SIFE TRUST FUND
485BPOS, 1996-04-26
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<PAGE>

        As filed with the Securities and Exchange Commission on April 26, 1996
                                                                File No. 2-17277
- --------------------------------------------------------------------------------

                          SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, DC  20549

                                      FORM N-1A
                                REGISTRATION STATEMENT
                                        UNDER
                            THE SECURITIES ACT of 1933          [x]
                            PRE-EFFECTIVE AMENDMENT NO.         [ ]
                            POST-EFFECTIVE AMENDMENT NO. 40     [x]
                                        AND/OR
                           REGISTRATION STATEMENT UNDER THE
                            INVESTMENT COMPANY ACT OF 1940
                         AMENDMENT NO. 19                       [x]
                           (Check appropriate box or boxes)

                                   SIFE TRUST FUND
                  (Exact Name of Registrant as Specified in Charter)

         490 North Wiget Lane                    (510) 988-2430
    Walnut Creek, California  94598
(Address of Principal Executive Offices,         (Registrant's Telephone Number,
          with Zip Code)                               including Area Code)

                                   Sam A. Marchese
                                   SIFE Trust Fund
                                 490 North Wiget Lane
                               Walnut Creek, CA  94598
                       (Name and address of Agent for Service)

                    Approximate Date of Proposed Public Offering:
 As soon as practicable after the effective date of this Registration Statement

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

It is proposed that this filing will become effective (check appropriate box):
[ ] immediately upon filing pursuant to paragraph (b)
[x] on April 30, 1996 pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)
[ ] on  (date) pursuant to paragraph (a) of Rule 485
                         ------------------------------------

                       DECLARATION PURSUANT TO RULE 24f-2(a)(1)
    Pursuant to Rule 24f-2(a)(1) under the Investment Company Act of 1940, the
Registrant hereby declares that it has registered  an indefinite amount of the
Registrant's Investment Units, representing beneficial interests in the
Registrant pursuant to Participating Agreements, under the Securities Act of
1933.  The Rule 24f-2 Notice required by Rule 24f-2(b)(1) under the Investment
Company Act of 1940 was filed with the Securities and Exchange Commission on
February 28, 1996.


<PAGE>

                                    SIFE TRUST FUND
                         Registration Statement on Form N-1A
                                CROSS REFERENCE SHEET


              FORM N-1A ITEM AND HEADING            
              --------------------------            
Part A                                              
- ------                                              Item 1-9 of Prospectus 
filed April 19, 1996 on Form N-1A Registration Statement under Securities Act 
of 1933 Post-Effective Amendment No. 39 and Registration Statement under 
Investment Company Act of 1940 Amendment No. 18.

Part B
- ------
Item 10-22 of Statement of Additional Information filed April 
19, 1996 on Form N-1A Registration Statement under Securities Act of 1933 
Post-Effective Amendment No. 39 and Registration Statement under Investment 
Company Act of 1940 Amendment No. 18.

Item 23  Financial Statements

   Part C
   ------
Information required to be included in Part C is set forth under the appropriate
Item in Part C of this Registration Statement.
 
<PAGE>


                                   SIFE TRUST FUND


                                   FINANCIAL REPORT


                                  DECEMBER 31, 1995




                                                                            B-14
<PAGE>

                                   C O N T E N T S


                                                                          Page  

INDEPENDENT AUDITOR'S REPORT                                               1   


FINANCIAL STATEMENTS

     Statement of assets and liabilities                                   2   


     Investment portfolio                                                3 - 8 


     Statement of operations                                               9   


     Statements of changes in net assets                                  10   


     Notes to financial statements                                      11 - 16


FINANCIAL HIGHLIGHTS                                                      17   




                                                                            B-15
<PAGE>

                             INDEPENDENT AUDITOR'S REPORT


To the Investors and Board of Directors
SIFE Trust Fund


We have audited the accompanying statement of assets and liabilities of SIFE
TRUST FUND, including the investment portfolio, as of December 31, 1995, and the
related statement of operations for the year then ended, statements of changes
in net assets for each of the two years in the period then ended, and the
financial highlights for each of the ten years in the period then ended.  These
financial statements and financial highlights are the responsibility of the
Trust Fund's management.  Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements.  Our procedures included confirmation of securities owned as of
December 31, 1995, by correspondence with the custodian.  An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. 
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of SIFE
TRUST FUND as of December 31, 1995, the results of its operations for the year
then ended, the changes in its net assets for each of the respective two years
in the period then ended, and the financial highlights for each of the ten years
in the period then ended, in conformity with generally accepted accounting
principles.



Oakland, California
January 30, 1996

                                                                            B-16

<PAGE>

                                     ASSETS
                                 SIFE TRUST FUND
                       STATEMENT OF ASSETS AND LIABILITIES
                                December 31, 1995

<TABLE>
<CAPTION>

                                     ASSETS

<S>                                                               <C>
Investments in securities, at market (Note 1)
  (cost $429,460,094)                                             $ 610,803,219

Cash                                                                  1,061,139

Receivables for:
  Dividends (Note 1)                                                  1,296,935
  Investment securities sold                                          6,840,506
                                                                  -------------

      Total assets                                                  620,001,799
                                                                  -------------


<CAPTION>
                                   LIABILITIES

<S>                                                               <C>
Payables for:
  SIFE (the "Management Company") (Note 2)                              525,822
  Investment securities purchased                                     5,328,375
                                                                  -------------

      Total liabilities                                               5,854,197
                                                                  -------------

      Net assets                                                  $ 614,147,602
                                                                  -------------
                                                                  -------------

      Net asset value per investment unit
        on 134,122,616 units outstanding                          $       4.579
                                                                  -------------
                                                                  -------------

      Maximum offering price per unit
        (100/95 of $4.579)                                        $       4.820
                                                                  -------------
                                                                  -------------

</TABLE>


See Notes to Financial Statements.


                                                                            B-17

<PAGE>

                                    PORTFOLIO
                                 SIFE TRUST FUND
                              INVESTMENT PORTFOLIO
                                December 31, 1995

<TABLE>
<CAPTION>

                                                 Number                    % of
                                                   of          Market      Net
                                                 Shares         Value    Assets
                                                 ------        ------    ------
Common Stocks:
   Banks:
<S>                                             <C>         <C>          <C>
    Amcore Financial, Inc.                       43,100     $  872,775
    AMFED Financial, Inc.                        28,000        952,000
    Argentbank                                   62,400      1,528,800
    BancFirst Corp.                              24,000        447,000
    Bank of Boston Corp.                        215,500      9,966,875
    Bank of Granite Corp.                        13,500        391,500
    Bank of New York Co., Inc.                  422,800     20,611,500
    Bank South Corp.                             77,000      2,338,875
    BankAmerica Corp.                           345,000     22,338,750
    Bankers Trust New York Corp.                 30,000      1,995,000
    BankNorth Group, Inc.                        12,500        481,250
    Barnett Banks, Inc.                          62,300      3,675,700
    BayBanks, Inc.                              170,000     16,702,500
    Benson Financial Corp.                       40,000        750,000
    Boatmen's Bancshares, Inc.                  205,000      8,379,375
    California Bancshares, Inc.                 140,000      3,718,750
    California State Bank                        70,000        910,000
    Capital Bancorporation                       55,300      2,046,100
    Centennial Bancorp*                          40,020        530,265
    Charter Bancshares, Inc.                    124,485      2,443,018
    Chase Manhattan Corp.                       125,000      7,546,875
    Chemical Banking Corp.                      165,800      9,740,750
    Chittenden Corp.                             53,500      1,712,000
    Citicorp                                    335,000     22,528,750
    Citizens Bancshares, Inc.                     7,300        323,025
    Citizens Banking Corp.                       66,300      1,972,425
    City National Corp.                         150,000      2,100,000
    Colonial BancGroup, Inc.                     42,500      1,370,625
    Comerica, Inc.                               80,000      3,200,000
    Community First Bankshares, Inc.             30,000        682,500
    Compass Bancshares, Inc.                    180,000      5,940,000
    Corestates Financial Corp.                   88,000      3,333,000
    Corpus Christi Bancshares, Inc.              49,100        583,063
    Crestar Financial Corp.                      64,000      3,784,000
    CU Bancorp                                  173,400      1,777,350
</TABLE>


See Notes to Financial Statements.

                                  (Continued)


                                                                            B-18
<PAGE>

                                    PORTFOLIO
                                 SIFE TRUST FUND
                              INVESTMENT PORTFOLIO
                                December 31, 1995

<TABLE>
<CAPTION>

                                                 Number                    % of
                                                   of          Market      Net
                                                 Shares         Value    Assets
                                                 ------        ------    ------
Common Stocks:(continued)
   Banks:(continued)
<S>                                             <C>         <C>          <C>
    Cullen Frost Bankers, Inc.                   90,400   $  4,520,000
    Deposit Guaranty Corp.                      101,000      4,494,500
    FB and T Financial Corp.                     14,600        474,500
    Fifth Third Bancorp                          22,500      1,648,125
    First American Corp. of Tennessee           110,000      5,211,250
    First Bank System, Inc.                      64,500      3,200,812
    First Chicago Corp.                         420,000     16,590,000
    First Commercial Corp.                       97,905      3,230,865
    First Empire State Corp.                     32,000      6,976,000
    First Fidelity Bancorporation               114,000      8,592,750
    First Interstate Bancorp                     40,000      5,460,000
    First Merchants Corp.                        36,000        927,000
    First State Bancorporation                   93,750      1,136,719
    First Tennessee National Corp.              105,000      6,352,500
    First Union Corp.                            70,200      3,904,875
    First Virginia Banks, Inc.                   85,800      3,582,150
    Fort Wayne National Corp.                    43,000      1,354,500
    George Mason Bankshares, Inc.                72,390      1,990,725
    Hancock Holding Co.                          65,000      2,437,500
    Hawkeye Bancorporation                       35,000        931,875
    Hibernia Corp.                              712,200      7,656,150
    Imperial Bancorp                            170,000      4,080,000
    Independent Bank Corp. MA                   582,500      4,295,937
    Integra Financial Corp.                     305,000     19,253,125
    J.P. Morgan and Co., Inc.                   113,600      9,116,400
    Keycorp                                     100,000      3,625,000
    Liberty Bancorp, Inc. Oklahoma               95,000      3,538,750
    Magna Group, Inc.                            25,000        593,750
    Mahaska Investment                           40,000        600,000
    Mark Twain Bancshares, Inc.                  60,000      2,325,000
    Mellon Bank Corp.                            80,000      4,300,000
    Mercantile Bancorporation, Inc.             239,500     11,017,000
    Mercantile Bankshares Corp.                  40,000      1,115,000
    Metrobank                                    56,300      1,759,375
    Midlantic Corp.                             100,000      6,562,500

</TABLE>

See Notes to Financial Statements.

                                  (Continued)



                                                                            B-19
<PAGE>

                                    PORTFOLIO
                                 SIFE TRUST FUND
                              INVESTMENT PORTFOLIO
                                December 31, 1995

<TABLE>
<CAPTION>

                                                 Number                    % of
                                                   of          Market      Net
                                                 Shares         Value    Assets
                                                 ------        ------    ------
Common Stocks:(continued)
   Banks:(continued)
<S>                                             <C>         <C>          <C>
    Mountain Parks Financial Corp.*             113,500   $  2,525,375
    National Bancshares Corp. Texas*             51,500        527,875
    National City Corp.                          65,000      2,153,125
    National Commerce Bancorporation            315,500      8,281,875
    NationsBank Corp.                           108,500      7,554,313
    Northern Trust Corp.                         67,900      3,802,400
    Norwest Corp.                               157,300      5,190,900
    Pinnacle Financial Services, Inc.            12,600        223,650
    Premier Bancorp, Inc.                        50,000      1,168,750
    Regions Financial Corp.                      60,000      2,580,000
    Republic New York Corp.                      40,000      2,485,000
    River Forest Bancorp, Inc.                  118,140      3,012,570
    Seacoast Banking Corp. of Florida            21,500        467,625
    Signet Banking Corp.                        250,000      5,937,500
    Southwest Bancorp, Inc. (OK)                 50,000        925,000
    State Street Boston Corp.                    90,000      4,050,000
    Sterling Bancshares, Inc. (TX)               90,000      1,575,000
    Summit Bancshares, Inc. Texas               150,000      2,400,000
    Texas Regional Bancshares, Inc.              31,000        534,750
    U.S. Bancorp of Oregon                      221,750      7,456,344
    UJB Financial Corp.                         140,000      4,987,500
    UMB Financial Corp.                         104,004      3,666,141
    Union Planters Corp.                        450,000     14,343,750
    United Security Bancorporation*             133,000      1,828,750
    Ventura County National Bancorp*             85,000        318,750
    Victoria Bankshares, Inc.                    35,000      1,207,500
    Wachovia Corp.                              105,000      4,803,750
    Wainwright Bank and Trust Co.*              107,000        561,750
    West Coast Bancorp                           46,200        768,075
    Westamerica Bancorporation                   90,000      3,892,500
    Western Bank                                 72,269      1,336,976
    Wilmington Trust Corp.                       47,500      1,466,563
                                                           -----------
                                                           432,563,086     70.4%
                                                           -----------

</TABLE>

See Notes to Financial Statements.

                                   (Continued)


                                                                            B-20


<PAGE>

                                    PORTFOLIO
                                 SIFE TRUST FUND
                              INVESTMENT PORTFOLIO
                                December 31, 1995

<TABLE>
<CAPTION>

                                                 Number                    % of
                                                   of          Market      Net
                                                 Shares         Value    Assets
                                                 ------        ------    ------
Common Stocks:(continued)
  Thrifts:
<S>                                             <C>         <C>          <C>
    American Federal Bank, FSB                  107,500   $  1,639,375
    BankAtlantic Bancorp, Inc.                   95,000      1,781,250
    Charter One Financial, Inc.                  66,000      2,021,250
    Eagle Bancshares, Inc.                        3,000         57,000
    First Essex Bancorp, Inc.                   126,348      1,437,209
    First Financial Corp., Inc.                  17,000        391,000
    First Indiana Corp.                          50,000      1,287,500
    Hibernia Savings Bank                        32,500        528,125
    Home Federal Bancorp                         15,000        397,500
    Lawrence Savings Bank*                       81,000        374,625
    Leader Financial Corp.                       76,000      2,840,500
    MAF Bancorp, Inc.                            42,900      1,072,500
    North Side Savings Bank                       7,500        228,750
    NS Bancorp, Inc.                              9,000        348,750
    People's Bank                               115,000      2,185,000
    Poughkeepsie Savings Bank FSB               100,000        525,000
    Virginia First Financial Corp.              200,000      2,275,000
    Westcorp, Inc.                               78,100      1,444,850
                                                           -----------
                                                            20,835,184           3.4%
                                                           -----------

  Non-Bank Financials:
    Advanta Corp.                                40,000      1,530,000
    AFLAC, Inc.                                  26,700      1,161,450
    Capital One Financial Corp.                 217,900      5,202,362
    Federal National Mortgage Association        34,200      4,236,525
    First USA, Inc.                              15,000        665,625
    Franklin Resources, Inc.                     70,000      3,526,250
    Green Tree Financial                         80,000      2,110,000
    Investor Financial Services Corp.*           30,000        622,500
                                                           -----------
                                                            19,054,712           3.1%
                                                           -----------

</TABLE>

See Notes to Financial Statements.

                                   (Continued)


                                                                            B-21

<PAGE>

                                    PORTFOLIO
                                 SIFE TRUST FUND
                              INVESTMENT PORTFOLIO
                                December 31, 1995

<TABLE>
<CAPTION>

                                                 Number                    % of
                                                   of          Market      Net
                                                 Shares         Value    Assets
                                                 ------        ------    ------
Common Stocks:(continued)
  Pharmaceuticals and Healthcare:
<S>                                             <C>         <C>          <C>
    Healthcare Compare Corp.*                    41,100   $  1,787,850
    Johnson & Johnson                            20,000      1,710,000
    Merck and Co., Inc.                          70,000      4,593,750
    Mylan Laboratories, Inc.                     72,000      1,692,000
    Pfizer, Inc.                                 55,000      3,465,000
                                                           -----------
                                                            13,248,600      2.2%
                                                           -----------

  Consumer Non-durable Products:
    Albertsons, Inc.                             25,000        821,875
    Campbell Soup Co.                            65,500      3,930,000
    Coca-Cola Enterprises, Inc.                  30,000      2,227,500
    MacDonalds Corp.                             10,000        451,250
    Walt Disney Co., The                         30,000      1,766,250
                                                           -----------
                                                             9,196,875      1.5%
                                                           -----------

  Communications and Technology:
    Compaq Computer Corp.*                       10,000        480,000
    Dell Computer Corp.*                         20,000        692,500
    Hewlett-Packard Co.                          20,000      1,675,000
    Intel Corp.                                  37,500      2,128,125
    International Business Machines Corp.        20,000      1,827,500
                                                           -----------
                                                             6,803,125      1.1%
                                                           -----------

  Integrated Petroleum Companies
    Amoco Corp.                                  30,000      2,145,000
    Atlantic Richfield Co.                       20,000      2,215,000
    Chevron Corp.                                50,000      2,618,750
    Exxon Corp.                                  35,300      2,841,650
    Mobil Corp.                                  20,000      2,235,000
    Occidential Petroleum Co.                    88,600      1,893,825
    Phillips Petroleum Co.                       58,600      1,999,725
    Sun Company, Inc.                            68,500      1,875,187
                                                           -----------
                                                            17,824,137      2.9%
                                                           -----------     -----

       Total common stocks (cost $338,182,594)             519,525,719     84.6%

</TABLE>

See Notes to Financial Statements.

                                   (Continued)


                                                                            B-22


<PAGE>

                                    PORTFOLIO
                                 SIFE TRUST FUND
                              INVESTMENT PORTFOLIO
                                December 31, 1995

<TABLE>
<CAPTION>

                                                                                % of
                                                                    Market      Net
                                                                     Value    Assets
                                                                    ------    ------

<S>                                                           <C>             <C>
U. S. Treasury bills - principal at maturity $55,000,000
  due January 11, 1996                                        $  54,917,500      8.9%



Repurchase agreement** - Harris Trust at 5.75%,
  due January 2, 1996, maturity amount $36,360,000               36,360,000      5.9%
                                                             --------------   -------



      Total investments                                         610,803,219     99.4%



Excess of other assets over payables                              3,344,383      0.6%
                                                             --------------   -------



      Net assets                                             $  614,147,602    100.0%
                                                             --------------   -------
                                                             --------------   -------

</TABLE>

 * Non-income producing

** Collateralized by U.S. Government obligations

See Notes to Financial Statements.


                                                                            B-23


<PAGE>

                                    Operations
                                 SIFE TRUST FUND
                             STATEMENT OF OPERATIONS
                          Year Ended December 31, 1995

<TABLE>

<S>                                                      <C>                 <C>
Investment income:
  Income:
    Dividends                                            $  13,550,976
    Interest                                                 3,345,723
    Security lending                                             6,621
                                                           -----------

      Total investment income                                                $  16,903,320

  Expenses:
    Investment advisory fee (Note 2)                         3,039,425
    Officers' salaries                                         345,600
    Office salaries                                            583,357
    Accounting and administrative services                     208,092
    Office supplies and expenses                               446,603
    Trustee's fee                                              164,969
    Legal and auditing                                         129,967
    Directors' fees                                            215,500
    Notices to investors                                       176,309
    Registration fees                                           12,632
                                                           -----------

      Total expenses                                                             5,322,454
                                                                            --------------

      Net investment income                                                     11,580,866

Realized and unrealized gain on investments:
  Net realized gain                                         97,398,427
  Gain on expiration of option contracts                     5,518,144
  Net increase in unrealized appreciation
    of investments during the year                          88,509,822
                                                           -----------
      Net gain on investments                                                  191,426,393


Net increase in net assets
  resulting from operations                                                 $  203,007,259
                                                                            --------------
                                                                            --------------

</TABLE>

See Notes to Financial Statements.


                                                                            B-24



<PAGE>

                                 Chgs in assets
                                 SIFE TRUST FUND
                       STATEMENTS OF CHANGES IN NET ASSETS
                     Years Ended December 31, 1995 and 1994

<TABLE>
<CAPTION>

                                                                          1995                1994
                                                                          ----                ----
<S>                                                                <C>                 <C>
Increase (decrease) in net assets:
  Operations:
    Net investment income                                          $  11,580,866       $   9,879,199
    Net realized gain from investment transactions                   102,916,571          15,308,434
    Net increase (decrease) in unrealized
     appreciation of investments                                      88,509,822         (32,035,749)
                                                                   -------------        ------------
      Net increase (decrease) in net assets
       resulting from operations                                     203,007,259          (6,848,116)
                                                                   -------------        ------------

  Distributions paid to investors:
    From net investment income                                       (11,818,969)         (9,734,822)
    From net realized gain on investments                            (74,755,496)        (15,878,580)
                                                                   -------------        ------------

      Total distributions                                            (86,574,465)        (25,613,402)
                                                                   -------------        ------------

  Participating agreement transactions: (Note 4)
    Proceeds from investor purchases                                  47,981,061          47,855,703
    Proceeds from reinvestment of distributions
      from net investment income and net realized
      gain on investments                                             86,574,465          25,613,402
    Cost of units repurchased from investors                         (47,030,017)        (45,101,591)
                                                                   -------------        ------------

      Net increase in net assets resulting from
        participating agreement transactions                          87,525,509          28,367,514
                                                                   -------------        ------------

      Total increase (decrease) in net assets                        203,958,303          (4,094,004)

Net assets:
  Beginning of year                                                  410,189,299         414,283,303
                                                                   -------------        ------------

  End of year                                                     $  614,147,602       $ 410,189,299
                                                                   -------------        ------------
                                                                   -------------        ------------

Net assets consist of:
  Units of beneficial interests                                   $  404,165,071      $  316,639,562
  Undistributed (over-distributed) net investment income                 (85,512)            152,591
  Undistributed net realized gain on sale of
    investment securities and option contracts                        28,724,918             563,843
  Unrealized appreciation of investment securities (Note 3)          181,343,125          92,833,303
                                                                   -------------        ------------

                                                                  $  614,147,602       $ 410,189,299
                                                                   -------------        ------------
                                                                   -------------        ------------

</TABLE>

See Notes to Financial Statements.


                                      B-25


<PAGE>

                                   SIFE TRUST FUND
                            NOTES TO FINANCIAL STATEMENTS


Note 1. Significant Accounting Policies

          SIFE Trust Fund (the "Trust Fund") is an open-ended, diversified
         investment company offering redeemable securities represented by
         "Participating Agreements" to the public at a price equal to the net
         asset value per investment "unit."  The Trust Fund is organized under
         the laws of the State of California as a trust, with Bank of America
         (the "Trustee") as Trustee.  The Trust Fund is registered under the
         Investment Company Act of 1940, as amended.

          All funds received by the Trustee for investment and all funds
         reinvested from net investment income and realized capital gains, if
         any, are accounted for by the Trustee in terms of investment units. 
         The number of units allocated to the initial investments in the Trust
         Fund was determined by allocating one unit for each dollar of
         investment.  Since then, the value of investment units (for purposes
         of new investment, reinvestment of net investment income and gains, as
         well as redemption) has been determined by dividing the total value of
         the net assets of the Trust Fund on any given day by the total number
         of units then outstanding.

          Management uses estimates and assumptions in preparing these
         financial statements in accordance with generally accepted accounting
         principles.  Those estimates and assumptions affect the reported
         amounts of assets, liabilities, revenues and expenses.

          The following is a summary of significant accounting policies
         consistently followed by the Trust Fund in the preparation of their
         financial statements.  The policies are in conformity with generally
         accepted accounting principles for investment companies.

        Security valuations:

            Securities which are listed on a national stock exchange are valued
         at the closing price on the stock exchange on which they are primarily
         traded; if there has been no daily trading in a listed security, that
         security is valued at the last available closing price; securities
         which are traded over-the-counter and for which closing prices are
         readily available (such as NASDAQ National Market System issues) are
         valued at the closing price; other securities which are traded over-
         the-counter but for which closing prices are not readily available are
         valued at the closing bid price.  Short-term obligations having 60
         days or less to maturity are valued at amortized cost which
         approximates market value. Temporary investments in repurchase
         agreements are valued at cost.

        Security transactions and related investment income:

          Security transactions are accounted for on the date the securities
         are purchased or sold (trade date).  Realized gains or losses on
         security transactions are computed on the basis of specific
         identification of the securities sold.  Interest income is recorded as
         earned

                                                                            B-26
<PAGE>

         from settlement date and is recorded daily on the accrual basis. 
         Dividend income is recorded on the ex-dividend date.

                                     (Continued)

                                   SIFE TRUST FUND
                            NOTES TO FINANCIAL STATEMENTS


Note 1. Significant Accounting Policies (Continued)

        Distributions to investors:

            Dividends to investors are recorded on the ex-dividend date.  Net
         investment income and net realized gain from options are distributed
         proportionately to each investor's account as of the last business day
         in February, May, August, and December.  Realized gains, net of
         losses, from securities held for more than one year are distributed
         annually as of the last business day in November.  Realized gains, net
         of losses, from securities held for less than one year are distributed
         annually as of the last business day in December.

        Income taxes:

            The Trust Fund's policy is to comply with the requirements of the
         Internal Revenue Code that are applicable to regulated investment
         companies and to distribute all its taxable income to its investors. 
         Therefore, no provision for federal income taxes is recorded in the
         financial statements.

        Covered call and put options:

            The Trust Fund may write covered call options on securities held by
         the Trust Fund for non-speculative or hedging purposes, may write
         covered put options on securities for the same purposes, and may enter
         into closing purchase transactions with respect to such options. 
         Options written by the Trust Fund normally will have expiration dates
         between three and nine months from the date written.  

            All call and put options written by the Trust Fund must be
         "covered."  A call option will be considered covered if the Trust
         Fund, so long as it remains obligated as a writer, owns the securities
         underlying the options.  A put option will be covered if the Trust
         Fund, so long as it remains obligated as a writer, maintains in a
         segregated account held by the Trustee under the Trust Agreement,
         cash, U.S. Treasury Bills or high-grade short term debt securities in
         an amount equal to or greater than the exercise price of the put
         option.

            The exercise price of an option may be below, equal to, or above
         the current market value of the underlying security at the time the
         option is written. When the Trust Fund writes an option, an amount
         equal to the premium received by the Trust Fund is recorded as an
         asset and an equivalent liability. The amount of the liability is
         subsequently "marked-to-market" to reflect the current market value of
         the option written.  The current


                                                                            B-27
<PAGE>

         market value of a written option is the last sale price, or the
         absence of a sale, the mean between the last bid and asked prices on
         that day.  If a written option expires on the stipulated expiration
         date, or if the Trust Fund enters into
                                     (Continued)

                                   SIFE TRUST FUND
                            NOTES TO FINANCIAL STATEMENTS


Note 1. Significant Accounting Policies (Continued)

        Covered call and put options: (Continued)

          a closing purchase transaction, the Trust Fund realizes a gain (or a
         loss if the closing purchase transaction exceeds the premium received
         when the option was written) without regard to any unrealized gain or
         loss on the underlying security, and the liability related to such
         option is extinguished.  If a written call option is exercised, the
         Trust Fund realizes a gain or a loss from the sale of the underlying
         security and the proceeds of the sale are increased by the premium
         originally received.  If a written put option is exercised, the Trust
         Funds cost basis is reduced by the premium originally received.

        Repurchase agreements:

            The Trust Fund may invest in repurchase agreements secured by U.S.
         Government obligations or by other securities.  Securities pledged as
         collateral for repurchase agreements are held by the Trust Fund's
         custodian bank until maturity of the repurchase agreements. 
         Provisions of the agreements ensure that the market value of the
         collateral is sufficient in the event of default; however, in the
         event of default or bankruptcy by the other party to the agreements,
         realization and/or retention of the collateral may be subject to legal
         proceedings.

Note 2. Affiliated Party Transactions - Agreements with SIFE (the "Management   
              Company")

           Bank of America is the Trustee of the Trust Fund.  In general terms,
         the Trustee has the following responsibilities as:  (a) custodian of
         the assets, (b) investor of the assets, (c) transfer agent and (d)
         service provider to existing investors.  Through a series of
         agreements among the Trust Fund, Trustee and the Management Company,
         the Trustee has transferred certain responsibilities to the Management
         Company.  The following is a summary of the agreements:

            Transfer agency agreement and administrative services agreement:

               The Trust Fund, pursuant to a transfer agency agreement with the
            Management Company and as delegated to the Management Company by the
            Trust Fund's Board of Directors, has authorized the Management
            Company to act as the Trust Fund's transfer agent, to service
            existing investors, and to perform all accounting duties.  The Trust
            Fund has agreed to reimburse the Management Company, on a monthly
            basis, all costs incurred in performing these duties.  In addition,
            all Trust Fund expenses are paid by the Management Company and
            reimbursed by the Trust Fund


                                                                            B-28
<PAGE>

            monthly.  Certain expenses such as rent and salaries are charged to
            the Trust Fund in accordance with space or time used or by other
            reasonable methods.  During the year ended December 31, 1995, the
            Management Company was reimbursed $2,283,029 for such services and
            reimbursement of expenses.

                                   SIFE TRUST FUND
                            NOTES TO FINANCIAL STATEMENTS


Note 2. Affiliated Party Transactions - Agreements with SIFE
               (the "Management Company") (Continued)

        Investment advisory agreement:

                 The Trust Fund has entered into an investment advisory
            agreement with the Management Company.  Under the terms of the
            investment advisory agreement, the Trust Fund pays an advisory
            fee to the Management Company at a monthly rate of 1/20 of 1% of
            the net assets of the Trust Fund as of the close of each month. 
            This agreement requires the Management Company to reduce its
            fees, or, if necessary, make payments to the Trust Fund for the
            extent required to keep total Trust Fund expenses below 1.5% of
            the first $30,000,000 of average monthly net assets of the Trust
            Fund, plus 1% of the remaining average monthly net assets of the
            Trust Fund.  There were no excess expenses absorbed by the
            Management Company during the year.

                 The investment advisory agreement was amended on April 3,
            1995.  The amendment to the investment advisory agreement was
            approved by the Trust Fund's investors at the investors' annual
            meeting held on April 3, 1995.  Under the previous terms, the
            Trust Fund paid an investment advisory fee to the Management
            Company at a monthly rate of 1/24 of 1% of the net assets of the
            Trust Fund as of the close of each month.

        Underwriting agreement:

                 The Trust Fund has entered into a distribution agreement with 
            the Management Company wherein the Management Company serves as 
            the principal underwriter of the Trust Fund.  2.5% to 5.0% of the 
            sales load, based on the amounts purchased, is retained by the 
            Management Company.  No sales charge is assessed on purchases of 
            $1,000,000 or more.  A sales charge of 1% is retained by the 
            Management Company for purchases by employees and directors of the 
            Trust Fund, the Management Company and qualified sales 
            representatives.  Sales charges retained by the Management Company 
            amounted to $1,452,138.  All sales and distribution costs are 
            incurred and paid by the Management Company.  The sales charges 
            are not an expense of the Trust Fund and hence are not reflected 
            in the accompanying statement of operations.

                 Certain officers and directors of the Trust Fund are also
            officers and directors of the Management Company.  On December
            31, 1995, the Management Company owned 515,147 investment units
            of the Trust Fund.


                                                                            B-29
<PAGE>



                                   SIFE TRUST FUND
                            NOTES TO FINANCIAL STATEMENTS


Note 3. Appreciation (Depreciation) of Investments

            On December 31, 1995, the net unrealized appreciation for all
          securities was as follows:

<TABLE>

             <S>                                               <C>
               Aggregate gross unrealized appreciation for
            all investments in which there is an excess
            of value over tax cost                            $   182,557,885

            Aggregate gross unrealized (depreciation) for
            all investments in which there is an excess of
            tax cost over value                                   ( 1,214,760)
                                                               ---------------

                   Net unrealized appreciation                $   181,343,125
                                                                --------------
                                                                --------------

</TABLE>

        The tax cost basis used in the above calculation is the same as that
        used for financial statement purposes.

Note 4. Participating Agreement Transactions (Measured in Investment Units)

        Changes in the Trust Fund's investment units outstanding for the years
        ended December 31 were as follows:

<TABLE>
<CAPTION>

                                                      1995           1994
                                                      ----           ----
          <S>                                       <C>            <C>
          Sold to investors                         10,673,280     12,037,270
          Issued as reinvestment of
           distributions from net
           investment income and net
           realized gain on investment              18,821,723      6,688,858
          Repurchased from investors               (10,768,712)   (11,461,510)
                                                    ----------     ----------
                Net change                          18,726,291      7,264,618
                                                    ----------     ----------
                                                    ----------     ----------

</TABLE>

Note 5. Security Lending

        The Trust Fund, pursuant to an agency agreement with the Trustee,
        authorized the Trustee to lend securities to certain brokers for a
        negotiated lenders' fee.  These fees amounted to $6,621 for the year
        ended December 31, 1995.

        The Trust Fund received collateral against loaned securities in an
        amount at least equal to 102% of the market value of the loaned
        securities at the inception of the loan agreement.  The collateral must
        be maintained at not less than 102% of the market value of the loaned
        securities.  On December 31, 1995, there were securities on loan having
        a value of approximately $9,775,500.


                                                                            B-30
<PAGE>

                                   SIFE TRUST FUND
                            NOTES TO FINANCIAL STATEMENTS


Note 6. Purchases and Sales of Securities

        In 1995, purchases and sales of investment securities, other than U.S.
        Treasury obligations, were $426,681,345 and $489,188,511, respectively.
        Fund purchases and sales of U.S. Treasury obligations were $250,747,160
        and $205,765,302, respectively for 1995.

Note 7. Concentration of Credit Risk

        On December 31, 1995, approximately $472,452,982 (76.9% of net assets)
        of the Trust Fund's investments are in equities of financial
        institutions.

Note 8. Financial Instruments

        The Trust Fund may trade in financial instruments withoff-balance-sheet
        risk during the normal course of investing activities to assist in
        managing exposure to various market risks.  These financial instruments
        include written covered call and put options and may involve, to a
        varying degree, elements of risk in excess of the amounts recognized
        for financial statement purposes.  No such investments were held by the
        Trust Fund on December 31, 1995.


                                                                            B-31
<PAGE>

                                 SIFE TRUST FUND

                              FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>

                                                                          Years Ended December 31,
                                          1995     1994     1993      1992     1991     1990     1989     1988     1987    1986
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
PER UNIT DATA
  (For one unit outstanding
   throughout each year):
<S>                                      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
Net asset value,
  beginning of year                      $  3.55  $  3.83  $  3.68  $  2.90  $  2.12  $  2.92  $  2.63  $  2.32  $  2.70  $  2.48
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
  Income from investment
    operations:

    Net investment income                   0.10     0.09     0.07     0.06     0.08     0.11     0.11     0.09     0.11     0.12

    Net realized and
      unrealized gains
      (losses) on securities                1.68    -0.13     0.29     0.92     0.90    -0.75     0.42     0.36    -0.30     0.25
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
      Total from investment
        operations                          1.78    -0.04     0.36     0.98     0.98    -0.64     0.53     0.45    -0.19     0.37
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

  Less distributions to shareholders:

    Dividends from net
      investment income                    -0.10    -0.09    -0.07    -0.06    -0.08    -0.11    -0.11    -0.09    -0.11    -0.12

    Distributions from
     capital gains                         -0.65    -0.15    -0.14    -0.14    -0.12    -0.05    -0.13    -0.05    -0.08    -0.03
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

      Total distributions                  -0.75    -0.24    -0.21    -0.20    -0.20    -0.16    -0.24    -0.14    -0.19    -0.15
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

Net asset value, end of year             $  4.58  $  3.55  $  3.83  $  3.68  $  2.90  $  2.12  $  2.92  $  2.63  $  2.32  $  2.70
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

TOTAL RETURN*                               49.9%    (1.5)%    9.3%    33.9%    47.3%   (22.1)%   20.2%    19.8%    (8.2)%   16.0%
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

RATIOS AND SUPPLEMENTAL DATA:

Net assets, end of year
  (in millions)                           $  614   $  410   $  414   $  345   $  260   $  204   $  289   $  241   $  224   $  217
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

Ratios to average net assets:

  Expenses                                  1.03%    0.94%    1.02%    0.99%    1.04%    1.07%    1.03%    1.10%    1.03%    1.05%
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

  Net investment income                     2.25%    2.27%    1.69%    1.73%    3.03%    4.63%    3.52%    3.52%    3.31%    3.46%
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

Portfolio turnover rate                     93.5%    25.2%    28.7%    33.4%    77.6%    42.3%    41.7%    20.7%    37.2%    25.8%
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------
                                         -------  -------  -------  -------  -------  -------  -------  -------  -------  -------

</TABLE>

*Sales loads are not reflected in total return.


                                                                            B-32
<PAGE>

                                     PART C
                                OTHER INFORMATION

ITEM 24.       FINANCIAL STATEMENTS AND EXHIBITS

          (a)  FINANCIAL STATEMENTS:

          Financial statements filed in Part A of Registration Statement:
          
               Financial Highlights for years ended December 31, 1986 through
               1995.

          Financial statements filed in Part B of Registration Statement:

          1.   Report of Independent Certified Public Accountants
          2.   Statement of Assets and Liabilities as of December 31, 1995
          3.   Statement of Operations for the year ended December 31, 1995
          4.   Statement of Changes in Net Assets for the years ended December
               31, 1995 and December 31, 1994
          5.   Investment Portfolio as of December 31, 1995
          6.   Notes to Financial Statements as of December 31, 1995
          7.   Financial Highlights for years ended December 31, 1986 through
               1995

          (b)  EXHIBITS FILED IN PART C OF THE REGISTRATION STATEMENT:

          EXHIBIT
          NUMBER

          1.   Copy of Registrant's Trust Agreement as currently in effect:
               a.   Copy of Trust Agreement recompiled as of May 1, 1976(1)
               b.   Copy of Appointment of Successor Trustee(2)
               c.   Copy of Certificate of Successor Trustee(2)
               d.   Copy of Restated Trust Agreement recompiled as of May 2,
                    1986(4)
               e.   Copy of Amendment to Restated Trust Agreement dated April 1,
                    1987(4)
               f.   Copy of Amendment to Restated Trust Agreement dated April 2,
                    1990(5)
               g.   Copy of Amendment to Restated Trust Agreement dated April 1,
                    1991(6)
               h.   Copy of Amendment to Restated Trust Agreement dated February
                    24, 1993(7)
               i.   Copy of Amendment to Restated Trust Agreement dated April 1,
                    1993(7)
               j.   Copy of Amendment to Restated Trust Agreement dated April 4,
                    1994(8)
               k.   Copy of Amendment to Restated Trust Agreement dated April 3,
                    1995(9)
               l.   Copy of Amendment to Restated Trust Agreement dated April 1,
                    1996(10)
               m.   Copy of Agreement between SIFE, Inc. and State Street 
                    Bank and Trust Company re appointment of successor 
                    trustee(12)
          2.   See Exhibit 1
          3.   Inapplicable
          4.   Sample of Participating Agreement Certificate(3)
          5.   Copy of Investment Advisory Agreement dated April 3, 1972(1)
               a.   Copy of Amendment to Investment Advisory Agreement dated
                    April 3, 1995(9)
               b.   Copy of Amendment to Investment Advisory Agreement dated
                    April 1, 1996(10)
          6.   Copy of Underwriting Agreement dated April 3, 1972(1)
               a.   Copy of Amendment to Underwriting Agreement dated April 1,
                    1974(1)
               b.   Copy of Amendment to Underwriting Agreement dated April 1,
                    1976(1)
               c.   Copy of Amendment to Underwriting Agreement dated April 1,
                    1985(3)
               d.   Copy of Amendment to Underwriting Agreement dated April 2,
                    1990(5)
               e.   Copy of Amendment to Underwriting Agreement dated February
                    24, 1993(7)
               f.   Copy of Amendment to Underwriting Agreement dated April 1,
                    1993(7)


                                                                             C-1

<PAGE>

               g.   Copy of Amendment to Underwriting Agreement dated April 4,
                    1994(8)
               h.   Copy of Amendment to Underwriting Agreement dated as of
                    February 1, 1995, effective April 1, 1995(9)
               i.   Copy of Amendment to Underwriting Agreement dated April 1,
                    1996(10)
          7.   Inapplicable
          8.   a.   Custodian Contract between SIFE Trust Fund and State Street
                    Bank and Trust Company(12)
               b.   Retirement Plans Service Contract among SIFE, Inc., SIFE
                    Trust Fund and State Street Bank and Trust Company(12)
          9.   Inapplicable
          10.  Opinion and Consent of Counsel(12)
          11.  Inapplicable
          12.  Inapplicable
          13.  Inapplicable
          14.  Copies of Model Plans Used in the Establishment of Retirement
               Plans:
               a.   Copy of Registrant's Individual Retirement Account
                    Disclosure Statement(5)
               b.   Copy of Registrant's 403(b)(7) Plan Description(6)
               c.   Copy of State Street Bank and Trust Company's 403(b) Account
                    Package(12)
          15.  Rule 12b-1 Plan of Distribution and Rule 12b-1 Agreement(10)
          16.  Schedule of Performance Advertising Quotations(12)
          18.  Other Exhibits:
               a.   Special Power of Attorney(12)
               b.   Board Resolution re signature authority(12)
               c.   Rule 18f-3 Plan(12)
          27.  Financial Data Schedules

- ----------------------------------
(1)  Filed March 31, 1980, as an exhibit to Form N-1 Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 23 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     2, File No. 2-17277, and incorporated herein by reference.
(2)  Filed April 27, 1981, as an exhibit to Form N-1 Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 24 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     3, File No. 2-17277, and incorporated herein by reference.
(3)  Filed February 28, 1986, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 29 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     8, File No. 2-17277, and incorporated herein by reference.
(4)  Filed April 17, 1987, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 30 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     9, File No. 2-17277, and incorporated herein by reference.
(5)  Filed February 26, 1990, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 33 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     12, File No. 2-17277, and incorporated herein by reference.
(6)  Filed February 26, 1991, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 34 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     13, File No. 2-17277, and incorporated herein by reference.
(7)  Filed February 26, 1993, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 36 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     15, File No. 2-17277, and incorporated herein by reference.
(8)  Filed February 25, 1994, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 37 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     16, File No. 2-17277, and incorporated herein by reference.
(9)  Filed February 24, 1995, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 38 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     17, File No. 2-17277, and incorporated herein by reference.
(10) Filed February 23, 1996, as an exhibit to Registrant's Definitive Proxy
     Statement under Section 14(a) of the Securities Exchange Act of 1934, as
     amended, and incorporated herein by reference.
(11) Filed February 24, 1996, as an exhibit to Registrant's Form N-SAR for the
     period ended December 31, 1995, pursuant to Section 13 or 15(d) of the
     Securities Exchange Act of 1934, as amended, and incorporated herein by
     reference.
(12) Filed April 19, 1996, as an exhibit to Form N-1A Registration Statement 
     under Securities Act of 1933 Post-Effective Amendment No. 39 and 
     Registration Statement under Investment Company Act of 1940 Amendment 
     No. 18, File No. 2-17277, and incorporated herein by reference.

ITEM 25.       PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT

     No person is directly or indirectly controlling, controlled by, or under
     common control with the Registrant.

ITEM 26. NUMBER OF HOLDERS OF SECURITIES

<TABLE>
<CAPTION>
                                             NUMBER OF RECORD HOLDERS
          TITLE OF CLASS                       (DECEMBER 31, 1995)
      <S>                                    <C>
      Participating Agreements                      134,122,616
</TABLE>


                                                                             C-2

<PAGE>

ITEM 27.       INDEMNIFICATION

     Reference is made to Article VI, Section 5 of Registrant's Trust Agreement,
as amended, filed as Exhibit 1 under Part C, Item 24(b) (the "Trust Agreement"),
which generally provides that no director or officer shall be liable to the
Registrant or to its Investors or to any other person for any action which such
director or officer may in good faith take or refrain from taking as a director
or officer; provided, however, that no officer or director of the Registrant
shall be protected against any liability to the Registrant or its Investors
caused by such officer's or director's willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the conduct of his or
her office, nor shall anything in Section 5 protect any officer or director
against any liability arising under any provision of the Securities Act of 1933
(the "Securities Act").

     Reference is also made to Article VI, Section 6 of Registrant's Trust
Agreement, which generally provides that an officer or director shall be
indemnified by the Registrant to the maximum extent permitted by applicable law
against all expenses, judgments, fines, settlements and other amounts reasonably
incurred or suffered by such person in connection with any threatened, pending
or completed legal proceeding brought by a third party in which he or she is
involved by reason of his or her relationship to the Registrant.  No
indemnification shall be provided, however, with respect to any liability
arising by reason of the "Disabling Conduct" of the person seeking indemnity.
"Disabling Conduct" generally means willful misfeasance, bad faith, gross
negligence, reckless disregard of duties, or any conduct that amounts to a
violation of the Securities Act.

     Any officer or director who is a party to an action which is brought by the
Registrant shall also be indemnified, provided that if such person is adjudged
by a court to be liable to the Registrant in the performance of his or her duty,
indemnification shall be made only to the extent a court determines that there
has been no Disabling Conduct and that such person is fairly and reasonably
entitled to indemnity.

     Expenses incurred in connection with a legal proceeding shall be advanced
by the Registrant to an officer or director prior to the proceeding's final
disposition, provided such officer or director agrees to repay all advanced
amounts unless it is ultimately determined that he or she is entitled to
indemnification, and such officer or director meets certain other conditions to
the advance.

     Insofar as indemnification for liabilities arising under the Securities Act
may be permitted to directors, officers and controlling persons of the
Registrant, the Registrant understands that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities 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 director, officer or
controlling person of the Registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, 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
Securities Act and will be governed by the final adjudication of such issue.

ITEM 28.       BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER

     Registrant's response to Part B, Item 14 contained in "Management of the
Trust Fund," is hereby incorporated herein by reference.


                                                                             C-3

<PAGE>

ITEM 29.       PRINCIPAL UNDERWRITER

          a.   The underwriter of the Registrant is SIFE.  SIFE acts as
          underwriter and investment adviser only for the Registrant.

          b.   Registrant's response to Part B, Item 14, contained in
          "Management of the Trust Fund," is hereby incorporated herein by
          reference.


ITEM 30.       LOCATION OF ACCOUNTS AND RECORDS

     The accounts, books and other documents required to be maintained by
Section 31(a) of the Investment Company Act of 1940 are kept at the offices of
SIFE, 490 North Wiget Lane, Walnut Creek, CA 94598.

ITEM 31.       MANAGEMENT SERVICES

     Inapplicable.

ITEM 32.       UNDERTAKINGS

     Inapplicable.


                                                                             C-4

<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 Post-Effective Amendment to
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933,
and specifically the Registrant certifies that this Post-Effective Amendment to
Registration Statement No. 40 is filed solely for one or more of the purposes
specified in Paragraph (b)(1) of Rule 485, and that no material event requiring
disclosure in the prospectus, other than one listed in Paragraph (b)(1) of Rule
485, or one for which the Commission has approved a filing under Paragraph
(b)(1)(ix) of Rule 485, has occurred since April 30, 1995, the effective date of
Registrant's most recent Post-Effective Amendment to this Registration
Statement, and has duly caused this Post-Effective Amendment to Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized, in this City of Walnut Creek and State of California, on the 25th
day of April, 1996.

                                   SIFE Trust Fund

                                   By: /s/ SAM A. MARCHESE
                                       ------------------------------
                                        Sam A. Marchese
                                        President

     Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment to Registration Statement has been signed below by the
following persons in the capacities and on the dates indicated.


             SIGNATURE                            TITLE                  DATE

        SAM A. MARCHESE /s/          Director; President, Treasurer   April 25,
        -------------------          & Chief Executive Officer of        1996
         (Sam A. Marchese)           the Trust Fund (Principal
                                     Executive Officer & Principal
                                     Accounting Officer)

         DAVID M. SACKS /s/          Director; Chairman of the Board      *
         -----------------
          (David M. Sacks)


       HAIG G. MARDIKIAN /s/         Director; Vice-Chairman of the       *
       ---------------------         Board
        (Haig G. Mardikian)

   CHARLES W. FROEHLICH, JR. /s/     Director; Secretary                  *
   ----------------------------
    (Charles W. Froehlich, Jr.)


      DIANE HOWARD BELDING /s/       Director                             *
      -----------------------
       (Diane Howard Belding)


         JOHN A. MEANY /s/           Director                             *
         ----------------
          (John A. Meany)


        WALTER S. NEWMAN /s/         Director                             *
        -------------------
         (Walter S. Newman)

*    By: /s/ SAM A. MARCHESE                      Dated:    April 25, 1996
         ------------------------------------            -----------------------
            Sam A. Marchese, Attorney-in-Fact


                                                                             C-5

<PAGE>

               CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS



SIFE Trust Fund
490 North Wiget Lane
Walnut Creek, California 94598

We hereby consent to the use in this Post-Effective Amendment No. 39 to the
Registration Statement under the Securities Act of 1933 and this Amendment No.
18 to the Registration Statement under the Investment Company Act of 1940, both
on Form N-1A and the related Prospectus and Statement of Additional Information,
of our report dated January 30, 1996 accompanying and pertaining to the
financial statements of SIFE Trust Fund and the information set forth in the
Prospectus under the caption "Financial Highlights," which are included in such
amendments to Registration Statements, Prospectus and Statement of Additional
Information.


                                        TIMPSON GARCIA
                                        Certified Public Accountants

Oakland, California
April 25, 1996


                                                                             C-6

<PAGE>

                                INDEX TO EXHIBITS

     Exhibit
     Number
     -------

     1.   Copy of Registrant's Trust Agreement as currently in effect:
          a.   Copy of Trust Agreement recompiled as of May 1, 1976(1)
          b.   Copy of Appointment of Successor Trustee(2)
          c.   Copy of Certificate of Successor Trustee(2)
          d.   Copy of Restated Trust Agreement recompiled as of May 2, 1986(4)
          e.   Copy of Amendment to Restated Trust Agreement dated April 1,
               1987(4)
          f.   Copy of Amendment to Restated Trust Agreement dated April 2,
               1990(5)
          g.   Copy of Amendment to Restated Trust Agreement dated April 1,
               1991(6)
          h.   Copy of Amendment to Restated Trust Agreement dated February 24,
               1993(7)
          i.   Copy of Amendment to Restated Trust Agreement dated April 1,
               1993(7)
          j.   Copy of Amendment to Restated Trust Agreement dated April 4,
               1994(8)
          k.   Copy of Amendment to Restated Trust Agreement dated April 3,
               1995(9)
          l.   Copy of Amendment to Restated Trust Agreement dated April 1,
               1996(10)
          m.   Copy of Agreement between SIFE, Inc. and State Street Bank and
               Trust Company re appointment of successor trustee(12)
     2.   See Exhibit 1
     3.   Inapplicable
     4.   Sample of Participating Agreement Certificate(3)
     5.   Copy of Investment Advisory Agreement dated April 3, 1972(1)
          a.   Copy of Amendment to Investment Advisory Agreement dated April 3,
               1995(9)
          b.   Copy of Amendment to Investment Advisory Agreement dated
               April 1, 1996(10)
     6.   Copy of Underwriting Agreement dated April 3, 1972(1)
          a.   Copy of Amendment to Underwriting Agreement dated April 1,
               1974(1)
          b.   Copy of Amendment to Underwriting Agreement dated April 1,
               1976(1)
          c.   Copy of Amendment to Underwriting Agreement dated April 1,
               1985(3)
          d.   Copy of Amendment to Underwriting Agreement dated April 2,
               1990(5)
          e.   Copy of Amendment to Underwriting Agreement dated February 24,
               1993(7)
          f.   Copy of Amendment to Underwriting Agreement dated April 1,
               1993(7)
          g.   Copy of Amendment to Underwriting Agreement dated April 4,
               1994(8)
          h.   Copy of Amendment to Underwriting Agreement dated as of February
               1, 1995, effective April 1, 1995(9)
          i.   Copy of Amendment to Underwriting Agreement dated April 1,
               1996(10)
     7.   Inapplicable
     8.   a.   Custodian Contract between SIFE Trust Fund and State Street Bank
               and Trust Company(12)
          b.   Retirement Plans Service Contract among SIFE, Inc., SIFE Trust
               Fund and State Street Bank and Trust Company(12)
     9.   Inapplicable
     10.  Opinion and Consent of Counsel(12)
     11.  Inapplicable
     12.  Inapplicable
     13.  Inapplicable
     14.  Copies of Model Plans Used in the Establishment of Retirement Plans:
          a.   Copy of Registrant's Individual Retirement Account Disclosure
               Statement(5)
          b.   Copy of Registrant's 403(b)(7) Plan Description(6)
          c.   Copy of State Street Bank and Trust Company's 403(b) Account
               Package(12)
     15.  Rule 12b-1 Plan of Distribution and Rule 12b-1 Agreement(10)
     16.  Schedule of Performance Advertising Quotations(12)
     18.  Other Exhibits:
          a.   Special Power of Attorney(12)
          b.   Board Resolution re signature authority(12)
          c.   Rule 18f-3 Plan(12)
     27.  Financial Data Schedules
- ------------------------------
(1)  Filed March 31, 1980, as an exhibit to Form N-1 Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 23 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     2, File No. 2-17277, and incorporated herein by reference.
(2)  Filed April 27, 1981, as an exhibit to Form N-1 Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 24 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     3, File No. 2-17277, and incorporated herein by reference.


                                                                             C-7

<PAGE>

(3)  Filed February 28, 1986, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 29 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     8, File No. 2-17277, and incorporated herein by reference.
(4)  Filed April 17, 1987, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 30 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     9, File No. 2-17277, and incorporated herein by reference.
(5)  Filed February 26, 1990, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 33 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     12, File No. 2-17277, and incorporated herein by reference.
(6)  Filed February 26, 1991, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 34 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     13, File No. 2-17277, and incorporated herein by reference.
(7)  Filed February 26, 1993, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 36 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     15, File No. 2-17277, and incorporated herein by reference.
(8)  Filed February 25, 1994, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 37 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     16, File No. 2-17277, and incorporated herein by reference.
(9)  Filed February 24, 1995, as an exhibit to Form N-1A Registration Statement
     under the Securities Act of 1933 Post-Effective Amendment No. 38 and
     Registration Statement under Investment Company Act of 1940 Amendment No.
     17, File No. 2-17277, and incorporated herein by reference.
(10) Filed February 23, 1996, as an exhibit to Registrant's Definitive Proxy
     Statement under Section 14(a) of the Securities Exchange Act of 1934, as
     amended, and incorporated herein by reference.
(11) Filed February 24, 1996, as an exhibit to Registrant's Form NSAR for the
     period ended December 31, 1995, pursuant to Section 13 or 15(d) of the
     Securities Exchange Act of 1934, as amended, and incorporated herein by
     reference.
(12) Filed April 19, 1996, as an exhibit to Form N-1A Registration Statement 
     under Securities Act of 1933 Post-Effective Amendment No. 39 and 
     Registration Statement under Investment Company Act of 1940 Amendment 
     No. 18, File No. 2-17277, and incorporated herein by reference.


                                                                             C-8




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<PAGE>
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