WCT FUNDS, N-1A EL/A, 1997-09-25

WCT FUNDS
N-1A EL/A, 1997-09-25

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1933 Act File No. 333-35785
1940 Act File No. 811-08335

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933........... X
---

Pre-Effective Amendment No. 1 ................................. X
----- ---

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X
---

Amendment No. 1 ............................................... X
----- ---

WCT FUNDS

(Exact name of Registrant as Specified in Charter)

Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779
(Address of Principal Executive Offices)

(412) 288-1900

(Registrant's Telephone Number)

John W. McGonigle, Esq.,
Federated Investors Tower,

Pittsburgh, Pennsylvania 15222-3779
(Name and Address of Agent for Service)

Approximate Date of Proposed
Public Offering
AS SOON AS
POSSIBLE AFTER
THE
EFFECTIVENESS OF
THE REGISTRATION
STATEMENT

Pursuant to the provisions of Rule 24f-2 of the Investment Company Act
of 1940, Registrant hereby elects to register an indefinite number of
shares.

AMENDMENT PURSUANT TO RULE 473

The Registrant hereby amends this Registration Statement on such date
or dates as may be necessary to delay its effective date until the
Registrant shall file a further amendment which specifically states
that this Registration Statement shall thereafter become effective in
accordance with Section 8(a) of the Securities Act of 1933 or until
the Registration Statement shall become effective on such date as the
Commission acting pursuant to said Section 8(a), may determine.

Copies To:

Matthew G. Maloney, Esquire
Dickstein, Shapiro, Morin & Oshinsky, L.L.P.

2101 L Street, N.W.
Washington, D.C. 20037

<PAGE>

CROSS-REFERENCE SHEET

This Amendment to the Registration Statement of WCT FUNDS
consists of one portfolio, West Coast Equity Fund, and is comprised of
the following:

PART A. INFORMATION REQUIRED IN A PROSPECTUS.
<TABLE>
<CAPTION>

Prospectus Heading

(RULE 404(C) CROSS REFERENCE)
<C> <S> <C>

Item 1. Cover Page..................................Cover Page.
Item 2. Synopsis....................................Summary of Fund Expenses.
Item 3. Condensed Financial
Information Performance Information.
Item 4. General Description of

Registrant..................................General Information; Investment Information;
Investment Objective; Investment Policies;
Acceptable Investments; Investment Limitations.

Item 5. Management of the Fund WCT Funds Management; Management of the WCT Funds;
Distribution of Fund Shares; Administration of the
Fund; Expenses of the Fund.
Item 6. Capital Stock and Other

Securities..................................Dividends and Distributions; Shareholder

Information;
Voting
Rights;
Tax
Information;
Federal
Income
Tax;
State
and
Local
Taxes;
Effect
of
Banking
Laws.

Item 7. Purchase of Securities Being ...............
Offered.....................................Net
Asset
Value;
Investing
in the
Fund;
Share
Purchases;
Minimum
Investment
Required;
What
Shares
Cost;
Purchases
at Net
Asset
Value;
Purchases
with
Proceeds
from
Redemption
of
Unaffiliated
Mutual
Fund
Shares;
Sales
Charge
Reallowance;
Reducing
or
Eliminating
the
Sales
Charge;
Systematic
Investment
Program;
Retirement
Plans;
Confirmations
and
Account
Statements;
Exchange
Privilege;
Exchanging
Shares.

Item 8. Redemption or Repurchase....................Redeeming Shares; Systematic Withdrawal Program;
Account with Low Balances.
Item 9. Pending Legal Proceedings...................None.

<PAGE>

PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.

Item 10. Cover Page..................................Cover Page.
Item 11. Table of Contents...........................Table of Contents.
Item 12. General Information and
History General Information About the Fund.
Item 13. Investment Objectives and

Policies....................................Investment Objective and Policies; Investment
Limitations; Appendix.

Item 14. Management of the Fund WCT Funds Management; Trustees Compensation.
Item 15. Control Persons and Principal

Holders of Securities Fund Ownership.
Item 16. Investment Advisory and Other

Services....................................Investment Advisory Services; Distribution and
Shareholder Services Plans; Other Services; Fund
Administration; Custodian and Portfolio Accountant;
Transfer Agent, Dividend Disbursing Agent, and
Shareholder Servicing Agent; Independent Auditors.

Item 17. Brokerage Allocation........................Brokerage Transactions.
Item 18. Capital Stock and Other
Securities Not Applicable.
Item 19. Purchase, Redemption and

Pricing of Securities

Being Offered...............................Purchasing Shares; Determining Net Asset Value;
Exchange Privilege; Redeeming Shares; Redemption in
Kind; Massachusetts Partnership Law.

Item 20. Tax Status..................................Tax Status; The Fund's Tax Status; Shareholders'
Tax Status.

Item 21. Underwriters................................Not Applicable.
Item 22. Calculation of Performance
Data........................................Total Return; Yield; Performance Comparisons.
Item 23. Financial Statements........................To be filed by amendment.

</TABLE>

[IN RED INK ON THE LEFT SIDE PANEL] INFORMATION CONTAINED HEREIN IS
SUBJECT TO COMPLETION OR AMENDMENT. A REGISTRATION STATEMENT RELATING
TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION. THESE SECURITIES MAY NOT BE SOLD NOR MAY ANY OFFERS TO BUY
BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES
EFFECTIVE. THIS STATEMENT OF ADDITIONAL INFORMATION SHALL NOT
CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR
SHALL THERE BE ANY SALE OF THESE SECURITIES IN ANY STATE IN WHICH SUCH
OFFER, SOLICITATION, OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION
OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE.

SUBJECT TO COMPLETION

PRELIMINARY PROSPECTUS

DATED SEPTEMBER 30, 1997

WCT EQUITY FUND

(A PORTFOLIO OF THE WCT FUNDS)

Prospectus

The shares of WCT Equity Fund (the "Fund") offered by this prospectus
represent interests in a diversified portfolio in the WCT Funds (the
"Trust"), an open-end management investment company (a mutual fund).
The investment objective of the Fund is to provide long-term capital
appreciation. The Fund pursues this objective by investing primarily
in common or preferred stock of large or medium sized companies with
market capitalizations in excess of $1.5 billion.

THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT DEPOSITS OR OBLIGATIONS
OF WEST COAST TRUST COMPANY, INC. OR ITS AFFILIATES, ARE NOT ENDORSED
OR GUARANTEED BY WEST COAST TRUST COMPANY, INC. OR ITS AFFILIATES, AND
ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE
FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENT AGENCY. INVESTMENT IN
THESE SHARES INVOLVES INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF
PRINCIPAL.

This prospectus contains the information you should read and know
before you invest in the Fund. Keep this prospectus for future
reference.

The Fund has also filed a Statement of Additional Information dated
November __, 1997 with the Securities and Exchange Commission. The
information contained in the Statement of Additional Information is
incorporated by reference into this prospectus. You may request a copy
of the Statement of Additional Information, or a paper copy of this
prospectus, if you have received your prospectus electronically, free
of charge, obtain other information, or make inquiries about the Fund
by writing to the Fund or by calling the Fund at 1-800-___-____. The
Statement of Additional Information, material incorporated by
reference into this document, and other information regarding the Fund
is maintained electronically with the SEC at Internet Web site
(http://www.sec.gov).

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION NOR HAS THE SECURITIES AND EXCHANGE
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY

REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

Prospectus dated November __, 1997

<PAGE>

TABLE OF CONTENTS

To be generated by typesetter

<PAGE>

SUMMARY OF FUND EXPENSES

SHAREHOLDER TRANSACTION EXPENSES

Maximum Sales Charge Imposed on Purchases
(as a percentage of offering price)........................... 4.50%

Maximum Sales Charge Imposed on Reinvested Dividends
(as a percentage of offering price).......................... None

Contingent Deferred Sales Charge
(as a percentage of original purchase price or redemption
proceeds, as applicable)................................ None

Redemption Fees (as a percentage of amount redeemed, if applicable) None

Exchange Fee...................................................... None

ANNUAL FUND OPERATING EXPENSES *
(As a percentage of projected average net assets)

Management Fee(1)....0.50%

12b-1 Fee (2)........0.00%

Total Other Expenses......0.65%
Shareholder Servicing Fee(3)......0.00%

Total Fund Operating Expenses(4)...1.15%

(1) The estimated management fee has been reduced to reflect the
anticipated voluntary waiver of the management fee by the investment
adviser. The adviser can terminate this voluntary waiver at any time
at its sole discretion. The maximum management fee is 0.75%.

(2) As of the date of this prospectus, the Fund is not paying or
accruing 12b-1 fees. The Fund will not pay or accrue 12b-1 fees until
a separate class of shares has been created for certain institutional
investors. The Fund's distributor can pay up to 0.25% as a 12b-1 fee
which is reimbursed to the distributor by the Fund. See "Distribution
of Fund Shares." Long-term shareholders may pay more than the economic
equivalent of the maximum front-end sales charges permitted under the
rules of the National Association of Securities Dealers, Inc. (3)
As of the date of this prospectus, the Fund is not paying or accruing
Shareholder Servicing fees. The Fund will not pay or accrue
Shareholder Servicing fees until a separate class of shares has been
created for certain institutional investors. The Fund can pay up to
0.25% as a Shareholder Servicing fee. See "Distribution of Fund
Shares."

(4) The Total Fund Operating Expenses are estimated to be 1.40% absent
the voluntary waiver described in Note 1 above.

* Expenses in this table are estimated based on average expenses
expected to be incurred during the fiscal year ending October 31,
1998. During the course of this period, expenses may be more or less
than the average amount shown.

The purpose of this table is to assist the investor in understanding
the various costs and expenses that a shareholder in the Fund will
bear, either directly or indirectly. For more complete descriptions of
the various costs and expenses, see "WCT Funds Information" and
"Investing in the Fund". Wire-transferred redemptions may be subject
to additional fees.

EXAMPLE

You would pay the following expenses on a $1,000 investment assuming
(1) 5% annual return; (2) redemption at the end of each time period;
and (3) payment of the maximum sales charge. As noted in the table
above, the Fund charges no contingent deferred sales charge

1 Year................................................... $56
3 Years.................................................. $80

THE ABOVE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE
SHOWN. THIS EXAMPLE IS BASED ON ESTIMATED DATA FOR THE FISCAL YEAR
ENDING OCTOBER 31, 1998.

<PAGE>

GENERAL INFORMATION

The WCT Funds was established as a Massachusetts business trust under
a Declaration of Trust dated July 1, 1997. The Declaration of Trust
permits the WCT Funds to offer separate series of shares of beneficial
interest representing interests in separate portfolios of securities.
This prospectus relates only to the WCT Funds' equity portfolio, known
as WCT Equity Fund. The Fund is for trust clients of WCT Trust
Company, Inc. and its affiliates and individual investors who desire a
convenient means of accumulating an interest in a professionally
managed, diversified portfolio investing primarily in common or
preferred stock of large or medium sized companies with market
capitalizations in excess of $1.5 billion. West Coast Trust Company,
Inc. is the investment adviser to the Fund, and Becker Capital
Management, Inc. is the Fund's sub-adviser. The minimum initial
investment by a trust customer is $5,000 and $1,000 for individual
investors. Subsequent investments must be in amounts of at least $100.

Fund shares are sold at net asset value plus an applicable sales
charge and are redeemed at net asset value.

INVESTMENT INFORMATION

INVESTMENT OBJECTIVE

The investment objective of the Fund is to provide long-term capital
appreciation. While there is no assurance that the Fund will achieve
its investment objective, it endeavors to do so by investing in
companies believed to represent good long-term values not currently
recognized in the market prices of their securities identified through
fundamental analysis, systematic stock valuation and disciplined
portfolio construction. The investment objective cannot be changed
without approval of shareholders. Unless indicated otherwise, the
investment policies described below may be changed by the Board of
Trustees (the "Trustees") without the approval of shareholders.
Shareholders will be notified before any material changes in these
policies become effective.

INVESTMENT POLICIES

The Fund pursues its objective by investing primarily in common or
preferred stock of large or medium sized companies with market
capitalizations in excess of $1.5 billion. Occasionally, the Fund will
hold small cap issues which satisfy the adviser's and sub-adviser's
valuation discipline. The common and preferred stocks the Fund invests
in are generally characterized as having low price to earnings ratios,
and as having growth and quality characteristics which match or exceed
those companies which comprise the Standard & Poor's 500 Index
("S&P"). As a matter of investment policy, the Fund will invest so
that, under normal circumstances, at least 80% of its total assets are
invested in equity securities.

ACCEPTABLE INVESTMENTS

The securities in which the Fund invests include, but are not limited
to:

o common stocks of U.S. companies which are either listed on
the New York or American Stock Exchanges or traded in
over-the-counter markets, and preferred stocks, warrants,
and preferred stocks convertible into common stocks of
such companies;

o American Depositary Receipts ("ADRs") of foreign companies
traded on the New York or American Stock Exchanges or in
the over-the-counter market;

o obligations of the United States government;

o notes, bonds, and discount notes of U.S. government agencies or
instrumentalities;

o money market instruments rated, at the time of purchase,
A-1 or A-2 by Standard & Poor's ("S&P"), Prime-1 or
Prime-2 by Moody's Investors Service, Inc. ("Moody's"), or
F-1 or F-2 by Fitch Investor Services ("Fitch"), or, if
not rated, determined by the adviser or sub-adviser to be
of comparable quality; and

o repurchase agreements collateralized by eligible investments.

In addition, the Fund may lend portfolio securities, invest in
securities of other investment companies, and engage in when-issued
and delayed delivery transactions.

The prices of fixed income securities fluctuate inversely to the
direction of interest rates.

COMMON STOCKS. As described above, the Fund invests primarily in
common and preferred stocks. As with other mutual funds that invest
primarily in common and preferred stocks, the Fund is subject to
market risks. That is, the possibility exists that common and
preferred stocks will decline over short or even extended periods of
time, and the United States equity market tends to be cyclical,
experiencing both periods when stock prices generally increase and
periods when stock prices generally decrease. The Fund may, from time
to time, invest in issuers with smaller capitalizations. Small
capitalization stocks have historically been more volatile in price
than larger capitalization stocks, such as those included in the S&P
500. This is because, among other things, smaller companies have a
lower degree of liquidity in the equity market and tend to have a
greater sensitivity to changing economic conditions than larger
companies. Further, in addition to exhibiting greater volatility,
these stocks may, to some degree, fluctuate independently of the
stocks of large companies. That is, the stocks of small capitalization
companies may decline in price as the price of large company stocks
rises or vice versa. Therefore, investors should expect that there
will be periods of time when the Fund will exhibit greater volatility
than broad stock market indices such as the S&P 500.

CONVERTIBLE SECURITIES. Convertible securities are fixed income
securities which may be exchanged or converted into a predetermined
number of the issuer's underlying common stock at the option of the
holder during a specified time period. Convertible securities may take
the form of convertible preferred stock or debentures, units
consisting of warrants or a combination of the features of several of
these securities.

Convertible preferred stocks generally retain the investment
characteristics of fixed income securities until they have been
converted but also react to movements in the underlying equity
securities. The holder is entitled to receive the dividend preference
of a preferred stock until the holder elects to exercise the
conversion privilege.

SECURITIES OF FOREIGN ISSUERS. The Fund may invest (up to 20% of its
total assets) in securities of foreign issuers traded on the New York
or American Stock Exchanges or in the over-the-counter market in the
form of depositary receipts. Securities of a foreign issuer may
present greater risks in the form of nationalization, confiscation,
domestic marketability, or other national or international
restrictions. As a matter of practice, the Fund will not invest in the
securities of a foreign issuer if any such risk appears to the adviser
or sub-adviser to be substantial.

Other differences between investing in foreign and U.S. companies include:

o less publicly available information about foreign companies;

o the lack of uniform financial accounting standards applicable to
foreign companies;

o less readily available market quotations on foreign companies;

o differences in government regulation and supervision of foreign
securities exchanges, brokers, listed companies, and banks;

o generally lower foreign securities market volume;

o the likelihood that foreign securities may be less liquid or more
volatile;

o generally higher foreign brokerage commissions;

o possible difficulty in enforcing contractual obligations or
obtaining court judgments abroad because of differences in the
legal systems;

o unreliable mail service between countries; and

o political or financial changes which adversely affect investments
in some countries.

U.S. GOVERNMENT OBLIGATIONS. These securities include but are not limited to:

o direct obligations of the U.S. Treasury, such as U.S. Treasury
bills, notes, and bonds; and

o notes, bonds and discount notes of U.S. government agencies or
instrumentalities.

Some of these obligations are backed by the full faith and credit
of the U.S. Treasury. No assurances can be given that the U.S.
government will provide financial support to other agencies or
instrumentalities, since it is not obligated to do so. These agencies
and instrumentalities are supported by:

o the issuer's right to borrow an amount limited to a specific line
of credit from the U.S. Treasury;

o the discretionary authority of the U.S. government to purchase
certain obligations of an agency or instrumentality; or

o the credit of the agency or instrumentality.

INVESTING IN SECURITIES OF OTHER INVESTMENT COMPANIES. The Fund may
invest its assets in securities of other investment companies as an
efficient means of carrying out its investment policies. It should be
noted that investment companies incur certain expenses, such as
management fees, and , therefore, any investment by the Fund in shares
of other investment companies may be subject to such duplicate
expenses.

TEMPORARY INVESTMENTS. In such proportions as, in the judgment of its
adviser and sub-adviser, prevailing market conditions warrant, the
Fund may, for temporary defensive purposes, invest in:

o commercial paper which matures in 270 days or less so long
as at least two ratings are high quality ratings by
nationally recognized statistical rating organizations;

o time and savings deposits (including certificates of
deposit) in commercial or savings banks whose accounts are
insured by the Bank Insurance Fund ("BIF"), which is
administered by the Federal Deposit Insurance Corporation
("FDIC"), or in institutions whose accounts are insured by
the Savings Association Insurance Fund ("SAIF"), which is
also administered by the FDIC, including certificates of
deposit issued by, and other time deposits in, foreign
branches of BIF-insured banks; and

o bankers' acceptances.

RESTRICTED AND ILLIQUID SECURITIES. The Fund may invest in restricted
securities. Other than Section 4(2) commercial paper, restricted
securities are any securities in which the Fund may otherwise invest
pursuant to its investment objective and policies, but which are
subject to restrictions on resale under federal securities laws.
However, the Fund will limit investments in illiquid securities,
including certain restricted securities not determined by the Trustees
to be liquid, non-negotiable time deposits and repurchase agreements
providing for settlement in more than seven days after notice, to 15%
of its net assets.

WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS. The Fund may purchase
securities on a when-issued or delayed delivery basis. These
transactions are arrangements in which the Fund purchases securities
with payment and delivery scheduled for a future time. The seller's
failure to complete these transactions may cause the Fund to miss a
price or yield considered to be advantageous. Settlement dates may be
a month or more after entering into these transactions, and the market
values of the securities purchased may vary from the purchase prices.

The Fund may dispose of a commitment prior to settlement if the
adviser and sub-adviser deem it appropriate to do so. In addition, the
Fund may enter into transactions to sell its purchase commitments to
third parties at current market values and simultaneously acquire
other commitments to purchase similar securities at later dates. The
Fund may realize short-term profits or losses upon the sale of such
commitments.

LENDING OF PORTFOLIO SECURITIES. In order to generate additional
income, the Fund may lend portfolio securities on a short-term or
long-term basis, or both, to broker/dealers, banks, or other
institutional borrowers of securities. The Fund will only enter into
loan arrangements with broker/dealers, banks, or other institutions
which the investment adviser and sub-adviser have determined are
creditworthy under guidelines established by the Trustees and will
receive collateral in the form of cash or U.S. government securities
equal to at least 100% of the value of the securities loaned. There is
the risk that when lending portfolio securities, the securities may
not be available to the Fund on a timely basis and the Fund may,
therefore, lose the opportunity to sell the securities at a desirable
price. In addition, in the event that a borrower of securities would
file for bankruptcy or become insolvent, disposition of the securities
may be delayed pending court action.

REPURCHASE AGREEMENTS. The U.S. government securities and other
securities in which the Fund invests may be purchased pursuant to
repurchase agreements. Repurchase agreements are arrangements in which
banks, broker/dealers, and other recognized financial institutions
sell U.S. government securities or other securities to the Fund and
agree at the time of sale to repurchase them at a mutually agreed upon
time and price. To the extent that the original seller does not
repurchase the securities from the Fund, the Fund could receive less
than the repurchase price on any sale of such securities.

PORTFOLIO TURNOVER. Although the Fund does not intend to invest for
the purpose of seeking short-term profits, securities in the Fund's
portfolio will be sold whenever the adviser and sub-adviser believe it
is appropriate to do so in light of the Fund's investment objective,
without regard to the length of time a particular security may have
been held. A high portfolio turnover rate may also result in higher
taxes paid by the Fund's shareholders. See "Tax Information" in this
Prospectus.

INVESTMENT LIMITATIONS

As a matter of fundamental investment policy, which cannot be changed
without shareholder approval, the Fund will not borrow money directly
or through reverse repurchase agreements (arrangements in which the
Fund sells a portfolio instrument for a percentage of its cash value
with an arrangement to buy it back on a set date) or pledge securities
except, under certain circumstances, the Fund may borrow up to
one-third of the value of its total assets and pledge up to 15% of its
total assets to secure such borrowings.

HUB AND SPOKE (R) OPTION

If the Trustees determine it to be in the best interest of the Fund
and its shareholders, the Fund may in the future seek to achieve its
investment objective by investing all of its assets in another
investment company having the same investment objective and
substantially the same investment policies and restrictions as those
applicable to the Fund. It is expected that any such investment
company would be managed in substantially the same manner as the Fund.

The initial shareholder of the Fund (which is an affiliate of Edgewood
Services, Inc.) voted to vest authority to use this investment
structure in the sole discretion of the Trustees. No further approval
of shareholders is required. Shareholders will receive at least 30
days prior notice of any such investment.

In making its determination, the Trustees will consider, among other
things, the benefits to shareholders and/or the opportunity to reduce
costs and achieve operational efficiencies. Although it is expected
that the Trustees will not approve an arrangement that is likely to
result in higher costs, no assurance is given that costs will remain
the same or be materially reduced if this investment structure is
implemented.

WCT FUNDS INFORMATION

MANAGEMENT OF THE WCT FUNDS

BOARD OF TRUSTEES. The WCT Funds are managed by a Board of Trustees.
The Board of Trustees is responsible for managing the business affairs
of the WCT Funds and for exercising all of the powers of the WCT Funds
except those reserved for the shareholders. An Executive Committee of
the Board of Trustees handles the Board's responsibilities between
meetings of the Board.

INVESTMENT ADVISER. Pursuant to an investment advisory contract with
the WCT Funds, investment decisions for the Fund are made by West
Coast Trust Company, Inc. (hereinafter referred to as the "Adviser" or
"West Coast Trust"), the Fund's investment adviser, subject to
direction by the Trustees. The Adviser, in consultation with Becker
Capital Management, Inc. (the "Sub-Adviser"), continually conducts
investment research and supervision for the Fund and is responsible
for the purchase or sale of portfolio instruments.

ADVISORY FEES. The Fund's Adviser receives an annual investment
advisory fee equal to 0.75% of the Fund's average daily net assets.
The Adviser may voluntary choose to waive a portion of its fee or
reimburse the Fund for certain operating expenses. The Adviser can
terminate this voluntary waiver of its advisory fee at any time at its
sole discretion.

ADVISER'S BACKGROUND. The Adviser is a wholly-owned subsidiary of West
Coast Bancorp ("Bancorp"). Organized in 1981, Bancorp held
approximately $____ million in total assets as of December 31, 1996,
and is the second largest bank holding company based in Oregon.
Through its subsidiaries - The Commercial Bank, Valley Commercial
Bank, The Bank of Newport, The Bank of Vancouver and West Coast Trust,
Bancorp offers a full range of commercial banking services, including
trust services to individuals, partnerships, corporations, and
institutions and acts as fiduciary of estates and conservatorships,
and as a trustee under various wills, trusts and pension and
profit-sharing plans. In addition, Bancorp and its subsidiaries offer
tax-deferred annuities, single-premium whole life insurance, other
insurance investment products and securities products. The Adviser has
not previously served as an investment adviser to a mutual fund.

The Adviser has common and collective funds with assets totaling
approximately $___.

As part of their regular banking operations, Bancorp and its
subsidiaries may make loans to public companies. Thus, it may be
possible, from time to time, for the Fund to hold or acquire the
securities of issuers which are lending clients of Bancorp and its
subsidiaries. The lending relationship will not be a factor in the
selection of securities.

SUB-ADVISER. Pursuant to the terms of an investment sub-advisory
agreement between the Adviser and Becker Capital Management, Inc., the
Sub-Adviser will make all determinations with respect to the
investment of assets of the Fund, and shall take such steps as may be
necessary to implement the same, including the placement of purchases
and sale orders on behalf of the Fund. For the services provided and
the expenses incurred by the Sub-Adviser pursuant to the sub-advisory
agreement, the Sub-Adviser is entitled to receive an annual
sub-advisory fee equal to 0.50% of the daily assets of the Fund
payable by the Adviser from the advisory fees. The Sub-Adviser may
elect to waive some or all of its fee. In no event shall the Fund be
responsible for any fees due to the Sub-Adviser for its services to
the Adviser.

SUB-ADVISER'S BACKGROUND. The Sub-Adviser is a registered investment
advisory firm founded in 1976 as P.E. Becker Inc. In 1992, the
Sub-Adviser changed its name to Becker Capital Management, Inc. The
Sub-Adviser manages assets totaling approximately $2.0 billion for
individuals, corporate pensions and profit sharing trusts,
multi-employer trusts and endowment funds. The Sub-Adviser is a 100%
employee owned firm. The Sub-Adviser is currently a sub-adviser for
another mutual fund.

Donald L. Wolcott has been the Fund's portfolio manager since its
inception. Mr. Wolcott is a Vice President and Portfolio Manager of
Becker Capital Management, Inc., and has served in that capacity since
1987. His responsibilities include the management of portfolios for
taxable individuals and charitable foundations and Mr. Wolcott also
participates in strategic asset allocation decisions for the firm's
balanced account portfolios. Mr. Wolcott received a B.A. in business
from the University of Nebraska and is a Chartered Financial Analyst.

DISTRIBUTION OF FUND SHARES

Edgewood Services, Inc. is the principal distributor for shares
of the Fund. It is a New York corporation organized on October 26,
1993, and is the principal distributor for a number of investment
companies.

Edgewood Services, Inc. is a subsidiary of Federated Investors.

DISTRIBUTION AND SHAREHOLDER SERVICES PLANS. Under a distribution plan
adopted in accordance with Investment Company Act Rule 12b-1 (the
"Plan"), the Fund may pay to the distributor an amount computed at an
annual rate of .25% of the average daily net assets of the Fund to
finance any activity which is principally intended to result in the
sale of shares subject to the Plan. The distributor may select
financial institutions such as banks, fiduciaries, custodians for
public funds, investment advisers, and broker/dealers ("brokers") to
provide distribution and/or administrative services as agents for
their clients or customers.

The distributor may from time to time and for such periods as it deems
appropriate, voluntarily reduce its compensation under the Plan to the
extent the expenses attributable to the shares exceed such lower
expense limitations as the distributor may, by notice to the Trust,
voluntarily declare to be effective.

The distributor will pay financial institutions a fee based upon the
shares subject to the Plan and owned by their clients or customers.
The schedules of such fees and the basis upon which such fees will be
paid will be determined from time to time by the distributor.

The Plan is a compensation type plan. As such, the Fund makes no
payments to the distributor except as described above. Therefore, the
Fund does not pay for unreimbursed expenses of the distributor,
including amounts expended by the distributor in excess of amounts
received by it from the Fund, interest, carrying or other financing
charges in connection with excess amounts expended, or the
distributor's overhead expenses. However, the distributor may be able
to recover such amounts or may earn a profit from future payments made
by shares under the Plan.

Certain trust clients of West Coast Trust will not be affected by the
Plan because the Plan will not be activated unless and until a
separate class of shares of the Fund (which would not have a Rule
12b-1 plan) is created and such trust clients' investments in the Fund
is converted to such class.

In addition, the Fund has adopted a Shareholder Services Plan (the
"Services Plan") with respect to its shares. Under the Services Plan,
financial institutions will enter into shareholder service agreements
with the Fund to provide administrative support services to their
customers who, from time to time, may be owners of record or
beneficial owners of the shares. In return for providing these support
services, a financial institution may receive payments from the Fund
at a rate not exceeding .25% of the average daily net assets of the
shares beneficially owned by the financial institution's customers for
whom it is the holder of record or with whom it has a servicing
relationship. These administrative services may include, but are not
limited to, the provision of personal services and maintenance of
shareholder accounts.

The Glass-Steagall Act prohibits a depository institution (such as a
commercial bank or savings association) from being an underwriter or
distributor of most securities. In the event the Glass-Steagall Act is
deemed to prohibit depository institutions from acting in the
capacities described above or should Congress relax current
restrictions on depository institutions, the Trustees will consider
appropriate changes in the services.

SUPPLEMENTAL PAYMENTS TO FINANCIAL INSTITUTIONS. In addition to
payments made pursuant to the Plan and Services Plan, Edgewood
Services, Inc. and Federated Shareholder Services, from their own
assets, may pay financial institutions supplemental fees for the
performance of substantial sales services, distribution-related
support services, or shareholder services. The support may include
sponsoring sales, educational and training seminars for their
employees, providing sales literature, and engineering computer
software programs that emphasize the attributes of the Fund. Such
assistance will be predicated upon the amount of Shares the financial
institution sells or may sell, and/or upon the type and nature of
sales or marketing support furnished by the financial institution. Any
payments made by the distributor may be reimbursed by the Fund' s
Adviser or its affiliates.

ADMINISTRATION OF THE FUND

ADMINISTRATIVE SERVICES. Federated Services Company, a subsidiary of
Federated Investors, provides the Fund with the administrative
personnel and services (including certain legal and financial
reporting services) necessary to operate the Fund. Such services
include shareholder servicing and certain legal and accounting
services. Federated Services Company provides these at an annual rate
as specified below:

MAXIMUM AVERAGE AGGREGATE

ADMINISTRATIVE FEE DAILY NET ASSETS OF THE TRUST

.15% on the first $250 million

.125% on the next $250 million

.10% on the next $250 million

.075% on assets in excess of $750 million

The administrative fee received during any fiscal year shall be at
least $75,000. Federated Services Company may choose voluntarily to
waive a portion of its fee.

BROKERAGE TRANSACTIONS

EXPENSES OF THE FUND

The Fund pays all of its own expenses and its allocable share of Trust
expenses. These expenses include, but are not limited to, the cost of:
organizing the Trust and continuing its existence; registering the
Trust and its shares; Trustees fees; meetings of Trustees and
shareholders and proxy solicitations therefor; auditing, accounting,
and legal services; investment advisory and administrative services;
custodians, transfer agents, dividend disbursing agents, shareholder
servicing agents, and registrars; issuing, purchasing, repurchasing,
and redeeming shares; reports to government agencies; preparing,
printing and mailing documents to shareholders such as financial
statements, prospectuses and proxies; taxes and commissions; insurance
premiums; association membership dues; and such non-recurring and
extraordinary items as may arise.

NET ASSET VALUE

The Fund's net asset value per share fluctuates. It is determined by
dividing the sum of the market value of all securities and all other
assets, less liabilities, by the number of shares outstanding.

The net asset value is determined as of the close of trading (normally
4:00 p.m., Eastern time) on the New York Stock Exchange, Monday
through Friday, except on: (i) days on which there are not sufficient
changes in the value of the Fund's portfolio securities that its net
asset value might be materially affected; (ii) days during which no
shares are tendered for redemption and no orders to purchase shares
are received; and (iii) the following holidays: New Year's Day, Martin
Luther King Day, Presidents' Day, Good Friday, Memorial Day,
Independence Day, Labor Day, Columbus Day, Veterans' Day, Thanksgiving
Day, and Christmas Day.

INVESTING IN THE FUND

SHARE PURCHASES

Fund shares are sold on days on which the New York Stock Exchange and
the Federal Reserve Wire System are open for business. In connection
with qualified account relationships with West Coast Trust, Fund
shares may be purchased by telephone through procedures established
with West Coast Trust and its affiliates. Individual investors may
place orders to purchase shares either by telephone or by mail. In
connection with the sale of Fund shares, Edgewood Services, Inc. (the
"distributor") may from time to time offer certain items of nominal
value to any shareholder or investor. The Fund reserves the right to
reject any purchase request.

THROUGH WEST COAST TRUST. Trust customers placing an order to purchase
shares of the Fund may open an account by calling West Coast Trust at
_______________. Information needed to establish the account will be
taken over the telephone.

Individual investors may open an account by completing a new account
application form available from _________ at (ADDRESS) or by
telephoning ____________ at 1-800-___-____. Mail the completed account
application along with a check made payable to the Fund to:
__________________________________________.

Payment may be made by check, transfer from an Automated Clearing
House ("ACH") member institution, federal funds or by debiting a
customer's account at West Coast Trust. Purchase orders must be
received by 3:00 p.m. (Eastern time)/12:00 Noon (Pacific time) in
order for shares to be purchased at that day's price. Orders by mail
are considered received after payment by check is converted into
federal funds. This is generally the next business day after the
transfer agent receives the check.

PURCHASES BY WIRE. You may also purchase shares by bank wire. For
opening new accounts in this manner, please call 1-800-___-____ (toll
free) before wiring your funds, and furnish the following information:
the account registration and address, and your taxpayer identification
number (for individuals, a Social Security number). When making
additional investments by wire to your existing account, please
provide your account number(s). You must include your name and
telephone number, the amount being wired and the name of the wiring
bank with both new and existing account purchases.

You should instruct your bank to wire Federal funds to: State Street
Bank and Trust Company, ABA number 011000028, Account Number
_________, Boston, Massachusetts 02266, indicating your account number
and the account registration. Shares cannot be purchased on days on
which the New York Stock Exchange is closed or on federal holidays
restricting wire transfers. Questions on wire purchases should be
directed to your shareholder representative at the telephone number
listed on your account statement.

MINIMUM INVESTMENT REQUIRED

The minimum initial investment in the Fund by a trust customer is
$5,000 and $1,000 for individual investors. Subsequent investments
must be in amounts of at least $100. The Fund may waive the initial
minimum investment from time to time. An institutional investor's
minimum investment will be calculated by combining all accounts it
maintains with the Fund.

WHAT SHARES COST

Fund shares are sold at their net asset value next determined after an
order is received, plus a sales charge, as follows:
<TABLE>
<CAPTION>

Sales Charge

Sales Charge as % of Dealer Allowance
as % of Net Amount as % of

Offering Price Invested Offering Price
<S> <C> <C> <C>

Less than $100,000.......................... 4.50% 4.71% 4.00%
$100,000 but less than
$250,000................................ 3.75% 3.90% 3.50%
$250,000 but less than
$500,000................................ 2.50% 2.56% 2.75%
$500,000 but less than
$750,000................................ 2.00% 2.04% 2.25%
$750,000 but less than $1
million................................. 1.00% 1.01% 1.25%
$1 million or more.......................... 0.00% 0.00% 0.00%

</TABLE>

PURCHASES AT NET ASSET VALUE

Shares of the Fund may be purchased at net asset value, without a
sales charge, by West Coast Trust for accounts in which West Coast
Trust holds or manages assets, by trust companies, trust departments
of other financial institutions and by banks and savings and loans for
their own accounts. Trustees, emeritus trustees, employees and retired
employees of the Trust, West Coast Trust, West Coast Bancorp and its
subsidiaries, or Edgewood Services, Inc. or their affiliates, or any
bank or investment dealer who has a sales agreement with Edgewood
Services, Inc. with regard to the Fund, and their spouses and children
under 21, may also buy shares at net asset value, without a sales
charge. In addition, customers, employee benefit plans, and employees
of Becker Capital Management, Inc. and their spouses and children
under 21 may also buy shares at net asset value, without a sales
charge.

PURCHASES WITH PROCEEDS FROM REDEMPTIONS OF UNAFFILIATED MUTUAL FUND SHARES

Investors may purchase shares of the Fund at net asset value, without
a sales charge, with the proceeds from redemption of shares of a
mutual fund which was sold with a sales charge or commission. The
purchase must be made within 60 days of the redemption, and the
distributor must be notified by the investor in writing, or by his
financial institution, at the time the purchase is made. To provide
adequate proof, an investor must provide a statement showing the value
liquidated from the other mutual fund. This offer is not available for
the redemption of mutual fund shares that were or would be subject to
a contingent deferred sales charge upon redemption.

SALES CHARGE REALLOWANCE

For sales of shares of the Fund, a dealer will normally receive up to
85% of the applicable sales charge. For shares sold with a sales
charge, West Coast Trust will receive 85% of the applicable sales
charge for purchases of Fund shares made directly through West Coast
Trust.

The sales charge for shares sold other than through West Coast Trust
or registered broker/dealers will be retained by the distributor.
However, the distributor will, periodically, uniformly offer to pay to
dealers additional amounts in the form of cash or promotional
incentives, such as reimbursement of certain expenses of qualified
employees and their spouses to attend informational meetings about the
Fund or other special events at recreational-type facilities, or items
of material value. Such payments, all or a portion of which may be
paid from the sales charge the distributor normally retains or any
other source available to it, will be predicated upon the amount of
shares of the Fund that are sold by the dealer.

REDUCING OR ELIMINATING THE SALES CHARGE

The sales charge can be reduced or eliminated on the purchase of Fund
shares through:

o quantity discounts and accumulated purchases;

o signing a 13-month letter of intent;

o using the reinvestment privilege; or

o concurrent purchases.

QUANTITY DISCOUNTS AND ACCUMULATED PURCHASES. As shown in the table
under "What Shares Cost", larger purchases reduce or eliminate the
sales charge paid. The Fund will combine purchases made on the same
day by the investor, his spouse, and his children under age 21 when it
calculates the sales charge.

If an additional purchase of Fund shares is made, the Fund will
consider the previous purchases still invested in the Fund. For
example, if a shareholder already owns shares having a current value
at the public offering price of $90,000 and he purchases $10,000 more
at the current public offering price, the sales charge on the
additional purchase according to the schedule now in effect would be
3.75%, not 4.50%.

To receive the sales charge reduction or elimination, West Coast Trust
or the distributor must be notified by the shareholder in writing or
by his financial institution at the time the purchase is made that
Fund shares are already owned or that purchases are being combined.
The Fund will reduce the sales charge after it confirms the purchases.

LETTER OF INTENT. If a shareholder intends to purchase at least
$100,000 of shares in the Fund over the next 13 months, the sales
charge may be reduced or eliminated by signing a letter of intent to
that effect. This letter of intent includes a provision for a sales
charge adjustment depending on the amount actually purchased within
the 13-month period and a provision for the custodian to hold up to
4.50% of the total amount intended to be purchased in escrow (in
shares of the Fund) until such purchase is completed.

The shares held in escrow will be applied to the shareholder's account
at the end of the 13-month period unless the amount specified in the
letter of intent is not purchased. In this event, an appropriate
number of escrowed shares may be redeemed in order to realize the
difference in the sales charge.

This letter of intent will not obligate the shareholder to purchase
shares, but if the shareholder does, each purchase during the period
will be at the sales charge applicable to the total amount intended to
be purchased. This letter may be dated as of a prior date to include
any purchases made within the past 90 days; however, these previous
purchases will not receive the reduced sales charge.

REINVESTMENT PRIVILEGE. If shares in the Fund have been redeemed, the
shareholder has a one-time right, within 30 days, to reinvest the
redemption proceeds at the next-determined net asset value without any
sales charge. West Coast Trust or the distributor must be notified by
the shareholder in writing or by his financial institution of the
reinvestment in order to eliminate a sales charge. If the shareholder
redeems his shares in the Fund, there may be tax consequences.
Shareholders contemplating such transactions should consult their own
tax advisers.

CONCURRENT PURCHASES. For purposes of qualifying for a sales charge
reduction, a shareholder has the privilege of combining concurrent
purchases of two or more WCT Funds, when and if created, or two or
more Federated Funds (as defined under "Exchange Privilege"), the
purchase price of which includes a sales charge. For example, if a
shareholder concurrently invested $30,000 in a Federated Fund with a
sales charge, and $70,000 in this Fund, the sales charge would be
reduced.

To receive this sales charge reduction, the ___________ or the
distributor must be notified by the shareholder in writing at the time
the concurrent purchases are made. The Fund will reduce the sales
charge after it confirms the purchases.

SYSTEMATIC INVESTMENT PROGRAM

Once a Fund account has been opened, shareholders may add to their
investment on a regular basis in a minimum amount of $100. Under this
program, funds may be automatically withdrawn periodically from the
shareholder's checking account at West Coast Trust and invested in
Fund shares at the net asset value next determined after an order is
received by the Fund, plus the applicable sales charge. A shareholder
may apply for participation in this program through West Coast Trust
or through the distributor.

RETIREMENT PLANS

Shares of the Fund can be purchased as an investment for retirement
plans or for IRA accounts. For further details, contact
___________________ and consult a tax adviser.

CONFIRMATIONS AND ACCOUNT STATEMENTS

Shareholders will receive detailed confirmations of transactions
(except for systematic program transactions). In addition,
shareholders will receive periodic statements reporting all account
activity, including dividends paid. The Fund will not issue share
certificates.

DIVIDENDS AND DISTRIBUTIONS

Dividends are declared quarterly and paid quarterly to all
shareholders invested in the Fund on the record date. All shareholders
on the record date are entitled to the dividend. If shares are
redeemed or exchanged prior to the record date, or purchased after the
record date, those shares are not entitled to that quarter's dividend.

Distribution of any realized net long-term capital gains will be made
at least once every 12 months. Dividends are automatically reinvested
in additional shares of the Fund on payment dates at the ex-dividend
date's net asset value without a sales charge, unless cash payments
are requested by writing to the Fund or West Coast Trust, as
appropriate.

EXCHANGE PRIVILEGE

An investor may, exchange shares of the Fund into any other portfolio
of the Trust, when and if created, subject to the minimum initial
investment requirements for the Fund. In addition, shares of the Fund
may also be exchanged for certain other funds administered or
distributed by subsidiaries of Federated Investors that are not
advised by West Coast Trust ("Federated Funds"). For further
information on the availability of Federated Funds for exchange, call
__________ at 1-800-___-____.

EXCHANGING SHARES

Shareholders of any Fund in the WCT Funds may exchange shares for the
shares of any other Fund in the WCT Funds, when and if created. Prior
to any exchange, the shareholder must receive a copy of the current
prospectus of the fund into which an exchange is to be effected.
Shares may be exchanged at net asset value, plus the difference
between the sales charge (if any) already paid and any sales charge of
the Fund into which shares are to be exchanged, if higher.

When an exchange is made from a fund with a sales charge to a fund
with no sales charge, the shares exchanged and additional shares which
have been purchased by reinvesting dividends on such shares retain the
character of the exchanged shares for purposes of exercising further
exchange privileges; thus, an exchange of such shares for shares of a
fund with a sales charge would be at net asset value.

Upon receipt of proper instructions and all necessary supporting
documents, shares submitted for exchange will be redeemed at the
next-determined net asset value. Written exchange instructions may
require a signature guarantee. Exercise of this privilege is treated
as a sale for federal income tax purposes and, depending on the
circumstances, a short or long-term capital gain or loss may be
realized. The exchange privilege may be terminated at any time.
Shareholders will be notified of the termination of the exchange
privilege. A shareholder may obtain further information on the
exchange privilege by calling West Coast Trust. Telephone exchange
instructions may be recorded. If reasonable procedures are not
followed by the Fund, it may be liable for losses due to unauthorized
or fraudulent telephone instructions.

EXCHANGE BY TELEPHONE

Shareholders may provide instructions for exchanges between
participating funds, when and if created, by telephone to
__________________ at 1-800-___-____.

An authorization form permitting the Fund to accept telephone exchange
requests must first be completed. It is recommended that investors
request this privilege at the time of their initial application. If
not completed at the time of initial application, authorization forms
and information on this service can be obtained through a
__________________ representative.

Shares may be exchanged by telephone only between fund accounts having
identical shareholder registrations. Telephone exchange instructions
may be recorded. If reasonable procedures are not followed by the
Fund, it may be liable for losses due to unauthorized or fraudulent
telephone instructions.

Telephone exchange instructions must be received by
____________________ and transmitted to ____________________ before
_______ p.m. (Eastern time) for shares to be exchanged the same day.
Shareholders who exchange into shares of the Fund will not receive a
dividend from the Fund on the date of the exchange.

Shareholders of the Fund may have difficulty in making exchanges by
telephone through banks or other financial institutions during times
of drastic economic or market changes. If shareholders cannot contact
their _______________ representative by telephone, it is recommended
that an exchange request be made in writing and sent by mail for next
day delivery.

WRITTEN EXCHANGE

A shareholder wishing to make an exchange by written request may do so
by sending it to:

- ---------------------------------------------.

REDEEMING SHARES

The Fund redeems shares at its net asset value next determined after
West Coast Trust receives the redemption request. Redemptions will be
made on days on which the Fund computes its net asset value.
Redemption requests cannot be executed on days on which the New York
Stock Exchange is closed or on federal holidays when wire transfers
are restricted. Requests for redemption can be made in person or by
telephone for trust customers. Individual investors can make requests
for redemption in person, by telephone or by mail through
________________.

BY TELEPHONE. A shareholder who is a trust customer of West Coast
Trust may redeem shares of the Fund by telephoning West Coast Trust at
1-800-___-____. A shareholder who is an individual investor may redeem
shares by telephoning 1-800-___-____. For calls received before 3:00
p.m. (Eastern time)/12:00 Noon (Pacific time), proceeds will normally
be wired the following day to the shareholder's account at West Coast
Trust, transferred through ACH to a member institution, or a check
will be sent to the address of record. In no event will proceeds be
sent more than seven days after a proper request for redemption is
received. An authorization form permitting the Fund to accept
telephone requests must first be completed. Authorization forms and
information on this service are available from _________. Telephone
redemption instructions may be recorded. If reasonable procedures are
not followed by the Fund, it may be liable for losses due to
unauthorized or fraudulent telephone instructions.

In the event of drastic economic or market changes, a shareholder may
experience difficulty in redeeming by telephone. If such a case should
occur, another method of redemption should be utilized, such as a
written request to Federated Shareholder Services Company or
______________________.

If at any time, the Fund shall determine it necessary to terminate or
modify this method of redemption, shareholders would be promptly
notified.

BY MAIL. Any shareholder may redeem Fund shares by sending a written
request to West Coast Trust. Telephone West Coast Trust for specific
instructions before redeeming by letter. The shareholder will be asked
to provide in the request his name, the Fund name, his account number,
and the share or dollar amount requested.

SIGNATURES. Shareholders requesting a redemption of any amount to be
sent to an address other than on record with the Fund, or a redemption
payable other than to the shareholder of record must have their
signatures guaranteed by:

o a trust company or commercial bank whose deposits are
insured by the Bank Insurance Fund, which is administered
by the Federal Deposit Insurance Corporation ("FDIC");

o a member of the New York, American, Boston, Midwest, or Pacific
Stock Exchange;

o a savings bank or savings association whose deposits are
insured by the Savings Association Insurance Fund, which
is administered by the FDIC; or

o any other "eligible guarantor institution," as defined in
the Securities Exchange Act of 1934.

The Fund does not accept signatures guaranteed by a notary public.

The Fund and its transfer agent have adopted standards for accepting
signature guarantees from the above institutions. The Fund may elect
in the future to limit eligible signature guarantors to institutions
that are members of a signature guarantee program. The Fund and its
transfer agent reserve the right to amend these standards at any time
without notice.

Normally, a check for the proceeds is mailed within one business day,
but in no event more than seven days, after receipt of a proper
written redemption request.

SYSTEMATIC WITHDRAWAL PROGRAM

Shareholders who desire to receive payments of a predetermined amount
may take advantage of the Systematic Withdrawal Program. Under this
program, Fund shares are redeemed to provide for periodic withdrawal
payments in an amount directed by the shareholder. Depending upon the
amount of the withdrawal payments, the amount of dividends paid and
capital gains distributions with respect to Fund shares, and the
fluctuation of the net asset value of Fund shares redeemed under this
program, redemptions may reduce, and eventually deplete, the
shareholder's investment in the Fund. For this reason, payments under
this program should not be considered as yield or income on the
shareholder's investment in the Fund. To be eligible to participate in
this program, a shareholder must have an account value of at least
$10,000, other than retirement accounts subject to required minimum
distributions. A shareholder may apply for participation in this
program through his financial institution. For shares sold with a
sales charge, it is not advisable for shareholders to be purchasing
shares while participating in this program.

ACCOUNTS WITH LOW BALANCES

Due to the high cost of maintaining accounts with low balances, the
Fund may redeem shares in any account and pay the proceeds to the
shareholder if the account balance falls below the required minimum
value of $5,000 due to shareholder redemptions. This requirement does
not apply, however, if the balance falls below $5,000 because of
changes in the Fund's net asset value. Before shares are redeemed to
close an account, the shareholder is notified in writing and allowed
30 days to purchase additional shares to meet the minimum requirement.

SHAREHOLDER INFORMATION

VOTING RIGHTS

Each share of the Trust owned by a shareholder gives that shareholder
one vote in Trustee elections and other matters submitted to
shareholders for vote. All shares of each portfolio in the Trust have
equal voting rights, except that in matters affecting only a
particular portfolio, only shareholders of that portfolio Fund are
entitled to vote.

The Trust is not required to hold annual shareholder meetings.
Shareholder approval will be sought only for certain changes in the
Trust's or the Fund's operation and for the election of Trustees under
certain circumstances.

Trustees may be removed by the Trustees or by shareholders at a
special meeting. A special meeting of the shareholders shall be called
by the Trustees upon the written request of shareholders owning at
least 10% of the outstanding shares of the Trust entitled to vote.

EFFECT OF BANKING LAWS

The Glass-Steagall Act and other banking laws and regulations
presently prohibit a bank holding company registered under the Bank
Holding Company Act of 1956 or any affiliate thereof from sponsoring,
organizing or controlling, a registered, open-end investment company
continuously engaged in the issuance of its shares, and from issuing,
underwriting, selling or distributing securities in general. Such laws
and regulations do not prohibit such a holding company or affiliate
from acting as investment adviser, transfer agent or custodian to such
an investment company or from purchasing shares of such a company as
agent for and upon the order of their customers. Some entities
providing services to the Trust are subject to such banking laws and
regulations. They believe that they may perform those services for the
Fund contemplated by any agreement entered into with the Trust without
violating those laws or regulations. Changes in either federal or
state statutes and regulations relating to the permissible activities
of banks and their subsidiaries or affiliates, as well as further
judicial or administrative decisions or interpretations of present or
future statutes and regulations, could prevent these entities from
continuing to perform all or a part of the above services. If this
happens, the Trustees would consider alternative means of continuing
available investment services. It is not expected that shareholders
would suffer any adverse financial consequences as a result of any of
these occurrences.

TAX INFORMATION

FEDERAL INCOME TAX

The Fund will pay no federal regular income tax because it expects to
meet requirements of the Internal Revenue Code applicable to regulated
investment companies and to receive the special tax treatment afforded
to such companies.

The Fund will be treated as a single, separate entity for federal
income tax purposes so that income (including capital gains) and
losses realized by the Trust's other portfolios will not be combined
for tax purposes with those realized by the Fund.

Unless otherwise exempt, shareholders are required to pay federal
income tax on any dividends and other distributions received. This
applies whether dividends and distributions are received in cash or as
additional shares. The Fund will provide detailed tax information for
reporting purposes.

STATE AND LOCAL TAXES

Shareholders are urged to consult their own tax advisers regarding the
status of their accounts under state and local tax laws.

<PAGE>

PERFORMANCE INFORMATION

From time to time, the Fund advertises its total return and yield.

Total return represents the change, over a specified period of time,
in the value of an investment in the Fund after reinvesting all income
and capital gains distributions. It is calculated by dividing that
change by the initial investment and is expressed as a percentage.

The yield of the Fund is calculated by dividing the net investment
income per share (as defined by the Securities and Exchange
Commission) earned by the Fund over a thirty-day period by the maximum
offering price per share of the Fund on the last day of the period.
This number is then annualized using semi-annual compounding. The
yield does not necessarily reflect income actually earned by the Fund
and, therefore, may not correlate to the dividends or other
distributions paid to shareholders.

The performance information reflects the effect of the maximum sales
charge which, if excluded, would increase the total return and yield.

From time to time, advertisements for the Fund may refer to ratings,
rankings, and other information in certain financial publications
and/or compare the Fund's performance to certain indices.

PERFORMANCE INFORMATION FOR PREDECESSOR COMMON TRUST FUND

The Fund is the successor to the portfolio of a common trust fund
managed by the Sub-Adviser. It is anticipated that, at the Fund's
commencement of operations, the assets from the common trust fund will
be transferred to the Fund in exchange for Fund shares. The
Sub-Adviser has represented that the Fund's investment objective,
policies and limitations are in all material respects identical to
those of the common trust fund.

The Fund's average annual compounded total returns for the one-,
three-, five- and ten-year periods ended June 30, 1997, and since
inception (August 31, 1985), reflecting the maximum sales charge
(i.e., 4.50%) were 23.04%, 18.94,%, 17.46% and 12.99%, respectively.
The Fund's average annual compounded total returns for the one-, five-
and ten-year periods ended June 30, 1997, and since inception (August
31, 1985), without reflecting the sales charge were 28.84%, 20.78,%,
18.54% and 13.51%, respectively. The quoted performance data includes
the performance of the common trust fund for periods before the Fund's
registration statement became effective, as adjusted to reflect the
Fund's anticipated expenses as set forth in the "Expenses of the Fund"
section of this prospectus. The common trust fund was not registered
under the Investment Company Act of 1940 ("1940 Act") and therefore
was not subject to certain investment restrictions that are imposed by
the 1940 Act. If the common trust fund had been registered under the
1940 Act, the performance may have been adversely affected.

<PAGE>

ADDRESSES

WCT Funds

WCT Equity Fund Federated Investors Tower
Pittsburgh, PA 15222-3779

Distributor

Edgewood Services, Inc. Clearing Operations
P.O. Box 897
Pittsburgh, PA 15222-3779

Investment Adviser

West Coast Trust Company, Inc. 1000 Broadway, Suite 1100
Portland, OR 97205

Sub-Adviser

Becker Capital Management, Inc.
1211 SW Fifth Avenue, Ste. 2185
Portland, OR 97204

Custodian

State Street Bank and P.O. Box 1713
Trust Company Boston, MA 02266-8600

Transfer Agent and Dividend Disbursing Agent

Federated Shareholder Services Company
Federated Investors Tower
Pittsburgh, PA 15222-3779

Independent Public Accountants

Arthur Andersen LLP 2100 One PPG Place
Pittsburgh, Pennsylvania 15222

<PAGE>

WCT EQUITY FUND

PROSPECTUS

A Portfolio of WCT Funds, an Open-End
Management Investment Company
Prospectus Dated November __, 1997

EDGEWOOD SERVICES, INC.

Distributor

A subsidiary of Federated Investors

Federated Investors Tower

Pittsburgh, PA 15222-3779

Cusip ______________________

G02161-01(9/97)

SUBJECT TO COMPLETION

PRELIMINARY STATEMENT OF ADDITIONAL INFORMATION

DATED SEPTEMBER 30, 1997

WCT EQUITY FUND

(A PORTFOLIO OF THE WCT FUNDS)

STATEMENT OF ADDITIONAL INFORMATION

This Statement of Additional Information should be read with
the prospectus of WCT Equity Fund (the "Fund"), a portfolio of
WCT Funds (the "Trust") dated November __, 1997. This
Statement is not a prospectus. You may request a copy of a
prospectus or a paper copy of this Statement, if you have
received it electronically, free of charge by calling
1-800-___-____.

FEDERATED INVESTORS TOWER
PITTSBURGH, PENNSYLVANIA 15222-3779

Statement dated November __, 1997

[GRAPHIC OMITTED]
Cusip #########
G02161-02 (9/97)

[GRAPHIC OMITTED]

<PAGE>

TABLE OF CONTENTS

GENERAL INFORMATION ABOUT THE FUND 1

- --------------------------------------------------------------
INVESTMENT OBJECTIVE AND POLICIES 1

- --------------------------------------------------------------
Types of Investments 1
Convertible Preferred Stock 1
Warrants 1
Restricted and Illiquid Securities 1
When-Issued and Delayed Delivery Transactions

Repurchase Agreements 2
Reverse Repurchase Agreements 2
Lending of Portfolio Securities 2
Portfolio Turnover 2
INVESTMENT LIMITATIONS 2

- --------------------------------------------------------------
WCT FUNDS MANAGEMENT 4
Trust Ownership 4
Trustees' Compensation 4
Trustee Liability 4
INVESTMENT ADVISORY SERVICES 4

- --------------------------------------------------------------
Adviser to the Fund 4
Advisory Fees 5
Sub-Adviser to the Fund 5
Sub-Advisory Fees 5
BROKERAGE TRANSACTIONS 5

- --------------------------------------------------------------
OTHER SERVICES 5

- --------------------------------------------------------------
Fund Administration 5
Custodian and Portfolio Accountant 5
Transfer Agent, Dividend Disbursing Agent, and

Shareholder Servicing Agent 6
Independent Auditors 6

PURCHASING SHARES 6

- --------------------------------------------------------------
Distribution and Shareholder Services Plans6

DETERMINING NET ASSET VALUE 6

- --------------------------------------------------------------
Determining Market Value of Securities 6

EXCHANGE PRIVILEGE 7

- --------------------------------------------------------------
Requirements for Exchange 7
Making an Exchange 7

REDEEMING SHARES 7

- --------------------------------------------------------------
Redemption in Kind 7

MASSACHUSETTS PARTNERSHIP LAW 7

- --------------------------------------------------------------
TAX STATUS 8

- --------------------------------------------------------------
The Fund's Tax Status 8
Shareholders' Tax Status 8

TOTAL RETURN 8

- --------------------------------------------------------------
YIELD 8

- --------------------------------------------------------------
PERFORMANCE COMPARISONS 8

- --------------------------------------------------------------
Economic and Market Information 9

APPENDIX 10

- --------------------------------------------------------------

<PAGE>

GENERAL INFORMATION ABOUT THE FUND

The Fund is a portfolio in the WCT Funds (the "Trust"), which was
established as a Massachusetts business trust under a Declaration of
Trust dated July 1, 1997.

INVESTMENT OBJECTIVE AND POLICIES

The Fund's investment objective is to provide long-term capital
appreciation. The investment objective cannot be changed without
approval of shareholders. Unless otherwise indicated, the investment
policies described below may be changed by the Board of Trustees
("Trustees") without shareholder approval. Shareholders will be
notified before any material change in these policies becomes
effective.

TYPES OF INVESTMENTS

The Fund pursues its objective by investing primarily in common or
preferred stock of large or medium sized companies with market
capitalizations in excess of $1.5 billion. Occasionally, the Fund will
hold small cap issues which satisfy the manager's valuation
discipline. The common and preferred stocks the Fund invests in are
generally characterized as having low price to earnings ratios, and as
having growth and quality characteristics which match or exceed those
companies which comprise the S&P 500 Index. As a matter of investment
policy, the Fund will invest so that, under normal circumstances, at
least 80% of its total assets are invested in equity securities.

CONVERTIBLE PREFERRED STOCK

Convertible preferred stock is senior to common stock, and therefore,
has a claim to assets of the corporation prior to the holders of
common stock in the case of liquidation. However, preferred stock is
generally subordinated to debt securities of the same company. The
dividends from preferred stock provides a stable stream of income with
generally higher yields than common stocks, but lower than debt
securities.

The Fund will exchange or convert the convertible preferred stock held
in its portfolio into shares of the underlying common stock in
instances in which, in the adviser's and sub-adviser's opinions, the
investment characteristics of the underlying common shares will assist
the Fund in achieving its investment objective. Otherwise, the Fund
will hold or trade the convertible preferred stock. In selecting
convertible preferred stock for the Fund, the Fund's adviser and
sub-adviser evaluate the investment characteristics of the convertible
preferred stock as a fixed income instrument, and the investment
potential of the underlying equity security for capital appreciation.
In evaluating these matters with respect to a particular convertible
preferred stock, the Fund's adviser and sub-adviser consider numerous
factors, including the economic and political outlook, the value of
the security relative to other investment alternatives, trends in the
determinants of the issuer's profits, and the issuer's management
capability and practices.

WARRANTS

Warrants are basically options to purchase common stock at a specific
price (usually at a premium above the market value of the optioned
common stock at issuance) valid for a specific period of time.
Warrants may have a life ranging from less than a year to twenty years
or may be perpetual. However, most warrants have expiration dates
after which they are worthless. In addition, if the market price of
the common stock does not exceed the warrant's exercise price during
the life of the warrant, the warrant will expire as worthless.
Warrants have no voting rights, pay no dividends, and have no right
with respect to the assets of the corporation issuing them. The
percentage increase or decrease in the market price of the warrant may
end up to be greater than the percentage increase or decrease in the
market price of the optioned common stock.

RESTRICTED AND ILLIQUID SECURITIES

The Fund may invest in commercial paper issued in reliance on the
exemption from registration afforded by Section 4(2) of the Securities
Act of 1933. Section 4(2) commercial paper is restricted as to
disposition under federal securities law, and is generally sold to
institutional investors, such as the Fund, who agree that they are
purchasing the paper for investment purposes and not with a view to
public distribution. Any resale by the purchaser must be in an exempt
transaction. Section 4(2) commercial paper is normally resold to other
institutional investors like the Fund through or with the assistance
of the issuer or investment dealers who make a market in Section 4(2)
commercial paper, thus providing liquidity. The Trust believes that
Section 4(2) commercial paper is quite liquid. The Fund intends,
therefore, to treat Section 4(2) commercial paper as liquid and not
subject to the investment limitation applicable to illiquid
securities.

WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS

These transactions are made to secure what is considered to be an
advantageous price and yield for the Fund. No fees or other expenses,
other than normal transaction costs, are incurred. However, liquid
assets of the Fund sufficient to make payment for the securities to be
purchased are segregated on the Fund's records at the trade date.
These assets are marked to market daily and are maintained until the
transaction has been settled. The Fund does not intend to engage in
when-issued and delayed delivery transactions to an extent that would
cause the segregation of more than 20% of the total value of its
assets.

REPURCHASE AGREEMENTS

The Fund or its custodian will take possession of the securities
subject to repurchase agreements and these securities are marked to
market daily. To the extent that the original seller does not
repurchase the securities from the Fund, the Fund could receive less
than the repurchase price on any sale of such securities. In the event
that such a defaulting seller filed for bankruptcy or became
insolvent, disposition of such securities by the Fund might be delayed
pending court action. The Fund believes that, under the regular
procedures normally in effect for custody of the Fund's portfolio
securities subject to repurchase agreements, a court of competent
jurisdiction would rule in favor of the Fund and allow retention or
disposition of such securities. The Fund will only enter into
repurchase agreements with banks and other recognized financial
institutions, such as broker/dealers, which are deemed by the Fund's
adviser and sub-adviser to be creditworthy pursuant to guidelines
established by the Trustees.

REVERSE REPURCHASE AGREEMENTS

The Fund may also enter into reverse repurchase agreements. These
transactions are similar to borrowing cash. In a reverse repurchase
agreement, the Fund transfers possession of a portfolio instrument to
another person, such as a financial institution, broker, or dealer, in
return for a percentage of the instrument's market value in cash, and
agrees that on a stipulated date in the future the Fund will
repurchase the portfolio instrument by remitting the original
consideration plus interest at an agreed upon rate.

When effecting reverse repurchase agreements, liquid assets of the
Fund in a dollar amount sufficient to make payment for the obligations
to be purchased are segregated at the trade date. These securities are
marked to market daily and are maintained until the transaction is
settled.

The use of reverse repurchase agreements may enable the Fund to avoid
selling portfolio instruments at a time when a sale may be deemed to
be disadvantageous, but the ability to enter into reverse repurchase
agreements does not ensure that the Fund will be able to avoid selling
portfolio instruments at a disadvantageous time.

LENDING OF PORTFOLIO SECURITIES

The collateral received when the Fund lends portfolio securities must
be valued daily and, should the market value of the loaned securities
increase, the borrower must furnish additional collateral to the Fund.
During the time portfolio securities are on loan, the borrower pays
the Fund any dividends or interest paid on such securities. Loans are
subject to termination at the option of the Fund or the borrower. The
Fund may pay reasonable administrative and custodial fees in
connection with a loan and may pay a negotiated portion of the
interest earned on the cash or equivalent collateral to the borrower
or placing broker.

PORTFOLIO TURNOVER

The Fund does not intend to invest for the purpose of seeking
short-term profits. Securities in the portfolio will be sold whenever
the Adviser and Sub-Adviser believe it is appropriate to do so in
light of the Fund's investment objective, without regard to the length
of time a particular security may have been held. The Adviser and
Sub-Adviser do not anticipate that the Fund's portfolio turnover rate
will exceed 50%.

INVESTMENT LIMITATIONS

SELLING SHORT AND BUYING ON MARGIN

The Fund will not sell any securities short or purchase any
securities on margin, but may obtain such short-term credits as
may be necessary for clearance of purchases and sales of
portfolio securities.

ISSUING SENIOR SECURITIES AND BORROWING MONEY

The Fund will not issue senior securities except that the Fund
may borrow money directly or through reverse repurchase
agreements in amounts up to one-third of the value of its total
assets; provided that, while borrowings exceed 5% of the Fund's
total assets, any such borrowings will be repaid before any
additional investments are made. The Fund will not borrow money
or engage in reverse repurchase agreements for investment
leverage.

PLEDGING ASSETS

The Fund will not mortgage, pledge, or hypothecate any assets
except to secure permitted borrowings. In those cases, the Fund
may pledge assets having a market value not exceeding the lesser
of the dollar amounts borrowed or 15% of the total assets at the
time of the pledge. For purposes of this limitation, the
purchase of securities on a when-issued basis will not be deemed
to be a pledge.

INVESTING IN COMMODITIES

The Fund will not purchase or sell commodities, commodity
contracts, or commodity futures contracts.

UNDERWRITING

The Fund will not underwrite any issue of securities or
participate in the marketing of securities of other issuers,
except as the Fund may be deemed to be an underwriter under the
Securities Act of 1933 in connection with the sale of securities
in accordance with the Fund's investment objective, policies,
and limitations.

DIVERSIFICATION OF INVESTMENTS

With respect to securities comprising 75% of the value of its
total assets, the Fund will not purchase securities of any one
issuer (other than cash, cash items, securities issued or
guaranteed by the government of the United States or its
agencies or instrumentalities and repurchase agreements
collateralized by such U.S. government securities; and
securities of other investment companies) if, as a result, more
than 5% of the value of the its total assets would be invested
in the securities of that issuer, or it would own more than 10%
of the outstanding voting securities of that issuer.

CONCENTRATION OF INVESTMENTS

The Fund will not purchase securities if, as a result of such
purchases, 25% or more of the value of its total assets would be
invested in any one industry. The Fund may at times invest 25%
or more of the value of its total assets in securities issued or
guaranteed by the U.S. government, its agencies or
instrumentalities.

LENDING CASH OR SECURITIES

The Fund will not lend any of its assets, except portfolio
securities, but it may purchase or hold corporate or government
bonds, notes, bonds debentures, notes, certificates of
indebtedness, or other debt securities of an issuer, repurchase
agreements, or other transactions which are permitted by the
Fund's investment objective and policies, or the Trust's
Declaration of Trust.

The above investment limitations cannot be changed without shareholder
approval. The following limitations, however, may be changed by the
Trustees without shareholder approval [except that no investment
limitation of the Fund shall prevent the Fund from investing
substantially all of its assets (except for assets which are not
considered "investment securities" under the Investment Company Act of
1940, or assets exempted by the Securities and Exchange Commission) in
an open-end investment company with substantially the same investment
objectives]. Shareholders will be notified before any material changes
in these limitations become effective.

INVESTING IN RESTRICTED AND ILLIQUID SECURITIES

The Fund will not invest more than 15% of its net assets in
illiquid securities, including certain restricted securities
(except for Section 4(2) commercial paper and certain other
restricted securities which meet the criteria for liquidity
as established by the Trustees), non-negotiable time
deposits, and repurchase agreements providing for settlement
in more than seven days after notice.

PURCHASING SECURITIES TO EXERCISE CONTROL

The Fund will not purchase securities of a company for purpose
of exercising control or management.

Except with respect to borrowing money, if a percentage limitation is
adhered to at the time of investment, a later increase or decrease in
percentage resulting from any change in value or net assets will not
result in a violation of such restriction.

The Fund does not intend to borrow money or pledge securities in excess of
5% of the value of its net assets during the coming fiscal year.

For purposes of its policies and limitations, the Fund considers
certificates of deposit and demand and time deposits issued by a U.S.
branch of a domestic bank or savings and loan having capital, surplus,
and undivided profits in excess of $100,000,000 at the time of
investment to be "cash items."

WCT FUNDS MANAGEMENT

Officers and Trustees are listed with their addresses, birthdates,
present positions with WCT Funds, and principal occupations.

[TO BE FILED BY AMENDMENT]

TRUST OWNERSHIP

Officers and Trustees as a group own less than 1% of the Fund`s
outstanding shares.

TRUSTEES' COMPENSATION

AGGREGATE

NAME , COMPENSATION
POSITION WITH FROM
TRUST TRUST*#

[TO BE FILED BY AMENDMENT]

*Information is furnished for the fiscal year ended October 31, 1997.

#The aggregate compensation is provided for the Trust which is comprised of
1 portfolio.

TRUSTEE LIABILITY

The Trust's Declaration of Trust provides that the Trustees are not
liable for errors of judgment or mistakes of fact or law. However,
they are not protected against any liability to which they would
otherwise be subject by reason of willful misfeasance, bad faith,
gross negligence, or reckless disregard of the duties involved in the
conduct of their office.

INVESTMENT ADVISORY SERVICES

ADVISER TO THE FUND

The Fund's investment adviser is West Coast Trust Company, Inc. (the
"Adviser"). The Adviser shall not be liable to the Fund or any
shareholder for any losses that may be sustained in the purchase,
holding, lending, or sale of any security or for anything done or
omitted by it, except acts or omissions involving willful misfeasance,
bad faith, gross negligence, or reckless disregard of the duties
imposed upon it by its contract with the Fund.

BECAUSE OF INTERNAL CONTROLS MAINTAINED BY WEST COAST TRUST COMPANY,
INC. TO RESTRICT THE FLOW OF NON-PUBLIC INFORMATION, FUND INVESTMENTS
ARE TYPICALLY MADE WITHOUT ANY KNOWLEDGE OF WEST COAST TRUST COMPANY
OR ITS AFFILIATES' LENDING RELATIONSHIPS WITH AN ISSUER.

ADVISORY FEES

For its advisory services, the Adviser receives an annual investment
advisory fee as described in the prospectus.

SUB-ADVISER TO THE FUND

The Fund's sub-adviser is Becker Capital Management, Inc. (the
"Sub-Adviser"). The Sub-Adviser shall not be liable to the Fund or any
shareholder for any losses that may be sustained in the purchase,
holding, lending, or sale of any security or for anything done or
omitted by it, except acts or omissions involving willful misfeasance,
bad faith, gross negligence, or reckless disregard of the duties
imposed upon it by its contract with the Adviser.

BECAUSE OF INTERNAL CONTROLS MAINTAINED BY THE SUB-ADVISER TO RESTRICT
THE FLOW OF NON-PUBLIC INFORMATION, FUND INVESTMENTS ARE TYPICALLY
MADE WITHOUT ANY KNOWLEDGE OF THE SUB-ADVISER'S LENDING RELATIONSHIPS
WITH AN ISSUER.

SUB-ADVISORY FEES

For its sub-advisory services, the Sub-Adviser receives an annual
sub-advisory fee as described in the prospectus.

BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of
portfolio instruments, the Sub-Adviser looks for prompt execution of
the order at a favorable price. In working with dealers, the
Sub-Adviser will generally use those who are recognized dealers in
specific portfolio instruments, except when a better price and
execution of the order can be obtained elsewhere. The Sub-Adviser
makes decisions on portfolio transactions and selects brokers and
dealers subject to guidelines established by the Trustees. The
Sub-Adviser may select brokers and dealers who offer brokerage and
research services. These services may be furnished directly to the
Fund or to the Sub-Adviser and may include: advice as to the
advisability of investing in securities; security analysis and
reports; economic studies; industry studies; receipt of quotations for
portfolio evaluations; and similar services. Research services
provided by brokers and dealers may be used by the Sub-Adviser or its
affiliates in advising the Fund and other accounts. To the extent that
receipt of these services may supplant services for which the
Sub-Adviser or its affiliates might otherwise have paid, it would tend
to reduce their expenses. The Sub-Adviser and its affiliates exercise
reasonable business judgment in selecting brokers who offer brokerage
and research services to execute securities transactions. They
determine in good faith that commissions charged by such persons are
reasonable in relationship to the value of the brokerage and research
services provided.

The Fund has adopted certain procedures incorporating the standards of
Rule 17e-1 of the Investment Company Act of 1940, which require that
the commissions paid to affiliated broker-dealers of the Sub-Adviser
must be reasonable and fair compared to the commission, fee, or other
remuneration received, or to be received by other brokers in
connection with comparable transactions involving similar securities
during a comparable period of time.

Although investment decisions for the Fund are made independently from
those of the other accounts managed by the Sub-Adviser, investments of
the type the Fund may make may also be made by those other accounts.
When the Fund and one or more other accounts managed by the
Sub-Adviser are prepared to invest in, or desire to dispose of, the
same security, available investments or opportunities for sales will
be allocated in a manner believed by the Sub-Adviser to be equitable
to each. In some cases, this procedure may adversely affect the price
paid or received by the Fund or the size of the position obtained or
disposed of by the Fund. In other cases, however, it is believed that
coordination and the ability to participate in volume transactions
will be to the benefit of the Fund.

OTHER SERVICES

FUND ADMINISTRATION

Federated Services Company, a subsidiary of Federated Investors,
provides administrative personnel and services to the Fund for a fee
as described in the prospectus.

CUSTODIAN AND PORTFOLIO ACCOUNTANT

State Street Bank and Trust Company, Boston, Massachusetts, is
custodian for the securities and cash of the Fund. Federated Services
Company, Pittsburgh, Pennsylvania, provides certain accounting and
recordkeeping services with respect to the Fund's portfolio
investments. The fee paid for this service is based upon the level of
the Fund's average net assets for the period plus out-of-pocket
expenses.

TRANSFER AGENT, DIVIDEND DISBURSING AGENT, AND SHAREHOLDER SERVICING AGENT

Federated Shareholder Services Company, Pittsburgh, Pennsylvania, a
subsidiary of Federated Investors, serves as transfer agent for the
shares of the Fund, dividend disbursing agent for the Fund, and
shareholder servicing agent for the Fund.

<PAGE>

INDEPENDENT PUBLIC ACCOUNTANTS

The independent public accountants for the Fund are Arthur Andersen
LLP, Pittsburgh, Pennsylvania.

PURCHASING SHARES

Shares of the Fund are sold at their net asset value next determined
after an order is received on days the New York Stock Exchange and
Federal Reserve Wire System are open for business. The procedure for
purchasing shares is explained in the prospectus under "Investing in
the Fund."

DISTRIBUTION AND SHAREHOLDER SERVICES PLANS

These arrangements permit the payment of fees to financial
institutions, the distributor, and Federated Shareholder Services, to
stimulate distribution activities and to cause services to be provided
to shareholders by a representative who has knowledge of the
shareholder's particular circumstances and goals. These activities and
services may include, but are not limited to: marketing efforts;
providing office space, equipment, telephone facilities, and various
clerical, supervisory, computer, and other personnel as necessary or
beneficial to establish and maintain shareholder accounts and records;
processing purchase and redemption transactions and automatic
investments of client account cash balances; answering routine client
inquiries; and assisting clients in changing dividend options, account
designations, and addresses.

By adopting the Distribution Plan, the Board of Trustees expects that
the Fund will be able to achieve a more predictable flow of cash for
investment purposes and to meet redemptions. This will facilitate more
efficient portfolio management and assist the Fund in pursuing its
investment objective. By identifying potential investors whose needs
are served by the Fund's objective, and properly servicing these
accounts, it may be possible to curb sharp fluctuations in rates of
redemptions and sales.

Other benefits, which may be realized under either arrangement, may
include: (1) providing personal services to shareholders; (2)
investing shareholder assets with a minimum of delay and
administrative detail; (3) enhancing shareholder recordkeeping
systems; and (4) responding promptly to shareholders' requests and
inquiries concerning their accounts.

CONVERSION TO FEDERAL FUNDS

It is the Fund's policy to be as fully invested as possible so that
maximum interest may be earned. To this end, all payments from
shareholders must be in federal funds or be converted into federal
funds. West Coast Trust Company, Inc. ("West Coast Trust"), as well as
Federated Shareholder Services Company, act as the shareholder's agent
in depositing checks and converting them to federal funds.

DETERMINING NET ASSET VALUE

Net asset value generally changes each day. The days on which net
asset value is calculated by the Fund are described in the prospectus.

DETERMINING MARKET VALUE OF SECURITIES

Market values of the Fund's securities, other than options, are
determined as follows:

o for equity securities, according to the last sale price in
the market in which they are primarily traded (either
national securities exchange or the OTC market), if
available;

o in the absence of recorded sales for equity securities, according to
the mean between the last closing bid and asked prices;

o according to the prices provided by an independent pricing
service if available, or at fair market value as determined
in good faith by the Trustees; or

o for short-term obligations with remaining maturities of 60
days or less at the time of purchase, at amortized cost,
unless the Trustees determine that particular circumstances
of the security indicate otherwise.

Prices provided by independent pricing services may be determined
without relying exclusively on quoted prices and may consider:
institutional trading in similar groups of securities, yield, quality,
coupon rate, maturity, type of issue, trading characteristics, and
other market data.

EXCHANGE PRIVILEGE
REQUIREMENTS FOR EXCHANGE

Before the exchange, the shareholder must receive a prospectus of the
fund for which the exchange is being made. This privilege is available
to shareholders resident in any state in which the fund shares being
acquired may be sold. Upon receipt of proper instructions and required
supporting documents, shares submitted for exchange are redeemed and
the proceeds invested in shares of the other fund. Further information
on the exchange privilege may be obtained by calling the Fund.

MAKING AN EXCHANGE

Instructions for exchanges may be given in writing. Written
instructions may require a signature guarantee.

REDEEMING SHARES

Shares of the Fund are redeemed at the next computed net asset value
after the West Coast Trust receive the redemption request. Redemption
procedures are explained in the prospectus under "Redeeming Shares."
Redemption requests cannot be executed on days on which the New York
Stock Exchange is closed or on federal holidays when wire transfers
are restricted. Although State Street Bank does not charge for
telephone redemptions, it reserves the right to charge a fee for the
cost of wire-transferred redemptions of less than $5,000.

REDEMPTION IN KIND

Although the Fund intends to redeem shares in cash, it reserves the
right under certain circumstances to pay the redemption
price in whole or in part by a distribution of securities from the Fund's
portfolio.

Redemption in kind will be made in conformity with applicable
Securities and Exchange Commission rules, taking such securities

at the same value employed in determining net asset value and selecting the
securities in a manner the Trustees determine to be fair and equitable.

The Fund has elected to be governed by Rule 18f-1 of the Investment
Company Act of 1940 under which the Fund is obligated to

redeem shares for any one shareholder in cash only up to the lesser of $250,000
or 1% of the Fund's net asset value during any 90-day period.

MASSACHUSETTS PARTNERSHIP LAW

Under certain circumstances, shareholders may be held personally
liable as partners under Massachusetts law for obligations of the
Trust. To protect its shareholders, the Trust has filed legal
documents with Massachusetts that expressly disclaim the liability of
its shareholders for acts or obligations of the Trust. These documents
require notice of this disclaimer to be given in each agreement,
obligation, or instrument the Trust or its Trustees enter into or
sign.

In the unlikely event a shareholder is held personally liable for the
Trust's obligations, the Trust is required by the Declaration of Trust
to use its property to protect or compensate the shareholder. On
request, the Trust will defend any claim made and pay any judgment
against a shareholder for any act or obligation of the Trust.
Therefore, financial loss resulting from liability as a shareholder
will occur only if the Trust itself cannot meet its obligations to
indemnify shareholders and pay judgments against them.

TAX STATUS

THE FUND'S TAX STATUS

The Fund will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code applicable
to regulated investment companies and to receive the special tax
treatment afforded to such companies. To qualify for this treatment,
the Fund must, among other requirements:

o derive at least 90% of its gross income from dividends,
interest, and gains from the sale of securities;

o invest in securities within certain statutory limits; and

o distribute to its shareholders at least 90% of its net income earned
during the year.

SHAREHOLDERS' TAX STATUS

Shareholders of the Fund are subject to federal income tax on dividends
received as cash or additional shares. These dividends, and any short-term
capital gains, are taxable as ordinary income. No portion of any income
dividend paid by the Fund is eligible for the dividends received deduction
available to corporations.

TOTAL RETURN

Average annual total return is the average compounded rate of return
for a given period that would equate a $1,000 initial investment to
the ending redeemable value of that investment. The ending redeemable
value is computed by multiplying the number of shares owned at the end
of the period by the net asset value per share at the end of the
period. The number of shares owned at the end of the period is based
on the number of shares purchased at the beginning of the period with
$1,000, adjusted over the period by any additional shares, assuming
the monthly reinvestment of all dividends and distributions.

YIELD

The yield for the shares of the Fund is determined by dividing the net
investment income per share (as defined by the Securities and Exchange
Commission) earned by shares of the Fund over a thirty-day period by
the maximum offering price per share of the respective class on the
last day of the period. This value is annualized using semi-annual
compounding. This means that the amount of income generated during the
thirty-day period is assumed to be generated each month over a
12-month period and is reinvested every six months. The yield does not
necessarily reflect income actually earned by the Fund because of
certain adjustments required by the Securities and Exchange Commission
and, therefore, may not correlate to the dividends or other
distributions paid to the shareholders.

To the extent that financial institutions and broker/dealers charge
fees in connection with services provided in conjunction with an
investment in shares of the Fund, the performance will be reduced for
those shareholders paying those fees.

PERFORMANCE COMPARISONS

Investors may use financial publications and/or indices to obtain a
more complete view of the Fund's performance. When comparing
performance, investors should consider all relevant factors such as
the composition of any index used, prevailing market conditions,
portfolio compositions of other funds, and methods used to value
portfolio securities and compute offering price. The financial
publications and/or indices which the Fund uses in advertising may
include:

o S&P 500 is an unmanaged capitalization weighted index of
500 stocks designed to measure performance of the broad
domestic economy through changes in the aggregate market
value of 500 stocks representing all major industries.

o S&P 400 MID CAP INDEX is an unmanaged capitalization weighted
index that measures the performance of the mid-range of the U.S.
stock market.

Advertisements and other sales literature for the Fund may quote total
returns which are calculated on non-standardized base periods. These
total returns represent the historic change in the value of an
investment in the Fund based on monthly reinvestment of dividends over
a specified period of time. Advertising and other promotional
literature may include charts, graphs and other illustrations using
the Fund's returns in general, that demonstrate basic investment
concepts such as tax-deferred compounding, dollar-cost averaging and
systematic investment. In addition, the Fund can compare its
performance, or performance for the types of securities in which it
invests, to a variety of other investments, such as bank savings
accounts, certificates of deposit, and Treasury bills.

Advertisements may quote performance information which does not
reflect the effect of the sales load.

<PAGE>

ECONOMIC AND MARKET INFORMATION

Advertising and sales literature for the Fund may include discussions
of economic, financial and political developments and their effect on
the securities market. Such discussions may take the form of
commentary on these developments by Fund portfolio managers and their
views and analysis on how such developments could affect the Fund. In
addition, advertising and sales literature may quote statistics and
give general information about the mutual fund industry, including the
growth of the industry, from sources such as the Investment Company
Institute ("ICI"). For example, according to the ICI, thirty-seven
percent of American households are pursuing their financial goals
through mutual funds. These investors, as well as businesses and
institutions, have entrusted over $3.5 trillion to the more than 6,000
funds available.

<PAGE>

APPENDIX

STANDARD & POOR'S BOND RATINGS

AAA--Debt rated "AAA" has the highest rating assigned by S&P. Capacity
to pay interest and repay principal is extremely strong.

AA--Debt rated "AA" has a very strong capacity to pay interest and
repay principal and differs from the higher rated issues only in small
degree.

A--Debt rated "A" has a strong capacity to pay interest and repay
principal although it is somewhat more susceptible to the adverse
effect of changes in circumstances and economic conditions than debt
in higher rated categories.

BBB--Debt rated "BBB" is regarded as having an adequate capacity to
pay interest and repay principal. Whereas it normally exhibits
adequate protection parameters, adverse economic conditions or
changing circumstances are more likely to lead to a weakened capacity
to pay interest and repay principal for debt in this category than in
higher rated categories.

NR--NR indicates that no public rating has been requested, that there
is insufficient information on which to base a rating, or that S&P
does not rate a particular type of obligation as a matter of policy.
S&P may apply a plus (+) or minus (-) to the above rating
classifications to show relative standing within the classifications.

PLUS (+) OR MINUS (-): The ratings from "AA" to "CCC" may be modified
by the addition of a plus or minus sign to show relative standing
within the major rating categories.

MOODY'S INVESTORS SERVICE, INC. BOND RATINGS

AAA--Bonds which are rated "Aaa" are judged to be of the best quality.
They carry the smallest degree of investment risk and are generally
referred to as "gilt edged." Interest payments are protected by a
large or by an exceptionally stable margin and principal is secure.
While the various protective elements are likely to change, such
changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.

AA--Bonds which are rated "Aa" are judged to be of high quality by all
standards. Together with the "Aaa" group, they comprise what are
generally known as high grade bonds. They are rated lower than the
best bonds because margins of protection may not be as large as in
"Aaa" securities or fluctuation of protective elements may be of
greater amplitude or there may be other elements present which make
the long term risks appear somewhat larger than in "Aaa" securities.

A--Bonds which are rated "A" possess many favorable investment
attributes and are to be considered as upper medium grade obligations.
Factors giving security to principal and interest are considered
adequate but elements may be present which suggest a susceptibility to
impairment some time in the future.

BAA--Bonds which are rated "Baa" are considered as medium-grade
obligations, (i.e., they are neither highly protected nor poorly
secured). Interest payments and principal security appear adequate for
the present but certain protective elements may be lacking or may be
characteristically unreliable over any great length of time. Such
bonds lack outstanding investment characteristics and, in fact, have
speculative characteristics as well.

NR--Not rated by Moody's. Moody's applies numerical modifiers, 1, 2
and 3 in each generic rating classification from "Aa" through "B" in
its corporate bond rating system. The modifier 1 indicates that the
security ranks in the higher end of its generic rating category; the
modifier 2 indicates a mid-range ranking; and the modifier 3 indicates
that the issue ranks in the lower end of its generic rating category.

FITCH INVESTORS SERVICE, INC., LONG-TERM DEBT RATINGS

AAA--Bonds considered to be investment grade and of the highest credit
quality. The obligor has an exceptionally strong ability to pay
interest and repay principal, which is unlikely to be affected by
reasonably foreseeable events.

AA--Bonds considered to be investment grade and of very high credit
quality. The obligor's ability to pay interest and repay principal is
very strong, although not quite as strong as bonds rated "AAA".
Because bonds rated in the "AAA" and "AA" categories are not
significantly vulnerable to foreseeable future developments,
short-term debt of these issuers is generally rate "F-1+."

A--Bonds considered to be investment grade and of high credit quality.
The obligor's ability to pay interest and repay principal is
considered to be strong, but may be more vulnerable to adverse changes
in economic conditions and circumstances than bonds with higher
ratings.

BBB--Bonds are considered to be investment grade and of satisfactory
credit quality. The obligor's ability to pay interest and repay
principal is considered to be adequate. Adverse changes in economic
conditions and circumstances, however, are more likely to have adverse
impact on these bonds, and therefore impair timely payment.

The likelihood that the ratings of these bonds will fall below
investment grade is higher than for bonds with higher ratings.

NR--NR indicates that Fitch does not rate the specific issue.

PLUS (+) OR MINUS (-): Plus and minus signs are used with a rating
symbol to indicate the relative position of a credit within the rating
category, Plus and minus signs, however, are not used in the "AAA"
category.

STANDARD & POOR'S COMMERCIAL PAPER RATINGS

A-1--This highest category indicates that the degree of safety
regarding timely payment is strong. Those issues determined to possess
extremely strong safety characteristics are denoted with a plus sign
(+) designation.

A-2--Capacity for timely payment on issues with this designation is
satisfactory. However, the relative degree of safety is not as high as
for issues designated "A-1."

MOODY'S INVESTORS SERVICE, INC., COMMERCIAL PAPER RATINGS

PRIME-1--Issuers rated Prime-1 (or related supporting institutions)
have a superior capacity for repayment of short-term promissory
obligations. Prime-1 repayment capacity will normally be evidenced by
the following characteristics: leading market positions in
well-established industries, high rates of return on funds employed,
conservative capitalization structure with moderate reliance on debt
and ample asset protection; broad margins in earning coverage of fixed
financial charges and high internal cash generation; well-established
access to a range of financial markets and assured sources of
alternate liquidity.

PRIME-2--Issuers rated Prime-2 (or related supporting institutions)
have a strong capacity for repayment of short-term promissory
obligations. This will normally be evidenced by many of the
characteristics cited above, but to a lesser degree. Earnings trends
and coverage ratios, while sound, will be more subject to variation.
Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is
maintained.

FITCH INVESTORS SERVICE, INC., SHORT-TERM DEBT RATINGS

F-1+--Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

F-1--Very Strong Credit Quality. Issues assigned this rating reflect
an assurance of timely payment only slightly less in degree than issues
rated "F-1+."

F-2--Good Credit Quality. Issues carrying this rating have a
satisfactory degree of assurance for timely payment, but the margin of
safety is not as great as for issues assigned "F-1+" and "F-1"
ratings.

PART C. OTHER INFORMATION.

Item 24. Financial Statements and Exhibits:

(a) Financial Statements (to be filed by amendment)
(b) Exhibits:

(1) Copy of Declaration of Trust of the Registrant;(1)
(2) Copy of By-Laws of the Registrant;(1)

(3) Not applicable;
(4) Not applicable;

(5) (i) Form of Investment Advisory Contract of the Registrant;(1)
(ii) Form of Sub-Advisory Agreement of the Registrant;(1)

(6) (i) Form of Distributor's Contract of the Registrant;(1)
(ii) Form of Administrative Services Agreement of the
Registrant;(1)

(iii) Form of Sales Agreement of the Registrant;(1)
(7) Not applicable;
(8) Form of Custodian Agreement of the Registrant;(1)
(9) (i) Form of Transfer Agency and Service Agreement of the
Registrant;(1)

(ii) Form of Shareholder Services Agreement of the Registrant;(1)

(iii) Form of Shareholder Services Plan of the Registrant;(1)

(10) Copy of Opinion and Consent of Counsel as to legality of shares being
registered;(to be filed by amendment)

(11) (i) Copy of Consent of Independent (Public) Accountants;(to be
filed by amendment)

(ii) Not applicable;

(12) Not applicable;

(13) Copy of Initial Capital Understanding;(to be filed by amendment)
(14) Not applicable;
(15) (i) Form of Distribution Plan;(1)

(ii) Form of 12b-1 Agreement;(1)

(16) Schedule for Computation of Fund Performance Data;(to be filed by
amendment)

(17) Financial Data Schedule;

(18) Not applicable;
(19) Power of Attorney.(1)

- -----------------
+ All exhibits have been filed electronically.

1. Response is incorporated by reference to Registrant's Initial
Registration Statement on Form N-1A filed September 17, 1997.
(File Nos. 333-35785 and 811-08335).

Item 25. Persons Controlled by or Under Common Control with Registrant:

No persons are controlled by the Registrant.

[TO BE FILED BY PRE-EFFECTIVE AMENDMENT]

[As a newly-formed company, all of the outstanding shares of
the Registrant are currently owned by West Coast Trust
Company, Inc.]

<PAGE>

Item 26. Number of Holders of Securities:

Number of Record Holders
TITLE OF CLASS AS OF

Shares of
beneficial interest
(no par value)

Item 27. Indemnification:

Indemnification is provided to Officers and Trustees
of the Registrant pursuant to (Section 4 of Article
XI of Registrant's Declaration of Trust. The
Investment Advisory Contract between the Registrant
and West Coast Trust Company, Inc. ("Adviser")
provides that, in the absence of willful
misfeasance, bad faith, gross negligence, or
reckless disregard of the obligations or duties
under the Investment Advisory Contract on the part
of Adviser, Adviser shall not be liable to the
Registrant or to any shareholder for any act or
omission in the course of or connected in any way
with rendering services or for any losses that may
be sustained in the purchase, holding, or sale of
any security. Registrant's Trustees and Officers are
covered by an Investment Trust Errors and Omissions
Policy.

Insofar as indemnification for liabilities arising
under the Securities Act of 1933 may be permitted to
Trustees, Officers, and controlling persons of the
Registrant by the Registrant pursuant to the
Declaration of Trust or otherwise, the Registrant is
aware that in the opinion of the Securities and
Exchange Commission, such indemnification is against
public policy as expressed in the Act and,
therefore, is unenforceable. In the event that a
claim for indemnification against such liabilities
(other than the payment by the Registrant of
expenses incurred or paid by Trustees, Officers, or
controlling persons of the Registrant in connection
with the successful defense of any act, suit, or
proceeding) is asserted by such Trustees, Officers,
or controlling persons in connection with the shares
being registered, the Registrant will, unless in the
opinion of its counsel the matter has been settled
by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such
indemnification by it is against public policy as
expressed in the Act and will be governed by the
final adjudication of such issues.

Insofar as indemnification for liabilities may be
permitted pursuant to Section 17 of the Investment
Company Act of 1940 for Trustees, Officers, and
controlling persons of the Registrant by the
Registrant pursuant to the Declaration of Trust or
otherwise, the Registrant is aware of the position
of the Securities and Exchange Commission as set
forth in Investment Company Act Release No.
IC-11330. Therefore, the Registrant undertakes that
in addition to complying with the applicable
provisions of the Declaration of Trust or otherwise,
in the absence of a final decision on the merits by
a court or other body before which the proceeding
was brought, that an indemnification payment will
not be made unless in the absence of such a
decision, a reasonable determination based upon
factual review has been made (i) by a majority vote
of a quorum of non-party Trustees who are not
interested persons of the Registrant or (ii) by
independent legal counsel in a written opinion that
the indemnitee was not liable for an act of willful
misfeasance, bad faith, gross negligence, or
reckless disregard of duties. The Registrant further
undertakes that advancement of expenses incurred in
the defense of a proceeding (upon undertaking for
repayment unless it is ultimately determined that
indemnification is appropriate) against an Officer,
Trustee, or controlling person of the Registrant
will not be made absent the fulfillment of at least
one of the following conditions: (i) the indemnitee
provides security for his undertaking; (ii) the
Registrant is insured against losses arising by
reason of any lawful advances; or (iii) a majority
of a quorum of disinterested non-party Trustees or
independent legal counsel in a written opinion makes
a factual determination that there is reason to
believe the indemnitee will be entitled to
indemnification.

Item 28. Business and Other Connections of Investment Adviser:

(a) West Coast Trust Company, Inc. ("West Coast Trust") is a
registered investment adviser providing investment management
services to individuals and institutional clients. West Coast
Trust is a wholly-owned subsidiary of West Coast Bancorp
("Bancorp"). Organized in 1981, Bancorp is the second largest
bank holding company based in Oregon. through its subsidiaries
and affiliates, Bancorp offers a full range of commercial banking
services, including trust services to individuals, partnerships,
corporations, and institutions and acts as fiduciary of estates
and conservatorships, and as a trustee under various wills,
trusts and pension and profit-sharing plans. In addition, Bancorp
and its subsidiaries offer tax-deferred annuities, single-premium
whole life insurance, other insurance investment products and
securities products.

West Coast Trust has common and collective funds with assets totaling
approximately $____. West Coast Trust has managed the WCT Funds
since its inception in October 1997.

The principal executive officers and Directors of West Coast Trust
are set forth in the following table. Unless otherwise noted, the
position listed under Other Substantial Business, Profession,
Vocation or Employment is with West Coast Trust.

Other Substantial
Position With Business,Profession,
NAME THE ADVISER VOCATION OR EMPLOYMENT

Andrew J. Gerlicher President/Director

Marvin C. Abeene Senior Vice President/
Trust Branch Manager

Cheryl Pfenning Assistant Vice President/
Operations Manager and
Compliance Officer

Fred Springsteen Vice President/Newport
Trust Manager

James B. Titus Vice President/Employee
Sales & Administration

<PAGE>

Rick Trout Vice President - Portland/
Vancouver Trust Manager

Dennis B. Munsey Sales Manager

Michael J. Bragg Chairman of the Board/ Attorney-at-law,
DirectorGrenley,
Rotenberg,

Evans, Bragg & Bodie, PC
David C. Grove, Sr. Vice Chairman of the President, Grove
Board/Director Securities, Inc.

J. F. Ouderkirk Director Attorney-at-law,
Richardson,
Ouderkirk & Hollen

Rodney B. Tibbatts Director Executive Vice
President/Director of Corporate Development,
West Coast Bancorp

Forrest A. Weil Director Personal Investment

Gary D. Putnam Director Executive Vice
President & CFO
Brentwood, Inc.

(b) Becker Capital Management, Inc. ("Becker") is a registered
investment advisory firm founded in 1976 as P.E. Becker, Inc.
Becker manages assets totaling approximately $2.0 billion for
individuals, corporate pensions, and profit sharing trusts,
multi-employer trusts and endowment funds.

Becker is managed by Patrick E. Becker, Chairman and Chief Investment
Officer; Gerald N. Brown, Equity Trader; Warren Hastings III
C.F.A., Vice President, Fixed Income Portfolio Manager; Stephen
D. Laveson, Vice President, Director of Fundamental Analysis;
Michael C. Malone, Vice President, Investments; Janeen S.
McAninch, President and Chief Operations Officer; Michael F.
McCoy Ph.D., Vice President, Director of Quantitative Analysis;
Michael A. McGarr C.F.A., Senior Research Analyst; Robert N.
Schaeffer, Vice President, Equity Portfolio Manager; and Donald
L. Wolcott C.F.A., Vice President, Portfolio Manager.

Item 29. Principal Underwriters:

(a) Edgewood Services, Inc. the Distributor for shares of the
Registrant, acts as principal underwriter for the following
open-end investment companies, including the Registrant: BT
Advisor Funds, BT Pyramid Mutual Funds, BT Investment Funds, BT
Institutional Funds, Excelsior Institutional Trust (formerly, UST
Master Funds, Inc.), Excelsior Tax-Exempt Funds, Inc. (formerly,
UST Master Tax-Exempt Funds, Inc.), Excelsior Institutional
Trust, FTI Funds, FundManager Portfolios, Marketvest Funds,
Marketvest Funds, Inc. and Old Westbury Funds, Inc.

<PAGE>

(b)
<S> <C> <C>

(1) (2) (3)
Name and Principal Positions and Offices Positions and Offices
BUSINESS ADDRESS WITH DISTRIBUTOR WITH REGISTRANT

Lawrence Caracciolo Director, President, --
Federated Investors Tower Edgewood Services, Inc.

Pittsburgh, PA 15222-3779

Arthur L. Cherry Director, --
Federated Investors Tower Edgewood Services, Inc.
Pittsburgh, PA 15222-3779

J. Christopher Donahue Director, --
Federated Investors Tower Edgewood Services, Inc.

Pittsburgh, PA 15222-3779

Thomas P. Sholes Vice President, --
Federated Investors Tower Edgewood Services, Inc.
Pittsburgh, PA 15222-3779

Ronald M. Petnuch Vice President, --
Federated Investors Tower Edgewood Services, Inc.
Pittsburgh, PA 15222-3779

Thomas P. Schmitt Vice President, --
Federated Investors Tower Edgewood Services, Inc.
Pittsburgh, PA 15222-3779

Ernest L. Linane Assistant Vice President, --
Federated Investors Tower Edgewood Services, Inc.

Pittsburgh, PA 15222-3779

S. Elliott Cohan Secretary, Assistant Secretary
Federated Investors Tower Edgewood Services, Inc.

Pittsburgh, PA 15222-3779

Thomas J. Ward Assistant Secretary, --
Federated Investors Tower Edgewood Services, Inc.

Pittsburgh, PA 15222-3779

Kenneth W. Pegher, Jr. Treasurer, --
Federated Investors Tower Edgewood Services, Inc.
Pittsburgh, PA 15222-3779

</TABLE>

Item 30. LOCATION OF ACCOUNTS AND RECORDS:

All accounts and records required to be maintained
by Section 31(a) of the Investment Company Act of
1940 and Rules 31a-1 through 31a-3 promulgated
thereunder are maintained at one of the following
locations:

WCT Funds Federated Investors Tower
Pittsburgh, PA 15222-3779

Federated Shareholder Services Company P.O. Box 8600
Transfer Agent, Dividend Boston, MA 02266-8600
Disbursing Agent and Shareholder
Servicing Agent

Federated Services Company Federated Investors Tower
Administrator Pittsburgh, PA 15222-3779

West Coast Trust Company, Inc. 1000 Broadway, Suite 1100
Adviser Portland, OR 97205

Becker Capital Management, Inc. 1211 SW Fifth Avenue,
Sub-Adviser Ste. 2185
Portland, OR 97204

State Street Bank and Trust Company P.O. Box 8600
Custodian Boston, MA 02266-8600

Arthur Andersen LLP 2100 One PPG Place
Independent Public Accountants Pittsburgh, PA 15222

Item 31. Management Services: Not applicable.

Item 32. Undertakings:

Registrant hereby undertakes to file a
post-effective amendment, using financial statements
which need not be certified, within four to six
months from the effective date of Registrant's 1933
Act Registration Statement.

Registrant hereby undertakes to comply with the
provisions of Section 16(c) of the 1940 Act with
respect to the removal of Trustees and the calling
of special shareholder meetings by shareholders.

Registrant hereby undertakes to furnish each person
to whom a prospectus is delivered with a copy of the
Registrant's latest annual report to shareholders,
upon request and without charge.

<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and
the Investment Company Act of 1940, the Registrant, WCT FUNDS, has
duly caused this Registration Statement to be signed on its behalf by
the undersigned, thereto duly authorized, in the City of Pittsburgh
and Commonwealth of Pennsylvania, on the 25th day of September, 1997.

WCT FUNDS

BY: /s/C. Grant Anderson,
C. Grant Anderson
Attorney in Fact for the Trustees
September 25, 1997

Pursuant to the requirements of the Securities Act of 1933, this
Amendment to its Registration Statement has been signed below by the
following person in the capacity and on the date indicated:

NAME TITLE DATE

By: /s/C. Grant Anderson

C. Grant Anderson Attorney In Fact September 25,1997
For the Persons
Listed Below

NAME TITLE

/S/C. GRANT ANDERSON* Chairman and Trustee
C. Grant Anderson (Chief Executive Officer)

/S/C. CHRISTINE THOMSON* Treasurer and Trustee
C. Christine Thomson (Principal Financial and

Accounting Officer)

/S/PATRICIA L. GODLEWSKI* Trustee

Patricia L. Godlewski

* By Power of Attorney