percent during its first quarter of operation, the company has announced.

The Fund's shares increased from the original $10 offering price to $13.34 when the quarter concluded on December 31.

Fund president Mr. John McNiff said he believed the result was indicative of the type of performance the Fund can achieve throughout 1994.

The Fund invests primarily in Regulation S offerings by public American companies whose shares are listed on the NASDAQ, the American Stock Exchange or the New York Stock Exchange.

Mr. McNiff said all Fund investments were made at discounts ranging from 25 percent to 40 percent off prevailing US market prices.

Regulation S was created by the US Securities and Exchange Commission in 1990.

It allows public US corporations to sell their shares outside the US to "non-US persons'' and without public registration. The shares can be re-sold after 40 days.

Companies which have sold Regulation S shares include The Travelers, Riggs National Bank and American Airlines parent AMR.

US companies use Regulation S to raise capital swiftly for expansion, project financing, acquisitions and equipment.

Mr. McNiff said Off-Shore receives 10 to 20 investment submissions each week.

In a statement, he said new investors pay for their shares according to the net asset value of the shares as determined on the last day of business each month.

"The new investor is not being penalised for not investing sooner. He or she will share with the old investors the new gains from new purchases of stock at discounted prices.'' Mr. McNiff, a former Wall Street securities lawyer, began Off-Shore operations last September.

Until recently, he said, most of the investors had been Bermudians and expatriates. His company's sales efforts are now being expanded to Europe, Latin America and Asia.

The Fund is an open-ended mutual fund listed on the Bermuda Stock Exchange.

Off-Shore is located on the third floor of the Gibbons Building at the corner of Queen and Reid Streets.