As filed with the Securities and Exchange Commission on October 10, 1996
Registration No. 33-67148; 811-7948
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |_|
Post-Effective Amendment No. 10 |X|
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |_|
Amendment No. 13 |X|
(Check appropriate box or boxes)
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THE GRIFFIN FUNDS, INC.
(Exact Name of Registrant as specified in Charter)
5000 Rivergrade Road
Irwindale, California 91706
(Address of Principal Executive Offices, including Zip Code)
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Registrant's Telephone Number, including Area Code: (800) 333-4437
William A. Hawkins
5000 Rivergrade Road
Irwindale, California 91706
(Name and Address of Agent for Service)
With a copy to:
Robert M. Kurucza, Esq.
Morrison & Foerster LLP
2000 Pennsylvania Ave., N.W., Suite 5500
Washington, D.C. 20006
It is proposed that this filing will become effective (check appropriate box):
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|X| Immediately upon filing pursuant to Rule 485(b), or |_| on (date) pursuant to Rule 485(b), or
|_| 60 days after filing pursuant to Rule 485(a), or |_| on (date) pursuant to Rule 485(a)(1), or
|_| 75 days after filing pursuant to paragraph (a)(2), or |_| on (date) pursuant to paragraph (a)(2) of Rule 485
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If appropriate, check the following box:
|_| this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
No filing fee is required under the Securities Act of 1933 because an indefinite
number of shares of the Registrant's Common Stock, par value $.001 per share,
has previously been registered pursuant to Rule 24f-2 under the Investment
Company Act of 1940, as amended. The Registrant will file on or about October
31, 1996 the notice required by Rule 24f-2 for its fiscal year ended September
30, 1996.
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Explanatory Note
The Registrant is filing this Post-Effective Amendment No. 10 to
amend the Company's Registration Statement with respect to its multiple class
funds by adding a plan adopted by the Company's Board of Directors pursuant to
Rule 18f-3 under the Investment Company Act of 1940 to the Exhibits contained as
part of Item 24 therein and to include a copy of the plan in such registration
statement. This Post-Effective Amendment does not otherwise affect
Post-Effective Amendment No. 9 to the Company's Registration Statement
concerning Griffin Money Market Fund, Griffin Tax-Free Money Market Fund,
Griffin Short-Term Bond Fund, Griffin U.S. Government Income Fund, Griffin
Municipal Bond Fund, Griffin California Tax-Free Fund, Griffin Bond Fund,
Griffin Growth & Income Fund and Griffin Growth Fund currently in effect.
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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 the
requirements for effectiveness of this Post-Effective Amendment to the
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933
and has duly caused this Amendment to its Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of
Irwindale, State of California on the 7th day of October, 1996.
THE GRIFFIN FUNDS, INC.
By: /s/ William A. Hawkins
William A. Hawkins
President
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment to the Registration Statement has been signed below by
the following persons in the capacities and on the date indicated:
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SIGNATURES TITLE DATE
/s/ William A. Hawkins Director, Principal Executive October 7, 1996
- ---------------------- Officer, Principal Financial
William A. Hawkins Officer and Principal
Accounting Officer
* Director October 7, 1996
- ----------------------------------
Herschel Cardin
* Director October 7, 1996
- ----------------------------------
Vincent F. Coviello
* Director October 7, 1996
- ----------------------------------
Carrol R. McGinnis
* Director October 7, 1996
- ----------------------------------
Morton O. Schapiro
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*By: /s/ William A. Hawkins
William A. Hawkins
Attorney-in-Fact
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POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears
below constitutes and appoints each of William A. Hawkins and Robert M. Kurucza
his true and lawful attorney-in-fact and agent with full power of substitution
and resubstitution, for him in his name, place and stead, in any and all
capacities, to sign the Registration Statement of The Griffin Funds, Inc., and
any and all amendments (including post-effective amendments) thereto and to file
the same, with any and all exhibits thereto and other documents in connection
therewith, with the Securities and Exchange Commission and such state securities
commissions as said attorney-in-fact and agent may deem necessary or
appropriate, granting unto said attorney-in-fact and agent full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in connection with the foregoing, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and confirming all
that said attorney-in-fact and agent may lawfully do or cause to be done by
virtue hereof.
Dated: September 24, 1996 /s/ Carrol R. McGinnis
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Carrol R. McGinnis
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THE GRIFFIN FUNDS, INC.
REGISTRATION NO. 33-67148; 811-7948
POST-EFFECTIVE AMENDMENT NO. 10 TO
REGISTRATION STATEMENT ON FORM N-1A UNDER
THE SECURITIES ACT OF 1933 AND
AMENDMENT NO. 13 UNDER THE INVESTMENT COMPANY ACT OF 1940
EXHIBIT INDEX
Exhibit Number Description
18 Rule 18f-3 Multi-Class Plan
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Exhibit 18
Rule 18f-3 Multi-Class Plan
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THE GRIFFIN FUNDS, INC.
RULE 18f-3 MULTI-CLASS PLAN
I. Introduction.
Pursuant to Rule 18f-3 under the Investment Company Act of 1940,
as amended (the "1940 Act"), the following sets forth the method for allocating
fees and expenses among each class of shares in the separate investment
portfolios of The Griffin Funds, Inc. (Registration Nos. 33-67148 and 811-7948)
(the "Company"). In addition, this Rule 18f-3 Multi-Class Plan (the "Plan") sets
forth the maximum initial sales loads, contingent deferred sales charges
("CDSCs"), Rule 12b-1 distribution fees, shareholder servicing fees, conversion
features, exchange privileges and other shareholder services applicable to a
particular class of shares of the separate investment portfolios. The Plan also
identifies expenses that may be allocated to a particular class of shares to the
extent they are actually incurred in a different amount by the class or relate
to a different kind or degree of services provided to the class.
The Company is an open-end series investment company registered
under the 1940 Act, the shares of which are registered on Form N-1A under the
Securities Act of 1933. The Company elects to offer multiple classes of shares
of the Funds pursuant to the provisions of Rule 18f-3 and the Plan rather than
pursuant to the exemptive order issued under Section 6(c) of the 1940 Act to The
Griffin Funds, Inc., Griffin Financial Investment Advisers ("Griffin Advisers")
(investment adviser of the Company) and Griffin Financial Services ("Griffin
Financial") (the principal underwriter of the Company) on February 24, 1994
(1940 Act Release No. 20095).
The Company currently offers the following nine separate Funds:
the Money Market Fund, the Tax-Free Money Market Fund, the U.S. Government
Income Fund, the Bond Fund, the Municipal Bond Fund, the California Tax-Free
Fund, the Growth & Income Fund, the Growth Fund and the Short-Term Bond Fund
(collectively, the "Funds"). All of the Funds except the Money Market Fund and
the Tax-Free Money Market Fund (collectively, the "Multi-Class Funds") are
authorized to issue two classes of shares -- Class A Shares and Class B Shares.
The differences between these classes are discussed below.
II. Allocation of Expenses.
A. Pursuant to Rule 18f-3 under the 1940 Act, the Company shall
allocate to each class of shares of a Multi-Class Fund (i) any fees and expenses
incurred by the Fund in connection with the distribution of such class of shares
under a distribution plan adopted for such class of shares pursuant to Rule
12b-1, and (ii) any fees and expenses incurred by the Fund under a shareholder
servicing plan in connection with the provision of shareholder services to the
holders of such class of shares.
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B. In addition, pursuant to Rule 18f-3, the Company may allocate
the following fees and expenses to a particular class of shares of a single
Multi-Class Fund:
1. transfer agent fees identified by the transfer agent
as being attributable to such class of shares;
2. printing and postage expenses related to preparing
and distributing materials such as shareholder
reports, notices, prospectuses, reports, and proxies
to current shareholders of such class or to
regulatory agencies with respect to such class of
shares;
3. blue sky registration or qualification fees and
expenses incurred by such class of shares;
4. Securities and Exchange Commission registration fees
incurred by such class of shares;
5. the expense of administrative personnel and services
as required to support the shareholders of such
class of shares;
6. litigation or other legal expenses relating to such
class of shares; and
7. fees of the Company's Directors incurred as result
of issues relating to such class of shares.
C. The initial determination of the class expenses that will be
allocated by the Company to a particular class of shares and any subsequent
changes thereto will be reviewed by the Board of Directors and approved by a
vote of the Directors of the Company, including a majority of the Directors who
are not interested persons of the Company.
D. So long as the Generic Comment letter issued by the Chief
Accountant of the Division of Investment Management of the Securities and
Exchange Commission ("SEC"), dated November 2, 1995, shall be the position of
the staff of the SEC with respect to the use of dual methodologies for
allocating income, realized and unrealized gains and losses and expenses among
classes of shares of Funds which declare distributions of net investment income
daily:
(i) income and expenses of Short-Term Bond Fund, U.S.
Government Income Fund, Municipal Bond Fund, California Tax-Free Fund and Bond
Fund not allocated to a particular class of any such Fund pursuant to this Plan
shall be allocated to each class of the Fund on the basis of the relative net
assets (settled shares), as defined in Rule 18f-3, of that class in relation to
the net assets of the Fund; and
(ii) realized and unrealized gains and losses of Short-
Term Bond Fund, U.S. Government Income Fund, Municipal Bond Fund, California
Tax-Free Fund and Bond Fund not allocated to a particular class of any such Fund
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pursuant to this Plan shall be allocated to each class of the Fund on the basis
of the net asset value of that class in relation to the net asset value of the
Fund.
E. Income, realized and unrealized capital gains and losses, and
any expenses of Growth & Income Fund and Growth Fund not allocated to a
particular class of any such Fund pursuant to this Plan shall be allocated to
each class of the Fund on the basis of the net asset value of that class in
relation to the net asset value of the Fund.
III. Class Arrangements.
The following summarizes the maximum initial sales loads, CDSCs,
Rule 12b-1 distribution fees, shareholder servicing fees, conversion features,
exchange privileges and other shareholder services applicable to a particular
class of shares of the Multi-Class Funds. Additional details and restrictions
regarding such fees and services are set forth in the relevant Fund's current
Prospectus and Statement of Additional Information.
A. Class A Shares -- Multi-Class Funds
1. Maximum Initial Sales Load:
(a) 4.50% with respect to shares of U.S. Government
Income Fund, Municipal Bond Fund, California Tax-Free Fund, Bond Fund, Growth &
Income Fund and Growth Fund
(b) 3.50% with respect to shares of Short-Term Bond Fund
2. Contingent Deferred Sales Charge: A CDSC of 1.00% of the
dollar amount equal to the lesser of (a) the net asset value ("NAV") at the time
of purchase of the Class A Shares being redeemed or (b) the NAV of such shares
at the time of redemption, is imposed on redemptions requested within one year
of purchases of $1,000,000 or more.
3. Maximum Annual Rule 12b-1 Distribution/Shareholder
Servicing Fee: 0.25% of average daily net assets attributable to Class A Shares.
4. Conversion Features: None
5. Exchange Privileges:
(a) Class A Shares of a Multi-Class Fund may be
exchanged for Class A Shares of any other Multi-Class Fund or shares of the
Money Market Fund or the Tax-Free Money Market Fund.
(b) From time to time, the Board of Directors of the
Company may modify, or ratify modifications to, the exchange privileges of Class
A Shares of a Fund without amending this Plan, provided that such exchange
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privileges, as modified, are described in the then-current prospectus for such
shares of such Fund.
6. Other Class-Specific Shareholder Services: None
B. Class B Shares -- Multi-Class Funds
1. Maximum Initial Sales Load: None
2. Contingent Deferred Sales Charge:
(a) Class B Shares of U.S. Government Income Fund,
Municipal Bond Fund, California Tax-Free Fund, Bond Fund, Growth & Income Fund
and Growth Fund which are redeemed within one, two, three, four, five or six
years of the date of receipt of a purchase order affecting such shares will be
subject to a CDSC equal to 5.00%, 4.00%, 3.00%, 3.00%, 2.00%, or 1.00%,
respectively, of the dollar amount equal to the lesser of (a) the NAV at the
time of purchase of the Class B Shares being redeemed or (b) the NAV of such
shares at the time of redemption.
(b) Class B Shares of Short-Term Bond Fund which are
redeemed within one, two, three or four years of the date of receipt of a
purchase order affecting such shares will be subject to a CDSC equal to 4.00%,
3.00%, 2.00% or 1.00%, respectively, of the dollar amount equal to the lesser of
(a) the NAV at the time of purchase of the Class B Shares being redeemed or (b)
the NAV of such shares at the time of redemption.
(c) No CDSC will be imposed on Class B Shares purchased
through reinvestment of dividends or capital gains distributions.
3. Maximum Annual Rule 12b-1 Distribution Fee: 0.75% of
average daily net assets attributable to Class B Shares.
4. Maximum Annual Shareholder Servicing Fee: 0.25% of
average daily net assets attributable to Class B Shares.
5. Conversion Features: Class B Shares of a Multi-Class Fund
that have been outstanding for six years will automatically convert to Class A
Shares of such Fund on the first day after the six year anniversary of the
issuance of the shares and, consequently, will no longer be subject to the
higher Rule 12b-1 fees applicable to Class B Shares. Such conversion will be on
the basis of the relative NAVs of the two classes, without the imposition of any
sales charge or other charge, except that the lower Rule 12b-1 fees applicable
to Class A Shares shall thereafter be applied to such converted shares.
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6. Exchange Privileges:
(a) Class B Shares of a Multi-Class Fund may be
exchanged for Class B Shares of any other Multi-Class Funds or shares of the
Money Market Fund or the Tax-Free Money Market Fund.
(b) From time to time, the Board of Directors of the
Company may modify, or ratify modifications to, the exchange privileges of Class
B Shares of a Fund without amending this Plan, provided that such exchange
privileges, as modified, are described in the then-current prospectus for such
shares of such Fund.
7. Other Class-Specific Shareholder Services: None
IV. Board Review.
The Board of Directors of the Company shall review this Plan as
frequently as it deems necessary. Prior to any material amendment(s) to this
Plan, the Company's Board of Directors, including a majority of the Directors
who are not interested persons of the Company, shall find that the Plan, as
proposed to be amended (including any proposed amendments to the method of
allocating class and/or fund expenses), is in the best interest of each class of
shares of the Fund individually and the Fund as a whole. In considering whether
to approve any proposed amendment(s) to the Plan, the Directors of the Company
shall request and evaluate such information as they consider reasonably
necessary to evaluate the proposed amendment(s) to the Plan.
Adopted by the Company effective August 15, 1996
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