UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934
Release No. 34-54175/ July 19, 2006

Administrative Proceeding File No. 3-11814

NOTICE OF PROPOSED DISTRIBUTION PLAN AND OPPORTUNITY FOR COMMENT

Notice is hereby given, pursuant to Rule 1103 of the Securities and Exchange Commission's ("Commission") Rules on Fair Fund and Disgorgement Plans, 17 C.F.R. § 201.1103, that the Division of Enforcement has submitted to the Commission a proposed plan ("Distribution Plan") for the distribution of monies placed into a Fair Fund in the above-captioned matter.

On February 9, 2005, the Commission issued an Order ("February Order") instituting settled administrative and cease-and-desist proceedings against Columbia Management Advisors, Inc. ("Columbia Advisors") and Columbia Funds Distributor, Inc. ("Columbia Distributor"). The February Order, among other things, authorized the establishment of a Fair Fund, comprised of disgorgement and penalties paid by Columbia Advisors and Columbia Distributor, for distribution to investors injured by certain market timing trading activity, pursuant to a distribution plan developed by an Independent Distribution Consultant.

OPPORTUNITY FOR COMMENT

Pursuant to this Notice, all interested parties are advised that they may print a copy of the proposed Distribution Plan from the Commission's public website, http://www.sec.gov/litigation/admin/2006/34-54175-pdp.pdf, and Columbia's public website, http://www.columbiafunds.com. Interested parties may also obtain a written copy of the proposed Distribution Plan by submitting a written request to Celia D. Moore, United States Securities and Exchange Commission, 33 Arch Street, 23rd Floor, Boston, MA, 02110. All persons who desire to comment on the Distribution Plan may submit their comments, in writing, no later than August 18, 2006:

1. to the Office of the Secretary, United States Securities and Exchange Commission, 100 F Street, N.E., Washington, DC 20549-1090;
    
2. by using the Commission's Internet comment form (http://www.sec.gov/litigation/admin.shtml); or
    
3. by sending an e-mail to rule-comments@sec.gov. Please include "Administrative Proceeding File Number 3-11814" on the subject line.
    

DISTRIBUTION PLAN

The Distribution Plan provides for distribution to certain eligible investors, for the periods defined in the Distribution Plan, their proportionate share of the disgorgement and civil penalties paid by Columbia Advisors and Columbia Distributor in connection with the February Order. The Distribution Plan only provides distributions to certain shareholders of certain funds that the Independent Distribution Consultant determined should receive distributions. If the Distribution Plan is approved, eligible investors in the funds the Independent Distribution Consultant determined should receive distributions would receive a pro rata share of the Columbia Fair Fund as calculated by the Independent Distribution Consultant. The pro rata shares of the Columbia Fair Fund would be determined based on information contained in Columbia's records, as well as records obtained from third party intermediaries. Eligible investors would not need to go through a claims process.

For the Commission, by its Secretary, pursuant to delegated authority.

http://www.sec.gov/litigation/admin/2006/34-54175.htm