SBSF FUNDS INC
40-17F2, 1997-08-22
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Independent Auditors' Report


To the Trustees of Key Mutual Funds (SBSF Funds, Inc.)
and the Securities and Exchange Commission

We have  examined  management's  assertion  about Key Mutual Funds' (SBSF Funds,
Inc's.)   (comprising  the  Key  Money  Market  Mutual  Fund,  SBSF  Fund,  SBSF
Convertible  Securities  Fund,  SBSF Capital  Growth Fund, Key Stock Index Fund,
KeyChoice Growth Fund,  KeyChoice Moderate Growth Fund, and KeyChoice Income and
Growth Fund) compliance with the requirements of subsections (b) and (c) of Rule
17f-2 under the Investment Company Act of 1940 as of June 12, 1997,  included in
the  accompanying   Management   Statement  Regarding  Compliance  With  Certain
Provisions of the Investment Company Act of 1940.  Management is responsible for
Key Mutual Funds' (SBSF Funds,  Inc.'s) compliance with those requirements.  Our
responsibility  is to express an opinion  on  management's  assertion  about Key
Mutual Funds' (SBSF Funds, Inc.'s) compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on a test basis,  evidence  about the Key Mutual Funds' (SBSF Funds,
Inc.'s)  compliance with those requirements and performing such other procedures
as we considered  necessary in the circumstances.  Included among our procedures
were  the  following  tests  performed  as of June 12,  1997,  with  respect  to
securities of Key Mutual Funds (SBSF Funds, Inc.):

     Confirmation,  or  other  procedures  as we  considered  necessary,  of all
securities  held in book entry form by the Federal  Reserve  Bank of  Cleveland,
Depository Trust Company or Morgan Stanley Trust Company;

     Confirmation, or other procedures as we considered necessary, of all
securities out for transfer with brokers;

     Confirmation, or other procedures as we considered necessary, of all
mutual fund investments with transfer agents;

     Confirmation,  or  other  procedures  as we  considered  necessary,  of all
repurchase  agreements with brokers/banks and agreement of underlying collateral
with Key Trust Company of Ohio, N.A.'s records; and

     Reconciliation of all such securities to the books and records of Key
Mutual Funds (SBSF Funds, Inc.) and Key Trust Company of Ohio, N.A.



We believe that our examination provides a reasonable basis for our opinion. Our
examination  does not provide a legal  determination  on Key Mutual Funds' (SBSF
Funds, Inc.'s) compliance with specified requirements.

In our opinion,  management's assertion that Key Mutual Funds (SBSF Funds, Inc.)
was in compliance with the requirements of subsections (b) and (c) of Rule 17f-2
of the  Investment  Company  Act of l940 as of June 12,  1997,  with  respect to
securities reflected in the investment accounts of Key Mutual Funds (SBSF Funds,
Inc.) is fairly stated, in all material respects.

This report is intended  solely for the information and use of management of Key
Mutual Funds (SBSF Funds,  Inc.) and the Securities and Exchange  Commission and
should not be used for any other purpose.



                                                COOPERS & LYBRAND L.L.P.





<PAGE>

Columbus, Ohio
July 3, 1997


Management Statement Regarding Compliance With Certain Provisions
of the Investment Company Act of 1940

We, as members of management of Key Mutual Funds (SBSF Funds,  Inc.) (comprising
the Key Money Market Mutual Fund, SBSF Fund, SBSF  Convertible  Securities Fund,
SBSF Capital Growth Fund, Key Stock Index Fund, KeyChoice Growth Fund, KeyChoice
Moderate  Growth Fund and KeyChoice  Income and Growth Fund) are responsible for
complying  with  the  requirements  of  subsections  (b) and (c) of Rule  17f-2,
"Custody of Investments by Registered Management  Investment  Companies," of the
Investment  Company Act of 1940. We are also  responsible for  establishing  and
maintaining effective internal controls over compliance with those requirements.
We have  performed an  evaluation  of Key Mutual  Funds'  (SBSF  Funds,  Inc.'s)
compliance with the  requirements of subsections (b) and (c) of Rule 17f-2 as of
June 12, 1997. Based on this  evaluation,  we assert that Key Mutual Funds (SBSF
Funds, Inc.) was in compliance with the provisions of subsections (b) and (c) of
Rule  17f-2 of the  Investment  Company  Act of 1940 as of June 12,  1997,  with
respect to securities  reflected in the investment  accounts of Key Mutual Funds
(SBSF Funds, Inc.)




Key Mutual Funds (SBSF Funds, Inc.)




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