F) Broker or dealer which is an affiliated person ---------------------- N
G) Arrangement to return or credit part or all of
commissions or profits thereon:
(i) To investment adviser, principal underwriter,
or an affiliated person of either ---------------------------- N
(ii) To Registrant ------------------------------------------------ N
H) Other --------------------------------------------------------------- N
SCREEN NUMBER: 15
SALES AND REPURCHASES
27. Is Registrant an open-end investment company? (Y or N): N
NOTE: If answer is 'N' (No), please delete any answers you may
have entered for questions 28 through 44.
If you have done this already or not yet responded to
question 28 through 44, please jump to Screen Number 23.
SCREEN NUMBER: 16
This page being
28. Monthly Sales and Repurchases of filed for series 0.
Registrant's/Series' Shares:
Total NAV Total NAV Total NAV
of Shares of Shares Total NAV of Shares
Sold: New Sold: Reinv. of Shares Redeemed and
Month of Sales (Incl. of Dividends Sold: Repurchased
Current Period Exchanges) & Distributions Other (Incl. Exchanges)
(000's omitted) (000's omitted)
A) First month of period $ 0 $ 0 $ 0 $ 0
B) Second month of period $ 0 $ 0 $ 0 $ 0
C) Third month of period $ 0 $ 0 $ 0 $ 0
D) Fourth month of period $ 0 $ 0 $ 0 $ 0
E) Fifth month of period $ 0 $ 0 $ 0 $ 0
F) Sixth month of period $ 0 $ 0 $ 0 $ 0
G) Total $ 0 $ 0 $ 0 $ 0
H) Total NAV of Registrant's/Series' share sales during the
period subject to a sales load (000's omitted) $ 0
(Note: 28H is the total of six months and must be
less than or equal to 28G1 + 28G2 + 28G3)
SCREEN NUMBER: 17
This page being
filed for series 0.
29. Was a front-end sales load deducted from any share sales
during the reporting period? (Y or N) -------------------------
NOTE: If answer is 'N' (No), please jump to Screen Number 20.
30.A) Total front-end sales loads collected from sales
(including exchanges) by principal underwriter
or by any underwriter which is an affiliated
person of the principal underwriter, of
Registrant's/Series' shares during the
current period (000's omitted) ------------------------------ $ 0
B) What is the maximum sales load rate in effect at the end of
the period as a percentage of the offering price? ----------- 0.00%
C) What is the minimum sales load rate in effect at the end of
the period as a percentage of the offering price? ----------- 0.00%
SCREEN NUMBER: 18
This page being
filed for series 0.
31.A) Net amount retained by Registrant's/Series' principal underwriter
or by any underwriter or dealer which is an affiliated person of the
principal underwriter thereof from front-end sales loads collected
from sales of Registrant's/Series' shares during the current period
($000's omitted). ------------------------------------ $ 0
31.B) Amount by which payout by Registrant's/Series' principal underwriter or
by any underwriter which is an affiliated person of the principal under-
writer thereof to persons or entities selling Registrant's/Series' shares
exceeded that reported in Item 30 ($000's omitted). -- $ 0
32. Amount Registrant's/Series' principal underwriter and any underwriters
or dealers which are affiliated persons of the principal underwriter paid
to dealers which are not affiliated persons of the principal underwriter
for selling Registrant's/Series' shares that were sold with a front-end
sales load during current period ($000's omitted). --- $ 0
33. Amount paid to a captive retail sales force of Registrant's/Series'
principal underwriter or of any underwriter or dealer which is an af-
filiated person of the principal underwriter for selling Registrant's
shares that were sold with a front-end sales load during current period
($000's omitted). ------------------------------------ $ 0
SCREEN NUMBER: 19
This page being
filed for series 0.
34. Did Registrant/Series impose a deferred or contingent
deferred sales load during the reporting period? (Y or N) ------
NOTE: If answer is 'N' (No), skip the remaining questions on this screen
and proceed to Screen Number 21.
35. Total deferred or contingent deferred sales loads collected
during current period from redemptions and repurchases of
Registrant's/Series' shares ($000's omitted) ------------------ $ 0
36.A) Did Registrant/Series retain all monies collected from the
deferred or contingent deferred sales loads during the
reporting period? (Y or N) -----------------------------------
B) If the answer to sub-item 36A is 'N' (No), state the net
amount Registrant/Series retained from deferred or
contingent deferred sales loads ($000's omitted) ------------ $ 0
SCREEN NUMBER: 20
This page being
filed for series 0.
37. Did Registrant/Series impose a redemption fee other than a deferred
or contingent sales load during the reporting period? (Y or N) ---
NOTE: If answer is 'N' (No), go to item 39.
38. Total amount of redemption fees other than deferred or contingent
deferred sales loads collected from redemptions and repurchases of
Registrant's/Series' shares during the current period.
($000's omitted) ------------------------------------------------- $ 0
39. Were any account maintenance fees or other administrative fees imposed
directly on shareholders during the current period? (Y or N) -----
40. During the period, did the Registrant/Series have a plan of
distribution adopted pursuant to rule 12b-1? (Y or N) ------------
NOTE: If answer is 'N' (No), jump to Screen 23 for your next screen.
41. During the period, did Registrant/Series use its assets directly
to make payments under the 12b-1 plan? (Y or N) ------------------
NOTE: If answer is 'N' (No), go to next screen (Screen 22)
and begin answering at question 44.
SCREEN NUMBER: 21
This page being
42. For the current period, indicate the filed for series 0.
percentage of total dollars paid directly
by Registrant/Series under the 12b-1 plan for each of the following:
(Round to the nearest whole percent)
A) Advertising ------------------------------------------------- 0%
B) Printing and mailing of prospectuses to other than
current shareholders ---------------------------------------- 0%
C) Payments to underwriters ------------------------------------ 0%
D) Payments to brokers or dealers ------------------------------ 0%
E) Direct payments to sales personnel -------------------------- 0%
F) Payments to banks and savings and loans --------------------- 0%
G) Other uses, incl. payments to investment adviser
separate from the advisory fee ------------------------------ 0%
H) Unallocated payments made for a combination of such services 0%
43. Total amount paid directly by Registrant/Series pursuant
to its 12b-1 plan ($000's omitted) ---------------------------- $ 0
44. If an investment adviser or other affiliated person of Registrant/Series
made unreimbursed payments pursuant to Registrant's/Series' 12b-1 plan,
state the total amount of such payments. ($000's omitted) ----- $ 0
SCREEN NUMBER: 22
Contracts This page being
filed for series 0.
45. Did Registrant/Series have an advisory contract during the period?
(If 'N' (No), jump to screen 26 for your next screen.) --------------- Y
46. Did Registrant/Series pay more than one investment adviser directly
for investment advice during the period? (If 'Y' (Yes), answer items
47-52 in the aggregate for all such investment advisers.) ------------ N
47. Was Registrant's/Series' advisory fee based solely on a percentage of
its assets? (Y or N) ------------------------------------------------- Y
48. If answer to 47 is 'Y' (Yes), fill in the table or the single fee rate
applied to Registrant's/Series' assets based on the advisory contract.
SINGLE FEE RATE ------- 0.200%
STEP: ASSET VALUE ($000's omitted) ANNUAL FEE RATE
A) first - $ 0 0.000%
B) of next - $ 0 0.000%
C) of next - $ 0 0.000%
D) of next - $ 0 0.000%
E) of next - $ 0 0.000%
F) of next - $ 0 0.000%
G) of next - $ 0 0.000%
H) of next - $ 0 0.000%
I) of next - $ 0 0.000%
J) of next - $ 0 0.000%
K) over - $ 0 0.000%
SCREEN NUMBER: 23
This page being
ADVISORY FEE filed for series 0.
(Y or N)
49. Was Registrant's/Series' advisory fee during the period based
solely on a percentage of its income? -------------------------- N
50. Was Registrant's/Series' advisory fee during the period based
on some combined percentage of its income & assets? ------------ N
51. Was Registrant's/Series' advisory fee during the period based
in whole or in part on its investment performance? ------------- N
52. Was Registrant's/Series' advisory fee during the period based
in whole or in part upon the assets, income or performance of
other registrants? --------------------------------------------- N
53.A) Were the expenses of the Registrant/Series limited or re-
duced at any time during the period by some agreement or
understanding other than by blue sky laws? ------------------- N
[ If 53A is 'Y' (Yes), was limitation that applied during
current period based upon: ]
B) Assets? C) Income? (Y or N)
SCREEN NUMBER: 24
This page being
filed for series 0.
54. Indicate below whether services were supplied or paid for wholly or in
substantial part by investment adviser(s) or administrator(s) in
connection with the advisory or administrative contract(s) but for which
the adviser(s) or administrator(s) are not reimbursed by the Registrant:
(Y or N)
A) Occupancy and office rental ------------------------------------------ Y
B) Clerical and bookkeeping services ------------------------------------ Y
C) Accounting services -------------------------------------------------- Y
D) Services of independent auditors ------------------------------------- N
E) Services of outside counsel ------------------------------------------ N
F) Registration and filing fees ----------------------------------------- N
G) Stationery, supplies and printing ------------------------------------ N
H) Salaries & compensation of Registrant's interested directors --------- Y
I) Salaries & compensation of Registrant's disinterested directors ------ N
J) Salaries & compensation of Registrant's officers who are not directors Y
K) Reports to current shareholders -------------------------------------- N
L) Determination of offering and redemption prices ---------------------- N
M) Trading department --------------------------------------------------- Y
N) Prospectus preparation and printing for current shareholders --------- N
O) Other ---------------------------------------------------------------- N
SCREEN NUMBER: 25
This page being
filed for series 0.
MISCELLANEOUS INFORMATION
55. Did Registrant/Series have any of the following
outstanding at any time during the current period (Y or N)
which exceeded 1% of aggregate net assets?
A) Overdrafts -------------------------------------------------- N
B) Bank Loans -------------------------------------------------- N
56. During the period did the Registrant's/Series' investment adviser(s)
have advisory clients other than investment companies? --------- Y
57. Did the Registrant/Series adjust the number of its shares
outstanding by means of a stock split or stock dividend? ------- N
SCREEN NUMBER: 26
This page being
CLASSIFICATION filed for series 0.
(Y or N)
58.A) Is Registrant/Series a separate account of an insurance company? N
If answer is 'Y' (Yes), are any of the following types
of contracts funded by the Registrant:
B) Variable annuity contracts? ---------------------------------
C) Scheduled premium variable life contracts? ------------------
D) Flexible premium variable life contracts? -------------------
E) Other types of insurance products registered under
the Securities Act of 1933? ---------------------------------
59. Is Registrant/Series a management investment company? ------------ Y
60.A) Was Registrant/Series a diversified investment company at any
time during the reporting period? ------------------------------ Y
B) Is Registrant/Series a diversified investment company as of the
end of the reporting period? ----------------------------------- Y
61. What is the lowest minimum initial investment required by
Registrant/Series from an investor that is not an employee or
otherwise affiliated with the Registrant/Series, its adviser,
principal underwriter or other affiliated entity? $ 0
SCREEN NUMBER: 27
62.A) Does the Registrant/Series invest primarily in This page being
debt securities, including convertible debt filed for series 0.
securities, options & futures on debt
securities or indices of debt securities? (Y or N) ----------- Y
NOTE: If answer is 'N' (No), jump to Screen Number 30.
If answer is 'Y' (Yes), state the percentage of net assets
in each type at the end of the current period:
SHORT-TERM MATURITIES
B) U.S. Treasury 0.0% C) U.S. Government Agency 0.0%
D) Repurchase agreements 81.8% F) Bank Certificates of
E) State and Municipal tax-free 0.0% deposit-Domestic 0.0%
G) Bank Certificates of deposit-Foreign 0.0% H) Bankers acceptances 0.0%
I) Commercial paper taxable 0.0% J) Time deposits 0.0%
K) Options 0.0% L) All other 0.0%
INTERMEDIATE & LONG-TERM MATURITIES
M) U.S. Treasury 0.0% N) U.S. Government Agency 0.0%
O) State and Municipal tax-free 0.0% P) Corporate 0.0%
Q) All other 0.0%
R) Investments other than debt securities 0.0%
SCREEN NUMBER: 28
This page being
filed for series 0.
63. State the dollar weighted average portfolio maturity at the end of the
period covered by this report in days or, if longer than 1 yr.,
in years to one decimal place: A: 1 days
B: 0.0 years
64.A) Is the timely payment of principal and interest on any of the
instruments listed in item 62 insured or guaranteed by an entity
other than the issuer? (Y or N) ----------------------------------- Y
B) Is the issuer of any instrument covered in item 62 delinquent or
in default as to payment of principal or interest at the end of
the current period? (Y or N) -------------------------------------- N
[If answer is 'N' (No), jump to screen 30 for your next screen.]
65. In computations of NAV per share, is any part of the value
attributed to instruments identified in sub-item 64B derived
from insurance or guarantees? (Y or N) ------------------------------
SCREEN NUMBER: 29
66.A) Is the Registrant/Series a fund that This page being
usually invests in equity securities, filed for series 0.
options & futures on equity securities,
indices of equity securities or securities
convertible into equity securities? ----------------------------- N
If answer is 'N', go to item 67. Otherwise place a 'Y' on the line below which
best describes its primary investment objective (place an 'N' on other lines).
B) Aggressive capital appreciation ---------------------------
C) Capital appreciation --------------------------------------
D) Growth ----------------------------------------------------
E) Growth and income -----------------------------------------
F) Income ----------------------------------------------------
G) Total return ----------------------------------------------
67. Is the Registrant/Series a balanced fund? (Y or N) ---------------- N
68. Does the Registrant/Series have more than 50% of its net assets
at the end of the current period invested in:
A) The securities of issuers engaged primarily in the pro-
duction or distribution of precious metals? (Y or N) ------ N
B) The securities of issuers located primarily in countries
other than the United States? (Y or N) -------------------- N
69. Is the Registrant/Series an index fund? (Y or N) ------------------ N
SCREEN NUMBER: 30
This page being
INVESTMENT PRACTICES filed for series 0.
70. Activity Permitted by invest- Engaged in
ment policies? this period?
(Y or N) (Y or N)
A) Writing or investing in repurchase agreements Y Y
B) Writing or investing in options on equities N N
C) Writing or investing in options on debt securities Y N
D) Writing or investing in options on stock indices N N
E) Writing or investing in interest rate futures Y N
F) Writing or investing in stock index futures N N
G) Writing or investing in options on futures Y N
H) Writing or investing in options on stock index futures N N
I) Writing or investing in other commodity futures N N
J) Investments in restricted securities Y N
K) Investments in shares of other investment companies N N
L) Investments in securities of foreign issuers Y N
M) Currency exchange transactions N N
N) Loaning portfolio securities Y N
O) Borrowing of money Y Y
P) Purchases/sales by certain exempted affiliated persons Y N
Q) Margin purchases N N
R) Short selling Y N
SCREEN NUMBER: 31
This page being
71. Portfolio turnover rate for the current filed for series 0.
reporting period
A) Purchases ($000's omitted) ---------------------------------- $ 176694
B) Sales [including all maturities] ($000's omitted) ----------- $ 199251
C) Monthly average value of portfolio ($000's omitted) --------- $ 11104
D) Percent turnover (use lesser of 71A) or 71B) divided by 71C)) 1591%
NOTE: Item 71D) should be a whole number; round if necessary.
FINANCIAL INFORMATION
72.A) How many months do the answers to 72 and 73 cover? ----------- 6 months
INCOME (000's omitted)
B) Net interest income ----------------------------------------- $ 16704
C) Net dividend income ----------------------------------------- $ 0
D) Account maintenance fees ------------------------------------ $ 0
E) Net other income -------------------------------------------- $ 0
EXPENSES
F) Advisory fees ----------------------------------------------- $ 416
G) Administrator(s) fees --------------------------------------- $ 292
(Negative answers are allowed)
H) Salaries and other compensation ----------------------------- $ 0
SCREEN NUMBER: 32
This page being
FINANCIAL INFORMATION (Cont. from Screen 32) filed for series 0.
EXPENSES (Negative answers are allowed) For the period covered by this form
($000's omitted)
72.I) Shareholder servicing agent fees ------------------- $ 20
J) Custodian fees ------------------------------------- $ 41
K) Postage -------------------------------------------- $ 0
L) Printing expenses ---------------------------------- $ 60
M) Directors' fees ------------------------------------ $ 27
N) Registration fees ---------------------------------- $ 29
O) Taxes ---------------------------------------------- $ 1
P) Interest ------------------------------------------- $ 3841
Q) Bookkeeping fees paid to anyone
performing this service ---------------------------- $ 0
R) Auditing fees -------------------------------------- $ 4
S) Legal fees ----------------------------------------- $ 205
T) Marketing/distribution payments including
payments pursuant to a rule 12b-1 plan ------------- $ 0
U) Amortization of organization expenses -------------- $ 7
V) Shareholder meeting expenses ----------------------- $ 0
W) Other expenses ------------------------------------- $ 1750
X) Total expenses ------------------------------------- $ 6693
SCREEN NUMBER: 33
This page being
FINANCIAL INFORMATION (Cont. from Screen 33) filed for series 0.
EXPENSES (Negative answers are allowed For the period covered by this form
on this screen for 72Z only) ($000's omitted)
72.Y) Expense reimbursements ----------------------------- $ 0
Z) Net investment income ------------------------------ $ 10011
AA) Realized capital gains ----------------------------- $ 1309
BB) Realized capital losses ---------------------------- $ 0
CC) 1. Net unrealized appreciation during the period --- $ 0
2. Net unrealized depreciation during the period --- $ 1811
DD) 1. Total income dividend for which record date
passed during the period ------------------------ $ 9494
2. Dividends for a second class of open-end
company shares -----------------------------------$ 0
EE) Total capital gains distributions for which
record date passed during the period --------------- $ 0
73. Distributions per share for which record date passed during the period:
NOTE: Show in fractions of a cent if so declared.
A) 1. Dividends from net investment income ------------ $ 0.1700
2. Dividends for a second class of open-end
company shares ---------------------------------- $ 0.0000
B) Distribution of capital gains ---------------------- $ 0.0000
C) Other distributions -------------------------------- $ 0.0000
SCREEN NUMBER: 34
This page being
filed for series 0.
As of the end of current reporting
74. Condensed balance sheet data: period (000's omitted except
for per share amounts)
A) Cash ----------------------------------------------- $ 0
B) Repurchase agreements ------------------------------ $ 340385
C) Short-term debt securities other than
repurchase agreements ------------------------------ $ 0
D) Long-term debt securities including
convertible debt------------------------------------ $ 0
E) Preferred, convertible preferred, and
adjustable rate preferred stock -------------------- $ 0
F) Common stock --------------------------------------- $ 0
G) Options on equities -------------------------------- $ 0
H) Options on all futures ----------------------------- $ 0
I) Other investments ---------------------------------- $ 0
J) Receivables from portfolio instruments sold -------- $ 73500
K) Receivables from affiliated persons ---------------- $ 0
L) Other receivables ---------------------------------- $ 2446
M) All other assets ----------------------------------- $ 0
N) Total assets --------------------------------------- $ 416331
SCREEN NUMBER: 35
This page being
(Continued from Screen 35) filed for series 0.
Condensed balance sheet data: As of the end of current reporting
period (000's omitted except for per
share amounts and number of accounts)
74.O) Payables for portfolio instruments purchased ----------------- $ 0
P) Amounts owed to affiliated persons --------------------------- $ 116
Q) Senior long-term debt ---------------------------------------- $ 0
R) Other liabilities: 1. Reverse repurchase agreements --------- $ 0
2. Short sales --------------------------- $ 0
3. Written options ----------------------- $ 0
4. All other liabilities ----------------- $ 75
S) Senior equity ------------------------------------------------ $ 0
T) Net assets of common shareholders ---------------------------- $ 416140
U) 1. Number of shares outstanding ------------------------------ 56968
2. Number of shares outstanding of a second class of shares
of open-end company --------------------------------------- 0
V) 1. Net asset value per share (to nearest cent) --------------- $ 7.30
2. Net asset value per share of a second class of open-end
company shares (to nearest cent) -------------------------- $ 0.00
W) Mark-to-market net asset value per share
for money market funds only (to 4 decimals) ------------------ $ 0.0000
X) Total number of shareholder accounts ------------------------- 27063
Y) Total value of assets in segregated accounts ----------------- $ 0
SCREEN NUMBER: 36
This page being
filed for series 0.
75. Average net assets during the current reporting period
($000's omitted). Answer only one:
A) Daily average (for money market funds) ----------------------- $ 0
B) Monthly average (for all other funds) ----------------------- $ 415361
76. Market price per share at end of period (closed-end funds only) $ 7.25
SCREEN NUMBER: 37
77.A) Is the Registrant filing any of the following attachments
with the current filing of Form N-SAR? (ANSWER FOR ALL
SERIES AS A GROUP) (Y or N) ------------------------------- Y
NOTE: If answer is 'Y' (Yes), mark those items
below being filed as an attachment to this Filed as
form or incorporated by reference. Attachment
B) Accountant's report on internal control ------------------- N
C) Matters submitted to a vote of security holders ----------- N
D) Policies with respect to security investment -------------- N
E) Legal proceedings ----------------------------------------- Y
F) Changes in security for debt ------------------------------ N
G) Defaults and arrears on senior securities ----------------- N
H) Changes in control of Registrant -------------------------- N
I) Terms of new or amended securities ------------------------ N
J) Revaluation of assets or restatement of
capital share account ------------------------------------- N
K) Changes in Registrant's certifying account ---------------- N
L) Changes in accounting principles and practices ------------ N
M) Mergers --------------------------------------------------- N
N) Actions required to be reported pursuant to Rule 2a-7 ----- N
O) Transactions effected pursuant to Rule 10f-3 -------------- N
P) Information required to be filed pursuant
to exemptive orders --------------------------------------- N
(Item 77 continued on next screen)
SCREEN NUMBER: 38
77. (Continued) Mark those items below being filed as
an attachment to this form or incorporated form Filed as
or incorporated by reference. Attachment
Q1) Exhibits -------------------------------------------------- Y
Q2) Any information called for by instructions to
sub-item 77Q2 --------------------------------------------- N
Q3) Any information called for by instructions to
sub-item 77Q3 --------------------------------------------- N
78. Does the Registrant have any wholly-owned investment company
subsidiaries whose operating & financial data are consolidated
with that of Registrant in this report? (Y or N) N
NOTE: If answer is 'N' (No), jump to Screen 41.
SCREEN NUMBER: 39
79. List the '811' numbers and names of Registrant's wholly owned
investment company subsidiaries consolidated in this report.
811 Number Subsidiary Name
811-
811-
811-
811-
811-
811-
811-
811-
811-
811-
Press Ctrl-Left Arrow for previous, Ctrl-Right Arrow for next/more.
SCREEN NUMBER: 40
ANNUAL SUPPLEMENT This page being
filed for series 0.
Screens 41 & 42 are to be filed only once each
year, at the end of Registrant's/Series' fiscal year.
80. Fidelity bond(s) in effect at the end of the period:
A) Insurer name:
B) Second insurer:
C) Aggregate face amount of coverage for Registrant/Series on
all bonds on which it is named as an insured (000's omitted): $ 0
81. A) Is the bond part of a joint fidelity bond(s) shared
with other investment companies, or other entities? (Y or N) -
B) If answer to 81A is 'Y' (Yes), how many other
investment companies, or other entities are covered by the bond?
(Count each series as a separate investment company.) -------- 0
82. A) Does the mandatory coverage of the fidelity bond
have a deductible? (Y or N) ----------------------------------
B) If the answer to 82A is 'Y' (Yes), what is the
amount of the deductible? ($000's omitted) ------------------ $ 0
SCREEN NUMBER: 41
ANNUAL SUPPLEMENT (Continued) This page being
filed for series 0.
83.A) Were any claims with respect to this Registrant/
Series filed under the bond during the period? (Y or N) --------
B) If the answer to 83 A) is 'Y' (Yes), what was the
total amount of such claims? ($000's omitted) ----------------- $ 0
84.A) Were any losses incurred with respect to this
Registrant/Series that could have been filed as a
claim under the fidelity bond but were not? (Y or N) -----------
B) If the answer to 84 A) is 'Y' (Yes), what was the
total amount of such losses? ($000's omitted) ----------------- $ 0
85.A) Are Registrant's/Series' officers and directors
covered as officers and directors of Registrant/Series
under any errors and omissions insurance policy
owned by the Registrant/Series or anyone else (Y or N) ---------
B) Were any claims filed under such policy during the
period with respect to the Registrant/Series? (Y or N) ---------
SCREEN NUMBER: 42
Closed-End Investment Companies Only
86. Sales, repurchases, and redemptions of
Registrant's securities:
Number of Shares Net
or Principal Consideration
Amount of Debt Received or Paid
($000's omitted) ($000's omitted)
Common Stock:
A) Sales 0 $ 0
B) Repurchases 0 $ 0
Preferred Stock:
C) Sales 0 $ 0
D) Repurchases and Redemptions 0 $ 0
Debt Securities
E) Sales $ 0 $ 0
F) Repurchases and Redemptions $ 0 $ 0
SCREEN NUMBER: 43
Closed-End Investment Companies Only
87. Securities of Registrant registered on a
national securities exchange or listed
on NASDAQ:
CUSIP or Ticker
Title of each class of securities NASDAQ No. Symbol
A) COMMON STOCK 448916106 HTA
B)
C)
88. Did Registrant have any of the following outstanding which exceeded 1%
of aggregate net assets at any time during the period?
(Y or N)
A) Notes or bonds ------------------------------ N
B) Uncovered options --------------------------- N
C) Margin loans -------------------------------- N
D) Preferred stock ----------------------------- N
SCREEN NUMBER: 44
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000890336
<NAME> HYPERION 1997 TERM TRUST, INC.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAY-31-1998
<PERIOD-START> JUN-1-1997
<PERIOD-END> NOV-30-1997
<INVESTMENTS-AT-COST> 340385000
<INVESTMENTS-AT-VALUE> 340385000
<RECEIVABLES> 75945922
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 282
<TOTAL-ASSETS> 416331204
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 191160
<TOTAL-LIABILITIES> 191160
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 549143512
<SHARES-COMMON-STOCK> 56968027
<SHARES-COMMON-PRIOR> 56968027
<ACCUMULATED-NII-CURRENT> 12506647
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (145510115)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 416140044
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 16704042
<OTHER-INCOME> 0
<EXPENSES-NET> 6693195
<NET-INVESTMENT-INCOME> 10010847
<REALIZED-GAINS-CURRENT> 1308594
<APPREC-INCREASE-CURRENT> (1811144)
<NET-CHANGE-FROM-OPS> 9508297
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 9493645
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 14652
<ACCUMULATED-NII-PRIOR> 11989445
<ACCUMULATED-GAINS-PRIOR> (146818709)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 416499
<INTEREST-EXPENSE> 3840655
<GROSS-EXPENSE> 6693195
<AVERAGE-NET-ASSETS> 415360564
<PER-SHARE-NAV-BEGIN> 7.30
<PER-SHARE-NII> .18
<PER-SHARE-GAIN-APPREC> (.01)
<PER-SHARE-DIVIDEND> (.17)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 7.30
<EXPENSE-RATIO> 1.37
<AVG-DEBT-OUTSTANDING> 137249613
<AVG-DEBT-PER-SHARE> 2.41
</TABLE>
HYPERION 1997 TERM TRUST, INC. (the "Trust")
LITIGATION
During the months of October and November of
1993, several purported class action lawsuits
were instituted against the Trust and its
directors, officers, directors and underwriters
by certain shareholders of the Trust in the
United States District Court, Southern District
of New York.
The plaintiffs in those actions generally
alleged that the defendants made inadequate and
misleading disclosure in the registration
statements and prospectuses for the Trust, in
particular, as such disclosure relates to the
nature and risks of "interest-only mortgage
strip securities" and the Trust's investment in
those instruments. A Pre-Trial Order of
Consolidation dated December 27, 1993
consolidated all these actions under the
caption In Re: Hyperion Securities Litigation
Master File No. 93-CIV-7179 (MBM). Pursuant to
the terms of the Order of Consolidation, one
consolidated amended complaint was served upon
the Trust and the other defendants which
superseded all other complaints previously
filed. Hyperion Capital Management, Inc. (the
"Advisor") was then named as a defendant in the
consolidated action.
On April 8, 1994, the defendants moved to
dismiss the consolidated complaint. Pursuant
to an order dated October 3, 1994, the Court
stayed all discovery in the Action except for
certain limited document discovery. In
November 1994, while the motion to dismiss was
still pending, plaintiffs filed a second
consolidated amended complaint which superseded
the first amended complaint. The allegations
in the second consolidated complaint related to
the accuracy of the defendants' representations
to investors about the Trust's investment
objectives, and level and adequacy of the
disclosure in each prospectus for the Trust
used in connection with their initial public
offerings. Defendants moved to dismiss the
second consolidated amended complaint in
December 1994.
Judge Michael B. Mukasey issued an opinion and
order dated July 12, 1995 dismissing the second
consolidated amended complaint without leave to
replead (granted 93 CIV 7179; July 18, 1995).
The plaintiffs filed a motion to reargue on
July 27, 1995 and Judge Mukasey denied the
motion to reargue on September 6, 1995.
Plaintiffs filed a notice of appeal to the U.S.
Court of Appeals for the Second Circuit
("Second Circuit") on August 17, 1995. On
October 15, 1996, a three judge panel of the
Second Circuit in a two to one vote upheld
Judge Michael B. Mukasey's July 12, 1995
opinion and order dismissing with prejudice
plaintiffs' second consolidated amended
complaint for failure to identify any
misrepresentations or misleading omissions in
the registration statement and prospectus for
the Trust. Appellants filed a petition for
rehearing and suggestion for rehearing in banc
by the entire appellate court on October 29,
1996.
On January 7, 1997, the Second Circuit denied
the plaintiff's petition for rehearing and
suggestion for rehearing in banc. On April 7,
1997, plaintiffs filed a petition for a writ of
certiorari in the Supreme Court of the United
States, October Term 1996, Index No. 96-1592,
which was denied on June 9, 1997.
The Trust, its directors, certain of its
officers and underwriters were named as
defendants in Moelis v. Hyperion 1997, et al.,
(hereafter referred to as "Moelis"), a
purported class action originally filed on May
6, 1994 in the United States District Court,
Southern District of New York (the "Court"),
Index No. 94-CIV-3328 (MBM). In July 1994,
plaintiffs filed an amended complaint that
added the Advisor as a named defendant. On
February 6, 1997, plaintiff filed a second
amended complaint. The claims in the Moelis
complaint allege, inter alia that the Trust
would invest or had invested in U.S. Treasury
Note commodity futures contracts in contrast to
the Trust's investment objectives. The Moelis
complaint also alleged that it was false and
misleading for the prospectus to state that,
"under current market conditions, the Trust
does not intend to engage in any futures,
options or interest rate hedging
transactions." On April 4, 1997, a memorandum
of law in support of defendants' motion to
dismiss the second amended complaint was filed
with the Court.
Based upon negotiations between the plaintiffs
and the defendants, Judge Michael B. Mukasey
executed an Order and Final Judgment approving
the settlement of the Moelis complaint, which
was docketed with the Court on October 21,
1997.
On June 21, 1996, the Trust and the Advisor
were named as defendants in Karpus v. Hyperion
Capital Management, Inc., et al., a purported
class action brought on behalf of the Trust's
shareholders that was filed in the United
States District Court for the Southern District
of New York (File No. 96-CIV-4671). On November
15, 1996, Judge Shira A. Scheindlin issued an
opinion and order dismissing the original
complaint with leave to amend, File No.
96-CIV-4671 (SAS).
On December 11, 1996, Karpus filed an amended
complaint which alleged (as did the original)
that the Trust failed to adhere to a
fundamental policy set forth in its
registration statement by failing to continue
to reduce the sensitivity to changes in
interest rates of the Trust portfolio beginning
in mid-1995, that this failure was reckless
behavior on the part of the defendants, and
that these actions constitute a violation of
the Investment Company Act of 1940 ("ICA '40"),
as amended, and are also breaches of fiduciary
duty and trust. The amended complaint sought
unspecified monetary damages, an accounting and
other relief. The amended complaint added the
allegation that the statement in the
registration statement regarding the reduction
of sensitivity to changes in interest rates was
"an untrue statement of material fact," and a
violation of the ICA '40.
On April 2, 1997, Judge Shira A. Scheindlin
issued an opinion and order dismissing the
amended complaint with prejudice and closed
this case. Plaintiff failed to file an appeal
within the time permitted for such filing.
Pursuant to the Underwriting Agreement between
the Trust and its underwriters, the Trust and
the Advisor have jointly and severally agreed
to indemnify the underwriters for their
liabilities, losses and costs directly related
to certain contents of the prospectus and
registration statement of the Trust. The
underwriters have provided notification to the
Trust and the Advisor that they intend to
exercise their rights of indemnification in the
event that they are subject to liabilities,
costs or losses that are covered by the
indemnity. In addition, pursuant to the
Investment Advisory Agreement between the Trust
and the Advisor, the Advisor is indemnified for
all of its liabilities, losses and costs in
connection with any matter involving the Trust,
except for actions relating to the gross
negligence, willful malfeasance or fraud of the
Advisor. In addition, the Trust's Articles of
Incorporation provide for the indemnification
of its Directors. The Trust's Directors and
Advisor have also notified the Trust of their
intention to seek indemnification. The Trust
has incurred litigation expenses for the year
ended November 30, 1997 to the indemnified
parties noted above, based upon amounts which
are deemed reimbursable in accordance with the
indemnification provisions. Pursuant to these
indemnification provisions, the Trust
reimbursed $209,036 of litigation expenses to
the Advisor during the year ended November 30,
1997. This amount was previously advanced by
the Advisor on behalf of the Trust, its
directors, certain of its officers and
underwriters. The Trust has included these
amounts in legal fees.
HYPERION 1997 TERM TRUST, INC. (the"Registrant")
Amended Form N-SAR for the period ending November 30, 1997
File Number 811-07072
This report is signed on behalf of the Registrant in the City
of New York and the State of New York on the 5th day of
February, 1998.
HYPERION 1997 TERM TRUST, INC.
By: /s/ Clifford E. Lai
Clifford E. Lai
President
Witness: /s/Joseph Tropeano
Joseph Tropeano
Assistant Secretary
