U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM N-17f-2
CERTIFICATE OF ACCOUNTING OF SECURITIES AND SIMILAR INVESTMENTS IN THE CUSTODY
OF MANAGEMENT INVESTMENT COMPANIES
Pursuant to Rule 17f-2 [17 CRF 270.17f-2]
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1. Investment Company Act File Number: Date examination completed:
814-00138 September 30, 2004
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2. State Identification Number:
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AL AK AZ AR CA CO
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CT DE DC FL GA HI
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ID IL IN IA KS KY
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LA ME MD MA MI MN
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MS MO MT NE NV NH
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NJ NM NY NC ND OH
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OK OR PA RI SC SD
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TN TX UT VT VA WA
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WV WI WY PUERTO RICO
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Other (specify):
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3. Exact name of investment company as specified in registration statement:
Allied Capital Corporation
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4. Address of principal executive office:(number, street, city, state, zip code)
1919 Pennsylvania Avenue, N.W.; Washington, DC 20006
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INSTRUCTIONS
This Form must be completed by the investment companies that have custody of
securities or similar investments.
Investment Company
1. All items must be completed by the investment company.
2. Give this Form to the independent public accountant who, in compliance with
Rule 17f-2 under the Act and applicable state law, examines securities and
similar investments in the custody of the investment company.
Accountant
3. Submit this Form to the Securities and Exchange Commission and appropriate
state securities administrators when filing the certificate of accounting
required by Rule 17f-2 under the Act and applicable state law. File the
original and one copy with the Securities and Exchange Commission's principal
office in Washington, D.C., one copy with the regional office for the region in
which the investment company's principal business operations are conducted, and
one copy with the appropriate state administrator(s), if applicable.
THIS FORM MUST BE GIVEN TO YOUR INDEPENDENT PUBLIC ACCOUNTANT
Management Statement Regarding Compliance with
Certain Provisions
of the Investment Company Act of 1940
We, as members of management of Allied Capital Corporation (the Company), are
responsible for complying with the requirements of subsections (b) and (c) of
rule 17f-2, "Custody of Investments by Registered Management Investment
Companies," of the Investment Company Act of 1940. We are also responsible for
establishing and maintaining effective internal controls over compliance with
those requirements. We have performed an evaluation of the Company's compliance
with the requirements of subsections (b) and (c) of rule 17f-2 as of
September 30, 2004, and from May 31, 2004, through September 30, 2004.
Based on this evaluation, we assert that the Company was in compliance with the
requirements of subsections (b) and (c) of rule 17f-2 of the Investment Company
Act of 1940 as of September 30, 2004, and from May 31, 2004, through
September 30, 2004, with respect to securities reflected in the investment
account of the Company.
ALLIED CAPITAL CORPORATION
By: /s/ Penni F. Roll
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Penni F. Roll
Chief Financial Officer
[KPMG LETTERHEAD]
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors
Allied Capital Corporation
We have examined management's assertion, included in the accompanying Management
Statement Regarding Compliance With Certain Provisions of the Investment Company
Act of 1940, that Allied Capital Corporation (the Company) complied with the
requirements of subsections (b) and (c) of rule 17f-2 under the Investment
Company Act of 1940 (the Act) as of September 30, 2004. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.
Our examination was conducted in accordance with attestation standards
established by the Public Company Accounting Oversight Board (United States)
and, accordingly, included examining, on a test basis, evidence about the
Company's compliance with those requirements and performing such other
procedures as we considered necessary in the circumstances. Included among our
procedures were the following tests performed as of September 30, 2004, and
with respect to agreement of security purchases and sales, for the period from
May 31, 2004 (the date of our last examination), through September 30, 2004:
- Count and inspection of all securities located in the vault of
Riggs Bank N.A. (the Custodian) without prior notice to
management;
- Confirmation of all securities placed in escrow or out for
transfer with authorized parties;
- Reconciliation of all such securities to the books and records
of the Company and the Custodian; and
- Agreement of 54 security purchases and 46 security sales or
maturities since our last report from the books and records of
the Company to related agreements.
We believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination of the Company's compliance
with specified requirements.
In our opinion, management's assertion that Allied Capital Corporation complied
with the requirements of subsections (b) and (c) of rule 17f-2 of the Investment
Company Act of 1940 as of September 30, 2004, with respect to securities
reflected in the investment account of the Company is fairly stated, in all
material respects.
This report is intended solely for the information and use of management and the
Board of Directors of Allied Capital Corporation and the Securities and Exchange
Commission and is not intended to be and should not be used by anyone other than
these specified parties.
/s/ KPMG LLP
Washington, DC
November 19, 2004