The Commission is adopting amendments to the rule under the Investment Company Act of 1940 that permits open-end management investment companies (``funds'') to issue multiple classes of shares representing interests in the same portfolio. The amendments expand and clarify the methods by which a multiple class fund may allocate among its classes income, gains and losses, and expenses not allocated to a particular class, and clarify the shareholder voting provisions of the rule. The Commission also is adopting a technical amendment that clarifies the application to series funds of the rule under the Investment Company Act that governs the use of fund assets to pay for the distribution of fund shares.