February 13, 1989
TO: CLOSED-END FUND MEMBERS NO. 10-89
RE: SEC STAFF REQUESTS DISCUSSION CONCERNING CLOSED-END FUND
ISSUER'S TENDER OFFERS
__________________________________________________________
The Institute recently received the attached letter from
the staff of the Securities and Exchange Commission (SEC)
relating to concerns the staff has about compliance with Rule
13e-4 and Schedule 13E-4 of the Securities Exchange Act of 1934
for quarterly or periodic tender offers by closed-end investment
companies. The SEC staff notes in its letter that certain funds
that have or are in the process of conducting tender offers have
experienced difficulties in complying with Rule 13e-4 and
Schedule 13E-4 when making tender offers.
Examples of the difficulties which closed-end fund's have
had, according to the SEC staff letter, include funds that
provided for quarterly tender offers but did not provide for
withdrawal rights, that failed to comply with the all-holders
requirement, and that were required to revise tender offer
materials to specify the exact number of shares for which the
closed-end fund could pay.
We will keep you informed of developments.
Robert L. Bunnen, Jr.
Assistant General Counsel
Attachment