<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION MAY 26, 1995.
File Nos. 33-28183
811-1600
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. -- ---
Post-Effective Amendment No. 25 [X]
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 29 [X]
KEYSTONE AMERICA OMEGA FUND, INC.
(Exact Name of Registrant as Specified in Charter)
200 Berkeley Street, Boston, Massachusetts 02116-5034
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code:
(617) 338-3200
Rosemary D. Van Antwerp, Esq., 200 Berkeley Street,
Boston, MA 02116-5034
(Name and Address of Agent for Service)
It is proposed that this filing will become effective:
[X] immediately upon filing pursuant to paragraph (b) of Rule 485
___ on (date) pursuant to paragraph (b) of Rule 485
___ 60 days after filing pursuant to paragraph (a)(i) of Rule 485
___ on (date) pursuant to paragraph (a)(i) of Rule 485
___ 75 days after filing pursuant to paragraph (a)(ii) of Rule 485
___ on (date) pursuant to paragraph (a)(ii) of Rule 485
The Registrant has filed a declaration pursuant to Rule 24f-2 under the
Investment Company Act of 1940. A Rule 24f-2 Notice for Registrant's last fiscal
year was filed on January 26, 1995.
<PAGE>
KEYSTONE AMERICA OMEGA FUND, INC.
CONTENTS OF
POST-EFFECTIVE AMENDMENT NO. 25
to
REGISTRATION STATEMENT
This Post-Effective Amendment No. 25 to Registration Statement No.
33-28183/811-1600 consists of the following pages, items of information, and
documents:
The Facing Sheet
The Contents Page
The Cross-Reference Sheet
PART A
Prospectus
(Filed with Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and is incorporated by reference herein.)
PART B
Statement of Additional Information
(Filed with Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and is incorporated by reference herein.)
PART C
PART C - OTHER INFORMATION - ITEM 24(a) and 24(b)
(Filed with Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and is incorporated by reference herein.)
Financial Statements
(Filed with Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and is incorporated by reference herein.)
Independent Auditors' Report
(Filed with Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and is incorporated by reference herein.)
Listing of Exhibits
<PAGE>
(Contents Page continued)
PART C - OTHER INFORMATION - ITEMS 25-32 and SIGNATURE PAGES
Number of Holders of Securities
Indemnification
Business and Other Connections
Principal Underwriter
Location of Accounts and Records
Signatures
Exhibits (including Powers of Attorney)
<PAGE>
KEYSTONE AMERICA OMEGA FUND, INC.
Cross-Reference Sheet pursuant to Rules 404 and 495 under the Securities Act of
1933.
Items in
Part A of
Form N-1A Prospectus Caption
- --------- ------------------
(Filed with Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and is incorporated by reference herein.)
1 Cover Page
2 Fee Table
3 Financial Highlights
Performance Data
4 Cover Page
The Fund
Investment Objective and Policies
Investment Restrictions
Risk Factors
5 Fund Management and Expenses
Additional Information
5A Not Applicable
6 The Fund
Dividends and Taxes
Fund Shares
Shareholder Services
Pricing Shares
7 How to Buy Shares
Distribution Plans
Shareholder Services
8 How to Redeem Shares
9 Not Applicable
<PAGE>
Cross-Reference Sheet continued.
Items in
Part B of
Form N-1A Statement of Additional Information Caption
- --------- --------------------------------------------
(Filed with Post-Effective Amendment No. 24 to Registration Statement No.
3-28183/811-1600 and is incorporated by reference herein.)
10 Cover Page
11 Table of Contents
12 Not Applicable
13 The Fund
Investment Restrictions
Brokerage
Appendix
14 Trustees and Officers
15 Additional Information
16 Investment Manager
Investment Adviser
Principal Underwriter
Distribution Plans
Sales Charges
Additional Information
17 Brokerage
18 Declaration of Trust
19 Valuation of Securities
Distribution Plans
Redemptions in Kind
20 Distributions and Taxes
21 Principal Underwriter
22 Standardized Total Return and Yield
Quotations
23 Financial Statements
<PAGE>
KEYSTONE AMERICA OMEGA FUND, INC.
Part A
PROSPECTUS
(Filed with Post-Effective Amendment No. 24 to Registration Statement
No. 33-28183/811-1600 and is incorporated by reference herein.)
<PAGE>
KEYSTONE AMERICA OMEGA FUND, INC.
Part B
STATEMENT OF ADDITIONAL INFORMATION
(Filed with Post-Effective Amendment No. 24 to Registration Statement
No. 33-28183/811-1600 and is incorporated by reference herein.)
<PAGE>
KEYSTONE AMERICA OMEGA FUND, INC.
Part C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
Item 24(a). Financial Statements
All financial statements listed below are included in Registrant's Statement of
Additional Information, which was filed with Post-Effective Amendment No. 24 to
Registration Statement No. 33-28183/811-1600 and are incorporated by reference
herein.
Schedule of Investments December 31, 1994
Financial Highlights For Fiscal Years
ended December 31,
1985 through 1994
for Class A shares.
For period from
August 2, 1993
(commencmenet of
operations) through
December 31 1993 and
fiscal year ended
December 31,1994 for
Class B and C
shares.
Statement of Assets and Liabilities December 31, 1994
Statement of Operations Year ended
December 31, 1994
Statement of Changes in Net Assets Two years ended
December 31, 1994
Notes to Financial Statements
Independent Auditors' Report
dated February 3, 1995
All other schedules are omitted as the required information is inapplicable.
<PAGE>
Item 24(b) Exhibits
(1) A copy of Registrant's form of Declaration of Trust was filed
with Post-Effective Amendment No. 24 to Regsitration Statement
No. 33-28183/811-1600 and is incorporated by reference herein.
(2) A copy of form of Registrant's By-Laws was filed with Post-
Effective Amendment No. 24 to Registration Stetment No.
33-28183/811-1600 and is incorporated by reference herein.
(3) Not applicable.
(4) Not applicable.
(5) (A) A copy of the Investment Management Agreement between Registrant
and Keystone Management, Inc. was filed with Post-Effective
Amendment No. 24 to Registration Statement No. 33-28183/811-1600
and is incorporated by reference herein.
(B) A copy of the Investment Advisory Agreement, between Keystone
Management, Inc. and Keystone Investment Management Company
(formerly Keystone Custodian Funds, Inc.) was filed with
Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and is incorporated by reference herein.
(6) (A) A copy of the form of Principal Underwriting Agreement between
Registrant and Keystone Investment Distributors Company
(formerly Keystone Distributors, Inc.) was filed with
Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 as Exhibit 24(b)(6)(A) and is incorporated by
reference herein.
(B) A copy of the form of Dealers Agreement used by Keystone
Investment Distributors Company was filed with Post-Effective
Amendment No. 20 to Registration Statement No. 33-28183/811-1600
as Exhibit 24(b)(6)(B) and is incorporated by reference herein.
(7) Not applicable.
(8) A copy of the form of Custodian, Fund Accounting and
Recordkeeping Agreement between Registrant and State Street Bank
and Trust Company was filed with Post- Effective Amendment No.
24 to Registration Statement No. 33-28183/811-1600 as Exhibit
24(b)(8) and is incorporated by reference herein.
(9) Not applicable.
<PAGE>
Item 24(b) Exhibits (con't)
(10) An opinion and consent of counsel as to the legality of the
securities registered was filed with Post-Effective Amendment
No. 24 to Registration Statement No. 33- 28183/811-1600 as
Exhibit 24(b)(10) and is incorporated by reference herein.
(11) A consent as to the use of the Independent Auditors' Report was
filed with Post-Effective Amendment No. 24 to Registration
Statement No. 33-28183/811-1600 and is incorporated by reference
herein.
(12) Not applicable.
(13) Not applicable.
(14) Copies of forms of model plans used in the establishment of
retirement plans, in connection with which Registrant offers its
securities, were filed with Post-Effective Amendment No. 66 to
Registration Statement for Keystone Balanced Fund (K-1)
(formerly named Keystone Custodian Fund, Series K-1) (File No.
2- 10527/811-96 as Exhibit 24(b)(14)) and are incorporated by
reference herein.
(15) A copy of the forms of Registrant's respective Class A, B, and C
Rule 12b-1 Distribution Plans were filed with Post-Effective
Amendment No. 24 to Registration Statement No. 33-28183/811-1600
as Exhibit 24(b)(15) and are incorporated by reference herein.
(16) Schedules for the computation of total return was filed with
Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and are incorporated by reference herein.
(17) A financial data schedule was filed with Post-Effective
Amendment No. 24 to Registration Statement No. 33-
28183/811-1600 as Exhibit 27 and is incorporated by reference
herein.
(18) A copy of the form of Registrant's Multiple Class Plan is filed
herewith.
(19) Powers of Attorney are filed herewith.
<PAGE>
Item 25. Persons Controlled By or Under Common Control With
Registrant
Not applicable.
Item 26. Number of Holders of Securities
Number of Record
Title of Class Holders as of April 28, 1995
- -------------- ----------------------------
Class A 9,237
Class B 3,855
Class C 834
Item 27. Indemnification
Provisions for the indemnification of the Registrant's Trustees and
officers are contained in Article VIII of Registrant's form of Declaration of
Trust, a copy of which was filed with Post-Effective Amendment No. 24 to
Registration Statement No. 33-28183/811-1600 as Exhibit 24(b)(1) and is
incorporated by reference herein.
Provisions for the indemnification of Keystone Investment Distributors
Company, the Registrant's Principal Underwriter, are contained in Section 9 of
the Principal Underwriting Agreement between Registrant and Keystone Investment
Distributors Company, a copy of the form of which was filed with Post-Effective
Amendment No. 24 to Registration Statement No. 33-28183/811-1600 as Exhibit
24(b)(6)(A) and is incorporated by reference herein.
Provisions for the indemnification of Keystone Management, Inc. and
Keystone Investment Management Company, Registrant's investment manager and
adviser, respectively, are contained in Section 6 of the Investment Management
Agreement between Registrant and Keystone Management, Inc., a copy of the form
of which was filed with Post-Effective Amendment No. 24 to Registration
Statement No. 33-28183/811-1600 and is incorporated by reference herein.
<PAGE>
Item 28. Businesses and Other Connections of Investment Adviser
Filed with Post-Effective Amendment No. 24 to Registration
Statement No. 33-28183/811-1600 and is incorporated by
reference herein.
Item 29. Principal Underwriter
(a) Keystone Investment Distributors Company, which acts as
Registrant's principal underwriter, also acts as principal
underwriter or distributor for the following entities:
Keystone America Hartwell Emerging Growth Fund, Inc.
Keystone Hartwell Growth Fund
Keystone Quality Fund (B-1)
Keystone Diversified Bond Fund (B-2)
Keystone High Income Bond Fund (B-4)
Keystone Balanced Fund (K-1)
Keystone Strategic Growth Fund (K-2)
Keystone Growth and Income Fund (S-1)
Keystone Mid-Cap Growth Fund (S-3)
Keystone Small Company Growth Fund (S-4)
Keystone Capital Preservation and Income Fund
Keystone Fund of the Americas
Keystone Fund for Total Return
Keystone Global Opportunities Fund
Keystone Government Securities Fund
Keystone Intermediate Term Bond Fund
Keystone State Tax Free Fund
Keystone State Tax Free Fund - Series II
Keystone Strategic Income Fund
Keystone Tax Free Income Fund
Keystone World Bond Fund
Keystone Fund of the Americas
Keystone Tax Free Fund
Keystone Tax Exempt Trust
Keystone Liquid Trust
Keystone International Fund Inc.
Keystone Precious Metals Holdings, Inc.
Keystone Strategic Development Fund
Master Reserves Trust
(b) Information with respect to each officer and director of
Registrant's acting principal underwriter was filed with
Post-Effective Amendment No. 24 to Registration Statement No.
33-28183/811-1600 and is incorporated by reference herein.
Item 29(c). Not applicable.
<PAGE>
Item 30. Location of Accounts and Records
200 Berkeley Street
Boston, Massachusetts 02116-5034
Keystone Investor Resource Center, Inc.
101 Main Street
Cambridge, Massachusetts 02142-1519
Data Vault, Inc.
3431 Sharp Slot Road
Swansea, Massachusetts 02171
State Street Bank and Trust Company
1776 Heritage Drive
Quincy, Massachusetts 02171
Item 31. Management Services
Not applicable.
Item 32. Undertakings
Upon request and without charge, Registrant hereby undertakes
to furnish a copy of its latest annual report to shareholders
to each person to whom a copy of Registrant's prospectus is
delivered.
<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 the effectiveness of this Amendment to its Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly
caused this Amendment to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Boston, in The Commonwealth of Massachusetts, on
the 26th day of May, 1995.
KEYSTONE AMERICA OMEGA FUND, INC.
By: /s/ George S. Bissell
-----------------------------
George S. Bissell*
Chairman of the Board
*By: /s/ Melina M.T. Murphy
-----------------------------
Melina M.T. Murphy**
Attorney-in-Fact**
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to Registrant's Registration Statement has been signed below by the
following persons in the capacities indicated on the 26th day of May, 1995.
SIGNATURES TITLE
- ---------- -----
/s/ George S. Bissell Chairman of the Board and
- ------------------------------ Trustee
George S. Bissell*
/s/ Albert H. Elfner, III President, Chief Executive Officer
- ------------------------------ and Trustee
Albert H. Elfner, III*
/s/ Kevin J. Morrissey Treasurer (Principal Financial and
- ------------------------------ Accounting Officer)
Kevin J. Morrissey*
*By: /s/ Melina M.T. Murphy
-----------------------------
Melina M.T. Murphy**
Attorney-in-Fact
<PAGE>
SIGNATURES TITLE
- ---------- -----
/s/ Frederick Amling Trustee
--------------------------------
Frederick Amling*
/s/ Charles A. Austin, III Trustee
--------------------------------
Charles A. Austin, III*
/s/ Edwin D. Campbell Trustee
--------------------------------
Edwin D. Campbell*
/s/ Charles F. Chapin Trustee
--------------------------------
Charles F. Chapin*
/s/ K. Dun Gifford Trustee
--------------------------------
K. Dun Gifford*
/s/ Leroy Keith, Jr. Trustee
--------------------------------
Leroy Keith, Jr.*
/s/ F. Ray Keyser, Jr. Trustee
--------------------------------
F. Ray Keyser, Jr.*
/s/ David M. Richardson Trustee
--------------------------------
David M. Richardson*
/s/ Richard J. Shima Trustee
--------------------------------
Richard J. Shima*
/s/ Andrew J. Simons Trustee
--------------------------------
Andrew J. Simons*
*By: /s/ Melina M.T. Murphy
----------------------------
Melina M.T. Murphy**
Attorney-in-Fact
**Melina M.T. Murphy, by signing her name hereto, does hereby sign this document
on behalf of each of the above-named individuals pursuant to powers of
attorney duly executed by such persons and attached hereto as Exhibit
24(b)(19).
<PAGE>
<TABLE>
INDEX TO EXHIBITS
<CAPTION>
Page Number
In Sequential
Exhibit Number Exhibit Numbering System
- -------------- ------- -----------------
<C> <S> <C>
1 Restatement of Trust<F3>
2 By-Laws<F3>
5 Form of Investment Management Agreement<F3>
Form of Investment Advisory Agreement<F3>
6 Form of Principal Underwriting Agreement<F3>
Form of Dealers Agreement<F2>
8 Form of Custodian, Fund Accounting and
Recordkeeping Agreement<F3>
10 Form of Opinion and Consent of Counsel<F3>
11 Independent Auditors' Consent<F3>
14 Form of Model Retirement Plans<F1>
15 Form of Distribution Plans<F3>
16 Performance Data Schedules<F3>
17 Financial Data Schedule<F3>
18 Form of 18f-3 Plan
19 Powers of Attorney
<FN>
- ------------
<F1>Incorporated herein by reference to Post-Effective Amendment No. 66 to
Registration Statement for Keystone Balanced Fund (K-1) (File No.
2-10527/811-96).
<F2>Incorporated herein by reference to Post-Effective Amendment No. 20 to
Registration Statement No. 33-28183/811-1600.
<F3>Incorporated herein by reference to Post-Effective Amendment No. 24 to
Registration Statement No. 33-28183/811-1600.
</TABLE>
<PAGE>
<PAGE>
EXHIBIT 99.24(b)(18)
MULTIPLE CLASS PLAN FOR KEYSTONE AMERICA FUNDS
The Keystone America Fund Family currently offers a number of classes
of shares with the following class provisions and current offering and exchange
characteristics. Additional classes of shares, when created, may have
characteristics that differ from those described. References to percentages not
otherwise defined are to percentages of average daily net assets of a class.
I. CLASSES
1. Class A Shares
Keystone America Funds
Class A Shares have a distribution plan adopted pursuant to
Rule 12b-1 under the Investment Company Act of 1940 ("Rule
12b-1") and/or a shareholder services plan, which plans
provide for payments, currently limited to 0.25% annually, for
distribution and/or shareholder services fees.
Class A Shares are offered with a front-end sales load, except
that purchases of Class A Shares made on or after April 10,
1995 (a) in an amount equal to or exceeding $1 million and/or
(b) by a corporate qualified retirement plan or a
non-qualified deferred compensation plan sponsored by a
corporation having 100 or more eligible employees are not
subject to a front-end sales load, but are subject to a
contingent deferred sales charge ("CDSC") of 1.00% for a
period of 24 months from the date of purchase.
Class A Shares may be exchanged for Class A Shares of other
Keystone America Funds and Class A Shares of Keystone Liquid
Trust. Class A Shares subject to a CDSC when exchanged will
remain subject to the CDSC after the exchange.
Keystone Liquid Trust
Class A Shares have a distribution plan adopted pursuant to
Rule 12b-1 and/or a shareholder services plan, which plans
provide for payments of up to 0.25% annually for distribution
and/or shareholder services fees.
Class A Shares are offered without a sales load. Class A
Shares may be exchanged for Class A Shares of other funds in
the Keystone America Fund Family and shares of funds in the
Keystone Fund Family.
2. Class B Shares
Keystone America Funds (except Keystone Capital
Preservation and Income Fund) and Keystone Liquid Trust
Class B Shares have distribution plans adopted pursuant to
Rule 12b-1 and may have a shareholder services plan, which
plans, in the aggregate, provide for payments of up to 1.00%
annually for distribution and/or shareholder services fees.
Class B Shares are offered at net asset value without a
front-end sales load but with a CDSC, which is a declining
percentage of the lesser of current net asset value or initial
cost. For Class B shares purchased on or after June 1, 1995,
the CDSC is imposed at rates ranging from a maximum of 5% of
amounts redeemed during the first twelve month period
following the month of purchase to 1% of amounts redeemed
during the sixth twelve month period following the month of
purchase.
The sub-class of Class B Shares issued prior to June 1, 1995
automatically convert to Class A Shares seven calendar years
after purchase without a sales load or exchange fee. The
sub-class of Class B Shares issued on or after to June 1, 1995
automatically convert to Class A Shares eight years after the
month of purchase without a sales load or exchange fee.
Class B Shares may be exchanged for the same sub-class of
Class B Shares of other Keystone America Funds and the same
sub-class of Class B Shares of Keystone Liquid Trust. Class B
Shares subject to a CDSC when exchanged will remain subject to
the CDSC after the exchange.
Keystone Capital Preservation and Income Fund ("CPI")
CPI Class B Shares have the same provisions and other
characteristics as those described above for Class B Shares of
the Keystone America Funds, except that Class B Shares of CPI
(a) are subject to a CDSC, which is a declining percentage of
the lesser of current net asset value or initial cost (for CPI
Class B shares purchased on or after June 1, 1995, the CDSC is
imposed at rates ranging from a maximum of 3% of amounts
redeemed during the first twelve month period following the
month of purchase to 1% of amounts redeemed during the fourth
twelve month period following the month of purchase
purchased); and (b) have the following special exchange or
conversion features: (i) at the shareholder's option, the
sub-class of CPI Class B Shares issued prior to June 1, 1995
may be exchanged for CPI Class A Shares up to seven years
after purchase and (ii) the sub-class of Class B Shares issued
on or after June 1, 1995 automatically convert to Class A
Shares eight years after the month of purchase without a sales
load or exchange fee.
3. Class C Shares
Keystone America Funds and Keystone Liquid Trust
Class C Shares have a distribution plan adopted pursuant to
Rule 12b-1, and may have a shareholder services plan, which
plans provide, in the aggregate, for payments of up to 1.00%
annually for distribution and/or shareholder services fees.
Class C Shares are subject to a CDSC, which is a percentage of
the lesser of current net asset value or initial cost
(currently 1.00% for one year from the date of purchase).
Class C Shares are offered at net asset value without a
front-end sales load.
Class C Shares may be exchanged for Class C Shares of other
Keystone America Funds and Keystone Liquid Trust. Class C
Shares subject to a CDSC when exchanged will remain subject to
the CDSC after the exchange.
II. CLASS EXPENSES
Each class bears the expenses of its Rule 12b-1 plan and/or
shareholder services plan. There currently are no other class
specific expenses.
III. EXPENSE ALLOCATION METHODS
Daily Distribution Funds
All income, realized and unrealized capital gains and losses
and expenses not assigned to a class will be allocated to each
share regardless of class.
Non-Daily Distribution Funds
All income, realized and unrealized capital gains
and losses and expenses not assigned to a class
will be allocated to each class based on the relative net
asset value of each class.
IV. VOTING RIGHTS
Each class shall have exclusive voting rights on any matter
submitted to its shareholders that relates solely to its class
arrangement.
Each class shall have separate voting rights on any matter
submitted to shareholders where the interests of one class
differ from the interests of any other class.
Each class has in all other respects the same rights and
obligations as each other class.
V. EXPENSE WAIVERS OR REIMBURSEMENTS
Any expense waivers or reimbursements shall be in compliance
with Rule 18f-3 issued under the Investment Company Act of
1940.
<PAGE>
<PAGE>
EXHIBIT 99.24(b)(19)
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and/or Chairman of the Board and Chief
Executive Officer and for which Keystone Custodian Funds, Inc. serves as Adviser
or Manager and registering from time to time the shares of such companies, and
generally to do all such things in my name and in my behalf to enable such
investment companies to comply with the provisions of the Securities Act of
1933, as amended, the Investment Company Act of 1940, as amended, and all
requirements and regulations of the Securities and Exchange Commission
thereunder, hereby ratifying and confirming my signature as it may be signed by
my said attorneys to any and all registration statements and amendments thereto.
/s/ George S. Bissell
George S. Bissell
Director/Trustee,
Chairman of the Board
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and/or Chief Executive Officer and for
which Keystone Custodian Funds, Inc. serves as Adviser or Manager and
registering from time to time the shares of such companies, and generally to do
all such things in my name and in my behalf to enable such investment companies
to comply with the provisions of the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, and all requirements and regulations
of the Securities and Exchange Commission thereunder, hereby ratifying and
confirming my signature as it may be signed by my said attorneys to any and all
registration statements and amendments thereto.
/s/ Albert H. Elfner, III
Albert H. Elfner, III
Director/Trustee,
President and Chief
Executive Officer
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director, Trustee or officer and for which Keystone
Custodian Funds, Inc. serves as Adviser or Manager and registering from time to
time the shares of such companies, and generally to do all such things in my
name and in my behalf to enable such investment companies to comply with the
provisions of the Securities Act of 1933, as amended, the Investment Company Act
of 1940, as amended, and all requirements and regulations of the Securities and
Exchange Commission thereunder, hereby ratifying and confirming my signature as
it may be signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ Kevin J. Morrissey
Kevin J. Morrissey
Treasurer
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ Frederick Amling
Frederick Amling
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ Charles A. Austin III
Charles A. Austin III
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ Edwin D. Campbell
Edwin D. Campbell
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ Charles F. Chapin
Charles F. Chapin
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ K. Dun Gifford
K. Dun Gifford
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ Leroy Keith, Jr.
Leroy Keith, Jr.
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ F. Ray Keyser, Jr.
F. Ray Keyser, Jr.
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ David M. Richardson
David M. Richardson
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ Richard J. Shima
Richard J. Shima
Director/Trustee
Dated: December 14, 1994
<PAGE>
POWER OF ATTORNEY
I, the undersigned, hereby constitute Roger T. Wickers, Rosemary D. Van
Antwerp, Jean S. Loewenberg, Dorothy E. Bourassa, James M. Wall and Melina M. T.
Murphy, each of them singly, my true and lawful attorneys, with full power to
them and each of them to sign for me and in my name in the capacity indicated
below any and all registration statements, including, but not limited to, Forms
N-8A, N-8B-1, S-5, N-1 and N-1A, as amended from time to time, and any and all
amendments thereto to be filed with the Securities and Exchange Commission for
the purpose of registering from time to time all investment companies of which I
am now or hereafter a Director or Trustee and for which Keystone Custodian
Funds, Inc. serves as Adviser or Manager and registering from time to time the
shares of such companies, and generally to do all such things in my name and in
my behalf to enable such investment companies to comply with the provisions of
the Securities Act of 1933, as amended, the Investment Company Act of 1940, as
amended, and all requirements and regulations of the Securities and Exchange
Commission thereunder, hereby ratifying and confirming my signature as it may be
signed by my said attorneys to any and all registration statements and
amendments thereto.
/s/ Andrew J. Simons
Andrew J. Simons
Director/Trustee
Dated: December 14, 1994
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<CIK> 0000074458
<NAME> KEYSTONE OMEGA FUND, INC.
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<CIK> 0000074458
<NAME> KEYSTONE OMEGA FUND, INC.
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</LEGEND>
<CIK> 0000074458
<NAME> KEYSTONE OMEGA FUND, INC.
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