As filed with the Securities and Exchange Commission on
February 27, 1996
Registration No. 33-7190
Investment Company Act File No. 811-4750
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
Post-Effective Amendment No. 17 X
and
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 X
Amendment No. 20 X
FENIMORE ASSET MANAGEMENT TRUST
(Exact Name of Registrant as Specified in Charter)
111 North Grand Street, P.O. Box 399, Cobleskill, N.Y. 12043
(Address of Principal Executive Offices)
Registrant's Telephone Number: (800) 453-4392
Allan S. Mostoff, Esq.
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005
(Name and Address of Agent for Service)
Copies to:
Thomas O. Putnam
118 North Grand Street
Cobleskill, N.Y. 12043
It is proposed that this filing will become effective thirty days
after filing pursuant to paragraph (b) of Rule 485.
__________________
* Registrant has elected to register an indefinite number of
shares of beneficial interest under the Securities Act of
1933 pursuant to Rule 24f-2 under the Investment Company Act
of 1940. Registrant filed the notice required by Rule
24f-2 with respect to its fiscal year ended December 31,
1995 on February 26, 1996.
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CROSS REFERENCE SHEET
REQUIRED BY RULE 495 UNDER THE
SECURITIES ACT OF 1933
FENIMORE ASSET MANAGEMENT TRUST
This filing relates solely to FAM Equity Income Fund (the
"Equity Income Fund") a separate investment series of Fenimore
Asset Management Trust (the "Trust") and contains the Prospectus
and Statement of Additional Information relating solely to the
Equity Income Fund. The Prospectus and Statement of Additional
Information relating to FAM Value Fund (the "Value Fund") are not
included in this filing.
Items Required by Form N-1A
Item Number in Part A Prospectus Caption
1. Cover Page......................... Cover Page
2. Synopsis........................... Fund Expenses
3. Condensed Financial
Information...................... To be included by
amendment
4. General Description of
Registrant....................... General Information
and Capital;
Investment Objective
and Investment
Policies
5. Management of the Fund............ General Information
and Capital;
Investment Objective
and Investment
Policies; Investment
Advisor
5A. Management's Discussion of
Fund Performance................. Information will be
included in the
Annual Report of the
Registrant
6. Capital Stock and Other
Securities....................... How to Purchase
Shares; Redemption
of Shares; Federal
Income Tax Status of
Fund
7. Purchase of Securities
Being Offered.................... How to Purchase
Shares; Purchases
Through Selected
Dealers
8. Redemption or Repurchase........... Redemption of Shares
9. Pending Legal Proceedings.......... Inapplicable
Item Number in Part B Statement of Additional
Information Caption
10. Cover Page.......................... Cover Page
11. Table of Contents................... Table of Contents
12. General Information and
History........................... Investment Objective
and Policies
13. Investment Objectives and
Policies.......................... Investment Objective
and Policies
14. Management of the Fund............. History and
Background of
Investment Advisor
15. Control Persons and Principal
Holders of Securities............ Board of Trustees
and Officers
16. Investment Advisory and other
Services.......................... History and
Background of
Investment Advisor
17. Brokerage Allocation............... Brokerage
Allocations
18. Capital Stock and Other
Securities........................ See Prospectus -
General Information
and Capital
19. Purchase, Redemption and
Pricing of Securities
Being Offered.................... Purchase of Shares;
Redemption of Shares
20. Tax Status......................... Federal Tax Status
21. Underwriters....................... Inapplicable
22. Calculations of Performance
Data............................. Performance
Information
23. Financial Statements............... Financial Statements
<PAGE>
This Post-Effective Amendment No. 17 to the Registration
Statement of Fenimore Asset Management Trust is being filed
solely for the purpose of delaying the effectiveness of Post-
Effective Amendment No. 16 which was filed pursuant to Rule
485(a) on December 15, 1995. Accordingly, Post-Effective
Amendment No. 16 is incorporated in its entirety into this
filing.
<PAGE>
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements
(1) Part A:
Selected Financial Information: to be filed
by amendment
(2) Part B:
Financial Statements: to be filed by
amendment
(b) Exhibits
(1) Declaration of Trust1
(2) By-Laws1
(3) Not Applicable
(4) Specimen Share Certificate1
(5) Investment Advisory Agreement2
(6) Not Applicable
(7) Not Applicable
(8) Custodian Agreement2
(9) Shareholder Services Agreement2
(10) Opinion and consent of Counsel2
(11) Consent of Independent Auditors2
(12) Not Applicable
(13) Not Applicable
(14) Not Applicable
(15) Not Applicable
(16) Computation of Performance2
1. Copies previously filed.
2. To be filed by amendment.
Item 25. Persons Controlled by or Under Common Control with
Registrant
Not applicable.
Item 26. Number of Record Holders
As of the date of this Registration Statement, there
are no shareholders of record of the Fund's shares.
Item 27. Indemnification
Reference is made to Article IV, Section 4.3, of the
Registrant's Declaration of Trust.
Insofar as indemnification for liabilities arising
under the Securities Act of 1933 may be permitted to
trustees, officers and controlling persons of the
Registrant by the Registrant pursuant to the
Declaration of Trust or otherwise, the Registrant is
aware that in the opinion of the Securities and
Exchange Commission, such indemnification is against
public policy as expressed in the Act and, therefore,
is unenforceable. In the event that a claim for
indemnification against such liabilities (other than
the payment by the Registrant of expenses incurred or
paid by trustees, officers or controlling persons of
the Registrant in connection with the successful
defense of any act, suit or proceeding) is asserted by
such trustees, officers or controlling persons in
connection with the shares being registered, the
Registrant will, unless in the opinion of its counsel
the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against
public policy as expressed in the Act and will be
governed by the final adjudication of such issues.
Item 28. Business and Other Connections of Investment Adviser
Fenimore Asset Management, Inc. serves as the
investment adviser for the Registrant. The business
and other connections of Fenimore Asset Management,
Inc. are set forth in the Uniform Application for
Investment Adviser Registration ("Form ADV") of
Fenimore Asset Management, Inc. as currently filed with
the SEC which is incorporated by reference herein.
Item 29. Principal Underwriter
Not Applicable.
Item 30. Location of Accounts and Records
The accounts, books, and other documents required to be
maintained by Registrant pursuant to Section 31(a) of
the Investment Company Act of 1940 and rules
promulgated thereunder are in the possession of
Fenimore Asset Management, Inc., 118 North Grand
Street, Cobleskill, New York 12043.
Item 31. Management Services
Not Applicable.
Item 32. Undertakings.
(a) Not Applicable.
(b) Registrant undertakes to file a post-effective
amendment, using financial statements which need
not be certified, within four to six months from
the effective date of Registrant's Registration
Statement under the Securities Act of 1933 or the
date on which Registrant first sells its shares.
(c) Registrant undertakes to furnish each person to
whom a prospectus is delivered a copy of the
Registrant's latest annual report to shareholders,
upon request and without charge, in the event that
the information called for by Item 5A of Form N-1A
has been presented in the Registrant's latest
annual report to shareholders.
(d) Registrant undertakes to call a meeting of
Shareholders for the purpose of voting upon the
question of removal of a Trustee or Trustees when
requested to do so by the holders of at least 10%
of the Registrant's outstanding shares of
beneficial interest and in connection with such
meeting to comply with the shareholders
communications provisions of Section 16(c) of the
Investment Company Act of 1940.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933
and the Investment Company Act of 1940, the Registrant certifies
that it meets all of the requirements for effectiveness of this
Registration Statement pursuant to Rule 485(b) under the
Securities Act of 1933 and has duly caused this Post-Effective
Amendment No. 17 to its Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, in the
City of Washington in the District of Columbia on the 27th day of
February, 1996.
FENIMORE ASSET MANAGEMENT TRUST
By: /s/Thomas O. Putnam
Thomas O. Putnam, President*
*By: /s/Patrick W.D. Turley
Patrick W.D. Turley, as attorney-in-fact
Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the
following persons in the capacities and on the date indicated:
Signature Title Date
/s/Thomas O. Putnam President and February 27, 1996
Thomas O. Putnam* Chairman of the
Board of Trustees
(Principal Executive
Officer)
/s/John W. Krueger Trustee February 27, 1996
John W. Krueger*
/s/Bernard H. Zais Trustee February 27, 1996
Bernard H. Zais*
/s/Roger A. Hannay Trustee February 27, 1996
Roger A. Hannay*
/s/Diane C. Van Buren Trustee and February 27, 1996
Diane C. Van Buren* Treasurer (Principal
Financial and
Accounting Officer)
*By: /s/Patrick W.D. Turley
Patrick W.D. Turley
as attorney-in-fact
* Pursuant to power of attorney filed with Post-Effective
Amendment No. 12 as filed on April 29, 1994.