Registration No. 2-95767
File No. 811-4229
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ X ]
Pre-Effective Amendment No. __ [ ]
Post-Effective Amendment No. 13 [ X ]
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT
OF 1940 [ ]
Amendment No. __ [ ]
CHURCHILL CASH RESERVES TRUST
(Exact Name of Registrant as Specified in Charter)
380 Madison Avenue, Suite 2300
New York, New York 10017
(Address of Principal Executive Offices)
(212) 697-6666
(Registrant's Telephone Number)
EDWARD M.W. HINES
Hollyer, Brady, Smith, Troxell,
Barrett, Rockett, Hines & Mone
551 Fifth Avenue, 27th Floor
New York, New York 10176
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check
appropriate box):
___
[_X_] immediately upon filing pursuant to paragraph (b)
[___] on (date) pursuant to paragraph (b)
[___] 60 days after filing pursuant to paragraph (a)(i)
[___] on (date) pursuant to paragraph (a)(i)
[___] 75 days after filing pursuant to paragraph (a)(ii)
[___] on (date) pursuant to paragraph (a)(ii) of Rule 485.
[___] This post-effective amendment designates a new effec-
tive date for a previous post-effective amendment.
<PAGE>
CHURCHILL CASH RESERVES TRUST
INCORPORATION BY REFERENCE
All information contained in Registrant's Registration Statement
on Form N-1A, as previously amended through Post-Effective
Amendment No. 12 under the Securities Act of 1933 and Post-Effective
Amendment No. 13 under the Investment Company Act of 1940 dated January
31, 1996, is incorporated by reference without change.
<PAGE>
Churchill Cash Reserves Trust
Calculation of Registration Fee
<TABLE>
<CAPTION>
Proposed Proposed
Title of Maximum Maximum
Securities Amount Offering Aggregate Amount of
Being Being Price Offering Registration
Registered Registered Per Share * Price ** Fee
<S> <C> <C> <C> <C>
Capital Indefinite*** N/A N/A N/A
Stock par
value $.01
Capital 41,786,747 $1.00 $41,786,747 $100
Stock par
value $.01
<FN>
* Computed under Rule 457(d) on the basis of the offering price
per share at the close of business on September 10, 1996.
</FN>
<FN>
** Registrant elects to calculate the maximum aggregate offering
price pursuant to Rule 24e-2. $ 605,946,746 of shares were
redeemed during the fiscal year ended September 30, 1995, of
which $ 564,447,918 of shares were used for reduction pursuant
to paragraph (c) of Rule 24f-2 during the current year and
$ 41,496,747 of shares (representing the balance after giving
effect to reduction of $ 2,081 in value of shares issued in
connection with dividend reinvestment plans) are being utilized
for purpose of reduction pursuant to paragraph (a). An
additional $290,000 of shares are being registered for $100.
</FN>
<FN>
*** Registrant has registered an indefinite number or amount of
securities under the 1933 Act pursuant to Rule 24f-2 under the
Investment Company Act of 1940. The Rule 24f-2 Notice for
Registrant's most recent fiscal year ended September 30, 1995
was filed on November 15, 1995 and amended on March 22, 1996.
</FN>
</TABLE>
<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 the requirements for effectiveness of this Amendment to its
Registration Statement pursuant to Rule 485(b) under the Securities Act
of 1933, and has caused this Amendment to its Registration Statement to
be signed on its behalf by the undersigned, thereunto duly authorized,
in the City of New York and State of New York, on the 12th day of
September, 1996.
CHURCHILL CASH RESERVES TRUST
(Registrant)
By: /s/ Lacy B. Herrmann
________________________
Lacy B. Herrmann
President and Chairman of the Board
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement or Amendment has been signed below by the
following persons in the capacities and on the date indicated.
SIGNATURE TITLE DATE
/s/Lacy B. Herrmann 9/12/96
______________________ President, Chairman of ___________
Lacy B. Herrmann the Board and Trustee
(Principal Executive
Officer)
/s/Thomas A. Christopher 9/12/96
______________________ Trustee ___________
Thomas A. Christopher
/s/Douglas Dean 9/12/96
______________________ Trustee ___________
Douglas Dean
/s/Diana P. Herrmann 9/12/96
______________________ Trustee ___________
Diana P. Herrmann
/s/Ann R. Leven 9/12/96
______________________ Trustee ___________
Ann R. Leven
/s/Theodore T. Mason 9/12/96
______________________ Trustee ___________
Theodore T. Mason
/s/Anne J. Mills 9/12/96
______________________ Trustee ___________
Anne J. Mills
/s/William J. Nightingale 9/12/96
______________________ Trustee ___________
William J. Nightingale
/s/James R. Ramsey 9/12/96
______________________ Trustee ___________
James R. Ramsey
/s/Rose F. Marotta 9/12/96
______________________ Chief Financial Officer ___________
Rose F. Marotta (Principal Financial and
Accounting Officer)
<PAGE>
CHURCHILL CASH RESERVES TRUST
EXHIBIT INDEX
Exhibit Exhibit
Number Name
23 Opinion and consent of counsel to the
Fund regarding Rule 24e-2 matters
27 Financial Data Schedule
HOLLYER BRADY SMITH TROXELL
BARRETT ROCKETT HINES & MONE LLP
551 Fifth Avenue
New York, NY 10176
Tel: (212) 818-1110
FAX: (212) 818-0494
e-mail: [email protected]
September 12, 1996
Churchill Cash Reserves Trust
380 Madison Avenue, Suite 2300
New York, New York 10017
Gentlemen:
You have requested that we render an opinion to
Churchill Cash Reserves Trust the (the "Trust") with
respect post-effective amendment No. 13 to the
Registration Statement of the Trust under the
Securities Act of 1933 to increase the number of its
registered shares pursuant to Section 24(e) of the
Investment Company Act of 1940 (the "1940 Act") and the
Rules of the Securities and Exchange Commission
thereunder.
We have examined originals or copies, identified
to our satisfaction as being true copies, of those
corporate records of the Trust, certificates of public
officials, and other documents and matters as we have
deemed necessary for the purpose of this opinion. We
have assumed without independent verification the
authenticity of the documents submitted to us as
originals and the conformity to the original documents
of all documents submitted to us as copies.
Upon the basis of the foregoing and in reliance
upon such other matters as we deem relevant under the
circumstances, it is our opinion that the number of
shares of the Trust being registered by the above
amendment, when issued and paid for in accordance with
the terms set forth in the prospectus and statement of
additional information of the Trust forming a part of
its then effective Registration Statement as
heretofore, hereby and hereafter amended, will be duly
issued, fully-paid and non-assessable to the extent set
forth therein.
This letter is furnished to you pursuant to your
request and to the requirements imposed upon you by
Section 24(e) under the Act and is intended solely for
your use for the purpose of completing the filing of
the amendment with the Commission. This letter may not
be used for any other purpose or furnished to or relied
upon by any other persons, or included in any filing
made with any other regulatory authority, without our
prior written consent.
We hereby consent to the filing of this opinion
with said amendment.
Very truly yours,
HOLLYER BRADY SMITH TROXELL
BARRETT ROCKETT HINES & MONE LLP
/s/ W. L. D. Barrett
W.L.D. Barrett, Partner
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S SEMI-ANNUAL REPORT DATED MARCH 31, 1996 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000763534
<NAME> CHURCHILL CASH RESERVES TRUST
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-END> MAR-31-1996
<INVESTMENTS-AT-COST> 166,108,360
<INVESTMENTS-AT-VALUE> 166,108,360
<RECEIVABLES> 24,632
<ASSETS-OTHER> 12,717
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 166,145,709
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 789,353
<TOTAL-LIABILITIES> 789,353
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 165,356,356
<SHARES-COMMON-STOCK> 165,356,356
<SHARES-COMMON-PRIOR> 146,129,666
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 165,356,356
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 5,178,021
<OTHER-INCOME> 0
<EXPENSES-NET> (482,562)
<NET-INVESTMENT-INCOME> 4,695,459
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 4,695,459
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (4,695,459)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 369,793,359
<NUMBER-OF-SHARES-REDEEMED> (350,893,654)
<SHARES-REINVESTED> 326,985
<NET-CHANGE-IN-ASSETS> 19,226,690
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 302,692
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 564,934
<AVERAGE-NET-ASSETS> 183,084,196
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> 0.03
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> (0.03)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> 0.53
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
