PROSPECTUS
December 6, 1995
SCOUT BALANCED FUND, INC.
Managed By:
UMB Bank, n.a.
Kansas City, Missouri
Distributed By:
Jones & Babson, Inc.
2440 Pershing Road, Suite G-15
Kansas City, Missouri 64108
Toll-Free 1-800-996-2862
INVESTMENT OBJECTIVE
The Scout Balanced Fund seeks both long-term capital growth and
high current income. Long-term capital growth is intended to be
achieved primarily by the Fund's investment in a diversified
portfolio of equity securities (common stocks and securities
convertible into common stocks). High current income is intended
to be achieved by the Fund's investment in a diversified
portfolio of fixed-income obligations. The shares offered by this
prospectus are not deposits or obligations of, nor guaranteed by,
UMB Bank, n.a. or any other banking institution, nor are they
federally insured by the Federal Deposit Insurance Corporation or
any other federal agency. These shares involve investment risks,
including the possible loss of the principal amount invested.
PURCHASE INFORMATION
Minimum Investment
Initial Purchase $ 1,000
Initial IRA and Uniform Transfers
(Gifts) to Minors Purchases $ 250
Subsequent Purchase:
By Mail $ 100
By Telephone or Wire $ 500
All Automatic Purchases $ 100
Shares are purchased and redeemed at net asset value. There are
no sales, redemption or Rule 12b-1 distribution charges. If you
need further information, please call the Fund at the telephone
number indicated.
ADDITIONAL INFORMATION
This prospectus should be read and retained for future reference.
It contains the information that you should know before you
invest. A "Statement of Additional Information" of the same date
as this prospectus has been filed with the Securities and
Exchange Commission and is incorporated by reference. Investors
desiring additional information about the Fund may obtain a copy
without charge by writing or calling the Fund.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
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TABLE OF CONTENTS
Page
Fund Expenses 3
Investment Objective and Portfolio Management Policy 4
Repurchase Agreements 5
Risk Factors 5
Investment Restrictions 6
Performance Measures 6
How to Purchase Shares 7
Initial Investments 7
Investments Subsequent to Initial Investment 8
Telephone Investment Service 8
Automatic Monthly Investment Plan 8
How to Redeem Shares 9
Systematic Redemption Plan 10
How to Exchange Shares Between Scout Funds 11
How Share Price is Determined 11
Officers and Directors 12
Manager and Underwriter 12
General Information and History 13
Dividends, Distributions and Their Taxation 14
Shareholder Services 15
Shareholder Inquiries 15
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FUND EXPENSES
Scout Balanced Fund
Shareholder Transaction Expenses
Maximum sales load imposed on purchases None
Maximum sales load imposed on reinvested dividends
None
Deferred sales load None
Redemption fee None
Exchange fee None
Annual Fund Operation Expenses
(as a percentage of average net assets)
Management fees .85%
12b-1 fees None
Other expenses .08%
Total Fund operating expenses .93%
You would pay the following expenses on a $1,000 investment,
assuming (1) 5% annual return and (2) redemption at the end of
each time period:
1 Year 3 Year
$9 $30
The above information is provided in order to assist you in
understanding the various costs and expenses that a shareholder
of the Fund will bear directly or indirectly. The expenses set
forth above are an estimate only. "Other Expenses" is based on
estimated amounts for the current fiscal year. The example should
not be considered a representation of past or future expenses.
Actual expenses may be greater or less than those shown.
<PAGE>
INVESTMENT OBJECTIVE and PORTFOLIO MANAGEMENT POLICY
The Scout Balanced Fund seeks both long-term capital growth and
high current income. Long-term capital growth is intended to be
achieved primarily by the Fund's investment in a diversified
portfolio of equity securities (common stocks and securities
convertible into common stocks). High current income is intended
to be achieved by the Fund's investment in a diversified
portfolio of fixed-income obligations.
The Scout Balanced Fund will normally invest in a diversified
portfolio of securities. The Fund has the flexibility to pursue
its objective through any type or quality of domestic or foreign
security. The manager will shift the proportions of each type of
investment based on interpretation of economic conditions and
underlying security valuations. Normally the Fund will invest at
least 25% of its total assets in equity securities and a minimum
of 25% of its total assets in fixed income senior obligations.
When, in the manager's judgment, market conditions warrant, the
Fund, for defensive purposes, may make substantial temporary
investments in high quality money market securities.
The Fund will normally invest in the following fixed income
securities:
1. Direct obligations of the U.S. government, such as
bills, notes, bonds and other debt securities issued by the U.S.
treasury.
2. Obligations of U.S. government agencies and
instrumentalities which are secured by the full faith and credit
of the U.S. treasury; such as securities of the Government
National Mortgage Association, the Export-Import Bank, or the
Student Loan Marketing Association; or which are secured by the
right of the issuer to borrow from the Treasury, such as
securities issued by the Federal Financing Bank or the U.S.
Postal Service; or are supported by the credit of the government
agency or instrumentality itself, such as securities of Federal
Home Loan Banks, Federal Farm Credit Banks, or the Federal
National Mortgage Association.
3. Securities issued by corporations or other business
organizations. The Fund will generally invest in securities that,
at the time of purchase, are classified as investment grade by
Moody's Investors Service, Inc. or by Standard & Poor's
Corporation. Securities that are subsequently downgraded to
non-investment grade may continue to be held by the Fund, as long
as such securities do not exceed 5% of the portfolio, and will be
sold only if the manager believes it would be advantageous to do
so.
It is anticipated that the average maturity of the fixed income
obligations in the Fund's portfolio will be between five and
seven years.
The Fund will normally invest in the following equity securities,
securities convertible into equity securities, preferred stocks
and warrants:
1. Domestic companies listed on an exchange or
over-the-counter.
2. Foreign companies with shares listed on U.S. Exchanges
or in the over-the-counter market, or foreign companies with
American Depository Receipts (ADR's) which represent foreign
securities and are traded on U.S. Exchanges or in the
over-the-counter market. The Fund may also invest directly in
foreign securities.
The Fund will not be restricted as to market capitalization.
However, under normal circumstances, the Fund will not invest
more than 25% of its assets in a single industry. Also the Fund
may not own more than 10% of the outstanding voting securities of
a single issuer. The Fund may not invest more than 5% of its
equity assets in any one issuer.
Investments in money market securities shall include government
securities, government agency securities, commercial paper,
bankers' acceptances, bank certificates of deposit and repurchase
agreements. Investment in commercial paper is restricted to
companies rated P-2 or higher by Moody's or A-2 or higher by
Standard & Poor's.
The Fund cannot guarantee that its investment objectives will be
achieved because there are inherent risks in the ownership of the
investments made by the Fund. The value of the Fund's shares will
reflect changes in the market value of its investments, and
dividends paid by the Fund will vary with the income it receives
from these investments.
Through careful management and diversification, the Fund will
seek to reduce risk and enhance the opportunities for long-term
growth of capital and income. The flexibility to realize relative
value between asset classes, markets and individual securities
offers investors the opportunity to access undervalued securities
around the globe. The total return approach employed by the Fund
is ideal for investors seeking to diversify assets and move money
to areas of attractive valuation.
Securities rated Baa or higher by Moody's or BBB by Standard &
Poor's or higher are classified as investment grade securities.
Although securities rated Baa by Moody's and BBB by Standard &
Poor's have speculative characteristics, they are considered to
be investment grade. Such securities carry a lower degree of risk
than lower rated securities.
Securities that are subsequently downgraded in quality below Baa
by Moody's or BBB by Standard & Poor's may continue to be held by
the Fund, and will be sold only if the Fund's adviser believes it
would be advantageous to do so. In addition, the credit quality
of unrated securities purchased by the Fund must be, in the
opinion of the Fund's adviser, at least equivalent to a Baa
rating by Moody's or a BBB rating by Standard & Poor's.
REPURCHASE AGREEMENTS
A repurchase agreement involves the sale of securities to the
Fund with the concurrent agreement by the seller to repurchase
the securities at the Fund's cost plus interest at an agreed rate
upon demand or within a specified time, thereby determining the
yield during the purchaser's period of ownership. The result is a
fixed rate of return insulated from market fluctuations during
such period. Under the Investment Company Act of 1940, repurchase
agreements are considered loans by the Fund.
The Fund will enter into such repurchase agreements only with
United States banks (including affiliates of the UMB Financial
Corporation) having assets in excess of $1 billion which are
members of the Federal Deposit Insurance Corporation, and with
certain securities dealers who meet the qualifications set from
time to time by the Board of Directors. In those cases where
securities issued by affiliate banks of UMB Financial Corporation
are purchased, no preference will be given to such issuers over
other issuers. The term to maturity of a repurchase agreement
normally will be no longer than a few days. Repurchase agreements
maturing in more than seven days, and other illiquid securities,
will not exceed 10% of the total assets of the Fund.
During the initial month of operations, it is anticipated that
the Fund may be invested up to 100% in repurchase agreements.
However, under normal circumstances, the Fund may invest up to
25% of its assets in repurchase agreements. See "Risk Factors
Applicable to Repurchase Agreements."
RISK FACTORS APPLICABLE TO REPURCHASE AGREEMENTS
The use of repurchase agreements involves certain risks. For
example, if the seller of the agreement defaults on its
obligation to repurchase the underlying securities at a time when
the value of these securities has declined, the Fund may incur a
loss upon disposition of them. If the seller of the agreement
becomes insolvent and subject to liquidation or reorganization
under the Bankruptcy Code or other laws, disposition of the
underlying securities may be delayed pending court proceedings.
Finally, it is possible that the Fund may not be able to perfect
its interest in the underlying securities. While the Fund's
management acknowledges these risks, it is expected that they can
be controlled through stringent security selection criteria and
careful monitoring procedures.
INVESTMENT RESTRICTIONS
In addition to the policies set forth under the caption
"Investment Objective and Portfolio Management Policy" the Fund
is subject to certain other restrictions which may not be changed
without approval of the lesser of: (1) at least 67% of the voting
securities present at a meeting if the holders of more than 50%
of the outstanding securities of the Fund are present or
represented by proxy, or (2) more than 50% of the outstanding
voting securities of the Fund. Among these restrictions, the more
important ones are that the Fund will not purchase the securities
of any issuer if more than 5% of the Fund's total assets would be
invested in the securities of such issuer, or the Fund would hold
more than 10% of any class of securities of such issuer; the Fund
will not make any loan (the purchase of a security subject to a
repurchase agreement or the purchase of a portion of an issue of
publicly distributed debt securities is not considered the making
of a loan); and the Fund will not borrow or pledge its credit
under normal circumstances, except up to 10% of its total assets
(computed at the lower of fair market value or cost) for
temporary or emergency purposes, and not for the purpose of
leveraging its investments; and provided further that any
borrowings shall have asset coverage of at least 3 to 1. The Fund
will not buy securities while such borrowings are outstanding.
The full text of these restrictions are set forth in the
"Statement of Additional Information."
PERFORMANCE MEASURES
From time to time, the Fund may advertise its performance in
various ways, as summarized below. Further discussion of these
matters also appears in the "Statement of Additional
Information." A discussion of Fund performance will be included
in the Fund's Annual Report to Shareholders which will be
available from the Fund upon request at no charge.
Total Return
The Fund may advertise "average annual total return" over various
periods of time. Such total return figures show the average
percentage change in value of an investment in the Fund from the
beginning date of the measuring period to the end of the
measuring period. These figures reflect changes in the price of
the Fund's shares and assume that any income dividends and/or
capital gains distributions made by the Fund during the period
were reinvested in shares of the Fund. Figures will be given for
recent one-, five- and ten-year periods (if applicable), and may
be given for other periods as well (such as from commencement of
the Fund's operations, or on a year-by-year basis). When
considering "average" total return figures for periods longer
than one year, it is important to note that a Fund's annual total
return for any one year in the period might have been greater or
less than the average for the entire period.
Performance Comparisons
In advertisements or in reports to shareholders, the Fund may
compare its performance to that of other mutual funds with
similar investment objectives and to stock or other relevant
indices. For example, it may compare its performance to rankings
prepared by Lipper Analytical Services, Inc. (Lipper), a widely
recognized independent service which monitors the performance of
mutual funds. The Fund may compare its performance to the
Standard & Poor's 500 Stock Index (S&P 500), an index of
unmanaged groups of common stocks, the Dow Jones Industrial
Average, a recognized unmanaged index of common stocks of 30
industrial companies listed on the NYSE, or the Consumer Price
Index. Performance information, rankings, ratings, published
editorial comments and listings as reported in national financial
publications such as Kiplinger's Personal Finance Magazine,
Business Week, Morningstar Mutual Funds, Investor's Business
Daily, Institutional Investor, The Wall Street Journal, Mutual
Fund Forecaster, No-Load Investor, Money, Forbes, Fortune and
Barron's may also be used in comparing performance of the Fund.
Performance comparisons should not be considered as
representative of the future performance of any Fund. Further
information regarding the performance of the Fund is contained in
the "Statement of Additional Information."
Performance rankings, recommendations, published editorial
comments and listings reported in Money, Barron's, Kiplinger's
Personal Finance Magazine, Financial World, Forbes, U.S. News &
World Report, Business Week, The Wall Street Journal, Investors
Business Daily, USA Today, Fortune and Stanger's may also be
cited (if the Fund is listed in any such publication) or used for
comparison, as well as performance listings and rankings from
Morningstar Mutual Funds, Personal Finance, Income and Safety,
The Mutual Fund Letter, No-Load Fund Investor, United Mutual Fund
Selector, No-Load Fund Analyst, No-Load Fund X, Louis Rukeyser's
Wall Street newsletter, Donoghue's Money Letter, CDA Investment
Technologies, Inc., Wiesenberger Investment Companies Service and
Donoghue's Mutual Fund Almanac.
HOW TO PURCHASE SHARES
Shares are purchased at net asset value (no sales charge) next
computed after a purchase order has become effective from the
Fund through its agent, Jones & Babson, Inc., P.O. Box 410498,
Kansas City, MO 64141-0498. For information call toll free
1-800-996-2862. If an investor wishes to engage the services of
any other broker to purchase (or redeem) shares of the Fund, a
fee may be charged by such broker. The Fund will not be
responsible for the consequences of delays including delays in
the banking or Federal Reserve wire systems.
You do not pay a sales commission when you buy shares of the
Fund. Shares are purchased at the Fund's net asset value (price)
per share next effective after a purchase order and payment have
been received by the Fund. In the case of certain institutions
which have made satisfactory payment arrangements with the Fund,
orders may be processed at the net asset value per share next
effective after a purchase order has been received by the Fund.
The Fund reserves the right in its sole discretion to withdraw
all or any part of the offering made by this prospectus or to
reject purchase orders when, in the judgment of management, such
withdrawal or rejection is in the best interest of the Fund and
its shareholders. The Fund also reserves the right at any time to
waive or increase the minimum requirements applicable to initial
or subsequent investments with respect to any person or class of
persons, which include shareholders of the Fund's special
investment programs. The Fund reserves the right to refuse to
accept orders for Fund shares unless accompanied by payment,
except when a responsible person has indemnified the Fund against
losses resulting from the failure of investors to make payment.
In the event that the Fund sustains a loss as the result of
failure by a purchaser to make payment, the Fund's underwriter,
Jones & Babson, Inc. will cover the loss.
INITIAL INVESTMENTS
Initial investments - By mail. You may open an account and make
an investment by completing and signing the application which
accompanies this prospectus. Make your check ($1,000 minimum
unless your purchase is pursuant to an IRA or the Uniform
Transfers (Gifts) to Minors Act in which case the minimum initial
purchase is $250) payable to UMB Bank, n.a. Mail your application
and check to:
Scout Balanced Fund, Inc.
P.O. Box 410498
Kansas City, Missouri 64141-0498
Initial investments - By wire. You may purchase shares of the
Fund by wiring the purchase price ($1,000 minimum) through the
Federal Reserve Bank to the custodian, UMB Bank, n.a. Prior to
sending your money, you must call the Fund toll free
1-800-996-2862 and provide it with the identity of the registered
account owner, the registered address, the Social Security or
Taxpayer Identification Number of the registered owner, the
amount being wired, the name and telephone number of the wiring
bank and the person to be contacted in connection with the order.
You will then be provided a Fund account number, after which you
should instruct your bank to wire the specified amount, along
with the account number and the account registration to:
UMB Bank, n.a.
Kansas City, Missouri, ABA #101000695
For: Scout Balanced Fund, Inc./
AC=987072-6971
OBI=(assigned Fund number and name in
which registered.)
A completed application must be sent to the Fund as soon as
possible so the necessary remaining information can be recorded
in your account. Payment of redemption proceeds will be delayed
until the completed application is received by the Fund.
INVESTMENTS SUBSEQUENT TO INITIAL INVESTMENT
You may add to your Fund account at any time in amounts of $100
or more if purchases are made by mail, or $500 or more if
purchases are made by wire or telephone. Automatic monthly
investments must be in amounts of $100 or more.
Checks should be mailed to the Fund at its address, but make them
payable to UMB Bank, n.a. Always identify your account number or
include the detachable reminder stub which accompanies each
confirmation.
Wire share purchases should include your account registration and
your account number. It also is advisable to notify the Fund by
telephone that you have sent a wire purchase order to the bank.
TELEPHONE INVESTMENT SERVICE
To use the Telephone Investment Service, you must first establish
your Fund account and authorize telephone orders in the
application form, or, subsequently, on a special authorization
form provided upon request. If you elect the Telephone Investment
Service, you may purchase Fund shares by telephone and authorize
the Fund to draft your checking account for the cost of the
shares so purchased. You will receive the next available price
after the Fund has received your telephone call. Availability and
continuance of this privilege is subject to acceptance and
approval by the Fund and all participating banks. During periods
of increased market activity, you may have difficulty reaching
the Fund by telephone, in which case you should contact the Fund
by mail or telegraph. The Fund will not be responsible for the
consequences of delays, including delays in the banking or
Federal Reserve wire systems.
The Fund will employ reasonable procedures to confirm that
instructions communicated by telephone are genuine, and if such
procedures are not followed, the Fund may be liable for losses
due to unauthorized or fraudulent instructions. Such procedures
may include, but are not limited to, requiring personal
identification prior to acting upon instructions received by
telephone, providing written confirmations of such transactions,
and/or tape recording of telephone instructions.
The Fund reserves the right to initiate a charge for this service
and to terminate or modify any or all of the privileges in
connection with this service at any time upon 15 days written
notice to shareholders, and to terminate or modify the privileges
without prior notice in any circumstances where such termination
or modification is in the best interest of the Fund and its
investors.
AUTOMATIC MONTHLY INVESTMENT PLAN
You may elect to make monthly investments in a constant dollar
amount from your checking account ($100 minimum). The Fund will
draft your checking account on the same day each month in the
amount you authorize in your application, or, subsequently, on a
special authorization form provided upon request. Availability
and continuance of this privilege is subject to acceptance and
approval by the Fund and all participating banks. If the date
selected falls on a day upon which the Fund shares are not
priced, investment will be made on the first date thereafter upon
which Fund shares are priced. The Fund will not be responsible
for the consequences of delays, including delays in the banking
or Federal Reserve wire systems.
The Fund reserves the right to initiate a charge for this service
and to terminate or modify any or all of the privileges in
connection with this service at any time upon 15 days written
notice to shareholders, and to terminate or modify the privileges
without prior notice in any circumstances where such termination
or modification is in the best interest of the Fund and its
investors.
HOW TO REDEEM SHARES
The Fund will redeem shares at the price (net asset value per
share) next computed after receipt of a redemption request in
"good order." (See "How Share Price is Determined."
A written request for redemption, together with an endorsed share
certificate where a certificate has been issued, must be received
by the Fund in order to constitute a valid tender for redemption.
For authorization of redemptions by a corporation, it will also
be necessary to have an appropriate certified copy of resolutions
on file with the Fund before a redemption request will be
considered in "good order." In the case of certain institutions
which have made satisfactory redemption arrangements with the
Fund, redemption orders may be processed by facsimile or
telephone transmission at net asset value per share next
effective after receipt by the Fund. If an investor wishes to
engage the services of any other broker to redeem (or purchase)
shares of the Fund, a fee may be charged by such broker.
To be in "good order" the request must include the following:
(1) A written redemption request or stock assignment (stock
power) containing the genuine signature of each registered owner
exactly as the shares are registered, with clear identification
of the account by registered name(s) and account number and the
number of shares or the dollar amount to be redeemed;
(2) any outstanding stock certificates representing shares
to be redeemed;
(3) signature guarantees as required
(see Signature Guarantees); and
(4) any additional documentation which the Fund may deem
necessary to insure a genuine redemption.
Where additional documentation is normally required to support
redemptions as in the case of corporations, fiduciaries, and
others who hold shares in a representative or nominee capacity,
such as certified copies of corporate resolutions, or
certificates of incumbency, or such other documentation as may be
required under the Uniform Commercial Code or other applicable
laws or regulations, it is the responsibility of the shareholder
to maintain such documentation on file and in a current status. A
failure to do so will delay the redemption. If you have questions
concerning redemption requirements, please write or telephone the
Fund well ahead of an anticipated redemption in order to avoid
any possible delay.
Requests which are subject to special conditions or which specify
an effective date other than as provided herein cannot be
accepted. All redemption requests must be transmitted to the Fund
at P.O. Box 410498, Kansas City, Missouri 64141-0498. The Fund
will redeem shares at the price (net asset value per share) next
computed after receipt of a redemption request in "good order."
(See "How Share Price is Determined.")
The Fund will endeavor to transmit redemption proceeds to the
proper party, as instructed, as soon as practicable after a
redemption request has been received in "good order" and
accepted, but in no event later than the fifth day thereafter.
Transmissions are made by mail unless an expedited method has
been authorized and specified in the redemption request. The Fund
will not be responsible for the consequences of delays, including
delays in the banking or Federal Reserve wire systems.
Redemptions will not become effective until all documents in the
form required have been received. In the case of redemption
requests made within 15 days of the date of purchase, the Fund
will delay transmission of proceeds until such time as it is
certain that unconditional payment in federal funds has been
collected for the purchase of shares being redeemed or 15 days
from the date of purchase. You can avoid the possibility of delay
by paying for all of your purchases with a transfer of federal
funds.
Signature Guarantees are required in connection with all
redemptions by mail, or changes in share registration, except as
hereinafter provided. These requirements may be waived by the
Fund in certain instances where it appears reasonable to do so
and will not unduly affect the interests of other shareholders.
Signature(s) must be guaranteed by an "eligible guarantor
institution" as defined in Rule 17Ad-15 under the Securities
Exchange Act of 1934. Eligible guarantor institutions include:
(1) national or state banks, savings associations, savings and
loan associations, trust companies, savings banks, industrial
loan companies and credit unions; (2) national securities
exchanges, registered securities associations and clearing
agencies; or (3) securities broker/dealers which are members of a
national securities exchange or clearing agency or which have a
minimum net capital of $100,000. A notarized signature will not
be sufficient for the request to be in proper form.
Signature guarantees will be waived for mail redemptions of
$10,000 or less, but they will be required if the checks are to
be payable to someone other than the registered owner(s), or are
to be mailed to an address different from the registered address
of the shareholder(s), or where there appears to be a pattern of
redemptions designed to circumvent the signature guarantee
requirement, or where the Fund has other reason to believe that
this requirement would be in the best interests of the Fund and
its shareholders.
The right of redemption may be suspended or the date of payment
postponed beyond the normal five-day period when the New York
Stock Exchange is closed or under emergency circumstances as
determined by the Securities and Exchange Commission. Further,
the Fund reserves the right to redeem its shares in kind under
certain circumstances. If shares are redeemed in kind, the
shareholder may incur brokerage costs when converting into cash.
Additional details are set forth in the "Statement of Additional
Information."
Due to the high cost of maintaining smaller accounts, the Board
of Directors has authorized the Fund to close shareholder
accounts where their value falls below the current minimum
initial investment requirement at the time of initial purchase as
a result of redemptions and not as the result of market action,
and remains below this level for 60 days after each such
shareholder account is mailed a notice of: (1) the Fund's
intention to close the account, (2) the minimum account size
requirement, and (3) the date on which the account will be closed
if the minimum size requirement is not met. Since the minimum
investment amount and the minimum account size are the same, any
redemption from an account containing only the minimum investment
amount may result in redemption of that account.
SYSTEMATIC REDEMPTION PLAN
If you own shares in an open account valued at $10,000 or more,
and desire to make regular monthly or quarterly withdrawals
without the necessity and inconvenience of executing a separate
redemption request to initiate each withdrawal, you may enter
into a Systematic Withdrawal Plan by completing forms obtainable
from the Fund. For this service, the manager may charge you a fee
not to exceed $1.50 for each withdrawal. Currently the manager
assumes the additional expenses arising out of this type of plan,
but it reserves the right to initiate such a charge at any time
in the future when it deems it necessary. If such a charge is
imposed, participants will be provided 30 days notice.
Subject to a $50 minimum, you may withdraw each period a
specified dollar amount. Shares also may be redeemed at a rate
calculated to exhaust the account at the end of a specified
period of time.
Dividends and capital gains distributions must be reinvested in
additional shares. Under all withdrawal programs, liquidation of
shares in excess of dividends and distributions reinvested will
diminish and may exhaust your account, particularly during a
period of declining share values.
You may revoke or change your plan or redeem all of your
remaining shares at any time. Withdrawal payments will be
continued until the shares are exhausted or until the Fund or you
terminate the plan by written notice to the other.
HOW TO EXCHANGE SHARES BETWEEN SCOUT FUNDS
Shareholders may exchange their Fund shares, which have been held
in open account for 15 days or more, and for which good payment
has been received, for identically registered shares of any other
Fund in the Scout Fund Group, which is legally registered for
sale in the state of residence of the investor, provided that the
minimum amount exchanged has a value of $1,000 or more and meets
the minimum investment requirement of the Fund or Portfolio into
which it is exchanged. An exchange between two Scout Funds is
treated as a sale of the shares from which the exchange occurs
and a purchase of shares of the fund into which the exchange
occurs. Exchanging shareholders will receive the next quoted
prices for their shares after the request is received in "good
order" (See "How Share Price is Determined.")
To authorize the Telephone/Telegraph Exchange Privilege, all
registered owners must sign the appropriate section on the
original application, or the Fund must receive a special
authorization form, provided upon request. During periods of
increased market activity, you may have difficulty reaching the
Fund by telephone, in which case you should contact the Fund by
mail or telegraph. The Fund reserves the right to initiate a
charge for this service and to terminate or modify any or all of
the privileges in connection with this service at any time and
without prior notice under any circumstances where continuance of
these privileges would be detrimental to the Fund or its
shareholders, or under any other circumstances, upon 60 days
written notice to shareholders. The Fund will not be responsible
for the consequences of delays including delays in the banking or
Federal Reserve wire systems.
The Fund will employ reasonable procedures to confirm that
instructions communicated by telephone are genuine, and if such
procedures are not followed, the Fund may be liable for losses
due to unauthorized or fraudulent instructions. Such procedures
may include, but are not limited to requiring personal
identification prior to acting upon instructions received by
telephone, providing written confirmations of such transactions,
and/or tape recording of telephone instructions.
Exchanges by mail may be accomplished by a written request
properly signed by all registered owners identifying the account,
the number of shares or dollar amount to be redeemed for
exchange, and the Scout Fund into which the account is being
transferred.
If you wish to exchange part or all of your shares in the Fund
for shares of another Fund or Portfolio in the Scout Fund Group,
you should review the prospectus of the Fund to be purchased,
which can be obtained from Jones & Babson, Inc. Any such exchange
will be based on the respective net asset values of the shares
involved. Any exchange between Funds involves the sale of an
asset. Unless the shareholder account is tax-deferred, this is a
taxable event.
HOW SHARE PRICE IS DETERMINED
In order to determine the price at which new shares will be sold
and at which issued shares presented for redemption will be
liquidated, the net asset value per share is computed once daily,
Monday through Friday, at the specific time during the day that
the Board of Directors sets at least annually, except on days on
which changes in the value of portfolio securities will not
materially affect the net asset value, or days during which no
security is tendered for redemption and no order to purchase or
sell such security is received by the Fund, or customary
holidays. For a list of the holidays during which the Fund is not
open for business, see "How Share Price is Determined" in the
"Statement of Additional Information."
The price at which new shares of the Fund will be sold and at
which issued shares presented for redemption will be liquidated
is computed once daily at 4:00 P.M. (Eastern Time), except on
those days when the Fund is not open for business.
The per share calculation is made by subtracting from the Fund's
total assets any liabilities and then dividing into this amount
the total outstanding shares as of the date of the calculation.
Each security listed on an exchange is valued at its last sale
price on that exchange on the date as of which assets are valued.
Where the security is listed on more than one exchange, the Fund
will use the price of that exchange which it generally considers
to be the principal Exchange on which the security is traded.
Lacking sales, the security is valued at the mean between the
current closing bid and asked prices. An unlisted security for
which over-the-counter market quotations are readily available is
valued at the mean between the last current bid and asked prices.
When market quotations are not readily available, any security or
other asset is valued at its fair value as determined in good
faith by the Board of Directors.
OFFICERS AND DIRECTORS
The officers of the Fund manage its day-to-day operations. The
Fund's manager and its officers are subject to the supervision
and control of the Board of Directors. A list of the officers and
directors of the Fund and a brief statement of their present
positions and principal occupations during the past five years is
set forth in the "Statement of Additional Information."
MANAGER AND UNDERWRITER
Jones & Babson, Inc. organized the Fund in 1995, and acts as its
principal underwriter at no cost to the Fund. UMB Bank, n.a. is
the Fund's manager and investment adviser and provides or pays
the cost of all management, supervisory and administrative
services required in the normal operation of the Fund. This
includes investment management and supervision; fees of the
custodian, independent public accountants and legal counsel;
remuneration of officers, directors and other personnel; rent;
shareholder services, including the maintenance of the
shareholder accounting system and transfer agency; and such other
items as are incidental to corporate administration.
Not considered normal operating expenses, and therefore payable
by the Fund, are taxes, interest, governmental charges and fees,
including registration of the Fund and its shares with the
Securities and Exchange Commission and the Securities Departments
of the various States, brokerage costs, dues, and all
extraordinary costs and expenses including but not limited to
legal and accounting fees incurred in anticipation of or arising
out of litigation or administrative proceedings to which the
Fund, its officers or directors may be subject or a party
thereto.
As compensation for all the foregoing services, the Fund pays UMB
Bank, n.a. a fee at the annual rate of 85/100 of one percent
(.85%) of total net assets, which is computed daily and paid
semimonthly.
Jones & Babson, Inc. acts as principal underwriter for the Fund
at no cost to the Fund. UMB Bank, n.a. employs at its own expense
Jones & Babson, Inc. to provide services to the Fund, including
the maintenance of the shareholder accounting system and transfer
agency; and such other items as are incidental to corporate
administration. The cost of the services of Jones & Babson, Inc.
is included in the fee of UMB Bank, n.a.
The annual fee charged by UMB Bank, n.a. is higher than the fees
of most other investment advisers whose charges cover only
investment advisory services with all remaining operational
expenses absorbed directly by the Fund; however, it is
anticipated that the total expenses of the Fund will compare
favorably with those of other mutual funds whose advisers' fees
cover only investment advisory services with all remaining
operational expenses absorbed by the Funds.
The Bank serves a broad variety of individual, corporate and
other institutional clients by maintaining an extensive research
and analytical staff. It has an experienced investment analysis
and research staff which eliminates the need for the Fund to
maintain an extensive duplicate staff, with the consequent
increase in the cost of investment advisory service.
The Management Agreement limits the liability of the manager, as
well as its officers, directors and personnel, to acts or
omissions involving willful malfeasance, bad faith, gross
negligence, or reckless disregard of their duties.
Christopher Bloomstran has been the portfolio manager of Scout
Balanced Fund since its inception. He is a Chartered Financial
Analyst with over six years of experience. Certain officers and
directors of the Fund are also officers or directors or both of
other Scout Funds or Jones & Babson, Inc.
Jones & Babson, Inc. is a wholly-owned subsidiary of Business
Men's Assurance Company of America, which is considered to be a
controlling person under the Investment Company Act of 1940.
Assicurazioni Generali S.p.A., an insurance organization founded
in 1831 based in Trieste, Italy, is considered to be a
controlling person and is the ultimate parent of Business Men's
Assurance Company of America. Mediobanca is a 5% owner of
Generali.
The current Management Agreement between the Fund and UMB Bank,
n.a. will continue in effect until October 31, 1997, and will
continue automatically for successive annual periods ending each
October 31 so long as such continuance is specifically approved
at least annually by the Board of Directors of the Fund or by the
vote of a majority of the outstanding voting securities of the
Fund, and, provided also that such continuance is approved by the
vote of a majority of the directors who are not parties to the
Agreements or interested persons of any such party at a meeting
held in person and called specifically for the purpose of
evaluating and voting on such approval. Both Agreements provide
that either party may terminate by giving the other 60 days
written notice. The Agreements terminate automatically if
assigned by either party.
GENERAL INFORMATION AND HISTORY
The Fund, incorporated in Maryland on July 13, 1995, has a
present authorized capitalization of 10,000,000 shares of $1 par
value common stock. It is a diversified open-end management
investment company. All shares are of the same class with like
rights and privileges. Each full and fractional share, when
issued and outstanding, has: (1) equal voting rights with respect
to matters which affect the Fund; and (2) equal dividend,
distribution and redemption rights to the assets of the Fund.
Shares when issued are fully paid and non-assessable. The Fund
may create other series of stock but will not issue any senior
securities. Shareholders do not have pre-emptive or conversion
rights.
Non-cumulative voting - These shares have non-cumulative voting
rights, which means that the holders of more than 50% of the
shares voting for the election of directors can elect 100% of the
directors, if they choose to do so, and in such event, the
holders of the remaining less than 50% of the shares voting will
not be able to elect any directors.
The Maryland Statutes permit registered investment companies,
such as the Fund, to operate without an annual meeting of
shareholders under specified circumstances if an annual meeting
is not required by the Investment Company Act of 1940. There are
procedures whereby the shareholders may remove directors. These
procedures are described in the "Statement of Additional
Information" under the caption "Officers and Directors." The Fund
has adopted the appropriate provisions in its By-Laws and may
not, at its discretion, hold annual meetings of shareholders for
the following purposes unless required to do so: (1) election of
directors; (2) approval of any investment advisory agreement; (3)
ratification of the selection of independent public accountants;
and (4) approval of a distribution plan. As a result, the Fund
does not intend to hold annual meetings.
Federal Banking Laws - The Glass-Steagall Act is a federal law
that prohibits national banks from sponsoring, distributing or
controlling a registered open-end investment company. It is
possible that certain activities of UMB Bank, n.a. relating to
the Fund may be claimed to be comparable to the matters covered
by such provisions. It is not expected that any conclusions
regarding such activities of UMB Bank, n.a. would have any
material effect on the assets of the Fund or its shareholders,
because the Fund's distribution is under the control of Jones &
Babson, Inc., the Funds' distributor, which is not subject to the
Glass-Steagall Act. Although it is not anticipated that decisions
under the Glass-Steagall Act adverse to UMB Bank, n.a. would have
any material effect on the conduct of the Fund's operations, if
any unanticipated changes affecting the Fund's operations were
deemed appropriate, the Board of Directors would promptly
consider suitable adjustments.
The Fund may use the name "Scout" in its name so long as UMB
Bank, n.a. is continued as its manager. Complete details with
respect to the use of the name are set out in a licensing
agreement between the Fund and UMB Bank, n.a.
This prospectus omits certain of the information contained in the
registration statement filed with the Securities and Exchange
Commission, Washington, D.C. These items may be inspected at the
offices of the Commission or obtained from the Commission upon
payment of the fee prescribed.
DIVIDENDS, DISTRIBUTIONS AND THEIR TAXATION
The Fund pays dividends from net investment income semiannually,
usually in June and December. Distribution from capital gains
realized on the sale of securities, if any, will be declared
annually on or before December 31. Dividend and capital gains
distributions will be reinvested automatically in additional
shares at the net asset value per share computed and effective at
the close of business on the day after the record date, unless
the shareholder has elected on the original application, or by
written instructions filed with the Fund, to have them paid in
cash.
The Fund intends to qualify for taxation as a "regulated
investment company" under the Internal Revenue Code so that the
Fund will not be subject to federal income tax to the extent that
it distributes its income to its shareholders. Dividends, either
in cash or reinvested in shares, paid by the Fund from net
investment income will be taxable to shareholders as ordinary
income, and will generally qualify in part for the 70%
dividends-received deduction for corporations. The portion of the
dividends so qualified depends on the aggregate taxable
qualifying dividend income received by the Fund from domestic
(U.S.) sources. The Fund will send to shareholders a statement
each year advising the amount of the dividend income which
qualifies for such treatment.
Whether paid in cash or additional shares of the Fund, and
regardless of the length of time Fund shares have been owned by
the shareholder, distributions from long-term capital gains are
taxable to shareholders as such, but are not eligible for the
dividends-received deduction for corporations. Shareholders are
notified annually by the Fund as to federal tax status of
dividends and distributions paid by the Fund. Such dividends and
distributions may also be subject to state and local taxes.
Exchange and redemption of Fund shares are taxable events for
federal income tax purposes. Shareholders may also be subject to
state and municipal taxes on such exchanges and redemptions. You
should consult your tax adviser with respect to the tax status of
distributions from the Fund in your state and locality.
The Fund intends to declare and pay dividends and capital gains
distributions so as to avoid imposition of the federal excise
tax. To do so, the Fund expects to distribute during each
calendar year an amount equal to: (1) 98% of its calendar year
ordinary income; (2) 98% of its capital gains net income (the
excess of short- and long-term capital gain over short- and
long-term capital loss) for the one-year period ending each
October 31; and (3) 100% of any undistributed ordinary or capital
gain net income from the prior calendar year. Dividends declared
in October, November or December and made payable to shareholders
of record in such a month are deemed to have been paid by the
Fund and received by shareholders on December 31 of such year, so
long as the dividends are actually paid before February 1 of the
following year.
To comply with IRS regulations, the Fund is required by federal
law to withhold 31% of reportable payments (which may include
dividends, capital gains distributions, and redemptions) paid to
shareholders who have not complied with IRS regulations. In order
to avoid this withholding requirement, shareholders must certify
on their Application, or on a separate form supplied by the Fund,
that their Social Security or Taxpayer Identification Number
provided is correct and that they are not currently subject to
backup withholding, or that they are exempt from backup
withholding.
The federal income tax status of all distributions will be
reported to shareholders each January as a part of the annual
statement of shareholder transactions. Shareholders not subject
to tax on their income will not be required to pay tax on amounts
distributed to them.
THE TAX DISCUSSION SET FORTH ABOVE IS INCLUDED HEREIN FOR GENERAL
INFORMATION ONLY. PROSPECTIVE INVESTORS SHOULD CONSULT THEIR OWN
TAX ADVISERS WITH RESPECT TO THE TAX CONSEQUENCES TO THEM OF AN
INVESTMENT IN THE FUND.
SHAREHOLDER SERVICES
The Fund and its manager offer shareholders a broad variety of
services described throughout this prospectus. In addition, the
following services are available:
Prototype Retirement Plans - The UMB Bank, n.a. has drafted
several IRS-approved-as-to-form prototype retirement plans to
assist individuals, sole proprietors, partnerships and
corporations in meeting their tax qualified retirement plan
needs. Individual Retirement Account (IRA) - The Bank also makes
available IRA accounts for individuals.
For further information about these services, please contact UMB
Bank, n.a.
SHAREHOLDER INQUIRIES
Telephone inquiries may be made toll free to the Fund,
1-800-996-2862.
Shareholders may address written inquiries to the
Fund at:
Scout Balanced Fund, Inc.
P.O. Box 410498
Kansas City, MO 64141-0498
For express delivery services:
The Scout Balanced Fund, Inc.
2440 Pershing Road, Suite G-15
Kansas City, MO 64108
INDEPENDENT AUDITORS
Arthur Andersen LLP
Kansas City, Missouri
LEGAL COUNSEL
STRADLEY, RONON, STEVENS & YOUNG
Philadelphia, Pennsylvania
JOHN G. DYER
Kansas City, Missouri
CUSTODIAN
UMB BANK, n.a.
Kansas City, Missouri
TRANSFER AGENT
JONES & BABSON, INC.
Kansas City, Missouri
PART B
SCOUT BALANCED FUND, INC.
STATEMENT OF ADDITIONAL
INFORMATION
December 6, 1995
This Statement is not a prospectus but should be read in
conjunction with the Fund's current Prospectus dated
December 6, 1995. To obtain the Prospectus please call
the Fund toll-free 1-800-996-2862.
TABLE OF CONTENTS
Page
Investment Objective and Policies 2
Portfolio Transactions 2
Investment Restrictions 3
How the Fund's Shares are Distributed 4
How Share Purchases are Handled 4
Redemption of Shares 5
Signature Guarantees 5
Manager and Underwriter 6
How Share Price is Determined 6
Officers and Directors 6
Custodian 8
Independent Public Accountants 8
Other Scout Funds 8
Fixed Income Securities Described and Ratings 8
Financial Statements 11
<PAGE>
INVESTMENT OBJECTIVE AND POLICIES
The following policies supplement the Fund's
investment objective and policies set forth in the
Prospectus.
PORTFOLIO TRANSACTIONS
Decisions to buy and sell securities for the
Fund are made by UMB Bank, n.a. Officers of
the Fund and UMB Bank, n.a.. are generally
responsible for implementing or supervising
these decisions, including allocation of portfolio
brokerage and principal business as well as the
negotiation of commissions and/or the price of
the securities. In instances where securities are
purchased on a commission basis, the Fund will
seek competitive and reasonable commission
rates based on circumstances of the trade
involved and to the extent that they do not
detract from the quality of the execution.
The Fund, in purchasing and selling portfolio
securities, will seek the best available
combination of execution and overall price
(which shall include the cost of the transaction)
consistent with the circumstances which exist at
the time. The Fund does not intend to solicit
competitive bids on each transaction.
The Fund believes it is in its best interest and
that of its shareholders to have a stable and
continuous relationship with a diverse group of
financially strong and technically qualified
broker-dealers who will provide quality
executions at competitive rates. Broker-dealers
meeting these qualifications also will be selected
for their demonstrated loyalty to the Fund, when
acting on its behalf, as well as for any research
or other services provided to the Fund.
Substantially all of the portfolio transactions are
through brokerage firms which are members of
the New York Stock Exchange because usually
the most active market in the size of the Fund's
transactions and for the types of securities
predominant in the Fund's portfolio is to be
found there. When buying securities in the
over-the-counter market, the Fund will select a
broker who maintains a primary market for the
security unless it appears that a better
combination of price and execution may be
obtained elsewhere. The Fund normally will not
pay a higher commission rate to broker-dealers
providing benefits or services to it than it would
pay to broker-dealers who do not provide it such
benefits or services. However, the Fund reserves
the right to do so within the principles set out in
Section 28(e) of the Securities Exchange Act of
1934 when it appears that this would be in the
best interests of the shareholders.
No commitment is made to any broker or
dealer with regard to placing of orders for the
purchase or sale of Fund portfolio securities, and
no specific formula is used in placing such
business. Allocation is reviewed regularly by
both the Board of Directors of the Fund and
UMB Bank, n.a.
Since the Fund does not market its shares
through intermediary brokers or dealers, it is not
the Fund's practice to allocate brokerage or
principal business on the basis of sales of its
shares which may be made through such firms.
However, it may place portfolio orders with
qualified broker-dealers who recommend the
Fund to other clients, or who act as agent in the
purchase of the Fund's shares for their clients.
Research services furnished by broker-dealers
may be useful to the Fund manager and its
investment counsel in serving other clients, as
well as the Fund. Conversely, the Fund may
benefit from research services obtained by the
manager or its investment counsel from the
placement of portfolio brokerage of other clients.
When it appears to be in the best interest of its
shareholders, the Fund may join with other
clients of the manager in acquiring or disposing
of a portfolio holding. Securities acquired or
proceeds obtained will be equitably distributed
between the Fund and other clients participating
in the transaction. In some instances, this
investment procedure may affect the price paid
or received by the Fund or the size of the
position obtained by the Fund.
Portfolio Turnover
There are no fixed limitations regarding
portfolio turnover for either the equity or fixed
income portions of the Fund's portfolio.
Although the Fund does not trade for short-term
profits, securities may be sold without regard to
the time they have been held in the Fund when,
in the opinion of the Fund's management,
investment considerations warrant such action.
As a result, while it is anticipated that the
portfolio turnover rates for the equity and fixed
income portions of the Fund's portfolio generally
will not exceed 100%, under certain market
conditions, these portfolio turnover rates may
exceed 100%. Increased portfolio turnover rates
would cause the Fund to incur greater brokerage
costs than would otherwise be the case and may
result in the accelleration of capital gains which
are taxable when distributed to shareholders.
INVESTMENT RESTRICTIONS
In addition to the investment objective and
portfolio management policies set forth in the
Prospectus under the caption "Investment
Objective and Portfolio Management Policy,"
the following restrictions also may not be
changed without approval of the "holders of a
majority of the outstanding shares" of the Fund.
The Fund will not: (1) purchase the securities
of any one issuer, except the United States
government, if immediately after and as a result
of such purchase (a) the value of the holdings of
the Fund in the securities of such issuer exceeds
5% of the value of the Fund's total assets, or (b)
the Fund owns more than 10% of the
outstanding voting securities, or any other class
of securities, of such issuer; (2) engage in the
purchase or sale of real estate, commodities or
futures contracts; (3) underwrite the securities of
other issuers; (4) make loans to any of its
officers, directors, or employees, or to its
manager, or general distributor, or officers or
directors thereof; (5) make any loan (the
purchase of a security subject to a repurchase
agreement or the purchase of a portion of an
issue of publicly distributed debt securities is not
considered the making of a loan); (6) invest in
companies for the purpose of exercising control
of management; (7) purchase securities on
margin, or sell securities short; (8) purchase
shares of other investment companies except in
the open market at ordinary broker's
commission or pursuant to a plan of merger or
consolidation; (9) invest in the aggregate more
than 5% of the value of its gross assets in the
securities of issuers (other than federal, state,
territorial, or local governments, or
corporations, or authorities established thereby),
which, including predecessors, have not had at
least three years' continuous operations; (10)
except for transactions in its shares or other
securities through brokerage practices which are
considered normal and generally accepted under
circumstances existing at the time, enter into
dealings with its officers or directors, its
manager or underwriter, or their officers or
directors, or any organization in which such
persons have a financial interest; (11) purchase
or retain securities of any company in which any
Fund officers or directors, or Fund manager, its
partner, officer, or director beneficially owns
more than 1/2 of 1% of said company's
securities, if all such persons owning more than
1/2 of 1% of such company's securities, own in
the aggregate more than 5% of the outstanding
securities of such company; (12) borrow or
pledge its credit under normal circumstances,
except up to 10% of its gross assets (computed at
the lower of fair market value or cost) for
temporary or emergency purposes, and not for
the purpose of leveraging its investments, and
provided further that any borrowing in excess of
5% of the total assets of the Fund shall have
asset coverage of at least 3 to 1; (13) make itself
or its assets liable for the indebtedness of others;
(14) invest in securities which are assessable or
involve unlimited liability; or (15) purchase any
securities which would cause 25% or more of
the Fund's total assets at the time of such
purchase to be invested in any one industry.
In addition to the fundamental investment
restrictions set out above, in order to comply
with the law or regulations of various States, the
Fund will not engage in the following practices:
(1) invest in securities which are not readily
marketable or in securities of foreign issuers
which are not listed on a recognized domestic or
foreign securities exchange; (2) write put or call
options; (3) invest in oil, gas and other mineral
leases or arbitrage transactions; (4) purchase or
sell real estate (including limited partnership
interests, but excluding readily marketable
interests in real estate investment trusts or
readily marketable securities of companies
which invest in real estate); or (5) purchase
securities, including 144(a) securities, of issuers
which the company is restricted from selling to
the public without registration under the
Securities Act of 1933.
Certain States also require that the Fund's
investments in warrants, valued at the lower of
cost or market, may not exceed 5% of the value
of the Fund's net assets. Included within that
amount, but not to exceed 2% of the value of the
Fund's net assets, may be warrants which are not
listed on the New York or American Stock
Exchange. Warrants acquired by the Fund in
units or attached to securities may be deemed to
be without value for purposes of this limitation.
In addition, the Fund has undertaken to the state
of California to comply with the expense
limitations set forth in Rule 260.140.84(a) of
Title 10 of the California Administrative Code.
HOW THE FUND'S SHARES ARE DISTRIBUTED
Jones & Babson, Inc., as agent of the Fund,
agrees to supply its best efforts as sole
distributor of the Fund's shares and, at its own
expense, pay all sales and distribution expenses
in connection with their offering other than
registration fees and other government charges.
Jones & Babson, Inc. does not receive any fee
or other compensation under the distribution
agreement which continues in effect until
October 31, 1997, and which will continue
automatically for successive annual periods
ending each October 31, if continued at least
annually by the Fund's Board of Directors,
including a majority of those Directors who are
not parties to such Agreements or interested
persons of any such party. It terminates
automatically if assigned by either party or upon
60 days written notice by either party to the
other.
Jones & Babson, Inc. also acts as sole
distributor of the shares of Scout Stock Fund,
Inc., Scout Bond Fund, Inc., Scout Money
Market Fund, Inc., Scout Tax-Free Money
Market Fund, Inc., Scout Regional Fund, Inc.,
Scout WorldWide Fund, Inc., David L. Babson
Growth Fund, Inc., D.L. Babson Bond Trust,
D.L. Babson Money Market Fund, Inc., D.L.
Babson Tax-Free Income Fund, Inc., Babson
Enterprise Fund, Inc., Babson Enterprise Fund
II, Inc., Babson Value Fund, Inc., Shadow Stock
Fund, Inc., Babson-Stewart Ivory International
Fund, Inc., Buffalo Balanced Fund, Inc., Buffalo
Equity Fund, Inc., Buffalo High Yield Fund,
Inc. and Buffalo USA Global Fund, Inc.
HOW SHARE PURCHASES ARE HANDLED
Each order accepted will be fully invested in
whole and fractional shares, unless the purchase
of a certain number of whole shares is specified,
at the net asset value per share next effective
after the order is accepted by the Fund.
Each investment is confirmed by a year-to-
date statement which provides the details of the
immediate transaction, plus all prior
transactions in your account during the current
year. This includes the dollar amount invested,
the number of shares purchased or redeemed,
the price per share, and the aggregate shares
owned. A transcript of all activity in your
account during the previous year will be
furnished each January. By retaining each
annual summary and the last year-to-date
statement, you have a complete detailed history
of your account which provides necessary tax
information. A duplicate copy of a past annual
statement is available from Jones & Babson, Inc.
at its cost, subject to a minimum charge of $5
per account, per year requested.
Normally, the shares which you purchase are
held by the Fund in open account, thereby
relieving you of the responsibility of providing
for the safekeeping of a negotiable share
certificate. Should you have a special need for a
certificate, one will be issued on request for all
or a portion of the whole shares in your account.
There is no charge for the first certificate issued.
A charge of $3.50 will be made for any
replacement certificates issued. In order to
protect the interests of the other shareholders,
share certificates will be sent to those
shareholders who request them only after the
Fund has determined that unconditional
payment for the shares represented by the
certificate has been received by its custodian,
UMB Bank, n.a.
If an order to purchase shares must be
canceled due to non-payment, the purchaser will
be responsible for any loss incurred by the Fund
arising out of such cancellation. To recover any
such loss, the Fund reserves the right to redeem
shares owned by any purchaser whose order is
canceled, and such purchaser may be prohibited
or restricted in the manner of placing further
orders.
The Fund reserves the right in its sole
discretion to withdraw all or any part of the
offering made by the prospectus or to reject
purchase orders when, in the judgment of
management, such withdrawal or rejection is in
the best interest of the Fund and its
shareholders. The Fund also reserves the right
at any time to waive or increase the minimum
requirements applicable to initial or subsequent
investments with respect to any person or class
of persons, which include shareholders of the
Fund's special investment programs.
REDEMPTION OF SHARES
The right of redemption may be suspended, or
the date of payment postponed beyond the
normal five-day period by the Fund's Board of
Directors under the following conditions
authorized by the Investment Company Act of
1940: (1) for any period (a) during which the
New York Stock Exchange is closed, other than
customary weekend and holiday closing, or (b)
during which trading on the New York Stock
Exchange is restricted; (2) for any period during
which an emergency exists as a result of which
(a) disposal by the Fund of securities owned by it
is not reasonably practicable, or (b) it is not
reasonably practicable for the Fund to determine
the fair value of its net assets; or (3) for such
other periods as the Securities and Exchange
Commission may by order permit for the
protection of the Fund's shareholders.
The Fund has elected to be governed by Rule
18f-1 under the Investment Company Act of
1940, pursuant to which the Fund is obligated to
redeem shares solely in cash up to the lesser of
$250,000 or 1% of the Fund's net asset value
during any 90-day period for any one
shareholder. Should redemptions by any
shareholder exceed such limitation, the Fund
may redeem the excess in kind. If shares are
redeemed in kind, the redeeming shareholder
may incur brokerage costs in converting the
assets to cash. The method of valuing securities
used to make redemptions in kind will be the
same as the method of valuing portfolio
securities described under "How Share Price is
Determined" in the Prospectus, and such
valuation will be made as of the same time the
redemption price is determined.
SIGNATURE GUARANTEES
Signature guarantees normally reduce the
possibility of forgery and are required in
connection with each redemption method to
protect shareholders from loss. Signature
guarantees are required in connection with all
redemptions by mail or changes in share
registration, except as provided in the
Prospectus.
Signature guarantees must appear together
with the signature(s) of the registered owner(s),
on:
(1) a written request for redemption,
(2) a separate instrument of assignment,
which should specify the total number of
shares to be redeemed (this "stock
power" may be obtained from the Fund
or from most banks or stock brokers), or
(3) all stock certificates tendered for
redemption.
MANAGER AND UNDERWRITER
UMB Bank, n.a. acts as the Fund's manager
and investment counsel. The .85% annual fee
charged by UMB Bank, n.a. covers all normal
operating costs of the Fund. Jones & Babson,
Inc. serves as principal underwriter at no charge
to the Fund.
HOW SHARE PRICE
IS DETERMINED
The net asset value per share of the Fund
portfolio is computed once daily, Monday
through Friday, at the specific time during the
day that the Board of Directors of the Fund sets
at least annually, except on days on which
changes in the value of a Fund's portfolio
securities will not materially affect the net asset
value, or days during which no security is
tendered for redemption and no order to
purchase or sell such security is received by the
Fund, or the following holidays:
New Year's Day January 1
Presidents' Holiday Third Monday
in February
Good Friday Friday before Easter
Memorial Day Last Monday
in May
Independence Day July 4
Labor Day First Monday
in September
Thanksgiving Day Fourth Thursday
in November
Christmas Day December 25
OFFICERS AND DIRECTORS
The Fund is managed by UMB Bank, n.a.,
subject to the supervision and control of its
Board of Directors. The following table lists the
Officers and Directors of the Funds. Unless
noted otherwise, the address of each Officer and
Director is 2440 Pershing Road, Suite G-15,
Kansas City, Missouri 64108. Except as
indicated, each has been an employee of Jones &
Babson, Inc. for more than five years.
* Larry D. Armel, President and Director,
Jones & Babson, Inc., Scout Stock Fund, Inc.,
Scout Regional Fund, Inc., Scout Bond Fund,
Inc., Scout Money Market Fund, Inc., Scout
Tax-Free Money Market Fund, Inc., Scout
WorldWide Fund, Inc., Shadow Stock Fund,
Inc., David L. Babson Growth Fund, Inc.,
D.L. Babson Money Market Fund, Inc., D.L.
Babson Tax-Free Income Fund, Inc.,
Babson Value Fund, Inc., Babson Enterprise
Fund, Inc., Babson Enterprise Fund II, Inc.,
Babson-Stewart Ivory International Fund,
Inc., Buffalo Balanced Fund, Inc., Buffalo
Equity Fund, Inc., Buffalo High Yield Fund,
Inc., Buffalo USA Global Fund, Inc.; Trustee
and President of D. L. Babson Bond Trust.
William E. Hoffman, D.D.S., Director,
Scout Stock Fund, Inc., Scout Regional Fund,
Inc., Scout Bond Fund, Inc., Scout Money
Market Fund, Inc., Scout Tax-Free Money
Market Fund, Inc., Scout WorldWide Fund,
Inc.; Orthodontist, 3700 West 83rd Street,
Suite 206, Prairie Village, Kansas 66208.
_______________________________________
* Directors who are interested persons as that
term is defined in the Investment Company
Act of 1940, as amended.
Eric T. Jager, Director, Scout Stock Fund,
Inc., Scout Regional Fund, Inc., Scout Bond
Fund, Inc., Scout Money Market Fund, Inc.,
Scout Tax-Free Money Market Fund, Inc., Scout
WorldWide Fund, Inc.; President and Director,
Windcrest Investment Management, Inc.;
Director, Bartlett Futures, Inc., Nygaard
Corporation, 4800 Main Street, Suite 600,
Kansas City, Missouri 64112; formerly Senior
Vice President, Eppler, Guerin & Turner,
Dallas, Texas, a securities brokerage firm.
Stephen F. Rose, Director, Scout Stock Fund,
Inc., Scout Regional Fund, Inc., Scout Bond
Fund, Inc., Scout Money Market Fund, Inc.,
Scout Tax-Free Money Market Fund, Inc., Scout
WorldWide Fund, Inc.; President, Sun
Publications, Inc., 7373 W. 107th Street,
Overland Park, Kansas 66212.
Stuart Wien, Director, Scout Stock Fund, Inc.,
Scout Regional Fund, Inc., Scout Bond Fund,
Inc., Scout Money Market Fund, Inc., Scout
Tax-Free Money Market Fund, Inc., Scout
WorldWide Fund, Inc.; Retired, 4589 West
124th Place, Leawood, Kansas 66206, formerly
Chairman of the Board, Milgram Food Stores,
Inc.
P. Bradley Adams, Vice President and
Treasurer, Jones & Babson, Inc., Scout Stock
Fund, Inc., Scout Bond Fund, Inc., Scout Money
Market Fund, Inc., Scout Tax-Free Money
Market Fund, Inc., Scout Regional Fund, Inc.,
Scout WorldWide Fund, Inc., David L. Babson
Growth Fund, Inc., D. L. Babson Money Market
Fund, Inc., D. L. Babson Tax-Free Income
Fund, Inc., Babson Enterprise Fund, Inc.,
Babson Enterprise Fund II, Inc., Babson Value
Fund, Inc., Shadow Stock Fund, Inc., Babson-
Stewart Ivory International Fund, Inc., D.L.
Babson Bond Trust, Buffalo Balanced Fund,
Inc., Buffalo Equity Fund, Inc., Buffalo High
Yield Fund, Inc., Buffalo USA Global Fund,
Inc.
Michael A. Brummel, Vice President,
Assistant Secretary and Assistant Treasurer,
Jones & Babson, Inc., Scout Stock Fund, Inc.,
Scout Bond Fund, Inc., Scout Money Market
Fund, Inc., Scout Tax-Free Money Market Fund,
Inc., Scout Regional Fund, Inc., Scout
WorldWide Fund, Inc., David L. Babson
Growth Fund, Inc., D.L. Babson Money Market
Fund, Inc., D.L. Babson Tax-Free Income Fund,
Inc., Babson Enterprise Fund, Inc., Babson
Enterprise Fund II, Inc., Babson Value Fund,
Inc., Shadow Stock Fund, Inc., Babson-Stewart
Ivory International Fund, Inc., D.L. Babson
Bond Trust, Buffalo Balanced Fund, Inc.,
Buffalo Equity Fund, Inc., Buffalo High Yield
Fund, Inc., Buffalo USA Global Fund, Inc.
Martin A. Cramer, Vice President and
Secretary, Jones & Babson, Inc., Scout Stock
Fund, Inc., Scout Bond Fund, Inc., Scout Money
Market Fund, Inc., Scout Tax-Free Money
Market Fund, Inc., Scout Regional Fund, Inc.,
Scout WorldWide Fund, Inc., David L. Babson
Growth Fund, Inc., D.L. Babson Money Market
Fund, Inc., D.L. Babson Tax-Free Income Fund,
Inc., Babson Enterprise Fund, Inc., Babson
Enterprise Fund II, Inc., Babson Value Fund,
Inc., Shadow Stock Fund, Inc., Babson-Stewart
Ivory International Fund, Inc., D.L. Babson
Bond Trust, Buffalo Balanced Fund, Inc.,
Buffalo Equity Fund, Inc., Buffalo High Yield
Fund, Inc., Buffalo USA Global Fund, Inc.
John G. Dyer, Vice President and Legal
Counsel, Scout Stock Fund, Inc., Scout
Regional Fund, Inc., Scout Bond Fund, Inc.,
Scout Money Market Fund, Inc., Scout Tax-Free
Money Market Fund, Inc. and Scout WorldWide
Fund, Inc., Buffalo Balanced Fund, Inc., Buffalo
Equity Fund, Inc., Buffalo High Yield Fund,
Inc., Buffalo USA Global Fund, Inc.
None of the officers or directors will be
remunerated by the Fund for their normal duties
and services. Their compensation and expenses
arising out of normal operations will be paid by
Jones & Babson, Inc.
Messrs. Hoffman, Jager, Rose and Wien have
no financial interest in, nor are they affiliated
with, either Jones & Babson, Inc. or UMB Bank,
n.a.
The Audit Committee of the Board of
Directors is composed of Messrs. Hoffman,
Jager, Rose and Wien.
The Officers and Directors of the Fund as a
group own less than 1% of the Fund.
The Fund will not hold annual meetings
except as required by the Investment Company
Act of 1940 and other applicable laws. The
Fund is a Maryland corporation. Under
Maryland law, a special meeting of stockholders
of the Fund must be held if the Fund receives
the written request for a meeting from the
stockholders entitled to cast at least 25 percent
of all the votes entitled to be cast at the meeting.
The Fund has undertaken that its Directors will
call a meeting of stockholders if such a meeting
is requested in writing by the holders of not less
than 10% of the outstanding shares of the Fund.
To the extent required by the undertaking, the
Fund will assist shareholder communications in
such matters.
CUSTODIAN
The Fund's assets are held for safekeeping by
the custodian, UMB Bank, n.a. This means the
bank, rather than the Fund, has possession of
the Fund's cash and securities. As directed by
the Fund's officers, the Bank delivers cash to
those who have sold securities to the Fund in
return for such securities, and to those who have
purchased portfolio securities from the Fund, it
delivers such securities in return for their cash
purchase price. It also collects income directly
from issuers of securities owned by the Fund and
holds this for payment to shareholders after
deduction of the Fund's expenses. The
custodian is compensated for its services by the
manager. There is no charge to the Fund.
INDEPENDENT PUBLIC ACCOUNTANTS
The Fund's financial statements are examined
annually by independent public accountants
approved by the directors each year, and in years
in which an annual meeting is held the directors
may submit their selection of independent public
accountants to the shareholders for ratification.
Reports to shareholders will be published at
least semiannually.
Arthur Andersen LLP, P.O. Box 13406,
Kansas City, Missouri 64199, is the present
independent public accountant for the Fund.
OTHER SCOUT FUNDS
UMB Bank, n.a., also manages six other
mutual funds which especially seek to provide
services to customers of affiliate banks of UMB
Financial Corporation (UMB). They are the
Scout Stock Fund, Inc., Scout Bond Fund, Inc.,
Scout Money Market Fund, Inc., Scout Tax-Free
Money Market Fund, Inc., Scout Regional Fund,
Inc. and Scout WorldWide Fund, Inc.
FIXED INCOME SECURITIES DESCRIBED AND RATINGS
Description of Bond Ratings:
Standard & Poor's Corporation (S&P).
AAA - Highest Grade. These securities possess
the ultimate degree of protection as to
principal and interest. Marketwise, they
move with interest rates, and hence
provide the maximum safety on all
counts.
AA - High Grade. Generally, these bonds
differ from AAA issues only in a small
degree. Here too, prices move with the
long-term money market.
A - Upper-medium Grade. They have
considerable investment strength, but are
not entirely free from adverse effects of
changes in economic and trade
conditions. Interest and principal are
regarded as safe. They predominantly
reflect money rates in their market
behavior but, to some extent, also
economic conditions.
BBB - Bonds rated BBB are regarded as having
an adequate capacity to pay principal
and interest. Whereas they normally
exhibit protection parameters, adverse
economic conditions or changing
circumstances are more likely to lead to
a weakened capacity to pay principal and
interest for bonds in this category than
for bonds in the A category.
BB, B, CCC, CC -.Bonds rated BB, B, CCC
and CC are regarded, on balance, as
predominantly speculative with respect to the
issuer's capacity to pay interest and repay
principal in accordance with the terms of the
obligations. BB indicates the lowest degree of
speculation and CC the highest degree of
speculation. While such bonds will likely have
some quality and protective characteristics, these
are outweighed by large uncertainties or major
risk exposures to adverse conditions.
Moody's Investors Service, Inc. (Moody's).
Aaa - Best Quality. These securities carry
the smallest degree of investment risk
and are generally referred to as "gilt-
edge." Interest payments are protected
by a large, or by an exceptionally stable
margin, and principal is secure. While
the various protective elements are likely
to change, such changes as can be
visualized are most unlikely to impair
the fundamentally strong position of
such issues.
Aa - High Quality by All Standards. They
are rated lower than the best bonds
because margins of protection may not
be as large as in Aaa securities,
fluctuation of protective elements may be
of greater amplitude, or there may be
other elements present which make the
long-term risks appear somewhat
greater.
A - Upper-medium Grade. Factors giving
security to principal and interest are
considered adequate, but elements may
be present which suggest a susceptibility
to impairment sometime in the future.
Baa - Bonds which are rated Baa are
considered as medium grade obligations,
i.e., they are neither highly protected nor
poorly secured. Interest payments and
principal security appear adequate for
the present, but certain protective
elements may be lacking or may be
characteristically unreliable over any
great length of time. Such bonds lack
outstanding investment characteristics
and in fact have speculative
characteristics as well.
Ba - Bonds which are rated Ba are judged to
have predominantly speculative
elements; their future cannot be
considered as well assured. Often the
protection of interest and principal
payments may be very moderate and
thereby not well safeguarded during both
good and bad times over the future.
Uncertainty of position characterizes
bonds in this class.
B - Bonds which are rated B generally lack
characteristics of the desirable
investment. Assurance of interest and
principal payments or maintenance of
other terms of the contract over any long
period of time may be small.
Caa - Bonds which are rated Caa are of poor
standing. Such issues may be in default
or there may be present elements of
danger with respect to principal or
interest.
Ca - Bonds which are rated Ca represent
obligations which are speculative in a
high degree. Such issues are often in
default or have other marked
shortcomings.
DESCRIPTION OF COMMERCIAL PAPER RATINGS
Moody's - Moody's commercial paper rating is
an opinion of the ability of an issuer to repay
punctually promissory obligations not having an
original maturity in excess of nine months.
Moody's has one rating - prime. Every such
prime rating means Moody's believes that the
commercial paper note will be redeemed as
agreed. Within this single rating category are
the following classifications:
Prime - 1 Highest Quality
Prime - 2 Higher Quality
Prime - 3 High Quality
The criteria used by Moody's for rating a
commercial paper issuer under this graded
system include, but are not limited to the
following factors:
(1) evaluation of the management of the
issuer;
(2) economic evaluation of the issuer's
industry or industries and an appraisal of
speculative type risks which may be
inherent in certain areas;
(3) evaluation of the issuer's products in
relation to competition and customer
acceptance;
(4) liquidity;
(5) amount and quality of long-term debt;
(6) trend of earnings over a period of ten
years;
(7) financial strength of a parent company
and relationships which exist with the
issuer; and
(8) recognition by the management of
obligations which may be present or may
arise as a result of public interest
questions and preparations to meet such
obligations.
S&P - Standard & Poor's commercial paper
rating is a current assessment of the likelihood
of timely repayment of debt having an original
maturity of no more than 270 days. Ratings are
graded into four categories, ranging from "A"
for the highest quality obligations to "D" for the
lowest. The four categories are as follows:
"A" - Issues assigned this highest rating are
regarded as having the greatest capacity
for timely payment. Issues in this
category are further refined with the
designations 1, 2, and 3 to indicate the
relative degree of safety.
"A-1" - This designation indicates that the
degree of safety regarding timely
payment is very strong.
"A-2" - Capacity for timely payment on issues
with this designation is strong.
However, the relative degree of safety is
not as overwhelming.
"A-3" - Issues carrying this designation have a
satisfactory capacity for timely
payment. They are, however,
somewhat more vulnerable to the
adverse effects of changes in
circumstances than obligations carrying
the higher designations.
"B" - Issues rated "B" are regarded as having
only an adequate capacity for timely
payment. Furthermore, such capacity
may be damaged by changing
conditions or short-term adversities.
"C" - This rating is assigned to short-term
debt obligations with a doubtful
capacity for payment.
"D" - This rating indicates that the issuer is
either in default or is expected to be in
default upon maturity.
FINANCIAL STATEMENT
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Shareholders and
Board of Directors of
Scout Balanced Fund, Inc.:
We have audited the accompanying statement of assets and liabilities
of the Scout Balanced Fund, Inc. (a Maryland corporation), as of
October 2, 1995 (inception). This financial statement is the
responsibility of the Fund's management. Our responsibility is
to express an opinion on this financial statement based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statement is
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statement. Our procedures included confirmation of securities owned as
of October 2,1995, by correspondence with the custodian. An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides
a reasonable basis for our opinion.
In our opinion, the statement of assets and liabilities referred to above
presents fairly, in all material respects, the financial position of
Scout Balanced Fund, Inc., as of October 2,1995, in conformity with
generally accepted accounting principles.
Arthur Andersen LLP
Kansas City, Missouri,
October 4, 1995
SCOUT BALANCED FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
OCTOBER 2. 1995
ASSETS:
Investment securities, at market
Repurchase agreement, 5.38%, due October 3,1995 (Note 2) $ 100,000
Total assets 100,000
LIABILITIES AND NET ASSETS
Liabilities -
NET ASSETS $ 100,000
NET ASSETS APPLICABLE TO OUTSTANDING SHARES CONSIST OF:
Capital (capital stock and paid-in capital) $ 100,000
Capital shares, $1.00 par value:
Authorized 10,000,000
Outstanding 10,000
NET ASSET VALUE PER SHARE $ 10.00
See accompanying notes to this financial statement.
SCOUT BALANCED FUND, INC.
NOTES TO FINANCIAL STATEMENT
OCTOBER 2, 1995
1. SIGNIFICANT ACCOUNTING POLICIES:
Scout Balanced Fund, Inc. (the Fund), was registered on July 3, 1995,
under the Investment Company Act of 1940, as amended, as a diversified,
open-end management investment company and capitalized on October 2, 1995,
by Jones & Babson, Inc., underwriter.
2. REPURCHASE AGREEMENTS:
Securities purchased under agreements to resell are held by the Fund's
custodian, UMB Bank, n.a. The Fund's adviser monitors the market values
of the underlying securities which they have purchased on behalf of the
Fund to ensure they are sufficient to protect the Fund in the event of
default by the seller. In the event of bankruptcy or other default of
the seller, the Fund could experience delays in liquidating the underlying
securities and possible loss to the extent the repurchase agreement and
accrued interest is more than proceeds received upon liquidation of the
underlying securities.
