SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / /
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Pre-Effective Amendment No. / /
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Post-Effective Amendment No. 11 / X /
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and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT / /
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OF 1940
Amendment No. 12 / X /
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(Check appropriate box or boxes.)
AmeriPrime Advisors Trust - File Nos. 333-85083 and 811-09541
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(Exact Name of Registrant as Specified in Charter)
1793 Kingswood Drive, Suite 200, Southlake, Texas 76092
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (817) 251-6700
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Kenneth Trumpfheller, AmeriPrime Advisors Trust, 1793 Kingswood Drive, Suite
200, Southlake, Texas 76092
(Name and Address of Agent for Service)
With copy to:
Donald S. Mendelsohn, Brown, Cummins & Brown Co., L.P.A.
3500 Carew Tower, Cincinnati, Ohio 45202
Approximate Date of Proposed Public Offering: December 1, 1999.
It is proposed that this filing will become effective:
/ / immediately upon filing pursuant to paragraph (b)
/X/ on June 7, 2000 pursuant to paragraph (b)
/ / 60 days after filing pursuant to paragraph (a)(1)
/ / on (date) pursuant to paragraph (a)(1)
/ / 75 days after filing pursuant to paragraph (a)(2)
/ / on (date) pursuant to paragraph (a)(2) of Rule 485.
If appropriate, check the following box:
/X/this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
AMERIPRIME ADVISORS TRUST
This Post-Effective Amendment No. 11 to the Registration Statement of
AmeriPrime Advisors Trust is being filed solely for the purpose of delaying
the effectiveness of Post-Effective Amendment No. 8 which was filed pursuant
to Rule 485(a) on March 10, 2000.
The Prospectus and Statement of Additional Information for the Ensemble
Community Flagship Fund, the Ensemble Community Technology Fund and the Ensemble
Institutional Equity Fund are not included in this filing.
Part A: INFORMATION REQUIRED IN PROSPECTUS:
The Prospectuses for the Ensemble Community Flagship Fund, the Ensemble
Community Technology Fund and the Ensemble Institutional Equity Fund are
incorporated herein by reference to Post-Effective Amendment No. 8.
Part B: INFORMATION REQUIRED IN STATEMENT OF ADDITIONAL INFORMATION.
The Statement of Additional Information for the Ensemble Community
Flagship Fund, the Ensemble Community Technology Fund and the Ensemble
Institutional Equity Fund is incorporated herein by reference to Post-Effective
Amendment No. 8.
PART C. OTHER INFORMATION
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Item 23. Exhibits
(a) Articles of Incorporation.
(i) Registrant's Agreement and Declaration of Trust, which was filed as an
Exhibit to Registrant's Registration Statement, is hereby incorporated by
reference.
(ii) Copy of Amendment No. 1 to Registrant's Declaration of Trust which was
filed as an Exhibit to Registrant's Post-Effective Amendment No. 4, is hereby
incorporated by reference.
(iii) Copy of Amendment No. 2 to Registrant's Declaration of Trust which was
filed as an Exhibit to Registrant's Post-Effective Amendment No. 4, is hereby
incorporated by reference.
(b) By-laws. Registrant's By-laws, which were filed as an Exhibit to
Registrant's Registration Statement, are hereby incorporated by reference.
(c) Instruments Defining Rights of Security Holder. None (other than in
the Declaration of Trust and By-laws of the Registrant).
(d) Investment Advisory Contracts.
(i) Registrant's Management Agreement with Stoneridge Investment Partners,
LLC for the Stoneridge Equity Fund, which was filed as an Exhibit to
Registrant's Pre-Effective Amendment No. 1, is hereby incorporated by
reference.
(ii) Registrant's Management Agreement with Stoneridge Investment Partners,
LLC for the Stoneridge Small Cap Equity Fund, which was filed as an Exhibit
to Registrant's Pre-Effective Amendment No. 1, is hereby incorporated by
reference.
(iii) Registrant's Management Agreement with Stoneridge Investment Partners,
LLC for the Stoneridge Bond Fund, which was filed as an Exhibit to
Registrant's Pre-Effective Amendment No. 1, is hereby incorporated by
reference.
(iv) Registrant's Management Agreement with Nashville Capital Corporation
for the Monteagle Opportunity Growth Fund, which was filed as an Exhibit to
Registrant's Post-Effective Amendment No. 3, is hereby incorporated by
reference.
(v) Registrant's Management Agreement with Nashville Capital Corporation
for the Monteagle Value Fund, which was filed as an Exhibit to Registrant's
Post-Effective Amendment No. 3, is hereby incorporated by reference.
(vi) Registrant's Management Agreement with Nashville Capital Corporation
for the Monteagle Large Cap Fund, which was filed as an Exhibit to
Registrant's Post-Effective Amendment No. 3, is hereby incorporated by
reference.
(vii) Registrant's Management Agreement with Nashville Capital Corporation
for the Monteagle Fixed Income Fund, which was filed as an Exhibit to
Registrant's Post-Effective Amendment No. 3, is hereby incorporated by
reference.
(viii) Advisory Agreement for the Monteagle Opportunity Growth Fund,
which was filed as an Exhibit to Registrant's Post-Effective Amendment No. 3,
is hereby incorporated by reference.
(ix) Advisory Agreement for the Monteagle Value Fund, which was filed as an
Exhibit to Registrant's Post-Effective Amendment No. 3, is hereby
incorporated by reference.
(x) Advisory Agreement for the Monteagle Large Cap Fund, which was filed as
an Exhibit to Registrant's Post-Effective Amendment No. 3, is hereby
incorporated by reference.
(xi) Advisory Agreement for the Monteagle Fixed Income Fund, which was filed
as an Exhibit to Registrant's Post-Effective Amendment No. 3, is hereby
incorporated by reference.
(xii) Registrant's Proposed Management Agreement with Ensemble Investments,
Inc. for the Ensemble Community Flagship Fund which was filed as an Exhibit
to Registrant's Post-Effective Amendment No. 4, is hereby incorporated by
reference.
(xiii) Registrant's Proposed Management Agreement with Ensemble
Investments, Inc. for the Ensemble Community Technology Fund which was filed
as an Exhibit to Registrant's Post-Effective Amendment No. 4, is hereby
incorporated by reference.
(xiv) Registrant's Proposed Management Agreement with Ensemble Investments,
Inc. for the Ensemble Partners Equity Fund which was filed as an Exhibit to
Registrant's Post-Effective Amendment No. 4, is hereby incorporated by
reference.
(xv) Registrant's Management Agreement withAExpert Advisory, Inc. for the
Enhans Master Investor Fund, which was filed as an Exhibit to Registrant's
Post-Effective Amendment No. 9, is hereby incorporated by reference.
(xvi) Registrant's Management Agreement withAExpert Advisory, Inc. for the
Enhans RT 500 Fund, which was filed as an Exhibit to Registrant's
Post-Effective Amendment No. 9, is hereby incorporated by reference.
(xvii) Registrant's Proposed Management Agreement with Cloud, Neff &
Associates, Inc. for the Cloud, Neff Capital Appreciation Fund, which was
filed as an Exhibit to Registrant's Post-Effective Amendment No. 6, is hereby
incorporated by reference.
(xviii) Registrant's Proposed Management Agreement with Paragon Capital
Management, Inc. for the Paragon Dynamic Hedge Fund, which was filed as an
Exhibit to Registrant's Post-Effective Amendment No. 7, is hereby
incorporated by reference.
(xix) Registrant's Proposed Management Agreement with Paragon Capital
Management, Inc. for the Paragon Uncorrelated Return Fund, which was filed as
an Exhibit to Registrant's Post-Effective Amendment No. 7, is hereby
incorporated by reference.
(xx) Registrant's Proposed Management Agreement with Riccardi Group LLC for
the Master High Yield Income Fund, which was filed as an Exhibit to
Registrant's Post-Effective Amendment No. 9, is hereby incorporated by
reference.
(xxi) Registrant's Proposed Management Agreement with Smith Asset Management
Group, L.P. for the MutualMinds.com Investors Diversfield Growth
Fund, which was filed as an Exhibit to Registrant's
Post-Effective Amendment No. 10, is hereby incorporated by reference.
(xxii) Registrant's Proposed Management Agreement with Smith Asset
Management Group, L.P. for the MutualMinds.com Small Cap Growth
Fund, which was filed as an Exhibit to Registrant's Post-Effective
Amendment No. 10, is hereby incorporated by reference.
(xxiii) Registrant's Proposed Management Agreement with Smith Asset
Management Group, L.P. for the MutualMinds.com New Economy
Fund, which was filed as an Exhibit to Registrant's Post-Effective
Amendment No. 10, is hereby incorporated by reference.
(e) Underwriting Contracts.
(i) Registrant's Underwriting Agreement with AmeriPrime Financial
Securities, Inc., which was filed as an Exhibit to Registrant's Pre-Effective
Amendment No. 1, is hereby incorporated by reference.
(ii) Registrant's form of Dealer Agreement, which was filed as an Exhibit to
Registrant's Post-Effective Amendment No. 6, is hereby incorporated by
reference.
(iii) Amended Exhibit A to Underwriting Agreement, which was filed as an
Exhibit to Registrant's Post-Effective Amendment No. 4, is hereby
incorporated by reference.
(f) Bonus or Profit Sharing Contracts. None.
(g) Custodian Agreements.
(i) Registrant's Custodian Agreement with Firstar Bank, N.A., which was
filed as an Exhibit to Registrant's Pre-Effective Amendment No. 1, is hereby
incorporated by reference.
(ii) Amended Appendix B to Custodian Agreement, which was filed as an
Exhibit to Registrant's Post-Effective Amendment No. 4, is hereby
incorporated by reference.
(h) Other Material Contracts. None.
(i) Legal Opinion.
(i) Opinion of Brown, Cummins & Brown Co., L.P.A., which was filed as an
Exhibit to Registrant's Post-Effective Amendment No. 10, is hereby
incorporated by reference.
(ii) Consent of Brown, Cummins & Brown Co., L.P.A. is
filed herewith.
(j) Other Opinions. Consent of McCurdy & Associates CPA's, Inc. is filed
herewith.
(k) Omitted Financial Statements. None.
(l) Initial Capital Agreements. Letter of Initial Stockholder, which was
filed as an Exhibit to Registrant's Pre-Effective Amendment No. 1, is hereby
incorporated by reference.
(m) Rule 12b-1 Plan.
(i) Form of Registrant's Rule 12b-1 Service Agreement for the Enhans RT Funds,
which was filed as an Exhibit to Registrant's Post-Effective Amendment No. 5, is
hereby incorporated by reference.
(ii) Form of Registrant's Rule 12b-1 Distribution Plan for the Enhans RT Funds,
which was filed as an Exhibit to Registrant's Post-Effective Amendment No. 5, is
hereby incorporated by reference.
(n) Rule 18f-3 Plan. None.
(o) Reserved.
(p) Codes of Ethics. Copy of Registrant's Code of Ethics, which was filed
as an Exhibit to Registrant's Post-Effective Amendment No. 7, is hereby
incorporated by reference.
(q) Powers of Attorney.
(i) Power of Attorney for Registrant and Certificate with respect thereto,
which were filed as an Exhibit to Registrant's Pre-Effective Amendment No. 1,
are hereby incorporated by reference.
(ii) Powers of Attorney for the Trustees, which were filed as an Exhibit to
Registrant's Pre-Effective Amendment No. 1, are hereby incorporated by
reference.
(iii) Power of Attorney for the President, Treasurer, Secretary and Trustee,
which was filed as an Exhibit to Registrant's Post-Effective Amendment No. 6,
is hereby incorporated by reference.
Item 24. Persons Controlled by or Under Common Control with the Funds
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As of March 14, 2000, First Union National Bank, Trustee, owned 49.20% of the
StoneRidge Small-Cap Equity Fund, 78.60% of the StoneRidge Equity Fund and
99.63% of the StoneRidge Bond Fund. As a result, the StoneRidge Small-Cap Equity
Fund, the StoneRidge Equity Fund and the StoneRidge Bond Fund may be deemed to
be under common control.
As of March 14, 2000, First Farmers and Merchant National Bank, Trustee, owned
100% of the Monteagle Large Cap Fund, the Monteagle Value Fund, the Monteagle
Opportunity Growth Fund, and the Monteagle Fixed Income Fund. As a result, the
Monteagle Funds may be deemed to be under common control.
As of March 14, 2000, Specialty Screw Machine Company owned 99.72% of the Enhans
RT 500 Fund and 99.72% of the Enhans Master Investor Fund. As a result, the
Enhans Funds may be deemed to be under common control.
Item 25. Indemnification
(a) Article VI of the Registrant's Declaration of Trust provides for
indemnification of officers and Trustees as follows:
Section 6.4 Indemnification of Trustees, Officers, etc. Subject to and except as
otherwise provided in the Securities Act of 1933, as amended, and the 1940 Act,
the Trust shall indemnify each of its Trustees and officers (including persons
who serve at the Trust's request as directors, officers or trustees of another
organization in which the Trust has any interest as a shareholder, creditor or
otherwise (hereinafter referred to as a "Covered Person") against all
liabilities, including but not limited to amounts paid in satisfaction of
judgments, in compromise or as fines and penalties, and expenses, including
reasonable accountants' and counsel fees, incurred by any Covered Person in
connection with the defense or disposition of any action, suit or other
proceeding, whether civil or criminal, before any court or administrative or
legislative body, in which such Covered Person may be or may have been involved
as a party or otherwise or with which such person may be or may have been
threatened, while in office or thereafter, by reason of being or having been
such a Trustee or officer, director or trustee, and except that no Covered
Person shall be indemnified against any liability to the Trust or its
Shareholders to which such Covered Person would otherwise be subject by reason
of willful misfeasance, bad faith, gross negligence or reckless disregard of the
duties involved in the conduct of such Covered Person's office.
Section 6.5 Advances of Expenses. The Trust shall advance attorneys' fees or
other expenses incurred by a Covered Person in defending a proceeding to the
full extent permitted by the Securities Act of 1933, as amended, the 1940 Act,
and Ohio Revised Code Chapter 1707, as amended. In the event any of these laws
conflict with Ohio Revised Code Section 1701.13(E), as amended, these laws, and
not Ohio Revised Code Section 1701.13(E), shall govern.
Section 6.6 Indemnification Not Exclusive, etc. The right of indemnification
provided by this Article VI shall not be exclusive of or affect any other rights
to which any such Covered Person may be entitled. As used in this Article VI,
"Covered Person" shall include such person's heirs, executors and
administrators. Nothing contained in this article shall affect any rights to
indemnification to which personnel of the Trust, other than Trustees and
officers, and other persons may be entitled by contract or otherwise under law,
nor the power of the Trust to purchase and maintain liability insurance on
behalf of any such person.
The Registrant may not pay for insurance which protects the Trustees and
officers against liabilities rising from action involving willful misfeasance,
bad faith, gross negligence or reckless disregard of the duties involved in the
conduct of their offices.
(b) The Registrant may maintain a standard mutual fund and investment advisory
professional and directors and officers liability policy. The policy, if
maintained, would provide coverage to the Registrant, its Trustees and officers,
and could cover its Advisors, among others. Coverage under the policy would
include losses by reason of any act, error, omission, misstatement, misleading
statement, neglect or breach of duty.
(c) Pursuant to the Underwriting Agreement, the Trust shall indemnify
Underwriter and each of Underwriter's Employees (hereinafter referred to as a
"Covered Person") against all liabilities, including but not limited to amounts
paid in satisfaction of judgments, in compromise or as fines and penalties, and
expenses, including reasonable accountants' and counsel fees, incurred by any
Covered Person in connection with the defense or disposition of any action, suit
or other proceeding, whether civil or criminal, before any court or
administrative or legislative body, in which such Covered Person may be or may
have been involved as a party or otherwise or with which such person may be or
may have been threatened, while serving as the underwriter for the Trust or as
one of Underwriter's Employees, or thereafter, by reason of being or having been
the underwriter for the Trust or one of Underwriter's Employees, including but
not limited to liabilities arising due to any misrepresentation or misstatement
in the Trust's prospectus, other regulatory filings, and amendments thereto, or
in other documents originating from the Trust. In no case shall a Covered Person
be indemnified against any liability to which such Covered Person would
otherwise be subject by reason of willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties of such Covered Person.
(d) Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to trustees, officers and controlling persons of the
Registrant pursuant to the provisions of Ohio law and the Agreement and
Declaration of the Registrant or the By-Laws of the Registrant, or otherwise,
the Registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, 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 a trustee, officer or controlling
person of the Trust in the successful defense of any action, suit or proceeding)
is asserted by such trustee, officer or controlling person in connection with
the securities 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 issue.
Item 26. Business and Other Connections of Investment Adviser
(a) Stoneridge Investment Partners, LLC ("Stoneridge"), 7 Great Valley Parkway,
Suite 290, Malvern, PA 19355, adviser to the Stoneridge Equity Fund, Stoneridge
Small Cap Equity Fund and Stoneridge Bond Fund, is a registered investment
adviser.
(i) Stoneridge has engaged in no other business during the past two fiscal
years. (ii) Information with respect to each officer and member of Stoneridge is
incorporated by reference to Schedule D of Form ADV filed by it under the
Investment Advisors Act (File No. 801-56755).
(b) Nashville Capital Corporation ("NCC"), 209 10th Avenue South, Suite 332,
Nashville, TN 37203, investment manager to the Monteagle Opportunity Growth
Fund, Monteagle Value Fund, Monteagle Large Cap Fund, Monteagle Fixed Income
Fund, is a registered investment adviser.
(i) NCC has engaged in investment banking and general management consulting in
the health care industry since 1992 and has engaged in market investment
advising to institutional investors since 1993.
(ii) Information with respect to each officer and member of NCC is incorporated
by reference to Schedule D of Form ADV filed by it under the Investment Advisors
Act (File No. 801-32593).
(c) Robinson Investment Group, Inc.("Robinson"), 5301 Virginia Way, Suite 150,
Brentwood, Tennessee 37027, adviser to the Monteagle Value Fund is a registered
investment adviser.
(i) Robinson has engaged in no other business during the past two fiscal years.
(ii) Information with respect to each officer and director of Robinson is
incorporated by reference to Schedule D of Form ADV filed by it under the
Investment Advisors Act (File No. 801-51450)
(d) Howe and Rusling, Inc. ("Howe and Rusling"), 120 East Avenue,
Rochester, New York 14604, adviser to Monteagle Large Cap Fund and Monteagle
Fixed Income Fund is a registered investment adviser.
(i) Howe and Rusling has engaged in no other business during the past two fiscal
years. (ii) Information with respect to each officer and director of Howe and
Rusling is incorporated by reference to Schedule D of Form ADV filed by it under
the Investment Advisors Act (File No. 801-294).
(e) T.H. Fitzgerald, Jr. ("Fitzgerald"), 180 Church Street, Naugatuck,
Connecticut 06770, adviser for the Monteagle Opportunity Growth Fund, is a
registered investment adviser.
(i) Fitzgerald has engaged in no other business during the past two fiscal
years. (ii) Information with respect to each principal of Fitzgerald is
incorporated by reference to Schedule D of Form ADV filed by it under the
Investment Advisors Act (File No. 801-12196)
(f) Ensemble Investments, Inc. ("Ensemble"), 2010 N. First Street, San
Jose, California, adviser for the Ensemble Community Flagship Fund, Ensemble
Community Technology Fund and Ensemble Partners Equity Fund, is a registered
investment adviser.
(i) Ensemble has engaged in no other business during the past two fiscal years.
(ii) Information with respect to each officer and director of Ensemble is
incorporated by reference to Schedule D of Form ADV filed by it under the
Investment Advisors Act (File No. 801-57140).
(g) AExpert Advisory, Inc. ("AExpert"), 25 West King Street, Lancaster,
Pennsylvania 17603, adviser to Enhans Master Investor Fund and Enhans RT 500
Fund, is a registered investment adviser.
(i) AExpert has engaged in no other business during the past two fiscal years.
(ii) Information with respect to each officer and director of AExpert is
incorporated by reference to Schedule D of Form ADV filed by it under the
Investment Advisers Act (File No. 801-43349).
(h) Cloud, Neff & Associates, Inc. ("Cloud, Neff"), 606 Park Tower, 5314
South Yale, Tulsa, Oklahoma 74135, adviser to the Cloud, Neff Capital
Appreciation Fund, is a registered investment adviser.
(i) Cloud, Neff has engaged in no other business during the past two fiscal
years. (ii) Information with respect to each officer and director of Cloud, Neff
is incorporated by reference to Schedule D of Form ADV filed by it under the
Investment Advisers Act (File No. 801-43639).
(i) Paragon Capital Management, Inc. ("Paragon"), 3651 N. 100 E., Suite 275,
Provo, Utah 84604, adviser to the Paragon Dynamic Hedge Fund and the Paragon
Uncorrelated Return Fund, is a registered investment adviser.
(i) Paragon has engaged in no other business during the past two fiscal
years.
(ii) Information with respect to each officer and director of Paragon is
incorporated by reference to Schedule D of Form ADV filed by it under the
Investment Advisers Act (File No. 801-45326).
(j) Riccardi Group LLC ("Riccardi"), 340 Sunset Dr., Ft. Lauderdale,
Florida 33301, adviser to the Master High Yield Income Fund, is a registered
investment adviser.
(i) Riccardi has engaged in no other business during the past two fiscal years.
(ii) Information with respect to each officer and member of Paragon is
incorporated by reference to Schedule D of Form ADV filed by it under the
Investment Advisers Act (File No. 801-56024).
(k) Smith Asset Management Group, L.P. ("Smith"), 300 Crescent Court, Suite 270,
Dallas, Texas 75201, adviser to the MutualMinds.com Investors Diversified Growth
Fund, MutualMinds.com Small Cap Growth Fund and Mutual Minds.com New Economy
Fund, is a registered investment adviser. (i) Smith has engaged in no other
business during the past two fiscal years. (ii) Information with respect to each
officer and director of Smith is incorporated by reference to Schedule D of Form
ADV filed by it under the Investment Advisors Act (File No. 801-50835).
Item 27. Principal Underwriters
(a) AmeriPrime Financial Securities, Inc. is the Registrant's principal
underwriter. Kenneth D. Trumpfheller, 1793 Kingswood Drive, Suite 200,
Southlake, Texas 76092, is the President, Secretary and Treasurer of the
underwriter and the President, Treasurer and a Trustee of the Registrant.
AmeriPrime Financial Services, Inc. is also the underwriter for the
AmeriPrime Funds, AmeriPrime Insurance Trust, the Kenwood Funds, the Rockland
Funds Trust and the TANAKA Funds, Inc.
(b) Information with respect to each director and officer of AmeriPrime
Financial Securities, Inc. is incorporated by reference to Schedule A of Form
BD filed by it under the Securities Exchange Act of 1934 (File No. 8-48143).
(c) Not applicable.
Item 28. Location of Accounts and Records
Accounts, books and other documents required to be maintained by Section 31(a)
of the Investment Company Act of 1940 and the Rules promulgated thereunder will
be maintained by the Registrant at 1793 Kingswood Drive, Suite 200, Southlake,
Texas 76092 and/or by the Registrant's Custodian, Firstar Bank, N.A., 425 Walnut
Street, Cincinnati, Ohio 45202, and/or by the Registrant's Transfer Agent,
Unified Fund Services, Inc., 431 North Pennsylvania Street, Indianapolis,
Indiana 46204.
Item 29. Management Services Not Discussed in Parts A or B
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None.
Item 30. Undertakings
None.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Registration Statement under Rule
485(b) under the Securities Act and has duly caused this Registration Statement
to be signed on its behalf by the undersigned, duly authorized, in the City of
Cincinnati, State of Ohio on the 5th day of May, 2000.
AmeriPrime Advisors Trust
By: /s/
Donald S. Mendelsohn
Attorney-in Fact
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
*By: /s/
Kenneth D. Trumpfheller,* Donald S. Mendelsohn
President, Treasurer and Trustee Attorney-in-Fact
May 5, 2000
Richard Wright,* Trustee
Mark Muller, Trustee
<PAGE>
EXHIBIT INDEX
1. Consent of Counsel............................................EX-99.23.i
2. Consent of Accountant.........................................EX-99.23.j
J. W. BROWN BROWN, CUMMINS & BROWN CO., L.P.A.
(1911-1995) ATTORNEYS AND COUNSELORS AT LAW JOANN M. STRASSER
JAMES R. CUMMINS 3500 CAREW TOWER AARON A. VANDERLAAN
ROBERT S BROWN 441 VINE STREET
DONALD S. MENDELSOHN CINCINNATI, OHIO 45202 OF COUNSEL
LYNNE SKILKEN TELEPHONE (513) 381-2121 GILBERT BETTMAN
AMY G. APPLEGATE TELECOPIER (513) 381-2125
KATHRYN KNUE PRZYWARA
MELANIE S. CORWIN
May 5, 2000
AmeriPrime Advisors Trust
1793 Kingswood Drive
Southlake, Texas 76092
RE: AMERIPRIME ADVISORS TRUST, FILE NOS. 333-85083 AND 811-09541
Gentlemen:
A legal opinion that we prepared was filed with Post-Effective Amendment
No. 10 (the "Legal Opinion") to the Registration Statement. We hereby give you
our consent to incorporate by reference the Legal Opinion into Post-Effective
Amendment No. 11 to your Registration Statement (the "Amendment"), and consent
to all references to us in the Amendment.
Very truly yours,
/s/
Brown, Cummins & Brown Co., L.P.A.
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the references to our
firm included in or made a part of this Post-Effective Amendment No. 11 to
AmeriPrime Advisors Trust's Registration Statement on Form N-1A (file No.
333-85083), including the reference to our firm under the heading "ACCOUNTANTS"
in the Statement of Additional Information.
/s/
- ----------------------------
McCurdy & Associates CPA's, Inc.
Westlake, Ohio
May 8, 2000