As filed with the Securities and Exchange Commission on August 28, 1998
File Nos. 333-81754
811-8646
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 11
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 14
JURIKA & VOYLES FUND GROUP
(Exact Name of Registrant as Specified in its Charter)
1999 Harrison Street, Suite 700
Oakland, California 94612
(Address of Principal Executive Office)
(800) 852-1991
(Registrant's Telephone Number, Including Area Code)
KARL O. MILLS
1999 Harrison Street, Suite 700
Oakland, California 94612
(Name and Address of Agent for Service)
-------------------------
Approximate Date of Proposed Public Offering:
As soon as practicable after the effective date hereof.
It is proposed that this filing will become effective:
immediately upon filing pursuant to Rule 485(b)
---
on _____________, pursuant to Rule 485(b)
---
X 60 days after filing pursuant to Rule 485(a)
---
on _______________, pursuant to Rule 485(a)
---
Please Send Copy of Communications to:
DAVID A. HEARTH, ESQ.
Paul, Hastings, Janofsky & Walker LLP
345 California Street, 29th Floor
San Francisco, California 94104
(415) 835-1600
<PAGE>
JURIKA & VOYLES FUND GROUP
CONTENTS OF REGISTRATION STATEMENT
This registration statement contains the following documents:
Facing Sheet
Contents of Registration Statement
Cross-Reference sheets for Jurika & Voyles Fund Group
Part A
------
Supplement to Combined Prospectus for Jurika & Voyles Fund Group
Jurika & Voyles Mini-Cap Fund
Jurika & Voyles Value+Growth Fund
Jurika & Voyles Balanced Fund
Part B
------
Combined Statement of Additional Information - Incorporated by reference.
Jurika & Voyles Mini-Cap Fund
Jurika & Voyles Value+Growth Fund
Jurika & Voyles Balanced Fund
Part C
------
Other Information
Signature Page
Exhibits
<PAGE>
As filed with the Securities and Exchange Commission on August 28, 1998
Registration No: 33-81754
File No: 811-8646
- --------------------------------------------------------------------------------
PART A
SUPPLEMENT TO
COMBINED PROSPECTUS
Jurika & Voyles Fund Group
Mini-Cap Fund
Value+Growth Fund
Balanced Fund
- --------------------------------------------------------------------------------
The Combined Prospectus is incorporated by reference to Registrant's
Post-Effective Amendment No. 10 filed with the Commission on September 22, 1997.
<PAGE>
JURIKA & VOYLES FUND GROUP
Supplement to Prospectus dated September 22, 1997
-------------------------------------------------
August 31, 1998
The Jurika & Voyles Fund Group expects to implement, effective November 1, 1998,
a redemption fee equal to 1% of the proceeds from any redemption or exchange of
shares held for fewer than 30 days. An amendment to the prospectus has been
filed with the Securities and Exchange Commission to permit this fee.
This fee will not apply to any shares purchased on or before October 2, 1998, or
to any redemptions or exchanges out of the SSgA Money Market Fund. Shares
redeemed or exchanged will be matched against the longest-held shares for
purposes of determining your holding period (also known as the first-in,
first-out method).
We have decided to implement this fee because, in recent months, your mutual
funds have experienced a dramatic increase in shareholder transactions by
short-term investors, often known as "market timers." Their large purchases and
frequent redemptions increase shareholder expenses and cause the unnecessary
recognition of gains for shareholders. Our portfolio managers also find that
their long-term strategies are disrupted. This fee is intended to help
compensate longer-term shareholders for these costs.
<PAGE>
As filed with the Securities and Exchange Commission on August 28, 1998
Registration No: 33-81754
File No: 811-8646
- --------------------------------------------------------------------------------
PART B
COMBINED STATEMENT OF ADDITIONAL INFORMATION
Jurika & Voyles Fund Group
Mini-Cap Fund
Value+Growth Fund
Balanced Fund
- --------------------------------------------------------------------------------
The Combined Prospectus is incorporated by reference to Registrant's
Post-Effective Amendment No. 10 filed with the Commission on September 22, 1997.
<PAGE>
As filed with the Securities and Exchange Commission on August 28, 1998
Registration No: 33-81754
File No: 811-8646
- --------------------------------------------------------------------------------
PART C
of
Form N-1A
Registration Statement
Jurika & Voyles Fund Group
Mini-Cap Fund
Value+Growth Fund
Balanced Fund
- --------------------------------------------------------------------------------
<PAGE>
JURIKA & VOYLES FUND GROUP
--------------
FORM N-1A
--------------
PART C
--------------
Item 24. Financial Statements and Exhibits
(a) Financial Statements:
(1) Schedules of Investments as June 30, 1998, Statement of
Assets and Liabilities as of June 30, 1998, Statements of
Operations for the fiscal year ended June 30, 1998,
Financial Highlights for a Share Outstanding for Period from
Inception through June 30, 1998, Independent Auditor's
Report dated as of June 30, 1998, and Notes to Financial
Statements for the Jurika & Voyles Fund Group are
incorporated in Part B by reference to Registrant's Annual
Report to Shareholders for the fiscal year ended June 30,
1998.
(b) Exhibits:
(1) Agreement and Declaration of Trust.(1)
(2) By-Laws.(1)
(3) Voting Trust Agreement - Not applicable.
(4) Specimen Share Certificate - Not applicable.
(5) Form of Investment Management Agreement.(1)
(6) Form of Distribution Agreement.(2)
(7) Benefit Plan(s) - Not applicable.
(8) Form of Custodian Agreement.(2)
(9) a.) Form of Administration Services Agreement.(2)
b.) Form of Multiple Class Plan.(4)
c.) Shareholder Services Plan.(4)
(10) Consent and Opinion of Counsel as to legality of Shares.(3)
(11) Consent of Independent Public Accounts.
(12) Financial Statements omitted from Item 23 - Not applicable.
(13) Form of Subscription Agreement.(2)
(14) Model Retirement Plan Documents - Not applicable
(15) Form of Share Marketing Plan.(4)
(16) Performance Computation.(3)
(17) Power of Attorney.(2)
(27) Financial Data Schedule. - filed herewith
<PAGE>
- ----------
(1) Incorporated by reference to the Form N-1A Registration Statement filed on
July 21, 1994.
(2) Incorporated by reference to Pre-Effective Amendment No. 2 to the Form N-1A
Registration Statement filed on September 16, 1994.
(3) Incorporated by reference to Pre-Effective Amendment No. 3 to the Form N1-A
Registration Statement filed on September 26, 1994.
(4) Incorporated by reference to Post-Effective Amendment No. 7 to the Form
N1-A Registration Statement filed on April 1, 1997.
<PAGE>
Item 25. Persons Controlled by or Under Common Control with Registrant.
Jurika & Voyles, L.P. (The "Manager") is the manager of each series of
the Registrant. The Manager is affiliated with NVEST, L.P. ("NVEST"). NVEST is a
publicly traded limited partnership affiliated with Metropolitan Life Insurance
Company. NVEST is a holding company for several investment management firms
including Loomis, Sayles & Company, L.P., Reich & Tang Asset Management, L.P.,
Copley Real Estate Advisors, Inc., Back Bay Advisors, L.P., harris Associates,
L.P., Vaughan, Nelson Scarborough & McConnell, L.P., and Westpeak Investment
Advisors, L.P. Each of these investment management firms may manage investment
companies.
Item 26. Number of Holders of Securities
As of July 31, 1998 there were 1,151 shareholders in the Mini-Cap Fund,
238 shareholders in the Value+Growth Fund and 316 shareholders in the Balanced
Fund.
Item 27. Indemnification
Article VII of the Agreement and Declaration of Trust empowers the
Trustees of the Trust, to the full extent permitted by law, to purchase with
Trust assets insurance for indemnification from liability and to pay for all
expenses reasonably incurred or paid or expected to be paid by a Trustee or
officer in connection with any claim, action, suit or proceeding in which he or
she becomes involved by virtue of his or her capacity or former capacity with
the Trust.
Article VI of the By-Laws of the Trust provides that the Trust shall
indemnify any person who was or is a party or is threatened to be made a party
to any proceeding by reason of the fact that such person is and other amounts or
was an agent of the Trust, against expenses, judgments, fines, settlement and
other amounts actually and reasonable incurred in connection with such
proceeding if that person acted in good faith and reasonably believed his or her
conduct to be in the best interests of the Trust. Indemnification will not be
provided in certain circumstances, however, including instances of willful
misfeasance, bad faith, gross negligence, and reckless disregard of the duties
involved in the conduct of the particular office involved.
Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to the Trustees, officers and controlling persons
of the Registrant pursuant to the foregoing provisions 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 the
Securities Act of 1933 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 or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such Trustee, officer or controlling person in
connection with the securities being registered, 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 the Securities
Act of 1933 and will be governed by the final adjudication of such issue.
Item 28. Business and Other Connections of Investment Adviser.
Information about Jurika & Voyles is set forth in Part B under
"Management of the Funds."
<PAGE>
Item 29. Principal Underwriter.
(a) First Fund Distributors, Inc. is the principal underwriter for the
following investment companies or series thereof:
Advisors Series Trust
Guinness Flight Investment Funds
Fleming Capital Mutual Fund Group, Inc.
Fremont Mutual Funds, Inc.
Kayne Anderson Mutual Funds
Masters Select Investment Trust
O'Shaughnessy Funds, Inc.
PIC Investment Trust
Professionally Managed Portfolios -
- Academy Value Fund
- Avondale Total Return Fund
- Boston Balanced Fund
- Brandes Investment Funds
- Osterweis Fund
- Perkins Discovery Fund
- Perkins Opportunity Fund
- ProConscience Womens Equity Fund
- Trent Equity Fund
- Leonetti Balanced Fund
- Lighthouse Contrarian Fund
- U.S. Global Leaders Growth Fund
- Harris, Bretall, Sullivan & Smith Funds
- Pzena Focused Value Fund
- Titan Financial Services Fund
- PGP Korea Growth Fund
- PGP Asia Growth Fund
The Purisima Funds
Rainier Investment Management Mutual Funds
RNC Mutual Fund Group, Inc.
UBS Private Investor Funds
(b) The following information is furnished with respect to the
officers of First Fund Distributors, Inc.:
NAME AND PRINCIPAL POSITION AND OFFICES WITH FIRST POSITIONS AND OFFICES
BUSINESS ADDRESS* FUND DISTRIBUTORS, INC. WITH REGISTRANT
- ------------------ ------------------------------- ---------------------
Robert H. Wadsworth President and Treasurer Assistant Secretary
Steven J. Paggioli Vice President and Secretary None
Eric M. Banhazl Vice President Assistant Treasurer
* The principal business address of persons and entities listed is 4455
East Camelback Road, Suite 261E, Phoenix, AZ 85018.
Item 30. Location of Accounts and Records.
The accounts, books, or other documents required to be maintained by
Section 31(a) of the Investment Company Act of 1940 will be kept by the
Registrant's Transfer Agent, State Street Bank & Trust Co., 1776 Heritage,
Quincy, Massachusetts 02171, except those records relating to portfolio
transactions and the basic organizational and Trust documents of the Registrant
(see Subsections (2)(iii), (4), (5), (6), (7), (9), (10) and (11) of Rule
31a-1(b)), which will be kept by the Registrant at 1999 Harrison Street, Suite
700, Oakland, California 94612
<PAGE>
Item 31. Management Services.
There are no management-related service contracts not discussed in
Parts A and B.
Item 32. Undertakings.
(a) Registrant has undertaken to comply with Section 16(a) of the
Investment Company Act of 1940, as amended, which requires the prompt convening
of a meeting of shareholders to elect trustees to fill existing vacancies in the
Registrant's Board of Trustees in the event that less than a majority of the
trustees have been elected to such position by shareholders. Registrant has also
undertaken promptly to call a meeting of shareholders for the purpose of voting
upon the question of removal of any Trustee or Trustees when requested in
writing to do so by the record holders of not less than 10 percent of the
Registrant's outstanding shares and to assist its shareholders in communicating
with other shareholders in accordance with the requirements of Section 16(c) of
the Investment Company Act of 1940, as amended.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this amendment to
the Registration Statement on Form N-1Ato be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Los Angeles, and State of
California on the 28th day of August, 1998.
Jurika & Voyles Fund Group
By: Karl Olof Mills*
-------------------------
Karl Olof Mills
Chairman and Principal Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Amendment to
the Registration Statement has been signed below by the following person in the
capacities and on the date indicated.
/s/Karl Olof Mills* Chairman and Principal August 24, 1998
- ---------------------------- Executive Officer and Trustee
Karl Olof Mills
/s/Darlene T. DeRemer* Trustee August 24, 1998
- ----------------------------
Darlene T. DeRemer
/s/Bruce M. Mowat* Trustee August 24, 1998
- ----------------------------
Bruce M. Mowat
/s/Robert E. Bond* Trustee August 24, 1998
- ----------------------------
Robert E. Bond
/s/ William H. Plageman, Jr. Trustee August 24, 1998
- ----------------------------
William H. Plageman, Jr.
/s/ Judy G. Barber Trustee August 24, 1998
- ----------------------------
Judy G. Barber
/s/ Paul R. Witkay Trustee August 24, 1998
- ----------------------------
Paul R. Witkay
* By: /s/ Eric M. Banhazl
-----------------------------------
Eric M. Banhazl, pursuant
to a Power of Attorney as filed
with post-effective Amendment No. 2
<PAGE>
File Nos. 333-81754
811-8646
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------------
EXHIBITS
to
FORM N-1A
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
and
under
THE INVESTMENT COMPANY ACT OF 1940
-------------------------
Jurika & Voyles Fund Group
(Exact Name of Registrant as Specified in its Charter)
<PAGE>
Exhibit(s) Index
Exhibit No. Document Page No.
- ----------- -------- --------
(27) Financial Data Schedules
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 927380
<NAME> JURIKA & VOYLES FUND GROUP, INC.
<SERIES>
<NUMBER> 1
<NAME> BALANCED FUND
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-START> JUL-01-1997
<PERIOD-END> JUN-30-1998
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 57,989
<INVESTMENTS-AT-VALUE> 66,400
<RECEIVABLES> 1,585
<ASSETS-OTHER> 4
<OTHER-ITEMS-ASSETS> 2
<TOTAL-ASSETS> 67,991
<PAYABLE-FOR-SECURITIES> 1,221
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 89
<TOTAL-LIABILITIES> 1,310
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 55,995
<SHARES-COMMON-STOCK> 4,319
<SHARES-COMMON-PRIOR> 3,945
<ACCUMULATED-NII-CURRENT> 18
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 2,257
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 8,410
<NET-ASSETS> 66,681
<DIVIDEND-INCOME> 419
<INTEREST-INCOME> 1,648
<OTHER-INCOME> 0
<EXPENSES-NET> 695
<NET-INVESTMENT-INCOME> 1,372
<REALIZED-GAINS-CURRENT> 4,341
<APPREC-INCREASE-CURRENT> (177)
<NET-CHANGE-FROM-OPS> 5,537
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 1,405
<DISTRIBUTIONS-OF-GAINS> 6,871
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 956
<NUMBER-OF-SHARES-REDEEMED> 1,110
<SHARES-REINVESTED> 528
<NET-CHANGE-IN-ASSETS> 3,283
<ACCUMULATED-NII-PRIOR> 53
<ACCUMULATED-GAINS-PRIOR> 4,785
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 586
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 942
<AVERAGE-NET-ASSETS> 68,991
<PER-SHARE-NAV-BEGIN> 16.07
<PER-SHARE-NII> .31
<PER-SHARE-GAIN-APPREC> 1.05
<PER-SHARE-DIVIDEND> .32
<PER-SHARE-DISTRIBUTIONS> 1.67
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 15.44
<EXPENSE-RATIO> 1.37
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 927380
<NAME> JURIKA & VOYLES FUND GROUP, INC.
<SERIES>
<NUMBER> 4
<NAME> MINI-CAP FUND
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-START> JUL-01-1997
<PERIOD-END> JUN-30-1998
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 82,405
<INVESTMENTS-AT-VALUE> 88,351
<RECEIVABLES> 4,978
<ASSETS-OTHER> 12
<OTHER-ITEMS-ASSETS> 4
<TOTAL-ASSETS> 93,345
<PAYABLE-FOR-SECURITIES> 1,901
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 574
<TOTAL-LIABILITIES> 2,475
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 79,666
<SHARES-COMMON-STOCK> 4,758
<SHARES-COMMON-PRIOR> 5,636
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 5,258
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 5,946
<NET-ASSETS> 90,870
<DIVIDEND-INCOME> 624
<INTEREST-INCOME> 614
<OTHER-INCOME> 0
<EXPENSES-NET> 2,040
<NET-INVESTMENT-INCOME> (802)
<REALIZED-GAINS-CURRENT> 27,481
<APPREC-INCREASE-CURRENT> (13,131)
<NET-CHANGE-FROM-OPS> 13,548
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 30,810
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 4,433
<NUMBER-OF-SHARES-REDEEMED> 6,748
<SHARES-REINVESTED> 1,438
<NET-CHANGE-IN-ASSETS> (32,182)
<ACCUMULATED-NII-PRIOR> (91)
<ACCUMULATED-GAINS-PRIOR> 9,481
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,357
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,101
<AVERAGE-NET-ASSETS> 135,687
<PER-SHARE-NAV-BEGIN> 21.83
<PER-SHARE-NII> (.17)
<PER-SHARE-GAIN-APPREC> 2.4
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 4.96
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 19.1
<EXPENSE-RATIO> 1.55
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 927380
<NAME> JURIKA & VOYLES FUND GROUP, INC.
<SERIES>
<NUMBER> 2
<NAME> VALUE + GROWTH FUND
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-START> JUL-01-1997
<PERIOD-END> JUN-30-1998
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 42,439
<INVESTMENTS-AT-VALUE> 47,594
<RECEIVABLES> 1,347
<ASSETS-OTHER> 12
<OTHER-ITEMS-ASSETS> 2
<TOTAL-ASSETS> 48,954
<PAYABLE-FOR-SECURITIES> 1,449
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 106
<TOTAL-LIABILITIES> 1,555
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 40,825
<SHARES-COMMON-STOCK> 2,926
<SHARES-COMMON-PRIOR> 1,475
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 1,419
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 5,155
<NET-ASSETS> 47,399
<DIVIDEND-INCOME> 410
<INTEREST-INCOME> 117
<OTHER-INCOME> 0
<EXPENSES-NET> 493
<NET-INVESTMENT-INCOME> 35
<REALIZED-GAINS-CURRENT> 2,940
<APPREC-INCREASE-CURRENT> 1,178
<NET-CHANGE-FROM-OPS> 4,153
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 121
<DISTRIBUTIONS-OF-GAINS> 3,451
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 1,931
<NUMBER-OF-SHARES-REDEEMED> 702
<SHARES-REINVESTED> 222
<NET-CHANGE-IN-ASSETS> 23,405
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 2,017
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 334
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 580
<AVERAGE-NET-ASSETS> 39,239
<PER-SHARE-NAV-BEGIN> 16.27
<PER-SHARE-NII> .01
<PER-SHARE-GAIN-APPREC> 1.79
<PER-SHARE-DIVIDEND> .04
<PER-SHARE-DISTRIBUTIONS> 1.81
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 16.2
<EXPENSE-RATIO> 1.48
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
