UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-14
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
[ ] Pre-Effective Amendment No. [ X ] Post-Effective Amendment No. 1
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(Check appropriate box or boxes)
Exact Name of Registrant as Specified in Charter: Area Code and
Telephone Number:
AMERICAN CENTURY QUANTITATIVE EQUITY FUNDS, INC. (816) 531-5575
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Address of Principal Executive Offices: (Number, Street, City, State, Zip Code)
4500 MAIN STREET, KANSAS CITY, MISSOURI 64111
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Name and Address of Agent for Service: (Number, Street, City, State, Zip Code)
CHARLES A. ETHERINGTON, 4500 MAIN STREET, KANSAS CITY, MISSOURI 64111
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Approximate Date of Proposed Public Offering: November 13, 2006
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Title of Securities Being Registered:
EQUITY GROWTH FUND
Calculation of Registration Fee under the Securities Act of 1933: No filing fee
is due because of reliance on Section 24(f).
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to the Registration Statement on Form
N-14 (File No. 333-137742) of American Century Quantitative Equity Funds, Inc.
(the "Registration Statement") is being filed pursuant to Rule 462(d) under the
Securities Act of 1933, as amended, solely for the purpose of filing an executed
copy of an exhibit to the Registration Statement.
Parts A and B are incorporated herein by reference to Pre-Effective
Amendment No. 1 to this Registration Statement (File No. 333-137742), as filed
on November 9, 2006.
PART C OTHER INFORMATION
Item 15. Indemnification
The Registrant is a Maryland corporation. Under Maryland General
Corporation Law, a corporation is permitted to indemnify its officers,
directors, employees and agents to the extent provided in applicable statutes.
Article Ninth of Registrant's Articles of Incorporation requires the
indemnification of the Registrant's directors and officers to the full extent
permitted by Maryland General Corporation Law, the Investment Company Act of
1940 and all other applicable laws.
The Registrant has purchased an insurance policy insuring its officers and
directors against certain liabilities which such officers and directors may
incur while acting in such capacities and providing reimbursement to the
Registrant for sums which it may be permitted or required to pay to its officers
and directors by way of indemnification against such liabilities, subject in
either case to clauses respecting deductibility and participation.
Item 16. Exhibits
(1) (a) Articles of Incorporation of American Century Quantitative Equity
Funds, Inc., dated February 26, 2004 (filed electronically as Exhibit a to
Post-Effective Amendment No. 34 to the Registration Statement of the Registrant
on March 1, 2004, File No. 33-19589, and incorporated herein by reference).
(b) Articles Supplementary of American Century Quantitative Equity
Funds, Inc., dated April 22, 2004 (filed electronically as Exhibit a2 to
Post-Effective Amendment No. 35 to the Registration Statement of the Registrant
on April 29, 2004, File No. 33-19589, and incorporated herein by reference).
(c) Articles Supplementary of American Century Quantitative Equity
Funds, Inc., dated May 4, 2004 (filed electronically as Exhibit a3 to
Post-Effective Amendment No. 38 to the Registration Statement of the Registrant
on February 17, 2005, File No. 33-19589, and incorporated herein by reference).
(d) Articles Supplementary of American Century Quantitative Equity
Funds, Inc., dated August 29, 2005 (filed electronically as Exhibit a4 to
Post-Effective Amendment No. 41 to the Registration Statement of the Registrant
on September 29, 2005, File No. 33-19589, and incorporated herein by reference).
(e) Articles Supplementary of American Century Quantitative Equity
Funds, Inc., dated March 15, 2006 (filed electronically as Exhibit a5 to
Post-Effective Amendment No. 44 to the Registration Statement of the Registrant
on April 28, 2006, File No. 33-19589, and incorporated herein by reference).
(f) Articles Supplementary of American Century Quantitative Equity
Funds, Inc., dated August 25, 2006 (filed electronically as Exhibit a6 to
Post-Effective Amendment No. 45 to the Registration Statement of the Registrant
on September 1, 2006, File No. 33-19589, and incorporated herein by reference).
(2) Amended and Restated Bylaws, dated August 26, 2004 (filed
electronically as Exhibit b to Post-Effective Amendment No. 38 to the
Registration Statement of the Registrant on February 17, 2005, File No.
33-19589, and incorporated herein by reference).
(3) Not applicable.
(4) Form of Agreement and Plan of Reorganization with Kopp Funds, Inc.
(filed electronically as Exhibit 4 to the Registration Statement on Form N-14 of
the Registrant on October 2, 2006, File No. 33-19589, and incorporated herein by
reference).
(5) Registrant hereby incorporates by reference, as though set forth fully
herein, the Fifth and Seventh declarations of the Registrant's Articles of
Incorporation, incorporated herein by reference as Exhibit 1 hereto, and
Sections 3 through 11 of the Registrant's Bylaws, incorporated herein by
reference as Exhibit 2 hereto.
(6) (a) Management Agreement with American Century Investment Management,
Inc., dated August 1, 2006 (filed electronically as Exhibit d1 to Post-Effective
Amendment No. 45 to the Registration Statement of the Registrant on September 1,
2006, File No. 33-19589, and incorporated herein by reference).
(b) Management Agreement with American Century Investment Management,
Inc., dated April 28, 2006 (filed electronically as Exhibit d2 to Post-Effective
Amendment No. 44 to the Registration Statement of the Registrant on April 28,
2006, File No. 33-19589, and incorporated herein by reference).
(7) (a) Amended and Restated Distribution Agreement with American Century
Investment Services, Inc., dated September 29, 2005 (filed electronically as
Exhibit e to Post-Effective Amendment No. 41 to the Registration Statement of
the Registrant on September 29, 2005, File No. 33-19589, and incorporated herein
by reference).
(b) Form of Dealer/Agency Agreement (filed electronically as Exhibit
e2 to Pre-Effective Amendment No. 1 to the Registration Statement of American
Century Growth Funds, Inc. on May 30, 2006, File No. 333-132114, and
incorporated herein by reference).
(8) Not applicable.
(9) (a) Master Agreement with Commerce Bank, N. A., dated January 22, 1997
(filed electronically as Exhibit b8e to Post-Effective Amendment No. 76 to the
Registration Statement of American Century Mutual Funds, Inc. on February 28,
1997, File No. 2-14213, and incorporated herein by reference).
(b) Global Custody Agreement with The Chase Manhattan Bank, dated
August 9, 1996 (filed electronically as Exhibit b8 to Post-Effective Amendment
No. 31 to the Registration Statement of American Century Government Income Trust
on February 7, 1997, File No. 2-99222, and incorporated herein by reference).
(c) Amendment to the Global Custody Agreement with The Chase Manhattan
Bank, dated December 9, 2000 (filed electronically as Exhibit g2 to
Pre-Effective Amendment No. 2 to the Registration Statement of American Century
Variable Portfolios II, Inc. on January 9, 2001, File No. 333-46922, and
incorporated herein by reference).
(d) Amendment No. 2 to the Global Custody Agreement between American
Century Investments and the JPMorgan Chase Bank, dated as of May 1, 2004 (filed
electronically as Exhibit g4 to Post-Effective Amendment No. 35 to the
Registration Statement of the Registrant on April 29, 2004, File No. 33-19589,
and incorporated herein by reference).
(e) Chase Manhattan Bank Custody Fee Schedule, dated October 19, 2000
(filed electronically as Exhibit g5 to Post-Effective Amendment No. 35 to the
Registration Statement of the Registrant on April 29, 2004, File No. 33-19589,
and incorporated herein by reference).
(f) Amendment No. 3 to the Global Custody Agreement between American
Century Investments and the JPMorgan Chase Bank, dated as of May 31, 2006 (filed
electronically as Exhibit g6 to Pre-Effective Amendment No. 1 to the
Registration Statement of American Century Growth Funds, Inc. on May 30, 2006,
File No. 333-132114, and incorporated herein by reference).
(g) Special Custody and Pledge Agreement with Goldman, Sachs & Co. and
State Street Bank and Trust Company, dated September 29, 2005 (filed
electronically as Exhibit g6 to Post-Effective Amendment No. 41 to the
Registration Statement of the Registrant on September 29, 2005, File No.
33-19589, and incorporated herein by reference).
(h) Custodian and Investment Accounting Agreement with State Street
Bank and Trust Company, dated May 27, 2005 (filed electronically as Exhibit g6
to Post-Effective Amendment No. 27 to the Registration Statement of American
Century Investment Trust on May 27, 2005, File No. 33-65170, and incorporated
herein by reference).
(i) Amendment No. 1 to Custodian and Investment Accounting Agreement
with State Street Bank and Trust Company, effective September 30, 2005 (filed
electronically as Exhibit g8 to Post-Effective Amendment No. 41 to the
Registration Statement of the Registrant on September 29, 2005, File No.
33-19589, and incorporated herein by reference).
(j) Amendment No. 2 to Custodian and Investment Accounting Agreement
with State Street Bank and Trust Company, effective March 31, 2006 (filed
electronically as Exhibit g9 to Post-Effective Amendment No. 32 to the
Registration Statement of American Century Investment Trust on March 31, 2006,
File No. 33-65170, and incorporated herein by reference).
(k) Registered Investment Company Custody Agreement with Goldman,
Sachs & Co., dated February 6, 2006 (filed electronically as Exhibit g10 to
Post-Effective Amendment No. 44 to the Registration Statement of the Registrant
on April 28, 2006, File No. 33-19589, and incorporated herein by reference).
(l) Amendment to Futures and Options Account Agreement and Registered
Investment Company Custody Agreement with Goldman, Sachs & Co., effective May
12, 2006 (filed electronically as Exhibit g11 to Post-Effective Amendment No. 44
to the Registration Statement of the Registrant on April 28, 2006, File No.
33-19589, and incorporated herein by reference).
(10) (a) Master Distribution and Individual Shareholder Services Plan (C
Class), dated September 16, 2000 (filed electronically as Exhibit m3 to
Post-Effective Amendment No. 35 to the Registration Statement of American
Century Target Maturities Trust on April 17, 2001, File No. 2-94608, and
incorporated herein by reference).
(b) Amendment No. 1 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated August 1, 2001 (filed electronically
as Exhibit m5 to Post-Effective Amendment No. 44 to the Registration Statement
of American Century Government Income Trust on July 31, 2001, File No. 2-99222,
and incorporated herein by reference).
(c) Amendment No. 2 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated December 3, 2001 (filed
electronically as Exhibit m7 to Post-Effective Amendment No. 16 to the
Registration Statement of American Century Investment Trust on November 30,
2001, File No. 33-65170, and incorporated herein by reference).
(d) Amendment No. 3 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated July 1, 2002 (filed electronically as
Exhibit m9 to Post-Effective Amendment No. 17 to the Registration Statement of
American Century Investment Trust on June 28, 2002, File No. 33-65170, and
incorporated herein by reference).
(e) Amendment No. 4 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated September 3, 2002 (filed
electronically as Exhibit m5 to Post-Effective Amendment No. 35 to the
Registration Statement of American Century Municipal Trust on September 30,
2002, File No. 2-91229, and incorporated herein by reference).
(f) Amendment No. 5 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated January 2, 2004, (filed
electronically as Exhibit m6 to Post-Effective Amendment No. 42 to the
Registration Statement of American Century Municipal Trust on February 26, 2004,
File No. 2-91229, and incorporated herein by reference).
(g) Amendment No. 6 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated May 1, 2004 (filed electronically as
Exhibit m13 to Post-Effective Amendment No. 35 to the Registration Statement of
the Registrant on April 29, 2004, File No. 33-19589, and incorporated herein by
reference).
(h) Amendment No. 7 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated May 1, 2005 (filed electronically as
Exhibit m15 to Post-Effective Amendment No. 38 to the Registration Statement of
the Registrant on May 13, 2005, File No. 33-19589, and incorporated herein by
reference).
(i) Amendment No. 8 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated September 29, 2005 (filed
electronically as Exhibit m17 to Post-Effective Amendment No. 41 to the
Registration Statement of the Registrant on September 29, 2005, File No.
33-19589, and incorporated herein by reference).
(j) Amendment No. 9 to the Master Distribution and Individual
Shareholder Services Plan (C Class), dated March 30, 2006 (filed electronically
as Exhibit m10 to Post-Effective Amendment No. 50 to the Registration Statement
of American Century Municipal Trust on March 31, 2006, File No. 2-14213, and
incorporated herein by reference).
(k) Master Distribution and Individual Shareholder Services Plan (A
Class), dated September 3, 2002 (filed electronically as Exhibit m6 to
Post-Effective Amendment No. 34 to the Registration Statement of American
Century California Tax-Free and Municipal Funds on October 1, 2002, File No.
2-82734, and incorporated herein by reference).
(l) Amendment No. 1 to the Master Distribution and Individual
Shareholder Services Plan (A Class), dated February 27, 2004 (filed
electronically as Exhibit m18 to Post-Effective Amendment No. 104 to the
Registration Statement of American Century Mutual Funds, Inc. on February 26,
2004, File No. 2-14213, and incorporated herein by reference).
(m) Amendment No. 2 to the Master Distribution and Individual
Shareholder Services Plan (A Class), dated September 30, 2004 (filed
electronically as Exhibit m22 to Post-Effective Amendment No. 106 to the
Registration Statement of American Century Mutual Funds, Inc. on November 29,
2004, File No. 2-14213, and incorporated herein by reference).
(n) Amendment No. 3 to the Master Distribution and Individual
Shareholder Services Plan (A Class), dated November 17, 2004 (filed
electronically as Exhibit m23 to Post-Effective Amendment No. 106 to the
Registration Statement of American Century Mutual Funds, Inc. on November 29,
2004, File No. 2-14213, and incorporated herein by reference).
(o) Amendment No. 4 to the Master Distribution and Individual
Shareholder Services Plan (A Class), dated May 1, 2005 (filed electronically as
Exhibit m13 to Post-Effective Amendment No. 44 to the Registration Statement of
American Century Municipal Trust on May 13, 2005, File No. 2-91229, and
incorporated herein by reference).
(p) Amendment No. 5 to the Master Distribution and Individual
Shareholder Services Plan (A Class), dated September 29, 2005 (filed
electronically as Exhibit m25 to Post-Effective Amendment No. 38 to the
Registration Statement of American Century World Mutual Funds, Inc. on November
30, 2005, File No. 33-39242, and incorporated herein by reference).
(q) Amendment No. 6 to the Master Distribution and Individual
Shareholder Services Plan (A Class), dated March 30, 2006 (filed electronically
as Exhibit m27 to Post-Effective Amendment No. 23 to the Registration Statement
of American Century Strategic Asset Allocations, Inc. on March 30, 2006, File
No. 33-79482, and incorporated herein by reference).
(r) Master Distribution and Individual Shareholder Services Plan (B
Class), dated September 3, 2002 (filed electronically as Exhibit m7 to
Post-Effective Amendment No. 34 to the Registration Statement of American
Century California Tax-Free and Municipal Funds on October 1, 2002, File No.
2-82734, and incorporated herein by reference).
(s) Amendment No. 1 to the Master Distribution and Individual
Shareholder Services Plan (B Class), dated February 27, 2004 (filed
electronically as Exhibit m20 to Post-Effective Amendment No. 104 to the
Registration Statement of American Century Mutual Funds, Inc. on February 26,
2004, File No. 2-14213, and incorporated herein by reference).
(t) Amendment No. 2 to the Master Distribution and Individual
Shareholder Services Plan (B Class), dated September 30, 2004 (filed
electronically as Exhibit m26 to Post-Effective Amendment No. 106 to the
Registration Statement of American Century Mutual Funds, Inc. on November 29,
2004, File No. 2-14213, and incorporated herein by reference).
(u) Amendment No. 3 to the Master Distribution and Individual
Shareholder Services Plan (B Class), dated November 17, 2004 (filed
electronically as Exhibit m27 to Post-Effective Amendment No. 106 to the
Registration Statement of American Century Mutual Funds, Inc. on November 29,
2004, File No. 2-14213, and incorporated herein by reference).
(v) Amendment No. 4 to the Master Distribution and Individual
Shareholder Services Plan (B Class), dated May 1, 2005 (filed electronically as
Exhibit m18 to Post-Effective Amendment No. 44 to the Registration Statement of
Municipal Trust on May 13, 2005, File No. 2-91229, and incorporated herein by
reference).
(w) Amendment No. 5 to the Master Distribution and Individual
Shareholder Services Plan (B Class), dated September 29, 2005 (filed
electronically as Exhibit m31 to Post-Effective Amendment No. 38 to the
Registration Statement of American Century World Mutual Funds, Inc. on November
30, 2005, File No. 33-39242, and incorporated herein by reference).
(x) Amendment No. 6 to the Master Distribution and Individual
Shareholder Services Plan (B Class), dated March 30, 2006 (filed electronically
as Exhibit m34 to Post-Effective Amendment No. 23 to the Registration Statement
of American Century Strategic Asset Allocations, Inc. on March 30, 2006, File
No. 33-79482, and incorporated herein by reference).
(y) Master Distribution and Shareholder Services Plan (Advisor Class),
dated August 1, 1997, (filed electronically as Exhibit m18 to Post-Effective
Amendment No. 32 to the Registration Statement of American Century Target
Maturities Trust on January 31, 2000, File No. 2-94608, and incorporated herein
by reference).
(z) Amendment to Master Distribution and Shareholder Services Plan
(Advisor Class), dated June 29, 1998 (filed electronically as Exhibit m2 to
Post-Effective Amendment No. 32 to the Registration Statement of American
Century Target Maturities Trust on January 31, 2000, File No. 2-94608, and
incorporated herein by reference).
(aa) Amendment No. 1 to Master Distribution and Shareholder Services
Plan (Advisor Class), dated August 1, 2001 (filed electronically as Exhibit m3
to Post-Effective Amendment No. 44 to the Registration Statement of American
Century Government Income Trust on July 31, 2001, File No. 2-99222, and
incorporated herein by reference).
(bb) Amendment No. 2 to Master Distribution and Shareholder Services
Plan (Advisor Class), dated December 3, 2001 (filed electronically as Exhibit m4
to Post-Effective Amendment No. 16 to the Registration Statement of the American
Century Investment Trust on November 30, 2001, File No. 33-65170, and
incorporated herein by reference).
(cc) Amendment No. 3 to Master Distribution and Shareholder Services
Plan (Advisor Class), dated July 1, 2002 (filed electronically as Exhibit m5 to
Post-Effective Amendment No. 38 to the Registration Statement of American
Century Target Maturities Trust on January 31, 2005, File No. 2-94608, and
incorporated herein by reference).
(dd) Amendment No. 4 to Master Distribution and Shareholder Services
Plan (Advisor Class), dated May 1, 2004 (filed electronically as Exhibit m6 to
Post-Effective Amendment No. 35 to the Registration Statement of the Registrant
on April 29, 2004, File No. 33-19589, and incorporated herein by reference).
(ee) Amendment No. 5 to Master Distribution and Shareholder Services
Plan (Advisor Class), dated July 29, 2005 (filed electronically as Exhibit m7 to
Post-Effective Amendment No. 51 to the Registration Statement of American
Century Government Income Trust on July 28, 2005, File No. 2-99222, and
incorporated herein by reference).
(ff) Amendment No. 6 to the Master Distribution and Shareholder
Services Plan (Advisor Class), dated September 29, 2005 (filed electronically as
Exhibit m8 to Post-Effective Amendment No. 41 to the Registration Statement of
the Registrant on September 29, 2005, File No. 33-19589, and incorporated herein
by reference).
(gg) Master Distribution and Individual Shareholder Services Plan (R
Class), dated August 29, 2003 (filed electronically as Exhibit m16 to
Post-Effective Amendment No. 17 to the Registration Statement of American
Century Strategic Asset Allocations, Inc. on August 28, 2003, File No. 33-79482,
and incorporated herein by reference).
(hh) Amendment No. 1 to the Master Distribution and Individual
Shareholder Services Plan (R Class), dated May 1, 2004 (filed electronically as
Exhibit m13 to Post-Effective Amendment No. 35 to the Registration Statement of
the Registrant on April 29, 2004, File No. 33-19589, and incorporated herein by
reference).
(ii) Amendment No. 2 to the Master Distribution and Individual
Shareholder Services Plan (R Class), dated February 24, 2005 (filed
electronically as Exhibit m30 to Post-Effective Amendment No. 22 to the
Registration Statement of American Century Strategic Asset Allocations, Inc. on
March 30, 2005, File No. 33-79482, and incorporated herein by reference).
(jj) Amendment No. 3 to the Master Distribution and Individual
Shareholder Services Plan (R Class), dated July 29, 2005 (filed electronically
as Exhibit m33 to Post-Effective Amendment No. 111 to the Registration Statement
of American Century Mutual Funds, Inc. on July 28, 2005, File No. 2-14213, and
incorporated herein by reference).
(kk) Amendment No. 4 to the Master Distribution and Individual
Shareholder Services Plan (R Class), dated September 29, 2005 (filed
electronically as Exhibit m22 to Post-Effective Amendment No. 41 to the
Registration Statement of the Registrant on September 29, 2005, File No.
33-19589, and incorporated herein by reference).
(ll) Amendment No. 5 to the Master Distribution and Individual
Shareholder Services Plan (R Class), dated March 30, 2006 (filed electronically
as Exhibit m40 to Post-Effective Amendment No. 23 to the Registration Statement
of American Century Strategic Asset Allocations, Inc. on March 30, 2006, File
No. 33-79482, and incorporated herein by reference).
(mm) Amended and Restated Multiple Class Plan, dated September 3, 2002
(filed electronically as Exhibit n to Post-Effective Amendment No. 35 to the
Registration Statement of American Century California Tax-Free and Municipal
Funds on December 17, 2002, File No. 2-82734, and incorporated herein by
reference).
(nn) Amendment No. 1 to the Amended and Restated Multiple Class Plan,
dated December 31, 2002 (filed electronically as Exhibit n2 to Post-Effective
Amendment No. 39 to the Registration Statement of American Century Municipal
Trust on December 23, 2002, File No. 2-91229, and incorporated herein by
reference).
(oo) Amendment No. 2 to the Amended and Restated Multiple Class Plan,
dated August 29, 2003 (filed electronically as Exhibit n3 to Post-Effective
Amendment No. 17 to the Registration Statement of American Century Strategic
Asset Allocations, Inc. on August 28, 2003, File No. 33-79482, and incorporated
herein by reference).
(pp) Amendment No. 3 to the Amended and Restated Multiple Class Plan,
dated February 27, 2004 (filed electronically as Exhibit n4 to Post-Effective
Amendment No. 104 to the Registration Statement of American Century Mutual
Funds, Inc. on February 26, 2004, File No. 2-14213, and incorporated herein by
reference).
(qq) Amendment No. 4 to the Amended and Restated Multiple Class Plan,
dated May 1, 2004 (filed electronically as Exhibit n5 to Post-Effective
Amendment No. 35 to the Registration Statement of the Registrant on April 29,
2004, File No. 33-19589, and incorporated herein by reference).
(rr) Amendment No. 5 to the Amended and Restated Multiple Class Plan,
dated August 1, 2004 (filed electronically as Exhibit n6 to Post-Effective
Amendment No. 24 to the Registration Statement of American Century Investment
Trust on August 1, 2004, File No. 33-65170, and incorporated herein by
reference).
(ss) Amendment No. 6 to the Amended and Restated Multiple Class Plan,
dated as of September 30, 2004 (filed electronically as Exhibit n7 to
Post-Effective Amendment No. 20 to the Registration Statement of American
Century Strategic Asset Allocations, Inc. on September 29, 2004, File No.
33-79482, and incorporated herein by reference).
(tt) Amendment No. 7 to the Amended and Restated Multiple Class Plan,
dated November 17, 2004 (filed electronically as Exhibit n8 to Post-Effective
Amendment No. 106 to the Registration Statement of American Century Mutual
Funds, Inc. on November 29, 2004, File No. 2-14213, and incorporated herein by
reference).
(uu) Amendment No. 8 to the Amended and Restated Multiple Class Plan,
dated February 24, 2005 (filed electronically as Exhibit n9 to Post-Effective
Amendment No. 22 to the Registration Statement of American Century Strategic
Asset Allocations, Inc. on March 30, 2005, File No. 33-79482, and incorporated
herein by reference).
(vv) Amendment No. 9 to the Amended and Restated Multiple Class Plan,
dated July 29, 2005 (filed electronically as Exhibit n10 to Post-Effective
Amendment No. 111 to the Registration Statement of American Century Mutual
Funds, Inc. on July 28, 2005, File No. 2-14213, and incorporated herein by
reference).
(ww) Amendment No. 10 to the Amended and Restated Multiple Class Plan,
dated September 29, 2005 (filed electronically as Exhibit n11 to Post-Effective
Amendment No. 41 to the Registration Statement of the Registrant on September
29, 2005, File No. 33-19589, and incorporated herein by reference).
(xx) Amendment No. 11 to the Amended and Restated Multiple Class Plan,
dated March 30, 2006 (filed electronically as Exhibit n12 to Post-Effective
Amendment No. 23 to the Registration Statement of American Century Strategic
Asset Allocations, Inc. on March 30, 2006, File No. 33-79482, and incorporated
herein by reference).
(11) Opinion and Consent of Counsel, dated October 2, 2006 (filed
electronically as Exhibit 11 to the Registration Statement on Form N-14 of the
Registrant on October 2, 2006, File No. 33-19589, and incorporated herein by
reference).
(12) Opinion and Consent of Counsel as to the tax matters and consequences
to shareholders is included herein.
(13) (a) Transfer Agency Agreement with American Century Services
Corporation, dated August 1, 1997 (filed electronically as Exhibit 9 to
Post-Effective Amendment No. 33 to the Registration Statement of American
Century Government Income Trust on July 31, 1997, File No. 2-99222, and
incorporated herein by reference).
(b) Amendment No. 1 to the Transfer Agency Agreement with American
Century Services Corporation, dated June 29, 1998 (filed electronically as
Exhibit 9b to Post-Effective Amendment No. 23 to the Registration Statement of
American Century Quantitative Equity Funds on June 29, 1998, File No. 33-19589,
and incorporated herein by reference).
(c) Amendment No. 2 to the Transfer Agency Agreement with American
Century Services Corporation, dated November 20, 2000 (filed electronically as
Exhibit h4 to Post-Effective Amendment No. 30 to the Registration Statement of
American Century California Tax-Free and Municipal Funds on December 29, 2000,
File No. 2-82734, and incorporated herein by reference).
(d) Amendment No. 3 to the Transfer Agency Agreement with American
Century Services Corporation, dated August 1, 2001 (filed electronically as
Exhibit h5 to Post-Effective Amendment No. 44 to the Registration Statement of
American Century Government Income Trust on July 31, 2001, File No. 2-99222, and
incorporated herein by reference).
(e) Amendment No. 4 to the Transfer Agency Agreement with American
Century Services Corporation, dated December 3, 2001 (filed electronically as
Exhibit h6 to Post-Effective Amendment No. 16 to the Registration Statement of
American Century Investment Trust on November 30, 2001, File No. 33-65170, and
incorporated herein by reference).
(f) Amendment No. 5 to the Transfer Agency Agreement with American
Century Services Corporation, dated July 1, 2002 (filed electronically as
Exhibit h6 to Post-Effective Amendment No. 17 to the Registration Statement of
American Century Investment Trust on June 28, 2002, File No. 33-65170, and
incorporated herein by reference).
(g) Amendment No. 6 to the Transfer Agency Agreement with American
Century Services Corporation, dated September 3, 2002 (filed electronically as
Exhibit h7 to Post-Effective Amendment No. 35 to the Registration Statement of
the Registrant on September 30, 2002, File No. 2-91229, and incorporated herein
by reference).
(h) Amendment No. 7 to the Transfer Agency Agreement with American
Century Services Corporation, dated December 31, 2002 (filed electronically as
Exhibit h8 to Post-Effective Amendment No. 4 to the Registration Statement of
American Century Variable Portfolios II, Inc. on December 23, 2002, File No.
333-46922, and incorporated herein by reference).
(i) Amendment No. 8 to the Transfer Agency Agreement with American
Century Services Corporation, dated May 1, 2004 (filed electronically as Exhibit
h10 to Post-Effective Amendment No. 35 to the Registration Statement of American
Century Quantitative Equity Funds, Inc. on April 29, 2004, File No. 33-19589,
and incorporated herein by reference).
(j) Amendment No. 9 to the Transfer Agency Agreement with American
Century Services, LLC, dated May 1, 2005 (filed electronically as Exhibit h9 to
Post-Effective Amendment No. 38 to the Registration Statement of American
Century Quantitative Equity Funds, Inc. on May 13, 2005, File No. 33-19589, and
incorporated herein by reference).
(k) Amendment No. 10 to the Transfer Agency Agreement with American
Century Services, LLC, dated September 29, 2005 (filed electronically as Exhibit
h11 to Post-Effective Amendment No. 41 to the Registration Statement of American
Century Quantitative Equity Funds, Inc. on September 29, 2005, File No.
33-19589, and incorporated herein by reference).
(l) Amendment No. 11 to the Transfer Agency Agreement with American
Century Services, LLC, dated March 30, 2006 (filed electronically as Exhibit h12
to Post-Effective Amendment No. 50 to the Registration Statement of American
Century Municipal Trust on March 31, 2006, File No. 2-14213, and incorporated
herein by reference).
(m) Amendment No. 12 to the Transfer Agency Agreement with American
Century Services, LLC, dated April 28, 2006 (filed electronically as Exhibit h13
to Post-Effective Amendment No. 44 to the Registration Statement of the
Registrant on April 28, 2006, File No. 33-19589, and incorporated herein by
reference).
(n) Credit Agreement with JPMorgan Chase Bank, as Administrative
Agent, dated December 17, 2003 (filed electronically as Exhibit h9 to
Post-Effective Amendment No. 39 to the Registration Statement of American
Century Target Maturities Trust on January 30, 2004, File No. 2-94608, and
incorporated herein by reference).
(o) Termination, Replacement and Restatement Agreement with JPMorgan
Chase Bank N.A., as Administrative Agent, dated December 14, 2005 (filed
electronically as Exhibit h13 to Post-Effective Amendment No. 40 to the
Registration Statement of American Century California Tax-Free and Municipal
Funds on December 29, 2005, File No. 2-82734, and incorporated herein by
reference).
(p) Customer Identification Program Reliance Agreement (filed
electronically as Exhibit h2 to Pre-Effective Amendment No. 1 to the
Registration Statement of American Century Growth Funds, Inc. on May 30, 2006,
File No. 333-116351, and incorporated herein by reference).
(q) New Account Agreement with Goldman, Sachs & Co. (filed
electronically as Exhibit h15 to Post-Effective Amendment No. 41 to the
Registration Statement of the Registrant on September 29, 2005, File No.
33-19589, and incorporated herein by reference).
(r) Prime Brokerage Supplement with Goldman, Sachs & Co. (filed
electronically as Exhibit h16 to Post-Effective Amendment No. 41 to the
Registration Statement of the Registrant on September 29, 2005, File No.
33-19589, and incorporated herein by reference).
(s) Amendment No. 1 to Prime Brokerage Agreement, dated as of
September 29, 2005, by and between Goldman, Sachs & Co. and Long-Short Equity
Fund, a series of American Century Quantitative Equity Funds, Inc. (filed
electronically as Exhibit h17 to Post-Effective Amendment No. 41 to the
Registration Statement of the Registrant on September 29, 2005, File No.
33-19589, and incorporated herein by reference).
(14) (a) Consent of PricewaterhouseCoopers LLP, independent registered
public accounting firm, dated September 27, 2006 (filed electronically as
Exhibit 14(a) to the Registration Statement on Form N-14 of the Registrant on
October 2, 2006, File No. 33-19589, and incorporated herein by reference).
(b) Consent of PricewaterhouseCoopers LLP, independent registered
public accounting firm, dated November 3, 2006 (filed electronically as Exhibit
14(b) to the Registration Statement on Form N-14 of the Registrant on November
9, 2006, File No. 333-137742, and incorporated herein by reference).
(15) Not applicable.
(16) (a) Power of Attorney, dated August 25, 2006 (filed electronically as
Exhibit j2 to Post-Effective Amendment No. 45 to the Registration Statement of
American Century Quantitative Equity Funds, Inc. on September 1, 2006, File No.
33-19589, and incorporated herein by reference).
(b) Secretary's Certificate, dated August 25, 2006 (filed
electronically as Exhibit j3 to Post-Effective Amendment No. 45 to the
Registration Statement of American Century Quantitative Equity Funds, Inc. on
September 1, 2006, File No. 33-19589, and incorporated herein by reference).
(17) Form of proxy (filed electronically as Exhibit 17 to the Registration
Statement on Form N-14 of the Registrant on November 9, 2006, File No.
333-137742, and incorporated herein by reference).
Item 17. Undertakings
Not applicable
SIGNATURES
As required by the Securities Act of 1933, as amended, this Registration
Statement has been signed on behalf of the Registrant, in the City of Kansas
City, State of Missouri on the 4th day of June, 2007.
AMERICAN CENTURY QUANTITATIVE EQUITY FUNDS, INC.
(Registrant)
By: *
-----------------------------------------
Jonathan S. Thomas
President
As required by the Securities Act of 1933, this Registration Statement has
been signed by the following persons in the capacities and on the dates
indicated.
SIGNATURE TITLE DATE
- --------- ----- ----
* President June 4, 2007
- ------------------------
Jonathan S. Thomas
* Vice President, June 4, 2007
- ------------------------ Treasurer and Chief
Robert J. Leach Financial Officer
* Director June 4, 2007
- ------------------------
John Freidenrich
* Chairman of the June 4, 2007
- ------------------------ Board and Director
Ronald J. Gilson
* Director June 4, 2007
- ------------------------
Kathryn A. Hall
* Director June 4, 2007
- ------------------------
Myron S. Scholes
* Director June 4, 2007
- ------------------------
John B. Shoven
* Director June 4, 2007
- ------------------------
Jeanne D. Wohlers
*By: /s/ Brian L. Brogan
-------------------------------------------
Brian L. Brogan
Attorney in Fact
(pursuant to Power of Attorney
dated March 8, 2007)
EXHIBIT INDEX
EXHIBIT DESCRIPTION OF DOCUMENT
NUMBER
EXHIBIT (12) Opinion and Consent of Counsel as to the tax matters and
consequences to shareholders
