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<br /> ~ <br /> regular meeting of shareholders has not been held during the inunediately preceding 15 monrhs, a shar. <br /> holder or shareholders holding 3% or more of the voting shares of the Company may demand a regul <br /> meeting of shareholders by written notice given to the chief executive officer or chief financial officer of the <br /> Company. Within 30 days after receipt of the demand, the Board of Direcrors shall cause a regular meeting of <br /> shareholders ro be called, which meeting shall be held no later than 90 days after receipt of the demand, all at <br /> the expense of the Company. In addition, the 1940 Aa requires a shareholder to vote; for all amendments to <br /> fundament.al investmenr policies and restrictions and for all amendments to investment advisory contracts - <br /> and Rule 12b-l distribution plans. The 1940 Act also provides that Direcrors of the Company may be <br /> removed by action of the record holders of two-thirds or more of the outstanding shares of the Company. <br /> The Directors are required to call a meeting of shareholders for the purpose of voting upon the question of - <br /> removal of any Director when so requested in wriling by the record holders of at least 10% of the <br /> Company's outstanding shares. - <br /> The Fund periodically sends financial and other reports and communications (including, but not limited - <br /> to, annual and semi-annual financial statements) to its shareholders. Unless otherwise required by law, the Fund <br /> intends to mail one of each such report or communication to each individual mailing address, which may be the - <br /> address of one or multiple shareholders of record. However, shareholders have the right to receive additional <br /> copies of each such report or communication without charge upon written requesr to the Fund. <br /> - I <br /> PENDING LITIGATION <br /> Several complaints have been filed in fedet.al i:oUtt against the Fund, the Adviser, the Distributor and <br /> certain individuals affiliated with the Adviser and the Distributor. An Amended Consolidated Class Action I <br /> Complaint, representing a consolidation of a number of previously filed complaints, was filed on October 5, <br /> 1994 in the United States District Court for the District of Minnesota, by Richard J. Rodney, Jr., Doug <br /> Shonka, Carl Patrick Monahan, Jerry Hoehoen, Rosemary Boris, Thomas W. Newcome, Delvin D. Junker, <br /> Printing Mailing Trade District, affiliated with the NeWspaper Drivers' Division of the International BrOther. I <br /> hood of the Teamsters, The Hisrory Theatre, Ine., Paul Gold and Bernard Friedman. The complaint allege <br /> certain violations of federal and srate securities laws, Common law negligent misrepresentation and breach of <br /> fiduciary dury. A similar complainr was filed in the same court againsr the same parties on October 21, 1994, I <br /> by Eltrax Systems, Inc. A third complaint relating to the Fund was filed againsr the Company, the Adviser, the <br /> Distributor and Piper Jaffray Companies Ine. on September 30, 1994 in the United States District Courr for <br /> the District of Colorado. The complaint alleges certain violations of federal and state securities laws and I <br /> common law fraud. Plaintiffs in the complaint are Gary Pashel and Gregg S. Hayutin, Trustees of rhe Mae <br /> Pashel Trust; Mae Pashel, individually; Gary Pashel and Michael H. Feinstein, Trusrees of the Roberr Hayutin <br /> Insurance Trusr; and Dennis E. Hayulin, Gregg S. Hayulin and Gary Pashel, Trustees of the Marie Ellen <br /> Hayutin Trust. The Fund intends to defend these lawsuits vigorously. An additional complaint has been filed I <br /> in United States District Court for the District of Minnesota relating to two closed-end investment compa- <br /> nies managed by the Adviser. This last complaint does not involve the Fund. <br /> No dealer, sales representative or other person has been authorized to give any information or to make I <br /> any representation other than those contained in this Prospectus (and/or in the Statement of Additional <br /> Information referred to on the cover page of this Prospecrus), and, if given or made, such information or <br /> representations must nol be relied upon as having been authorized by the Fund or Piper Jaffray Ine. This I <br /> Prospectus does not constitute an offer or solicitation by anyone in any state in which such offer or <br /> solicitation is not authorized, or in which the person making such offer or solicitation is nol qualified to do <br /> so, or to any person to whom it is unlawful to make such offer or solicitation. I <br /> 23 I <br /> ~ I <br /> I <br />