COREFUNDS INC
485BPOS, 1996-07-12
Previous: EARTH SEARCH SCIENCES INC, 10-K, 1996-07-12
Next: PAK MAIL CENTERS OF AMERICA INC, 10QSB, 1996-07-12





     As filed with the Securities and Exchange Commission on July 12, 1996
                                                       Registration No. 2-93214

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                    FORM N-1A

                        REGISTRATION STATEMENT UNDER THE
                             SECURITIES ACT OF 1933            [ ]


                         POST-EFFECTIVE AMENDMENT NO. 28       [X]

                                       and

                        REGISTRATION STATEMENT UNDER THE          
                               INVESTMENT COMPANY              [ ]
                                   ACT OF 1940

                                AMENDMENT NO. 29               [X]

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


                                 COREFUNDS, INC.
               (Exact Name of Registrant as Specified in Charter)

                            680 East Swedesford Road
                                 Wayne, PA 19087
                    (Address of Principal Executive Offices)
                 Registrant's Telephone Number: 1-(800)355-CORE


                           JAMES W. JENNINGS, ESQUIRE
                           Morgan, Lewis & Bockius LLP
                              2000 One Logan Square
                             Philadelphia, PA 19103
                     (Name and Address of Agent for Service)

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

It is proposed that this filing will become effective on August 12, 1996 after
filing pursuant to paragraph (b)(1)(v) of Rule 485.

The Registrant has registered an indefinite number of its Common Shares under
the Securities Act of 1933 pursuant to Rule 24f-2 under the Investment Company
Act of 1940. The Registrant filed a Rule 24f-2 notice covering the fiscal year
ended June 30, 1995 on August 25, 1995.


================================================================================


<PAGE>



                              CROSS REFERENCE SHEET

                                  July 12, 1996

                                                              Prospectus
Form N-1A Item No.                                             Caption
- ------------------                                             -------

PART A -- Institutional Shares: Growth Equity Fund, Equity Fund, Special Equity
Fund, Equity Index Fund, International Growth Fund, Balanced Fund, Short
Intermediate Bond Fund, Bond Fund, Short-Term Income Fund, Government Income
Fund, Intermediate Municipal Bond Fund, Pennsylvania Municipal Bond Fund, New
Jersey Municipal Bond Fund, Global Bond Fund, Cash Reserve, Treasury Reserve and
Tax-Free Reserve Portfolios

Item 1.  Cover Page....................................Cover Page
Item 2.  Synopsis......................................Transaction and
                                                       Operating Expense
                                                       Tables
Item 3.  Condensed Financial Information...............Financial Highlights
Item 4.  General Description of Registrant.............Cover Page; Highlights;
                                                       Investment Objectives;
                                                       Investment Restrictions;
                                                       General Information
Item 5.  Management of the Fund........................Cover Page; Management;
                                                       General Information;
                                                       Back Cover
Item 5A. Management Discussions
         of Fund Performance...........................Disclosure in Annual 
                                                       and Semi-Annual Reports
Item 6.  Capital Stock and Other Securities............Cover Page;
                                                       Distributions; Taxes;
                                                       Description of Shares;
                                                       General Information; How
                                                       to Purchase and Redeem
                                                       Shares
Item 7.  Purchase of Securities Being Offered..........Valuation of Shares; How
                                                       to Purchase and Redeem
                                                       Shares
Item 8.  Redemption or Repurchase......................How to Purchase and
                                                       Redeem Shares
Item 9.  Pending Legal Proceedings.....................*

PART A -- Individual Shares: Growth Equity Fund, Equity Fund, Special Equity
Fund, International Growth Fund, Balanced Fund, Short Intermediate Bond Fund,
Bond Fund, Short-Term Income Fund, Government Income Fund, Intermediate
Municipal Bond Fund, Pennsylvania Municipal Bond Fund, New Jersey Municipal Bond
Fund, Global Bond Fund, Cash Reserve, Treasury Reserve and Tax-Free Reserve
Portfolios


<PAGE>




Item 1.  Cover Page....................................Cover Page
Item 2.  Synopsis......................................Transaction and
                                                       Operating Expense
                                                       Tables
Item 3.  Condensed Financial Information...............Financial Highlights
Item 4.  General Description of Registrant.............Cover Page; Highlights;
                                                       Investment Objectives;
                                                       Investment Restrictions;
                                                       General Information
Item 5.  Management of the Fund........................Cover Page; Management;
                                                       General Information;
                                                       Back Cover
Item 5A. Management Discussions
         of Fund Performance...........................Disclosure in Annual
                                                       and Semi-Annual Reports
Item 6.  Capital Stock and Other Securities............Cover Page;
                                                       Distributions; Taxes;
                                                       Description of Shares;
                                                       General Information;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Selling Shares
Item 7.  Purchase of Securities Being Offered..........Valuation of Shares;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Exchanging Shares
Item 8.  Redemption or Repurchase......................Selling Shares;
                                                       Redeeming Shares
Item 9.  Pending Legal Proceedings.....................*

PART A -- Equity Index Fund

Item 1.  Cover Page....................................Cover Page
Item 2.  Synopsis......................................Transaction and
                                                       Operating Expense
                                                       Tables
Item 3.  Condensed Financial Information...............Financial Highlights
Item 4.  General Description of Registrant.............Cover Page; Highlights;
                                                       Investment Objectives;
                                                       Investment Restrictions;
                                                       General Information
Item 5.  Management of the Fund........................Cover Page; Management;
                                                       General Information;
                                                       Back Cover
Item 5A. Management Discussions
         of Fund Performance...........................Disclosure in Annual
                                                       and Semi-Annual Reports
Item 6.  Capital Stock and Other Securities............Cover Page;
                                                       Distributions; Taxes;
                                                       Description of Shares;
                                                       General Information;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Selling Shares

<PAGE>


Item 7.  Purchase of Securities Being Offered..........Valuation of Shares;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Exchanging Shares
Item 8.  Redemption or Repurchase......................Selling Shares;
                                                       Redeeming Shares
Item 9.  Pending Legal Proceedings.....................*

PART A -- Fidicuary Reserve Portfolio

Item 1.  Cover Page....................................Cover Page
Item 2.  Synopsis......................................Transaction and
                                                       Operating Expense
                                                       Tables
Item 3.  Condensed Financial Information...............Financial Highlights
Item 4.  General Description of Registrant.............Cover Page; Highlights;
                                                       Investment Objectives;
                                                       Investment Restrictions;
                                                       General Information
Item 5.  Management of the Fund........................Cover Page; Management;
                                                       General Information;
                                                       Back Cover
Item 5A. Management Discussions
         of Fund Performance...........................Disclosure In Annual and
                                                       Semi-Annual Reports
Item 6.  Capital Stock and Other Securities............Cover Page;
                                                       Distributions; Taxes;
                                                       Description of Shares;
                                                       General Information;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Selling Shares
Item 7.  Purchase of Securities Being Offered..........Valuation of Shares;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Exchanging Shares
Item 8.  Redemption or Repurchase......................Selling Shares;
                                                       Redeeming Shares
Item 9.  Pending Legal Proceedings.....................*

PART A -- Fidicuary Treasury Reserve Portfolio

Item 1.  Cover Page....................................Cover Page
Item 2.  Synopsis......................................Transaction and
                                                       Operating Expense
                                                       Tables
Item 3.  Condensed Financial Information...............Financial Highlights
Item 4.  General Description of Registrant.............Cover Page; Highlights;
                                                       Investment Objectives;
                                                       Investment Restrictions;
                                                       General Information
Item 5.  Management of the Fund........................Cover Page; Management;
                                                       General Information;
                                                       Back Cover

<PAGE>

Item 5A. Management Discussions
         of Fund Performance...........................Disclosure In Annual and
                                                       Semi-Annual Reports
Item 6.  Capital Stock and Other Securities............Cover Page;
                                                       Distributions; Taxes;
                                                       Description of Shares;
                                                       General Information;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Selling Shares
Item 7.  Purchase of Securities Being Offered..........Valuation of Shares;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Exchanging Shares
Item 8.  Redemption or Repurchase......................Selling Shares;
                                                       Redeeming Shares
Item 9.  Pending Legal Proceedings.....................*

PART A -- Fidicuary Tax-Free Reserve Portfolio

Item 1.  Cover Page....................................Cover Page
Item 2.  Synopsis......................................Transaction and
                                                       Operating Expense
                                                       Tables
Item 3.  Condensed Financial Information...............Financial Highlights
Item 4.  General Description of Registrant.............Cover Page; Highlights;
                                                       Investment Objectives;
                                                       Investment Restrictions;
                                                       General Information
Item 5.  Management of the Fund........................Cover Page; Management;
                                                       General Information;
                                                       Back Cover
Item 5A. Management Discussions
         of Fund Performance...........................Disclosure In Annual and
                                                       Semi-Annual Reports
Item 6.  Capital Stock and Other Securities............Cover Page;
                                                       Distributions; Taxes;
                                                       Description of Shares;
                                                       General Information;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Selling Shares
Item 7.  Purchase of Securities Being Offered..........Valuation of Shares;
                                                       Opening an Account and
                                                       Purchasing Shares;
                                                       Exchanging Shares
Item 8.  Redemption or Repurchase......................Selling Shares;
                                                       Redeeming Shares
Item 9.  Pending Legal Proceedings.....................*

PART A -- Elite Money Market Funds: Elite Cash Reserve,
          Elite Government Reserve and Elite Treasury
          Reserve

Item 1.  Cover Page....................................Cover Page
Item 2.  Synopsis......................................Transaction and
                                                       Operating Expense
                                                       Tables

<PAGE>

Item 3.   Condensed Financial Information...............Financial Highlights
Item 4.   General Description of Registrant.............Cover Page; Highlights;
                                                        Investment Objectives;
                                                        Investment Restrictions;
                                                        General Information
Item 5.   Management of the Fund........................Cover Page; Management;
                                                        General Information;
                                                        Back Cover
Item 5A.  Management Discussions
          of Fund Performance...........................Disclosure In Annual and
                                                        Semi-Annual Reports
Item 6.   Capital Stock and Other Securities............Cover Page;
                                                        Distributions; Taxes;
                                                        Description of Shares;
                                                        General Information;
                                                        Opening an Account and
                                                        Purchasing Shares;
                                                        Selling Shares
Item 7.   Purchase of Securities Being Offered..........Valuation of Shares;
                                                        Opening an Account and
                                                        Purchasing Shares;
                                                        Exchanging Shares
Item 8.   Redemption or Repurchase......................Selling Shares;
                                                        Redeeming Shares
Item 9.   Pending Legal Proceedings.....................*


Part B

Item 10.  Cover Page....................................Cover Page
Item 11.  Table of Contents.............................Table of Contents
Item 12.  General Information and History...............The Fund
Item 13.  Investment Objectives and
          Policies......................................Investment
                                                        Objective and
                                                        Policies
Item 14.  Management of the Registrant..................Directors
                                                        and Officers; the
                                                        Investment Adviser,
                                                        Manager and Distributor
Item 15.  Control Persons and Principal
          Holders of Securities.........................Principal Holders of
                                                        Securities
Item 16.  Investment Advisory and Other
          Services......................................The Investment Adviser,
                                                        Administrator and
                                                        Distributor
Item 17.  Brokerage Allocation and Other
          Practices.....................................Portfolio Transactions
Item 18.  Capital Stock and Other
          Securities....................................Description of Shares
Item 19.  Purchase, Redemption and Pricing
          of Securities Being Offered...................Included in Part A

<PAGE>



Item 20.  Tax Status....................................Included in Part A
Item 21.  Underwriters..................................*
Item 22.  Calculation of Performance Data...............Yield
Item 23.  Financial Statements..........................Financial Statements

Part C

Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C of this Registration
Statement.
- -------------
*  Omitted since the answer is negative or the Item is inapplicable.




<PAGE>



The Prospectus for the CoreFund Institutional Shares, included as part of
Post-Effective Amendment No. 26 to the Registration Statement on Form N-1A of
CoreFunds, Inc. (File No. 2-93214) filed with the Securities and Exchange
Commission on April 19, 1996 is hereby incorporated by reference as if set forth
herein.

The Prospectus for the CoreFund Fidicuary Reserve Portfolio, included as part of
Post-Effective Amendment No. 26 to the Registration Statement on Form N-1A of
CoreFunds, Inc. (File No. 2-93214) filed with the Securities and Exchange
Commission on April 19, 1996 is hereby incorporated by reference as if set forth
herein.

The Prospectus for the CoreFund Fidicuary Treasury Reserve Portfolio, included
as part of Post-Effective Amendment No. 26 to the Registration Statement on Form
N-1A of CoreFunds, Inc. (File No. 2-93214) filed with the Securities and
Exchange Commission on April 19, 1996 is hereby incorporated by reference as if
set forth herein.

The Prospectus for the CoreFund Fidicuary Tax-Free Reserve Portfolio, included
as part of Post-Effective Amendment No. 26 to the Registration Statement on Form
N-1A of CoreFunds, Inc. (File No. 2-93214) filed with the Securities and
Exchange Commission on April 19, 1996 is hereby incorporated by reference as if
set forth herein.

The Prospectus for the CoreFunds Individual Shares, included as part of
Post-Effective Amendment No. 26 to the Registration Statement on Form N-1A of
CoreFunds, Inc. (File No. 2-93214) filed with the Securities and Exchange
Commission on April 19, 1996 is hereby incorporated by reference as if set forth
herein.

The Prospectus for the CoreFunds Elite Money Market Funds, included as part of
Post-Effective Amendment No. 26 to the Registration Statement on Form N-1A of
CoreFunds, Inc. (File No. 2-93214) filed with the Securities and Exchange
Commission on April 19, 1996 is hereby incorporated by reference as if set forth
herein.

The Statement of Additional Information dated April 22, 1996, included as part
of Post-Effective Amendment No. 26 to the Registration Statement on Form N-1A of
CoreFunds, Inc. (File No. 2-93214) filed with the Securities and Exchange
Commission on April 19, 1996 is hereby incorporated by reference as if set forth
herein.


<PAGE>



This Post-Effective Amendment No. 28 to the Registration Statement on Form N-1A
of CoreFunds. Inc. (File No. 2-93214) filed with the Securities and Exchange
Commission pursuant to Rule 485 (b)(1)(v) is for the purpose of delaying the
effectiveness of Post-Effective Amendment No. 27 for a period of thirty (30)
days commencing July 13, 1996, which date would have been the effective date of
Post-Effective Amendment No. 27.


<PAGE>

PART C.  OTHER INFORMATION

Item 24. Financial Statements and Exhibits

         (a)      Financial Statements:  See Statement of Additional 
                  Information.

         (b)      Exhibits:

                  (1)      (a)   Articles of Incorporation dated September 11,
                                 1984 are incorporated herein by reference to
                                 Exhibit (1) of Registrant's Registration
                                 Statement on Form N-1A, as filed with the
                                 Securities and Exchange Commission on September
                                 11, 1984.

                           (b)   Articles of Amendment dated March 29, 1985 to
                                 Articles of Incorporation dated September 11,
                                 1984 are incorporated herein by reference to
                                 Exhibit (1)(b) of Pre-Effective Amendment No. 1
                                 to Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on May 22, 1985.

                           (c)   Articles Supplementary dated March 29, 1985 to
                                 Articles of Incorporation dated September 11,
                                 1984 are incorporated herein by reference to
                                 Exhibit (1)(c) of Pre-Effective Amendment No. 1
                                 to Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on May 22, 1985.

                           (d)   Articles of Amendment dated June 30, 1987 to
                                 Articles of Incorporation dated September 11,
                                 1984 are incorporated herein by reference to
                                 Exhibit (1)(d) of Post-Effective Amendment No.
                                 5 to the Registrant's Registration Statement on
                                 Form N-1A, as filed with the Securities and
                                 Exchange Commission on October 30, 1987.

                           (e)   Articles Supplementary dated March 30, 1989 to
                                 Articles of Incorporation dated September 11,
                                 1984 are incorporated herein by reference to
                                 Exhibit (1)(e) of Post-Effective Amendment No.
                                 8 to the Registrant's Registration Statement on
                                 Form N-1A, as filed with the Securities and
                                 Exchange Commission on April 3, 1989.

                           (f)   Articles Supplementary dated December 18, 1990
                                 to Registrant's Articles of Incorporation dated
                                 September 11, 1984 are incorporated herein by
                                 reference to Exhibit (1)(f) of Post-Effective
                                 Amendment No. 11 to the Registrant's

                                       C-1
<PAGE>

                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 January 24, 1991.

                           (g)   Articles Supplementary dated September 3, 1991
                                 to Registrant's Articles of Incorporation dated
                                 September 11, 1984 are incorporated by
                                 reference to Exhibit (1)(g) of Post-Effective
                                 Amendment No. 12 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 October 31, 1991.

                           (h)   Articles Supplementary dated December 18, 1992
                                 to Registrant's Articles of Incorporation dated
                                 September 11, 1984 are incorporated by
                                 reference to Exhibit (1)(h) of Post-Effective
                                 Amendment No. 15 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 June 30, 1993.

                           (i)   Articles Supplementary dated June 26, 1992 to
                                 Registrant's Articles of Incorporation dated
                                 September 11, 1984 are incorporated by
                                 reference to Exhibit (1)(i) of Post-Effective
                                 Amendment No. 16 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 August 27, 1993.

                           (j)   Articles Supplementary dated November 8, 1993
                                 to Registrant's Articles of Incorporation dated
                                 September 11, 1984 are incorporated by
                                 reference to Exhibit (1)(j) of Post-Effective
                                 Amendment No. 17 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 December 30, 1993.

                           (k)   Articles of Transfer dated November 23, 1993
                                 are incorporated by reference to Exhibit (1)(k)
                                 of Post-Effective Amendment No. 17 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on December 30, 1993.

                           (l)   Articles Supplementary dated December 15, 1993
                                 to Registrant's Articles of Incorporation dated
                                 September 11, 1984 are incorporated by
                                 reference to Exhibit (1)(l) of Post-Effective
                                 Amendment No. 17 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 December 30, 1993.

                           (m)   Articles Supplementary dated April 14, 1994 to
                                 Registrant's Articles of Incorporation dated
                                 September 11, 1984 are

                                       C-2
<PAGE>


                                 incorporated by reference to Exhibit (1)(m) of
                                 Post-Effective Amendment No. 21 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on October 28, 1994.

                           (n)   Articles of Amendment dated March 6, 1996 to
                                 Registrant's Articles of Incorporation dated
                                 September 11, 1984, are incorporated by
                                 reference to Exhibit (1)(n) of Post-Effective
                                 Amendment No. 27 to Registrant's Registration
                                 Statement on Form N-1A as filed with the
                                 Securities and Exchange Commission on
                                 May 14, 1996.

                           (o)   Articles Supplementary dated March 29, 1996 to
                                 Registrant's Articles of Incorporation dated
                                 September 11, 1984, are incorporated by
                                 reference to Exhibit (1)(o) of Post-Effective
                                 Amendment No. 27 to Registrant's Registration
                                 Statement on Form N-1A as filed with the
                                 Securities and Exchange Commission on May 14,
                                 1996.

                  (2)      By-Laws as amended, restated and adopted by
                           Registrant's Board of Directors on September 3, 1991
                           are incorporated by reference to Exhibit (2) of
                           Post-Effective Amendment No. 12 to the Registrant's
                           Registration Statement on Form N-1A, as filed with
                           the Securities and Exchange Commission on October 31,
                           1991.

                  (3)      None.

                  (4)      (a)   Specimen certificate for Class A Common Stock
                                 is incorporated herein by reference to Exhibit
                                 (4)(a) of Post-Effective Amendment No. 7 to
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on September 9, 1988.

                           (b)   Specimen certificate for Class B Common Stock
                                 is incorporated herein by reference to Exhibit
                                 (4)(b) of Post-Effective Amendment No. 7 to
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on September 9, 1988.

                           (c)   Specimen certificate for Class C Common Stock
                                 is incorporated herein by reference to Exhibit
                                 (4)(c) of Post-Effective Amendment No. 10 to
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on October 29, 1990.


                                       C-3
<PAGE>


                           (d)   Specimen certificate for Class D Common Stock
                                 is incorporated herein by reference to Exhibit
                                 (4)(d) of Post-Effective Amendment No. 10 to
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on October 29, 1990.

                           (e)   Specimen certificate for Class E Common Stock
                                 is incorporated herein by reference to Exhibit
                                 (4)(e) of Post-Effective Amendment No. 10 to
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on October 29, 1990.

                           (f)   Specimen copy of share certificate for Class F
                                 Common Stock is incorporated by reference to
                                 Exhibit (4)(f) of Post-Effective Amendment
                                 No. 12 to Registrant's Registration Statement
                                 on Form N-1A, as filed with the Securities and
                                 Exchange Commission on October 31, 1991.

                           (g)   Specimen copy of share certificate for Class G
                                 Common Stock is incorporated by reference to
                                 Exhibit (4)(g) of Post-Effective Amendment
                                 No. 12 to Registrant's Registration Statement
                                 on Form N-1A, as filed with the Securities and
                                 Exchange Commission on October 31, 1991.

                           (h)   Specimen copy of share certificate for Class H
                                 Common Stock is incorporated by reference to
                                 Exhibit (4)(h) of Post-Effective Amendment
                                 No. 12 to Registrant's Registration Statement
                                 on Form N-1A, as filed with the Securities and
                                 Exchange Commission on October 31, 1991.

                           (i)   Specimen copy of share certificate for Class I
                                 Common Stock is incorporated by reference to
                                 Exhibit (4)(i) of Post-Effective Amendment
                                 No. 12 to Registrant's Registration Statement
                                 on Form N-1A, as filed with the Securities and
                                 Exchange Commission on October 31, 1991.

                           (j)   Specimen copy of share certificate for Class J
                                 Common Stock is incorporated by reference to
                                 Exhibit (4)(j) of Post-Effective Amendment
                                 No. 12 to Registrant's Registration Statement
                                 on Form N-1A, as filed with the Securities and
                                 Exchange Commission on October 31, 1991.

                           (k)   Specimen copy of share certificate for Class K
                                 Common Stock is incorporated by reference to
                                 Exhibit (4)(k) of Post-Effective 

                                       C-4
<PAGE>


                                 Amendment No. 12 to Registrant's Registration 
                                 Statement on Form N-1A, as filed with the 
                                 Securities and Exchange Commission on 
                                 October 31, 1991.

                    (5)  (a)     Investment Advisory Agreement between
                                 Registrant and New Jersey National Bank dated
                                 August 2, 1985 is incorporated herein by
                                 reference to Exhibit (5) of Pre-Effective
                                 Amendment No. 1 to Registrant's Registration
                                 Statement on Form N-1A, as filed with the
                                 Securities and Exchange Commission on May 22,
                                 1985.

                         (b)     Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. dated June 23, 1987 is incorporated herein
                                 by reference to Exhibit (5)(b) of Post-
                                 Effective Amendment No. 5 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 October 30, 1987.

                         (c)     Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. dated December 5, 1989 with respect to
                                 CoreFund International Growth Fund is
                                 incorporated herein by reference to Exhibit (5)
                                 (c) of Post-Effective Amendment No. 9 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on September 1, 1989.

                         (d)     Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. dated December 5, 1989 with respect to
                                 CoreFund Equity Fund is incorporated herein by
                                 reference to Exhibit (5)(d) of Post-Effective
                                 Amendment No. 9 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 September 1, 1989.

                         (e)     Sub-Investment Advisory Agreement between
                                 Registrant and Cashman, Farrell and Associates
                                 dated December 5, 1989 is incorporated herein
                                 by reference to Exhibit (5)(e) of Post-
                                 Effective Amendment No. 9 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 September 1, 1989.

                         (f)     Sub-Investment Advisory Agreement between
                                 Registrant and Martin Currie, Inc. dated
                                 December 5, 1989 is incorporated herein by
                                 reference to Exhibit (5)(f) of Post-Effective

                                       C-5
<PAGE>


                                 Amendment No. 9 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 September 1, 1989.

                         (g)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Equity Index Fund
                                 dated March 25, 1991 is incorporated herein by
                                 reference to Exhibit (5)(g) of Post-Effective
                                 Amendment No. 11 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 January 24, 1991.

                         (h)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Growth Equity
                                 Fund dated March 25, 1991 is incorporated
                                 herein by reference to Exhibit (5)(h) of
                                 Post-Effective Amendment No. 11 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on January 24, 1991.

                         (i)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Short
                                 Intermediate Bond Fund dated March 25, 1991 is
                                 incorporated herein by reference to Exhibit (5)
                                 (i) of Post-Effective Amendment No. 11 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on January 24, 1991.

                         (j)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Fiduciary
                                 Tax-Free Reserve dated March 25, 1991 is
                                 incorporated herein by reference to Exhibit (5)
                                 (j) of Post-Effective Amendment No. 11 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on January 24, 1991.

                         (k)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Tax-Free Reserve
                                 dated March 25, 1991 is incorporated herein by
                                 reference to Exhibit (5)(k) of Post-Effective
                                 Amendment No. 11 to the Registrant's
                                 Registration

                                       C-6
<PAGE>


                                 Statement on Form N-1A, as filed with the
                                 Securities and Exchange Commission on January
                                 24, 1991.

                         (l)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Fiduciary
                                 Treasury Reserve dated March 25, 1991 is
                                 incorporated herein by reference to Exhibit (5)
                                 (k) of Post-Effective Amendment No. 11 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on January 24, 1991.

                         (m)     Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Balanced Fund
                                 dated September 15, 1992 is incorporated herein
                                 by reference to Exhibit (5)(m) of Post-
                                 Effective Amendment No. 15 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 June 30, 1993.

                         (n)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Government Income
                                 Fund dated March 25, 1991 is incorporated
                                 herein by reference to Exhibit (5)(k) of
                                 Post-Effective Amendment No. 11 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on January 24, 1991.

                         (o)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Intermediate-Term
                                 Municipal Fund dated March 25, 1991 is
                                 incorporated herein by reference to Exhibit (5)
                                 (k) of Post-Effective Amendment No. 11 to the
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on January 24, 1991.

                         (p)     Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Global Bond Fund
                                 dated March 25, 1991 is incorporated herein by
                                 reference to Exhibit (5)(k) of Post-Effective
                                 Amendment No. 11 to Registrant's Registration
                                 Statement on Form N-1A, as filed with the
                                 Securities and Exchange Commission on
                                 January 24, 1991.

                         (q)     Sub-Advisory Agreement between CoreStates
                                 Investment Advisers, Inc. and Alpha Global
                                 Fixed Income Managers, Inc.

                                       C-7
<PAGE>


                                 with respect to Global Bond Fund dated December
                                 15, 1993 is incorporated by reference to
                                 Exhibit (5)(q) of Post-Effective Amendment No.
                                 17 to Registrant's Registration Statement on
                                 Form N-1A, as filed with the Securities and
                                 Exchange Commission on December 30, 1993.

                         (r)     Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to Pennsylvania Municipal
                                 Bond Fund dated March 25, 1991 is incorporated
                                 herein by reference to Exhibit (5)(i) of Post-
                                 Effective Amendment No. 11 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with Securities and Exchange Commission on
                                 January 24, 1991.

                         (s)     Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to New Jersey Municipal Bond
                                 Fund dated March 25, 1991 is incorporated
                                 herein by reference to Exhibit (5)(i) of Post-
                                 Effective Amendment No. 11 to the Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 January 24, 1991.

                         (t)     Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Elite Cash
                                 Reserve, CoreFund Elite Government Reserve and
                                 CoreFund Elite Treasury Reserve dated June 21,
                                 1994 is incorporated herein by reference to
                                 Exhibit (5)(t) of Post-Effective Amendment No.
                                 21 to the Registrant's Registration Statement
                                 on Form N-1A, as filed with the Securities and
                                 Exchange Commission on October 28, 1994.

                         (u)     Proposed Investment Advisory Agreement between
                                 Registrant and CoreStates Investment Advisers,
                                 Inc. with respect to CoreFund Special Equity
                                 Fund, CoreFund Bond Fund and CoreFund
                                 Short-Term Income Fund is incorporated herein
                                 by reference to Exhibit (5)(u) of Post-
                                 Effective Amendment No. 24 to Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 January 2, 1996.

                    (6) (a)      Distribution Agreement between Registrant and
                                 Fairfield Group, Inc. dated August 2, 1985 is
                                 incorporated herein by reference to Exhibit (6)
                                 of Pre-Effective Amendment No. 1 to
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on May 22, 1985.


                                       C-8
<PAGE>


                         (b)     Distribution Agreement between Registrant and
                                 SEI Financial Services Company is incorporated
                                 herein by reference to Exhibit (6)(b) of
                                 Post-Effective Amendment No. 14 to Registrant's
                                 Registration Statement on Form N-1A, as filed
                                 with the Securities and Exchange Commission on
                                 August 31, 1992.

                    (7)  None.

                    (8)  (a)     Custodian Agreement between Registrant and
                                 First Pennsylvania Bank n.a. dated July 24,
                                 1985 is incorporated herein by reference to
                                 Exhibit (8) of Pre-Effective Amendment No. 2 to
                                 Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on August 1, 1985.

                         (b)     Custodian Agreement between Registrant and
                                 Philadelphia National Bank dated May 20, 1987
                                 is incorporated herein by reference to Exhibit
                                 (8)(b) of Post-Effective Amendment No. 5 to
                                 the Registrant's Registration Statement on Form
                                 N-1A, as filed with the Securities and Exchange
                                 Commission on October 30, 1987.

                         (c)     Custodian Agreement between Registrant and
                                 CoreStates Bank, N.A. dated June 2, 1995, is
                                 incorporated by reference to Exhibit (8)(c) of
                                 Post-Effective Amendment No. 27 to Registrant's
                                 Registration Statement on Form N-1A as filed
                                 with the Securities and Exchange Commission on
                                 May 14, 1996.

                    (9)  (a)     Amended Administration Agreement between
                                 Registrant and Fairfield Group, Inc. dated
                                 March 6, 1990 is incorporated herein by
                                 reference to Exhibit (9)(a) of Post-Effective
                                 Amendment No. 12 to Registrant's Registration
                                 Statement on Form N-1A, as filed with the
                                 Securities and Exchange Commission on October
                                 31, 1991.

                         (b)     Transfer Agency Agreement between Registrant
                                 and First Pennsylvania Bank n.a. dated July 24,
                                 1985 is incorporated herein by reference to
                                 Exhibit (9)(b) of Pre-Effective Amendment No.
                                 2, to Registrant's Registration Statement on
                                 Form N-1A as filed with the Securities and
                                 Exchange Commission on August 1, 1985.

                         (c)     Amended Transfer Agency Agreement between First
                                 Pennsylvania Bank n.a. and Fund/Plan Services,
                                 Inc., dated December 31, 1985 is incorporated
                                 herein by reference to

                                       C-9
<PAGE>


                                 Exhibit (9)(c) of Post-Effective Amendment No.
                                 1 to Registrant's Registration Statement on
                                 Form N-1A as filed with the Securities and
                                 Exchange Commission on February 5, 1986.

                         (d)     Retail Transfer Agency Agreement between
                                 Registrant and SEI Financial Management
                                 Corporation is incorporated herein by reference
                                 to Exhibit (9)(d) of Post-Effective Amendment
                                 No. 14 to Registrant's Registration Statement
                                 on Form N-1A as filed with the Securities and
                                 Exchange Commission on August 31, 1992.

                         (e)     Administration Agreement between Registrant and
                                 SEI Financial Management Corporation dated
                                 October 30, 1992 is incorporated herein by
                                 reference to Exhibit (9)(e) of Post-Effective
                                 Amendment No. 15 to Registrant's Registration
                                 Statement on Form N-1A as filed with the
                                 Securities and Exchange Commission on 
                                 June 30, 1993.

                         (f)     Transfer Agent and Shareholder Services
                                 Agreement between Registrant and SEI Financial
                                 Management Corporation dated March 4, 1993 is
                                 incorporated herein by reference to Exhibit (9)
                                 (f) of Post-Effective Amendment No. 15 to
                                 Registrant's Registration Statement on Form
                                 N-1A as filed with the Securities and Exchange
                                 Commission on June 30, 1993.

                         (g)     Transfer Agent Agreement between the Registrant
                                 and State Street Bank and Trust Company dated
                                 November 16, 1995, is incorporated by reference
                                 to Exhibit (9)(g) of Post-Effective Amendment
                                 No. 27 to Registrant's Registration Statement
                                 on Form N-1A as filed with the Securities and
                                 Exchange Commission on May 14, 1996.

                    (10)  Opinion and consent of Morgan, Lewis & Bockius LLP,
                          filed under Rule 24f-2 as part of Registrant's Rule
                          24f-2 Notice.

                    (11)  Consent of Ernst & Young LLP is incorporated by
                          reference to Exhibit (11) of Post-Effective Amendment
                          No. 26 to Registrant's Registration Statement on Form
                          N-1A as filed with the Securities and Exchange
                          Commission on May 14, 1996.

                    (12)  None.

                    (13)  Purchase Agreement dated July 24, 1985 between
                          Registrant and Fairfield Group, Inc. is incorporated
                          herein by reference to Exhibit (13) of Pre-Effective
                          Amendment No. 2 to Registrant's Registration

                                      C-10
<PAGE>


                          Statement on Form N-1A, as filed with the Securities
                          and Exchange Commission on August 1, 1985.

                    (14)  None.

                    (15)  None.

                    (16)  Schedules for computation of performance quotations
                          provided in response to Item 22 of the Registration
                          Statement are incorporated herein by reference to
                          Exhibit (16) of Post-Effective Amendment No. 12 to
                          Registrant's Registration Statement on Form N-1A, as
                          filed with the Securities and Exchange Commission on
                          October 31, 1991.

                    (18)  Rule 18f-3 Plan is incorporated herein by reference
                          to Exhibit (18) of Post-Effective Amendment No. 23 to
                          the Registrant's Registration Statement on Form N-1A,
                          as filed with the Securities and Exchange Commission
                          on October 27, 1995.

                    (24) (a)  Powers of Attorney for Mr. Emil J. Mikity, Mr.
                              George H. Strong, and Professor Erin Anderson,
                              Directors of Registrant, and David G. Lee,
                              President of Registrant is incorporated herein
                              by reference to Exhibit (24) of Post-Effective
                              Amendment No. 21 to the Registrant's
                              Registration Statement on Form N-1A, as filed
                              with the Securities and Exchange Commission on
                              October 28, 1994.

                         (b)  Powers of Attorney for Mr. Carmen Romeo,
                              Treasurer and Assistant Secretary of
                              Registrant, and Ms. Jean Young, Controller of
                              Registrant is incorporated herein by reference
                              to Exhibit (24)(b) of Post-Effective Amendment
                              No. 22 to the Registrant's Registration
                              Statement on Form N-1A, as filed with the
                              Securities and Exchange Commission on November
                              15, 1994.

                        *(c)  Powers of Attorney for Cheryl H. Wade and Thomas
                              J. Taylor, Directors of Registrant

__________________
*Filed with this Post-Effective Amendment.

                                      C-11
<PAGE>



Item 25. Persons Controlled by or under Common Control with Registrant

         None.

Item 26. Number of Holders of Securities

         As of April 17, 1996 the number of record holders of each class of
         securities of the Registrant was:


         Title of Class                                Number of Record Holders
         --------------                                ------------------------
         Cash Reserve--Class Y                                    555
         Cash Reserve--Class C                                    900
         Treasury Reserve--Class Y                                293
         Treasury Reserve--Class C                                290
         Fiduciary Reserve--Class Y                                 6
         Fiduciary Tax-Free Reserve--Class Y                        6
         Tax-Free Reserve--Class Y                                 31
         Tax-Free Reserve--Class C                                111
         Fiduciary Treasury Reserve--Class Y                        6
         Short-Intermediate Bond Fund--Class Y                     58
         Short-Intermediate Bond Fund--Class A                    317
         Bond Fund--Class Y                                        17
         Bond Fund--Class A                                       295
         Short Term Income Fund--Class Y                            5
         Short Term Income Fund--Class A                            6
         Equity Fund--Class Y                                      64
         Equity Fund--Class A                                   1,494
         Special Equity Fund--Class Y                               8
         Special Equity Fund--Class A                             238
         International Growth Fund--Class Y                        25
         International Growth Fund--Class A                       348
         Equity Index Fund--Class Y                             1,429
         Growth Equity Fund--Class Y                               58
         Growth Equity Fund--Class A                              323
         Balanced Fund--Class Y                                    16
         Balanced Fund--Class A                                   323
         Government Income Fund--Class Y                           14
         Government Income Fund--Class A                          106
         Intermediate Municipal Bond Fund--Class Y                 11
         Intermediate Municipal Bond Fund--Class A                 64
         Global Bond Fund--Class Y                                 13
         Global Bond Fund--Class A                                 18
         Pennsylvania Municipal Bond Fund--Class Y                  9
         Pennsylvania Municipal Bond Fund--Class A                 66
         New Jersey Municipal Bond Fund--Class Y                    9

                                      C-12
<PAGE>


         New Jersey Municipal Bond Fund--Class A                   12

Item 27. Indemnification

         Article VII, Section 3 of the Registrant's Articles of Incorporation,
         incorporated by reference as Exhibit (1) hereto, and Article VI,
         Section 2 of Registrant's By-Laws, filed as Exhibit (2) hereto, provide
         for the indemnification of Registrant's directors and officers.
         Indemnification of the Registrant's principal underwriter, custodian,
         and transfer agent is provided for, respectively, in Section 1.11 of
         the Distribution Agreement, incorporated by reference as Exhibit (6)
         hereto, Sections 3, 18, and 19 of the Custodian Agreement, incorporated
         by reference as Exhibit (8)(b) hereto, and Sections 14, 37, and 38 of
         the Transfer Agency Agreement, incorporated by reference as Exhibit (9)
         (b) hereto. Registrant has obtained from a major insurance carrier a
         directors' and officers' liability policy covering certain types of
         errors and omissions. In no event will Registrant indemnify any of its
         directors, officers, employees, its investment adviser or principal
         underwriter against any liability to which such person would otherwise
         be subject by reason of his willful misfeasance, bad faith, or gross
         negligence in the performance of his duties as director, officer,
         employee, investment adviser, or principal underwriter, or by reason of
         his reckless disregard of the duties involved in the conduct of his
         office or under the advisory or underwriting agreement with Registrant.
         Registrant will comply with Rule 484 under the Securities Act of 1933
         and Release 11330 under the Investment Company Act of 1940 in
         connection with any indemnification.

         Insofar as indemnification for liability arising under the Securities
         Act of 1933 may be permitted to directors, officers, and controlling
         persons of Registrant pursuant to the foregoing provisions, or
         otherwise, Registrant has been advised that in the opinion of the
         Securities and Exchange Commission such indemnification is against
         public policy as expressed in the Act and is, therefore, unenforceable.
         In the event that a claim for indemnification against such liabilities
         (other than the payment by Registrant of expenses incurred or paid by a
         director, officer, or controlling person of 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, 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 of whether
         such indemnification by it is against public policy as expressed in the
         Act and will be governed by the final adjudication of such issue.

                                      C-13
<PAGE>



Item 28. Business and Other Connections of Investment Adviser

         CoreStates Investment Advisers, Inc. ("CoreStates Advisers") is a
         subsidiary of CoreStates Bank, N.A., which is itself a subsidiary of
         CoreStates Financial Corp. CoreStates Financial Corp is a bank holding
         company registered under the Bank Holding Company Act. CoreStates
         Financial Corp is engaged through its principal subsidiaries,
         CoreStates Bank, N.A., a national banking association, and Hamilton
         Bank, a Pennsylvania banking institution, in commercial, international
         and consumer banking and in providing trust services. CoreStates
         Financial Corp through other direct and indirect subsidiaries also
         provides consumer financing, factoring and commercial financing and
         financing advisory services. As of July 31, 1995, CoreStates Financial
         Corp had total assets of over $29 billion (pro forma). The principal
         executive office of CoreStates Financial Corp is located at Broad and
         Chestnut Streets, Philadelphia, Pennsylvania 19101. To the knowledge of
         Registrant, none of the directors or officers of CoreStates Advisers
         except those set forth below, is or has been, at any time during the
         past two calendar years, engaged in any other business, profession,
         vocation, or employment of a substantial nature, except that certain
         directors and officers of CoreStates Advisers also hold various
         positions with, and engage in business for, CoreStates Advisers, or its
         subsidiaries. Set forth below are the names and principal businesses of
         the directors and certain of the senior executive officers of
         CoreStates Advisers who are engaged in any other business, profession,
         vocation, or employment of a substantial nature.

Item 29. Principal Underwriters:

(a)      Furnish the name of each investment company (other than the Registrant)
         for which each principal underwriter currently distributing the
         securities of the Registrant also acts as a principal underwriter,
         distributor or investment adviser.

         Registrant's distributor, SEI Financial Services Company ("SFS"), acts
         as distributor for:

         SEI Daily Income Trust                         July 15, 1982
         SEI Liquid Asset Trust                         November 29, 1982
         SEI Tax Exempt Trust                           December 3, 1982
         SEI Index Funds                                July 10, 1985
         SEI Institutional Managed Trust                January 22, 1987
         SEI International Trust                        August 30, 1988
         Stepstone Funds                                January 30, 1991
         The Advisors' Inner Circle Fund                November 14, 1991
         The Pillar Funds                               February 28, 1992
         CUFUND                                         May 1, 1992
         STI Classic Funds                              May 29, 1992

                                      C-14
<PAGE>


         First American Funds, Inc.                     November 1, 1992
         First American Investment Funds, Inc.          November 1, 1992
         The Arbor Fund                                 January 28, 1993
         1784 Funds                                     June 1, 1993
         The PBHG Funds, Inc.                           July 16, 1993
         Marquis Funds(R)                               August 17, 1993
         Morgan Grenfell Investment Trust               January 3, 1994
         Inventor Funds, Inc.                           August 1, 1994
         The Achievement Funds Trust                    December 27, 1994
         Bishop Street Funds                            January 27, 1995
         CrestFunds, Inc.                               March 1, 1995
         STI Classic Variable Trust                     August 18, 1995
         ARK Funds                                      November 1, 1995
         Monitor Funds                                  January 11, 1996
         FMB Funds, Inc.                                March 1, 1996
         SEI Asset Allocation Trust                     April 1, 1996
         Turner Funds                                   April 30, 1996

         SFS provides numerous financial services to investment managers,
         pension plan sponsors, and bank trust departments. These services
         include portfolio evaluation, performance measurement and consulting
         services ("Funds Evaluation") and automated execution, clearing and
         settlement of securities transactions ("MarketLink").

(b)      Furnish the Information required by the following table with respect to
         each director, officer or partner of each principal underwriter named
         in the answer to Item 21 of Part B. Unless otherwise noted, the
         business address of each director or officer is 680 East Swedesford
         Road, Wayne, PA 19087.

<TABLE>
<CAPTION>

                               Position and Office                                    Positions and Offices
Name                            with Underwriter                                         with Registrant
- ----                            ----------------                                         ---------------

<S>                            <C>                                                      <C>   
Alfred P. West, Jr.            Director, Chairman & Chief Executive Officer                      --
Henry H. Greer                 Director, President & Chief Operating Officer                     --
Carmen V. Romeo                Director, Executive Vice President & Treasurer                    --
Gilbert L. Beebower            Executive Vice President                                          --
Richard B. Lieb                Executive Vice President,
                               President--Investment Services Division                           --
Leo J. Dolan, Jr.              Senior Vice President                                             --
Carl A. Guarino                Senior Vice President                                             --
Jerome Hickey                  Senior Vice President                                             --
David G. Lee                   Senior Vice President                                         President
William Madden                 Senior Vice President                                             --
A. Keith McDowell              Senior Vice President                                             --
Dennis J. McGonigle            Senior Vice President                                             --
Hartland J. McKeown            Senior Vice President                                             --
James V. Morris                Senior Vice President                                             --
Steven Onofrio                 Senior Vice President                                             --
Kevin P. Robins                Senior Vice President, General Counsel & Secretary          Vice President &
                                                                                         Assistant Secretary
</TABLE>

                                      C-15
<PAGE>

<TABLE>
<CAPTION>

                               Position and Office                                    Positions and Offices
Name                            with Underwriter                                         with Registrant
- ----                            ----------------                                         ---------------

<S>                            <C>                                                      <C>   
Robert Wagner                  Senior Vice President                                             --
Patrick K. Walsh               Senior Vice President                                             --
Kenneth Zimmer                 Senior Vice President                                             --
Robert Aller                   Vice President                                                    --
Steve Bendinelli               Vice President                                                    --
Marc H. Cahn                   Vice President & Assistant Secretary                              --
Gordon W. Carpenter            Vice President                                                    --
Todd Cipperman                 Vice President & Assistant Secretary                      Vice President &
                                                                                        Assistant Secretary
Robert Crudup                  Vice President & Managing Director                                --
Ed Daly                        Vice President                                                    --
Jeff Drennen                   Vice President                                                    --
Mick Duncan                    Vice President and Team Leader                                    --
Vic Galef                      Vice President & Managing Director                                --
Kathy Heilig                   Vice President                                                    --
Larry Hutchison                Vice President                                                    --
Michael Kantor                 Vice President                                                    --
Samuel King                    Vice President                                                    --
Kim Kirk                       Vice President & Managing Director                                --
Donald H. Korytowski           Vice President                                                    --
John Krzeminski                Vice President & Managing Director                                --
Robert S. Ludwig               Vice President and Team Leader                                    --
Vicki Malloy                   Vice President and Team Leader                                    --
Jack May                       Vice President                                                    --
Carolyn McLaurin               Vice President & Managing Director                                --
Barbara Moore                  Vice President & Managing Director                                --
W. Kelso Morrill               Vice President                                                    --
Barbara A. Nugent              Vice President & Assistant Secretary                              --
Sandra K. Orlow                Vice President & Assistant Secretary                        Vice President &
                                                                                         Assistant Secretary
Donald Pepin                   Vice President & Managing Director                                --
Larry Pokora                   Vice President                                                    --
Kim Rainey                     Vice President                                                    --
Paul Sachs                     Vice President                                                    --
Mark Samuels                   Vice President & Managing Director                                --
Steve Smith                    Vice President                                                    --
Daniel Spaventa                Vice President                                                    --
Kathryn L. Stanton             Vice President & Assistant Secretary                      Vice President &
                                                                                       Assistant Secretary
Wayne M. Withrow               Vice President & Managing Director                                --
William Zawaski                Vice President                                                    --
James Dougherty                Director of Brokerage Services                                    --
</TABLE>


                                      C-16
<PAGE>


Item 30. Location of Accounts and Records

     (1) CoreStates Investment Advisers, Inc., PNB Building, Broad and Chestnut
         Streets, Philadelphia, PA 19101 (records relating to its functions as
         investment adviser).

     (2) SEI Financial Management Corporation, 680 E. Swedesford Road, Wayne,
         PA 19087 (records relating to its function as administrator).

     (3) SEI Financial Services Corporation, 680 E. Swedesford Road, Wayne, PA
         19087 (records relating to its function as distributor).

     (4) CoreStates Bank, N.A., 510 Walnut Street Mail Stop FC 1-9-7-2, 
         Philadelphia, PA 19106 (records relating to its functions as
         custodian).

     (5) State Street Bank and Trust Company, 225 Franklin Street, Boston, MA
         02110 (records relating to its functions as transfer agent).

     (6) Morgan, Lewis & Bockius LLP, 2000 One Logan Square, Philadelphia, PA
         19103 (Articles of Incorporation, By-Laws, and Minute Books).

Item 31. Management Services

         None.

Item 32. Undertakings

         Registrant hereby undertakes that whenever shareholders meeting the
         requirements of Section 16(c) of the Investment Company Act of 1940
         inform the Board of Directors of their desire to communicate with
         shareholders of the Registrant, the Directors will inform such
         shareholders as to the approximate number of shareholders of record and
         the approximate costs of mailing or afford said shareholders access to
         a list of shareholders.

         Registrant undertakes to hold a meeting of shareholders for the purpose
         of voting upon the questions of removal of a Director(s) when requested
         in writing to do so by the holders of at least 10% of Registrant's
         outstanding shares and in connections with such Investment Company Act
         of 1940 relating to shareholder communications.

         Registrant undertakes to furnish each prospective person to whom a
         prospectus will be delivered with a copy of the Registrant's latest
         annual report to shareholders, when such annual report is issued
         containing information called for by Item 5A of Form N-1A, upon request
         and without charge.

                                      C-17
<PAGE>


                                   Signatures

Pursuant to the requirements of the Securities Act of 1933, as amended, ("1933
Act"), and the Investment Company Act of 1940, as amended, the Registrant
certifies that it meets all of the requirements for effectiveness of this
Registration Statement pursuant to Rule 485(b) under the 1933 Act and has duly
caused this Post-Effective Amendment No. 28 to Registration Statement No.
2-93214 to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Wayne, Commonwealth of Pennsylvania on the 12th day
of July, 1996.


                                                 COREFUNDS, INC.


                                                 /s/ David G. Lee
                                                 ------------------------------
                                                 David G. Lee
                                                 President

ATTEST: /s/ Stephen G. Meyer
        ------------------------------
        Stephen G. Meyer
        Controller

Pursuant to the requirements of the 1933 Act, this Post-Effective Amendment No.
28 to the Registration Statement has been signed below by the following persons
in the capacities and on the date(s) indicated.


/s/ David G. Lee                President & Chief        July 12, 1996
- ----------------------          Executive Officer
David G. Lee   

*                               Director                 July 12, 1996
- ----------------------
Erin Anderson

*                               Director                 July 12, 1996
- ----------------------
Emil J. Mikity

*                               Director                 July 12, 1996
- ----------------------
George H. Strong

*                               Director                 July 12, 1996
- ----------------------
Cherly H. Wade

*                               Director                 July 12, 1996
- ----------------------
Thomas J. Taylor


<PAGE>


/s/ Stephen G. Meyer            Controller               July 12, 1996
- --------------------
Stephen G. Meyer

*                               Treasurer &              July 12, 1996
- --------------------            Assistant Secretary
Carmen V. Romeo  

*By:  /s/ David G. Lee
      -----------------------
      David G. Lee
      Attorney-in-Fact


<PAGE>

                                  EXHIBIT INDEX


Exhibit No.                Description of Exhibit
- -----------                ----------------------

24(c)                      Powers of Attorney






                                 COREFUNDS, INC.

                                POWER OF ATTORNEY


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned director
and/or officer of CoreFunds, Inc. (the "Fund"), a corporation organized under
the laws of the State of Maryland, hereby constitutes and appoints David G. Lee,
Kevin P. Robins and Carmen V. Romeo, and each of them singly, his or her true
and lawful attorney-in-fact and agent with full power of substitution and
resubstitution, to sign for him or her and in his or her name, place and stead,
and in the capacity indicated below, to sign any or all amendments (including
post-effective amendments) to the Fund's Registration Statement on Form N-1A
under the provisions of the Investment Company Act of 1940 and the Securities
Act of 1933, each such Act as amended, and to file the same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and agents, and each
of them, acting alone, full power and authority to do and perform each and every
act and thing requisite or necessary to be done in and about the premises, as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents or
any of them, or their substitute or substitutes, may lawfully do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.



/s/ Cheryl H. Wade                                         Dated: July 12, 1996
- ------------------
Director


<PAGE>


                                 COREFUNDS, INC.

                                POWER OF ATTORNEY


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned director
and/or officer of CoreFunds, Inc. (the "Fund"), a corporation organized under
the laws of the State of Maryland, hereby constitutes and appoints David G. Lee,
Kevin P. Robins and Carmen V. Romeo, and each of them singly, his or her true
and lawful attorney-in-fact and agent with full power of substitution and
resubstitution, to sign for him or her and in his or her name, place and stead,
and in the capacity indicated below, to sign any or all amendments (including
post-effective amendments) to the Fund's Registration Statement on Form N-1A
under the provisions of the Investment Company Act of 1940 and the Securities
Act of 1933, each such Act as amended, and to file the same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and agents, and each
of them, acting alone, full power and authority to do and perform each and every
act and thing requisite or necessary to be done in and about the premises, as
fully to all intents and purposes as he or she might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents or
any of them, or their substitute or substitutes, may lawfully do or cause to be
done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
and seal as of the date set forth below.



/s/ Thomas J. Taylor                                      Dated: July 11, 1996
- ---------------------
Director




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission