REPUBLIC FUNDS
497, 1996-05-22
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REPUBLIC
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EQUITY
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FUND
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ADVISER CLASS



PROSPECTUS
MAY 22, 1996
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REPUBLIC EQUITY FUND
ADVISER CLASS
SIX ST. JAMES AVENUE, BOSTON, MASSACHUSETTS 02116
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ACCOUNT AND GENERAL INFORMATION: (800) 782-8183 (TOLL FREE)
  Republic Equity Fund (the "Fund") is a diversified series (portfolio) of the
Republic Funds (the "Trust"), an open-end, management investment company which
currently consists of six portfolios, each of which has different and distinct
investment objectives and policies. Class Y shares of the Fund (the "Shares")
are being offered by this Prospectus. Shares are being offered primarily to
clients of Republic National Bank of New York ("Republic" or the "Manager") and
its affiliates for which Republic or its affiliate exercises investment
discretion. The Trust offers one other class of shares of the Fund pursuant to a
separate prospectus. Republic is the investment manager of the Fund. Lord,
Abbett & Co. ("Lord Abbett" or the "Sub-Adviser") continuously manages the
investment portfolio of the Fund.
  The investment objective of the Fund is long-term growth of capital and income
without excessive fluctuations in market value. The Fund seeks its objective by
investing in securities selling at reasonable prices in relation to value. The
Fund will normally invest in common stocks of large, seasoned companies in sound
financial condition which are expected to show above-average price appreciation.
There can be no assurance that the investment objective of the Fund will be
achieved.
  AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, REPUBLIC OR ANY OTHER BANK, AND THE SHARES ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD,
OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND IS SUBJECT TO INVESTMENT RISKS,
INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
  Shares of the Fund are continuously offered for sale at net asset value with
no sales charge by Signature Broker-Dealer Services, Inc. ("Signature" or the
"Distributor") to customers of a financial institution, such as a federal or
state-chartered bank, trust company or savings and loan association, that has
entered into a shareholder servicing agreement with the Trust (each a
"Shareholder Servicing Agent"). At present, the only Shareholder Servicing
Agents are Republic and its affiliates.
                             --------------------
  Investors should read this Prospectus and retain it for future reference.
                             --------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
                 THE DATE OF THIS PROSPECTUS IS MAY 22, 1996
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  AN INVESTOR SHOULD OBTAIN FROM HIS SHAREHOLDER SERVICING AGENT, AND SHOULD
READ IN CONJUNCTION WITH THIS PROSPECTUS, THE MATERIALS PROVIDED BY THE
SHAREHOLDER SERVICING AGENT DESCRIBING THE PROCEDURES UNDER WHICH SHARES OF THE
FUND MAY BE PURCHASED AND REDEEMED THROUGH SUCH SHAREHOLDER SERVICING AGENT.

  This Prospectus sets forth concisely the information concerning the Fund that
a prospective investor ought to know before investing. The Trust has filed with
the Securities and Exchange Commission a Statement of Additional Information,
dated May 22, 1996, with respect to the Fund, containing additional and more
detailed information about the Fund, which is hereby incorporated by reference
into this Prospectus. An investor may obtain a copy of this Statement of
Additional Information without charge by contacting the Distributor or his
Shareholder Servicing Agent (see back cover for addresses and phone numbers).
<PAGE>
                                   HIGHLIGHTS

THE FUND                                                                PAGE 1
  Republic Equity Fund (the "Fund") is a separate series (portfolio) of the
Republic Funds (the "Trust"), a Massachusetts business trust organized on April
22, 1987, which currently consists of six funds, each of which has different and
distinct investment objectives and policies.

INVESTMENT OBJECTIVE, RISKS AND POLICIES                                PAGE 6
  The investment objective of the Fund is long-term growth of capital and
income without excessive fluctuations in market value. The Fund seeks its
objective by investing in securities selling at reasonable prices in relation to
value. The Fund will normally invest in common stocks of large, seasoned
companies in sound financial condition which are expected to show above-average
price appreciation. There can be no assurance that the investment objective of
the Fund will be achieved.

MANAGEMENT OF THE TRUST                                                PAGE 10
  Republic acts as investment manager to the Fund pursuant to an Investment
Management Agreement with the Trust. For its services, the Manager is paid a fee
by the Fund, computed daily and based on the Fund's average daily net assets,
equal on an annual basis to 0.175% of net assets. Lord Abbett continuously
manages the investment portfolio of the Fund pursuant to a Sub-Advisory
Agreement with the Manager. For its services, the Sub-Adviser is paid a fee by
the Fund, computed daily and based on the Fund's average daily net assets, equal
on an annual basis to 0.325% of net assets up to $50 million, 0.25% of net
assets over $50 million and up to $100 million, 0.20% of net assets over $100
million and up to $200 million, and 0.15% of net assets over $200 million.

  Signature acts as administrator and sponsor of the Fund. Signature provides
certain management and administrative services to the Fund for which it
receives from the Fund a fee at the annual rate of up to 0.20% of the Fund's
average daily net assets. See "Management of the Trust."

PURCHASES AND REDEMPTIONS                                      PAGES 15 AND 17
  Shares of the Fund are continuously offered for sale by the Distributor at
net asset value with no sales charge to customers of a financial institution
such as a federal or state-chartered bank, trust company or savings and loan
association, that has entered into a shareholder servicing agreement with the
Trust (each a "Shareholder Servicing Agent"). At present, the only Shareholder
Servicing Agents are Republic and its affiliates. The minimum initial investment
is $1,000 and the minimum subsequent investment is $100. The Trust offers to buy
back (redeem) Shares from shareholders of the Fund at any time at net asset
value. See "Purchase of Shares" and "Redemption of Shares."

DIVIDENDS AND DISTRIBUTIONS                                            PAGE 18
  The Trust intends to distribute all the Fund's net investment income as a
dividend to Fund shareholders quarterly and net realized capital gains, if
any, annually. See "Dividends and Distributions."
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                                    FEE TABLE
  The following table provides (i) a summary of estimated expenses relating to
purchases and sales of Fund Shares, and the aggregate annual operating expenses
of the Fund, as a percentage of average daily net assets of the Fund, and (ii)
an example illustrating the dollar cost of such estimated expenses on a $1,000
investment in Fund Shares.

  Shareholder Transaction Expenses ..............................         None
  Annual Fund Operating Expenses
      Investment Management Fee after waiver* ...................        0.10%
      Investment Subadvisory Fee ................................        0.32%
      Distribution Fees (Rule 12b-1 fees) .......................         None
      Other Expenses after waiver** .............................        0.63%
                                                                         ---- 
      -- Administrative Services Fee after waiver ........  0.10%
      -- Other Operating Expenses ........................  0.53%
  Total Fund Operating Expenses after fee waivers*** ............        1.05%
                                                                         ==== 
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  *Investment Management Fee is shown net of waiver. Without such waiver, such
   fee in the aggregate would be equal on an annual basis to 0.175% of the
   Fund's average net assets.

 **Other Expenses and the Administrative Services Fee are shown net of expected
   fee waiver for the current fiscal year. Without such waiver, the
   Administrative Services Fee and Other Expenses would be equal on an annual
   basis to 0.20% and 0.73%, respectively, of the Fund's average net assets.

***Total Fund Operating Expenses are shown net of fee waivers. Without such fee
   waivers, the Total Fund Operating Expenses would be equal on an annual basis
   to 1.225% of the Fund's average net assets. There can be no assurance that
   expenses will be reimbursed or waived in the future.

EXAMPLE
  A shareholder of the Fund would pay the following expenses on a $1,000
investment in Fund Shares, assuming (1) 5% annual return and (2) redemption at
the end of:

       1 year ...................................................         $ 11
       3 years ..................................................         $ 33
       5 years ..................................................         $ 58
       10 years .................................................         $128

  The purpose of the expense table provided above is to assist investors in
understanding the various costs and expenses that a shareholder will bear
directly or indirectly. The information is based on the expenses the Fund
expects to incur with respect to the Shares for the current fiscal year.* The
expense table shows the expected investment management fee, investment
subadvisory fee and administrative services fee. For a more detailed discussion
of the costs and expenses of investing in the Fund, see "Management of the
Trust."
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*Assuming average daily net assets of $30 million in the Fund.

  Some Shareholder Servicing Agents may impose certain conditions on their
customers, subject to the terms of this Prospectus, in addition to or different
from those imposed by the Trust, such as requiring a minimum initial investment
or charging their customers a direct fee for their services. The effect of any
such fees will be to reduce the net return on the investment of customers of
that Shareholder Servicing Agent. Each Shareholder Servicing Agent has agreed to
transmit to shareholders who are its customers appropriate written disclosure of
any transaction fees that it may charge them directly at least 30 days before
the imposition of any such charge.

  THE EXAMPLE SET FORTH ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OF THE FUND; ACTUAL EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.

                           INVESTMENT OBJECTIVE, RISKS
                                  AND POLICIES
INVESTMENT OBJECTIVE
  The investment objective of the Fund is to seek long-term growth of capital
and income without excessive fluctuations in market value. The Fund seeks its
objective by investing in securities selling at reasonable prices in relation to
value. The Fund will normally invest in common stocks of large, seasoned
companies in sound financial condition which are expected to show above-average
price appreciation. There can be no assurance that the investment objective of
the Fund will be achieved. The investment objective of the Fund may be changed
without approval by the Fund's shareholders. If there is a change in the
investment objective of the Fund, shareholders should consider whether the Fund
remains an appropriate investment in light of their then-current financial
position and needs. Shareholders of the Fund shall receive 30 days' prior
written notice of any change in the investment objective of the Fund.

INVESTMENT POLICIES
  The Sub-Adviser believes that long-term investors purchase and redeem shares
to meet their own financial requirements rather than to take advantage of price
fluctuations. If so, their needs will be best served by an investment whose
growth is characterized by low fluctuations in market value. For this reason,
the Fund attempts to maintain its investments in securities which are selling at
reasonable prices in relation to value and, thus, is willing to forgo some
opportunities for gains when, in the Sub-Adviser's judgment, they carry
excessive risk. The Sub-Adviser attempts to anticipate major changes in the
economy and to select stocks that it believes will benefit most from these
changes.

  The Fund will normally invest at least 65% of its total assets in equity
securities (consisting of common stocks, preferred stocks, securities
convertible into common stocks, warrants and rights) of large, seasoned
companies in sound financial condition which are expected to show above-average
price appreciation. Although the prices of common stocks fluctuate and their
dividends vary, historically, common stocks have appreciated in value and their
dividends have increased when the companies they represent have prospered and
grown. The Sub-Adviser will balance the opportunity for profit against the risk
of loss. In the past, very few industries have continuously provided the best
investment opportunities. The Sub-Adviser believes it is important to take a
flexible approach and adjust the Fund's portfolio to reflect changes in the
opportunities for sound investments relative to the risks assumed. The Fund
therefore will sell securities the Sub-Adviser judges to be overpriced and
reinvest the proceeds in other securities the Sub-Adviser believes to offer
better values.

  The Fund may (a) write covered call options traded on a national securities
exchange with respect to securities in its portfolio, (b) invest up to 10% of
its net assets (at the time of investment) in debt and equity securities which
are traded in developed foreign countries and (c) invest up to 35% in bonds and
other debt securities, including lower rated, high-yield bonds, commonly
referred to as "junk bonds." The Fund does not intend to write covered call
options with respect to securities with an aggregate market value of more than
10% of its total assets at the time an option is written. The Fund will not
invest more than 5% of its net assets (at the time of investment) in lower rated
(BB/Ba or lower), high yield bonds. The Fund may retain any bond whose rating
drops below investment grade if it is in the best interest of the Fund's
shareholders. Securities rated BB/Ba by a nationally recognized statistical
rating organization are considered to have speculative characteristics.

  The Fund may lend its portfolio securities. These loans may not exceed 30% of
the value of the Fund's total assets.

  The Fund will not purchase securities for trading purposes. Pending investment
in equity and debt and also for temporary defensive purposes, the Fund may
invest without limit in short-term debt and other high-quality, fixed-income
securities. The Fund may invest up to 15% of its net assets in illiquid
securities.

                      ADDITIONAL RISK FACTORS AND POLICIES
FOREIGN SECURITIES
  Investing in securities issued by companies whose principal business
activities are outside the United States may involve significant risks not
present in domestic investments. For example, there is generally less publicly
available information about foreign companies, particularly those not subject to
the disclosure and reporting requirements of the U.S. securities laws. Foreign
issuers are generally not bound by uniform accounting, auditing, and financial
reporting requirements and standards of practice comparable to those applicable
to domestic issuers. Investments in foreign securities also involve the risk of
possible adverse changes in investment or exchange control regulations,
expropriation or foreign withholding and other taxation, limitation on the
removal of cash or other assets of the Fund, political or financial instability,
or diplomatic and other developments which could affect such investments.
Further, economics of particular countries or areas of the world may differ
favorably or unfavorably from the economy of the United States. Changes in
foreign exchange rates will affect the value of securities denominated or quoted
in currencies other than the U.S. dollar. Foreign securities often trade with
less frequency and volume than domestic securities and therefore may exhibit
greater price volatility. Additional costs associated with an investment in
foreign securities may include higher custodial fees than apply to domestic
custodial arrangements, and transaction costs of foreign currency conversions.

CONVERTIBLE SECURITIES
  Although the Fund's equity investments consist primarily of common and
preferred stocks, the Fund may buy securities convertible into common stock if,
for example, the Sub-Adviser believes that a company's convertible securities
are undervalued in the market. Convertible securities eligible for purchase by
the Fund consist of convertible bonds, convertible preferred stocks, warrants
and rights. See "Additional Risk Factors and Policies -- Warrants" below and the
Statement of Additional Information for a discussion of these instruments.

ILLIQUID INVESTMENTS
  The Fund may invest up to 15% of its net assets in securities that are
illiquid by virtue of the absence of a readily available market, or because of
legal of contractual restrictions on resale, excluding securities eligible for
resale to qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as described below. There may be delays in selling these
securities and sales may be made at less favorable prices.

  The Sub-Adviser may determine that a particular Rule 144A security is liquid
and thus not subject to the Fund's limits on investment in illiquid securities,
pursuant to guidelines adopted by the Board of Trustees. Factors that the
Sub-Adviser must consider in determining whether a particular Rule 144A security
is liquid include the frequency of trades and quotes for the security, the
number of dealers willing to purchase or sell the security and the number of
other potential purchasers, dealer undertakings to make a market in the
security, and the nature of the security and the nature of the market for the
security (i.e., the time needed to dispose of the security, the method of
soliciting offers and the mechanics of transfer). Investing in Rule 144A
securities could have the effect of increasing the level of the Fund's
illiquidity to the extent that qualified institutions might become, for a time,
uninterested in purchasing these securities.

WARRANTS
  The Fund may invest up to 10% of its net assets in warrants, except that this
limitation does not apply to warrants acquired in units or attached to
securities. A warrant is an instrument issued by a corporation which gives the
holder the right to subscribe to a specific amount of the corporation's capital
stock at a set price for a specified period of time. Warrants do not represent
ownership of the securities, but only the right to buy the securities. The
prices of warrants do not necessarily move parallel to the prices of underlying
securities. Warrants may be considered speculative in that they have no voting
rights, pay no dividends, and have no rights with respect to the assets of the
corporation issuing them.

LOANS OF PORTFOLIO SECURITIES
  The Fund may lend its securities to qualified brokers, dealers, banks and
other financial institutions for the purpose of realizing additional income.
Loans of securities will be collateralized by cash, letters of credit, or
securities issued or guaranteed by the U.S. Government or its agencies. The
collateral will equal at least 100% of the current market value of the loaned
securities. In addition, the Fund will not lend its portfolio securities to the
extent that greater than 30% of its total assets, at fair market value, would be
committed to loans at that time.

COVERED CALL OPTIONS
  The Fund may write covered call options (which are considered derivitives)
which are traded on a national securities exchange with respect to securities in
the portfolio in an attempt to increase its income and to provide greater
flexibility in the disposition of its portfolio securities. A "call option" is a
contract sold for a price (the "premium") giving its holder the right to buy a
specific number of shares of stock at a specific price prior to a specified
date. A "covered call option" is a call option issued on securities already
owned by the writer of the call option for delivery to the holder upon the
exercise of the option. During the period of the option, the option writer
forgoes the opportunity to profit from any increase in the market price of the
underlying security above the exercise price of the option (to the extent that
the increase exceeds the net premium). The Fund also may enter into "closing
purchase transactions" in order to terminate its obligation to deliver the
underlying security (this may result in a short-term gain or loss). A closing
purchase transaction is the purchase of a call option (at a cost which may be
more or less than the premium received for writing the original call option) on
the same security, with the same exercise price and call period as the option
previously written. If the Fund is unable to enter into a closing purchase
transaction, it may be required to hold a security that it might otherwise have
sold to protect against depreciation. The Fund does not intend to write covered
call options with respect to securities with an aggregate market value of more
than 10% of its total assets at the time an option is written. This percentage
limitation will not be increased without prior disclosure in the current
Prospectus.

PORTFOLIO TURNOVER
  The Sub-Adviser will manage the Fund generally without regard to restrictions
on portfolio turnover, except those imposed by provisions of the federal tax
laws regarding short-term trading. In general, the Fund will not trade for
short-term profits, but when circumstances warrant, investments may be sold
without regard to the length of time held. It is expected that the annual
turnover rate for the Fund will not exceed 100%. For the period from August 1,
1995 (commencement of operations) to October 31, 1995, the portfolio turnover
rate was 2%.

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

  The Trust may, in the future, seek to achieve the Fund's investment objective
by investing all of its investable assets in a no-load, open-end management
investment company having substantially the same investment objective as the
Fund. In such event, the Fund's Investment Management Contract would be
terminated. Such investment would be made only if the Trustees of the Trust
believe that the aggregate per share expenses of the Fund and such other
investment company will be less than or approximately equal to the expenses
which the Fund would incur if the Trust were to continue to retain the services
of an investment adviser for the Fund and the assets of the Fund were to
continue to be invested directly in portfolio securities.

                             MANAGEMENT OF THE TRUST
  The business and affairs of the Fund are managed under the direction of the
Board of Trustees of the Trust. The Trustees are Frederick C. Chen, Alan S.
Parsow, Larry M. Robbins and Michael Seely. Additional information about the
Trustees, as well as the Trust's executive officers, may be found in the
Statement of Additional Information under the caption "Management of the Trust
- -- Trustees and Officers."

INVESTMENT MANAGER
  Republic, whose address is 452 Fifth Avenue, New York, New York 10018, serves
as investment manager to the Fund pursuant to an Investment Management Contract
with the Trust. For its services, the Manager is paid a fee by the Fund,
computed daily and based on the Fund's average daily net assets, equal on an
annual basis to 0.175% of net assets.

  Republic is a wholly-owned subsidiary of Republic New York Corporation, a
registered bank holding company. As of December 31, 1995, Republic was the 20th
largest bank holding company in the United States measured by assets and the
19th largest commercial bank measured by shareholder equity. Republic or an
affiliate of Republic serves as investment adviser to the other series of the
Trust. Republic currently provides investment advisory services for individuals,
trusts, estates and institutions.

  Republic and its affiliates may have deposit, loan and other commercial
banking relationships with the issuers of obligations purchased for the Fund,
including outstanding loans to such issuers which may be repaid in whole or in
part with the proceeds of obligations so purchased. Republic has informed the
Trust that, in making its investment decisions, it does not obtain or use
material inside information in the possession of any division or department of
Republic or in the possession of any affiliate of Republic.

  Based upon the advice of counsel, Republic believes that the performance of
investment advisory and other services for the Fund will not violate the
Glass-Steagall Act or other applicable banking laws or regulations. However,
future statutory or regulatory changes, as well as future judicial or
administrative decisions and interpretations of present and future statutes and
regulations, could prevent Republic from continuing to perform such services for
the Fund. If Republic were prohibited from acting as investment manager to the
Fund, it is expected that the Board of Trustees would recommend to Fund
shareholders approval of a new investment advisory agreement with another
qualified investment adviser selected by the Board or that the Board would
recommend other appropriate action. If Republic were prohibited from acting as a
Shareholder Servicing Agent for the Fund, the Trust would seek alternative means
of providing such services.

SUB-ADVISER
  Lord Abbett continuously manages the investment portfolio of the Fund, subject
to the supervision and direction of the Manager, pursuant to a Sub-Advisory
Agreement with the Manager. For its services, the Sub-Adviser is paid a fee by
the Fund, computed daily and based on the Fund's average daily net assets, equal
on an annual basis to 0.325% of net assets up to $50 million, 0.25% of net
assets over $50 million up to $100 million, 0.20% of net assets over $100
million up to $200 million, and 0.15% of net assets over $200 million. It is the
responsibility of the Sub-Adviser not only to make investment decisions for the
Fund, but also to place purchase and sale orders for the portfolio transactions
of the Fund. See "Portfolio Turnover."

  The primary consideration in placing portfolio security transactions with
broker-dealers for execution is to obtain, and maintain the availability of,
execution at the most favorable prices and in the most effective manner
possible. The Fund may pay brokerage commissions on portfolio security
transactions to affiliated broker-dealers. For a further discussion of portfolio
transactions, see "Investment Objective, Policies Risks, and Restrictions --
Fund Transactions" in the Statement of Additional Information.

  Consistent with the Rules of Fair Practice of the National Association of
Securities Dealers, Inc. and such other policies as the Trustees of the Trust
may determine, and subject to seeking the most favorable price and execution
available, the Sub-Adviser may consider sales of shares of the Fund or other
funds managed by the Sub-Adviser as a factor in the selection of broker-dealers
to execute portfolio transactions for the Fund.

  Lord Abbett has been an investment manager for over 65 years and currently
manages approximately $18 billion in a family of mutual funds and other advisory
accounts. Lord Abbett is located at The General Motors Building, 767 Fifth
Avenue, New York, New York 10153-0203. Mr. John J. Walsh, a partner of Lord
Abbett, serves as the Fund's portfolio manager and manages other mutual fund and
private account portfolios. Mr. Walsh has been with Lord Abbett since 1960.

DISTRIBUTOR AND SPONSOR
  Signature, whose address is 6 St. James Avenue, Boston, Massachusetts 02116,
acts as sponsor and distributor to the Fund under a Distribution Contract.
Signature and its affiliates also serve as administrator or distributor to other
investment companies. Signature is a wholly owned subsidiary of Signature
Financial Group, Inc.

ADMINISTRATOR
  Pursuant to an Administrative Services Contract, Signature provides the Trust
with general office facilities and supervises the overall administration of the
Trust and the Fund, including, among other responsibilities, the negotiation of
contracts and fees with, and the monitoring of performance and billings of, the
independent contractors and agents of the Trust; the payment of the
non-transaction based fees of the custodian; the preparation and filing of all
documents required for compliance by the Trust with applicable laws and
regulations; and arranging for the maintenance of books and records of the Trust
and the Fund. Signature provides persons satisfactory to the Board of Trustees
of the Trust to serve as Trustees and officers of the Trust. Such officers, as
well as certain other employees and Trustees of the Trust, may be directors,
officers or employees of Signature or its affiliates. For these services and
facilities, Signature receives from the Fund fees payable monthly at an annual
rate equal to 0.20% of the first $100 million of the Fund's average daily net
assets; 0.17% of the next $100 million of such assets; 0.13% of the next $300
million of such assets; and 0.10% of such assets in excess of $500 million.

TRANSFER AGENT AND CUSTODIAN
  The Trust has entered into a Transfer Agency Agreement with Investors Bank &
Trust Company ("IBT"), pursuant to which IBT acts as transfer agent for the Fund
(the "Transfer Agent"). The Transfer Agent maintains an account for each
shareholder of the Fund (unless such account is maintained by the shareholder's
Shareholder Servicing Agent), performs other transfer agency functions, and acts
as dividend disbursing agent for the Fund. Pursuant to a Custodian Agreement,
IBT also acts as the custodian of the Fund's assets (the "Custodian"). The
Custodian's responsibilities include safeguarding and controlling the Fund's
cash and securities, handling the receipt and delivery of securities,
determining income and collecting interest on the Fund's investments,
maintaining books of original entry for portfolio and fund accounting and other
required books and accounts, and calculating the daily net asset value of shares
of the Fund. Securities held for the Fund may be deposited into the Federal
Reserve-Treasury Department Book Entry System or the Depositary Trust Company.
The Custodian does not determine the investment policies of the Fund or decide
which securities will be purchased or sold for the Fund. Assets of the Fund may,
however, be invested in securities of the Custodian, and the Trust may deal with
the Custodian as principal in securities transactions for the Fund. For its
services, IBT receives such compensation as may from time to time be agreed upon
by it and the Trust.

SHAREHOLDER SERVICING AGENTS
  The Trust has entered into a shareholder servicing agreement (a "Servicing
Agreement") with each Shareholder Servicing Agent pursuant to which a
Shareholder Servicing Agent, as agent for its customers, among other things:
answers customer inquiries regarding account status and history, the manner in
which purchases and redemptions of Shares may be effected and certain other
matters pertaining to the Fund; assists shareholders in designating and changing
dividend options, account designations and addresses; provides necessary
personnel and facilities to establish and maintain shareholder accounts and
records; assists in processing purchase and redemption transactions; arranges
for the wiring of funds; transmits and receives funds in connection with
customer orders to purchase or redeem Shares; verifies and guarantees
shareholder signatures in connection with redemption orders and transfers and
changes in shareholder-designated accounts; furnishes (either separately or on
an integrated basis with other reports sent to a shareholder by a Shareholder
Servicing Agent) monthly and year-end statements and confirmations of purchases
and redemptions; transmits, on behalf of the Trust, proxy statements, annual
reports, updated prospectuses and other communications from the Trust to the
Fund's shareholders; receives, tabulates and transmits to the Trust proxies
executed by shareholders with respect to meetings of shareholders of the Fund or
the Trust; and provides such other related services as the Trust or a
shareholder may request.

  The Trust understands that some Shareholder Servicing Agents also may impose
certain conditions on their customers, subject to the terms of this Prospectus,
in addition to or different from those imposed by the Trust, such as requiring a
different minimum initial or subsequent investment, account fees (a fixed amount
per transaction processed), compensating balance requirements (a minimum dollar
amount a customer must maintain in order to obtain the services offered), or
account maintenance fees (a periodic charge based on a percentage of the assets
in the account or of the dividends paid on those assets). Each Shareholder
Servicing Agent has agreed to transmit to its customers who are holders of
Shares appropriate prior written disclosure of any fees that it may charge them
directly and to provide written notice at least 30 days prior to the imposition
of any transaction fees.

  The Glass-Steagall Act prohibits certain financial institutions from engaging
in the business of underwriting securities of open-end investment companies,
such as shares of the Fund. The Trust engages banks as Shareholder Servicing
Agents on behalf of the Fund only to perform administrative and shareholder
servicing functions as described above. The Trust believes that the
Glass-Steagall Act should not preclude a bank from acting as a Shareholder
Servicing Agent. There is presently no controlling precedent regarding the
performance of shareholder servicing activities by banks. Future changes in
either federal statutes or regulations relating to the permissible activities of
banks, as well as future judicial or administrative decisions and
interpretations of present and future statutes and regulations, could prevent a
bank from continuing to perform all or part of its servicing activities. If a
bank were prohibited from so acting, its shareholder customers would be
permitted to remain Fund shareholders, and alternative means for continuing the
servicing of such shareholders would be sought. In such event, changes in the
operation of the Fund might occur and a shareholder serviced by such bank might
no longer be able to avail himself of any automatic investment or other services
then being provided by such bank. The Trustees of the Trust do not expect that
shareholders of the Fund would suffer any adverse financial consequences as a
result of these occurrences.

OTHER EXPENSES
  The Fund bears all costs of its operations other than expenses specifically
assumed by the Distributor, Manager or the Sub-Adviser. See "Management of the
Trust -- Expenses and Expense Limits" in the Statement of Additional
Information. Expenses attributable to the Shares shall be allocated to the
Shares only. In the event a particular expense is not reasonably allocable by
class or to a particular class, it shall be treated as a Fund expense or a Trust
expense. Trust expenses directly attributable to the Fund are charged to the
Fund; other expenses are allocated proportionately among all the portfolios in
the Trust in relation to the net assets of each portfolio.

                                CLASSES OF SHARES
  In addition to the Shares, the Trust currently offers one other class of
shares of the Fund, the Class C shares, pursuant to a separate prospectus. Class
C shares may have different class expenses, which may affect performance.
Investors may obtain information concerning other classes of shares of the Fund
directly from their Shareholder Servicing Agent or by calling 1-800-782-8183.

                        DETERMINATION OF NET ASSET VALUE
  The net asset value of each of the Shares is determined on each day on which
the New York Stock Exchange is open for trading ("Fund Business Day"). This
determination is made once during each Fund Business Day as of 4:00 p.m., New
York time, by dividing the value of the Fund's net assets (i.e., the value of
its assets less its liabilities, including expenses payable or accrued) by the
number of Shares outstanding at the time the determination is made. Values of
assets in the Fund's portfolio are determined on the basis of their market or
other fair value, as described in the Statement of Additional Information.

                               PURCHASE OF SHARES
  Shares may be purchased through Shareholder Servicing Agents without a sales
load at their net asset value next determined after an order is received by a
Shareholder Servicing Agent if it is transmitted to and accepted by the
Distributor. Purchases are therefore effected on the same day the purchase order
is received by the Distributor provided such order is received prior to 4:00
p.m., New York time, on any Fund Business Day. The Trust intends the Fund to be
as fully invested at all times as is reasonably practicable in order to enhance
the yield on its assets. Each Shareholder Servicing Agent is responsible for and
required to promptly forward orders for shares to the Distributor.

  All purchase payments are invested in full and fractional Shares. The Trust
reserves the right to cease offering Shares for sale at any time or to reject
any order for the purchase of Shares.

  An investor may purchase Shares by authorizing his Shareholder Servicing Agent
to purchase such Shares on his behalf through the Distributor.

  Exchange Privilege. By contacting his Shareholder Servicing Agent, a
shareholder may exchange some or all of his Shares for shares of an identical
class of one or more of the following investment companies at net asset value
without a sales charge: Republic U.S. Government Money Market Fund, Republic New
York Tax Free Money Market Fund, Republic New York Tax Free Bond Fund, and such
other Republic Funds or other registered investment companies for which Republic
serves as investment adviser as Republic may determine. An exchange may result
in a change in the number of Shares held, but not in the value of such Shares
immediately after the exchange. Each exchange involves the redemption of the
Shares to be exchanged and the purchase of the shares of the other Republic Fund
which may produce a gain or loss for tax purposes.

  The exchange privilege (or any aspect of it) may be changed or discontinued
upon 60 days' written notice to shareholders and is available only to
shareholders in states in which such exchanges legally may be made. A
shareholder considering an exchange should obtain and read the prospectus of the
other Republic Fund and consider the differences in investment objectives and
policies before making any exchange.

  Shares are being offered only to customers of Shareholder Servicing Agents.
Shareholder Servicing Agents may offer services to their customers, including
specialized procedures for the purchase and redemption of Shares, such as
pre-authorized or automatic purchase and redemption programs. Each Shareholder
Servicing Agent may establish its own terms, conditions and charges, including
limitations on the amounts of transactions, with respect to such services.
Charges for these services may include fixed annual fees, account maintenance
fees and minimum account balance requirements. The effect of any such fees will
be to reduce the net return on the investment of customers of that Shareholder
Servicing Agent. Conversely, certain Shareholder Servicing Agents may (although
they are not required by the Trust to do so) credit to the accounts of their
customers from whom they are already receiving other fees amounts not exceeding
such other fees or the fees received by the Shareholder Servicing Agent from the
Fund, which will have the effect of increasing the net return on the investment
of such customers of those Shareholder Servicing Agents.

  Shareholder Servicing Agents may transmit purchase payments on behalf of their
customers by wire directly to the Fund's custodian bank by following the
procedures described above.

  For further information on how to direct a Shareholder Servicing Agent to
purchase Shares, an investor should contact his Shareholder Servicing Agent (see
back cover for address and phone number).

                                RETIREMENT PLANS
  Shares are offered in connection with tax-deferred retirement plans.
Application forms and further information about these plans, including
applicable fees, are available from the Trust or the Sponsor upon request.
Recently enacted federal tax legislation has substantially affected the tax
treatment of contributions to certain retirement plans. Before investing in the
Fund through one or more of these plans, an investor should consult his or her
tax adviser.

INDIVIDUAL RETIREMENT ACCOUNTS
  Shares may be used as a funding medium for an IRA. An Internal Revenue
Service-approved IRA plan may be available from an investor's Shareholder
Servicing Agent. In any event, such a plan is available from the Sponsor naming
IBT, as custodian. The minimum initial investment for an IRA is $250; the
minimum subsequent investment is $100. IRAs are available to individuals who
receive compensation or earned income and their spouses whether or not they are
active participants in a tax-qualified or Government-approved retirement plan.
An IRA contribution by an individual who participates, or whose spouse
participates, in a tax-qualified or Government-approved retirement plan may not
be deductible depending upon the individual's income. Individuals also may
establish an IRA to receive a "rollover" contribution of distributions from
another IRA or a qualified plan. Tax advice should be obtained before planning a
rollover.

DEFINED CONTRIBUTION PLANS
  Investors who are self-employed may purchase Shares for retirement plans for
self-employed persons which are known as Defined Contribution Plans (formerly
Keogh or H.R. 10 Plans). Republic offers a prototype plan for Money Purchase and
Profit Sharing Plans.

SECTION 457 PLAN, 401(K) PLAN, 403(B) PLAN
  The Fund may be used as a vehicle for certain deferred compensation plans
provided for by Section 457 of the Code with respect to service for state
governments, local governments, rural electric cooperatives and political
subdivisions, agencies, instrumentalities and certain affiliates of such
entities. The Fund may also be used as a vehicle for both 401(k) plans and 403
(b) plans.

                              REDEMPTION OF SHARES
  A shareholder may redeem all or any portion of the Shares in his account at
any time at the net asset value next determined after a redemption order in
proper form is furnished by the shareholder to his Shareholder Servicing Agent,
and is transmitted to and received by the Transfer Agent. Redemptions are
effected on the same day the redemption order is received by the Transfer Agent
provided such order is received prior to 4:00 p.m., New York time, on any Fund
Business Day. Shares redeemed earn dividends up to and including the Fund
Business Day prior to the day the redemption is effected.

  The proceeds of a redemption are normally paid from the Fund in federal funds
on the next Fund Business Day on which the redemption is effected, but in any
event within seven days. The right of any shareholder to receive payment with
respect to any redemption may be suspended or the payment of the redemption
proceeds postponed during any period in which the New York Stock Exchange is
closed (other than weekends or holidays) or trading on such Exchange is
restricted or, to the extent otherwise permitted by the 1940 Act, if an
emergency exists. To be in a position to eliminate excessive expenses, the Trust
reserves the right to redeem upon not less than 30 days' notice all Shares in an
account which has a value below $50. However, a shareholder will be allowed to
make additional investments prior to the date fixed for redemption to avoid
liquidation of the account.

  A shareholder may redeem Shares only by authorizing his Shareholder Servicing
Agent to redeem such Shares on his behalf (since the account and records of such
a shareholder are established and maintained by his Shareholder Servicing
Agent). For further information as to how to direct a Shareholder Servicing
Agent to redeem Shares, a shareholder should contact his Shareholder Servicing
Agent (see back cover for address and phone number).

SYSTEMATIC WITHDRAWAL PLAN
  Any shareholder who owns Shares with an aggregate value of $10,000 or more may
establish a Systematic Withdrawal Plan under which they redeem at net asset
value the number of full and fractional shares which will produce the monthly,
quarterly, semi-annual or annual payments specified (minimum $50.00 per
payment). Depending on the amounts withdrawn, systematic withdrawals may deplete
the investor's principal. Investors contemplating participation in this Plan
should consult their tax advisers. No additional charge to the shareholder is
made for this service.

                           DIVIDENDS AND DISTRIBUTIONS
  Dividends substantially equal to all of the Fund's net investment income
earned are distributed quarterly to Fund shareholders of record. Generally, the
Fund's net investment income consists of the interest and dividend income it
earns, less expenses. In computing interest income, premiums are not amortized,
nor are discounts accrued on long-term debt securities in the Fund's portfolio,
except as required for federal income tax purposes.

  The Fund's net realized short-term and long-term capital gains, if any, are
distributed to shareholders annually. Additional distributions are also made to
the Fund's shareholders to the extent necessary to avoid application of the 4%
non-deductible federal excise tax on certain undistributed income and net
capital gains of mutual funds.

  Unless a shareholder elects to receive dividends in cash (subject to the
policies of the shareholder's Shareholder Servicing Agent or securities broker),
dividends are distributed in the form of additional Shares (purchased at their
net asset value without a sales charge).

                                   TAX MATTERS
  This discussion is intended for general information only. An investor should
consult with his own tax advisor as to the tax consequences of an investment in
the Fund, including the status of dividends and distributions from the Fund
under applicable state or local law.

  Each year, the Trust intends to qualify the Fund and elect that the Fund be
treated as a separate "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). To so qualify, the Fund
must meet certain income, distribution and diversification requirements.
Provided such requirements are met and all investment company taxable income and
net realized capital gains of the Fund are distributed to shareholders in
accordance with the timing requirements imposed by the Code, generally no
federal income or excise taxes will be paid by the Fund on amounts so
distributed.

  Dividends and capital gains distributions, if any, paid to shareholders are
treated in the same manner for federal income tax purposes whether received in
cash or reinvested in additional shares of the Fund. Shareholders must treat
dividends, but not long-term capital gain distributions, as ordinary income.
Dividends paid to corporate shareholders, to the extent such dividends are
attributable to dividends received from U.S. corporations, may qualify for the
dividends-received deduction. However, the alternative minimum tax applicable to
corporations may reduce the value of the dividends-received deduction.
Distributions designated by the Fund as capital gain dividends are taxable to
shareholders as long-term capital gain regardless of the length of time the
shares of the Fund have been held by the shareholders and such distributions are
not eligible for the dividends-received deduction. Certain dividends declared in
October, November, or December of a calendar year to shareholders of record on a
date in such a month are taxable to shareholders (who otherwise are subject to
tax on dividends) as though received on December 31 of that year if paid to
shareholders during January of the following calendar year.

  Tax Withholding. Income received by the Fund from sources within foreign
countries may be subject to withholding and other income or similar taxes
imposed by such countries.

  The Fund generally will be required to withhold federal income tax at a rate
of 31% ("backup withholding") from dividends paid, capital gain distributions,
and redemption proceeds to shareholders if (1) the shareholder fails to furnish
the Fund with the shareholder's correct taxpayer identification number ("TIN")
or social security number and to make such certifications as the Fund may
require, (2) the Internal Revenue Service notifies the shareholder or the Fund
that the shareholder has failed to report properly certain interest and dividend
income to the Internal Revenue Service and to respond to notices to that effect,
or (3) when required to do so, the shareholder fails to certify that he is not
subject to backup withholding. Backup withholding is not an additional tax and
any amounts withheld may be credited against the shareholder's federal income
tax liability. Dividends from the Fund attributable to the Fund's net investment
income and short-term capital gains generally will be subject to U.S.
withholding tax when paid to shareholders treated under U.S. tax law as
nonresident alien individuals or foreign corporations, estates, partnerships or
trusts.

  The Trust is organized as a Massachusetts business trust and, under current
law, is not liable for any income or franchise tax in the Commonwealth of
Massachusetts as long as each series of the Trust (including the Fund) qualifies
as a "regulated investment company" under the Code.

  For additional information relating to taxes, see "Taxation" in the Statement
of Additional Information.

              DESCRIPTION OF SHARES, VOTING RIGHTS AND LIABILITIES
  The Trust's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional shares of beneficial interest (par value $0.001
per share) and to divide or combine the shares into a greater or lesser number
of shares without thereby changing the proportionate beneficial interests in the
Trust. The shares of each series participate equally in the earnings, dividends
and assets of the particular series. Currently, the Trust has six series of
shares, each of which constitutes a separately managed fund. The Trust reserves
the right to create additional series of shares. The Trust may authorize the
creation of multiple classes of shares of separate series of the Trust.
Currently, the Fund is divided into two classes of shares.

  Each share of each class of the Fund represents an equal proportionate
interest in the Fund with each other share of that class. Shares have no
preference, pre-emptive, conversion or similar rights. Shares when issued are
fully paid and non-assessable, except as set forth below. Shareholders are
entitled to one vote for each share held on matters on which they are entitled
to vote. Each Shareholder Servicing Agent has agreed to transmit all proxies and
voting materials from the Trust to their customers who are beneficial owners of
the Fund and such Shareholder Servicing Agents have agreed to vote as instructed
by such customers. The Trust is not required and has no current intention to
hold annual meetings of shareholders, although the Trust will hold special
meetings of Fund shareholders when in the judgment of the Trustees of the Trust
it is necessary or desirable to submit matters for a shareholder vote.
Shareholders of each series generally vote separately, for example, to approve
investment advisory agreements or changes in fundamental investment policies or
restrictions, but shareholders of all series may vote together to the extent
required under the 1940 Act, such as in the election or selection of Trustees,
principal underwriters and accountants for the Trust. Shares of each class of a
series represent an equal pro rata interest in such series and, generally, have
identical voting, dividend, liquidation, and other rights, preferences, powers,
terms and conditions, except that: (a) each class shall have a different
designation; (b) each class of shares shall bear any class expenses; and (c)
each class shall have exclusive voting rights on any matter submitted to
shareholders that relate solely to its distribution arrangement, and each class
shall have separate voting rights on any matter submitted to shareholders in
which the interests of one class differ from the interests of any other class.

  Shareholders of the Fund have under certain circumstances (e.g., upon
application and submission of certain specified documents to the Trustees by a
specified number of shareholders) the right to communicate with other
shareholders of the Trust in connection with requesting a meeting of
shareholders of the Trust for the purpose of removing one or more Trustees.
Shareholders of the Trust have the right to remove one or more Trustees without
a meeting by a declaration in writing subscribed to by a specified number of
shareholders, however, the Trustees will call such a meeting upon the written
request of shareholders holding at least 10% of the Trust's outstanding shares.
Upon liquidation or dissolution of the Fund, shareholders of the Fund would be
entitled to share pro rata in the net assets of the Fund available for
distribution to shareholders.

  The Trust's Declaration of Trust provides that, at any meeting of shareholders
of the Fund or the Trust, a Shareholder Servicing Agent may vote any shares as
to which such Shareholder Servicing Agent is the agent of record and which are
otherwise not represented in person or by proxy at the meeting, proportionately
in accordance with the votes cast by holders of all shares otherwise represented
at the meeting in person or by proxy as to which such Shareholder Servicing
Agent is the agent of record. Any shares so voted by a Shareholder Servicing
Agent will be deemed represented at the meeting for purposes of quorum
requirements.

  The Trust is an entity of the type commonly known as a "Massachusetts business
trust." Under Massachusetts law, shareholders of such a business trust may,
under certain circumstances, be held personally liable as partners for its
obligations. However, the risk of a shareholder incurring financial loss on
account of shareholder liability is limited to circumstances in which both
inadequate insurance existed and the Trust itself was unable to meet its
obligations.

                             PERFORMANCE INFORMATION
  Yield and total return data for the Fund may from time to time be included in
advertisements about the Trust. "Total return" is expressed in terms of the
average annual compounded rate of return of a hypothetical investment in the
Fund over periods of 1, 5 and 10 years. All total return figures reflect the
deduction of a proportional share of Fund expenses on an annual basis, and
assume that all dividends and distributions are reinvested when paid. "Yield"
refers to the net income generated by an investment in the Fund over a stated
30-day period. This income is then annualized -- i.e., the amount of income
generated by the investment during the 30-day period is assumed to be generated
each 30-day period for twelve periods and is shown as a percentage of the
investment. The income earned on the investment is also assumed to be reinvested
at the end of the sixth 30-day period.

  Since these total return and yield quotations are based on historical earnings
and since the Fund's total return and yield fluctuate from day to day, these
quotations should not be considered as an indication or representation of the
Fund's total return or yield in the future. Any performance information should
be considered in light of the Fund's investment objective and policies,
characteristics and quality of the Fund's portfolio and the market conditions
during the time period indicated, and should not be considered to be
representative of what may be achieved in the future. From time to time the
Trust may also use comparative performance information in such advertisements,
including the performance of unmanaged indices, the performance of the Consumer
Price Index (as a measure for inflation), and data from Lipper Analytical
Services, Inc. and other industry publications.

  A Shareholder Servicing Agent may charge its customers direct fees in
connection with an investment in the Fund, which will have the effect of
reducing the net return on the investment of customers of that Shareholder
Servicing Agent. Conversely, the Trust has been advised that certain Shareholder
Servicing Agents may credit to the accounts of their customers from whom they
are already receiving other fees amounts not exceeding such other fees or the
fees received by the Shareholder Servicing Agent from the Fund, which will have
the effect of increasing the net return on the investment of such customers of
those Shareholder Servicing Agents. Such customers may be able to obtain through
their Shareholder Servicing Agent quotations reflecting such decreased return.

SHAREHOLDER INQUIRIES
  All shareholder inquiries should be directed to the Trust, 6 St. James
Avenue, Boston, Massachusetts 02116.

  GENERAL AND ACCOUNT INFORMATION                 (800) 782-8183 (TOLL FREE)
                             --------------------

  The Trust's Statement of Additional Information, dated May 22, 1996, with
respect to the Fund contains more detailed information about the Fund, including
information related to (i) the Fund's investment restrictions, (ii) the Trustees
and officers of the Trust and the Manager, Sub-Adviser and Sponsor of the Fund,
(iii) portfolio transactions, (iv) the Fund's shares, including rights and
liabilities of shareholders, and (v) armation, including the method used to
calculate the total return and yield of the Fund.
<PAGE>
REPUBLIC
- --------------------------------------------------------------------------------
EQUITY FUND
- --------------------------------------------------------------------------------
ADVISER CLASS


INVESTMENT MANAGER
Republic National Bank of New York
452 Fifth Avenue
New York, NY 10018

SUB-ADVISER
Lord, Abbett & Co.
The General Motors Building
767 Fifth Avenue
New York, NY 10153-0203

ADMINISTRATOR, DISTRIBUTOR AND SPONSOR
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, MA 02116
(617) 423-0800

CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183

INDEPENDENT AUDITORS
KPMG Peat Marwick
99 High Street
Boston, MA 02110

LEGAL COUNSEL
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005

SHAREHOLDER SERVICING AGENTS
Republic National Bank of New York
Republic Bank For Savings
452 Fifth Avenue
New York, NY 10018


RF4Y Class(5/96)

<PAGE>

REPUBLIC
- --------------------------------------------------------------------------------
NEW YORK TAX FREE
- --------------------------------------------------------------------------------
MONEY MARKET FUND
- --------------------------------------------------------------------------------
ADVISER CLASS



PROSPECTUS
MAY 22, 1996
<PAGE>
REPUBLIC NEW YORK TAX-FREE
MONEY MARKET FUND -- ADVISER CLASS
SIX ST. JAMES AVENUE, BOSTON, MASSACHUSETTS 02116
- ------------------------------------------------------------------------------
ACCOUNT AND GENERAL INFORMATION: (800) 782-8183 (TOLL FREE)

  Republic New York Tax-Free Money Market Fund (the "Fund") is a non-diversified
series (portfolio) of the Republic Funds (the "Trust"), an open-end, management
investment company which currently consists of six portfolios, each of which has
different and distinct investment objectives and policies. Class Y shares of the
Fund (the "Shares") are being offered by this Prospectus. Shares are being
offered primarily to clients of Republic National Bank of New York ("Republic"
or the "Manager") and its affiliates for which Republic or its affiliate
exercises investment discretion. The Trust offers one other class of shares of
the Fund pursuant to a separate prospectus. Republic continuously manages the
investment portfolio of the Fund.

  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income exempt from federal, New
York State and New York City personal income taxes as is consistent with the
preservation of capital. The Fund is a type of mutual fund commonly referred to
as a "triple tax exempt money market fund". The Trust seeks to achieve the
investment objective of the Fund by investing the assets of the Fund primarily
in a non-diversified portfolio of short-term, high quality, tax-exempt money
market instruments with maturities of 397 days or less, including obligations of
the State of New York and its political subdivisions, and in participation
interests issued by banks or other financial institutions with respect to such
obligations. There can be no assurance that the investment objective of the Fund
will be achieved.

  AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, REPUBLIC OR ANY OTHER BANK, AND THE SHARES ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD,
OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND IS SUBJECT TO INVESTMENT RISKS,
INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. THERE CAN BE NO
ASSURANCE THAT THE FUND WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF
$1.00 PER SHARE.
                             --------------------
  Investors should read this Prospectus and retain it for future reference.
                             --------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

                 THE DATE OF THIS PROSPECTUS IS MAY 22, 1996
<PAGE>

  Shares of the Fund are continuously offered for sale at net asset value with
no sales charge by Signature Broker-Dealer Services, Inc. ("Signature" or the
"Distributor") to customers of a financial institution, such as a federal or
state-chartered bank, trust company or savings and loan association, that has
entered into a shareholder servicing agreement with the Trust (each a
"Shareholder Servicing Agent"). At present, the only Shareholder Servicing
Agents are Republic and its affiliates.

  AN INVESTOR SHOULD OBTAIN FROM HIS SHAREHOLDER SERVICING AGENT, AND SHOULD
READ IN CONJUNCTION WITH THIS PROSPECTUS, THE MATERIALS PROVIDED BY THE
SHAREHOLDER SERVICING AGENT DESCRIBING THE PROCEDURES UNDER WHICH SHARES OF THE
FUND MAY BE PURCHASED AND REDEEMED THROUGH SUCH SHAREHOLDER SERVICING AGENT.

  This Prospectus sets forth concisely the information concerning the Fund that
a prospective investor ought to know before investing. The Trust has filed with
the Securities and Exchange Commission a Statement of Additional Information,
dated May 22, 1996, with respect to the Fund, containing additional and more
detailed information about the Fund and is hereby incorporated by reference into
this Prospectus. An investor may obtain a copy of this Statement of Additional
Information without charge by contacting the Distributor or his Shareholder
Servicing Agent (see back cover for addresses and phone numbers).
<PAGE>
                                  HIGHLIGHTS

THE FUND                                                                PAGE 1
  Republic New York Tax Free Money Market Fund (the "Fund") is a separate
series (portfolio) of the Republic Funds (the "Trust"), a Massachusetts business
trust organized on April 22, 1987, which currently consists of six funds, each
of which has different and distinct investment objectives and policies.

INVESTMENT OBJECTIVE AND POLICIES                                       PAGE 6
  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income exempt from federal, New
York State and New York City personal income taxes as is consistent with the
preservation of capital. The Trust seeks to achieve the investment objective of
the Fund by investing the assets of the Fund primarily in a non-diversified
portfolio of short-term, high quality, fixed rate and variable rate tax-exempt
money market instruments, including obligations issued by or on behalf of the
State of New York and its authorities, agencies, instrumentalities and political
subdivisions, and in participation interests issued by banks, insurance
companies or other financial institutions with respect to such obligations.
There can be no assurance that the investment objective of the Fund will be
achieved.

MANAGEMENT OF THE TRUST                                                PAGE 13
  Republic National Bank of New York ("Republic" or the  "Adviser") acts as
investment adviser to the Fund. For its services, the Adviser receives from the
Fund a fee at the annual rate of 0.15% of the Fund's average daily net assets.

  Signature Broker-Dealer Services, Inc. ("Signature" or the "Sponsor") acts
as administrator and sponsor of the Fund. The Sponsor provides certain
management and administrative services to the Fund for which it receives from
the Fund a fee at the annual rate of up to 0.15% of the Fund's average daily
net assets. See "Management of the Trust."

PURCHASES AND REDEMPTIONS                                      PAGES 17 AND 19
  The Fund is a type of mutual fund commonly referred to as a "triple tax exempt
money market fund". The net asset value of each of the Fund's shares is expected
to remain constant at $1.00, although this cannot be assured. See "Determination
of Net Asset Value" and "Dividends and Distributions".

  Shares of the Fund are continuously offered for sale by the Distributor at net
asset value (normally $1.00 per share) with no sales charge to customers of a
financial institution, such as a federal or state-chartered bank, trust company
or savings and loan association, that has entered into a shareholder servicing
agreement with the Trust (each a "Shareholder Servicing Agent"). At present, the
only Shareholder Servicing Agents are Republic and its affiliates. The minimum
initial investment is $1,000 and the minimum subsequent investment is $100. The
Trust offers to buy back (redeem) Shares from shareholders of the Fund at any
time at net asset value. See "Purchase of Shares" and "Redemption of Shares".

DIVIDENDS AND DISTRIBUTIONS                                            PAGE 20
  The Trust declares all the Fund's net investment income daily as a dividend
to Fund shareholders and distributes all such dividends monthly. Any net
realized capital gains are distributed at least annually. See "Dividends and
Distributions".
<PAGE>
                                  FEE TABLE
  The following table provides (i) a summary of expenses relating to purchases
and sales of Fund Shares, and the aggregate annual operating expenses of the
Fund, as a percentage of average net assets of the Fund during the Fund's last
completed fiscal year, and (ii) an example illustrating the dollar cost of such
expenses on a $1,000 investment in the Fund Shares. Historical information in
the expense table regarding investment advisory and administrative services fees
has been restated to reflect expected fee waivers for the current fiscal year.

  Shareholder Transaction Expenses ..............................         None
  Annual Fund Operating Expenses
    Investment Advisory Fee after waiver* .......................        0.10%
    Distribution Fees (Rule 12b-1 fees) .........................         None
    Other Expenses after waiver** ...............................        0.25%
                                                                         ----
      -- Administrative Services Fee after waiver** ....... 0.10%
      -- Other Operating Expenses ......................... 0.15%
  Total Fund Operating Expenses after expense limitation and fee
    waivers*** ..................................................        0.35%
                                                                         ==== 
- ----------
  *Investment Advisory Fee is shown net of expected waiver for the current
   fiscal year. Without such waiver, such fee would be equal on an annual basis
   to 0.15% of the Fund's average net assets.
 **Other Expenses and the Administrative Services Fee are shown net of expected
   fee waiver for the current fiscal year. Without such waiver, the
   Administrative Services Fee and Other Expenses would be equal on an annual
   basis to 0.15% and 0.30%, respectively, of the Fund's average net assets.
***Total Fund Operating Expenses are shown net of a voluntary expense limitation
   and expected fee waivers. Without such voluntary expense limitation and
   expected fee waivers, the Total Fund Operating Expenses would be equal on an
   annual basis to 0.45% of the Fund's average net assets. There can be no
   assurance that expenses will be reimbursed or waived in the future.

EXAMPLE
  A shareholder of the Fund would pay the following expenses on a $1,000
investment in Fund Shares, assuming (1) 5% annual return and (2) redemption at
the end of:

       1 year ...................................................          $ 4
       3 years ..................................................          $11
       5 years ..................................................          $20
      10 years ..................................................          $44

  The purpose of the expense table provided above is to assist investors in
understanding the various costs and expenses that a shareholder will bear
directly or indirectly. For a more detailed discussion of the costs and expenses
of investing in the Fund, see "Management of the Trust."

  Some Shareholder Servicing Agents may impose certain conditions on their
customers, subject to the terms of this Prospectus, in addition to or different
from those imposed by the Trust, such as requiring a minimum initial investment
or charging their customers a direct fee for their services. The effect of any
such fees will be to reduce the net return on the investment of customers of
that Shareholder Servicing Agent. Each Shareholder Servicing Agent has agreed to
transmit to shareholders who are its customers appropriate written disclosure of
any transaction fees that it may charge them directly at least 30 days before
the imposition of any such charge.

  THE EXAMPLE SET FORTH ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OF THE FUND; ACTUAL EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.

                      INVESTMENT OBJECTIVE AND POLICIES
INVESTMENT OBJECTIVE
  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income exempt from federal, New
York State and New York City personal income taxes as is consistent with the
preservation of capital. There can be no assurance that the investment objective
of the Fund will be achieved. The investment objective of the Fund may be
changed without approval by the Fund's shareholders. If there is a change in the
investment objective of the Fund, shareholders should consider whether the Fund
remains an appropriate investment in light of their then-current financial
position and needs.

INVESTMENT POLICIES
  The Trust seeks to achieve the investment objective of the Fund by investing
the assets of the Fund primarily in short-term, high quality, fixed rate and
variable rate obligations issued by or on behalf of the State of New York, other
states, territories and possessions of the United States, and their authorities,
agencies, instrumentalities and political subdivisions, the interest on which is
exempt from federal income taxes, including participation interests issued by
banks, insurance companies or other financial institutions with respect to such
obligations. (Such obligations, whether or not the interest thereon is subject
to the federal alternative minimum tax, are referred to herein as "Municipal
Obligations".) The Trust invests on behalf of the Fund in certain Municipal
Obligations of the State of New York and its authorities, agencies,
instrumentalities and political subdivisions, and of Puerto Rico, other U.S.
territories and their authorities, agencies, instrumentalities and political
subdivisions, the interest on which is exempt from federal, New York State and
New York City personal income taxes, including participation interests issued by
banks, insurance companies or other financial institutions with respect to such
obligations ("New York Municipal Obligations"). In determining the tax status of
interest on Municipal Obligations and New York Municipal Obligations, the
Adviser relies on opinions of bond counsel who may be counsel to the issuer.

  Although under normal circumstances, the Trust attempts to invest 100%, and
does invest at least 65%, of the Fund's assets in New York Municipal
Obligations, market conditions may from time to time limit the availability of
such obligations. To the extent that acceptable New York Municipal Obligations
are not available for investment, the Trust may purchase on behalf of the Fund
Municipal Obligations issued by other states, their authorities, agencies,
instrumentalities and political subdivisions, the interest income on which is
exempt from federal income tax but is subject to New York State and New York
City personal income taxes. As a fundamental policy, the Trust will invest at
least 80% of the Fund's net assets in tax exempt obligations. As a temporary
defensive measure, the Trust may invest up to 20% of the Fund's total assets in
obligations the interest income on which is subject to federal, New York State
and New York City personal income taxes or the federal alternative minimum tax.
Uninvested cash reserves may be held temporarily for the Fund pending
investment.

  The Trust may invest more than 25% of the Fund's assets in participation
interests issued by banks in industrial development bonds and other Municipal
Obligations. In view of this possible "concentration" in bank participation
interests, an investment in the Fund should be made with an understanding of the
characteristics of the banking industry and the risks which such an investment
may entail. See "Variable Rate Instruments and Participation Interests" below.

  All investments on behalf of the Fund (i.e., 100% of the Fund's investments)
mature or are deemed to mature within 397 days from the date of acquisition and
the average maturity of the investments in the Fund's portfolio (on a
dollar-weighted basis) is 90 days or less. The maturities of variable rate
instruments held in the Fund's portfolio are deemed to be the longer of the
period remaining until the next interest rate adjustment or the period until the
Fund would be entitled to payment pursuant to demand rights, a letter of credit,
guarantee or insurance policy or a right to tender or put the instrument,
although the stated maturities may be in excess of 397 days. See "Variable Rate
Instruments and Participation Interests" below. As a fundamental policy, the
investments of the Fund are made primarily (i.e., at least 80% of its assets
under normal circumstances) in:

    (1) Municipal bonds with remaining maturities of 397 days or less that at
  the date of purchase are rated Aaa or Aa by Moody's Investors Service, Inc.
  ("Moody's"), AAA or AA by Standard & Poor's Corporation ("Standard & Poor's")
  or AAA or AA by Fitch Investors Service, Inc. ("Fitch") or, if not rated by
  any of these rating agencies, are of comparable quality as determined by or on
  behalf of the Board of Trustees of the Trust on the basis of a credit
  evaluation of the obligor on the bonds or of the bank issuing a participation
  interest or guarantee or of any insurance policy issued in support of the
  bonds or the participation interest;

    (2) Municipal notes with remaining maturities of 397 days or less that at
  the date of purchase are rated MIG 1/VMIG 1 or MIG 2/VMIG 2 by Moody's, SP-1+,
  SP-1 or SP-2 by Standard & Poor's or F-1+, F-1 or F-2 by Fitch or, if not
  rated by any or these rating agencies, are of comparable quality as determined
  by or on behalf of the Board of Trustees of the Trust (The principal kinds of
  municipal notes are tax and revenue authorization notes, tax anticipation
  notes, bond anticipation notes and revenue anticipation notes. Notes sold in
  anticipation of collection of taxes, a bond sale or receipt of other revenues
  are usually general obligations of the issuing municipality or agency. The
  Fund's investments may be concentrated in municipal notes of New York
  issuers.); and

    (3) Municipal commercial paper that at the date of purchase is rated Prime-1
  or Prime-2 by Moody's, A-1+, A-1 or A-2 by Standard & Poor's or F-1+, F-1 or
  F-2 by Fitch or, if not rated by any of these rating agencies, is of
  comparable quality as determined by or on behalf of the Board of Trustees of
  the Trust. Issues of municipal commercial paper typically represent very
  short-term, unsecured, negotiable promissory notes. These obligations are
  often issued to meet seasonal working capital needs of municipalities or to
  provide interim construction financing and are paid from general revenues of
  municipalities or are refinanced with long-term debt. In most cases municipal
  commercial paper is backed by letters of credit, lending agreements, note
  repurchase agreements or other credit facility agreements offered by banks or
  other institutions which may be called upon in the event of default by the
  issuer of the commercial paper.

  For a general discussion of Municipal Obligations and an explanation of the
ratings of Municipal Obligations by Moody's, Standard & Poor's and Fitch, see
Appendix A. For a comparison of yields on such Municipal Obligations and taxable
securities, see the Taxable Equivalent Yield Tables in Appendix B.

  As a non-diversified investment company, the Trust is not subject to any
statutory restriction under the 1940 Act with respect to limiting the investment
of the Fund's assets in one or relatively few issuers. Since the Trust may
invest a relatively high percentage of the Fund's assets in the obligations of a
limited number of issuers, the value of shares of the Fund may be more
susceptible to any single economic, political or regulatory occurrence than the
value of shares of a diversified investment company would be. The Trust may also
invest 25% or more of the Fund's assets in obligations that are related in such
a way that an economic, business or political development or change affecting
one of the obligations would also affect the other obligations including, for
example, obligations the interest on which is paid from revenues of similar type
projects, or obligations the issuers of which are located in the same state.

VARIABLE RATE INSTRUMENTS AND PARTICIPATION INTERESTS
  Variable rate instruments that the Trust may purchase on behalf of the Fund
provide for a periodic adjustment in the interest rate paid on the instrument
and permit the holder to receive payment upon a specified number of days' notice
of the unpaid principal balance plus accrued interest either from the issuer or
by drawing on a bank letter of credit, a guarantee or an insurance policy issued
with respect to such instrument or by tendering or "putting" such instrument to
a third party.

  Variable rate instruments in which the Fund's assets may be invested include
participation interests in Municipal Obligations owned by a bank, insurance
company or other financial institution or affiliated organization. A
participation interest gives the Fund an undivided interest in the Municipal
Obligation in the proportion that the Fund's participation bears to the total
principal amount of the Municipal Obligation and provides the demand or put
feature described below. Each participation interest is backed by an insurance
policy of an insurance company or by an irrevocable letter of credit or
guarantee of, or a right to put to, a bank that has been determined by or on
behalf of the Board of Trustees of the Trust to meet the prescribed quality
standards for the Fund. There is usually the right to sell the participation
interest back to the institution or draw on the letter of credit, guarantee or
insurance policy after notice (usually seven days), for all or any part of the
full principal amount of the Fund's participation in the Municipal Obligation,
plus accrued interest. If the notice period is more than seven days, the
Municipal Obligation is treated as an obligation that is not readily marketable.
In some cases, these rights may not be exercisable in the event of a default on
the underlying Municipal Obligations; in these cases the underlying Municipal
Obligations must meet the Fund's high credit standards at the time of purchase
of the participation interest. Although participation interests may be sold, the
Trust intends to hold them for the Fund until maturity, except under certain
specified circumstances. Purchase of a participation interest may involve the
risk that the Fund will not be deemed to be the owner of the underlying
Municipal Obligation for purposes of the ability to claim tax exemption of
interest paid thereon.

  Because of the variable rate nature of the instruments, during periods when
prevailing interest rates decline the Fund's yield will decline and its
shareholders will forgo the opportunity for capital appreciation. On the other
hand, during periods when prevailing interest rates increase, the Fund's yield
will increase and its shareholders will have reduced risk of capital
depreciation.

  In view of the possible "concentration" of the Fund in participation interests
in Municipal Obligations secured by bank letters of credit or guarantees, an
investment in the Fund should be made with an understanding of the
characteristics of the banking industry and the risks which such an investment
may entail. Banks are subject to extensive governmental regulations which may
limit both the amounts and types of loans and other financial commitments which
may be made and interest rates and fees which may be charged. The profitability
of this industry is largely dependent upon the availability and cost of capital
funds for the purpose of financing lending operations under prevailing money
market conditions. Also, general economic conditions play an important part in
the operations of this industry and exposure to credit losses arising from
possible financial difficulties of borrowers might affect a bank's ability to
meet its obligations under a letter of credit or guarantee.

  For additional information concerning variable rate instruments and
participation interests, see "Investment Objective, Policies and Restrictions --
Variable Rate Instruments and Participation Interests" in the Statement of
Additional Information.

"WHEN-ISSUED" MUNICIPAL OBLIGATIONS
  New issues of Municipal Obligations may be offered on a "when-issued" or
"forward delivery" basis. The payment obligation and the interest rate that will
be received on the Municipal Obligations offered on this basis are each fixed at
the time the Trust commits to the purchase for the Fund, although settlement,
i.e., delivery of and payment for the Municipal Obligations, takes place beyond
customary settlement time (but normally within 45 days of the commitment).
Between the time the Trust commits to purchase the "when-issued" or "forward
delivery" Municipal Obligation for the Fund and the time delivery and payment
are made, the "when-issued" or "forward delivery" Municipal Obligation is
treated as an asset of the Fund and the amount which the Fund is committed to
pay for that Municipal Obligation is treated as a liability of the Fund. No
interest on a "when-issued" or "forward delivery" Municipal Obligation is
accrued for the Fund until delivery occurs. Although the Trust only makes
commitments to purchase "when-issued" or "forward delivery" Municipal
Obligations for the Fund with the intention of actually acquiring them, the
Trust may sell these obligations before the settlement date if deemed advisable
by the Adviser. Purchasing Municipal Obligations on a "when-issued" or "forward
delivery" basis can involve a risk that the yields available in the market on
the settlement date may actually be higher (or lower) than those obtained in the
transaction itself and, as a result, the "when-issued" or "forward delivery"
Municipal Obligation may have a lesser (or greater) value at the time of
settlement than the Fund's payment obligation with respect to that Municipal
Obligation. Furthermore, if the Trust sells the "when-issued" or "forward
delivery" Municipal Obligation before the settlement date or if the Trust sells
other obligations from the Fund's portfolio in order to meet the payment
obligations, the Fund may realize a capital gain, which is not exempt from
federal, New York State or New York City income taxation.

  For additional information concerning "when-issued" or "forward delivery"
Municipal Obligations, see "Investment Objective, Policies and Restrictions --
"When-Issued" Municipal Obligations" in the Statement of Additional Information.

STAND-BY COMMITMENTS
  When the Trust purchases Municipal Obligations on behalf of the Fund it may
also acquire stand-by commitments from banks with respect to such Municipal
Obligations. The Trust also reserves the right, and may in the future, subject
to receipt of an exemptive order pursuant to the 1940 Act, acquire stand-by
commitments from broker-dealers on behalf of the Fund. There can be no assurance
that such an order will be granted. Under a stand-by commitment, a bank or
broker-dealer agrees to purchase at the Trust's option a specified Municipal
Obligation at a specified price. A stand-by commitment is the equivalent of a
"put" option acquired for the Fund with respect to a particular Municipal
Obligation held for it.

  The Trust intends to acquire stand-by commitments on behalf of the Fund solely
to facilitate portfolio liquidity and does not intend to exercise its rights
thereunder for trading purposes. The purpose of this practice is to permit the
Fund to be fully invested in Municipal Obligations, and to the extent possible
New York Municipal Obligations, while preserving the necessary liquidity to
purchase Municipal Obligations on a "when-issued" basis, to meet unusually large
redemptions and to purchase at a later date Municipal Obligations other than
those subject to the stand-by commitment.

  The stand-by commitments that the Trust may enter into on behalf of the Fund
are subject to certain risks, which include the ability of the issuer of the
commitment to pay for the Municipal Obligations at the time the commitment is
exercised, the fact that the commitment is not marketable by the Trust, and the
fact that the maturity of the underlying Municipal Obligation will generally be
different from that of the commitment.

  For additional information concerning stand-by commitments, see "Investment
Objective, Policies and Restrictions -- Stand-by Commitments" in the Statement
of Additional Information.

RISK FACTORS AFFECTING INVESTMENTS IN NEW YORK MUNICIPAL
OBLIGATIONS
  The Trust intends to invest a high proportion of the Fund's assets in New York
Municipal Obligations. Payment of interest and preservation of principal is
dependent upon the continuing ability of New York issuers and/or obligors of
state, municipal and public authority debt obligations to meet their obligations
thereunder. Investors should consider the greater risk inherent in the Fund's
concentration in such obligations versus the safety that comes with a less
geographically concentrated investment portfolio and should compare the yield
available on a portfolio of New York issues with the yield of a more diversified
portfolio including out-of-state issues before making an investment decision.
The Adviser believes that by maintaining the Fund's investment portfolio in
liquid, short-term, high quality Municipal Obligations, including participation
interests and other variable rate instruments that have high quality credit
support from banks, insurance companies or other financial institutions, the
Fund is somewhat insulated from the credit risks that may exist for long-term
New York Municipal Obligations.

  New York State and other issuers of New York Municipal Obligations have
historically experienced periods of financial difficulties which have caused
the credit ratings of certain of their obligations to be downgraded by certain
rating agencies. There can be no assurance that credit ratings on obligations of
New York State and New York City and other New York Municipal Obligations will
not be downgraded further. See "Investment Objective, Policies and Restrictions
- -- Special Factors Affecting New York" in the Statement of
Additional Information.
                             --------------------

  Subject to the fundamental policy described on page 7, the Trust is authorized
to invest on behalf of the Fund in taxable securities (such as U.S. Government
obligations or certificates of deposit of domestic banks). If the Trust invests
on behalf of the Fund in taxable securities, such securities will, in the
opinion of the Adviser, be of comparable quality and credit risk with the
Municipal Obligations described above. See the Statement of Additional
Information for a description, including specific rating criteria, of such
taxable securities. The Trust is also authorized on behalf of the Fund to enter
into repurchase agreements only with member banks of the Federal Reserve System
or "primary dealers" (as designated by the Federal Reserve Bank of New York).
Repurchase agreements are transactions by which the Trust purchases a security
on behalf of the Fund and simultaneously commits to resell that security at an
agreed-upon price on an agreed-upon date. As described in further detail in the
Statement of Additional Information, such transactions entail certain risks,
such as a default by the seller.

  The Trust may, in the future, seek to achieve the Fund's investment objective
by investing all of its assets in a no-load, open-end management investment
company having the same investment objective and policies and substantially the
same investment restrictions as those applicable to the Fund. In such event, the
Fund's Investment Advisory Contract would be terminated and the administrative
services fees paid by the Fund would be reduced. Such investment would be made
only if the Trustees of the Trust believe that the aggregate per share expenses
of the Fund and such other investment company will be less than or approximately
equal to the expenses which the Fund would incur if the Trust were to continue
to retain the services of an investment adviser for the Fund and the assets of
the Fund were to continue to be invested directly in portfolio securities.

  The investment policies of the Fund are described above. Except as otherwise
stated, these investment policies may be changed by the Board of Trustees of the
Trust without approval by the shareholders of the Fund. The Statement of
Additional Information includes a further discussion of investment policies and
a listing of the specific investment restrictions which govern the investment
policies of the Fund, including a restriction that not more than 10% of the
Fund's net assets may be invested in securities that are not readily marketable,
such as repurchase agreements maturing in more than seven days. Although the
Trust currently does not borrow on behalf of the Fund for the purpose of
leveraging, these restrictions permit the Trust to borrow money on behalf of the
Fund for certain other purposes in amounts up to 33 1/3% of the Fund's net
assets (although no securities will be purchased for the Fund at any time at
which borrowings exceed 5% of the Fund's total assets taken at market value).
These specific investment restrictions and the fundamental policy described
above may not be changed without the approval of Fund shareholders. If a
percentage restriction (other than a restriction as to borrowing) or a rating
restriction on investment or utilization of assets is adhered to at the time an
investment is made, or assets are so utilized, a later change in percentage
resulting from changes in the value of the Fund's portfolio securities or a
later change in the rating of a portfolio security are not considered a
violation of policy.

                           MANAGEMENT OF THE TRUST
  The business and affairs of the Fund are managed under the direction of the
Board of Trustees of the Trust. The Trustees are Frederick C. Chen, Alan S.
Parsow, Larry M. Robbins and Michael Seely. Additional information about the
Trustees, as well as the Trust's executive officers, may be found in the
Statement of Additional Information under the caption "Management of the Trust
- -- Trustees and Officers".

THE ADVISER
  Republic serves as investment adviser to the Fund. The Adviser manages the
investment and reinvestment of the assets of the Fund and continuously reviews,
supervises and administers the Fund's investments pursuant to an Investment
Advisory Contract (the "Investment Advisory Contract"). Subject to such policies
as the Board of Trustees may determine, the Adviser places orders for the
purchase and sale of the Fund's investments directly with brokers or dealers
selected by it in its discretion. The Adviser does not place orders with the
Distributor. For its services under the Investment Advisory Contract, the
Adviser receives from the Fund a fee, payable monthly, at the annual rate of
0.15% of the Fund's average daily net assets.

  Republic is a wholly-owned subsidiary of Republic New York Corporation, a
registered bank holding company. As of December 31, 1995, Republic was the 20th
largest commercial bank in the United States measured by deposits and the 19th
largest commercial bank measured by shareholder equity. Republic or an affiliate
of Republic serves as investment adviser to the other series of the Trust.
Republic currently provides investment advisory services for individuals,
trusts, estates and institutions.

  Republic and its affiliates may have deposit, loan and other commercial
banking relationships with the issuers of obligations purchased for the Fund,
including outstanding loans to such issuers which may be repaid in whole or in
part with the proceeds of obligations so purchased. Republic and its affiliates
deal, trade and invest for their own accounts in Municipal Obligations and are
dealers of various types of Municipal Obligations. Republic and its affiliates
may sell Municipal Obligations to, and purchase them from, other investment
companies sponsored by Signature. The Adviser will not invest any Fund assets in
any Municipal Obligation purchased from itself or any affiliate, although under
certain circumstances such obligations may be purchased from other members of an
underwriting syndicate in which Republic or an affiliate is a non-principal
member. This restriction should not limit the amount or type of Municipal
Obligations available to be purchased for the Fund. The Adviser has informed the
Trust that, in making its investment decisions, it does not obtain or use
material inside information in the possession of any division or department of
Republic or in the possession of any affiliate of Republic.

  Based upon the advice of counsel, Republic believes that the performance of
investment advisory and other services for the Fund will not violate the
Glass-Steagall Act or other applicable banking laws or regulations. However,
future statutory or regulatory changes, as well as future judicial or
administrative decisions and interpretations of present and future statutes and
regulations, could prevent Republic from continuing to perform such services for
the Fund. If Republic were prohibited from acting as investment adviser to the
Fund, it is expected that the Board of Trustees would recommend to Fund
shareholders approval of a new investment advisory agreement with another
qualified investment adviser selected by the Board or that the Board would
recommend other appropriate action. If Republic were prohibited from acting as a
Shareholder Servicing Agent for the Fund, the Trust would seek alternative means
of providing such services.

THE DISTRIBUTOR AND SPONSOR
  Signature acts as sponsor and distributor to the Fund under a Distribution
Contract. Signature and its affiliates also serve as administrator or
distributor to other investment companies. Signature is a wholly owned
subsidiary of Signature Financial Group, Inc.

ADMINISTRATOR
  Pursuant to an Administrative Services Contract, Signature provides the Trust
with general office facilities and supervises the overall administration of the
Trust and the Fund, including, among other responsibilities, the negotiation of
contracts and fees with, and the monitoring of performance and billings of, the
independent contractors and agents of the Trust; the payment of the
non-transaction based fees of the custodian; the preparation and filing of all
documents required for compliance by the Trust with applicable laws and
regulations; and arranging for the maintenance of books and records of the Trust
and the Fund. Signature provides persons satisfactory to the Board of Trustees
of the Trust to serve as Trustees and officers of the Trust. Such officers, as
well as certain other employees and Trustees of the Trust, may be directors,
officers or employees of Signature or its affiliates. For these services and
facilities, Signature receives from the Fund fees payable monthly at an annual
rate equal to 0.15% of the first $100 million of the Fund's average daily net
assets; 0.12% of the next $100 million of such assets; 0.09% of the next $300
million of such assets; and 0.07% of such assets in excess of $500 million.

TRANSFER AGENT AND CUSTODIAN
  The Trust has entered into a Transfer Agency Agreement with Investors Bank &
Trust Company ("IBT"), pursuant to which IBT acts as transfer agent for the Fund
(the "Transfer Agent"). The Transfer Agent maintains an account for each
shareholder of the Fund (unless such account is maintained by the shareholder's
Shareholder Servicing Agent), performs other transfer agency functions, and acts
as dividend disbursing agent for the Fund. Pursuant to a Custodian Agreement,
IBT also acts as the custodian of the Fund's assets (the "Custodian"). The
Custodian's responsibilities include safeguarding and controlling the Fund's
cash and securities, handling the receipt and delivery of securities,
determining income and collecting interest on the Fund's investments,
maintaining books of original entry for portfolio and fund accounting and other
required books and accounts, and calculating the daily net asset value of shares
of the Fund. Securities held for the Fund may be deposited into the Federal
Reserve-Treasury Department Book Entry System or the Depositary Trust Company.
The Custodian does not determine the investment policies of the Fund or decide
which securities will be purchased or sold for the Fund. Assets of the Fund may,
however, be invested in securities of the Custodian and the Trust may deal with
the Custodian as principal in securities transactions for the Fund. For its
services, IBT receives such compensation as may from time to time be agreed upon
by it and the Trust.

SHAREHOLDER SERVICING AGENTS
  The Trust has entered into a shareholder servicing agreement (a "Servicing
Agreement") with each Shareholder Servicing Agent pursuant to which a
Shareholder Servicing Agent, as agent for its customers, among other things:
answers customer inquiries regarding account status and history, the manner in
which purchases and redemptions of Shares may be effected and certain other
matters pertaining to the Fund; assists shareholders in designating and changing
dividend options, account designations and addresses; provides necessary
personnel and facilities to establish and maintain shareholder accounts and
records; assists in processing purchase and redemption transactions; arranges
for the wiring of funds; transmits and receives funds in connection with
customer orders to purchase or redeem shares; verifies and guarantees
shareholder signatures in connection with redemption orders and transfers and
changes in shareholder-designated accounts; furnishes (either separately or on
an integrated basis with other reports sent to a shareholder by a Shareholder
Servicing Agent) monthly and year-end statements and confirmations of purchases
and redemptions; transmits, on behalf of the Trust, proxy statements, annual
reports, updated prospectuses and other communications from the Trust to the
Fund's shareholders; receives, tabulates and transmits to the Trust proxies
executed by shareholders with respect to meetings of shareholders of the Fund or
the Trust; and provides such other related services as the Trust or a
shareholder may request.

  The Trust understands that some Shareholder Servicing Agents also may impose
certain conditions on their customers, subject to the terms of this Prospectus,
in addition to or different from those imposed by the Trust, such as requiring a
different minimum initial or subsequent investment, account fees (a fixed amount
per transaction processed), compensating balance requirements (a minimum dollar
amount a customer must maintain in order to obtain the services offered), or
account maintenance fees (a periodic charge based on a percentage of the assets
in the account or of the dividends paid on those assets). Each Shareholder
Servicing Agent has agreed to transmit to its customers who are holders of
Shares appropriate prior written disclosure of any fees that it may charge them
directly and to provide written notice at least 30 days prior to the imposition
of any transaction fees. Conversely, the Trust understands that certain
Shareholder Servicing Agents may credit to the accounts of their customers from
whom they are already receiving other fees amounts not exceeding such other fees
or the fees received by the Shareholder Servicing Agent from the Fund with
respect to those accounts.

  The Glass-Steagall Act prohibits certain financial institutions from engaging
in the business of underwriting securities of open-end investment companies,
such as shares of the Fund. The Trust engages banks as Shareholder Servicing
Agents on behalf of the Fund only to perform administrative and shareholder
servicing functions as described above. The Trust believes that the
Glass-Steagall Act should not preclude a bank from acting as a Shareholder
Servicing Agent. There is presently no controlling precedent regarding the
performance of shareholder servicing activities by banks. Future changes in
either federal statutes or regulations relating to the permissible activities of
banks, as well as future judicial or administrative decisions and
interpretations of present and future statutes and regulations, could prevent a
bank from continuing to perform all or part of its servicing activities. If a
bank were prohibited from so acting, its shareholder customers would be
permitted to remain Fund shareholders and alternative means for continuing the
servicing of such shareholders would be sought. In such event, changes in the
operation of the Fund might occur and a shareholder serviced by such bank might
no longer be able to avail himself of any automatic investment or other services
then being provided by such bank. The Trustees of the Trust do not expect that
shareholders of the Fund would suffer any adverse financial consequences as a
result of these occurrences.

OTHER EXPENSES
  The Fund bears all costs of its operations other than expenses specifically
assumed by the Distributor or the Adviser. See "Management of the Trust --
Expenses and Expense Limits" in the Statement of Additional Information.
Expenses attributable to the Shares shall be allocated to the Shares only. In
the event a particular expense is not reasonably allocable by class or to a
particular class, it shall be treated as a Fund expense or a Trust expense.
Trust expenses directly attributable to the Fund are charged to the Fund; other
expenses are allocated proportionately among all the portfolios in the Trust in
relation to the net assets of each portfolio.

                              CLASSES OF SHARES
  In addition to the Shares, the Trust currently offers one other class of
shares of the Fund, the Class C shares, pursuant to a separate prospectus. Class
C shares may have different class expenses, which may affect performance.
Investors may obtain information concerning other classes of shares of the Fund
directly from their Shareholder Servicing Agent or by calling 1-800-782-8183.

                       DETERMINATION OF NET ASSET VALUE
  The net asset value of each of the Shares is determined on each day on which
the New York Stock Exchange is open for trading ("Fund Business Day"). This
determination is made once during each such day as of 12:00 noon, New York time,
by dividing the value of the Fund's net assets (i.e., the value of its assets
less its liabilities, including expenses payable or accrued) by the number of
Shares outstanding at the time the determination is made. It is anticipated that
the net asset value of each Share will remain constant at $1.00 (although no
assurance can be given that it will be so constant on a continuing basis) and
specific investment policies and procedures, including the use of the amortized
cost valuation method, are being employed to accomplish this result. Income
earned on the Fund's investments is accrued daily and the Net Income, as defined
under "Dividends and Distributions" on page 14, is declared each Fund Business
Day as a dividend.

                              PURCHASE OF SHARES
  Shares may be purchased through Shareholder Servicing Agents without a sales
load at their net asset value next determined after an order is received by a
Shareholder Servicing Agent if it is transmitted to and accepted by the
Distributor. Purchases are therefore effected on the same day the purchase order
is received by the Distributor provided such order is received prior to 12:00
noon, New York time, on any Fund Business Day. Shares purchased earn dividends
from and including the day the purchase is effected. It is anticipated that the
net asset value of $1.00 per share of the Fund will remain constant, and
although no assurance can be given that it will be so constant on a continuing
basis, specific investment policies and procedures are being employed to
accomplish this result. The Trust intends the Fund to be as fully invested at
all times as is reasonably practicable in order to enhance the yield on its
assets. Each Shareholder Servicing Agent is responsible for and required to
promptly forward orders for shares to the Distributor.

  All purchase payments are invested in full and fractional Shares. The Trust
reserves the right to cease offering Shares for sale at any time or to reject
any order for the purchase of Shares.

  An investor may purchase Shares by authorizing his Shareholder Servicing Agent
to purchase such Shares on his behalf through the Distributor.

  Exchange Privilege. By contacting his Shareholder Servicing Agent, a
shareholder may exchange some or all of his Shares for shares of an identical
class of one or more of the following investment companies at net asset value
without a sales charge: Republic U.S. Government Money Market Fund, Republic New
York Tax Free Bond Fund, Republic Equity Fund, and such other Republic Funds or
other registered investment companies for which Republic serves as investment
adviser as Republic may determine. An exchange may result in a change in the
number of shares held, but not in the value of such Shares immediately after the
exchange. Each exchange involves the redemption of the Shares to be exchanged
and the purchase of the shares of the other Republic Fund.

  The exchange privilege (or any aspect of it) may be changed or discontinued
upon 60 days' written notice to shareholders and is available only to
shareholders in states in which such exchanges may be legally made. A
shareholder considering an exchange should obtain and read the prospectus of the
other Republic Fund and consider the differences in investment objectives and
policies before making any exchange.

  Shares are being offered only to customers of Shareholder Servicing Agents.
Shareholder Servicing Agents may offer services to their customers, including
specialized procedures for the purchase and redemption of Shares, such as
pre-authorized or automatic purchase and redemption programs and "sweep"
checking programs. Each Shareholder Servicing Agent may establish its own terms,
conditions and charges, including limitations on the amounts of transactions,
with respect to such services. Charges for these services may include fixed
annual fees, account maintenance fees and minimum account balance requirements.
The effect of any such fees will be to reduce the net return on the investment
of customers of that Shareholder Servicing Agent. Conversely, certain
Shareholder Servicing Agents may (although they are not required by the Trust to
do so) credit to the accounts of their customers from whom they are already
receiving other fees amounts not exceeding such other fees or the fees received
by the Shareholder Servicing Agent from the Fund, which will have the effect of
increasing the net return on the investment of such customers of those
Shareholder Servicing Agents.

  Shareholder Servicing Agents may transmit purchase payments on behalf of their
customers by wire directly to the Fund's custodian bank by following the
procedures described above.

  For further information on how to direct a Shareholder Servicing Agent to
purchase Shares, an investor should contact his Shareholder Servicing Agent (see
back cover for address and phone number).

                             REDEMPTION OF SHARES
  A shareholder may redeem all or any portion of the Shares in his account at
any time at the net asset value (normally $1.00 per share) next determined after
a redemption order in proper form is furnished by the shareholder to his
Shareholder Servicing Agent, and is transmitted to and received by the Transfer
Agent. Redemptions are effected on the same day the redemption order is received
by the Transfer Agent provided such order is received prior to 12:00 noon, New
York time, on any Fund Business Day. Shares redeemed earn dividends up to and
including the day prior to the day the redemption is effected.

  The proceeds of a redemption are normally paid from the Fund in federal funds
on the Fund Business Day on which the redemption is effected, but in any event
within seven days. The right of any shareholder to receive payment with respect
to any redemption may be suspended or the payment of the redemption proceeds
postponed during any period in which the New York Stock Exchange is closed
(other than weekends or holidays) or trading on such Exchange is restricted or,
to the extent otherwise permitted by the 1940 Act, if an emergency exists. To be
in a position to eliminate excessive expenses, the Trust reserves the right to
redeem upon not less than 30 days' notice all Shares in an account which has a
value below $50. However, a shareholder will be allowed to make additional
investments prior to the date fixed for redemption to avoid liquidation of the
account.

  A shareholder may redeem Shares only by authorizing his Shareholder Servicing
Agent to redeem such Shares on his behalf (since the account and records of such
a shareholder are established and maintained by his Shareholder Servicing
Agent). For further information as to how to direct a Shareholder Servicing
Agent to redeem Shares, a shareholder should contact his Shareholder Servicing
Agent (see back cover for address and phone number).

SYSTEMATIC WITHDRAWAL PLAN
  Any shareholder who owns Shares with an aggregate value of $10,000 or more may
establish a Systematic Withdrawal Plan under which they redeem at net asset
value the number of full and fractional shares which will produce the monthly,
quarterly, semi-annual or annual payments specified (minimum $50.00 per
payment). Depending on the amounts withdrawn, systematic withdrawals may deplete
the investor's principal. Investors contemplating participation in this Plan
should consult their tax advisers. No additional charge to the shareholder is
made for this service.

                         DIVIDENDS AND DISTRIBUTIONS
  The Net Income of the Fund, as defined below, is determined each Fund Business
Day (and on such other days as the Trustees deem necessary in order to comply
with Rule 22c-1 under the 1940 Act). This determination is made once during each
such day as of 12:00 noon, New York time. All the Net Income of the Fund so
determined is declared in Shares as a dividend to shareholders of record at the
time of such determination. Shares begin accruing dividends on the day they are
purchased. Dividends are distributed monthly on the last business day of each
month. Unless a shareholder elects to receive dividends in cash (subject to the
policies of the shareholder's Shareholder Servicing Agent or securities broker),
dividends are distributed in the form of additional Shares at the rate of one
share (and fraction thereof) of the Fund for each one dollar (and fraction
thereof) of dividend income.

  For this purpose the Net Income of the Fund (from the time of the immediately
preceding determination thereof) shall consist of (i) all income accrued, less
the amortization of any premium, on the assets of the Fund, less (ii) all actual
and accrued expenses determined in accordance with generally accepted accounting
principles. Interest income includes discount earned (including both original
issue and market discount) on discount paper accrued ratably to the date of
maturity, but does not include any net realized gains or losses on the assets of
the Fund. Obligations held in the Fund's portfolio are valued at amortized cost,
which the Trustees of the Trust have determined in good faith constitutes fair
value for the purposes of complying with the 1940 Act. This method provides
certainty in valuation, but may result in periods during which the stated value
of an obligation held for the Fund is higher or lower than the price the Fund
would receive if the obligation were sold. This valuation method will continue
to be used until such time as the Trustees of the Trust determine that it does
not constitute fair value for such purposes.

  Since the Net Income of the Fund is declared as a dividend each time the Net
Income of the Fund is determined, the net asset value per share of the Fund is
expected to remain at $1.00 per share immediately after each such determination
and dividend declaration. Any increase in the value of a shareholder's
investment in the Fund, representing the reinvestment of dividend income, is
reflected by an increase in the number of shares of the Fund in his account.

  It is expected that the Fund will have a positive Net Income at the time of
each determination thereof. If for any reason the Net Income of the Fund
determined at any time is a negative amount, which could occur, for instance,
upon default by an issuer of an obligation held in the Fund's portfolio, the
negative amount with respect to each shareholder account would first be offset
from the dividends declared during the month with respect to each such account.
If and to the extent that such negative amount exceeds such declared dividends
at the end of the month, the number of outstanding Fund Shares would be reduced
by treating each shareholder as having contributed to the capital of the Fund
that number of full and fractional Shares in the account of such shareholder
which represents his proportion of the amount of such excess. Each shareholder
will be deemed to have agreed to such contribution in these circumstances by his
investment in the Fund. Thus, the net asset value per Share will be maintained
at a constant $1.00.

                                 TAX MATTERS
  This discussion is intended for general information only. An investor should
consult with his own tax advisor as to the tax consequences of an investment in
the Fund, including the status of distributions from the Fund under applicable
state or local law and the possible applicability of a federal alternative
minimum tax to a portion of the distributions from the Fund.

FEDERAL INCOME TAXES
  Each year, the Trust intends to qualify the Fund and elect that the Fund be
treated as a separate "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). To so qualify, the Fund
must meet certain income, distribution and diversification requirements.
Provided such requirements are met and all investment company taxable income and
realized capital gains of the Fund are distributed to shareholders in accordance
with the timing requirements imposed by the Code, no federal (or New York State
or New York City) income or excise taxes will be paid by the Fund on amounts so
distributed.

  After the end of each calendar year, each shareholder receives a statement
setting forth the federal, New York State and New York City personal income tax
status of all dividends and capital gains distributions, if any, made during
that calendar year.

  In accordance with the Fund's investment objective, it is expected that most
of the Fund's net income will be attributable to interest from Municipal
Obligations and, as a result, most of the dividends to Fund shareholders will be
designated by the Trust as "exempt-interest dividends" under the Code, which may
be treated as items of interest excludible from a shareholder's gross income.
Since the preservation of capital and liquidity are important aspects of the
Fund's investment objective, the Trust may from time to time invest a portion of
the Fund's assets in short-term obligations the interest on which is not exempt
from federal income taxes. Moreover, dividends attributable to interest on
certain Municipal Obligations which may be purchased for the Fund may be treated
as a tax preference item for shareholders potentially subject to an alternative
minimum tax and all exempt-interest dividends may increase a corporate
shareholder's alternative minimum tax. Although it is not intended, it is
possible that the Fund may realize short-term or long-term capital gains or
losses from its portfolio transactions. Any distributions from net short-term
capital gains would be taxable to shareholders as ordinary income and any
distributions from net long-term capital gains would be taxable to shareholders
as long-term capital gains regardless of how long they have held their shares.

  Dividends and capital gains distributions, if any, paid to shareholders are
treated in the same manner for federal, New York State and New York City income
tax purposes whether received in cash or reinvested in additional shares of the
Fund.

  The Code provides that interest on indebtedness incurred, or continued, to
purchase or carry shares of the Fund is not deductible. Further, exempt-interest
dividends are taken into account in calculating the amount of social security
and railroad retirement benefits that may be subject to federal income tax.
Finally, entities or persons who may be "substantial users" (or persons related
to "substantial users") of facilities financed by industrial development bonds
should consult their tax advisors before purchasing shares of the Fund.

STATE AND LOCAL TAXES
  The exemption for federal income tax purposes of dividends derived from
interest on Municipal Obligations does not necessarily result in an exemption
under the income or other tax laws of any state or local taxing authority.
However, to the extent that dividends are derived from interest on New York
Municipal Obligations, the dividends will also be excluded from the gross income
of a New York individual resident shareholder for New York State and New York
City personal income tax purposes.

  DIVIDENDS FROM THE FUND ARE NOT EXCLUDED IN DETERMINING NEW YORK STATE OR NEW
YORK CITY FRANCHISE TAXES ON CORPORATIONS AND FINANCIAL INSTITUTIONS.

  The Trust is organized as a Massachusetts business trust and, under current
law, is not liable for any income or franchise tax in the Commonwealth of
Massachusetts as long as each series of the Trust (including the Fund) qualifies
as a "regulated investment company" under the Code.

                     DESCRIPTION OF SHARES, VOTING RIGHTS
                               AND LIABILITIES
  The Trust's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional Shares of Beneficial Interest (par value $0.001
per share) and to divide or combine the shares into a greater or lesser number
of shares without thereby changing the proportionate beneficial interests in the
Trust. The shares of each series participate equally in the earnings, dividends
and assets of the particular series. Currently, the Trust has six series of
shares, each of which constitutes a separately managed fund. The Trust reserves
the right to create additional series of shares. The Trust may authorize the
creation of multiple classes of shares of separate series of the Trust.
Currently, the Fund is divided into two classes of shares.

  Each share of each class of the Fund represents an equal proportionate
interest in the Fund with each other share of that class. Shares have no
preference, pre-emptive, conversion or similar rights. Shares when issued are
fully paid and non-assessable, except as set forth below. Shareholders are
entitled to one vote for each share held on matters on which they are entitled
to vote. Each Shareholder Servicing Agent has agreed to transmit all proxies and
voting materials from the Trust to their customers who are beneficial owners of
the Fund and such Shareholder Servicing Agents have agreed to vote as instructed
by such customers. The Trust is not required and has no current intention to
hold annual meetings of shareholders, although the Trust will hold special
meetings of Fund shareholders when in the judgment of the Trustees of the Trust
it is necessary or desirable to submit matters for a shareholder vote.
Shareholders of each series generally vote separately, for example, to approve
investment advisory agreements or changes in fundamental investment policies or
restrictions, but shareholders of all series may vote together to the extent
required under the 1940 Act, such as in the election or selection of Trustees,
principal underwriters and accountants for the Trust. Shares of each class of a
series represent an equal pro rata interest in such series and, generally, have
identical voting, dividend, liquidation, and other rights, preferences, powers,
terms and conditions, except that: (a) each class shall have a different
designation; (b) each class of shares shall bear any class expenses; and (c)
each class shall have exclusive voting rights on any matter submitted to
shareholders that relate solely to its distribution arrangement, and each class
shall have separate voting rights on any matter submitted to shareholders in
which the interests of one class differ from the interests of any other class.

  Shareholders of the Fund have under certain circumstances (e.g., upon
application and submission of certain specified documents to the Trustees by a
specified number of shareholders) the right to communicate with other
shareholders of the Trust in connection with requesting a meeting of
shareholders of the Trust for the purpose of removing one or more Trustees.
Shareholders of the Trust also have the right to remove one or more Trustees
without a meeting by a declaration in writing subscribed to by a specified
number of shareholders. Upon liquidation or dissolution of the Fund,
shareholders of the Fund would be entitled to share pro rata in the net assets
of the Fund available for distribution to shareholders.

  The Trust's Declaration of Trust provides that, at any meeting of shareholders
of the Fund or the Trust, a Shareholder Servicing Agent may vote any shares as
to which such Shareholder Servicing Agent is the agent of record and which are
otherwise not represented in person or by proxy at the meeting, proportionately
in accordance with the votes cast by holders of all shares otherwise represented
at the meeting in person or by proxy as to which such Shareholder Servicing
Agent is the agent of record. Any shares so voted by a Shareholder Servicing
Agent will be deemed represented at the meeting for purposes of quorum
requirements.

  The Trust is an entity of the type commonly known as a "Massachusetts business
trust". Under Massachusetts law, shareholders of such a business trust may,
under certain circumstances, be held personally liable as partners for its
obligations. However, the risk of a shareholder incurring financial loss on
account of shareholder liability is limited to circumstances in which both
inadequate insurance existed and the Trust itself was unable to meet its
obligations.

                           PERFORMANCE INFORMATION
  From time to time the Trust may provide annualized "yield", "effective yield"
and "tax equivalent yield" quotations for the Fund in advertisements,
shareholder reports or other communications to shareholders and prospective
investors. The methods used to calculate the Fund's yield, effective yield and
tax equivalent yield are mandated by the Securities and Exchange Commission. The
"yield" of the Fund refers to the income generated by an investment in the Fund
over a seven day period (which period will be stated in any such advertisement
or communication). This income is then "annualized". That is, the amount of
income generated by the investment during that seven day period is assumed to be
generated each week over a 365 day period and is shown as a percentage of the
investment. The "effective yield" is calculated similarly, but when annualized
the income earned by the investment during that seven day period is assumed to
be reinvested. The effective yield will be slightly higher than the yield
because of the compounding effect of this assumed reinvestment. The "tax
equivalent yield" refers to the yield that a fully taxable money market fund
would have to generate, given a stated aggregate state and local income tax
rate, in order to produce an after-tax yield equivalent to that of the Fund. The
use of a tax equivalent yield allows investors to compare the yield of the Fund,
all or a significant portion of which is exempt from federal, New York State and
New York City personal income taxes, with yields of funds which are not so tax
exempt.

  Since these yield, effective yield and tax equivalent yield quotations are
based on historical earnings and since the Fund's yield, effective yield and tax
equivalent yield fluctuate from day to day, these quotations should not be
considered as an indication or representation of the Fund's yield, effective
yield or tax equivalent yield in the future. Any performance information should
be considered in light of the Fund's investment objective and policies,
characteristics and quality of the Fund's portfolio and the market conditions
during the time period indicated, and should not be considered to be
representative of what may be achieved in the future. From time to time the
Trust may also use comparative performance information in such an advertisement
or communication, including the performance of unmanaged indices, the
performance of the Consumer Price Index (as a measure for inflation), and data
from Lipper Analytical Services, Inc., Bank Rate MonitorTM, IBC/Donoghue's Money
Fund Report and other industry publications.

  Unlike some bank deposits or other investments which pay a fixed yield for a
stated period of time, the yield of the Fund varies based on the type, quality
and maturities of the obligations held for the Fund, fluctuations in short-term
interest rates, and changes in the expenses of the Fund. These factors and
possible differences in the methods used to calculate yields should be
considered when comparing the yield of the Fund to yields published for other
investment companies or other investment vehicles.

  A Shareholder Servicing Agent may charge its customers direct fees in
connection with an investment in the Fund, which will have the effect of
reducing the net return on the investment of customers of that Shareholder
Servicing Agent. Conversely, the Trust has been advised that certain Shareholder
Servicing Agents may credit to the accounts of their customers from whom they
are already receiving other fees amounts not exceeding such other fees or the
fees received by the Shareholder Servicing Agent from the Fund, which will have
the effect of increasing the net return on the investment of such customers of
those Shareholder Servicing Agents. Such customers may be able to obtain through
their Shareholder Servicing Agent quotations reflecting such decreased or
increased return.

  The yield, effective yield and tax equivalent yield of the Fund are not fixed
or guaranteed, and an investment in the Fund is not insured. The Trust's
Statement of Additional Information with respect to the Fund includes more
detailed information concerning the calculation of yield, effective yield and
tax equivalent yield quotations for the Fund.

SHAREHOLDER INQUIRIES
  All shareholder inquiries should be directed to the Trust, 6 St. James
Avenue, Boston, Massachusetts 02116.

  GENERAL AND ACCOUNT INFORMATION                 (800) 782-8183 (TOLL FREE)
                             --------------------

  The Trust's Statement of Additional Information, dated May 22, 1996, with
respect to the Fund contains more detailed information about the Fund, including
information related to (i) the Fund's investment restrictions, (ii) the Trustees
and officers of the Trust and the Adviser and Sponsor of the Fund, (iii)
portfolio transactions, (iv) the Fund's shares, including rights and liabilities
of shareholders, and (v) additional yield information, including the method used
to calculate the annualized yield, effective yield and tax equivalent yield of
the Fund.
<PAGE>
                                                                    APPENDIX A

                     DESCRIPTION OF MUNICIPAL OBLIGATIONS
  There are four major varieties of state and municipal notes: Tax and Revenue
Anticipation Notes ("TRANs"); Tax Anticipation Notes ("TANs"); Revenue
Anticipation Notes ("RANs"); and Bond Anticipation Notes ("BANs").

  TRANs, TANs and RANs are issued by states, municipalities and other tax-exempt
issuers to finance short-term cash needs or, occasionally, to finance
construction. Most TRANs, TANs and RANs are general obligations of the issuing
entity payable from taxes or designated revenues, respectively, expected to be
received within the related fiscal period.

  BANs are issued with the expectation that principal and interest of the
maturing notes will be paid out of proceeds from notes or bonds to be issued
concurrently or at a later date. BANs are issued by both general obligation and
revenue bond issuers usually to finance such items as land acquisition, facility
acquisition and/or construction and capital improvement projects.

  Municipal bonds are debt obligations of states, cities, counties,
municipalities and municipal agencies and authorities (all of which are
generally referred to as "municipalities") which generally have a maturity at
the time of issue of one year or more and which are issued to raise funds for
various public purposes such as construction of a wide range of public
facilities, to refund outstanding obligations and to obtain funds for
institutions and facilities.

  The two principal classifications of municipal bonds are "general obligation"
and "revenue" bonds. General obligation bonds are secured by the issuer's pledge
of its full faith, credit and taxing power for the payment of principal and
interest. Issuers of general obligation bonds include states, counties, cities,
towns and other governmental units. The principal of, and interest on, revenue
bonds are payable from the income of specific projects or authorities and
generally are not supported by the issuer's general power to levy taxes. In some
cases, revenues derived from specific taxes are pledged to support payments on a
revenue bond.

  In addition, certain kinds of industrial development bonds ("IDBs") are issued
by or on behalf of public authorities to provide funding for various privately
operated industrial facilities such as warehouse, office, plant and store
facilities, and environmental and pollution control facilities. Interest on the
IDBs is generally exempt, with certain exceptions, from federal income tax
pursuant to Section 103(a) of the Internal Revenue Code, provided the issuer and
corporate obligor thereof continue to meet certain conditions. IDBs are, in most
cases, revenue bonds and do not generally constitute the pledge of the credit of
the issuer of such bonds. The payment of the principal and interest on IDBs
usually depends solely on the ability of the user of the facilities financed by
the bonds or other guarantor to meet its financial obligations and, in certain
instances, the pledge of real and personal property as security for payment. In
the case of many IDBs, there is no established secondary market for their
purchase or sale and therefore they may not be readily marketable. However, the
IDBs or the participation interests in IDBs purchased by the Fund will have
liquidity because they generally will be supported by demand features to "high
quality" banks, insurance companies or other financial institutions which may be
exercised by the Fund. In some cases, these demand features may not be
exercisable in the event of a default on the underlying IDB. (See "Investment
Objective, Policies and Restrictions -- Variable Rate Instruments and
Participation Interests" in the Statement of Additional Information.)

                           DESCRIPTION OF RATINGS*
  The ratings of Moody's Investors Service, Inc., Standard & Poor's Corporation
and Fitch Investors Service, Inc. represent their opinions as to the quality of
various debt obligations. It should be emphasized, however, that ratings are not
absolute standards of quality. Consequently, Municipal Obligations with the same
maturity, coupon and rating may have different yields while Municipal
Obligations of the same maturity and coupon with different ratings may have the
same yield.

- ----------
*As described by the rating agencies. Ratings are generally given to securities
 at the time of issuance. While the rating agencies may from time to time revise
 such ratings, they undertake no obligation to do so.
<PAGE>

               DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S
                     TWO HIGHEST LONG-TERM DEBT RATINGS:
  Aaa -- Bonds which are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and generally are referred to as
"gilt edge". Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.

  Aa -- Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what generally are known as
high grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities, or fluctuation of
protective elements may be of greater amplitude, or there may be other elements
present which make the long-term risks appear somewhat larger than in Aaa
securities.

        Note: Those bonds in the Aa group which Moody's believes
              possess the strongest investment attributes are
              designated by the symbol Aa 1.

          DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S TWO HIGHEST
                      RATINGS OF STATE AND MUNICIPAL NOTES:
  Moody's ratings for state and municipal short-term obligations will be
designated Moody's Investment Grade ("MIG"). Such ratings recognize the
differences between short-term credit risk and long-term risk. Factors affecting
the liquidity of the borrower and short-term cyclical elements are critical in
short-term ratings, while other factors of major importance in bond risk, such
as long-term secular trends, may be less important over the short run. A
short-term rating may also be assigned on an issue having a demand feature. Such
ratings will be designated as "VMIG" or, if the demand feature is not rated, as
"NR". Short-term ratings on issues with demand features are differentiated by
the use of the "VMIG" symbol to reflect such characteristics as payment upon
periodic demand rather than fixed maturity dates and payment relying on external
liquidity. Additionally, investors should be alert to the fact that the source
of payment may be limited to the external liquidity with no or limited legal
recourse to the issuer in the event the demand is not met. Symbols used are as
follows:

  MIG 1/VMIG 1 -- Notes bearing this designation are of the best quality, with
strong protection from established cash flows, superior liquidity support or
demonstrated broad-based access to the market for refinancing.

  MIG 2/VMIG 2 -- Notes bearing this designation are of high quality, with
margins of protection ample although not so large as in the preceding group.

                DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S
                      TWO HIGHEST COMMERCIAL PAPER RATINGS:
  Moody's commercial paper ratings are opinions of the ability of issuers to
repay punctually senior short-term debt obligations not having an original
maturity in excess of one year.

  Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of senior short-term debt obligations. Prime-1 repayment
capacity will normally be evidenced by the following characteristics: (1)
leading market positions in well established industries; (2) high rates of
return on funds employed; (3) conservative capitalization structures with
moderate reliance on debt and ample asset protection; (4) broad margins in
earnings coverage of fixed financial charges and high internal cash generation;
and (5) well established access to a range of financial markets and assured
sources of alternate liquidity.

  Issuers rated PRIME-2 (or related supporting institutions) have a strong
capacity for repayment of senior short-term debt obligations. This will normally
be evidenced by many of the characteristics cited above but to a lesser degree.
Earnings trends and coverage ratios, while sound, will be more subject to
variation. Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.

                 DESCRIPTION OF STANDARD & POOR'S CORPORATION'S
                       TWO HIGHEST LONG-TERM DEBT RATINGS:
  AAA -- Debt rated AAA has the highest rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

  AA -- Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in small degree.

  Plus (+) or Minus (-): The AA rating may be modified by the addition of a plus
or minus sign to show relative standing within the AA rating category.

           DESCRIPTION OF STANDARD & POOR'S CORPORATION'S TWO HIGHEST
                      RATINGS OF STATE AND MUNICIPAL NOTES:
  A Standard & Poor's note rating reflects the liquidity concerns and market
access risks unique to notes. Notes due in three years or less will likely
receive a note rating. Notes maturing beyond three years will most likely
receive a long-term debt rating. The following criteria will be used in making
that assessment:

  -- Amortization schedule (the larger the final maturity relative to other
     maturities the more likely it will be treated as a note).

  -- Source of payment (the more dependent the issue is on the market for its
     refinancing, the more likely it will be treated as a note).

  Note rating symbols are as follows:

  SP-1 -- Very strong or strong capacity to pay principal and interest.
          Those issues determined to possess overwhelming safety
          characteristics are given a plus (+) designation.

  SP-2 -- Satisfactory capacity to pay principal and interest.

                 DESCRIPTION OF STANDARD & POOR'S CORPORATION'S
                      TWO HIGHEST COMMERCIAL PAPER RATINGS:
  A Standard & Poor's commercial paper rating is a current assessment of the
likelihood of timely payment of debt having an original maturity of no more than
365 days.

  A -- Issues assigned this highest rating are regarded as having the greatest
capacity for timely payment. Issues in this category are delineated with the
numbers 1, 2 and 3 to indicate the relative degree of safety.

  A-1 -- This designation indicates that the degree of safety regarding timely
payment is either overwhelming or very strong. Those issues determined to
possess overwhelming safety characteristics are denoted with a plus (+) sign
designation.

  A-2 -- Capacity for timely payment on issues with this designation is strong.
However, the relative degree of safety is not as high as for issues designated
A-1.

          DESCRIPTION OF STANDARD & POOR'S CORPORATION'S DUAL RATINGS:
  Standard & Poor's assigns "dual" ratings to all long-term debt issues that
have as part of their provisions a demand or double feature.

  The first rating addresses the likelihood of repayment of principal and
interest as due, and the second rating addresses only the demand feature. The
long-term debt rating symbols are used for bonds to denote the long-term
maturity and the commercial paper rating symbols are used to denote the put
option (for example, "AAA/A-1+"). For demand notes, the note rating symbols are
used with the commercial paper symbols (for example, "SP-1+/A-1+").

                 DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S
                            TWO HIGHEST BOND RATINGS:
  The rating takes into consideration special features of the issue, its
relationship to other obligations of the issuer, the current and prospective
financial condition and operating performance of the issuer and any guarantor,
as well as the economic and political environment that might affect the issuer's
future financial strength and credit quality.

  AAA -- Bonds considered to be investment grade and of the highest credit
quality. The obligor has an exceptionally strong ability to pay interest and
repay principal, which is unlikely to be affected by reasonably foreseeable
events.

  AA -- Bonds considered to be investment grade and of very high credit quality.
The obligor's ability to pay interest and repay principal is very strong,
although not quite as strong as bonds rated "AAA". Because bonds rated in the
"AAA" and "AA" categories are not significantly vulnerable to foreseeable future
developments, short-term debt of these issuers is generally rated "F-1+".

  Plus (+) or Minus (-): The AA rating may be modified by the addition of a plus
or minus sign to show relative standing within the AA rating category.

           DESCRIPTION OF FITCH INVESTORS SERVICE, INC'S THREE HIGHEST
                      RATINGS OF STATE AND MUNICIPAL NOTES:
  The short-term rating places greater emphasis than a long-term rating on the
existence of liquidity necessary to meet the issuer's obligations in a timely
manner.

  F-1+ -- Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

  F-1 -- Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
"F-1+".

  F-2 -- Good Credit Quality. Issues assigned this rating have a satisfactory
degree of assurance for timely payment, but the margin of safety is not as great
as for issues assigned "F-1+" and "F-1" ratings.

                 DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S
                     THREE HIGHEST COMMERCIAL PAPER RATINGS:
  The short-term rating places greater emphasis than a long-term rating on the
existence of liquidity necessary to meet the issuer's obligations in a timely
manner.

  F-1+ -- Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

  F-1 -- Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
"F-1+".

  F-2 -- Good Credit Quality. Issues assigned this rating have a satisfactory
degree of assurance for timely payment, but the margin of safety is not as great
as for issues assigned "F-1+" and "F-1" ratings.


<PAGE>
                                                                    APPENDIX B
                       TAXABLE EQUIVALENT YIELD TABLES
    The tables below show the approximate taxable yields which are equivalent to
tax-exempt yields, for the ranges indicated, under (i) federal and New York
State personal income tax laws, and (ii) federal, New York State and New York
City personal income tax laws, in each case based upon the applicable 1995
rates. Such yields may differ under the laws applicable to subsequent years if
the effect of any such law is to change any tax bracket or the amount of taxable
income which is applicable to a tax bracket. Separate calculations, showing the
applicable taxable income brackets, are provided for investors who file single
returns and for those investors who file joint returns. For cases in which two
or more state (or city) brackets fall within a federal bracket, the highest
state (or city) bracket is combined with the federal bracket. The combined
income tax brackets shown reflect the fact that state and city income taxes are
currently deductible as an itemized deduction for federal tax purposes (however,
a taxpayer's itemized deductions may be subject to an overall limitation, the
effect of which has not been taken into account in preparing these tables).

<TABLE>
<CAPTION>
                                           FEDERAL AND NEW YORK STATE TABLE
- -----------------------------------------------------------------------------------------------------------------------------------
            TAXABLE INCOME*                                                         TAX-EXEMPT YIELD
- ---------------------------------------    INCOME     -----------------------------------------------------------------------------
      SINGLE               JOINT             TAX      2.00%   2.50%   3.00%   3.50%   4.00%   4.50%   5.00%  5.50%   6.00%   6.50%
      RETURN               RETURN         BRACKET**                         EQUIVALENT TAXABLE YIELD
- -------------------  ------------------  -----------  -----------------------------------------------------------------------------
<S>        <C>        <C>      <C>         <C>        <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>     <C>   
  $      0-$ 23,350   $      0-$ 39,000    21.45%     2.55%   3.18%   3.82%   4.46%   5.09%   5.73%   6.37%   7.00%   7.64%   8.27%
  $ 23,351-$ 56,550   $ 39,001-$ 94,250    33.47%     3.01%   3.76%   4.51%   5.26%   6.01%   6.76%   7.52%   8.27%   9.02%   9.77%
  $ 56,551-$117,950   $ 94,251-$143,600    36.24%     3.14%   3.92%   4.71%   5.49%   6.27%   7.06%   7.84%   8.63%   9.41%  10.19%
  $117,951-$256,500   $143,601-$256,500    40.86%     3.38%   4.23%   5.07%   5.92%   6.76%   7.61%   8.45%   9.30%  10.15%  10.99%
      Over $256,500       Over $256,500    44.19%     3.58%   4.48%   5.38%   6.27%   7.17%   8.06%   8.96%   9.85%  10.75%  11.65%
<FN>
- ----------
 *Net amount subject to federal and New York State personal income tax after deductions and exemptions.
**Effective combined federal and state tax bracket. This table does not take into account: (i) any taxes other than the regular
  federal income tax and the regular New York State personal income tax; or (ii) the New York State tax table benefit recapture
  tax. Also, it is assumed that: (i) there are no federal or New York State minimum taxes applicable; (ii) a shareholder has no
  net capital gain; and (iii) a shareholder's taxable income for federal income tax purposes is the same as his or her taxable
  income for New York State income tax purposes. Also, this table does not reflect the fact that, due to factors including the
  federal phase-out of personal exemptions and reduction of certain itemized deductions for taxpayers whose adjusted gross income
  exceed specified thresholds, a shareholder's effective marginal tax rate may differ from his or her tax bracket rate.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                              FEDERAL, NEW YORK STATE AND NEW YORK CITY TABLE
- -----------------------------------------------------------------------------------------------------------------------------------
            TAXABLE INCOME*                                                         TAX-EXEMPT YIELD
- ---------------------------------------    INCOME     -----------------------------------------------------------------------------
      SINGLE               JOINT             TAX      2.00%   2.50%   3.00%   3.50%   4.00%   4.50%   5.00%  5.50%   6.00%   6.50%
      RETURN               RETURN         BRACKET**                         EQUIVALENT TAXABLE YIELD
- -------------------  ------------------  -----------  -----------------------------------------------------------------------------
<S>        <C>        <C>      <C>         <C>        <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>     <C>   
  $      0   23,350   $      0-$ 39,000    25.19%     2.67%   3.34%   4.01%   4.68%   5.35%   6.02%   6.68%   7.35%   8.02%   8.69%
  $ 23,351-$ 56,550   $ 39,001-$ 94,250    36.64%     3.16%   3.96%   4.73%   5.52%   6.31%   7.10%   7.89%   8.68%   9.47%  10.26%
  $ 56,551-$117,950   $ 94,251-$143,600    37.32%     3.30%   4.12%   4.94%   5.77%   6.59%   7.42%   8.24%   9.06%   9.89%  10.71%
  $117,951-$256,500   $143,601-$256,500    43.71%     3.55%   4.44%   5.33%   6.22%   7.11%   7.99%   8.88%   9.77%  10.66%  11.55%
      Over $256,500       Over $256,500    46.88%     3.77%   4.71%   5.65%   6.59%   7.53%   8.47%   9.41%  10.35%  11.30%  12.24%
<FN>
- ----------
 *Net amount subject to federal, New York State and New York City personal income tax after deductions and exemptions.
**Effective combined federal, state and city tax bracket. This table does not take into account: (i) any taxes other than the
  regular federal income tax, the regular New York State personal income tax, and the regular New York City personal income tax
  (including the temporary tax surcharge and the additional tax); or (ii) the New York State tax table benefit recapture tax.
  Also, it is assumed that: (i) there are no federal, state or city minimum taxes applicable; (ii) a shareholder has no net
  capital gain; and (iii) a shareholder's taxable income for federal income tax purposes is the same as his or her income for
  state and city tax purposes. Also, this table does not reflect the fact that, due to factors including the federal phase-out of
  personal exemptions and reduction of certain itemized deductions for taxpayers whose adjusted gross income exceed specified
  thresholds, a shareholder's effective marginal tax rate may differ from his or her tax bracket rate.
</TABLE>

    While it is expected that most of the dividends paid to the shareholders of
the Fund will be exempt from federal, New York State and New York City personal
income taxes, portions of such dividends from time to time may be subject to
such taxes.
<PAGE>
REPUBLIC
- --------------------------------------------------------------------------------
NEW YORK TAX FREE
- --------------------------------------------------------------------------------
MONEY MARKET FUND
- --------------------------------------------------------------------------------
ADVISER CLASS



INVESTMENT ADVISER
Republic National Bank of New York
452 Fifth Avenue
New York, NY 10018

ADMINISTRATOR, DISTRIBUTOR AND SPONSOR
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, MA 02116
(617) 423-0800

CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183

INDEPENDENT AUDITORS
KPMG Peat Marwick
99 High Street
Boston, MA 02110

LEGAL COUNSEL
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005

SHAREHOLDER SERVICING AGENTS
Republic National Bank of New York
Republic Bank For Savings
452 Fifth Avenue
New York, NY 10018
(800) 782-8183


RF2Y Class(5/96)

<PAGE>

REPUBLIC
- ------------------------------------------------------------------------------
U.S. GOVERNMENT
- ------------------------------------------------------------------------------
MONEY MARKET FUND
- ------------------------------------------------------------------------------
ADVISER CLASS




PROSPECTUS
MAY 22, 1996

<PAGE>

REPUBLIC U.S. GOVERNMENT
MONEY MARKET FUND -- ADVISER CLASS
SIX ST. JAMES AVENUE, BOSTON, MASSACHUSETTS 02116
- ------------------------------------------------------------------------------
ACCOUNT AND GENERAL INFORMATION: (800) 782-8183 (TOLL FREE)

  Republic U.S. Government Money Market Fund (the "Fund") is a series
(portfolio) of the Republic Funds (the "Trust"), an open-end management
investment company which currently consists of six portfolios, each of which has
different and distinct investment objectives and policies. Class Y shares of the
Fund (the "Shares") are being offered by this Prospectus. Shares are being
offered primarily to clients of Republic National Bank of New York ("Republic"
or the "Manager") and its affiliates for which Republic or its affiliate
exercises investment discretion. The Trust offers one other class of shares of
the Fund pursuant to a separate prospectus. Republic continuously manages the
investment portfolio of the Fund.

  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income as is consistent with the
preservation of capital. The Fund is a type of mutual fund commonly referred to
as a "money market fund". The Trust seeks to achieve the investment objective of
the Fund by investing the assets of the Fund in obligations issued or guaranteed
by the U.S. Government or its agencies or instrumentalities with maturities of
397 days or less, and repurchase agreements. There can be no assurance that the
investment objective of the Fund will be achieved.

  AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, REPUBLIC OR ANY OTHER BANK, AND THE SHARES ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD,
OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND IS SUBJECT TO INVESTMENT RISKS,
INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. THERE CAN BE NO
ASSURANCE THAT THE FUND WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF
$1.00 PER SHARE.

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

  Investors should read this Prospectus and retain it for future reference.

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

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

                 THE DATE OF THIS PROSPECTUS IS MAY 22, 1996


<PAGE>
  Shares of the Fund are continuously offered for sale at net asset value with
no sales charge by Signature Broker-Dealer Services, Inc. ("Signature" or the
"Distributor") to customers of a financial institution, such as a federal or
state-chartered bank, trust company or savings and loan association, that has
entered into a shareholder servicing agreement with the Trust (each a
"Shareholder Servicing Agent"). At present, the only Shareholder Servicing
Agents are Republic and its affiliates.

  AN INVESTOR SHOULD OBTAIN FROM HIS SHAREHOLDER SERVICING AGENT, AND SHOULD
READ IN CONJUNCTION WITH THIS PROSPECTUS, THE MATERIALS PROVIDED BY THE
SHAREHOLDER SERVICING AGENT DESCRIBING THE PROCEDURES UNDER WHICH SHARES OF THE
FUND MAY BE PURCHASED AND REDEEMED THROUGH SUCH SHAREHOLDER SERVICING AGENT.

  This Prospectus sets forth concisely the information concerning the Fund that
a prospective investor ought to know before investing. The Trust has filed with
the Securities and Exchange Commission a Statement of Additional Information,
dated May 22, 1996, with respect to the Fund, containing additional and more
detailed information about the Fund and is hereby incorporated by reference into
this Prospectus. An investor may obtain a copy of this Statement of Additional
Information without charge by contacting the Distributor or his Shareholder
Servicing Agent (see back cover for addresses and phone numbers).
<PAGE>
                                   HIGHLIGHTS

THE FUND                                                                 PAGE 1
  Republic U.S. Government Money Market Fund (the "Fund") is a separate series
(portfolio) of the Republic Funds (the "Trust"), a Massachusetts business trust
organized on April 22, 1987, which currently consists of six funds, each of
which has different and distinct investment objectives and policies.

INVESTMENT OBJECTIVE AND POLICIES                                        PAGE 6
  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income as is consistent with the
preservation of capital. The Trust seeks to achieve the investment objective of
the Fund by investing the assets of the Fund in obligations issued or guaranteed
by the U.S. Government or its agencies or instrumentalities and repurchase
agreements with respect to such obligations. There can be no assurance that the
investment objective of the Fund will be achieved.

MANAGEMENT OF THE TRUST                                                  PAGE 8
  Republic National Bank of New York ("Republic" or the "Adviser") acts as
investment adviser to the Fund. For its services, the Adviser receives from the
Fund a fee at the annual rate of 0.20% of the Fund's average daily net assets.

  Signature Broker-Dealer Services, Inc. ("Signature" or the "Sponsor") acts
as administrator and sponsor of the Fund. The Sponsor provides certain
management and administrative services to the Fund for which it receives from
the Fund a fee at the annual rate of 0.20% of the Fund's average daily net
assets. See "Management of the Trust."

PURCHASES AND REDEMPTIONS                                       PAGES 12 AND 15
  The Fund is a type of mutual fund commonly referred to as a "money market
fund". The net asset value of each of the Fund's shares is expected to remain
constant at $1.00, although this cannot be assured. See "Determination of Net
Asset Value" and "Dividends and Distributions".

  Shares of the Fund are continuously offered for sale by the Distributor at net
asset value (normally $1.00 per share) with no sales charge to customers of a
financial institution, such as a federal or state-chartered bank, trust company
or savings and loan association, that has entered into a shareholder servicing
agreement with the Trust (each a "Shareholder Servicing Agent"). At present, the
only Shareholder Servicing Agents are Republic and its affiliates. The minimum
initial investment is $1,000 and the minimum subsequent investment is $100. The
Trust offers to buy back (redeem) Shares from Shareholders of the Fund at any
time at net asset value. See "Purchase of Shares" and "Redemption of Shares".

DIVIDENDS AND DISTRIBUTIONS                                            PAGE 15
  The Trust declares all the Fund's net investment income daily as a dividend
to Fund shareholders and distributes all such dividends monthly. Any net
realized capital gains are distributed at least annually. See "Dividends and
Distributions".
<PAGE>
                                    FEE TABLE

  The following table provides (i) a summary of expenses relating to purchases
and sales of Fund Shares, and the aggregate annual operating expenses of the
Fund, as a percentage of average net assets of the Fund during the Fund's last
completed fiscal year, and (ii) an example illustrating the dollar cost of such
expenses on a $1,000 investment in Fund Shares. Historical information in the
expense table regarding investment advisory and administrative services fees has
been restated to reflect expected fee waivers for the current fiscal year.

  Shareholder Transaction Expenses ..............................         None
  Annual Fund Operating Expenses
    Investment Advisory Fee after waiver* .......................        0.10%
    Distribution Fees (Rule 12b-1 fees) .........................         None
    Other Expenses after waiver** ...............................        0.30%
                                                                         ----
      -- Administrative Services Fee after waiver**         0.12%
      -- Other Operating Expenses ......................... 0.18%

  Total Fund Operating Expenses after expense limitation and fee
    waivers*** ..................................................        0.40%
                                                                         ==== 
- ----------
  *Investment Advisory Fee is shown net of expected waiver for the current
   fiscal year. Without such waiver, such fee would be equal on an annual basis
   to 0.20% of the Fund's average net assets.

 **Other Expenses and the Administrative Services Fee are shown net of expected
   fee waiver for the current fiscal year. Without such waiver, the
   Administrative Services Fee and Other Expenses would be equal on an annual
   basis to 0.20% and 0.38%, respectively, of the Fund's average net assets.

***Total Fund Operating Expenses are shown net of a voluntary expense limitation
   and expected fee waivers. Without such voluntary expense limitation and
   expected fee waivers, the Total Fund Operating Expenses would be equal on an
   annual basis to 0.58% of the Fund's average net assets. There can be no
   assurance that expenses will be reimbursed or waived in the future.

EXAMPLE
  A shareholder of the Fund would pay the following expenses on a $1,000
investment in Fund Shares, assuming (1) 5% annual return and (2) redemption at
the end of:

       1 year ...................................................          $ 4
       3 years ..................................................          $13
       5 years ..................................................          $22
      10 years ..................................................          $51

  The purpose of the expense table provided above is to assist investors in
understanding the various costs and expenses that a shareholder will bear
directly or indirectly. For a more detailed discussion of the costs and expenses
of investing in the Fund, see "Management of the Trust."

  Some Shareholder Servicing Agents may impose certain conditions on their
customers, subject to the terms of this Prospectus, in addition to or different
from those imposed by the Trust, such as requiring a minimum initial investment
or charging their customers a direct fee for their services. The effect of any
such fees will be to reduce the net return on the investment of customers of
that Shareholder Servicing Agent. Each Shareholder Servicing Agent has agreed to
transmit to shareholders who are its customers appropriate written disclosure of
any transaction fees that it may charge them directly at least 30 days before
the imposition of any such charge.

  THE EXAMPLE SET FORTH ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OF THE FUND; ACTUAL EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.

                        INVESTMENT OBJECTIVE AND POLICIES
INVESTMENT OBJECTIVE
  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income as is consistent with the
preservation of capital. There can be no assurance that the investment objective
of the Fund will be achieved. The investment objective of the Fund may be
changed without approval by the Fund's shareholders. If there is a change in the
investment objective of the Fund, shareholders should consider whether the Fund
remains an appropriate investment in light of their then-current financial
position and needs.

INVESTMENT POLICIES
  The Trust seeks to achieve the investment objective of the Fund by investing
at least 65% of the assets of the Fund in debt obligations issued or guaranteed
by the U.S. Government, its agencies or instrumentalities, commitments to
purchase such obligations, and repurchase agreements collateralized by such
obligations. All investments on behalf of the Fund (i.e., 100% of the Fund's
investments) mature or are deemed to mature within 397 days from the date of
acquisition and the average maturity of the investments held in the Fund's
portfolio (on a dollar-weighted basis) is 90 days or less. The Fund invests in
obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities which are subject to repurchase agreements with recognized
securities dealers and banks.

U.S. GOVERNMENT SECURITIES
  The Fund invests in obligations of, or guaranteed by, the U.S. Government, its
agencies or instrumentalities. These include issues of the U.S. Treasury, such
as bills, notes and bonds, and issues of agencies and instrumentalities
established under the authority of an Act of Congress. Some of the latter
category of obligations are supported by the "full faith and credit" of the
United States, others are supported by the right of the issuer to borrow from
the U.S. Treasury, and still others are supported only by the credit of the
agency or instrumentality. Examples of each of the three types of obligations
described in the preceding sentence are (i) obligations guaranteed by the
Export-Import Bank of the United States, (ii) obligations of the Federal
National Mortgage Association, and (iii) obligations of the Student Loan
Marketing Association, respectively.

REPURCHASE AGREEMENTS
  A repurchase agreement arises when a buyer purchases an obligation and
simultaneously agrees with the vendor to resell the obligation to the vendor at
an agreed-upon price and time, which is usually not more than seven days from
the date of purchase. The resale price of a repurchase agreement is greater than
the purchase price, reflecting an agreed-upon market rate which is effective for
the period of time the buyer's funds are invested in the obligation and which is
not related to the coupon rate on the purchased obligation. Obligations serving
as collateral for each repurchase agreement are delivered to the Fund's
custodian bank either physically or in book entry form and the collateral is
marked to the market daily to ensure that each repurchase agreement is fully
collateralized at all times. A buyer of a repurchase agreement runs a risk of
loss if, at the time of default by the issuer, the value of the collateral
securing the agreement is less than the price paid for the repurchase agreement.
If the vendor of a repurchase agreement becomes bankrupt, the Trust might be
delayed, or may incur costs or possible losses of principal and income, in
selling the collateral on behalf of the Fund. The Trust may enter into
repurchase agreements on behalf of the Fund only with a vendor which is a member
bank of the Federal Reserve System or which is a "primary dealer" (as designated
by the Federal Reserve Bank of New York) in U.S. Government obligations. The
restrictions and procedures described above which govern the investment of the
Fund's assets in repurchase obligations are designed to minimize the Fund's risk
of losses from those investments. Repurchase agreements are considered
collateralized loans under the Investment Company Act of 1940, as amended (the
"1940 Act").

  The Trust may, in the future, seek to achieve the Fund's investment objective
by investing all of its assets in a no-load, open-end management investment
company having the same investment objective and policies and substantially the
same investment restrictions as those applicable to the Fund. In such event, the
Fund's Investment Advisory Contract would be terminated and the administrative
services fees paid by the Fund would be reduced. Such investment would be made
only if the Trustees of the Trust believe that the aggregate per share expenses
of the Fund and such other investment company will be less than or approximately
equal to the expenses which the Fund would incur if the Trust were to continue
to retain the services of an investment adviser for the Fund and the assets of
the Fund were to continue to be invested directly in portfolio securities.

  The investment policies of the Fund as described above may be changed by the
Board of Trustees of the Trust without approval by the shareholders of the Fund.
The Statement of Additional Information includes a further discussion of
investment policies and a listing of the specific investment restrictions which
govern the investment policies of the Fund, including a restriction that not
more than 10% of the Fund's net assets may be invested in securities that are
not readily marketable, such as repurchase agreements maturing in more than
seven days. Although the Trust currently does not borrow on behalf of the Fund
for the purpose of leveraging, these restrictions permit the Trust to borrow
money on behalf of the Fund for certain other purposes in amounts up to 33 1/3%
of the Fund's net assets (although no securities will be purchased for the Fund
at any time at which borrowings exceed 5% of the Fund's total assets taken at
market value). These specific investment restrictions may not be changed without
the approval of Fund shareholders. If a percentage restriction (other than a
restriction as to borrowing) or a rating restriction on investment or
utilization of assets is adhered to at the time an investment is made, or assets
are so utilized, a later change in percentage resulting from changes in the
value of the Fund's portfolio securities is not considered a violation of
policy.

                             MANAGEMENT OF THE TRUST

  The business and affairs of the Fund are managed under the direction of the
Board of Trustees of the Trust. The Trustees are Frederick C. Chen, Alan S.
Parsow, Larry M. Robbins and Michael Seely. Additional information about the
Trustees, as well as the Trust's executive officers, may be found in the
Statement of Additional Information under the caption "Management of the Trust
- -- Trustees and Officers".

THE ADVISER
  Republic serves as investment adviser to the Fund. Prior to October 14, 1994
Republic Asset Management Corporation advised the Fund. The Adviser manages the
investment and reinvestment of the assets of the Fund and continuously reviews,
supervises and administers the Fund's investments pursuant to an Investment
Advisory Contract (the "Investment Advisory Contract"). Subject to such policies
as the Board of Trustees may determine, the Adviser places orders for the
purchase and sale of the Fund's investments directly with brokers or dealers
selected by it in its discretion. The Adviser does not place orders with the
Distributor. For its services under the Investment Advisory Contract, the
Adviser receives from the Fund a fee, payable monthly, at the annual rate of
0.20% of the Fund's average daily net assets.

  Republic is a wholly-owned subsidiary of Republic New York Corporation, a
registered bank holding company. As of December 31, 1995, Republic was the 20th
largest bank holding company in the United States measured by assets and the
19th largest commercial bank measured by shareholder equity. Republic or an
affiliate of Republic serves as investment adviser to the other series of the
Trust. Republic currently provides investment advisory services for individuals,
trusts, estates and institutions.

  Republic and its affiliates deal, trade and invest for their own accounts in
U.S. Government obligations and are dealers of various types of U.S. Government
obligations. Republic and its affiliates may sell U.S. Government obligations
to, and purchase them from, other investment companies sponsored by Signature.
The Adviser does not invest any Fund assets in any U.S. Government obligation
purchased from itself or any affiliate, although under certain circumstances
such obligations may be purchased from other members of an underwriting
syndicate in which Republic or an affiliate is a non-principal member. This
restriction should not limit the amount or type of U.S. Government obligations
available to be purchased for the Fund. The Adviser has informed the Trust that,
in making its investment decisions, it does not obtain or use material inside
information in the possession of any division or department of Republic or in
the possession of any affiliate of Republic.

  Based upon the advice of counsel, Republic believes that the performance of
investment advisory and other services for the Fund will not violate the
Glass-Steagall Act or other applicable banking laws or regulations. However,
future statutory or regulatory changes, as well as future judicial or
administrative decisions and interpretations of present and future statutes and
regulations, could prevent Republic from continuing to perform such services for
the Fund. If Republic were prohibited from acting as investment adviser to the
Fund, it is expected that the Board of Trustees would recommend to Fund
shareholders approval of a new investment advisory agreement with another
qualified investment adviser selected by the Board or that the Board would
recommend other appropriate action. If Republic were prohibited from acting as a
Shareholder Servicing Agent for the Fund, the Trust would seek alternative means
of providing such services.

  Pursuant to a license agreement between the Trust and Republic dated October
6, 1994, the Trust may continue to use in its name "Republic" only if Republic
does not request that the Trust change its name to eliminate all reference to
"Republic" upon the expiration or earlier termination of any investment advisory
agreement between the Trust and Republic.

THE DISTRIBUTOR AND SPONSOR
  Signature acts as sponsor and distributor to the Fund under a Distribution
Contract. Signature and its affiliates also serve as administrator or
distributor to other investment companies. Signature is a wholly owned
subsidiary of Signature Financial Group, Inc.

ADMINISTRATOR
  Pursuant to an Administrative Services Contract, Signature provides the Trust
with general office facilities and supervises the overall administration of the
Trust and the Fund, including, among other responsibilities, the negotiation of
contracts and fees with, and the monitoring of performance and billings of, the
independent contractors and agents of the Trust; the preparation and filing of
all documents required for compliance by the Trust with applicable laws and
regulations; and arranging for the maintenance of books and records of the Trust
and the Fund. Signature provides persons satisfactory to the Board of Trustees
of the Trust to serve as officers of the Trust. Such officers, as well as
certain other employees and Trustees of the Trust, may be directors, officers or
employees of Signature or its affiliates. For these services and facilities,
Signature receives from the Fund fees payable monthly at an annual rate of 0.20%
of the Fund's average daily net assets.

TRANSFER AGENT AND CUSTODIAN
  The Trust has entered into a Transfer Agency Agreement with Investors Bank &
Trust Company ("IBT"), pursuant to which IBT acts as transfer agent for the Fund
(the "Transfer Agent"). The Transfer Agent maintains an account for each
shareholder of the Fund (unless such account is maintained by the shareholder's
Shareholder Servicing Agent or securities broker), performs other transfer
agency functions, and acts as dividend disbursing agent for the Fund. Pursuant
to a Custodian Agreement, IBT also acts as the custodian of the Fund's assets
(the "Custodian"). The Custodian's responsibilities include safeguarding and
controlling the Fund's cash and securities, handling the receipt and delivery of
securities, determining income and collecting interest on the Fund's
investments, maintaining books of original entry for portfolio and fund
accounting and other required books and accounts, and calculating the daily net
asset value of shares of the Fund. Securities held for the Fund may be deposited
into the Federal Reserve-Treasury Department Book Entry System or the Depositary
Trust Company. The Custodian does not determine the investment policies of the
Fund or decide which securities will be purchased or sold for the Fund. Assets
of the Fund may, however, be invested in securities of the Custodian and the
Trust may deal with the Custodian as principal in securities transactions for
the Fund. For its services, IBT receives such compensation as may from time to
time be agreed upon by it and the Trust.

SHAREHOLDER SERVICING AGENTS
  The Trust has entered into a shareholder servicing agreement (a "Servicing
Agreement") with each Shareholder Servicing Agent pursuant to which a
Shareholder Servicing Agent, as agent for its customers, among other things:
answers customer inquiries regarding account status and history, the manner in
which purchases and redemptions of Shares may be effected and certain other
matters pertaining to the Fund; assists shareholders in designating and changing
dividend options, account designations and addresses; provides necessary
personnel and facilities to establish and maintain shareholder accounts and
records; assists in processing purchase and redemption transactions; arranges
for the wiring of funds; transmits and receives funds in connection with
customer orders to purchase or redeem shares; verifies and guarantees
shareholder signatures in connection with redemption orders and transfers and
changes in shareholder-designated accounts; furnishes (either separately or on
an integrated basis with other reports sent to a shareholder by a Shareholder
Servicing Agent) monthly and year-end statements and confirmations of purchases
and redemptions; transmits, on behalf of the Trust, proxy statements, annual
reports, updated prospectuses and other communications from the Trust to the
Fund's shareholders; receives, tabulates and transmits to the Trust proxies
executed by shareholders with respect to meetings of shareholders of the Fund or
the Trust; and provides such other related services as the Trust or a
shareholder may request.

  The Trust understands that some Shareholder Servicing Agents also may impose
certain conditions on their customers, subject to the terms of this Prospectus,
in addition to or different from those imposed by the Trust, such as requiring a
different minimum initial or subsequent investment, account fees (a fixed amount
per transaction processed), compensating balance requirements (a minimum dollar
amount a customer must maintain in order to obtain the services offered), or
account maintenance fees (a periodic charge based on a percentage of the assets
in the account or of the dividends paid on those assets). Each Shareholder
Servicing Agent has agreed to transmit to its customers who are holders of
Shares appropriate prior written disclosure of any fees that it may charge them
directly and to provide written notice at least 30 days prior to the imposition
of any transaction fees. Conversely, the Trust understands that certain
Shareholder Servicing Agents may credit to the accounts of their customers from
whom they are already receiving other fees amounts not exceeding such other fees
or the fees received by the Shareholder Servicing Agent from the Fund with
respect to those accounts.

  The Glass-Steagall Act prohibits certain financial institutions from engaging
in the business of underwriting securities of open-end investment companies,
such as shares of the Fund. The Trust engages banks as Shareholder Servicing
Agents on behalf of the Fund only to perform administrative and shareholder
servicing functions as described above. The Trust believes that the
Glass-Steagall Act should not preclude a bank from acting as a Shareholder
Servicing Agent. There is presently no controlling precedent regarding the
performance of shareholder servicing activities by banks. Future changes in
either federal statutes or regulations relating to the permissible activities of
banks, as well as future judicial or administrative decisions and
interpretations of present and future statutes and regulations, could prevent a
bank from continuing to perform all or part of its servicing activities. If a
bank were prohibited from so acting, its shareholder customers would be
permitted to remain Fund shareholders and alternative means for continuing the
servicing of such shareholders would be sought. In such event, changes in the
operation of the Fund might occur and a shareholder serviced by such bank might
no longer be able to avail himself of any automatic investment or other services
then being provided by such bank. The Trustees of the Trust do not expect that
shareholders of the Fund would suffer any adverse financial consequences as a
result of these occurrences.

OTHER EXPENSES
  The Fund bears all costs of its operations other than expenses specifically
assumed by the Distributor or the Adviser. See "Management of the Trust --
Expenses and Expense Limits" in the Statement of Additional Information.
Expenses attributable to the Shares shall be allocated to the Shares only. In
the event a particular expense is not reasonably allocable by class or to a
particular class, it shall be treated as a Fund expense or a Trust expense.
Trust expenses directly attributable to the Fund are charged to the Fund; other
expenses are allocated proportionately among all the series in the Trust in
relation to the net assets of each series.

                                CLASSES OF SHARES
  In addition to the Shares, the Trust currently offers one other class of
shares, the Class C shares, of the Fund pursuant to a separate prospectus. Class
C shares may have different class expenses, which may affect performance.
Investors may obtain information concerning other classes of shares of the Fund
directly from their Shareholder Servicing Agent, or by calling 1-800-782-8183.

                        DETERMINATION OF NET ASSET VALUE
  The net asset value of each of the Shares is determined on each day on which
the New York Stock Exchange is open for trading ("Fund Business Day"). This
determination is made once during each such day as of 12:00 noon, New York time,
by dividing the value of the Fund's net assets (i.e., the value of its assets
less its liabilities, including expenses payable or accrued) by the number of
Shares outstanding at the time the determination is made. It is anticipated that
the net asset value of each Share will remain constant at $1.00 (although no
assurance can be given that it will be so constant on a continuing basis) and
specific investment policies and procedures, including the use of the amortized
cost valuation method, are being employed to accomplish this result. Income
earned on the Fund's investments is accrued daily and the Net Income, as defined
under "Dividends and Distributions" on page 15, is declared each Fund Business
Day as a dividend.

                               PURCHASE OF SHARES
  Shares may be purchased through Shareholder Servicing Agents without a sales
load at their net asset value next determined after an order is received by a
Shareholder Servicing Agent if it is transmitted to and accepted by the
Distributor. Purchases are therefore effected on the same day the purchase order
is received by the Distributor provided such order is received prior to 12:00
noon, New York time, on any Fund Business Day. Shares purchased earn dividends
from and including the day the purchase is effected. It is anticipated that the
net asset value of $1.00 per Share will remain constant, and although no
assurance can be given that it will be so constant on a continuing basis,
specific investment policies and procedures are being employed to accomplish
this result. The Trust intends the Fund to be as fully invested at all times as
is reasonably practicable in order to enhance the yield on its assets. Each
Shareholder Servicing Agent is responsible for and required to promptly forward
orders for Shares to the Distributor.

  All purchase payments are invested in full and fractional Shares. The Trust
reserves the right to cease offering Shares for sale at any time or to reject
any order for the purchase of Shares of the Fund.

  An investor may purchase Shares by authorizing his Shareholder Servicing Agent
to purchase such Shares on his behalf through the Distributor.

  Exchange Privilege. By contacting his Shareholder Servicing Agent, a
shareholder may exchange some or all of his Shares for shares of an identical
class of one or more of the following investment companies at net asset value
without a sales charge: Republic New York Tax Free Bond Fund, Republic New York
Tax Free Money Market Fund, Republic Equity Fund and such other Republic Funds
or other registered investment companies for which Republic serves as investment
adviser as Republic may determine. An exchange may result in a change in the
number of Shares held, but not in the value of such Shares immediately after the
exchange. Each exchange involves the redemption of the Shares to be exchanged
and the purchase of the shares of the other Republic Fund.

  The exchange privilege (or any aspect of it) may be changed or discontinued
upon 60 days' written notice to shareholders and is available only to
shareholders in states in which such exchanges may be legally made. A
shareholder considering an exchange should obtain and read the prospectus of the
other Republic Fund and consider the differences in investment objectives and
policies before making any exchange.

  Shares are being offered only to customers of Shareholder Servicing Agents.
Shareholder Servicing Agents may offer services to their customers, including
specialized procedures for the purchase and redemption of Shares, such as
pre-authorized or automatic purchase and redemption programs and "sweep"
checking programs. Each Shareholder Servicing Agent may establish its own terms,
conditions and charges, including limitations on the amounts of transactions,
with respect to such services. Charges for these services may include fixed
annual fees, account maintenance fees and minimum account balance requirements.
The effect of any such fees will be to reduce the net return on the investment
of customers of that Shareholder Servicing Agent. Conversely, certain
Shareholder Servicing Agents may (although they are not required by the Trust to
do so) credit to the accounts of their customers from whom they are already
receiving other fees amounts not exceeding such other fees or the fees received
by the Shareholder Servicing Agent from the Fund, which will have the effect of
increasing the net return on the investment of such customers of those
Shareholder Servicing Agents.

  Shareholder Servicing Agents may transmit purchase payments on behalf of their
customers by wire directly to the Fund's custodian bank by following the
procedures described above.

  For further information on how to direct a Shareholder Servicing Agent to
purchase Shares, an investor should contact his Shareholder Servicing Agent (see
back cover for address and phone number).

                                RETIREMENT PLANS
  Shares are offered in connection with tax-deferred retirement plans.
Application forms and further information about these plans, including
applicable fees, are available from the Trust or the Sponsor upon request.
Recently enacted federal tax legislation has substantially affected the tax
treatment of contributions to certain retirement plans. Before investing in the
Fund through one or more of these plans, an investor should consult his or her
tax adviser.

INDIVIDUAL RETIREMENT ACCOUNTS
  Shares may be used as a funding medium for an IRA. An Internal Revenue
Service-approved IRA plan may be available from an investor's Shareholder
Servicing Agent. In any event, such a plan is available from the Sponsor naming
IBT, as custodian. The minimum initial investment for an IRA is $250; the
minimum subsequent investment is $100. IRAs are available to individuals who
receive compensation or earned income and their spouses whether or not they are
active participants in a tax-qualified or Government-approved retirement plan.
An IRA contribution by an individual who participates, or whose spouse
participates, in a tax-qualified or Government-approved retirement plan may not
be deductible depending upon the individual's income. Individuals also may
establish an IRA to receive a "rollover" contribution of distributions from
another IRA or a qualified plan. Tax advice should be obtained before planning a
rollover.

DEFINED CONTRIBUTION PLANS
  Investors who are self-employed may purchase Shares for retirement plans for
self-employed persons which are known as Defined Contribution Plans (formerly
Keogh or H.R. 10 Plans). Republic offers a prototype plan for Money Purchase and
Profit Sharing Plans.

SECTION 457 PLAN, 401(K) PLAN, 403(B) PLAN
  The Fund may be used as a vehicle for certain deferred compensation plans
provided for by Section 457 of the Code with respect to service for state
governments, local governments, rural electric cooperatives and political
subdivisions, agencies, instrumentalities and certain affiliates of such
entities. The Fund may also be used as a vehicle for both 401(k) plans and 403
(b) plans.

                              REDEMPTION OF SHARES

  A shareholder may redeem all or any portion of the Shares in his account at
any time at the net asset value (normally $1.00 per share) next determined after
a redemption order in proper form is furnished by the shareholder to his
Shareholder Servicing Agent, and is transmitted to and received by the Transfer
Agent. Redemptions are effected on the same day the redemption order is received
by the Transfer Agent provided such order is received prior to 12:00 noon, New
York time, on any Fund Business Day. Shares redeemed earn dividends up to and
including the day prior to the day the redemption is effected.

  The proceeds of a redemption are normally paid from the Fund in federal funds
on the Fund Business Day on which the redemption is effected, but in any event
within seven days. The right of any shareholder to receive payment with respect
to any redemption may be suspended or the payment of the redemption proceeds
postponed during any period in which the New York Stock Exchange is closed
(other than weekends or holidays) or trading on such Exchange is restricted or,
to the extent otherwise permitted by the 1940 Act, if an emergency exists. To be
in a position to eliminate excessive expenses, the Trust reserves the right to
redeem upon not less than 30 days' notice all Shares in an account which has a
value below $50. However, a shareholder will be allowed to make additional
investments prior to the date fixed for redemption to avoid liquidation of the
account.

  A shareholder may redeem Shares only by authorizing his Shareholder Servicing
Agent to redeem such Shares on his behalf (since the account and records of such
a shareholder are established and maintained by his Shareholder Servicing
Agent). For further information as to how to direct a Shareholder Servicing
Agent to redeem Shares, a shareholder should contact his Shareholder Servicing
Agent (see back cover for address and phone number).

SYSTEMATIC WITHDRAWAL PLAN
  Any shareholder who owns Shares with an aggregate value of $10,000 or more may
establish a Systematic Withdrawal Plan under which they redeem at net asset
value the number of full and fractional Shares which will produce the monthly,
quarterly, semi-annual or annual payments specified (minimum $50.00 per
payment). Depending on the amounts withdrawn, systematic withdrawals may deplete
the investor's principal. Investors contemplating participation in this Plan
should consult their tax advisers. No additional charge to the shareholder is
made for this service.

                           DIVIDENDS AND DISTRIBUTIONS

  The Net Income of the Fund, as defined below, is determined each Fund Business
Day (and on such other days as the Trustees deem necessary in order to comply
with Rule 22c-1 under the 1940 Act). This determination is made once during each
such day as of 12:00 noon, New York time. All the Net Income of the Fund so
determined is declared in shares of the Fund as a dividend to shareholders of
record at the time of such determination. Shares begin accruing dividends on the
day they are purchased. Dividends are distributed monthly on the last business
day of each month. Unless a shareholder elects to receive dividends in cash
(subject to the policies of the shareholder's Shareholder Servicing Agent or
securities broker), dividends are distributed in the form of additional shares
of the Fund at the rate of one share (and fraction thereof) of the Fund for each
one dollar (and fraction thereof) of dividend income.

  For this purpose the Net Income of the Fund (from the time of the immediately
preceding determination thereof) consists of (i) all income accrued, less the
amortization of any premium, on the assets of the Fund, less (ii) all actual and
accrued expenses determined in accordance with generally accepted accounting
principles. Interest income includes discount earned (including both original
issue and market discount) on discount paper accrued ratably to the date of
maturity and any net realized gains or losses on the assets of the Fund.
Obligations held in the Fund's portfolio are valued at amortized cost, which the
Trustees of the Trust have determined in good faith constitutes fair value for
the purposes of complying with the 1940 Act. This method provides certainty in
valuation, but may result in periods during which the stated value of an
obligation held for the Fund is higher or lower than the price the Fund would
receive if the obligation were sold. This valuation method will continue to be
used until such time as the Trustees of the Trust determine that it does not
constitute fair value for such purposes.

  Since the Net Income of the Fund is declared as a dividend each time the Net
Income of the Fund is determined, the net asset value per share of the Fund is
expected to remain at $1.00 per share immediately after each such determination
and dividend declaration. Any increase in the value of a shareholder's
investment in the Fund, representing the reinvestment of dividend income, is
reflected by an increase in the number of Shares in his account.

  It is expected that the Fund will have a positive Net Income at the time of
each determination thereof. If for any reason the Net Income of the Fund
determined at any time is a negative amount, which could occur, for instance,
upon default by an issuer of an obligation held in the Fund's portfolio, the
negative amount with respect to each shareholder account would first be offset
from the dividends declared during the month with respect to each such account.
If and to the extent that such negative amount exceeds such declared dividends
at the end of the month, the number of outstanding Fund Shares would be reduced
by treating each shareholder as having contributed to the capital of the Fund
that number of full and fractional Shares in the account of such shareholder
which represents his proportion of the amount of such excess. Each shareholder
will be deemed to have agreed to such contribution in these circumstances by his
investment in the Fund. Thus, the net asset value per Share will be maintained
at a constant $1.00.

                                   TAX MATTERS

  This discussion is intended for general information only. An investor should
consult with his or her own tax advisor as to the tax consequences of an
investment in the Fund.

  Each year, the Trust intends to qualify the Fund and elect that the Fund be
treated as a separate "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). To so qualify, the Fund
must meet certain income, distribution and diversification requirements.
Provided such requirements are met and all investment company taxable income and
realized capital gains of the Fund are distributed to shareholders in accordance
with the timing requirements imposed by the Code, no federal income or excise
taxes will be paid by the Fund on amounts so distributed.

  At the end of each calendar year, each shareholder receives information for
tax purposes on the dividends and any realized net capital gains distributions
received during that calendar year including the portion taxable as ordinary
income, the portion taxable as capital gains, and the amount of dividends
eligible for the dividends-received deduction for corporations. However, since
no portion of the Fund's income is expected to consist of dividends paid by U.S.
corporations, no portion of the dividends paid by the Fund is expected to
qualify for the dividends-received deduction for corporations.

  Dividends and capital gains distributions, if any, paid to shareholders are
treated in the same manner for federal income tax purposes whether received in
cash or reinvested in additional shares of the Fund.

  The Trust may be required to withhold federal income tax at the rate of 31%
from all taxable distributions payable to shareholders who do not provide the
Trust with their correct taxpayer identification number or make required
certifications, or who have been notified by the Internal Revenue Service that
they are subject to backup withholding. Backup withholding is not an additional
tax. Any amounts withheld may be credited against the shareholder's federal
income tax liability.

  The Trust is organized as a Massachusetts business trust and, under current
law, is not liable for any income or franchise tax in the Commonwealth of
Massachusetts as long as each series of the Trust (including the Fund) qualifies
as a "regulated investment company" under the Code.

  Distributions which are derived from interest on obligations of the U.S.
Government and certain of its agencies and instrumentalities (but generally not
from capital gains realized upon the disposition of such obligations) may be
exempt from state and local taxes in certain states. In other states, arguments
can be made on the basis of a U.S. Supreme Court decision to the effect that
such distributions should be exempt from state and local taxes. Shareholders of
the Fund are advised of the proportion of its distributions which consists of
such interest.

              DESCRIPTION OF SHARES, VOTING RIGHTS AND LIABILITIES

 The Trust's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional Shares of Beneficial Interest (par value $0.001
per share) and to divide or combine the shares into a greater or lesser number
of shares without thereby changing the proportionate beneficial interests in the
Trust. The shares of each series participate equally in the earnings, dividends
and assets of the particular series. Currently, the Trust has six series of
shares, each of which constitutes a separately managed fund. The Trust reserves
the right to create additional series of shares. The Trust may authorize the
creation of multiple classes of shares of separate series of the Trust.
Currently, the Fund is divided into two classes of shares.

  Each share of each class of the Fund represents an equal proportionate
interest in the Fund with each other share of that class. Shares have no
preference, pre-emptive, conversion or similar rights. Shares when issued are
fully paid and non-assessable, except as set forth below. Shareholders are
entitled to one vote for each share held on matters on which they are entitled
to vote. Each Shareholder Servicing Agent has agreed to transmit all proxies and
voting materials from the Trust to their customers who are beneficial owners of
the Fund and such Shareholder Servicing Agents have agreed to vote as instructed
by such customers. The Trust is not required and has no current intention to
hold annual meetings of shareholders, although the Trust will hold special
meetings of Fund shareholders when in the judgment of the Trustees of the Trust
it is necessary or desirable to submit matters for a shareholder vote.
Shareholders of each series generally vote separately, for example, to approve
investment advisory agreements or changes in fundamental investment policies or
restrictions, but shareholders of all series may vote together to the extent
required under the 1940 Act, such as in the election or selection of Trustees,
principal underwriters and accountants for the Trust. Shares of each class of a
series represent an equal pro rata interest in such series and, generally, have
identical voting, dividend, liquidation, and other rights, preferences, powers,
terms and conditions, except that: (a) each class shall have a different
designation; (b) each class of shares shall bear any class expenses; and (c)
each class shall have exclusive voting rights on any matter submitted to
shareholders that relate solely to its distribution arrangement, and each class
shall have separate voting rights on any matter submitted to shareholders in
which the interests of one class differ from the interests of any other class.

  Shareholders of the Fund have under certain circumstances (e.g., upon
application and submission of certain specified documents to the Trustees by a
specified number of shareholders) the right to communicate with other
shareholders of the Trust in connection with requesting a meeting of
shareholders of the Trust for the purpose of removing one or more Trustees.
Shareholders of the Trust also have the right to remove one or more Trustees
without a meeting by a declaration in writing subscribed to by a specified
number of shareholders. Upon liquidation or dissolution of the Fund,
shareholders of the Fund would be entitled to share pro rata in the net assets
of the Fund available for distribution to shareholders.

  The Trust's Declaration of Trust provides that, at any meeting of shareholders
of the Fund or the Trust, a Shareholder Servicing Agent may vote any shares as
to which such Shareholder Servicing Agent is the agent of record and which are
otherwise not represented in person or by proxy at the meeting, proportionately
in accordance with the votes cast by holders of all shares otherwise represented
at the meeting in person or by proxy as to which such Shareholder Servicing
Agent is the agent of record. Any shares so voted by a Shareholder Servicing
Agent will be deemed represented at the meeting for purposes of quorum
requirements.

  The Trust is an entity of the type commonly known as a "Massachusetts business
trust". Under Massachusetts law, shareholders of such a business trust may,
under certain circumstances, be held personally liable as partners for its
obligations. However, the risk of a shareholder incurring financial loss on
account of shareholder liability is limited to circumstances in which both
inadequate insurance existed and the Trust itself was unable to meet its
obligations.

                             PERFORMANCE INFORMATION

  From time to time the Trust may provide annualized "yield" and "effective
yield" quotations for the Fund in advertisements, shareholder reports or other
communications to shareholders and prospective investors. The methods used to
calculate the Fund's yield and effective yield are mandated by the Securities
and Exchange Commission. The "yield" of the Fund refers to the income generated
by an investment in the Fund over a seven day period (which period will be
stated in any such advertisement or communication). This income is then
"annualized". That is, the amount of income generated by the investment during
that seven day period is assumed to be generated each week over a 365 day period
and is shown as a percentage of the investment. The "effective yield" is
calculated similarly, but when annualized the income earned by the investment
during that seven day period is assumed to be reinvested. The effective yield
will be slightly higher than the yield because of the compounding effect of this
assumed reinvestment.

  Since these yield and effective yield quotations are based on historical
earnings and since the Fund's yield and effective yield fluctuate from day to
day, these quotations should not be considered as an indication or
representation of the Fund's yield or effective yield in the future. Any
performance information should be considered in light of the Fund's investment
objective and policies, characteristics and quality of the Fund's portfolio and
the market quotations during the time period indicated, and should not be
considered to be representative of what may be achieved in the future. From time
to time the Trust may also use comparative performance information in such an
advertisement or communication, including the performance of unmanaged indices,
the performance of the Consumer Price Index (as a measure for inflation), and
data from Lipper Analytical Services, Inc., Bank Rate Monitor\TM/ ,
IBC/Donoghue's Money Fund Report and other industry publications.

  Unlike some bank deposits or other investments which pay a fixed yield for a
stated period of time, the yield of the Fund varies based on the type, quality
and maturities of the obligations held for the Fund, fluctuations in short-term
interest rates, and changes in the expenses of the Fund. These factors and
possible differences in the methods used to calculate yields should be
considered when comparing the yield of the Fund to yields published for other
investment companies or other investment vehicles.

  A Shareholder Servicing Agent may charge its customers direct fees in
connection with an investment in the Fund, which will have the effect of
reducing the net return on the investment of customers of that Shareholder
Servicing Agent. Conversely, the Trust has been advised that certain Shareholder
Servicing Agents may credit to the accounts of their customers from whom they
are already receiving other fees amounts not exceeding such other fees or the
fees received by the Shareholder Servicing Agent from the Fund, which will have
the effect of increasing the net return on the investment of such customers of
those Shareholder Servicing Agents. Such customers may be able to obtain through
their Shareholder Servicing Agent quotations reflecting such decreased or
increased return.

  The yield and effective yield of the Fund are not fixed or guaranteed, and an
investment in the Fund is not insured. The Trust's Statement of Additional
Information with respect to the Fund includes more detailed information
concerning the calculation of yield and effective yield quotations for the Fund.

SHAREHOLDER INQUIRIES
  All shareholder inquiries should be directed to the Trust, 6 St. James
Avenue, Boston, Massachusetts 02116.

  GENERAL AND ACCOUNT INFORMATION                 (800) 782-8183 (TOLL FREE)

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

  The Trust's Statement of Additional Information, dated May 22, 1996, with
respect to the Fund contains more detailed information about the Fund, including
information related to (i) the Fund's investment restrictions, (ii) the Trustees
and officers of the Trust and the Adviser and Sponsor of the Fund, (iii)
portfolio transactions, (iv) the Fund's shares, including rights and liabilities
of shareholders, and (v) additional yield information, including the method used
to calculate the annualized yield and effective yield of the Fund.



REPUBLIC
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U.S. GOVERNMENT
- -------------------------------------------------------------------------------
MONEY MARKET FUND
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ADVISER CLASS


INVESTMENT ADVISER
Republic National Bank of New York
452 Fifth Avenue
New York, NY 10018

ADMINISTRATOR, DISTRIBUTOR AND SPONSOR
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, MA 02116
(617) 423-0800

CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
89 South Street
Boston, MA 02111

INDEPENDENT AUDITORS
KPMG Peat Marwick
99 High Street
Boston, MA 02110

LEGAL COUNSEL
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005

SHAREHOLDER SERVICING AGENTS
Republic National Bank of New York
Republic Bank For Savings
452 Fifth Avenue
New York, NY 10018


RF1Y Class(5/96)

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REPUBLIC 
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NEW YORK TAX-FREE 
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BOND FUND
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ADVISER CLASS



PROSPECTUS
MAY 22, 1996
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REPUBLIC NEW YORK TAX-FREE BOND FUND
ADVISER CLASS
SIX ST. JAMES AVENUE, BOSTON, MASSACHUSETTS 02116
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ACCOUNT AND GENERAL INFORMATION: (800) 782-8183 (TOLL FREE)

  Republic New York Tax-Free Bond Fund (the "Fund") is a non-diversified
series (portfolio) of the Republic Funds (the "Trust"), an open-end,
management investment company which currently consists of six portfolios, each
of which has different and distinct investment objectives and policies. Class
Y shares of the Fund (the "Shares") are being offered by this Prospectus.
Shares are being offered primarily to clients of Republic National Bank of New
York ("Republic" or the "Manager") and its affiliates for which Republic or
its affiliate exercises investment discretion. The Trust offers one other
class of shares of the Fund pursuant to a separate prospectus. Republic
continuously manages the investment portfolio of the Fund.

  The investment objective of the Fund is to provide shareholders of the Fund
with monthly dividends exempt from regular federal, New York State and New
York City personal income taxes as well as to protect the value of its
shareholders' investment. The Trust seeks to achieve the investment objective
of the Fund by investing the assets of the Fund primarily in a non-diversified
portfolio of municipal bonds and notes and other debt instruments the interest
on which is exempt from regular federal, New York State and New York City
personal income taxes. There can be no assurance that the investment objective
of the Fund will be achieved.

  AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED OR ENDORSED BY, REPUBLIC OR ANY OTHER BANK, AND THE SHARES ARE NOT
FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND IS SUBJECT TO
INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.

                             --------------------
  Investors should read this Prospectus and retain it for future reference.
                             --------------------

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.

                 THE DATE OF THIS PROSPECTUS IS MAY 22, 1996
<PAGE>

  Shares of the Fund are continuously offered for sale at net asset value with
no sales charge by Signature Broker-Dealer Services, Inc. ("Signature" or the
"Distributor") to customers of a financial institution, such as a federal or
state-chartered bank, trust company or savings and loan association, that has
entered into a shareholder servicing agreement with the Trust (each a
"Shareholder Servicing Agent"). At present, the only Shareholder Servicing
Agents are Republic and its affiliates.

  AN INVESTOR SHOULD OBTAIN FROM HIS SHAREHOLDER SERVICING AGENT, AND SHOULD
READ IN CONJUNCTION WITH THIS PROSPECTUS, THE MATERIALS PROVIDED BY THE
SHAREHOLDER SERVICING AGENT DESCRIBING THE PROCEDURES UNDER WHICH SHARES OF
THE FUND MAY BE PURCHASED AND REDEEMED THROUGH SUCH SHAREHOLDER SERVICING
AGENT.

  This Prospectus sets forth concisely the information concerning the Fund
that a prospective investor ought to know before investing. The Trust has
filed with the Securities and Exchange Commission a Statement of Additional
Information, dated May 22, 1996, with respect to the Fund, containing
additional and more detailed information about the Fund and is hereby
incorporated by reference into this Prospectus. An investor may obtain a copy
of this Statement of Additional Information without charge by contacting the
Distributor or his Shareholder Servicing Agent (see back cover for addresses
and phone numbers).
<PAGE>
                                  HIGHLIGHTS

THE FUND                                                                PAGE 1
  Republic New York Tax Free Bond Fund (the "Fund") is a separate series
(portfolio) of the Republic Funds (the "Trust"), a Massachusetts business
trust organized on April 22, 1987, which currently consists of six series,
each of which has different and distinct investment objectives and policies.

INVESTMENT OBJECTIVE AND POLICIES                                       PAGE 6
  The investment objective of the Fund is to provide shareholders of the Fund
with monthly dividends exempt from regular federal, New York State and New
York City personal income taxes as well as to protect the value of its
shareholders' investment. The Trust seeks to achieve the investment objective
of the Fund by investing the assets of the Fund primarily in a non-diversified
portfolio of municipal bonds and notes and other debt instruments the interest
on which is exempt from regular federal, New York State and New York City
personal income taxes. The potential risks of investing in New York Municipal
obligations are discussed in "Investment Objective and Policies -- Investment
Policies: Risk Factors Affecting Investments in New York Obligations". There
can be no assurance that the investment objective of the Fund will be
achieved.

  In seeking its investment objective, the Fund may invest in variable rate
instruments and "when-issued" municipal obligations. The potential risks of
investing in these derivative instruments are discussed in "Investment
Objectives and Policies -- Investment Policies: Variable Rate Instruments" and
"Investment Objectives and Policies -- Investment Policies: When Issued
Municipal Obligations".

MANAGEMENT OF THE TRUST                                                PAGE 13
  Republic National Bank of New York ("Republic" or the  "Adviser") acts as
investment adviser to the Fund. For its services, the Adviser receives from
the Fund a fee at the annual rate of 0.25% of the Fund's average daily net
assets.

  Signature Broker-Dealer Services, Inc. ("Signature" or the "Sponsor") acts
as administrator and sponsor of the Fund. The Sponsor provides certain
management and administrative services to the Fund for which it receives from
the Fund a fee at the annual rate of up to 0.20% of the Fund's average daily
net assets. See "Management of the Trust."

PURCHASES AND REDEMPTIONS                                      PAGES 17 AND 18
  Shares of the Fund are continuously offered for sale by the Distributor at
net asset value with no sales charge to customers of a financial institution,
such as a federal or state-chartered bank, trust company or savings and loan
association, that has entered into a shareholder servicing agreement with the
Trust (each a "Shareholder Servicing Agent"). At present, the only Shareholder
Servicing Agents are Republic and its affiliates. The minimum initial
investment is $1,000 and the minimum subsequent investment is $100. The Trust
offers to buy back (redeem) Shares from shareholders of the Fund at any time
at net asset value. See "Purchase of Shares" and "Redemption of Shares".

DIVIDENDS AND DISTRIBUTIONS                                            PAGE 19
  The Trust declares all of the Fund's net investment income daily as a
dividend to Fund shareholders and distributes all such dividends monthly. Any
net realized capital gains are distributed at least annually. See "Dividends
and Distributions".
<PAGE>

                                  FEE TABLE
  The following table provides (i) a summary of estimated expenses relating to
purchases and sales of Fund shares, and the aggregate annual operating
expenses of the Fund, as a percentage of average net assets of the Fund, and
(ii) an example illustrating the dollar cost of such estimated expenses on a
$1,000 investment in Fund shares.

  Shareholder Transaction Expenses ...............................        None
  Annual Fund Operating Expenses
      Investment Advisory Fee.....................................       0.25%
      Distribution Fees (Rule 12b-1 fees) ........................        None
      Other Expenses .............................................       0.35%
                                                                         ---- 
      -- Administrative Services Fee ......................  0.20%
      -- Other Operating Expenses .........................  0.15%
  Total Fund Operating Expenses ..................................       0.60%
                                                                         ==== 

EXAMPLE
  A shareholder of the Fund would pay the following expenses on a $1,000
investment in Fund shares, assuming (1) 5% annual return and (2) redemption at
the end of:

       1 year ....................................................         $ 6
       3 years ...................................................         $19
       5 years ...................................................         $33
       10 years ..................................................         $75

  The purpose of the expense table provided above is to assist investors in
understanding the various costs and expenses that a shareholder will bear
directly or indirectly. The information is based on the expenses the Fund
expects to incur with respect to the Shares for the current fiscal year.* The
expense table shows the expected investment advisory fee and administrative
services fee. For a more detailed discussion on the costs and expenses of
investing in the Fund, see "Management of the Trust."
- ------------
*Assuming average daily net assets of $10 million in the Fund.

  Some Shareholder Servicing Agents may impose certain conditions on their
customers, subject to the terms of this Prospectus, in addition to or
different from those imposed by the Trust, such as requiring a minimum initial
investment or charging their customers a direct fee for their services. The
effect of any such fees will be to reduce the net return on the investment of
customers of that Shareholder Servicing Agent. Each Shareholder Servicing
Agent has agreed to transmit to shareholders who are its customers appropriate
written disclosure of any transaction fees that it may charge them directly at
least 30 days before the imposition of any such charge.

  THE EXAMPLE SET FORTH ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OF THE FUND; ACTUAL EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.
<PAGE>

                      INVESTMENT OBJECTIVE AND POLICIES
INVESTMENT OBJECTIVE
  The investment objective of the Fund is to provide shareholders of the Fund
with monthly dividends exempt from regular federal, New York State and New
York City personal income taxes as well as to protect the value of its
shareholders' investment. There can be no assurance that the investment
objective of the Fund will be achieved. The investment objective of the Fund
may be changed without approval by the Fund's shareholders. If there is a
change in the investment objective of the Fund, shareholders should consider
whether the Fund remains an appropriate investment in light of their then-
current financial position and needs.

INVESTMENT POLICIES
  The Trust seeks to achieve the investment objective of the Fund by investing
the assets of the Fund primarily in municipal bonds and notes and other debt
obligations issued by or on behalf of the State of New York, other states,
territories and possessions of the United States, and their authorities,
agencies, instrumentalities and political subdivisions, the interest on which
is exempt from regular federal income taxes. (Such obligations, whether or not
the interest thereon is subject to the federal alternative minimum tax, are
referred to herein as "Municipal Obligations".) The Trust invests on behalf of
the Fund in certain Municipal Obligations of the State of New York and its
authorities, agencies, instrumentalities and political subdivisions, and of
Puerto Rico, other U.S. territories and their authorities, agencies,
instrumentalities and political subdivisions, the interest on which is exempt
from regular federal, New York State and New York City personal income taxes
("New York Municipal Obligations"). In determining the tax status of interest
on Municipal Obligations and New York Municipal Obligations, the Adviser
relies on opinions of bond counsel who may be counsel to the issuer of those
obligations.

  Although under normal circumstances, the Trust attempts to invest 100%, and
does invest at least 65%, of the Fund's assets in New York Municipal
Obligations, market conditions may from time to time limit the availability of
such obligations. To the extent that acceptable New York Municipal Obligations
are not available for investment, the Trust may purchase on behalf of the Fund
Municipal Obligations issued by other states, their authorities, agencies,
instrumentalities and political subdivisions, the interest income on which is
exempt from regular federal income tax but is subject to New York State and
New York City personal income taxes. As a fundamental policy the Trust will
invest at least 80% of the Fund's net assets in tax exempt obligations. As a
temporary defensive measure, the Trust may invest up to 20% of the Fund's
total assets in obligations the interest income on which is subject to regular
federal, New York State and New York City personal income taxes or the federal
alternative minimum tax. Also, as a temporary defensive measure during times
of adverse market conditions, assets of the Fund may be held in cash or
invested in the short-term obligations described below, the interest income on
which is taxable to shareholders as ordinary income for federal and New York
State and New York City personal income tax purposes.

  All of the investments of the Fund are made in:

    (1) Municipal bonds that at the date of purchase are rated Aaa, Aa, A or
  Baa by Moody's Investors Service, Inc. ("Moody's"), AAA, AA, A or BBB by
  Standard & Poor's Corporation ("Standard & Poor's") or AAA, AA, A or BBB by
  Fitch Investors Service, Inc. ("Fitch") or, if not rated by any of these
  rating agencies, are of comparable quality as determined by the Adviser;

    (2) Municipal notes that at the date of purchase are rated MIG 1/VMIG 1 or
  MIG 2/VMIG 2 by Moody's, SP-1+, SP-1 or SP-2 by Standard & Poor's or F-1+,
  F-1 or F-2 by Fitch or, if not rated by any of these rating agencies, are of
  comparable quality as determined by the Adviser;

    (3) Obligations issued or guaranteed by the U.S. Government or its
  agencies or instrumentalities; and

    (4) Commercial paper that at the date of purchase is rated Prime-1 or
  Prime-2 by Moody's, A-1+, A-1 or A-2 by Standard & Poor's or F-1+, F-1 or
  F-2 by Fitch or, if not rated by any of these rating agencies, is of
  comparable quality as determined by the Adviser, obligations (including
  certificates of deposit, bankers' acceptances and repurchase agreements) of
  banks with at least $1 billion of assets, and cash.

  Municipal bonds rated Baa by Moody's or BBB by Standard & Poor's or Fitch
may have some speculative elements. In evaluating the creditworthiness of an
issue, whether rated or unrated, the Adviser takes into consideration, among
other factors, the issuer's financial resources, its sensitivity to economic
conditions and trends, the operating history of and the community support for
the facility financed by the issue, the quality of the issuer's management,
and legal and regulatory matters. For an explanation of the ratings of
Municipal Obligations by Moody's, Standard & Poor's and Fitch, see Appendix A.
For a comparison of yields on such Municipal Obligations and taxable
securities, see the Taxable Equivalent Yield Tables in Appendix B. For a
general discussion of Municipal Obligations and the risks associated with an
investment therein, see Appendix A to the Statement of Additional Information.

  The Trust is authorized on behalf of the Fund to enter into repurchase
agreements only with member banks of the Federal Reserve System or "primary
dealers" (as designated by the Federal Reserve Bank of New York). Repurchase
agreements are transactions by which the Trust purchases a security on behalf
of the Fund and simultaneously commits to resell that security at an agreed-
upon price on an agreed-upon date. As described in further detail in the
Statement of Additional Information, such transactions entail certain risks,
such as a default by the seller.

  The maximum maturity of any debt security held for the Fund is 35 years.

  Although higher quality Municipal Obligations may produce lower yields, they
generally are easier to sell or trade than lower quality Municipal
Obligations. To protect the value of its shareholders' investment under
adverse market conditions, the Trust from time to time may deem it prudent to
purchase higher quality Municipal Obligations or taxable obligations for the
Fund, with a resultant decrease in yield or increase in the proportion of
taxable income.

  The net asset value of the Fund's shares changes as interest rates
fluctuate. When interest rates decline, the value of the Fund's portfolio can
be expected to rise. Conversely, when interest rates rise, the value of the
Fund's portfolio can be expected to decline. Such changes in the value of the
Fund's portfolio are reflected in the net asset value of shares of the Fund
but do not affect the income received by the Fund from its portfolio
securities. Municipal Obligations with longer maturities, such as those in
which the Fund is invested, generally produce higher yields and are subject to
greater market fluctuation as a result of changes in interest rates than such
securities with shorter maturities. Dividends distributed to shareholders rise
or fall in direct relation to the Fund's net income. Since available yields
vary, no specific level of income can be assured.

  As a non-diversified investment company, the Trust is not subject to any
statutory restriction under the 1940 Act with respect to limiting the
investment of the Fund's assets in one or relatively few issuers. Since the
Trust may invest a relatively high percentage of the Fund's assets in the
obligations of a limited number of issuers, the value of shares of the Fund
may be more susceptible to any single economic, political or regulatory
occurrence than the value of shares of a diversified investment company would
be.

  The Trust may invest the assets of the Fund in a relatively high percentage
of Municipal Obligations to be paid from revenue streams of similar types of
projects. This may make the Fund more susceptible to any single economic,
political or regulatory occurrence, particularly since most or all such
issuers would likely be located in New York State. As the similarity in
issuers increases, the potential for fluctuation of the net asset value of the
Fund's shares also increases. The Trust may invest more than 25% of the assets
of the Fund in industrial revenue bonds (i.e., bonds issued by various state
and local agencies to finance various industrial projects). Certain investors
in the Fund may be required to pay a federal alternative minimum tax on Fund
dividends attributable to interest on certain industrial revenue bonds. The
Trust also may invest more than 25% of the assets of the Fund in revenue bonds
issued for housing, electric utilities and hospitals (subject to the
restriction that it may not invest more than 25% of the Fund's assets in any
one such industry) at times when the relative value of issues of such a type
is considered by the Adviser to be more favorable than that of other available
types of issues. Therefore, investors should also be aware of the risks which
these investments may entail.

  Housing revenue bonds typically are issued by a state, county or local
housing authority and are secured only by the revenues of mortgages originated
by the authority using the proceeds of the bond issue. Because of the
impossibility of precisely predicting demand for mortgages from the proceeds
of such an issue, there is a risk that the proceeds of the issue will be in
excess of demand, which would result in early retirement of the bonds by the
issuer. Moreover, such housing revenue bonds depend for their repayment upon
the cash flow from the underlying mortgages, which cannot be precisely
predicted when the bonds are issued. Any difference in the actual cash flow
from such mortgages from the assumed cash flow could have an adverse impact
upon the ability of the issuer to make scheduled payments of principal and
interest on the bonds, or could result in early retirement of the bonds.
Additionally, such bonds depend in part for scheduled payments of principal
and interest upon reserve funds established from the proceeds of the bonds,
assuming certain rates of return on investment of such reserve funds. If the
assumed rates of return are not realized because of changes in interest rate
levels or for other reasons, the actual cash flow for scheduled payments of
principal and interest on the bonds may be adversely affected.

  Electric utilities face problems in financing large and lengthy construction
programs, such as cost increases and delay occasioned by regulatory and
environmental considerations (particularly with respect to nuclear
facilities), difficulty in obtaining sufficient rate increases, the effect of
energy conservation and difficulty of the capital markets to absorb utility
debt.

  Hospital bond ratings are often based on feasibility studies containing
projections of expenses, revenues and occupancy levels. A hospital's gross
receipts and net income available to service its debt are influenced by demand
for hospital services, the ability of the hospital to provide the services
required, management capabilities, economic developments in the service area,
efforts by insurers and government agencies to limit rates and expenses,
competition, availability and expense of malpractice insurance, Medicaid and
Medicare funding levels, possible federal or state legislation limiting the
rates of increase of hospital charges, and weakened state finances which limit
and/or delay aid payments.

VARIABLE RATE INSTRUMENTS
  Variable rate instruments that the Trust may purchase on behalf of the Fund
provide for a periodic adjustment in the interest rate paid on the instrument
and permit the holder to receive payment upon a specified number of days'
notice of the unpaid principal balance plus accrued interest either from the
issuer or by drawing on a bank letter of credit, a guarantee or an insurance
policy issued with respect to such instrument or by tendering or "putting"
such instrument to a third party.

  Because of the variable rate nature of the instruments, during periods when
prevailing interest rates decline, the Fund's yield will decline and its
shareholders will forgo the opportunity for capital appreciation. On the other
hand, during periods when prevailing interest rates increase, the Fund's yield
will increase and its shareholders will have reduced risk of capital
depreciation. In certain cases, the interest rate index on which an
instrument's yield is based may not rise and fall to the same extent or as
quickly as the general market for Municipal Obligations. These instruments are
considered derivitives and the value of such instruments may be more volatile
than other floating rate Municipal Obligations.

  For additional information concerning variable rate instruments, see
"Investment Objective, Policies and Restrictions -- Variable Rate Instruments"
in the Statement of Additional Information.

"WHEN-ISSUED" MUNICIPAL OBLIGATIONS
  New issues of Municipal Obligations may be offered on a "when-issued" or
"forward delivery" basis. The payment obligation and the interest rate that
will be received on the Municipal Obligations offered on this basis are each
fixed at the time the Trust commits to the purchase for the Fund, although
settlement, i.e., delivery of and payment for the Municipal Obligations, takes
place beyond customary settlement time (but normally within 45 days of the
commitment). Between the time the Trust commits to purchase the "when-issued"
or "forward delivery" Municipal Obligation for the Fund and the time delivery
and payment are made, the "when-issued" or "forward delivery" Municipal
Obligation is treated as an asset of the Fund and the amount which the Fund is
committed to pay for that Municipal Obligation is treated as a liability of
the Fund. No interest on a "when-issued" or "forward delivery" Municipal
Obligation is accrued for the Fund until delivery occurs. Although the Trust
only makes commitments to purchase "when-issued" or "forward delivery"
Municipal Obligations for the Fund with the intention of actually acquiring
them, the Trust may sell these obligations before the settlement date if
deemed advisable by the Adviser. Purchasing Municipal Obligations on a "when-
issued" or "forward delivery" basis can involve a risk that the yields
available in the market on the settlement date may actually be higher (or
lower) than those obtained in the transaction itself and, as a result, the
"when-issued" or "forward delivery" Municipal Obligation may have a lesser (or
greater) value at the time of settlement than the Fund's payment obligation
with respect to that Municipal Obligation. Furthermore, if the Trust sells the
"when-issued" or "forward delivery" Municipal Obligation before the settlement
date or if the Trust sells other obligations from the Fund's portfolio in
order to meet the payment obligations, the Fund may realize a capital gain,
which is not exempt from federal, New York State or New York City income
taxation.

  For additional information concerning "when-issued" or "forward delivery"
Municipal Obligations, see "Investment Objective, Policies and Restrictions --
"When-Issued" Municipal Obligations" in the Statement of Additional
Information.

PORTFOLIO MANAGEMENT
  The Trust fully manages the Fund's portfolio by buying and selling
securities, as well as by holding selected securities to maturity. In managing
the Fund's portfolio, the Trust seeks to take advantage of market
developments, yield disparities and variations in the creditworthiness of
issuers. For a description of the strategies which are used in managing the
Fund's portfolio, which include adjusting the average maturity of the Fund's
portfolio in anticipation of a change in interest rates, see "Investment
Objective, Policies and Restrictions -- Portfolio Management" in the Statement
of Additional Information.

  The Trust anticipates that the annual turnover rate of the Fund's assets
will be between 70% and 150% and generally will not exceed 300%. The Trust
engages in portfolio trading for the Fund if it believes a transaction net of
costs (including custodian charges) will help achieve the investment objective
of the Fund. Expenses to the Fund, including brokerage commissions, and the
realization of capital gains which are taxable to the Fund's shareholders tend
to increase as the portfolio turnover increases. For the period from May 1,
1995 (commencement of operations) to October 31, 1995, the portfolio turnover
rate was 130%.

  The primary consideration in placing portfolio security transactions with
broker-dealers for execution is to obtain, and maintain the availability of,
execution at the most favorable prices and in the most effective manner
possible. For a further discussion of portfolio transactions, see "Investment
Objective, Policies and Restrictions -- Portfolio Transactions" in the
Statement of Additional Information.

RISK FACTORS AFFECTING INVESTMENTS IN NEW YORK MUNICIPAL OBLIGATIONS
  The Trust intends to invest a high proportion of the Fund's assets in New
York Municipal Obligations. Payment of interest and preservation of principal
is dependent upon the continuing ability of New York issuers and/or obligors
of state, municipal and public authority debt obligations to meet their
obligations thereunder. Investors should consider the greater risk inherent in
the Fund's concentration in such obligations versus the safety that comes with
a less geographically concentrated investment portfolio and should compare the
yield available on a portfolio of New York issues with the yield of a more
diversified portfolio including out-of-state issues before making an
investment decision. The Adviser believes that by maintaining the Fund's
investment portfolio in liquid, shorter-term Municipal Obligations, the Fund
is somewhat insulated from the credit risks that may exist for long-term New
York Municipal Obligations.

  New York State and other issuers of New York Municipal Obligations have
historically experienced periods of financial difficulties which have caused
the credit ratings of certain of their obligations to be downgraded by certain
rating agencies. There can be no assurance that credit ratings on obligations
of New York State and New York City and other New York Municipal Obligations
will not be downgraded further. See "Investment Objective, Policies and
Restrictions -- Special Factors Affecting New York" in the Statement of
Additional Information.

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

  The Trust may, in the future, seek to achieve the Fund's investment
objective by investing all of its assets in a no-load, open-end management
investment company having the same investment objective and policies and
substantially the same investment restrictions as those applicable to the
Fund. In such event, the Fund's Investment Advisory Contract would be
terminated and the administrative services fees paid by the Fund would be
reduced. Such investment would be made only if the Trustees of the Trust
believe that the aggregate per share expenses of the Fund and such other
investment company will be less than or approximately equal to the expenses
which the Fund would incur if the Trust were to continue to retain the
services of an investment adviser for the Fund and the assets of the Fund were
to continue to be invested directly in portfolio securities.

  The investment policies of the Fund are described above. Except as otherwise
stated, these investment policies may be changed by the Board of Trustees of
the Trust without approval by the shareholders of the Fund. The Statement of
Additional Information includes a further discussion of investment policies,
including the investment of the Fund's assets in participation interests and
the use of futures contracts to protect the Fund to some extent from
fluctuations in interest rates, and a listing of the specific investment
restrictions which govern the investment policies of the Fund, including a
restriction that not more than 10% of the Fund's net assets may be invested in
securities that are not readily marketable, such as repurchase agreements
maturing in more than seven days. Although the Trust currently does not borrow
money on behalf of the Fund for the purpose of leveraging, these restrictions
permit the Trust to borrow money on behalf of the Fund for certain other
purposes in amounts up to 33 1/3% of the Fund's net assets (although no
securities will be purchased for the Fund at any time at which borrowings
exceed 5% of the Fund's total assets taken at market value). These specific
investment restrictions and the fundamental policy described above may not be
changed without the approval of Fund shareholders. If a percentage restriction
(other than a restriction as to borrowing) or a rating restriction on
investment or utilization of assets is adhered to at the time an investment is
made, or assets are so utilized, a later change in percentage resulting from
changes in the value of the Fund's portfolio securities or a later change in
the rating of a portfolio security are not considered a violation of policy.

                           MANAGEMENT OF THE TRUST
  The business and affairs of the Fund are managed under the direction of the
Board of Trustees of the Trust. The Trustees are Frederick C. Chen, Alan S.
Parsow, Larry M. Robbins and Michael Seely. Additional information about the
Trustees, as well as the Trust's executive officers, may be found in the
Statement of Additional Information under the caption "Management of the Trust
- -- Trustees and Officers".

THE ADVISER
  Republic serves as investment adviser to the Fund. The Adviser manages the
investment and reinvestment of the assets of the Fund and continuously
reviews, supervises and administers the Fund's investments pursuant to an
Investment Advisory Contract (the "Investment Advisory Contract"). Subject to
such policies as the Board of Trustees may determine, the Adviser places
orders for the purchase and sale of the Fund's investments directly with
brokers or dealers selected by it in its discretion. The Adviser does not
place orders with the Distributor. Ms Debra L. Crovicz, Vice President of
Republic, is the individual who is primarily responsible for the day-to-day
management of the Fund's portfolio. Prior to joining Republic, Ms Crovicz was
a senior portfolio manager at Citibank, N.A. where she managed approximately
$1.5 billion in tax-exempt bond portfolios and was a portfolio manager and
trader in the Fixed Income Department of United States Trust Company of New
York. For its services under the Investment Advisory Contract, the Adviser
receives from the Fund a fee, payable monthly, at the annual rate of 0.25% of
the Fund's average daily net assets.

  Republic is a wholly-owned subsidiary of Republic New York Corporation, a
registered bank holding company. As of December 31, 1995, Republic was the
20th largest bank holding company in the United States measured by assets and
the 19th largest commercial bank measured by shareholder equity. Republic or
an affiliate of Republic serves as investment adviser to the other series of
the Trust. Republic currently provides investment advisory services for
individuals, trusts, estates and institutions.

  Republic and its affiliates may have deposit, loan and other commercial
banking relationships with the issuers of obligations purchased for the Fund,
including outstanding loans to such issuers which may be repaid in whole or in
part with the proceeds of obligations so purchased. Republic and its
affiliates deal, trade and invest for their own accounts in Municipal
Obligations and are dealers of various types of Municipal Obligations.
Republic and its affiliates may sell Municipal Obligations to, and purchase
them from, other investment companies sponsored by Signature. The Adviser will
not invest any Fund assets in any Municipal Obligation purchased from itself
or any affiliate, although under certain circumstances such obligations may be
purchased from other members of an underwriting syndicate in which Republic or
an affiliate is a non-principal member. This restriction should not limit the
amount or type of Municipal Obligations available to be purchased for the
Fund. The Adviser has informed the Trust that, in making its investment
decisions, it does not obtain or use material inside information in the
possession of any division or department of Republic or in the possession of
any affiliate of Republic.

  Based upon the advice of counsel, Republic believes that the performance of
investment advisory and other services for the Fund will not violate the
Glass-Steagall Act or other applicable banking laws or regulations. However,
future statutory or regulatory changes, as well as future judicial or
administrative decisions and interpretations of present and future statutes
and regulations, could prevent Republic from continuing to perform such
services for the Fund. If Republic were prohibited from acting as investment
adviser to the Fund, it is expected that the Board of Trustees would recommend
to Fund shareholders approval of a new investment advisory agreement with
another qualified investment adviser selected by the Board or that the Board
would recommend other appropriate action. If Republic were prohibited from
acting as a Shareholder Servicing Agent for the Fund, the Trust would seek
alternative means of providing such services.

THE DISTRIBUTOR AND SPONSOR
  Signature acts as sponsor and distributor to the Fund under a Distribution
Contract. Signature and its affiliates also serve as administrator or
distributor to other investment companies. Signature is a wholly owned
subsidiary of Signature Financial Group, Inc.

ADMINISTRATOR
  Pursuant to an Administrative Services Contract, Signature provides the
Trust with general office facilities and supervises the overall administration
of the Trust and the Fund, including, among other responsibilities, the
negotiation of contracts and fees with, and the monitoring of performance and
billings of, the independent contractors and agents of the Trust; the payment
of the non-transaction based fees of the custodian; the preparation and filing
of all documents required for compliance by the Trust with applicable laws and
regulations; and arranging for the maintenance of books and records of the
Trust and the Fund. Signature provides persons satisfactory to the Board of
Trustees of the Trust to serve as Trustees and officers of the Trust. Such
officers, as well as certain other employees and Trustees of the Trust, may be
directors, officers or employees of Signature or its affiliates. For these
services and facilities, Signature receives from the Fund fees payable monthly
at an annual rate equal to 0.20% of the first $100 million of the Fund's
average daily net assets; 0.17% of the next $100 million of such assets; 0.13%
of the next $300 million of such assets; and 0.10% of such assets in excess of
$500 million.

TRANSFER AGENT AND CUSTODIAN
  The Trust has entered into a Transfer Agency Agreement with Investors Bank &
Trust Company ("IBT"), pursuant to which IBT acts as transfer agent for the
Fund (the "Transfer Agent"). The Transfer Agent maintains an account for each
shareholder of the Fund (unless such account is maintained by the
shareholder's Shareholder Servicing Agent), performs other transfer agency
functions, and acts as dividend disbursing agent for the Fund. Pursuant to a
Custodian Agreement, IBT also acts as the custodian of the Fund's assets (the
"Custodian"). The Custodian's responsibilities include safeguarding and
controlling the Fund's cash and securities, handling the receipt and delivery
of securities, determining income and collecting interest on the Fund's
investments, maintaining books of original entry for portfolio and fund
accounting and other required books and accounts, and calculating the daily
net asset value of shares of the Fund. Securities held for the Fund may be
deposited into the Federal Reserve-Treasury Department Book Entry System or
the Depositary Trust Company. The Custodian does not determine the investment
policies of the Fund or decide which securities will be purchased or sold for
the Fund. Assets of the Fund may, however, be invested in securities of the
Custodian and the Trust may deal with the Custodian as principal in securities
transactions for the Fund. For its services, IBT receives such compensation as
may from time to time be agreed upon by it and the Trust.

SHAREHOLDER SERVICING AGENTS
  The Trust has entered into a shareholder servicing agreement (a "Servicing
Agreement") with each Shareholder Servicing Agent pursuant to which a
Shareholder Servicing Agent, as agent for its customers, among other things:
answers customer inquiries regarding account status and history, the manner in
which purchases and redemptions of Shares may be effected and certain other
matters pertaining to the Fund; assists shareholders in designating and
changing dividend options, account designations and addresses; provides
necessary personnel and facilities to establish and maintain shareholder
accounts and records; assists in processing purchase and redemption
transactions; arranges for the wiring of funds; transmits and receives funds
in connection with customer orders to purchase or redeem Shares; verifies and
guarantees shareholder signatures in connection with redemption orders and
transfers and changes in shareholder-designated accounts; furnishes (either
separately or on an integrated basis with other reports sent to a shareholder
by a Shareholder Servicing Agent) monthly and year-end statements and
confirmations of purchases and redemptions; transmits, on behalf of the Trust,
proxy statements, annual reports, updated prospectuses and other
communications from the Trust to the Fund's shareholders; receives, tabulates
and transmits to the Trust proxies executed by shareholders with respect to
meetings of shareholders of the Fund or the Trust; and provides such other
related services as the Trust or a shareholder may request.

  The Trust understands that some Shareholder Servicing Agents also may impose
certain conditions on their customers, subject to the terms of this
Prospectus, in addition to or different from those imposed by the Trust, such
as requiring a different minimum initial or subsequent investment, account
fees (a fixed amount per transaction processed), compensating balance
requirements (a minimum dollar amount a customer must maintain in order to
obtain the services offered), or account maintenance fees (a periodic charge
based on a percentage of the assets in the account or of the dividends paid on
those assets). Each Shareholder Servicing Agent has agreed to transmit to its
customers who are holders of the Shares appropriate prior written disclosure
of any fees that it may charge them directly and to provide written notice at
least 30 days prior to the imposition of any transaction fees. Conversely, the
Trust understands that certain Shareholder Servicing Agents may credit to the
accounts of their customers from whom they are already receiving other fees
amounts not exceeding such other fees or the fees received by the Shareholder
Servicing Agent from the Fund with respect to those accounts.

  The Glass-Steagall Act prohibits certain financial institutions from
engaging in the business of underwriting securities of open-end investment
companies, such as shares of the Fund. The Trust engages banks as Shareholder
Servicing Agents on behalf of the Fund only to perform administrative and
shareholder servicing functions as described above. The Trust believes that
the Glass-Steagall Act should not preclude a bank from acting as a Shareholder
Servicing Agent. There is presently no controlling precedent regarding the
performance of shareholder servicing activities by banks. Future changes in
either federal statutes or regulations relating to the permissible activities
of banks, as well as future judicial or administrative decisions and
interpretations of present and future statutes and regulations, could prevent
a bank from continuing to perform all or part of its servicing activities. If
a bank were prohibited from so acting, its shareholder customers would be
permitted to remain Fund shareholders and alternative means for continuing the
servicing of such shareholders would be sought. In such event, changes in the
operation of the Fund might occur and a shareholder serviced by such bank
might no longer be able to avail himself of any automatic investment or other
services then being provided by such bank. The Trustees of the Trust do not
expect that shareholders of the Fund would suffer any adverse financial
consequences as a result of these occurrences.

OTHER EXPENSES
  The Fund bears all costs of its operations other than expenses specifically
assumed by the Distributor or the Adviser. See "Management of the Trust --
Expenses and Expense Limits" in the Statement of Additional Information.
Expenses attributable to the Shares shall be allocated to the Shares only. In
the event a particular expense is not reasonably allocable by class or to a
particular class, it shall be treated as a Fund expense or a Trust expense.
Trust expenses directly attributable to the Fund are charged to the Fund;
other expenses are allocated proportionately among all the portfolios in the
Trust in relation to the net assets of each portfolio.

                              CLASSES OF SHARES
  In addition to the Shares, the Trust currently offers one other class of
shares of the Fund, the Class C shares, pursuant to a separate prospectus.
Class C shares may have different class expenses, which may affect
performance. Investors may obtain information concerning other classes of
shares of the Fund directly from their Shareholder Servicing Agent or by
calling 1-800-782-8183.

                       DETERMINATION OF NET ASSET VALUE
  The net asset value of each of the Shares is determined on each day on which
the New York Stock Exchange is open for trading ("Fund Business Day"). This
determination is made once during each such day as of 4:00 p.m., New York
time, by dividing the value of the Fund's net assets (i.e., the value of its
assets less its liabilities, including expenses payable or accrued) by the
number of Shares outstanding at the time the determination is made. Values of
assets in the Fund's portfolio are determined on the basis of their market or
other fair value, as described in the Statement of Additional Information.

                              PURCHASE OF SHARES
  Shares may be purchased through Shareholder Servicing Agents without a sales
load at their net asset value next determined after an order is received by a
Shareholder Servicing Agent if it is transmitted to and accepted by the
Distributor. Purchases are therefore effected on the same day the purchase
order is received by the Distributor provided such order is received prior to
4:00 p.m., New York time, on any Fund Business Day. The Trust intends the Fund
to be as fully invested at all times as is reasonably practicable in order to
enhance the yield on its assets. Each Shareholder Servicing Agent is
responsible for and required to promptly forward orders for shares to the
Distributor.

  All purchase payments are invested in full and fractional Shares. The Trust
reserves the right to cease offering Shares for sale at any time or to reject
any order for the purchase of Shares.

  An investor may purchase Shares by authorizing his Shareholder Servicing
Agent to purchase such Shares on his behalf through the Distributor.

  Exchange Privilege. By contacting his Shareholder Servicing Agent, a
shareholder may exchange some or all of his Shares for shares of an identical
class of one or more of the following investment companies at net asset value
without a sales charge: Republic U.S. Government Money Market Fund, Republic
New York Tax Free Money Market Fund, Republic Equity Fund, and such other
Republic Funds or other registered investment companies for which Republic
serves as investment adviser as Republic may determine. An exchange may result
in a change in the number of Shares held, but not in the value of such Shares
immediately after the exchange. Each exchange involves the redemption of the
Shares to be exchanged and the purchase of the shares of the other Republic
Fund.

  The exchange privilege (or any aspect of it) may be changed or discontinued
upon 60 days' written notice to shareholders and is available only to
shareholders in states in which such exchanges may be legally made. A
shareholder considering an exchange should obtain and read the prospectus of
the other Republic Fund and consider the differences in investment objectives
and policies before making any exchange.

  Shares are being offered only to customers of Shareholder Servicing Agents.
Shareholder Servicing Agents may offer services to their customers, including
specialized procedures for the purchase and redemption of Shares, such as pre-
authorized or automatic purchase and redemption programs. Each Shareholder
Servicing Agent may establish its own terms, conditions and charges, including
limitations on the amounts of transactions, with respect to such services.
Charges for these services may include fixed annual fees, account maintenance
fees and minimum account balance requirements. The effect of any such fees
will be to reduce the net return on the investment of customers of that
Shareholder Servicing Agent. Conversely, certain Shareholder Servicing Agents
may (although they are not required by the Trust to do so) credit to the
accounts of their customers from whom they are already receiving other fees
amounts not exceeding such other fees or the fees received by the Shareholder
Servicing Agent from the Fund, which will have the effect of increasing the
net return on the investment of such customers of those Shareholder Servicing
Agents.

  Shareholder Servicing Agents may transmit purchase payments on behalf of
their customers by wire directly to the Fund's custodian bank by following the
procedures above.

  For further information on how to direct a Shareholder Servicing Agent to
purchase Shares, an investor should contact his Shareholder Servicing Agent
(see back cover for address and phone number).

                             REDEMPTION OF SHARES
  A shareholder may redeem all or any portion of the Shares in his account at
any time at the net asset value next determined after a redemption order in
proper form is furnished by the shareholder to his Shareholder Servicing
Agent, and is transmitted to and received by the Transfer Agent. Redemptions
are effected on the same day the redemption order is received by the Transfer
Agent provided such order is received prior to 4:00 p.m., New York time, on
any Fund Business Day. Shares redeemed earn dividends up to and including the
day prior to the day the redemption is effected.

  The proceeds of a redemption are normally paid from the Fund in federal
funds on the Fund Business Day on which the redemption is effected, but in any
event within seven days. The right of any shareholder to receive payment with
respect to any redemption may be suspended or the payment of the redemption
proceeds postponed during any period in which the New York Stock Exchange is
closed (other than weekends or holidays) or trading on such Exchange is
restricted or, to the extent otherwise permitted by the 1940 Act, if an
emergency exists. To be in a position to eliminate excessive expenses, the
Trust reserves the right to redeem upon not less than 30 days' notice all
Shares in an account which has a value below $50. However, a shareholder will
be allowed to make additional investments prior to the date fixed for
redemption to avoid liquidation of the account.

  A shareholder may redeem Shares only by authorizing his Shareholder
Servicing Agent to redeem such Shares on his behalf (since the account and
records of such a shareholder are established and maintained by his
Shareholder Servicing Agent). For further information as to how to direct a
Shareholder Servicing Agent to redeem Shares, a shareholder should contact his
Shareholder Servicing Agent (see back cover for address and phone number).

SYSTEMATIC WITHDRAWAL PLAN
  Any shareholder who owns Shares with an aggregate value of $10,000 or more
may establish a Systematic Withdrawal Plan under which they redeem at net
asset value the number of full and fractional shares which will produce the
monthly, quarterly, semi-annual or annual payments specified (minimum $50.00
per payment). Depending on the amounts withdrawn, systematic withdrawals may
deplete the investor's principal. Investors contemplating participation in
this Plan should consult their tax advisers. No additional charge to the
shareholder is made for this service.

                         DIVIDENDS AND DISTRIBUTIONS
  The Trust declares all of the Fund's net investment income daily as a
dividend to Fund shareholders. Dividends substantially equal to all of the
Fund's net investment income earned during the month are distributed in that
month to Fund shareholders of record. The Fund's net investment income
consists of the interest income it earns, less expenses. In computing interest
income, premiums are not amortized nor are discounts accrued on long-term debt
securities in the Fund's portfolio, except as required for federal income tax
purposes.

  The Fund's net realized short-term and long-term capital gains, if any, are
distributed to shareholders annually. Additional distributions are also made
to the Fund's shareholders to the extent necessary to avoid application of the
4% non-deductible federal excise tax on certain undistributed income and net
capital gains of mutual funds.

  Unless a shareholder elects to receive dividends in cash (subject to the
policies of the shareholder's Shareholder Servicing Agent or securities
broker), dividends are distributed in the form of additional Shares (purchased
at their net asset value without a sales charge).

                                 TAX MATTERS
  This discussion is intended for general information only. An investor should
consult with his own tax advisor as to the tax consequences of an investment
in the Fund, including the status of distributions from the Fund under
applicable state or local law and the possible applicability of a federal
alternative minimum tax to a portion of the distributions from the Fund.

FEDERAL INCOME TAXES
  Each year, the Trust intends to qualify the Fund and elect that the Fund be
treated as a separate "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). To so qualify, the
Fund must meet certain income, distribution and diversification requirements.
Provided such requirements are met and all investment company taxable income
and realized capital gains of the Fund are distributed to shareholders in
accordance with the timing requirements imposed by the Code, no federal (or
New York State or New York City) income or excise taxes will be paid by the
Fund on amounts so distributed.

  After the end of each calendar year, each shareholder receives a statement
setting forth the federal, New York State and New York City personal income
tax status of all dividends and capital gains distributions, if any, made
during that calendar year.

  In accordance with the Fund's investment objective, it is expected that most
of the Fund's net income will be attributable to interest from Municipal
Obligations and, as a result, most of the dividends to Fund shareholders will
be designated by the Trust as "exempt-interest dividends" under the Code,
which may be treated as items of interest excludible from a shareholder's
gross income for purposes of the regular federal income tax. Since the
preservation of capital and liquidity are important aspects of the Fund's
investment objective, the Trust may from time to time invest a portion of the
Fund's assets in obligations the interest on which is not exempt from regular
federal income taxes. Moreover, dividends attributable to interest on certain
Municipal Obligations which may be purchased for the Fund may be treated as a
tax preference item for shareholders potentially subject to an alternative
minimum tax and all exempt-interest dividends may increase a corporate
shareholder's alternative minimum tax or environmental tax. Although it is not
intended, it is possible that the Fund may realize short-term or long-term
capital gains or losses from its portfolio transactions. Any distributions
from net short-term capital gains would be taxable to shareholders as ordinary
income and any distributions from net long-term capital gains would be taxable
to shareholders as long-term capital gains regardless of how long they have
held their shares.

  Any short-term capital loss realized upon the redemption of shares within
six months from the date of their purchase will be disallowed to the extent of
any exempt-interest dividends received during such period. In addition, any
short-term capital loss realized upon the redemption of shares within six
months from the date of their purchase will be treated as long-term capital
loss (rather than short-term) to the extent of the long-term capital gain or
undistributed capital gain allocable to the redeemed shares.

  Dividends and capital gains distributions, if any, paid to shareholders are
treated in the same manner for federal, New York State and New York City
income tax purposes whether received in cash or reinvested in additional
shares of the Fund.

  Dividends and distributions declared by the Fund in October, November or
December to shareholders of record in such a month and paid during the
following January are treated as if received by shareholders on December 31 in
the year declared.

  Shareholders redeeming shares after tax-exempt income has been accrued but
not declared as a dividend should know that the portion of redemption proceeds
representing such income may be subject to taxation as a capital gain even
though it would have been tax-exempt had it been declared as a dividend prior
to redemption. Redemption of shares of the Fund can be effected with the least
adverse tax consequences immediately after the first business day of any month
(the time at which the dividend representing substantially all the income
accrued for the previous month is declared).

  The Code provides that interest on indebtedness incurred, or continued, to
purchase or carry shares of the Fund is not deductible. Further, exempt-
interest dividends are taken into account in calculating the amount of social
security and railroad retirement benefits that may be subject to federal
income tax. Finally, entities or persons who may be "substantial users" (or
persons related to "substantial users") of facilities financed by industrial
development or private activity bonds should consult their tax advisors before
purchasing shares of the Fund.

STATE AND LOCAL TAXES
  The exemption for federal income tax purposes of dividends derived from
interest on Municipal Obligations does not necessarily result in an exemption
under the income or other tax laws of any state or local taxing authority.
However, to the extent that dividends are derived from interest on New York
Municipal Obligations, the dividends will also be excluded from the gross
income of a New York individual resident shareholder for New York State and
New York City personal income tax purposes.

  DIVIDENDS FROM THE FUND ARE NOT EXCLUDED IN DETERMINING NEW YORK STATE OR
NEW YORK CITY FRANCHISE TAXES ON CORPORATIONS AND FINANCIAL INSTITUTIONS.

  The Trust is organized as a Massachusetts business trust and, under current
law, is not liable for any income or franchise tax in the Commonwealth of
Massachusetts as long as each series of the Trust (including the Fund)
qualifies as a "regulated investment company" under the Code.

             DESCRIPTION OF SHARES, VOTING RIGHTS AND LIABILITIES
  The Trust's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional Shares of Beneficial Interest (par value $0.001
per share) and to divide or combine the shares into a greater or lesser number
of shares without thereby changing the proportionate beneficial interests in
the Trust. The shares of each series participate equally in the earnings,
dividends and assets of the particular series. Currently, the Trust has six
series of shares, each of which constitutes a separately managed fund. The
Trust reserves the right to create additional series of shares. The Trust may
authorize the creation of multiple classes of shares of separate series of the
Trust. Currently, the Fund is divided into two classes of shares.

  Each share of each class of the Fund represents an equal proportionate
interest in the Fund with each other share of that class. Shares have no
preference, pre-emptive, conversion or similar rights. Shares when issued are
fully paid and non-assessable, except as set forth below. Shareholders are
entitled to one vote for each share held on matters on which they are entitled
to vote. Each Shareholder Servicing Agent has agreed to transmit all proxies
and voting materials from the Trust to their customers who are beneficial
owners of the Fund and such Shareholder Servicing Agents have agreed to vote
as instructed by such customers. The Trust is not required and has no current
intention to hold annual meetings of shareholders, although the Trust will
hold special meetings of Fund shareholders when in the judgment of the
Trustees of the Trust it is necessary or desirable to submit matters for a
shareholder vote. Shareholders of each series generally vote separately, for
example, to approve investment advisory agreements or changes in fundamental
investment policies or restrictions, but shareholders of all series may vote
together to the extent required under the 1940 Act, such as in the election or
selection of Trustees, principal underwriters and accountants for the Trust.
Shares of each class of a series represent an equal pro rata interest in such
series and, generally, have identical voting, dividend, liquidation, and other
rights, preferences, powers, terms and conditions, except that: (a) each class
shall have a different designation; (b) each class of shares shall bear any
class expenses; and (c) each class shall have exclusive voting rights on any
matter submitted to shareholders that relate solely to its distribution
arrangement, and each class shall have separate voting rights on any matter
submitted to shareholders in which the interests of one class differ from the
interests of any other class.

  Shareholders of the Fund have under certain circumstances (e.g., upon
application and submission of certain specified documents to the Trustees by a
specified number of shareholders) the right to communicate with other
shareholders of the Trust in connection with requesting a meeting of
shareholders of the Trust for the purpose of removing one or more Trustees.
Shareholders of the Trust also have the right to remove one or more Trustees
without a meeting by a declaration in writing subscribed to by a specified
number of shareholders. Upon liquidation or dissolution of the Fund,
shareholders of the Fund would be entitled to share pro rata in the net assets
of the Fund available for distribution to shareholders.

  The Trust's Declaration of Trust provides that, at any meeting of
shareholders of the Fund or the Trust, a Shareholder Servicing Agent may vote
any shares as to which such Shareholder Servicing Agent is the agent of record
and which are otherwise not represented in person or by proxy at the meeting,
proportionately in accordance with the votes cast by holders of all shares
otherwise represented at the meeting in person or by proxy as to which such
Shareholder Servicing Agent is the agent of record. Any shares so voted by a
Shareholder Servicing Agent will be deemed represented at the meeting for
purposes of quorum requirements.

  The Trust is an entity of the type commonly known as a "Massachusetts
business trust". Under Massachusetts law, shareholders of such a business
trust may, under certain circumstances, be held personally liable as partners
for its obligations. However, the risk of a shareholder incurring financial
loss on account of shareholder liability is limited to circumstances in which
both inadequate insurance existed and the Trust itself was unable to meet its
obligations.

                           PERFORMANCE INFORMATION
  From time to time the Trust may provide "total return" and annualized
"yield" and "tax equivalent yield" quotations for the Fund in advertisements,
shareholder reports or other communications to shareholders and prospective
investors. The methods used to calculate the Fund's total return, yield and
tax equivalent yield are mandated by the Securities and Exchange Commission.
Quotations of "total return" are expressed in terms of the average annual
compounded rate of return of a hypothetical investment in the Fund over
periods of 1, 5 and 10 years. All total return figures reflect the deduction
of a proportional share of Fund expenses on an annual basis, and assume that
all dividends and distributions are reinvested when paid.

  The "yield" of the Fund refers to the income generated by an investment in
the Fund over the 30 day (or one month) period ended on the date of the most
recent balance sheet of the Fund included in the Trust's registration
statement with respect to the Fund. The "tax equivalent yield" refers to the
yield that a fully taxable bond fund would have to generate, given a stated
aggregate state and local income tax rate, in order to produce an after-tax
yield equivalent to that of the Fund. The use of a tax equivalent yield allows
investors to compare the yield of the Fund, all or a significant portion of
which is exempt from regular federal, New York State and New York City
personal income taxes, with yields of funds which are not so tax exempt.

  Since these total return, yield and tax equivalent yield quotations are
based on historical earnings and since the Fund's total return, yield and tax
equivalent yield fluctuate from day to day, these quotations should not be
considered as an indication or representation of the Fund's total return,
yield or tax equivalent yield in the future. Any performance information
should be considered in light of the Fund's investment objective and policies,
characteristics and quality of the Fund's portfolio and the market conditions
during the time period indicated, and should not be considered to be
representative of what may be achieved in the future. From time to time the
Trust may also use comparative performance information in such an
advertisement or communication, including the performance of unmanaged
indices, the performance of the Consumer Price Index (as a measure for
inflation), and data from Lipper Analytical Services, Inc. and other industry
publications.

  A Shareholder Servicing Agent may charge its customers direct fees in
connection with an investment in the Fund, which will have the effect of
reducing the net return on the investment of customers of that Shareholder
Servicing Agent. Conversely, the Trust has been advised that certain
Shareholder Servicing Agents may credit to the accounts of their customers
from whom they are already receiving other fees amounts not exceeding such
other fees or the fees received by the Shareholder Servicing Agent from the
Fund, which will have the effect of increasing the net return on the
investment of such customers of those Shareholder Servicing Agents. Such
customers may be able to obtain through their Shareholder Servicing Agent
quotations reflecting such decreased or increased return. The Trust's
Statement of Additional Information with respect to the Fund includes more
detailed information concerning the calculation of total return, yield,
effective yield and tax equivalent yield quotations for the Fund.

SHAREHOLDER INQUIRIES
  All shareholder inquiries should be directed to the Trust, 6 St. James
Avenue, Boston, Massachusetts 02116.

  GENERAL AND ACCOUNT INFORMATION                 (800) 782-8183 (TOLL FREE)

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

  The Trust's Statement of Additional Information, dated May 22, 1996, with
respect to the Fund contains more detailed information about the Fund,
including information related to (i) the Fund's investment restrictions, (ii)
the Trustees and officers of the Trust and the Adviser and Sponsor of the
Fund, (iii) portfolio transactions, (iv) the Fund's shares, including rights
and liabilities of shareholders, and (v) additional yield information,
including the method used to calculate the total return, annualized yield and
tax equivalent yield of the Fund.
<PAGE>

                                                                    APPENDIX A

                           DESCRIPTION OF RATINGS*
  The ratings of Moody's Investors Service, Inc., Standard & Poor's
Corporation and Fitch Investors Service, Inc. represent their opinions as to
the quality of various debt obligations. It should be emphasized, however,
that ratings are not absolute standards of quality. Consequently, Municipal
Obligations with the same maturity, coupon and rating may have different
yields while Municipal Obligations of the same maturity and coupon with
different ratings may have the same yield.

               DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S
                           LONG-TERM  DEBT RATINGS:

  Aaa -- Bonds which are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and generally are referred to as
"gilt edge". Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements
are likely to change, such changes as can be visualized are most unlikely to
impair the fundamentally strong position of such issues.

  Aa -- Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what generally are known
as high grade bonds. They are rated lower than the best bonds because margins
of protection may not be as large as in Aaa securities, or fluctuation of
protective elements may be of greater amplitude, or there may be other
elements present which make the long-term risks appear somewhat larger than in
Aaa securities.

  A -- Bonds which are rated A possess many favorable investment attributes
and are to be considered as upper medium grade obligations. Factors giving
security to principal and interest are considered adequate but elements may be
present which suggest a susceptibility to impairment sometime in the future.

  Baa -- Bonds which are rated Baa are considered as medium grade obligations,
i.e., they are neither highly protected nor poorly secured. Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

  Note: Those bonds in the Aa, A and Baa groups which Moody's believes possess
        the strongest investment attributes are designated by the symbol Aa 1,
        A 1 and Baa 1, respectively.

- -----------------
*As described by the rating agencies. Ratings are generally given to
 securities at the time of issuance. While the rating agencies may from time
 to time revise such ratings, they undertake no obligation to do so.
<PAGE>

               DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S
               TWO HIGHEST RATINGS OF STATE AND MUNICIPAL NOTES

  Moody's ratings for state and municipal short-term obligations will be
designated Moody's Investment Grade ("MIG"). Such ratings recognize the
differences between short-term credit risk and long-term risk. Factors
affecting the liquidity of the borrower and short-term cyclical elements are
critical in short-term ratings, while other factors of major importance in
bond risk, such as long-term secular trends, may be less important over the
short run. A short-term rating may also be assigned on an issue having a
demand feature. Such ratings will be designated as "VMIG" or, if the demand
feature is not rated, as "NR". Short-term ratings on issues with demand
features are differentiated by the use of the "VMIG" symbol to reflect such
characteristics as payment upon periodic demand rather than fixed maturity
dates and payment relying on external liquidity. Additionally, investors
should be alert to the fact that the source of payment may be limited to the
external liquidity with no or limited legal recourse to the issuer in the
event the demand is not met. Symbols used are as follows:

  MIG 1/VMIG 1 -- Notes bearing this designation are of the best quality, with
strong protection from established cash flows, superior liquidity support or
demonstrated broad-based access to the market for refinancing.

  MIG 2/VMIG 2 -- Notes bearing this designation are of high quality, with
margins of protection ample although not so large as in the preceding group.

               DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S
                     TWO HIGHEST COMMERCIAL PAPER RATINGS

  Moody's commercial paper ratings are opinions of the ability of issuers to
repay punctually senior short-term debt obligations not having an original
maturity in excess of one year.

  Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of senior short-term debt obligations. Prime-1
repayment capacity will normally be evidenced by the following
characteristics: (1) leading market positions in well established industries;
(2) high rates of return on funds employed; (3) conservative capitalization
structures with moderate reliance on debt and ample asset protection; (4)
broad margins in earnings coverage of fixed financial charges and high
internal cash generation; and (5) well established access to a range of
financial markets and assured sources of alternate liquidity.

  Issuers rated PRIME-2 (or related supporting institutions) have a strong
capacity for repayment of senior short-term debt obligations. This will
normally be evidenced by many of the characteristics cited above but to a
lesser degree. Earnings trends and coverage ratios, while sound, will be more
subject to variation. Capitalization characteristics, while still appropriate,
may be more affected by external conditions. Ample alternate liquidity is
maintained.

                DESCRIPTION OF STANDARD & POOR'S CORPORATION'S
                            LONG-TERM DEBT RATINGS

  AAA -- Debt rated AAA has the highest rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

  AA -- Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in small degree.

  A -- Debt rated A have a strong capacity to pay interest and repay principal
although they are somewhat more susceptible to the adverse effects of changes
in circumstances and economic conditions than debts in higher rated
categories.

  BBB -- Debt rated BBB are regarded as having an adequate capacity to pay
interest and repay principal. Whereas they normally exhibit adequate
protection parameters, adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to pay interest and repay
principal for debts in this category than for debts in higher rated
categories.

  Plus (+) or Minus (-): The AA to BBB ratings may be modified by the addition
of a plus or minus sign to show relative standing within the rating category.

                DESCRIPTION OF STANDARD & POOR'S CORPORATION'S
               TWO HIGHEST RATINGS OF STATE AND MUNICIPAL NOTES

  A Standard & Poor's note rating reflects the liquidity concerns and market
access risks unique to notes. Notes due in three years or less will likely
receive a note rating. Notes maturing beyond three years will most likely
receive a long-term debt rating. The following criteria will be used in making
that assessment:

  -- Amortization schedule (the larger the final maturity relative to other
     maturities the more likely it will be treated as a note).

  -- Source of payment (the more dependent the issue is on the market for its
     refinancing, the more likely it will be treated as a note).

  Note rating symbols are as follows:

    SP-1 -- Very strong or strong capacity to pay principal and interest.
            Those issues determined to possess overwhelming safety
            characteristics are given a plus (+) designation.

    SP-2 -- Satisfactory capacity to pay principal and interest.

                DESCRIPTION OF STANDARD & POOR'S CORPORATION'S
                          COMMERCIAL  PAPER RATINGS

  A Standard & Poor's commercial paper rating is a current assessment of the
likelihood of timely payment of debt having an original maturity of no more
than 365 days.

  A -- Issues assigned this highest rating are regarded as having the greatest
capacity for timely payment. Issues in this category are delineated with the
numbers 1, 2 and 3 to indicate the relative degree of safety.

  A-1 -- This designation indicates that the degree of safety regarding timely
payment is either overwhelming or very strong. Those issues determined to
possess overwhelming safety characteristics are denoted with a plus (+) sign
designation.

  A-2 -- Capacity for timely payment on issues with this designation is
strong. However, the relative degree of safety is not as high as for issues
designated A-1.

         DESCRIPTION OF STANDARD & POOR'S CORPORATION'S DUAL RATINGS

  Standard & Poor's assigns "dual" ratings to all long-term debt issues that
have as part of their provisions a demand or double feature.

  The first rating addresses the likelihood of repayment of principal and
interest as due, and the second rating addresses only the demand feature. The
long-term debt rating symbols are used for bonds to denote the long-term
maturity and the commercial paper rating symbols are used to denote the put
option (for example, "AAA/A-1+"). For demand notes, the note rating symbols
are used with the commercial paper symbols (for example, "SP-1+/A-1+").

         DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S BOND RATINGS

  The rating takes into consideration special features of the issue, its
relationship to other obligations of the issuer, the current and prospective
financial condition and operating performance of the issuer and any guarantor,
as well as the economic and political environment that might affect the
issuer's future financial strength and credit quality.

  AAA -- Bonds considered to be investment grade and of the highest credit
quality. The obligor has an exceptionally strong ability to pay interest and
repay principal, which is unlikely to be affected by reasonably foreseeable
events.

  AA -- Bonds considered to be investment grade and of very high credit
quality. The obligor's ability to pay interest and repay principal is very
strong, although not quite as strong as bonds rated "AAA". Because bonds rated
in the "AAA" and "AA" categories are not significantly vulnerable to
foreseeable future developments, short-term debt of these issuers is generally
rated "F-1+".

  A -- Bonds considered to be investment grade and of high credit quality. The
obligor's ability to pay interest and repay principal is considered to be
strong, but may be more vulnerable to adverse changes in economic conditions
and circumstances than bonds with higher ratings.

  BBB -- Bonds considered to be investment grade and of satisfactory credit
quality. The obligor's ability to pay interest and repay principal is
considered to be adequate. Adverse changes in economic conditions and
circumstances, however, are more likely to have adverse impact on these bonds,
and therefore impair timely payment. The likelihood that the ratings of these
bonds will fall below investment grade is higher than for bonds with higher
ratings.

  Plus (+) or Minus (-): The AA to BBB ratings may be modified by the addition
of a plus or minus sign to show relative standing within the rating category.

                DESCRIPTION OF FITCH INVESTORS SERVICE, INC'S
              THREE HIGHEST RATINGS OF STATE AND MUNICIPAL NOTES

  The short-term rating places greater emphasis than a long-term rating on the
existence of liquidity necessary to meet the issuer's obligations in a timely
manner.

  F-1+ -- Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

  F-1 -- Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
"F-1+".

  F-2 -- Good Credit Quality. Issues assigned this rating have a satisfactory
degree of assurance for timely payment, but the margin of safety is not as
great as for issues assigned "F-1+" and "F-1" ratings.

                DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S
                    THREE HIGHEST COMMERCIAL PAPER RATINGS

  The short-term rating places greater emphasis than a long-term rating on the
existence of liquidity necessary to meet the issuer's obligations in a timely
manner.

  F-1+ -- Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

  F-1 -- Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
"F-1+".

  F-2 -- Good Credit Quality. Issues assigned this rating have a satisfactory
degree of assurance for timely payment, but the margin of safety is not as
great as for issues assigned "F-1+" and "F-1" ratings.
<PAGE>

                                                                    APPENDIX B

                       TAXABLE EQUIVALENT YIELD TABLES

    The tables below show the approximate taxable yields which are equivalent
to tax-exempt yields, for the ranges indicated, under (i) federal and New York
State personal income tax laws, and (ii) federal, New York State and New York
City personal income tax laws, in each case based upon the applicable 1995
rates. Such yields may differ under the laws applicable to subsequent years if
the effect of any such law is to change any tax bracket or the amount of
taxable income which is applicable to a tax bracket. Separate calculations,
showing the applicable taxable income brackets, are provided for investors who
file single returns and for those investors who file joint returns. For cases
in which two or more state (or city) brackets fall within a federal bracket,
the highest state (or city) bracket is combined with the federal bracket. The
combined income tax brackets shown reflect the fact that state and city income
taxes are currently deductible as an itemized deduction for federal tax
purposes (however, a taxpayer's itemized deductions may be subject to an
overall limitation, the effect of which has not been taken into account in
preparing these tables).

                       FEDERAL AND NEW YORK STATE TABLE

<TABLE>
<CAPTION>
                                           FEDERAL AND NEW YORK STATE TABLE
- -----------------------------------------------------------------------------------------------------------------------------------
            TAXABLE INCOME*                                                         TAX-EXEMPT YIELD
- ---------------------------------------    INCOME     -----------------------------------------------------------------------------
      SINGLE               JOINT             TAX      2.00%   2.50%   3.00%   3.50%   4.00%   4.50%   5.00%  5.50%   6.00%   6.50%
      RETURN               RETURN         BRACKET**                         EQUIVALENT TAXABLE YIELD
- -------------------  ------------------  -----------  -----------------------------------------------------------------------------
<S>        <C>        <C>      <C>         <C>        <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>     <C>   
  $      0-$ 23,350   $      0-$ 39,000    21.45%     2.55%   3.18%   3.82%   4.46%   5.09%   5.73%   6.37%   7.00%   7.64%   8.27%
  $ 23,351-$ 56,550   $ 39,001-$ 94,250    33.47%     3.01%   3.76%   4.51%   5.26%   6.01%   6.76%   7.52%   8.27%   9.02%   9.77%
  $ 56,551-$117,950   $ 94,251-$143,600    36.24%     3.14%   3.92%   4.71%   5.49%   6.27%   7.06%   7.84%   8.63%   9.41%  10.19%
  $117,951-$256,500   $143,601-$256,500    40.86%     3.38%   4.23%   5.07%   5.92%   6.76%   7.61%   8.45%   9.30%  10.15%  10.99%
      Over $256,500       Over $256,500    44.19%     3.58%   4.48%   5.38%   6.27%   7.17%   8.06%   8.96%   9.85%  10.75%  11.65%

- ----------
*  Net amount subject to federal and New York State personal income tax after deductions and exemptions.
** Effective combined federal and state tax bracket.

This table does not take into account: (i) any taxes other than the regular federal income tax and the regular New York State
personal income tax; or (ii) the New York State tax table benefit recapture tax. Also, it is assumed that: (i) there are no
federal or New York State minimum taxes applicable; (ii) a shareholder has no net capital gain; and (iii) a shareholder's
taxable income for federal income tax purposes is the same as his or her taxable income for New York State income tax purposes.
Also, this table does not reflect the fact that, due to factors including the federal phase-out of personal exemptions and
reduction of certain itemized deductions for taxpayers whose adjusted gross income exceed specified thresholds, a shareholder's
effective marginal tax rate may differ from his or her tax bracket rate.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                              FEDERAL, NEW YORK STATE AND NEW YORK CITY TABLE
- -----------------------------------------------------------------------------------------------------------------------------------
            TAXABLE INCOME*                                                         TAX-EXEMPT YIELD
- ---------------------------------------    INCOME     -----------------------------------------------------------------------------
      SINGLE               JOINT             TAX      2.00%   2.50%   3.00%   3.50%   4.00%   4.50%   5.00%  5.50%   6.00%   6.50%
      RETURN               RETURN         BRACKET**                         EQUIVALENT TAXABLE YIELD
- -------------------  ------------------  -----------  -----------------------------------------------------------------------------
<S>        <C>        <C>      <C>         <C>        <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>     <C>   
  $      0   23,350   $      0-$ 39,000    25.19%     2.67%   3.34%   4.01%   4.68%   5.35%   6.02%   6.68%   7.35%   8.02%   8.69%
  $ 23,351-$ 56,550   $ 39,001-$ 94,250    36.64%     3.16%   3.96%   4.73%   5.52%   6.31%   7.10%   7.89%   8.68%   9.47%  10.26%
  $ 56,551-$117,950   $ 94,251-$143,600    37.32%     3.30%   4.12%   4.94%   5.77%   6.59%   7.42%   8.24%   9.06%   9.89%  10.71%
  $117,951-$256,500   $143,601-$256,500    43.71%     3.55%   4.44%   5.33%   6.22%   7.11%   7.99%   8.88%   9.77%  10.66%  11.55%
      Over $256,500       Over $256,500    46.88%     3.77%   4.71%   5.65%   6.59%   7.53%   8.47%   9.41%  10.35%  11.30%  12.24%
<FN>
- ----------
 * Net amount subject to federal, New York State and New York City personal income tax after deductions and exemptions.
** Effective combined federal, state and city tax bracket.

This table does not take into account: (i) any taxes other than the regular federal income tax, the regular New York State
personal income tax and the regular New York City personal income tax (including the temporary tax surcharge and the additional
tax); or (ii) the New York State tax table benefit recapture tax. Also, it is assumed that: (i) there are no federal, state or
city minimum taxes applicable; (ii) a shareholder has no net capital gain; and (iii) a shareholder's taxable income for federal
income tax purposes is the same as his or her income for state and city tax purposes. Also, this table does not reflect the fact
that, due to factors including the federal phase-out of personal exemptions and reduction of certain itemized deductions for
taxpayers whose adjusted gross income exceed specified thresholds, a shareholder's effective marginal tax rate may differ from
his or her tax bracket rate.
</TABLE>

    While it is expected that most of the dividends paid to the shareholders
of the Fund will be exempt from federal, New York State and New York City
personal income taxes, portions of such dividends from time to time may be
subject to such taxes.
<PAGE>

REPUBLIC
- ------------------------------------------------------------------------------
NEW YORK TAX-FREE
- ------------------------------------------------------------------------------
BOND FUND
- ------------------------------------------------------------------------------
ADVISER CLASS

INVESTMENT ADVISER
Republic National Bank of New York
452 Fifth Avenue
New York, NY 10018

ADMINISTRATOR, DISTRIBUTOR AND SPONSOR
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, MA 02116
(617) 423-0800

CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183

INDEPENDENT AUDITORS
KPMG Peat Marwick
99 High Street
Boston, MA 02110

LEGAL COUNSEL
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005

SHAREHOLDER SERVICING AGENTS
Republic National Bank of New York
Republic Bank For Savings
452 Fifth Avenue
New York, NY 10018




RF3Y Class(5/96)

<PAGE>

REPUBLIC
- --------------------------------------------------------------------------------
EQUITY
- --------------------------------------------------------------------------------
FUND
- --------------------------------------------------------------------------------



PROSPECTUS
MAY 22, 1996
<PAGE>
REPUBLIC EQUITY FUND
SIX ST. JAMES AVENUE, BOSTON, MASSACHUSETTS 02116
- ------------------------------------------------------------------------------
ACCOUNT AND GENERAL INFORMATION: (800) 782-8183 (TOLL FREE)

  Republic Equity Fund (the "Fund") is a diversified series (portfolio) of the
Republic Funds (the "Trust"), an open-end, management investment company which
currently consists of six portfolios, each of which has different and distinct
investment objectives and policies. Class C shares of the Fund (the "Shares")
are being offered by this Prospectus. The Trust offers one other class of shares
of the Fund pursuant to a separate prospectus. Republic National Bank of New
York ("Republic" or the "Manager") is the investment manager of the Fund. Lord,
Abbett & Co. ("Lord Abbett" or the "Sub-Adviser") continuously manages the
investment portfolio of the Fund.

  The investment objective of the Fund is long-term growth of capital and income
without excessive fluctuations in market value. The Fund seeks its objective by
investing in securities selling at reasonable prices in relation to value. The
Fund will normally invest in common stocks of large, seasoned companies in sound
financial condition which are expected to show above-average price appreciation.
There can be no assurance that the investment objective of the Fund will be
achieved.

  AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, REPUBLIC OR ANY OTHER BANK, AND THE SHARES ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD,
OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND IS SUBJECT TO INVESTMENT RISKS,
INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.

                             --------------------
  Investors should read this Prospectus and retain it for future reference.
                             --------------------

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

                 THE DATE OF THIS PROSPECTUS IS MAY 22, 1996
<PAGE>

  Shares of the Fund are continuously offered for sale at net asset value with
no sales charge by Signature Broker-Dealer Services, Inc. ("Signature" or the
"Distributor" or the "Sponsor") (i) directly to the public, (ii) to customers of
a financial institution, such as a federal or state-chartered bank, trust
company or savings and loan association that has entered into a shareholder
servicing agreement with the Trust (collectively, "Shareholder Servicing
Agents"), and (iii) to customers of a securities broker that has entered into a
dealer agreement with the Distributor.

  AN INVESTOR WHO IS NOT PURCHASING DIRECTLY FROM THE DISTRIBUTOR SHOULD OBTAIN
FROM HIS SECURITIES BROKER OR SHAREHOLDER SERVICING AGENT, AND SHOULD READ IN
CONJUNCTION WITH THIS PROSPECTUS, THE MATERIALS PROVIDED BY THE SECURITIES
BROKER OR SHAREHOLDER SERVICING AGENT DESCRIBING THE PROCEDURES UNDER WHICH
SHARES OF THE FUND MAY BE PURCHASED AND REDEEMED THROUGH SUCH SECURITIES BROKER
OR SHAREHOLDER SERVICING AGENT.

  This Prospectus sets forth concisely the information concerning the Fund that
a prospective investor ought to know before investing. The Trust has filed with
the Securities and Exchange Commission a Statement of Additional Information,
dated May 22, 1996, with respect to the Fund, containing additional and more
detailed information about the Fund, which is hereby incorporated by reference
into this Prospectus. An investor may obtain a copy of this Statement of
Additional Information without charge by contacting the Distributor or his
Shareholder Servicing Agent (see back cover for addresses and phone numbers).
<PAGE>
                                   HIGHLIGHTS

THE FUND                                                                PAGE 1
  Republic Equity Fund (the "Fund") is a separate series (portfolio) of the
Republic Funds (the "Trust"), a Massachusetts business trust organized on April
22, 1987, which currently consists of six funds, each of which has different and
distinct investment objectives and policies.

INVESTMENT OBJECTIVE, RISKS AND POLICIES                                PAGE 8
  The investment objective of the Fund is long-term growth of capital and
income without excessive fluctuations in market value. The Fund seeks its
objective by investing in securities selling at reasonable prices in relation to
value. The Fund will normally invest in common stocks of large, seasoned
companies in sound financial condition which are expected to show above-average
price appreciation. There can be no assurance that the investment objective of
the Fund will be achieved.

MANAGEMENT OF THE TRUST                                                PAGE 12
  Republic acts as investment manager to the Fund pursuant to an Investment
Management Agreement with the Trust. For its services, the Manager is paid a fee
by the Fund, computed daily and based on the Fund's average daily net assets,
equal on an annual basis to 0.175% of net assets. Lord Abbett continuously
manages the investment portfolio of the Fund pursuant to a Sub-Advisory
Agreement with the Manager. For its services, the Sub-Adviser is paid a fee by
the Fund, computed daily and based on the Fund's average daily net assets, equal
on an annual basis to 0.325% of net assets up to $50 million, 0.25% of net
assets over $50 million and up to $100 million, 0.20% of net assets over $100
million and up to $200 million, and 0.15% of net assets over $200 million. See
"Management of the Trust."

  Signature acts as administrator and sponsor of the Fund. Signature provides
certain management and administrative services to the Fund for which it receives
from the Fund a fee at the annual rate of up to 0.20% of the Fund's average
daily net assets.

  The Trust also has retained Signature to distribute Class C shares of the Fund
(the "Shares") pursuant to a Distribution Plan pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended (the "1940 Act"). Pursuant to the
terms of the Distribution Plan, the Distributor is reimbursed from the Fund for
marketing costs and payments to other organizations for services rendered in
distributing the Shares. This fee may not exceed 0.25% of the average daily net
assets of the Fund represented by Shares outstanding and is expected to be
limited to an amount such that the aggregate fees paid to the Distributor
pursuant to the Distribution Plan and to the Shareholder Servicing Agents
pursuant to the Administrative Services Plan do not exceed 0.25% of such assets.
See "Management of the Trust."

PURCHASES AND REDEMPTIONS                                      PAGES 18 AND 21
  Shares of the Fund are continuously offered for sale by the Distributor at
net asset value with no sales charge (i) directly to the public, (ii) to
customers of a financial institution, such as a federal or state-chartered bank,
trust company or savings and loan association, that has entered into a
shareholder servicing agreement with the Trust (collectively, "Shareholder
Servicing Agents"), and (iii) to customers of a securities broker that has
entered into a dealer agreement with the Distributor. For investors who purchase
Shares directly from the Distributor, the minimum initial investment is $1,000
and the minimum subsequent investment is $100. The Trust offers to buy back
(redeem) Shares from shareholders of the Fund at any time at net asset value.
See "Purchase of Shares" and "Redemption of Shares."

DIVIDENDS AND DISTRIBUTIONS                                            PAGE 23
  The Trust intends to distribute all the Fund's net investment income as a
dividend to Fund shareholders quarterly and net realized capital gains, if
any, annually. See "Dividends and Distributions."
<PAGE>
                                    FEE TABLE
  The following table provides (i) a summary of estimated expenses relating to
purchases and sales of Fund Shares, and the aggregate annual operating expenses
of the Fund, as a percentage of average daily net assets of the Fund, and (ii)
an example illustrating the dollar cost of such estimated expenses on a $1,000
investment in Fund Shares.

Shareholder Transaction Expenses ..............................         None
Annual Fund Operating Expenses
  Investment Management Fee after waiver* .....................        0.10%
  Investment Subadvisory Fee ..................................        0.32%
  Distribution Fees (Rule 12b-1 fees) .........................        0.15%
  Other Expenses after waiver** ...............................        0.73%
                                                                       ---- 
  -- Shareholder Servicing Fee ........................   0.10%
  -- Administrative Services Fee after waiver**........   0.10%
  -- Other Operating Expenses ..........................  0.53%
Total Fund Operating Expenses after fee waivers*** ............        1.30%
                                                                       ==== 
- ------------
  *Investment Management Fee is shown net of waiver. Without such waiver, such
   fee in the aggregate would be equal on an annual basis to 0.175% of the
   Fund's average net assets.
 **Other Expenses and the Administrative Services Fee are shown net of expected
   fee waiver for the current fiscal year. Without such waiver, the
   Administrative Services Fee and Other Expenses would be equal on an annual
   basis to 0.20% and 0.83%, respectively, of the Fund's average net assets.
***Total Fund Operating Expenses are shown net of fee waivers. Without such fee
   waivers, the Total Fund Operating Expenses would be equal on an annual basis
   to 1.475% of the Fund's average net assets. There can be no assurance that
   expenses will be reimbursed or waived in the future.

EXAMPLE
  A shareholder of the Fund would pay the following expenses on a $1,000
investment in Fund Shares, assuming (1) 5% annual return and (2) redemption at
the end of:

   1 year .....................................................         $ 13
   3 years ....................................................         $ 41
   5 years ....................................................         $ 71
  10 years ....................................................         $157

  The purpose of the expense table provided above is to assist investors in
understanding the various costs and expenses that a shareholder will bear
directly or indirectly. The information is based on the expenses the Fund
expects to incur with respect to the Shares for the current fiscal year.* The
expense table shows the expected investment management fee, investment
subadvisory fee, distribution (Rule 12b-1) fee, administrative services fee and
shareholder servicing fee. For a more detailed discussion of the costs and
expenses of investing in the Fund, see "Management of the Trust."
- ----------
*Assuming average daily net assets of $30 million in the Fund.

  The fees paid from the Fund to each Shareholder Servicing Agent are determined
by a formula based upon the number of accounts serviced by such Shareholder
Servicing Agent during the period for which payment is being made, the level of
activity in such accounts during such period, and the expenses incurred by such
Shareholder Servicing Agent. Similarly, the fee from the Fund to the Distributor
is in anticipation of, or as reimbursement for, expenses incurred by the
Distributor in connection with the sale of Fund Shares. The aggregate fees paid
to the Distributor pursuant to the Distribution Plan and to the Shareholder
Servicing Agent pursuant to the Administrative Services Plan may not exceed
0.25% of the average daily net assets of the Fund represented by Shares
outstanding during the period for which payment is being made. Long-term
shareholders may pay more than the economic equivalent of the maximum
distribution charges permitted by the National Association of Securities
Dealers, Inc.

  Some Shareholder Servicing Agents and securities brokers may impose certain
conditions on their customers, subject to the terms of this Prospectus, in
addition to or different from those imposed by the Trust, such as requiring a
minimum initial investment or charging their customers a direct fee for their
services. The effect of any such fees will be to reduce the net return on the
investment of customers of that Shareholder Servicing Agent or securities
broker. Each Shareholder Servicing Agent and securities broker has agreed to
transmit to shareholders who are its customers appropriate written disclosure of
any transaction fees that it may charge them directly at least 30 days before
the imposition of any such charge.

  THE EXAMPLE SET FORTH ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OF THE FUND; ACTUAL EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.

                              FINANCIAL HIGHLIGHTS
  The financial data shown below is to assist investors in evaluating the
performance of the Shares since commencement of operations through October 31,
1995. The information shown in the following schedule has been audited by Ernst
& Young LLP, independent auditors, whose report on the Fund's financial
statements is incorporated by reference into the Statement of Additional
Information from the Fund's Annual Report dated October 31, 1995. The Annual
Report also includes management's discussion of Fund performance, and may be
obtained without charge upon request. This information should be read in
conjunction with the financial statements.

SELECTED DATA FOR A CLASS C SHARE OUTSTANDING
THROUGHOUT THE INDICATED PERIOD:

REPUBLIC EQUITY FUND
                                                               FOR THE PERIOD
                                                               AUGUST 1, 1995
                                                               (COMMENCEMENT
                                                             OF OPERATIONS) TO
                                                              OCTOBER 31, 1995
                                                             -----------------
Net asset value, beginning of period .....................        $10.00
                                                                  ------
Income from investment operations:
  Net investment income ..................................          0.04
  Net realized and unrealized gain on investments ........          0.24
                                                                  ------
    Total from investment operations .....................          0.28
                                                                  ------
Less dividends:
  From net investment income .............................         (0.04)
                                                                  ------
    Total from dividends .................................         (0.04)
                                                                  ------
Net asset value, end of period ...........................        $10.24
                                                                  ======
Total return .............................................        2.75%(a)
Ratios/supplemental data:
  Net assets, end of period (in 000's) ...................       $22,092
  Ratio of expenses to average net assets (b) ............        1.47%(c)
  Ratio of net investment income to average net assets (b)        1.59%(c)
  Portfolio turnover rate ................................           2%
- ------------------------------------------------------------------------------
(a) Not annualized.
(b) Reflects a voluntary expense limitation and waivers of fees by affiliated
    parties of the Fund. If this limitation and waiver had not been in effect,
    the annualized ratios of expenses and net investment income to average net
    assets for the period August 1, 1995 (commencement of operations) to October
    31, 1995 would have been 2.44% and 0.62%, respectively.
(c) Annualized.
<PAGE>
                              INVESTMENT OBJECTIVE,
                               RISKS AND POLICIES
INVESTMENT OBJECTIVE
  The investment objective of the Fund is to seek long-term growth of capital
and income without excessive fluctuations in market value. The Fund seeks its
objective by investing in securities selling at reasonable prices in relation to
value. The Fund will normally invest in common stocks of large, seasoned
companies in sound financial condition which are expected to show above-average
price appreciation. There can be no assurance that the investment objective of
the Fund will be achieved. The investment objective of the Fund may be changed
without approval by the Fund's shareholders. If there is a change in the
investment objective of the Fund, shareholders should consider whether the Fund
remains an appropriate investment in light of their then-current financial
position and needs. Shareholders of the Fund shall receive 30 days' prior
written notice of any change in the investment objective of the Fund.

INVESTMENT POLICIES
  The Sub-Adviser believes that long-term investors purchase and redeem shares
to meet their own financial requirements rather than to take advantage of price
fluctuations. If so, their needs will be best served by an investment whose
growth is characterized by low fluctuations in market value. For this reason,
the Fund attempts to maintain its investments in securities which are selling at
reasonable prices in relation to value and, thus, is willing to forgo some
opportunities for gains when, in the Sub-Adviser's judgment, they carry
excessive risk. The Sub-Adviser attempts to anticipate major changes in the
economy and to select stocks that it believes will benefit most from these
changes.

  The Fund will normally invest at least 65% of its total assets in equity
securities (consisting of common stocks, preferred stocks, securities
convertible into common stocks, warrants and rights) of large, seasoned
companies in sound financial condition which are expected to show above-average
price appreciation. Although the prices of common stocks fluctuate and their
dividends vary, historically, common stocks have appreciated in value and their
dividends have increased when the companies they represent have prospered and
grown. The Sub-Adviser will balance the opportunity for profit against the risk
of loss. In the past, very few industries have continuously provided the best
investment opportunities. The Sub-Adviser believes it is important to take a
flexible approach and adjust the Fund's portfolio to reflect changes in the
opportunities for sound investments relative to the risks assumed. The Fund
therefore will sell securities the Sub-Adviser judges to be overpriced and
reinvest the proceeds in other securities the Sub-Adviser believes to offer
better values.

  The Fund may (a) write covered call options traded on a national securities
exchange with respect to securities in its portfolio, (b) invest up to 10% of
its net assets (at the time of investment) in debt and equity securities which
are traded in developed foreign countries and (c) invest up to 35% in bonds and
other debt securities, including lower rated, high-yield bonds, commonly
referred to as "junk bonds." The Fund does not intend to write covered call
options with respect to securities with an aggregate market value of more than
10% of its total assets at the time an option is written. The Fund will not
invest more than 5% of its net assets (at the time of investment) in lower rated
(BB/Ba or lower), high yield bonds. The Fund may retain any bond whose rating
drops below investment grade if it is in the best interest of the Fund's
shareholders. Securities rated BB/Ba by a nationally recognized statistical
rating organization are considered to have speculative characteristics.

  The Fund may lend its portfolio securities. These loans may not exceed 30% of
the value of the Fund's total assets.

  The Fund will not purchase securities for trading purposes. Pending investment
in equity and debt and also for temporary defensive purposes, the Fund may
invest without limit in short-term debt and other high-quality, fixed-income
securities. The Fund may invest up to 15% of its net assets in illiquid
securities.

                      ADDITIONAL RISK FACTORS AND POLICIES
FOREIGN SECURITIES
  Investing in securities issued by companies whose principal business
activities are outside the United States may involve significant risks not
present in domestic investments. For example, there is generally less publicly
available information about foreign companies, particularly those not subject to
the disclosure and reporting requirements of the U.S. securities laws. Foreign
issuers are generally not bound by uniform accounting, auditing, and financial
reporting requirements and standards of practice comparable to those applicable
to domestic issuers. Investments in foreign securities also involve the risk of
possible adverse changes in investment or exchange control regulations,
expropriation or foreign withholding and other taxation, limitation on the
removal of cash or other assets of the Fund, political or financial instability,
or diplomatic and other developments which could affect such investments.
Further, economics of particular countries or areas of the world may differ
favorably or unfavorably from the economy of the United States. Changes in
foreign exchange rates will affect the value of securities denominated or quoted
in currencies other than the U.S. dollar. Foreign securities often trade with
less frequency and volume than domestic securities and therefore may exhibit
greater price volatility. Additional costs associated with an investment in
foreign securities may include higher custodial fees than apply to domestic
custodial arrangements, and transaction costs of foreign currency conversions.

CONVERTIBLE SECURITIES
  Although the Fund's equity investments consist primarily of common and
preferred stocks, the Fund may buy securities convertible into common stock if,
for example, the Sub-Adviser believes that a company's convertible securities
are undervalued in the market. Convertible securities eligible for purchase by
the Fund consist of convertible bonds, convertible preferred stocks, warrants
and rights. See "Additional Risk Factors and Policies -- Warrants" below and the
Statement of Additional Information for a discussion of these instruments.

ILLIQUID INVESTMENTS
  The Fund may invest up to 15% of its net assets in securities that are
illiquid by virtue of the absence of a readily available market, or because of
legal of contractual restrictions on resale, excluding securities eligible for
resale to qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as described below. There may be delays in selling these
securities and sales may be made at less favorable prices.

  The Sub-Adviser may determine that a particular Rule 144A security is liquid
and thus not subject to the Fund's limits on investment in illiquid securities,
pursuant to guidelines adopted by the Board of Trustees. Factors that the
Sub-Adviser must consider in determining whether a particular Rule 144A security
is liquid include the frequency of trades and quotes for the security, the
number of dealers willing to purchase or sell the security and the number of
other potential purchasers, dealer undertakings to make a market in the
security, and the nature of the security and the nature of the market for the
security (i.e., the time needed to dispose of the security, the method of
soliciting offers and the mechanics of transfer). Investing in Rule 144A
securities could have the effect of increasing the level of the Fund's
illiquidity to the extent that qualified institutions might become, for a time,
uninterested in purchasing these securities.

WARRANTS
  The Fund may invest up to 10% of its net assets in warrants, except that this
limitation does not apply to warrants acquired in units or attached to
securities. A warrant is an instrument issued by a corporation which gives the
holder the right to subscribe to a specific amount of the corporation's capital
stock at a set price for a specified period of time. Warrants do not represent
ownership of the securities, but only the right to buy the securities. The
prices of warrants do not necessarily move parallel to the prices of underlying
securities. Warrants may be considered speculative in that they have no voting
rights, pay no dividends, and have no rights with respect to the assets of the
corporation issuing them.

LOANS OF PORTFOLIO SECURITIES
  The Fund may lend its securities to qualified brokers, dealers, banks and
other financial institutions for the purpose of realizing additional income.
Loans of securities will be collateralized by cash, letters of credit, or
securities issued or guaranteed by the U.S. Government or its agencies. The
collateral will equal at least 100% of the current market value of the loaned
securities. In addition, the Fund will not lend its portfolio securities to the
extent that greater than 30% of its total assets, at fair market value, would be
committed to loans at that time.

COVERED CALL OPTIONS
  The Fund may write covered call options (which are considered derivatives)
which are traded on a national securities exchange with respect to securities in
the portfolio in an attempt to increase its income and to provide greater
flexibility in the disposition of its portfolio securities. A "call option" is a
contract sold for a price (the "premium") giving its holder the right to buy a
specific number of shares of stock at a specific price prior to a specified
date. A "covered call option" is a call option issued on securities already
owned by the writer of the call option for delivery to the holder upon the
exercise of the option. During the period of the option, the option writer
forgoes the opportunity to profit from any increase in the market price of the
underlying security above the exercise price of the option (to the extent that
the increase exceeds the net premium). The Fund also may enter into "closing
purchase transactions" in order to terminate its obligation to deliver the
underlying security (this may result in a short-term gain or loss). A closing
purchase transaction is the purchase of a call option (at a cost which may be
more or less than the premium received for writing the original call option) on
the same security, with the same exercise price and call period as the option
previously written. If the Fund is unable to enter into a closing purchase
transaction, it may be required to hold a security that it might otherwise have
sold to protect against depreciation. The Fund does not intend to write covered
call options with respect to securities with an aggregate market value of more
than 10% of its total assets at the time an option is written. This percentage
limitation will not be increased without prior disclosure in the current
Prospectus.

PORTFOLIO TURNOVER
  The Sub-Adviser will manage the Fund generally without regard to
restrictions on portfolio turnover, except those imposed by provisions of the
federal tax laws regarding short-term trading. In general, the Fund will not
trade for short-term profits, but when circumstances warrant, investments may
be sold without regard to the length of time held. It is expected that the
annual turnover rate for the Fund will not exceed 100%. For the period from
August 1, 1995 (commencement of operations) to October 31, 1995, the portfolio
turnover rate was 2%.
                             --------------------

  The Trust may, in the future, seek to achieve the Fund's investment objective
by investing all of its investable assets in a no-load, open-end management
investment company having substantially the same investment objective as the
Fund. In such event, the Fund's Investment Management Contract would be
terminated. Such investment would be made only if the Trustees of the Trust
believe that the aggregate per share expenses of the Fund and such other
investment company will be less than or approximately equal to the expenses
which the Fund would incur if the Trust were to continue to retain the services
of an investment adviser for the Fund and the assets of the Fund were to
continue to be invested directly in portfolio securities.

                             MANAGEMENT OF THE TRUST
  The business and affairs of the Fund are managed under the direction of the
Board of Trustees of the Trust. The Trustees are Frederick C. Chen, Alan S.
Parsow, Larry M. Robbins and Michael Seely. Additional information about the
Trustees, as well as the Trust's executive officers, may be found in the
Statement of Additional Information under the caption "Management of the Trust
- -- Trustees and Officers."

INVESTMENT MANAGER
  Republic, whose address is 452 Fifth Avenue, New York, New York 10018, serves
as investment manager to the Fund pursuant to an Investment Management Contract
with the Trust. For its services, the Manager is paid a fee by the Fund,
computed daily and based on the Fund's average daily net assets, equal on an
annual basis to 0.175% of net assets.

  Republic is a wholly-owned subsidiary of Republic New York Corporation, a
registered bank holding company. As of December 31, 1995, Republic was the 20th
largest bank holding company in the United States measured by assets and the
19th largest commercial bank measured by shareholder equity. Republic or an
affiliate of Republic serves as investment adviser to the other series of the
Trust. Republic currently provides investment advisory services for individuals,
trusts, estates and institutions.

  Republic and its affiliates may have deposit, loan and other commercial
banking relationships with the issuers of obligations purchased for the Fund,
including outstanding loans to such issuers which may be repaid in whole or in
part with the proceeds of obligations so purchased. Republic has informed the
Trust that, in making its investment decisions, it does not obtain or use
material inside information in the possession of any division or department of
Republic or in the possession of any affiliate of Republic.

  Based upon the advice of counsel, Republic believes that the performance of
investment advisory and other services for the Fund will not violate the
Glass-Steagall Act or other applicable banking laws or regulations. However,
future statutory or regulatory changes, as well as future judicial or
administrative decisions and interpretations of present and future statutes and
regulations, could prevent Republic from continuing to perform such services for
the Fund. If Republic were prohibited from acting as investment manager to the
Fund, it is expected that the Board of Trustees would recommend to Fund
shareholders approval of a new investment advisory agreement with another
qualified investment adviser selected by the Board or that the Board would
recommend other appropriate action. If Republic were prohibited from acting as a
Shareholder Servicing Agent for the Fund, the Trust would seek alternative means
of providing such services.

SUB-ADVISER
  Lord Abbett continuously manages the investment portfolio of the Fund, subject
to the supervision and direction of the Manager, pursuant to a Sub-Advisory
Agreement with the Manager. For its services, the Sub-Adviser is paid a fee by
the Fund, computed daily and based on the Fund's average daily net assets, equal
on an annual basis to 0.325% of net assets up to $50 million, 0.25% of net
assets over $50 million up to $100 million, 0.20% of net assets over $100
million up to $200 million, and 0.15% of net assets over $200 million. It is the
responsibility of the Sub-Adviser not only to make investment decisions for the
Fund, but also to place purchase and sale orders for the portfolio transactions
of the Fund. See "Portfolio Turnover."

  The primary consideration in placing portfolio security transactions with
broker-dealers for execution is to obtain, and maintain the availability of,
execution at the most favorable prices and in the most effective manner
possible. The Fund may pay brokerage commissions on portfolio security
transactions to affiliated broker-dealers. For a further discussion of portfolio
transactions, see "Investment Objective, Policies Risks, and Restrictions --
Fund Transactions" in the Statement of Additional Information.

  Consistent with the Rules of Fair Practice of the National Association of
Securities Dealers, Inc. and such other policies as the Trustees of the Trust
may determine, and subject to seeking the most favorable price and execution
available, the Sub-Adviser may consider sales of shares of the Fund or other
funds managed by the Sub-Adviser as a factor in the selection of broker-dealers
to execute portfolio transactions for the Fund.

  Lord Abbett has been an investment manager for over 65 years and currently
manages approximately $18 billion in a family of mutual funds and other advisory
accounts. Lord Abbett is located at The General Motors Building, 767 Fifth
Avenue, New York, New York 10153-0203. Mr. John J. Walsh, a partner of Lord
Abbett, serves as the Fund's portfolio manager and manages other mutual fund and
private account portfolios. Mr. Walsh has been with Lord Abbett since 1960.

DISTRIBUTOR AND SPONSOR
  Signature, whose address is 6 St. James Avenue, Boston, Massachusetts 02116,
acts as sponsor and distributor to the Fund under a Distribution Contract. The
Distributor may, out of its own resources, make payments to broker-dealers for
their services in distributing Shares. Signature and its affiliates also serve
as administrator or distributor to other investment companies. Signature is a
wholly owned subsidiary of Signature Financial Group, Inc.

  Pursuant to a Distribution Plan adopted by the Trust (the "Plan"), the
Distributor is reimbursed from the Fund monthly for costs and expenses incurred
by the Distributor in connection with the distribution of Fund Shares and for
the provision of certain shareholder services with respect to Shares. The amount
of this reimbursement may not exceed on an annual basis 0.25% of the average
daily net assets of the Fund represented by Shares outstanding during the period
for which payment is being made. Payments to the Distributor are for various
types of activities, including: (1) payments to broker-dealers who advise
shareholders regarding the purchase, sale or retention of Fund Shares and who
provide shareholders with personal services and account maintenance services
("service fees"), (2) payments to employees of the Distributor, and (3) printing
and advertising expenses. It is currently intended that the aggregate fees paid
to the Distributor pursuant to the Plan and to Shareholder Servicing Agents
pursuant to the Administrative Services Plan will not exceed on an annual basis
0.25% of the Fund's average daily net assets represented by Shares outstanding
during the period for which payment is being made. Salary expense of Signature
personnel who are responsible for marketing shares of the various portfolios of
the Trust may be allocated to such portfolios on the basis of average net
assets; travel expense is allocated to, or divided among, the particular
portfolios for which it is incurred.

  Any payment by the Distributor or reimbursement of the Distributor from the
Fund made pursuant to the Plan is contingent upon the Board of Trustees'
approval. The Fund is not liable for distribution and shareholder servicing
expenditures made by the Distributor in any given year in excess of the maximum
amount (0.25% per annum of the Fund's average daily net assets represented by
Shares outstanding) payable under the Plan in that year.

ADMINISTRATIVE SERVICES PLAN
  The Trust has adopted an Administrative Services Plan (the "Administrative
Services Plan") with respect to Fund Shares which provides that the Trust may
obtain the services of an administrator, transfer agent, custodian and one or
more Shareholder Servicing Agents, and may enter into agreements providing for
the payment of fees for such services.

ADMINISTRATOR
  Pursuant to an Administrative Services Contract, Signature provides the Trust
with general office facilities and supervises the overall administration of the
Trust and the Fund, including, among other responsibilities, the negotiation of
contracts and fees with, and the monitoring of performance and billings of, the
independent contractors and agents of the Trust; the payment of the
non-transaction based fees of the custodian; the preparation and filing of all
documents required for compliance by the Trust with applicable laws and
regulations; and arranging for the maintenance of books and records of the Trust
and the Fund. Signature provides persons satisfactory to the Board of Trustees
of the Trust to serve as Trustees and officers of the Trust. Such officers, as
well as certain other employees and Trustees of the Trust, may be directors,
officers or employees of Signature or its affiliates. For these services and
facilities, Signature receives from the Fund fees payable monthly at an annual
rate equal to 0.20% of the first $100 million of the Fund's average daily net
assets; 0.17% of the next $100 million of such assets; 0.13% of the next $300
million of such assets; and 0.10% of such assets in excess of $500 million.

TRANSFER AGENT AND CUSTODIAN
  The Trust has entered into a Transfer Agency Agreement with Investors Bank &
Trust Company ("IBT"), pursuant to which IBT acts as transfer agent for the Fund
(the "Transfer Agent"). The Transfer Agent maintains an account for each
shareholder of the Fund (unless such account is maintained by the shareholder's
Shareholder Servicing Agent), performs other transfer agency functions, and acts
as dividend disbursing agent for the Fund. Pursuant to a Custodian Agreement,
IBT also acts as the custodian of the Fund's assets (the "Custodian"). The
Custodian's responsibilities include safeguarding and controlling the Fund's
cash and securities, handling the receipt and delivery of securities,
determining income and collecting interest on the Fund's investments,
maintaining books of original entry for portfolio and fund accounting and other
required books and accounts, and calculating the daily net asset value of shares
of the Fund. Securities held for the Fund may be deposited into the Federal
Reserve-Treasury Department Book Entry System or the Depositary Trust Company.
The Custodian does not determine the investment policies of the Fund or decide
which securities will be purchased or sold for the Fund. Assets of the Fund may,
however, be invested in securities of the Custodian, and the Trust may deal with
the Custodian as principal in securities transactions for the Fund. For its
services, IBT receives such compensation as may from time to time be agreed upon
by it and the Trust.

SHAREHOLDER SERVICING AGENTS
  The Trust has entered into a shareholder servicing agreement (a "Servicing
Agreement") with each Shareholder Servicing Agent, including Republic, pursuant
to which a Shareholder Servicing Agent, as agent for its customers, among other
things: answers customer inquiries regarding account status and history, the
manner in which purchases and redemptions of Shares may be effected and certain
other matters pertaining to the Fund; assists shareholders in designating and
changing dividend options, account designations and addresses; provides
necessary personnel and facilities to establish and maintain shareholder
accounts and records; assists in processing purchase and redemption
transactions; arranges for the wiring of funds; transmits and receives funds in
connection with customer orders to purchase or redeem Shares; verifies and
guarantees shareholder signatures in connection with redemption orders and
transfers and changes in shareholder-designated accounts; furnishes (either
separately or on an integrated basis with other reports sent to a shareholder by
a Shareholder Servicing Agent) monthly and year-end statements and confirmations
of purchases and redemptions; transmits, on behalf of the Trust, proxy
statements, annual reports, updated prospectuses and other communications from
the Trust to the Fund's shareholders; receives, tabulates and transmits to the
Trust proxies executed by shareholders with respect to meetings of shareholders
of the Fund or the Trust; and provides such other related services as the Trust
or a shareholder may request. For these services, each Shareholder Servicing
Agent receives a fee from the Fund, which may be paid periodically, determined
by a formula based upon the number of accounts serviced by such Shareholder
Servicing Agent during the period for which payment is being made, the level of
activity in accounts serviced by such Shareholder Servicing Agent during such
period, and the expenses incurred by such Shareholder Servicing Agent. It is
currently intended that the aggregate fees paid to the Distributor pursuant to
the Plan and to Shareholder Servicing Agents pursuant to the Administrative
Services Plan will not exceed on an annual basis 0.25% of the Fund's average
daily net assets represented by Shares outstanding during the period for which
payment is being made.

  The Trust understands that some Shareholder Servicing Agents also may impose
certain conditions on their customers, subject to the terms of this Prospectus,
in addition to or different from those imposed by the Trust, such as requiring a
different minimum initial or subsequent investment, account fees (a fixed amount
per transaction processed), compensating balance requirements (a minimum dollar
amount a customer must maintain in order to obtain the services offered), or
account maintenance fees (a periodic charge based on a percentage of the assets
in the account or of the dividends paid on those assets). Each Shareholder
Servicing Agent has agreed to transmit to its customers who are holders of
Shares appropriate prior written disclosure of any fees that it may charge them
directly and to provide written notice at least 30 days prior to the imposition
of any transaction fees.

  The Glass-Steagall Act prohibits certain financial institutions from engaging
in the business of underwriting securities of open-end investment companies,
such as shares of the Fund. The Trust engages banks as Shareholder Servicing
Agents on behalf of the Fund only to perform administrative and shareholder
servicing functions as described above. The Trust believes that the
Glass-Steagall Act should not preclude a bank from acting as a Shareholder
Servicing Agent. There is presently no controlling precedent regarding the
performance of shareholder servicing activities by banks. Future changes in
either federal statutes or regulations relating to the permissible activities of
banks, as well as future judicial or administrative decisions and
interpretations of present and future statutes and regulations, could prevent a
bank from continuing to perform all or part of its servicing activities. If a
bank were prohibited from so acting, its shareholder customers would be
permitted to remain Fund shareholders, and alternative means for continuing the
servicing of such shareholders would be sought. In such event, changes in the
operation of the Fund might occur and a shareholder serviced by such bank might
no longer be able to avail himself of any automatic investment or other services
then being provided by such bank. The Trustees of the Trust do not expect that
shareholders of the Fund would suffer any adverse financial consequences as a
result of these occurrences.

OTHER EXPENSES
  The Fund bears all costs of its operations other than expenses specifically
assumed by the Distributor, Manager or the Sub-Adviser. See "Management of the
Trust -- Expenses and Expense Limits" in the Statement of Additional
Information. Expenses attributable to the Shares shall be allocated to the
Shares only. Class Expenses must include payments made pursuant to the Plan and
shareholder servicing fees paid pursuant to the Administrative Services Plan. In
the event a particular expense is not reasonably allocable by class or to a
particular class, it shall be treated as a Fund expense or a Trust expense.
Trust expenses directly attributable to the Fund are charged to the Fund; other
expenses are allocated proportionately among all the portfolios in the Trust in
relation to the net assets of each portfolio. For the period from August 1, 1995
(commencement of operations) through October 31, 1995, the Fund's operating
expenses equaled on an annual basis 1.47% of its average daily net assets.

                                CLASSES OF SHARES
  In addition to the Shares, the Trust currently offers one other class of
shares of the Fund, the Class Y shares, pursuant to a separate prospectus. Class
Y shares may have different class expenses, which may affect performance.
Investors may obtain information concerning other classes of shares of the Fund
directly from their Shareholder Servicing Agent or securities broker, or by
calling 1-800-782-8183.

  The Shares have exclusive voting rights with respect to the Plan and the
Shareholder Servicing Agent fees paid pursuant to the Administrative Services
Plan.

                        DETERMINATION OF NET ASSET VALUE
  The net asset value of each of the Shares is determined on each day on which
the New York Stock Exchange is open for trading ("Fund Business Day"). This
determination is made once during each Fund Business Day as of 4:00 p.m., New
York time, by dividing the value of the Fund's net assets (i.e., the value of
its assets less its liabilities, including expenses payable or accrued) by the
number of Shares outstanding at the time the determination is made. Values of
assets in the Fund's portfolio are determined on the basis of their market or
other fair value, as described in the Statement of Additional Information.

                               PURCHASE OF SHARES
  Shares may be purchased through Shareholder Servicing Agents or through
securities brokers that have entered into a dealer agreement with the
Distributor ("Securities Brokers"). Shares may be purchased without a sales load
at their net asset value next determined after an order is transmitted to and
accepted by the Distributor or is received by a Shareholder Servicing Agent or a
Securities Broker if it is transmitted to and accepted by the Distributor.
Purchases are therefore effected on the same day the purchase order is received
by the Distributor provided such order is received prior to 4:00 p.m., New York
time, on any Fund Business Day. The Trust intends the Fund to be as fully
invested at all times as is reasonably practicable in order to enhance the yield
on its assets. Each Shareholder Servicing Agent or Securities Broker is
responsible for and required to promptly forward orders for shares to the
Distributor.

  While there is no sales load on purchases of Shares, the Distributor may
receive fees from the Fund. See "Management of the Trust -- Distributor and
Sponsor." Other funds which have investment objectives similar to those of the
Fund but which do not pay some or all of such fees from their assets may offer a
higher yield.

  All purchase payments are invested in full and fractional Shares. The Trust
reserves the right to cease offering Shares for sale at any time or to reject
any order for the purchase of Shares.

  An investor may purchase Shares through the Distributor directly or by
authorizing his Shareholder Servicing Agent or his securities broker to purchase
such Shares on his behalf through the Distributor.

  Exchange Privilege. By contacting the Transfer Agent or his Shareholder
Servicing Agent or his securities broker, a shareholder may exchange some or all
of his Shares for shares of an identical class of one or more of the following
investment companies at net asset value without a sales charge: Republic U.S.
Government Money Market Fund, Republic New York Tax Free Money Market Fund,
Republic New York Tax Free Bond Fund and such other Republic Funds or other
registered investment companies for which Republic serves as investment adviser
as Republic may determine. An exchange may result in a change in the number of
Shares held, but not in the value of such Shares immediately after the exchange.
Each exchange involves the redemption of the Shares to be exchanged and the
purchase of the shares of the other Republic Fund which may produce a gain or
loss for tax purposes.

  The exchange privilege (or any aspect of it) may be changed or discontinued
upon 60 days' written notice to shareholders and is available only to
shareholders in states in which such exchanges legally may be made. A
shareholder considering an exchange should obtain and read the prospectus of the
other Republic Fund and consider the differences in investment objectives and
policies before making any exchange.

DIRECTLY THROUGH THE DISTRIBUTOR
  For each shareholder who purchases Shares directly through the Distributor,
the Trust, as the shareholder's agent, establishes an open account to which all
Shares purchased are credited together with any dividends and capital gains
distributions which are paid in additional Shares. See "Dividends and
Distributions." The minimum initial investment is $1,000, except the minimum
initial investment for an Individual Retirement Account is $250. The minimum
subsequent investment is $100. Initial and subsequent purchases may be made by
writing a check (in U.S. dollars) payable to the Republic Funds -- Equity Fund
and mailing it to:

    Republic Funds
    c/o Investors Bank & Trust Company
    P.O. Box 1537 MFD23
    Boston, Massachusetts 02205-1537

  In the case of an initial purchase, the check must be accompanied by a
completed Purchase Application.

  In the case of subsequent purchases, a shareholder may transmit purchase
payments by wire directly to the Fund's custodian bank at the following address:

    Investors Bank & Trust Company
    Boston, Massachusetts
    Attn: Transfer Agent
    ABA # 011001438
    Acct. # 5999-99451
    For further credit to the Republic Funds
    (Equity Fund Class C, account name, account #)

  The wire order must specify the Fund, the account name, number, confirmation
number, address, amount to be wired, name of the wiring bank and name and
telephone number of the person to be contacted in connection with the order.

  Automatic Investment Plan. The Trust offers a plan for regularly investing
specified dollar amounts ($25.00 minimum in monthly, quarterly, semi-annual or
annual intervals) in the Fund. If an Automatic Investment Plan is selected,
subsequent investments will be automatic and will continue until such time as
the Trust and the investor's bank are notified in writing to discontinue further
investments. Due to the varying procedures to prepare, process and forward the
bank withdrawal information to the Trust, there may be a delay between the time
of bank withdrawal and the time the money reaches the Fund. The investment in
the Fund will be made at the net asset value per share determined on the Fund
Business Day that both the check and the bank withdrawal data are received in
required form by the Transfer Agent. Further information about the plan may be
obtained from IBT at the telephone number listed on the back cover.

  For further information on how to purchase Shares from the Distributor, an
investor should contact the Distributor directly (see back cover for address and
phone number).

THROUGH A SHAREHOLDER SERVICING AGENT OR A SECURITIES BROKER
  Shares are being offered to the public, to customers of a Shareholder
Servicing Agent and to customers of a securities broker that has entered into a
dealer agreement with the Distributor. Shareholder Servicing Agents and
securities brokers may offer services to their customers, including specialized
procedures for the purchase and redemption of Shares, such as pre-authorized or
automatic purchase and redemption programs. Each Shareholder Servicing Agent and
securities broker may establish its own terms, conditions and charges, including
limitations on the amounts of transactions, with respect to such services.
Charges for these services may include fixed annual fees, account maintenance
fees and minimum account balance requirements. The effect of any such fees will
be to reduce the net return on the investment of customers of that Shareholder
Servicing Agent or securities broker. Conversely, certain Shareholder Servicing
Agents may (although they are not required by the Trust to do so) credit to the
accounts of their customers from whom they are already receiving other fees
amounts not exceeding such other fees or the fees received by the Shareholder
Servicing Agent from the Fund, which will have the effect of increasing the net
return on the investment of such customers of those Shareholder Servicing
Agents.

  Shareholder Servicing Agents and securities brokers may transmit purchase
payments on behalf of their customers by wire directly to the Fund's custodian
bank by following the procedures described above.

  For further information on how to direct a securities broker or a Shareholder
Servicing Agent to purchase Shares, an investor should contact his securities
broker or his Shareholder Servicing Agent (see back cover for address and phone
number).

                                RETIREMENT PLANS
  Shares are offered in connection with tax-deferred retirement plans.
Application forms and further information about these plans, including
applicable fees, are available from the Trust or the Sponsor upon request.
Recently enacted federal tax legislation has substantially affected the tax
treatment of contributions to certain retirement plans. Before investing in the
Fund through one or more of these plans, an investor should consult his or her
tax adviser.

INDIVIDUAL RETIREMENT ACCOUNTS
  Shares may be used as a funding medium for an IRA. An Internal Revenue
Service-approved IRA plan may be available from an investor's Shareholder
Servicing Agent. In any event, such a plan is available from the Sponsor naming
IBT, as custodian. The minimum initial investment for an IRA is $250; the
minimum subsequent investment is $100. IRAs are available to individuals who
receive compensation or earned income and their spouses whether or not they are
active participants in a tax-qualified or Government-approved retirement plan.
An IRA contribution by an individual who participates, or whose spouse
participates, in a tax-qualified or Government-approved retirement plan may not
be deductible depending upon the individual's income. Individuals also may
establish an IRA to receive a "rollover" contribution of distributions from
another IRA or a qualified plan. Tax advice should be obtained before planning a
rollover.

DEFINED CONTRIBUTION PLANS
  Investors who are self-employed may purchase Shares for retirement plans for
self-employed persons which are known as Defined Contribution Plans (formerly
Keogh or H.R. 10 Plans). Republic offers a prototype plan for Money Purchase and
Profit Sharing Plans.

SECTION 457 PLAN, 401(K) PLAN, 403(B) PLAN
  The Fund may be used as a vehicle for certain deferred compensation plans
provided for by Section 457 of the Code with respect to service for state
governments, local governments, rural electric cooperatives and political
subdivisions, agencies, instrumentalities and certain affiliates of such
entities. The Fund may also be used as a vehicle for both 401(k) plans and 403
(b) plans.

                              REDEMPTION OF SHARES
  A shareholder may redeem all or any portion of the Shares in his account at
any time at the net asset value next determined after a redemption order in
proper form is furnished by the shareholder to the Transfer Agent, with respect
to Shares purchased directly through the Distributor, or to his securities
broker or his Shareholder Servicing Agent, and is transmitted to and received by
the Transfer Agent. Redemptions are effected on the same day the redemption
order is received by the Transfer Agent provided such order is received prior to
4:00 p.m., New York time, on any Fund Business Day. Shares redeemed earn
dividends up to and including the Fund Business Day prior to the day the
redemption is effected.

  The proceeds of a redemption are normally paid from the Fund in federal funds
on the next Fund Business Day on which the redemption is effected, but in any
event within seven days. The right of any shareholder to receive payment with
respect to any redemption may be suspended or the payment of the redemption
proceeds postponed during any period in which the New York Stock Exchange is
closed (other than weekends or holidays) or trading on such Exchange is
restricted or, to the extent otherwise permitted by the 1940 Act, if an
emergency exists. To be in a position to eliminate excessive expenses, the Trust
reserves the right to redeem upon not less than 30 days' notice all Shares in an
account which has a value below $50. However, a shareholder will be allowed to
make additional investments prior to the date fixed for redemption to avoid
liquidation of the account.

  Unless Shares have been purchased directly from the Distributor, a shareholder
may redeem Shares only by authorizing his securities broker or his Shareholder
Servicing Agent to redeem such Shares on his behalf (since the account and
records of such a shareholder are established and maintained by his securities
broker or his Shareholder Servicing Agent). For further information as to how to
direct a securities broker or a Shareholder Servicing Agent to redeem Shares, a
shareholder should contact his securities broker or his Shareholder Servicing
Agent (see back cover for address and phone number).

SYSTEMATIC WITHDRAWAL PLAN
  Any shareholder who owns Shares with an aggregate value of $10,000 or more may
establish a Systematic Withdrawal Plan under which they redeem at net asset
value the number of full and fractional shares which will produce the monthly,
quarterly, semi-annual or annual payments specified (minimum $50.00 per
payment). Depending on the amounts withdrawn, systematic withdrawals may deplete
the investor's principal. Investors contemplating participation in this Plan
should consult their tax advisers. No additional charge to the shareholder is
made for this service.

REDEMPTION OF SHARES PURCHASED DIRECTLY THROUGH THE DISTRIBUTOR
  Redemption by Letter.  Redemptions may be made by letter to the Transfer
Agent specifying the dollar amount or number of Shares to be redeemed, account
number and the Fund. The letter must be signed in exactly the same way the
account is registered (if there is more than one owner of the Shares all must
sign). In connection with a written redemption request, all signatures of all
registered owners or authorized parties must be guaranteed by an Eligible
Guarantor Institution, which includes a domestic bank, broker, dealer, credit
union, national securities exchange, registered securities association, clearing
agency or savings association. The Fund's transfer agent, however, may reject
redemption instructions if the guarantor is neither a member or not a
participant in a signature guarantee program (currently known as "STAMP",
"SEMP", or "NYSE MPS"). Corporations, partnerships, trusts or other legal
entities may be required to submit additional documentation.

  An investor may redeem Shares in any amount by written request mailed to the
Transfer Agent at the following address:

    The Republic Funds
    c/o Investors Bank & Trust Company
    P.O. Box 1537 MFD23
    Boston, Massachusetts 02205-1537

  Checks for redemption proceeds normally will be mailed within seven days, but
will not be mailed until all checks in payment for the purchase of the Shares to
be redeemed have been cleared, which may take up to 15 days or more. Unless
other instructions are given in proper form, a check for the proceeds of a
redemption will be sent to the shareholder's address of record.

  Redemption by Wire or Telephone. An investor may redeem Shares by wire or by
telephone if he has checked the appropriate box on the Purchase Application or
has filed a Telephone Authorization Form with the Trust. These redemptions may
be paid from the Fund by wire or by check. The Trust reserves the right to
refuse telephone and wire redemptions and may limit the amount involved or the
number of telephone redemptions. The telephone redemption procedure may be
modified or discontinued at any time by the Trust. Instructions for wire
redemptions are set forth in the Purchase Application. The Trust employs
reasonable procedures to confirm that instructions communicated by telephone are
genuine. For instance, the following information must be verified by the
shareholder or securities broker at the time a request for a telephone
redemption is effected: (1) shareholder's account number; (2) shareholder's
social security number; and (3) name and account number of shareholder's
designated securities dealer or bank. If the Trust fails to follow these or
other established procedures, it may be liable for any losses due to
unauthorized or fraudulent instructions.

                           DIVIDENDS AND DISTRIBUTIONS
  Dividends substantially equal to all of the Fund's net investment income
earned are distributed quarterly to Fund shareholders of record. Generally, the
Fund's net investment income consists of the interest and dividend income it
earns, less expenses. In computing interest income, premiums are not amortized,
nor are discounts accrued on long-term debt securities in the Fund's portfolio,
except as required for federal income tax purposes.

  The Fund's net realized short-term and long-term capital gains, if any, are
distributed to shareholders annually. Additional distributions are also made to
the Fund's shareholders to the extent necessary to avoid application of the 4%
non-deductible federal excise tax on certain undistributed income and net
capital gains of mutual funds.

  Unless a shareholder elects to receive dividends in cash (subject to the
policies of the shareholder's Shareholder Servicing Agent or securities broker),
dividends are distributed in the form of additional Shares (purchased at their
net asset value without a sales charge).

                                   TAX MATTERS
  This discussion is intended for general information only. An investor should
consult with his own tax advisor as to the tax consequences of an investment in
the Fund, including the status of dividends and distributions from the Fund
under applicable state or local law.

  Each year, the Trust intends to qualify the Fund and elect that the Fund be
treated as a separate "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). To so qualify, the Fund
must meet certain income, distribution and diversification requirements.
Provided such requirements are met and all investment company taxable income and
net realized capital gains of the Fund are distributed to shareholders in
accordance with the timing requirements imposed by the Code, generally no
federal income or excise taxes will be paid by the Fund on amounts so
distributed.

  Dividends and capital gains distributions, if any, paid to shareholders are
treated in the same manner for federal income tax purposes whether received in
cash or reinvested in additional shares of the Fund. Shareholders must treat
dividends, but not long-term capital gain distributions, as ordinary income.
Dividends paid to corporate shareholders, to the extent such dividends are
attributable to dividends received from U.S. corporations, may qualify for the
dividends-received deduction. However, the alternative minimum tax applicable to
corporations may reduce the value of the dividends-received deduction.
Distributions designated by the Fund as capital gain dividends are taxable to
shareholders as long-term capital gain regardless of the length of time the
shares of the Fund have been held by the shareholders and such distributions are
not eligible for the dividends-received deduction. Certain dividends declared in
October, November, or December of a calendar year to shareholders of record on a
date in such a month are taxable to shareholders (who otherwise are subject to
tax on dividends) as though received on December 31 of that year if paid to
shareholders during January of the following calendar year.

  Tax Withholding. Income received by the Fund from sources within foreign
countries may be subject to withholding and other income or similar taxes
imposed by such countries.

  The Fund generally will be required to withhold federal income tax at a rate
of 31% ("backup withholding") from dividends paid, capital gain distributions,
and redemption proceeds to shareholders if (1) the shareholder fails to furnish
the Fund with the shareholder's correct taxpayer identification number ("TIN")
or social security number and to make such certifications as the Fund may
require, (2) the Internal Revenue Service notifies the shareholder or the Fund
that the shareholder has failed to report properly certain interest and dividend
income to the Internal Revenue Service and to respond to notices to that effect,
or (3) when required to do so, the shareholder fails to certify that he is not
subject to backup withholding. Backup withholding is not an additional tax and
any amounts withheld may be credited against the shareholder's federal income
tax liability. Dividends from the Fund attributable to the Fund's net investment
income and short-term capital gains generally will be subject to U.S.
withholding tax when paid to shareholders treated under U.S. tax law as
nonresident alien individuals or foreign corporations, estates, partnerships or
trusts.

  The Trust is organized as a Massachusetts business trust and, under current
law, is not liable for any income or franchise tax in the Commonwealth of
Massachusetts as long as each series of the Trust (including the Fund) qualifies
as a "regulated investment company" under the Code.

  For additional information relating to taxes, see "Taxation" in the Statement
of Additional Information.

              DESCRIPTION OF SHARES, VOTING RIGHTS AND LIABILITIES

  The Trust's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional shares of beneficial interest (par value $0.001
per share) and to divide or combine the shares into a greater or lesser number
of shares without thereby changing the proportionate beneficial interests in the
Trust. The shares of each series participate equally in the earnings, dividends
and assets of the particular series. Currently, the Trust has six series of
shares, each of which constitutes a separately managed fund. The Trust reserves
the right to create additional series of shares. The Trust may authorize the
creation of multiple classes of shares of separate series of the Trust.
Currently, the Fund is divided into two classes of shares.

  Each share of each class of the Fund represents an equal proportionate
interest in the Fund with each other share of that class. Shares have no
preference, pre-emptive, conversion or similar rights. Shares when issued are
fully paid and non-assessable, except as set forth below. Shareholders are
entitled to one vote for each share held on matters on which they are entitled
to vote. Each Shareholder Servicing Agent has agreed to transmit all proxies and
voting materials from the Trust to their customers who are beneficial owners of
the Fund and such Shareholder Servicing Agents have agreed to vote as instructed
by such customers. The Trust is not required and has no current intention to
hold annual meetings of shareholders, although the Trust will hold special
meetings of Fund shareholders when in the judgment of the Trustees of the Trust
it is necessary or desirable to submit matters for a shareholder vote.
Shareholders of each series generally vote separately, for example, to approve
investment advisory agreements or changes in fundamental investment policies or
restrictions, but shareholders of all series may vote together to the extent
required under the 1940 Act, such as in the election or selection of Trustees,
principal underwriters and accountants for the Trust. Shares of each class of a
series represent an equal pro rata interest in such series and, generally, have
identical voting, dividend, liquidation, and other rights, preferences, powers,
terms and conditions, except that: (a) each class shall have a different
designation; (b) each class of shares shall bear any class expenses; and (c)
each class shall have exclusive voting rights on any matter submitted to
shareholders that relate solely to its distribution arrangement, and each class
shall have separate voting rights on any matter submitted to shareholders in
which the interests of one class differ from the interests of any other class.

  Shareholders of the Fund have under certain circumstances (e.g., upon
application and submission of certain specified documents to the Trustees by a
specified number of shareholders) the right to communicate with other
shareholders of the Trust in connection with requesting a meeting of
shareholders of the Trust for the purpose of removing one or more Trustees.
Shareholders of the Trust have the right to remove one or more Trustees without
a meeting by a declaration in writing subscribed to by a specified number of
shareholders, however, the Trustees will call such a meeting upon the written
request of shareholders holding at least 10% of the Trust's outstanding shares.
Upon liquidation or dissolution of the Fund, shareholders of the Fund would be
entitled to share pro rata in the net assets of the Fund available for
distribution to shareholders.

  The Trust's Declaration of Trust provides that, at any meeting of shareholders
of the Fund or the Trust, a Shareholder Servicing Agent may vote any shares as
to which such Shareholder Servicing Agent is the agent of record and which are
otherwise not represented in person or by proxy at the meeting, proportionately
in accordance with the votes cast by holders of all shares otherwise represented
at the meeting in person or by proxy as to which such Shareholder Servicing
Agent is the agent of record. Any shares so voted by a Shareholder Servicing
Agent will be deemed represented at the meeting for purposes of quorum
requirements.

  The Trust is an entity of the type commonly known as a "Massachusetts business
trust." Under Massachusetts law, shareholders of such a business trust may,
under certain circumstances, be held personally liable as partners for its
obligations. However, the risk of a shareholder incurring financial loss on
account of shareholder liability is limited to circumstances in which both
inadequate insurance existed and the Trust itself was unable to meet its
obligations.

                             PERFORMANCE INFORMATION
  Yield and total return data for the Fund may from time to time be included in
advertisements about the Trust. "Total return" is expressed in terms of the
average annual compounded rate of return of a hypothetical investment in the
Fund over periods of 1, 5 and 10 years. All total return figures reflect the
deduction of a proportional share of Fund expenses on an annual basis, and
assume that all dividends and distributions are reinvested when paid. "Yield"
refers to the net income generated by an investment in the Fund over a stated
30-day period. This income is then annualized -- i.e., the amount of income
generated by the investment during the 30-day period is assumed to be generated
each 30-day period for twelve periods and is shown as a percentage of the
investment. The income earned on the investment is also assumed to be reinvested
at the end of the sixth 30-day period.

  Since these total return and yield quotations are based on historical earnings
and since the Fund's total return and yield fluctuate from day to day, these
quotations should not be considered as an indication or representation of the
Fund's total return or yield in the future. Any performance information should
be considered in light of the Fund's investment objective and policies,
characteristics and quality of the Fund's portfolio and the market conditions
during the time period indicated, and should not be considered to be
representative of what may be achieved in the future. From time to time the
Trust may also use comparative performance information in such advertisements,
including the performance of unmanaged indices, the performance of the Consumer
Price Index (as a measure for inflation), and data from Lipper Analytical
Services, Inc. and other industry publications.

  A Shareholder Servicing Agent or a securities broker may charge its customers
direct fees in connection with an investment in the Fund, which will have the
effect of reducing the net return on the investment of customers of that
Shareholder Servicing Agent or that securities broker. Such customers may be
able to obtain through their Shareholder Servicing Agent or securities broker
quotations reflecting such decreased return.

SHAREHOLDER INQUIRIES
  All shareholder inquiries should be directed to the Trust, 6 St. James
Avenue, Boston, Massachusetts 02116.

  GENERAL AND ACCOUNT INFORMATION                 (800) 782-8183 (TOLL FREE)

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

  The Trust's Statement of Additional Information, dated May 22, 1996, with
respect to the Fund contains more detailed information about the Fund, including
information related to (i) the Fund's investment restrictions, (ii) the Trustees
and officers of the Trust and the Manager, Sub-Adviser and Sponsor of the Fund,
(iii) portfolio transactions, (iv) the Fund's shares, including rights and
liabilities of shareholders, and (v) additional yield information, including the
method used to calculate the total return and yield of the Fund.
<PAGE>
REPUBLIC
- --------------------------------------------------------------------------------
EQUITY FUND
- --------------------------------------------------------------------------------


INVESTMENT MANAGER
Republic National Bank of New York
452 Fifth Avenue
New York, NY 10018

SUB-ADVISER
Lord, Abbett & Co.
The General Motors Building
767 Fifth Avenue
New York, NY 10153-0203

ADMINISTRATOR, DISTRIBUTOR AND SPONSOR
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, MA 02116
(617) 423-0800

CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183

INDEPENDENT AUDITORS
KPMG Peat Marwick
99 High Street
Boston, MA 02110

LEGAL COUNSEL
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005

SHAREHOLDER SERVICING AGENTS
Republic National Bank of New York
Republic Bank For Savings
452 Fifth Avenue
New York, NY 10018
(800) 782-8183

FOR NON-REPUBLIC CLIENTS
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183


RF4C Class(5/96)

<PAGE>

REPUBLIC
- --------------------------------------------------------------------------------
NEW YORK TAX-FREE
- --------------------------------------------------------------------------------
BOND FUND
- --------------------------------------------------------------------------------



PROSPECTUS
MAY 22, 1996
<PAGE>
REPUBLIC NEW YORK TAX-FREE BOND FUND
SIX ST. JAMES AVENUE, BOSTON, MASSACHUSETTS 02116
- ------------------------------------------------------------------------------
ACCOUNT AND GENERAL INFORMATION: (800) 782-8183 (TOLL FREE)

  Republic New York Tax-Free Bond Fund (the "Fund") is a non-diversified series
(portfolio) of the Republic Funds (the "Trust"), an open-end, management
investment company which currently consists of six portfolios, each of which has
different and distinct investment objectives and policies. Class C shares of the
Fund (the "Shares") are being offered by this Prospectus. The Trust offers one
other class of shares of the Fund pursuant to a separate prospectus. Republic
National Bank of New York ("Republic" or the "Adviser") continuously manages the
investment portfolio of the Fund.

  The investment objective of the Fund is to provide shareholders of the Fund
with monthly dividends exempt from regular federal, New York State and New York
City personal income taxes as well as to protect the value of its shareholders'
investment. The Trust seeks to achieve the investment objective of the Fund by
investing the assets of the Fund primarily in a non-diversified portfolio of
municipal bonds and notes and other debt instruments the interest on which is
exempt from regular federal, New York State and New York City personal income
taxes. There can be no assurance that the investment objective of the Fund will
be achieved.

  AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, REPUBLIC OR ANY OTHER BANK, AND THE SHARES ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD,
OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND IS SUBJECT TO INVESTMENT RISKS,
INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.

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

  Investors should read this Prospectus and retain it for future reference.
                             --------------------

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

                 THE DATE OF THIS PROSPECTUS IS MAY 22, 1996
<PAGE>

  Shares of the Fund are continuously offered for sale at net asset value
with no sales charge by Signature Broker-Dealer Services, Inc. ("Signature" or
the "Distributor") (i) directly to the public, (ii) to customers of a financial
institution, such as a federal or state-chartered bank, trust company or savings
and loan association that has entered into a shareholder servicing agreement
with the Trust (collectively, "Shareholder Servicing Agents"), and (iii) to
customers of a securities broker that has entered into a dealer agreement with
the Distributor.

  AN INVESTOR WHO IS NOT PURCHASING DIRECTLY FROM THE DISTRIBUTOR SHOULD OBTAIN
FROM HIS SECURITIES BROKER OR SHAREHOLDER SERVICING AGENT, AND SHOULD READ IN
CONJUNCTION WITH THIS PROSPECTUS, THE MATERIALS PROVIDED BY THE SECURITIES
BROKER OR SHAREHOLDER SERVICING AGENT DESCRIBING THE PROCEDURES UNDER WHICH
SHARES OF THE FUND MAY BE PURCHASED AND REDEEMED THROUGH SUCH SECURITIES BROKER
OR SHAREHOLDER SERVICING AGENT.

  This Prospectus sets forth concisely the information concerning the Fund that
a prospective investor ought to know before investing. The Trust has filed with
the Securities and Exchange Commission a Statement of Additional Information,
dated May 22, 1996, with respect to the Fund, containing additional and more
detailed information about the Fund and is hereby incorporated by reference into
this Prospectus. An investor may obtain a copy of this Statement of Additional
Information without charge by contacting the Distributor or his Shareholder
Servicing Agent (see back cover for addresses and phone numbers).
<PAGE>
                                  HIGHLIGHTS

THE FUND                                                                PAGE 1
     Republic New York Tax Free Bond Fund (the "Fund") is a separate series
(portfolio) of the Republic Funds (the "Trust"), a Massachusetts business trust
organized on April 22, 1987, which currently consists of six series, each of
which has different and distinct investment objectives and policies.

INVESTMENT OBJECTIVE AND POLICIES                                       PAGE 8
  The investment objective of the Fund is to provide shareholders of the Fund
with monthly dividends exempt from regular federal, New York State and New York
City personal income taxes as well as to protect the value of its shareholders'
investment. The Trust seeks to achieve the investment objective of the Fund by
investing the assets of the Fund primarily in a non-diversified portfolio of
municipal bonds and notes and other debt instruments the interest on which is
exempt from regular federal, New York State and New York City personal income
taxes. The potential risks of investing in New York Municipal obligations are
discussed in "Investment Objective and Policies -- Investment Policies: Risk
Factors Affecting Investments in New York Obligations". There can be no
assurance that the investment objective of the Fund will be achieved.

  In seeking its investment objective, the Fund may invest in variable rate
instruments and "when-issued" municipal obligations. The potential risks of
investing in these derivative instruments are discussed in "Investment
Objectives and Policies -- Investment Policies: Variable Rate Instruments" and
"Investment Objectives and Policies -- Investment Policies: When Issued
Municipal Obligations".

MANAGEMENT OF THE TRUST                                                PAGE 15
  Republic National Bank of New York ("Republic" or the  "Adviser") acts as
investment adviser to the Fund. For its services, the Adviser receives from the
Fund a fee at the annual rate of 0.25% of the Fund's average daily net assets.

  Signature Broker-Dealer Services, Inc. ("Signature" or the "Sponsor") acts as
administrator and sponsor of the Fund. The Sponsor provides certain management
and administrative services to the Fund for which it receives from the Fund a
fee at the annual rate of up to 0.20% of the Fund's average daily net assets.

  The Trust has also retained Signature (the "Distributor") to distribute Class
C shares of the Fund (the "Shares") pursuant to a Distribution Plan adopted
pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the
"1940 Act"). Pursuant to the terms of the Distribution Plan, the Distributor is
reimbursed from the Fund (in amounts equal to an annual rate of up to 0.25% of
the average daily net assets represented by Shares outstanding during the period
for which payment is being made) for marketing costs and payments to other
organizations for services rendered in distributing the Shares. This fee may not
exceed 0.25% of the average daily net assets of the Fund represented by Shares
outstanding and is expected to be limited to an amount such that the aggregate
fees paid to the Distributor pursuant to the Distribution Plan and to the
Shareholder Servicing Agents pursuant to the Administrative Services Plan do not
exceed 0.25% of such assets. See "Management of the Trust".

PURCHASES AND REDEMPTIONS                                      PAGES 20 AND 23
  Shares of the Fund are continuously offered for sale by the Distributor at
net asset value with no sales charge (i) directly to the public, (ii) to
customers of a financial institution, such as a federal or state-chartered bank,
trust company or savings and loan association, that has entered into a
shareholder servicing agreement with the Trust (collectively, "Shareholder
Servicing Agents"), and (iii) to customers of a securities broker that has
entered into a dealer agreement with the Distributor. For investors who purchase
Shares directly from the Distributor, the minimum initial investment is $1,000
and the minimum subsequent investment is $100. The Trust offers to buy back
(redeem) Shares from shareholders of the Fund at any time at net asset value.
See "Purchase of Shares" and "Redemption of Shares".

DIVIDENDS AND DISTRIBUTIONS                                            PAGE 25
  The Trust declares all of the Fund's net investment income daily as a
dividend to Fund shareholders and distributes all such dividends monthly. Any
net realized capital gains are distributed at least annually. See "Dividends
and Distributions".
<PAGE>
                                  FEE TABLE
  The following table provides (i) a summary of estimated expenses relating to
purchases and sales of Fund Shares, and the aggregate annual operating expenses
of the Fund, as a percentage of average net assets of the Fund, and (ii) an
example illustrating the dollar cost of such estimated expenses on a $1,000
investment in Fund Shares.

Shareholder Transaction Expenses ................................         None
Annual Fund Operating Expenses
    Investment Advisory Fee......................................        0.25%
    Distribution Fees (Rule 12b-1 fees) .........................        0.15%
    Other Expenses ..............................................        0.45%
                                                                         ----
    -- Shareholder Servicing Fee .........................  0.10%
    -- Administrative Services Fee .......................  0.20%
    -- Other Operating Expenses ..........................  0.15%
Total Fund Operating Expenses ...................................        0.85%
                                                                         ==== 

EXAMPLE
  A shareholder of the Fund would pay the following expenses on a $1,000
investment in Fund Shares, assuming (1) 5% annual return and (2) redemption at
the end of:

     1 year .....................................................         $  9
     3 years ....................................................         $ 27
     5 years ....................................................         $ 47
     10 years ...................................................         $105

  The purpose of the expense table provided above is to assist investors in
understanding the various costs and expenses that a shareholder will bear
directly or indirectly. The information is based on the expenses the Fund
expects to incur with respect to the Shares for the current fiscal year.* The
expense table shows the expected investment advisory fee, distribution (Rule
12b-1) fee, administrative services fee and shareholder servicing fee. For a
more detailed discussion on the costs and expenses of investing in the Fund, see
"Management of the Trust."
- ------------
*Assuming average daily net assets of $10 million in the Fund.

  The fees paid from the Fund to each Shareholder Servicing Agent are determined
by a formula based upon the number of accounts serviced by such Shareholder
Servicing Agent during the period for which payment is being made, the level of
activity in such accounts during such period, and the expenses incurred by such
Shareholder Servicing Agent. Similarly, the fee from the Fund to the Distributor
is in anticipation of, or as reimbursement for, expenses incurred by the
Distributor in connection with the sale of Fund Shares. The aggregate fees paid
to the Shareholder Servicing Agent pursuant to the Administrative Services Plan
and to the Distributor pursuant to the Distribution Plan may not exceed 0.25% of
the average daily net assets of the Fund represented by Shares outstanding
during the period for which payment is being made. Long-term shareholders may
pay more than the economic equivalent of the maximum distribution charges
permitted by the National Association of Securities Dealers, Inc.

  Some Shareholder Servicing Agents and securities brokers may impose certain
conditions on their customers, subject to the terms of this Prospectus, in
addition to or different from those imposed by the Trust, such as requiring a
minimum initial investment or charging their customers a direct fee for their
services. The effect of any such fees will be to reduce the net return on the
investment of customers of that Shareholder Servicing Agent or securities
broker. Each Shareholder Servicing Agent and securities broker has agreed to
transmit to shareholders who are its customers appropriate written disclosure of
any transaction fees that it may charge them directly at least 30 days before
the imposition of any such charge.

  THE EXAMPLE SET FORTH ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OF THE FUND; ACTUAL EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.
<PAGE>
                             FINANCIAL HIGHLIGHTS
  The financial data shown below is to assist investors in evaluating the
performance of the Shares since commencement of operations through October 31,
1995. The information shown in the following schedule has been audited by Ernst
& Young LLP, independent auditors, whose report on the Fund's financial
statements is incorporated by reference into the Statement of Additional
Information from the Fund's Annual Report dated October 31, 1995. The Annual
Report also includes management's discussion of Fund performance, and may be
obtained without charge upon request. This information should be read in
conjunction with the financial statements.

SELECTED DATA FOR A CLASS C SHARE OUTSTANDING
THROUGHOUT THE INDICATED PERIOD:

REPUBLIC NEW YORK TAX FREE BOND FUND
                                                              FOR THE PERIOD
                                                                MAY 1, 1995
                                                               (COMMENCEMENT
                                                             OF OPERATIONS) TO
                                                             OCTOBER 31, 1995
                                                             -----------------
Net asset value, beginning of period .......................     $10.00
                                                                 ------
Income from investment operations:
  Net investment income ....................................       0.25
  Net realized and unrealized gain on investments ..........       0.38
                                                                 ------
  Total from investment operations .........................       0.63
                                                                 ------
Less dividends:
  From net investment income ...............................     (0.25)
                                                                 ------
Net asset value, end of period .............................     $10.38
                                                                 ======
Total return ...............................................      6.39%(a)
Ratios/supplemental data:
  Net assets, end of period (in 000's) .....................     $6,908
  Ratio of expenses to average net assets* .................      0.50%(b)
  Ratio of net investment income to average net assets*           4.91%(b)
  Portfolio turnover rate ..................................       130%
- ------------------------------------------------------------------------------
*Reflects a voluntary expense limitation and waiver of fees by affiliated
 parties of the Fund. If this limitation and waiver had not been in effect, the
 annualized ratios of expenses and net investment income to average net assets
 for the period from May 1, 1995 (commencement of operations) to October 31,
 1995 would have been 2.40% and 3.01%, respectively.
(a)Not Annualized.
(b)Annualized.
<PAGE>
                      INVESTMENT OBJECTIVE AND POLICIES
INVESTMENT OBJECTIVE
  The investment objective of the Fund is to provide shareholders of the Fund
with monthly dividends exempt from regular federal, New York State and New York
City personal income taxes as well as to protect the value of its shareholders'
investment. There can be no assurance that the investment objective of the Fund
will be achieved. The investment objective of the Fund may be changed without
approval by the Fund's shareholders. If there is a change in the investment
objective of the Fund, shareholders should consider whether the Fund remains an
appropriate investment in light of their then-current financial position and
needs.

INVESTMENT POLICIES
  The Trust seeks to achieve the investment objective of the Fund by investing
the assets of the Fund primarily in municipal bonds and notes and other debt
obligations issued by or on behalf of the State of New York, other states,
territories and possessions of the United States, and their authorities,
agencies, instrumentalities and political subdivisions, the interest on which is
exempt from regular federal income taxes. (Such obligations, whether or not the
interest thereon is subject to the federal alternative minimum tax, are referred
to herein as "Municipal Obligations".) The Trust invests on behalf of the Fund
in certain Municipal Obligations of the State of New York and its authorities,
agencies, instrumentalities and political subdivisions, and of Puerto Rico,
other U.S. territories and their authorities, agencies, instrumentalities and
political subdivisions, the interest on which is exempt from regular federal,
New York State and New York City personal income taxes ("New York Municipal
Obligations"). In determining the tax status of interest on Municipal
Obligations and New York Municipal Obligations, the Adviser relies on opinions
of bond counsel who may be counsel to the issuer of those obligations.

  Although under normal circumstances, the Trust attempts to invest 100%, and
does invest at least 65%, of the Fund's assets in New York Municipal
Obligations, market conditions may from time to time limit the availability of
such obligations. To the extent that acceptable New York Municipal Obligations
are not available for investment, the Trust may purchase on behalf of the Fund
Municipal Obligations issued by other states, their authorities, agencies,
instrumentalities and political subdivisions, the interest income on which is
exempt from regular federal income tax but is subject to New York State and New
York City personal income taxes. As a fundamental policy the Trust will invest
at least 80% of the Fund's net assets in tax exempt obligations. As a temporary
defensive measure, the Trust may invest up to 20% of the Fund's total assets in
obligations the interest income on which is subject to regular federal, New York
State and New York City personal income taxes or the federal alternative minimum
tax. Also, as a temporary defensive measure during times of adverse market
conditions, assets of the Fund may be held in cash or invested in the short-term
obligations described below, the interest income on which is taxable to
shareholders as ordinary income for federal and New York State and New York City
personal income tax purposes.

  All of the investments of the Fund are made in:
    (1) Municipal bonds that at the date of purchase are rated Aaa, Aa, A or Baa
  by Moody's Investors Service, Inc. ("Moody's"), AAA, AA, A or BBB by Standard
  & Poor's Corporation ("Standard & Poor's") or AAA, AA, A or BBB by Fitch
  Investors Service, Inc. ("Fitch") or, if not rated by any of these rating
  agencies, are of comparable quality as determined by the Adviser;

    (2) Municipal notes that at the date of purchase are rated MIG 1/VMIG 1 or
  MIG 2/VMIG 2 by Moody's, SP-1+, SP-1 or SP-2 by Standard & Poor's or F-1+, F-1
  or F-2 by Fitch or, if not rated by any of these rating agencies, are of
  comparable quality as determined by the Adviser;

    (3) Obligations issued or guaranteed by the U.S. Government or its
  agencies or instrumentalities; and

    (4) Commercial paper that at the date of purchase is rated Prime-1 or
  Prime-2 by Moody's, A-1+, A-1 or A-2 by Standard & Poor's or F-1+, F-1 or F-2
  by Fitch or, if not rated by any of these rating agencies, is of comparable
  quality as determined by the Adviser, obligations (including certificates of
  deposit, bankers' acceptances and repurchase agreements) of banks with at
  least $1 billion of assets, and cash.

  Municipal bonds rated Baa by Moody's or BBB by Standard & Poor's or Fitch may
have some speculative elements. In evaluating the creditworthiness of an issue,
whether rated or unrated, the Adviser takes into consideration, among other
factors, the issuer's financial resources, its sensitivity to economic
conditions and trends, the operating history of and the community support for
the facility financed by the issue, the quality of the issuer's management, and
legal and regulatory matters. For an explanation of the ratings of Municipal
Obligations by Moody's, Standard & Poor's and Fitch, see Appendix A. For a
comparison of yields on such Municipal Obligations and taxable securities, see
the Taxable Equivalent Yield Tables in Appendix B. For a general discussion of
Municipal Obligations and the risks associated with an investment therein, see
Appendix A to the Statement of Additional Information.

  The Trust is authorized on behalf of the Fund to enter into repurchase
agreements only with member banks of the Federal Reserve System or "primary
dealers" (as designated by the Federal Reserve Bank of New York). Repurchase
agreements are transactions by which the Trust purchases a security on behalf of
the Fund and simultaneously commits to resell that security at an agreed-upon
price on an agreed-upon date. As described in further detail in the Statement of
Additional Information, such transactions entail certain risks, such as a
default by the seller.

  The maximum maturity of any debt security held for the Fund is 35 years.

  Although higher quality Municipal Obligations may produce lower yields, they
generally are easier to sell or trade than lower quality Municipal Obligations.
To protect the value of its shareholders' investment under adverse market
conditions, the Trust from time to time may deem it prudent to purchase higher
quality Municipal Obligations or taxable obligations for the Fund, with a
resultant decrease in yield or increase in the proportion of taxable income.

  The net asset value of the Fund's shares changes as interest rates fluctuate.
When interest rates decline, the value of the Fund's portfolio can be expected
to rise. Conversely, when interest rates rise, the value of the Fund's portfolio
can be expected to decline. Such changes in the value of the Fund's portfolio
are reflected in the net asset value of shares of the Fund but do not affect the
income received by the Fund from its portfolio securities. Municipal Obligations
with longer maturities, such as those in which the Fund is invested, generally
produce higher yields and are subject to greater market fluctuation as a result
of changes in interest rates than such securities with shorter maturities.
Dividends distributed to shareholders rise or fall in direct relation to the
Fund's net income. Since available yields vary, no specific level of income can
be assured.

  As a non-diversified investment company, the Trust is not subject to any
statutory restriction under the 1940 Act with respect to limiting the investment
of the Fund's assets in one or relatively few issuers. Since the Trust may
invest a relatively high percentage of the Fund's assets in the obligations of a
limited number of issuers, the value of shares of the Fund may be more
susceptible to any single economic, political or regulatory occurrence than the
value of shares of a diversified investment company would be.

  The Trust may invest the assets of the Fund in a relatively high percentage of
Municipal Obligations to be paid from revenue streams of similar types of
projects. This may make the Fund more susceptible to any single economic,
political or regulatory occurrence, particularly since most or all such issuers
would likely be located in New York State. As the similarity in issuers
increases, the potential for fluctuation of the net asset value of the Fund's
shares also increases. The Trust may invest more than 25% of the assets of the
Fund in industrial revenue bonds (i.e., bonds issued by various state and local
agencies to finance various industrial projects). Certain investors in the Fund
may be required to pay a federal alternative minimum tax on Fund dividends
attributable to interest on certain industrial revenue bonds. The Trust also may
invest more than 25% of the assets of the Fund in revenue bonds issued for
housing, electric utilities and hospitals (subject to the restriction that it
may not invest more than 25% of the Fund's assets in any one such industry) at
times when the relative value of issues of such a type is considered by the
Adviser to be more favorable than that of other available types of issues.
Therefore, investors should also be aware of the risks which these investments
may entail.

  Housing revenue bonds typically are issued by a state, county or local housing
authority and are secured only by the revenues of mortgages originated by the
authority using the proceeds of the bond issue. Because of the impossibility of
precisely predicting demand for mortgages from the proceeds of such an issue,
there is a risk that the proceeds of the issue will be in excess of demand,
which would result in early retirement of the bonds by the issuer. Moreover,
such housing revenue bonds depend for their repayment upon the cash flow from
the underlying mortgages, which cannot be precisely predicted when the bonds are
issued. Any difference in the actual cash flow from such mortgages from the
assumed cash flow could have an adverse impact upon the ability of the issuer to
make scheduled payments of principal and interest on the bonds, or could result
in early retirement of the bonds. Additionally, such bonds depend in part for
scheduled payments of principal and interest upon reserve funds established from
the proceeds of the bonds, assuming certain rates of return on investment of
such reserve funds. If the assumed rates of return are not realized because of
changes in interest rate levels or for other reasons, the actual cash flow for
scheduled payments of principal and interest on the bonds may be adversely
affected.

  Electric utilities face problems in financing large and lengthy construction
programs, such as cost increases and delay occasioned by regulatory and
environmental considerations (particularly with respect to nuclear facilities),
difficulty in obtaining sufficient rate increases, the effect of energy
conservation and difficulty of the capital markets to absorb utility debt.

  Hospital bond ratings are often based on feasibility studies containing
projections of expenses, revenues and occupancy levels. A hospital's gross
receipts and net income available to service its debt are influenced by demand
for hospital services, the ability of the hospital to provide the services
required, management capabilities, economic developments in the service area,
efforts by insurers and government agencies to limit rates and expenses,
competition, availability and expense of malpractice insurance, Medicaid and
Medicare funding levels, possible federal or state legislation limiting the
rates of increase of hospital charges, and weakened state finances which limit
and/or delay aid payments.

VARIABLE RATE INSTRUMENTS
  Variable rate instruments that the Trust may purchase on behalf of the Fund
provide for a periodic adjustment in the interest rate paid on the instrument
and permit the holder to receive payment upon a specified number of days' notice
of the unpaid principal balance plus accrued interest either from the issuer or
by drawing on a bank letter of credit, a guarantee or an insurance policy issued
with respect to such instrument or by tendering or "putting" such instrument to
a third party.

  Because of the variable rate nature of the instruments, during periods when
prevailing interest rates decline, the Fund's yield will decline and its
shareholders will forgo the opportunity for capital appreciation. On the other
hand, during periods when prevailing interest rates increase, the Fund's yield
will increase and its shareholders will have reduced risk of capital
depreciation. In certain cases, the interest rate index on which an instrument's
yield is based may not rise and fall to the same extent or as quickly as the
general market for Municipal Obligations. These instruments are considered
derivitives and the value of such instruments may be more volatile than other
floating rate Municipal Obligations.

  For additional information concerning variable rate instruments, see
"Investment Objective, Policies and Restrictions -- Variable Rate Instruments"
in the Statement of Additional Information.

"WHEN-ISSUED" MUNICIPAL OBLIGATIONS
  New issues of Municipal Obligations may be offered on a "when-issued" or
"forward delivery" basis. The payment obligation and the interest rate that will
be received on the Municipal Obligations offered on this basis are each fixed at
the time the Trust commits to the purchase for the Fund, although settlement,
i.e., delivery of and payment for the Municipal Obligations, takes place beyond
customary settlement time (but normally within 45 days of the commitment).
Between the time the Trust commits to purchase the "when-issued" or "forward
delivery" Municipal Obligation for the Fund and the time delivery and payment
are made, the "when-issued" or "forward delivery" Municipal Obligation is
treated as an asset of the Fund and the amount which the Fund is committed to
pay for that Municipal Obligation is treated as a liability of the Fund. No
interest on a "when-issued" or "forward delivery" Municipal Obligation is
accrued for the Fund until delivery occurs. Although the Trust only makes
commitments to purchase "when-issued" or "forward delivery" Municipal
Obligations for the Fund with the intention of actually acquiring them, the
Trust may sell these obligations before the settlement date if deemed advisable
by the Adviser. Purchasing Municipal Obligations on a "when-issued" or "forward
delivery" basis can involve a risk that the yields available in the market on
the settlement date may actually be higher (or lower) than those obtained in the
transaction itself and, as a result, the "when-issued" or "forward delivery"
Municipal Obligation may have a lesser (or greater) value at the time of
settlement than the Fund's payment obligation with respect to that Municipal
Obligation. Furthermore, if the Trust sells the "when-issued" or "forward
delivery" Municipal Obligation before the settlement date or if the Trust sells
other obligations from the Fund's portfolio in order to meet the payment
obligations, the Fund may realize a capital gain, which is not exempt from
federal, New York State or New York City income taxation.

  For additional information concerning "when-issued" or "forward delivery"
Municipal Obligations, see "Investment Objective, Policies and Restrictions --
"When-Issued" Municipal Obligations" in the Statement of Additional Information.

PORTFOLIO MANAGEMENT
  The Trust fully manages the Fund's portfolio by buying and selling securities,
as well as by holding selected securities to maturity. In managing the Fund's
portfolio, the Trust seeks to take advantage of market developments, yield
disparities and variations in the creditworthiness of issuers. For a description
of the strategies which are used in managing the Fund's portfolio, which include
adjusting the average maturity of the Fund's portfolio in anticipation of a
change in interest rates, see "Investment Objective, Policies and Restrictions
- -- Portfolio Management" in the Statement of Additional Information.

  The Trust anticipates that the annual turnover rate of the Fund's assets will
be between 70% and 150% and generally will not exceed 300%. The Trust engages in
portfolio trading for the Fund if it believes a transaction net of costs
(including custodian charges) will help achieve the investment objective of the
Fund. Expenses to the Fund, including brokerage commissions, and the realization
of capital gains which are taxable to the Fund's shareholders tend to increase
as the portfolio turnover increases. For the period from May 1, 1995
(commencement of operations) to October 31, 1995, the portfolio turnover rate
was 130%.

  The primary consideration in placing portfolio security transactions with
broker-dealers for execution is to obtain, and maintain the availability of,
execution at the most favorable prices and in the most effective manner
possible. For a further discussion of portfolio transactions, see "Investment
Objective, Policies and Restrictions -- Portfolio Transactions" in the
Statement of Additional Information.

RISK FACTORS AFFECTING INVESTMENTS IN NEW YORK MUNICIPAL
OBLIGATIONS
  The Trust intends to invest a high proportion of the Fund's assets in New York
Municipal Obligations. Payment of interest and preservation of principal is
dependent upon the continuing ability of New York issuers and/or obligors of
state, municipal and public authority debt obligations to meet their obligations
thereunder. Investors should consider the greater risk inherent in the Fund's
concentration in such obligations versus the safety that comes with a less
geographically concentrated investment portfolio and should compare the yield
available on a portfolio of New York issues with the yield of a more diversified
portfolio including out-of-state issues before making an investment decision.
The Adviser believes that by maintaining the Fund's investment portfolio in
liquid, shorter-term Municipal Obligations, the Fund is somewhat insulated from
the credit risks that may exist for long-term New York Municipal Obligations.

  New York State and other issuers of New York Municipal Obligations have
historically experienced periods of financial difficulties which have caused
the credit ratings of certain of their obligations to be downgraded by certain
rating agencies. There can be no assurance that credit ratings on obligations of
New York State and New York City and other New York Municipal Obligations will
not be downgraded further. See "Investment Objective, Policies and Restrictions
- -- Special Factors Affecting New York" in the Statement of
Additional Information.
                             --------------------

  The Trust may, in the future, seek to achieve the Fund's investment objective
by investing all of its assets in a no-load, open-end management investment
company having the same investment objective and policies and substantially the
same investment restrictions as those applicable to the Fund. In such event, the
Fund's Investment Advisory Contract would be terminated and the administrative
services fees paid by the Fund would be reduced. Such investment would be made
only if the Trustees of the Trust believe that the aggregate per share expenses
of the Fund and such other investment company will be less than or approximately
equal to the expenses which the Fund would incur if the Trust were to continue
to retain the services of an investment adviser for the Fund and the assets of
the Fund were to continue to be invested directly in portfolio securities.

  The investment policies of the Fund are described above. Except as otherwise
stated, these investment policies may be changed by the Board of Trustees of the
Trust without approval by the shareholders of the Fund. The Statement of
Additional Information includes a further discussion of investment policies,
including the investment of the Fund's assets in participation interests and the
use of futures contracts to protect the Fund to some extent from fluctuations in
interest rates, and a listing of the specific investment restrictions which
govern the investment policies of the Fund, including a restriction that not
more than 10% of the Fund's net assets may be invested in securities that are
not readily marketable, such as repurchase agreements maturing in more than
seven days. Although the Trust currently does not borrow money on behalf of the
Fund for the purpose of leveraging, these restrictions permit the Trust to
borrow money on behalf of the Fund for certain other purposes in amounts up to
33 1/3% of the Fund's net assets (although no securities will be purchased for
the Fund at any time at which borrowings exceed 5% of the Fund's total assets
taken at market value). These specific investment restrictions and the
fundamental policy described above may not be changed without the approval of
Fund shareholders. If a percentage restriction (other than a restriction as to
borrowing) or a rating restriction on investment or utilization of assets is
adhered to at the time an investment is made, or assets are so utilized, a later
change in percentage resulting from changes in the value of the Fund's portfolio
securities or a later change in the rating of a portfolio security are not
considered a violation of policy.

                           MANAGEMENT OF THE TRUST
  The business and affairs of the Fund are managed under the direction of the
Board of Trustees of the Trust. The Trustees are Frederick C. Chen, Alan S.
Parsow, Larry M. Robbins and Michael Seely. Additional information about the
Trustees, as well as the Trust's executive officers, may be found in the
Statement of Additional Information under the caption "Management of the Trust
- -- Trustees and Officers".

THE ADVISER
  Republic serves as investment adviser to the Fund. The Adviser manages the
investment and reinvestment of the assets of the Fund and continuously reviews,
supervises and administers the Fund's investments pursuant to an Investment
Advisory Contract (the "Investment Advisory Contract"). Subject to such policies
as the Board of Trustees may determine, the Adviser places orders for the
purchase and sale of the Fund's investments directly with brokers or dealers
selected by it in its discretion. The Adviser does not place orders with the
Distributor. Ms Debra L. Crovicz, Vice President of Republic, is the individual
who is primarily responsible for the day-to-day management of the Fund's
portfolio. Prior to joining Republic, Ms Crovicz was a senior portfolio manager
at Citibank, N.A. where she managed approximately $1.5 billion in tax-exempt
bond portfolios and was a portfolio manager and trader in the Fixed Income
Department of United States Trust Company of New York. For its services under
the Investment Advisory Contract, the Adviser receives from the Fund a fee,
payable monthly, at the annual rate of 0.25% of the Fund's average daily net
assets.

  Republic is a wholly-owned subsidiary of Republic New York Corporation, a
registered bank holding company. As of December 31, 1995, Republic was the 20th
largest bank holding company in the United States measured by assets and the
19th largest commercial bank measured by shareholder equity. Republic or an
affiliate of Republic serves as investment adviser to the other series of the
Trust. Republic currently provides investment advisory services for individuals,
trusts, estates and institutions.

  Republic and its affiliates may have deposit, loan and other commercial
banking relationships with the issuers of obligations purchased for the Fund,
including outstanding loans to such issuers which may be repaid in whole or in
part with the proceeds of obligations so purchased. Republic and its affiliates
deal, trade and invest for their own accounts in Municipal Obligations and are
dealers of various types of Municipal Obligations. Republic and its affiliates
may sell Municipal Obligations to, and purchase them from, other investment
companies sponsored by Signature. The Adviser will not invest any Fund assets in
any Municipal Obligation purchased from itself or any affiliate, although under
certain circumstances such obligations may be purchased from other members of an
underwriting syndicate in which Republic or an affiliate is a non-principal
member. This restriction should not limit the amount or type of Municipal
Obligations available to be purchased for the Fund. The Adviser has informed the
Trust that, in making its investment decisions, it does not obtain or use
material inside information in the possession of any division or department of
Republic or in the possession of any affiliate of Republic.

  Based upon the advice of counsel, Republic believes that the performance of
investment advisory and other services for the Fund will not violate the
Glass-Steagall Act or other applicable banking laws or regulations. However,
future statutory or regulatory changes, as well as future judicial or
administrative decisions and interpretations of present and future statutes and
regulations, could prevent Republic from continuing to perform such services for
the Fund. If Republic were prohibited from acting as investment adviser to the
Fund, it is expected that the Board of Trustees would recommend to Fund
shareholders approval of a new investment advisory agreement with another
qualified investment adviser selected by the Board or that the Board would
recommend other appropriate action. If Republic were prohibited from acting as a
Shareholder Servicing Agent for the Fund, the Trust would seek alternative means
of providing such services.

THE DISTRIBUTOR AND SPONSOR
  Signature acts as sponsor and distributor to the Fund under a Distribution
Contract. The Distributor may, out of its own resources, make payments to
broker-dealers for their services in distributing Shares. Signature and its
affiliates also serve as administrator or distributor to other investment
companies. Signature is a wholly owned subsidiary of Signature Financial Group,
Inc.

  Pursuant to a Distribution Plan adopted by the Trust (the "Plan"), the
Distributor is reimbursed from the Fund monthly for costs and expenses incurred
by the Distributor in connection with the distribution of Fund Shares and for
the provision of certain shareholder services with respect to Shares. The amount
of this reimbursement may not exceed on an annual basis 0.25% of the average
daily net assets of the Fund represented by Shares outstanding during the period
for which payment is being made. Payments to the Distributor are for various
types of activities, including: (1) payments to broker-dealers who advise
shareholders regarding the purchase, sale or retention of Fund Shares and who
provide shareholders with personal services and account maintenance services
("service fees"), (2) payments to employees of the Distributor, and (3) printing
and advertising expenses. It is currently intended that the aggregate fees paid
to the Distributor pursuant to the Plan and to Shareholder Servicing Agents
pursuant to the Administrative Services Plan will not exceed on an annual basis
0.25% of the Fund's average daily net assets represented by Shares outstanding
during the period for which payment is being made. Salary expense of Signature
personnel who are responsible for marketing shares of the various portfolios of
the Trust may be allocated to such portfolios on the basis of average net
assets; travel expense is allocated to, or divided among, the particular
portfolios for which it is incurred.

  Any payment by the Distributor or reimbursement of the Distributor from the
Fund made pursuant to the Plan is contingent upon the Board of Trustees'
approval. The Fund is not liable for distribution and shareholder servicing
expenditures made by the Distributor in any given year in excess of the maximum
amount (0.25% per annum of the Fund's average daily net assets represented by
Shares outstanding) payable under the Plan in that year.

ADMINISTRATIVE SERVICES PLAN
  The Trust has adopted an Administrative Services Plan (the "Administrative
Services Plan") with respect to Fund Shares which provides that the Trust may
obtain the services of an administrator, transfer agent, custodian and one or
more Shareholder Servicing Agents, and may enter into agreements providing for
the payment of fees for such services.

ADMINISTRATOR
  Pursuant to an Administrative Services Contract, Signature provides the Trust
with general office facilities and supervises the overall administration of the
Trust and the Fund, including, among other responsibilities, the negotiation of
contracts and fees with, and the monitoring of performance and billings of, the
independent contractors and agents of the Trust; the payment of the
non-transaction based fees of the custodian; the preparation and filing of all
documents required for compliance by the Trust with applicable laws and
regulations; and arranging for the maintenance of books and records of the Trust
and the Fund. Signature provides persons satisfactory to the Board of Trustees
of the Trust to serve as Trustees and officers of the Trust. Such officers, as
well as certain other employees and Trustees of the Trust, may be directors,
officers or employees of Signature or its affiliates. For these services and
facilities, Signature receives from the Fund fees payable monthly at an annual
rate equal to 0.20% of the first $100 million of the Fund's average daily net
assets; 0.17% of the next $100 million of such assets; 0.13% of the next $300
million of such assets; and 0.10% of such assets in excess of $500 million.

TRANSFER AGENT AND CUSTODIAN
  The Trust has entered into a Transfer Agency Agreement with Investors Bank &
Trust Company ("IBT"), pursuant to which IBT acts as transfer agent for the Fund
(the "Transfer Agent"). The Transfer Agent maintains an account for each
shareholder of the Fund (unless such account is maintained by the shareholder's
Shareholder Servicing Agent), performs other transfer agency functions, and acts
as dividend disbursing agent for the Fund. Pursuant to a Custodian Agreement,
IBT also acts as the custodian of the Fund's assets (the "Custodian"). The
Custodian's responsibilities include safeguarding and controlling the Fund's
cash and securities, handling the receipt and delivery of securities,
determining income and collecting interest on the Fund's investments,
maintaining books of original entry for portfolio and fund accounting and other
required books and accounts, and calculating the daily net asset value of shares
of the Fund. Securities held for the Fund may be deposited into the Federal
Reserve-Treasury Department Book Entry System or the Depositary Trust Company.
The Custodian does not determine the investment policies of the Fund or decide
which securities will be purchased or sold for the Fund. Assets of the Fund may,
however, be invested in securities of the Custodian and the Trust may deal with
the Custodian as principal in securities transactions for the Fund. For its
services, IBT receives such compensation as may from time to time be agreed upon
by it and the Trust.

SHAREHOLDER SERVICING AGENTS
  The Trust has entered into a shareholder servicing agreement (a "Servicing
Agreement") with each Shareholder Servicing Agent, including Republic, pursuant
to which a Shareholder Servicing Agent, as agent for its customers, among other
things: answers customer inquiries regarding account status and history, the
manner in which purchases and redemptions of Shares may be effected and certain
other matters pertaining to the Fund; assists shareholders in designating and
changing dividend options, account designations and addresses; provides
necessary personnel and facilities to establish and maintain shareholder
accounts and records; assists in processing purchase and redemption
transactions; arranges for the wiring of funds; transmits and receives funds in
connection with customer orders to purchase or redeem Shares; verifies and
guarantees shareholder signatures in connection with redemption orders and
transfers and changes in shareholder-designated accounts; furnishes (either
separately or on an integrated basis with other reports sent to a shareholder by
a Shareholder Servicing Agent) monthly and year-end statements and confirmations
of purchases and redemptions; transmits, on behalf of the Trust, proxy
statements, annual reports, updated prospectuses and other communications from
the Trust to the Fund's shareholders; receives, tabulates and transmits to the
Trust proxies executed by shareholders with respect to meetings of shareholders
of the Fund or the Trust; and provides such other related services as the Trust
or a shareholder may request. For these services, each Shareholder Servicing
Agent receives a fee from the Fund, which may be paid periodically, determined
by a formula based upon the number of accounts serviced by such Shareholder
Servicing Agent during the period for which payment is being made, the level of
activity in accounts serviced by such Shareholder Servicing Agent during such
period, and the expenses incurred by such Shareholder Servicing Agent. It is
currently intended that the aggregate fees paid to the Distributor pursuant to
the Plan and to Shareholder Servicing Agents pursuant to the Administrative
Services Plan will not exceed on an annual basis 0.25% of the Fund's average
daily net assets represented by Shares outstanding during the period for which
payment is being made.

  The Trust understands that some Shareholder Servicing Agents also may impose
certain conditions on their customers, subject to the terms of this Prospectus,
in addition to or different from those imposed by the Trust, such as requiring a
different minimum initial or subsequent investment, account fees (a fixed amount
per transaction processed), compensating balance requirements (a minimum dollar
amount a customer must maintain in order to obtain the services offered), or
account maintenance fees (a periodic charge based on a percentage of the assets
in the account or of the dividends paid on those assets). Each Shareholder
Servicing Agent has agreed to transmit to its customers who are holders of
Shares appropriate prior written disclosure of any fees that it may charge them
directly and to provide written notice at least 30 days prior to the imposition
of any transaction fees. Conversely, the Trust understands that certain
Shareholder Servicing Agents may credit to the accounts of their customers from
whom they are already receiving other fees amounts not exceeding such other fees
or the fees received by the Shareholder Servicing Agent from the Fund with
respect to those accounts.

  The Glass-Steagall Act prohibits certain financial institutions from engaging
in the business of underwriting securities of open-end investment companies,
such as shares of the Fund. The Trust engages banks as Shareholder Servicing
Agents on behalf of the Fund only to perform administrative and shareholder
servicing functions as described above. The Trust believes that the
Glass-Steagall Act should not preclude a bank from acting as a Shareholder
Servicing Agent. There is presently no controlling precedent regarding the
performance of shareholder servicing activities by banks. Future changes in
either federal statutes or regulations relating to the permissible activities of
banks, as well as future judicial or administrative decisions and
interpretations of present and future statutes and regulations, could prevent a
bank from continuing to perform all or part of its servicing activities. If a
bank were prohibited from so acting, its shareholder customers would be
permitted to remain Fund shareholders and alternative means for continuing the
servicing of such shareholders would be sought. In such event, changes in the
operation of the Fund might occur and a shareholder serviced by such bank might
no longer be able to avail himself of any automatic investment or other services
then being provided by such bank. The Trustees of the Trust do not expect that
shareholders of the Fund would suffer any adverse financial consequences as a
result of these occurrences.

OTHER EXPENSES
  The Fund bears all costs of its operations other than expenses specifically
assumed by the Distributor or the Adviser. See "Management of the Trust --
Expenses and Expense Limits" in the Statement of Additional Information.
Expenses attributable to the Shares shall be allocated to the Shares only. Class
Expenses must include payments made pursuant to the Plan and shareholder
servicing agent fees paid pursuant to the Administrative Services Plan. In the
event a particular expense is not reasonably allocable by class or to a
particular class, it shall be treated as a Fund expense or a Trust expense.
Trust expenses directly attributable to the Fund are charged to the Fund; other
expenses are allocated proportionately among all the portfolios in the Trust in
relation to the net assets of each portfolio. For the period from May 1, 1995
(commencement of operations) through October 31, 1995, the Fund's operating
expenses equaled on an annual basis 0.50% of its average daily net assets.

                              CLASSES OF SHARES
  In addition to the Shares, the Trust currently offers one other class of
shares of the Fund, the Class Y shares, pursuant to a separate prospectus. Class
Y shares may have different class expenses, which may affect performance.
Investors may obtain information concerning other classes of shares of the Fund
directly from their Shareholder Servicing Agent or securities broker, or by
calling 1-800-782-8183.

  The Shares have exclusive voting rights with respect to the Plan and the
Shareholder Servicing Agent fees paid pursuant to the Administrative Services
Plan.

                       DETERMINATION OF NET ASSET VALUE
  The net asset value of each of the Shares is determined on each day on which
the New York Stock Exchange is open for trading ("Fund Business Day"). This
determination is made once during each such day as of 4:00 p.m., New York time,
by dividing the value of the Fund's net assets (i.e., the value of its assets
less its liabilities, including expenses payable or accrued) by the number of
Shares outstanding at the time the determination is made. Values of assets in
the Fund's portfolio are determined on the basis of their market or other fair
value, as described in the Statement of Additional Information.

                              PURCHASE OF SHARES
  Shares may be purchased through Shareholder Servicing Agents or through
securities brokers that have entered into a dealer agreement with the
Distributor ("Securities Brokers"). Shares may be purchased without a sales load
at their net asset value next determined after an order is transmitted to and
accepted by the Distributor or is received by a Shareholder Servicing Agent or a
securities broker if it is transmitted to and accepted by the Distributor.
Purchases are therefore effected on the same day the purchase order is received
by the Distributor provided such order is received prior to 4:00 p.m., New York
time, on any Fund Business Day. The Trust intends the Fund to be as fully
invested at all times as is reasonably practicable in order to enhance the yield
on its assets. Each Shareholder Servicing Agent or Securities Broker is
responsible for and required to promptly forward orders for shares to the
Distributor.

  While there is no sales load on purchases of Shares, the Distributor may
receive fees from the Fund. See "Management of the Trust -- Distributor and
Sponsor". Other funds which have investment objectives similar to those of the
Fund but which do not pay some or all of such fees from their assets may offer a
higher yield.

  All purchase payments are invested in full and fractional Shares. The Trust
reserves the right to cease offering Shares for sale at any time or to reject
any order for the purchase of Shares.

  An investor may purchase Shares through the Distributor directly or by
authorizing his Shareholder Servicing Agent or his securities broker to purchase
such Shares on his behalf through the Distributor.

  Exchange Privilege. By contacting the Transfer Agent or his Shareholder
Servicing Agent or his securities broker, a shareholder may exchange some or all
of his Shares for shares of an identical class of one or more of the following
investment companies at net asset value without a sales charge: Republic U.S.
Government Money Market Fund, Republic New York Tax Free Money Market Fund,
Republic Equity Fund, and such other Republic Funds or other registered
investment companies for which Republic serves as investment adviser as Republic
may determine. An exchange may result in a change in the number of Shares held,
but not in the value of such Shares immediately after the exchange. Each
exchange involves the redemption of the Shares to be exchanged and the purchase
of the shares of the other Republic Fund.

  The exchange privilege (or any aspect of it) may be changed or discontinued
upon 60 days' written notice to shareholders and is available only to
shareholders in states in which such exchanges may be legally made. A
shareholder considering an exchange should obtain and read the prospectus of the
other Republic Fund and consider the differences in investment objectives and
policies before making any exchange.

DIRECTLY THROUGH THE DISTRIBUTOR
  For each shareholder who purchases Shares directly through the Distributor,
the Trust, as the shareholder's agent, establishes an open account to which all
Shares purchased are credited together with any dividends and capital gains
distributions which are paid in additional Shares. See "Dividends and
Distributions". The minimum initial investment is $1,000 and the minimum
subsequent investment is $100. Initial and subsequent purchases may be made by
writing a check (in U.S. dollars) payable to the Republic Funds -- New York Tax
Free Bond Fund and mailing it to:

        Republic Funds
        c/o Investors Bank & Trust Company
        P.O. Box 1537 MFD23
        Boston, Massachusetts 02205-1537

  In the case of an initial purchase, the check must be accompanied by a
completed Purchase Application.

  In the case of subsequent purchases, a shareholder may transmit purchase
payments by wire directly to the Fund's custodian bank at the following address:

        Investors Bank & Trust Company
        Boston, Massachusetts
        Attn: Transfer Agent
        ABA # 011001438
        Acct. # 5999-99451
        For further credit to the Republic Funds
        (New York Tax-Free Bond Fund Class C,
        account name, account #)

  The wire order must specify the Fund, the account name, number, confirmation
number, address, amount to be wired, name of the wiring bank and name and
telephone number of the person to be contacted in connection with the order.

  Automatic Investment Plan. The Trust offers a plan for regularly investing
specified dollar amounts ($25.00 minimum in monthly, quarterly, semi-annual or
annual intervals) in the Fund. If an Automatic Investment Plan is selected,
subsequent investments will be automatic and will continue until such time as
the Trust and the investor's bank are notified to discontinue further
investments. Due to the varying procedures to prepare, process and forward bank
withdrawal information to the Trust, there may be a delay between the time of
the bank withdrawal and the time the money reaches the Fund. The investment in
the Fund will be made at the net asset value per share determined on the day
that both the check and the bank withdrawal data are received in required form
by the Distributor. Further information about the plan may be obtained from IBT
at the telephone number listed on the back cover.

  For further information on how to purchase Shares from the Distributor, an
investor should contact the Distributor directly (see back cover for address and
phone number).

THROUGH A SHAREHOLDER SERVICING AGENT OR A SECURITIES BROKER
  Shares are being offered to the public, to customers of a Shareholder
Servicing Agent and to customers of a securities broker that has entered into a
dealer agreement with the Distributor. Shareholder Servicing Agents and
securities brokers may offer services to their customers, including specialized
procedures for the purchase and redemption of Shares, such as pre-authorized or
automatic purchase and redemption programs. Each Shareholder Servicing Agent and
securities broker may establish its own terms, conditions and charges, including
limitations on the amounts of transactions, with respect to such services.
Charges for these services may include fixed annual fees, account maintenance
fees and minimum account balance requirements. The effect of any such fees will
be to reduce the net return on the investment of customers of that Shareholder
Servicing Agent or securities broker. Conversely, certain Shareholder Servicing
Agents may (although they are not required by the Trust to do so) credit to the
accounts of their customers from whom they are already receiving other fees
amounts not exceeding such other fees or the fees received by the Shareholder
Servicing Agent from the Fund, which will have the effect of increasing the net
return on the investment of such customers of those Shareholder Servicing
Agents.

  Shareholder Servicing Agents and securities brokers may transmit purchase
payments on behalf of their customers by wire directly to the Fund's custodian
bank by following the procedures above.

  For further information on how to direct a securities broker or a Shareholder
Servicing Agent to purchase Shares, an investor should contact his securities
broker or his Shareholder Servicing Agent (see back cover for address and phone
number).

                             REDEMPTION OF SHARES
  A shareholder may redeem all or any portion of the Shares in his account at
any time at the net asset value next determined after a redemption order in
proper form is furnished by the shareholder to the Transfer Agent, with respect
to Shares purchased directly through the Distributor, or to his securities
broker or his Shareholder Servicing Agent, and is transmitted to and received by
the Transfer Agent. Redemptions are effected on the same day the redemption
order is received by the Transfer Agent provided such order is received prior to
4:00 p.m., New York time, on any Fund Business Day. Shares redeemed earn
dividends up to and including the day prior to the day the redemption is
effected.

  The proceeds of a redemption are normally paid from the Fund in federal funds
on the Fund Business Day on which the redemption is effected, but in any event
within seven days. The right of any shareholder to receive payment with respect
to any redemption may be suspended or the payment of the redemption proceeds
postponed during any period in which the New York Stock Exchange is closed
(other than weekends or holidays) or trading on such Exchange is restricted or,
to the extent otherwise permitted by the 1940 Act, if an emergency exists. To be
in a position to eliminate excessive expenses, the Trust reserves the right to
redeem upon not less than 30 days' notice all Shares in an account which has a
value below $50. However, a shareholder will be allowed to make additional
investments prior to the date fixed for redemption to avoid liquidation of the
account.

  Unless Shares have been purchased directly from the Distributor, a shareholder
may redeem Shares only by authorizing his securities broker or his Shareholder
Servicing Agent to redeem such Shares on his behalf (since the account and
records of such a shareholder are established and maintained by his securities
broker or his Shareholder Servicing Agent). For further information as to how to
direct a securities broker or a Shareholder Servicing Agent to redeem Shares, a
shareholder should contact his securities broker or his Shareholder Servicing
Agent (see back cover for address and phone number).

SYSTEMATIC WITHDRAWAL PLAN
  Any shareholder who owns Shares with an aggregate value of $10,000 or more may
establish a Systematic Withdrawal Plan under which they redeem at net asset
value the number of full and fractional shares which will produce the monthly,
quarterly, semi-annual or annual payments specified (minimum $50.00 per
payment). Depending on the amounts withdrawn, systematic withdrawals may deplete
the investor's principal. Investors contemplating participation in this Plan
should consult their tax advisers. No additional charge to the shareholder is
made for this service.

REDEMPTION OF SHARES PURCHASED DIRECTLY THROUGH THE DISTRIBUTOR
  Redemption by Letter.  Redemptions may be made by letter to the Transfer
Agent specifying the dollar amount or number of Shares to be redeemed, account
number and the Fund. The letter must be signed in exactly the same way the
account is registered (if there is more than one owner of the Shares all must
sign). In connection with a written redemption request, all signatures of all
registered owners or authorized parties must be guaranteed by an Eligible
Guarantor Institution, which includes a domestic bank, broker, dealer, credit
union, national securities exchange, registered securities association, clearing
agency or savings association. The Fund's transfer agent, however, may reject
redemption instructions if the guarantor is neither a member or not a
participant in a signature guarantee program (currently known as "STAMP",
"SEMP", or "NYSE MPS"). Corporations, partnerships, trusts or other legal
entities may be required to submit additional documentation.

  An investor may redeem Shares in any amount by written request mailed to the
Transfer Agent at the following address:

        The Republic Funds
        c/o Investors Bank & Trust Company
        P.O. Box 1537 MFD23
        Boston, Massachusetts 02205-1537

  Checks for redemption proceeds normally will be mailed within seven days, but
will not be mailed until all checks in payment for the purchase of the Shares to
be redeemed have been cleared, which may take up to 15 days or more. Unless
other instructions are given in proper form, a check for the proceeds of a
redemption will be sent to the shareholder's address of record.

  Redemption by Wire or Telephone. An investor may redeem Shares by wire or by
telephone if he has checked the appropriate box on the Purchase Application or
has filed a Telephone Authorization Form with the Trust. These redemptions may
be paid from the Fund by wire or by check. The Trust reserves the right to
refuse telephone wire redemptions and may limit the amount involved or the
number of telephone redemptions. The telephone redemption procedure may be
modified or discontinued at any time by the Trust. Instructions for wire
redemptions are set forth in the Purchase Application. The Trust employs
reasonable procedures to confirm that instructions communicated by telephone are
genuine. For instance, the following information must be verified by the
shareholder or securities broker at the time a request for a telephone
redemption is effected: (1) shareholder's account number; (2) shareholder's
social security number; and (3) name and account number of shareholder's
designated securities dealer or bank. If the Trust fails to follow these or
other established procedures, it may be liable for any losses due to
unauthorized or fraudulent instructions.

                         DIVIDENDS AND DISTRIBUTIONS
  The Trust declares all of the Fund's net investment income daily as a dividend
to Fund shareholders. Dividends substantially equal to all of the Fund's net
investment income earned during the month are distributed in that month to Fund
shareholders of record. The Fund's net investment income consists of the
interest income it earns, less expenses. In computing interest income, premiums
are not amortized nor are discounts accrued on long-term debt securities in the
Fund's portfolio, except as required for federal income tax purposes.

  The Fund's net realized short-term and long-term capital gains, if any, are
distributed to shareholders annually. Additional distributions are also made to
the Fund's shareholders to the extent necessary to avoid application of the 4%
non-deductible federal excise tax on certain undistributed income and net
capital gains of mutual funds.

  Unless a shareholder elects to receive dividends in cash (subject to the
policies of the shareholder's Shareholder Servicing Agent or securities broker),
dividends are distributed in the form of additional Shares (purchased at their
net asset value without a sales charge).

                                 TAX MATTERS
  This discussion is intended for general information only. An investor should
consult with his own tax advisor as to the tax consequences of an investment in
the Fund, including the status of distributions from the Fund under applicable
state or local law and the possible applicability of a federal alternative
minimum tax to a portion of the distributions from the Fund.

FEDERAL INCOME TAXES
  Each year, the Trust intends to qualify the Fund and elect that the Fund be
treated as a separate "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). To so qualify, the Fund
must meet certain income, distribution and diversification requirements.
Provided such requirements are met and all investment company taxable income and
realized capital gains of the Fund are distributed to shareholders in accordance
with the timing requirements imposed by the Code, no federal (or New York State
or New York City) income or excise taxes will be paid by the Fund on amounts so
distributed.

  After the end of each calendar year, each shareholder receives a statement
setting forth the federal, New York State and New York City personal income tax
status of all dividends and capital gains distributions, if any, made during
that calendar year.

  In accordance with the Fund's investment objective, it is expected that most
of the Fund's net income will be attributable to interest from Municipal
Obligations and, as a result, most of the dividends to Fund shareholders will be
designated by the Trust as "exempt-interest dividends" under the Code, which may
be treated as items of interest excludible from a shareholder's gross income for
purposes of the regular federal income tax. Since the preservation of capital
and liquidity are important aspects of the Fund's investment objective, the
Trust may from time to time invest a portion of the Fund's assets in obligations
the interest on which is not exempt from regular federal income taxes. Moreover,
dividends attributable to interest on certain Municipal Obligations which may be
purchased for the Fund may be treated as a tax preference item for shareholders
potentially subject to an alternative minimum tax and all exempt-interest
dividends may increase a corporate shareholder's alternative minimum tax or
environmental tax. Although it is not intended, it is possible that the Fund may
realize short-term or long-term capital gains or losses from its portfolio
transactions. Any distributions from net short-term capital gains would be
taxable to shareholders as ordinary income and any distributions from net
long-term capital gains would be taxable to shareholders as long-term capital
gains regardless of how long they have held their shares.

  Any short-term capital loss realized upon the redemption of shares within six
months from the date of their purchase will be disallowed to the extent of any
exempt-interest dividends received during such period. In addition, any
short-term capital loss realized upon the redemption of shares within six months
from the date of their purchase will be treated as long-term capital loss
(rather than short-term) to the extent of the long-term capital gain or
undistributed capital gain allocable to the redeemed shares.

  Dividends and capital gains distributions, if any, paid to shareholders are
treated in the same manner for federal, New York State and New York City income
tax purposes whether received in cash or reinvested in additional shares of the
Fund.

  Dividends and distributions declared by the Fund in October, November or
December to shareholders of record in such a month and paid during the following
January are treated as if received by shareholders on December 31 in the year
declared.

  Shareholders redeeming shares after tax-exempt income has been accrued but not
declared as a dividend should know that the portion of redemption proceeds
representing such income may be subject to taxation as a capital gain even
though it would have been tax-exempt had it been declared as a dividend prior to
redemption. Redemption of shares of the Fund can be effected with the least
adverse tax consequences immediately after the first business day of any month
(the time at which the dividend representing substantially all the income
accrued for the previous month is declared).

  The Code provides that interest on indebtedness incurred, or continued, to
purchase or carry shares of the Fund is not deductible. Further, exempt-interest
dividends are taken into account in calculating the amount of social security
and railroad retirement benefits that may be subject to federal income tax.
Finally, entities or persons who may be "substantial users" (or persons related
to "substantial users") of facilities financed by industrial development or
private activity bonds should consult their tax advisors before purchasing
shares of the Fund.

STATE AND LOCAL TAXES
  The exemption for federal income tax purposes of dividends derived from
interest on Municipal Obligations does not necessarily result in an exemption
under the income or other tax laws of any state or local taxing authority.
However, to the extent that dividends are derived from interest on New York
Municipal Obligations, the dividends will also be excluded from the gross income
of a New York individual resident shareholder for New York State and New York
City personal income tax purposes.

  DIVIDENDS FROM THE FUND ARE NOT EXCLUDED IN DETERMINING NEW YORK STATE OR NEW
YORK CITY FRANCHISE TAXES ON CORPORATIONS AND FINANCIAL INSTITUTIONS.

  The Trust is organized as a Massachusetts business trust and, under current
law, is not liable for any income or franchise tax in the Commonwealth of
Massachusetts as long as each series of the Trust (including the Fund) qualifies
as a "regulated investment company" under the Code.

             DESCRIPTION OF SHARES, VOTING RIGHTS AND LIABILITIES
  The Trust's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional Shares of Beneficial Interest (par value $0.001
per share) and to divide or combine the shares into a greater or lesser number
of shares without thereby changing the proportionate beneficial interests in the
Trust. The shares of each series participate equally in the earnings, dividends
and assets of the particular series. Currently, the Trust has six series of
shares, each of which constitutes a separately managed fund. The Trust reserves
the right to create additional series of shares. The Trust may authorize the
creation of multiple classes of shares of separate series of the Trust.
Currently, the Fund is divided into two classes of shares.

  Each share of each class of the Fund represents an equal proportionate
interest in the Fund with each other share of that class. Shares have no
preference, pre-emptive, conversion or similar rights. Shares when issued are
fully paid and non-assessable, except as set forth below. Shareholders are
entitled to one vote for each share held on matters on which they are entitled
to vote. Each Shareholder Servicing Agent has agreed to transmit all proxies and
voting materials from the Trust to their customers who are beneficial owners of
the Fund and such Shareholder Servicing Agents have agreed to vote as instructed
by such customers. The Trust is not required and has no current intention to
hold annual meetings of shareholders, although the Trust will hold special
meetings of Fund shareholders when in the judgment of the Trustees of the Trust
it is necessary or desirable to submit matters for a shareholder vote.
Shareholders of each series generally vote separately, for example, to approve
investment advisory agreements or changes in fundamental investment policies or
restrictions, but shareholders of all series may vote together to the extent
required under the 1940 Act, such as in the election or selection of Trustees,
principal underwriters and accountants for the Trust. Shares of each class of a
series represent an equal pro rata interest in such series and, generally, have
identical voting, dividend, liquidation, and other rights, preferences, powers,
terms and conditions, except that: (a) each class shall have a different
designation; (b) each class of shares shall bear any class expenses; and (c)
each class shall have exclusive voting rights on any matter submitted to
shareholders that relate solely to its distribution arrangement, and each class
shall have separate voting rights on any matter submitted to shareholders in
which the interests of one class differ from the interests of any other class.

  Shareholders of the Fund have under certain circumstances (e.g., upon
application and submission of certain specified documents to the Trustees by a
specified number of shareholders) the right to communicate with other
shareholders of the Trust in connection with requesting a meeting of
shareholders of the Trust for the purpose of removing one or more Trustees.
Shareholders of the Trust also have the right to remove one or more Trustees
without a meeting by a declaration in writing subscribed to by a specified
number of shareholders. Upon liquidation or dissolution of the Fund,
shareholders of the Fund would be entitled to share pro rata in the net assets
of the Fund available for distribution to shareholders.

  The Trust's Declaration of Trust provides that, at any meeting of shareholders
of the Fund or the Trust, a Shareholder Servicing Agent may vote any shares as
to which such Shareholder Servicing Agent is the agent of record and which are
otherwise not represented in person or by proxy at the meeting, proportionately
in accordance with the votes cast by holders of all shares otherwise represented
at the meeting in person or by proxy as to which such Shareholder Servicing
Agent is the agent of record. Any shares so voted by a Shareholder Servicing
Agent will be deemed represented at the meeting for purposes of quorum
requirements.

  The Trust is an entity of the type commonly known as a "Massachusetts business
trust". Under Massachusetts law, shareholders of such a business trust may,
under certain circumstances, be held personally liable as partners for its
obligations. However, the risk of a shareholder incurring financial loss on
account of shareholder liability is limited to circumstances in which both
inadequate insurance existed and the Trust itself was unable to meet its
obligations.

                           PERFORMANCE INFORMATION
  From time to time the Trust may provide "total return" and annualized "yield"
and "tax equivalent yield" quotations for the Fund in advertisements,
shareholder reports or other communications to shareholders and prospective
investors. The methods used to calculate the Fund's total return, yield and tax
equivalent yield are mandated by the Securities and Exchange Commission.
Quotations of "total return" are expressed in terms of the average annual
compounded rate of return of a hypothetical investment in the Fund over periods
of 1, 5 and 10 years. All total return figures reflect the deduction of a
proportional share of Fund expenses on an annual basis, and assume that all
dividends and distributions are reinvested when paid.

  The "yield" of the Fund refers to the income generated by an investment in the
Fund over the 30 day (or one month) period ended on the date of the most recent
balance sheet of the Fund included in the Trust's registration statement with
respect to the Fund. The "tax equivalent yield" refers to the yield that a fully
taxable bond fund would have to generate, given a stated aggregate state and
local income tax rate, in order to produce an after-tax yield equivalent to that
of the Fund. The use of a tax equivalent yield allows investors to compare the
yield of the Fund, all or a significant portion of which is exempt from regular
federal, New York State and New York City personal income taxes, with yields of
funds which are not so tax exempt.

  Since these total return, yield and tax equivalent yield quotations are based
on historical earnings and since the Fund's total return, yield and tax
equivalent yield fluctuate from day to day, these quotations should not be
considered as an indication or representation of the Fund's total return, yield
or tax equivalent yield in the future. Any performance information should be
considered in light of the Fund's investment objective and policies,
characteristics and quality of the Fund's portfolio and the market conditions
during the time period indicated, and should not be considered to be
representative of what may be achieved in the future. From time to time the
Trust may also use comparative performance information in such an advertisement
or communication, including the performance of unmanaged indices, the
performance of the Consumer Price Index (as a measure for inflation), and data
from Lipper Analytical Services, Inc. and other industry publications.

  A Shareholder Servicing Agent or a securities broker may charge its customers
direct fees in connection with an investment in the Fund, which will have the
effect of reducing the net return on the investment of customers of that
Shareholder Servicing Agent or that securities broker. Conversely, the Trust has
been advised that certain Shareholder Servicing Agents may credit to the
accounts of their customers from whom they are already receiving other fees
amounts not exceeding such other fees or the fees received by the Shareholder
Servicing Agent from the Fund, which will have the effect of increasing the net
return on the investment of such customers of those Shareholder Servicing
Agents. Such customers may be able to obtain through their Shareholder Servicing
Agent or securities broker quotations reflecting such decreased or increased
return. The Trust's Statement of Additional Information with respect to the Fund
includes more detailed information concerning the calculation of total return,
yield, effective yield and tax equivalent yield quotations for the Fund.

SHAREHOLDER INQUIRIES
  All shareholder inquiries should be directed to the Trust, 6 St. James
Avenue, Boston, Massachusetts 02116.

  GENERAL AND ACCOUNT INFORMATION                 (800) 782-8183 (TOLL FREE)
                             --------------------

  The Trust's Statement of Additional Information, dated May 22, 1996, with
respect to the Fund contains more detailed information about the Fund, including
information related to (i) the Fund's investment restrictions, (ii) the Trustees
and officers of the Trust and the Adviser and Sponsor of the Fund, (iii)
portfolio transactions, (iv) the Fund's shares, including rights and liabilities
of shareholders, and (v) additional yield information, including the method used
to calculate the total return, annualized yield and tax equivalent yield of the
Fund.
<PAGE>
                                                                    APPENDIX A

                           DESCRIPTION OF RATINGS*
  The ratings of Moody's Investors Service, Inc., Standard & Poor's Corporation
and Fitch Investors Service, Inc. represent their opinions as to the quality of
various debt obligations. It should be emphasized, however, that ratings are not
absolute standards of quality. Consequently, Municipal Obligations with the same
maturity, coupon and rating may have different yields while Municipal
Obligations of the same maturity and coupon with different ratings may have the
same yield.

               DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S
                           LONG-TERM DEBT RATINGS:

  Aaa -- Bonds which are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and generally are referred to as
"gilt edge". Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.

  Aa -- Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what generally are known as
high grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities, or fluctuation of
protective elements may be of greater amplitude, or there may be other elements
present which make the long-term risks appear somewhat larger than in Aaa
securities.

  A -- Bonds which are rated A possess many favorable investment attributes and
are to be considered as upper medium grade obligations. Factors giving security
to principal and interest are considered adequate but elements may be present
which suggest a susceptibility to impairment sometime in the future.

  Baa -- Bonds which are rated Baa are considered as medium grade obligations,
i.e., they are neither highly protected nor poorly secured. Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

  Note: Those bonds in the Aa, A and Baa groups which Moody's believes possess
        the strongest investment attributes are designated by the symbol AA 1, A
        1 and Baa 1, respectively.

     DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S TWO HIGHEST RATINGS OF
                           STATE AND MUNICIPAL NOTES:

  Moody's ratings for state and municipal short-term obligations will be
designated Moody's Investment Grade ("MIG"). Such ratings recognize the
differences between short-term credit risk and long-term risk. Factors affecting
the liquidity of the borrower and short-term cyclical elements are critical in
short-term ratings, while other factors of major importance in bond risk, such
as long-term secular trends, may be less important over the short run. A
short-term rating may also be assigned on an issue having a demand feature. Such
ratings will be designated as "VMIG" or, if the demand feature is not rated, as
"NR". Short-term ratings on issues with demand features are differentiated by
the use of the "VMIG" symbol to reflect such characteristics as payment upon
periodic demand rather than fixed maturity dates and payment relying on external
liquidity. Additionally, investors should be alert to the fact that the source
of payment may be limited to the external liquidity with no or limited legal
recourse to the issuer in the event the demand is not met. Symbols used are as
follows:

  MIG 1/VMIG 1 -- Notes bearing this designation are of the best quality, with
strong protection from established cash flows, superior liquidity support or
demonstrated broad-based access to the market for refinancing.

  MIG 2/VMIG 2 -- Notes bearing this designation are of high quality, with
margins of protection ample although not so large as in the preceding group.

          DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S TWO HIGHEST
                            COMMERCIAL PAPER RATINGS:

  Moody's commercial paper ratings are opinions of the ability of issuers to
repay punctually senior short-term debt obligations not having an original
maturity in excess of one year.

  Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of senior short-term debt obligations. Prime-1 repayment
capacity will normally be evidenced by the following characteristics: (1)
leading market positions in well established industries; (2) high rates of
return on funds employed; (3) conservative capitalization structures with
moderate reliance on debt and ample asset protection; (4) broad margins in
earnings coverage of fixed financial charges and high internal cash generation;
and (5) well established access to a range of financial markets and assured
sources of alternate liquidity.

  Issuers rated PRIME-2 (or related supporting institutions) have a strong
capacity for repayment of senior short-term debt obligations. This will normally
be evidenced by many of the characteristics cited above but to a lesser degree.
Earnings trends and coverage ratios, while sound, will be more subject to
variation. Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.

            DESCRIPTION OF STANDARD & POOR'S CORPORATION'S LONG-TERM
                                  DEBT RATINGS:

  AAA -- Debt rated AAA has the highest rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

  AA -- Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in small degree.

  A -- Debt rated A have a strong capacity to pay interest and repay principal
although they are somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debts in higher rated categories.

  BBB -- Debt rated BBB are regarded as having an adequate capacity to pay
interest and repay principal. Whereas they normally exhibit adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debts in this category than for debts in higher rated categories.

  Plus (+) or Minus (-): The AA to BBB ratings may be modified by the addition
of a plus or minus sign to show relative standing within the rating category.

      DESCRIPTION OF STANDARD & POOR'S CORPORATION'S TWO HIGHEST RATINGS OF
                           STATE AND MUNICIPAL NOTES:

  A Standard & Poor's note rating reflects the liquidity concerns and market
access risks unique to notes. Notes due in three years or less will likely
receive a note rating. Notes maturing beyond three years will most likely
receive a long-term debt rating. The following criteria will be used in making
that assessment:

    -- Amortization schedule (the larger the final maturity relative to other
       maturities the more likely it will be treated as a note).

    -- Source of payment (the more dependent the issue is on the market for its
       refinancing, the more likely it will be treated as a note).

  Note rating symbols are as follows:

    SP-1 -- Very strong or strong capacity to pay principal and interest.
            Those issues determined to possess overwhelming safety
            characteristics are given a plus (+) designation.

    SP-2 -- Satisfactory capacity to pay principal and interest.

            DESCRIPTION OF STANDARD & POOR'S CORPORATION'S COMMERCIAL
                                 PAPER RATINGS:

  A Standard & Poor's commercial paper rating is a current assessment of the
likelihood of timely payment of debt having an original maturity of no more than
365 days.

  A -- Issues assigned this highest rating are regarded as having the greatest
capacity for timely payment. Issues in this category are delineated with the
numbers 1, 2 and 3 to indicate the relative degree of safety.

  A-1 -- This designation indicates that the degree of safety regarding timely
payment is either overwhelming or very strong. Those issues determined to
possess overwhelming safety characteristics are denoted with a plus (+) sign
designation.

  A-2 -- Capacity for timely payment on issues with this designation is strong.
However, the relative degree of safety is not as high as for issues designated
A-1.

          DESCRIPTION OF STANDARD & POOR'S CORPORATION'S DUAL RATINGS:

  Standard & Poor's assigns "dual" ratings to all long-term debt issues that
have as part of their provisions a demand or double feature.

  The first rating addresses the likelihood of repayment of principal and
interest as due, and the second rating addresses only the demand feature. The
long-term debt rating symbols are used for bonds to denote the long-term
maturity and the commercial paper rating symbols are used to denote the put
option (for example, "AAA/A-1+"). For demand notes, the note rating symbols are
used with the commercial paper symbols (for example, "SP-1+/A-1+").

          DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S BOND RATINGS:

  The rating takes into consideration special features of the issue, its
relationship to other obligations of the issuer, the current and prospective
financial condition and operating performance of the issuer and any guarantor,
as well as the economic and political environment that might affect the issuer's
future financial strength and credit quality.

  AAA -- Bonds considered to be investment grade and of the highest credit
quality. The obligor has an exceptionally strong ability to pay interest and
repay principal, which is unlikely to be affected by reasonably foreseeable
events.

  AA -- Bonds considered to be investment grade and of very high credit quality.
The obligor's ability to pay interest and repay principal is very strong,
although not quite as strong as bonds rated "AAA". Because bonds rated in the
"AAA" and "AA" categories are not significantly vulnerable to foreseeable future
developments, short-term debt of these issuers is generally rated "F-1+".

  A -- Bonds considered to be investment grade and of high credit quality. The
obligor's ability to pay interest and repay principal is considered to be
strong, but may be more vulnerable to adverse changes in economic conditions and
circumstances than bonds with higher ratings.

  BBB -- Bonds considered to be investment grade and of satisfactory credit
quality. The obligor's ability to pay interest and repay principal is considered
to be adequate. Adverse changes in economic conditions and circumstances,
however, are more likely to have adverse impact on these bonds, and therefore
impair timely payment. The likelihood that the ratings of these bonds will fall
below investment grade is higher than for bonds with higher ratings.

  Plus (+) or Minus (-): The AA to BBB ratings may be modified by the addition
of a plus or minus sign to show relative standing within the rating category.

           DESCRIPTION OF FITCH INVESTORS SERVICE, INC'S THREE HIGHEST
                      RATINGS OF STATE AND MUNICIPAL NOTES:

  The short-term rating places greater emphasis than a long-term rating on the
existence of liquidity necessary to meet the issuer's obligations in a timely
manner.

  F-1+ -- Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

  F-1 -- Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
"F-1+".

  F-2 -- Good Credit Quality. Issues assigned this rating have a satisfactory
degree of assurance for timely payment, but the margin of safety is not as great
as for issues assigned "F-1+" and "F-1" ratings.

         DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S THREE HIGHEST
                          COMMERCIAL PAPER RATINGS:

  The short-term rating places greater emphasis than a long-term rating on the
existence of liquidity necessary to meet the issuer's obligations in a timely
manner.

  F-1+ -- Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

  F-1 -- Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
"F-1+".

  F-2 -- Good Credit Quality. Issues assigned this rating have a satisfactory
degree of assurance for timely payment, but the margin of safety is not as great
as for issues assigned "F-1+" and "F-1" ratings.

*As described by the rating agencies. Ratings are generally given to securities
 at the time of issuance. While the rating agencies may from time to time revise
 such ratings, they undertake no obligation to do so.
<PAGE>
                                                                    APPENDIX B
                       TAXABLE EQUIVALENT YIELD TABLES

    The tables below show the approximate taxable yields which are equivalent to
tax-exempt yields, for the ranges indicated, under (i) federal and New York
State personal income tax laws, and (ii) federal, New York State and New York
City personal income tax laws, in each case based upon the applicable 1995
rates. Such yields may differ under the laws applicable to subsequent years if
the effect of any such law is to change any tax bracket or the amount of taxable
income which is applicable to a tax bracket. Separate calculations, showing the
applicable taxable income brackets, are provided for investors who file single
returns and for those investors who file joint returns. For cases in which two
or more state (or city) brackets fall within a federal bracket, the highest
state (or city) bracket is combined with the federal bracket. The combined
income tax brackets shown reflect the fact that state and city income taxes are
currently deductible as an itemized deduction for federal tax purposes (however,
a taxpayer's itemized deductions may be subject to an overall limitation, the
effect of which has not been taken into account in preparing these tables).

<TABLE>
<CAPTION>
                                           FEDERAL AND NEW YORK STATE TABLE
- -----------------------------------------------------------------------------------------------------------------------------------
             TAXABLE INCOME*                                                         TAX-EXEMPT YIELD
- -----------------------------------------    INCOME     ---------------------------------------------------------------------------
       SINGLE                JOINT             TAX      2.00%   2.50%  3.00%  3.50%  4.00%  4.50%  5.00%   5.50%    6.00%    6.50%
       RETURN               RETURN          BRACKET**                        EQUIVALENT TAXABLE YIELD
- --------------------  -------------------  -----------  ---------------------------------------------------------------------------
<S>         <C>         <C>      <C>         <C>        <C>     <C>    <C>    <C>    <C>    <C>    <C>     <C>     <C>      <C>   
   $      0-$23,350     $      0-$ 39,000    21.45%     2.55%   3.18%  3.82%  4.46%  5.09%  5.73%  6.37%   7.00%    7.64%    8.27%
   $ 23,351-$ 56,550    $ 39,001-$ 94,250    33.47%     3.01%   3.76%  4.51%  5.26%  6.01%  6.76%  7.52%   8.27%    9.02%    9.77%
   $ 56,551-$117,950    $ 94,251-$143,600    36.24%     3.14%   3.92%  4.71%  5.49%  6.27%  7.06%  7.84%   8.63%    9.41%   10.19%
   $117,951-$256,500    $143,601-$256,500    40.86%     3.38%   4.23%  5.07%  5.92%  6.76%  7.61%  8.45%   9.30%   10.15%   10.99%
        Over 256,500         Over 256,500    44.19%     3.58%   4.48%  5.38%  6.27%  7.17%  8.06%  8.96%   9.85%   10.75%   11.65%
<FN>
- ----------
  *Net amount subject to federal and New York State personal income tax after deductions and exemptions.
 **Effective combined federal and state tax bracket.

This table does not take into account: (i) any taxes other than the regular federal income tax and the regular New York State
personal income tax; or (ii) the New York State tax table benefit recapture tax. Also, it is assumed that: (i) there are no federal
or New York State minimum taxes applicable; (ii) a shareholder has no net capital gain; and (iii) a shareholder's taxable income for
federal income tax purposes is the same as his or her taxable income for New York State income tax purposes. Also, this table does
not reflect the fact that, due to factors including the federal phase-out of personal exemptions and reduction of certain itemized
deductions for taxpayers whose adjusted gross income exceed specified thresholds, a shareholder's effective marginal tax rate may
differ from his or her tax bracket rate.
</FN>

<CAPTION>
                              FEDERAL, NEW YORK STATE AND NEW YORK CITY TABLE
- -----------------------------------------------------------------------------------------
             TAXABLE INCOME*                                                         TAX-EXEMPT YIELD
- -----------------------------------------    INCOME     ---------------------------------------------------------------------------
       SINGLE                JOINT             TAX      2.00%   2.50%  3.00%  3.50%  4.00%  4.50%  5.00%   5.50%    6.00%    6.50%
       RETURN               RETURN          BRACKET**                        EQUIVALENT TAXABLE YIELD
- --------------------  -------------------  -----------  ---------------------------------------------------------------------------
<S>         <C>         <C>      <C>         <C>        <C>     <C>    <C>    <C>    <C>    <C>    <C>    <C>      <C>      <C>   
   $      0-$23,350     $      0-$ 39,000    25.19%     2.67%   3.34%  4.01%  4.68%  5.35%  6.02%  6.68%   7.35%    8.02%    8.69%
   $ 23,351-$ 56,550    $ 39,001-$ 94,250    36.64%     3.16%   3.96%  4.73%  5.52%  6.31%  7.10%  7.89%   8.68%    9.47%   10.26%
   $ 56,551-$117,950    $ 94,251-$143,600    37.32%     3.30%   4.12%  4.94%  5.77%  6.59%  7.42%  8.24%   9.06%    9.89%   10.71%
   $117,951-$256,500    $143,601-$256,500    43.71%     3.55%   4.44%  5.33%  6.22%  7.11%  7.99%  8.88%   9.77%   10.66%   11.55%
        Over 256,500         Over 256,500    46.88%     3.77%   4.71%  5.65%  6.59%  7.53%  8.47%  9.41%  10.35%   11.30%   12.24%
<FN>
- ----------
  *Net amount subject to federal, New York State and New York City personal income tax after deductions and exemptions.
 **Effective combined federal, state and city tax bracket.

This table does not take into account: (i) any taxes other than the regular federal income tax, the regular New York State personal
income tax and the regular New York City personal income tax (including the temporary tax surcharge and the additional tax); or (ii)
the New York State tax table benefit recapture tax. Also, it is assumed that: (i) there are no federal, state or city minimum taxes
applicable; (ii) a shareholder has no net capital gain; and (iii) a shareholder's taxable income for federal income tax purposes is
the same as his or her income for state and city tax purposes. Also, this table does not reflect the fact that, due to factors
including the federal phase-out of personal exemptions and reduction of certain itemized deductions for taxpayers whose adjusted
gross income exceed specified thresholds, a shareholder's effective marginal tax rate may differ from his or her tax bracket rate.
</TABLE>

    While it is expected that most of the dividends paid to the shareholders of
the Fund will be exempt from federal, New York State and New York City personal
income taxes, portions of such dividends from time to time may be subject to
such taxes.
<PAGE>
REPUBLIC
- --------------------------------------------------------------------------------
NEW YORK TAX-FREE
- --------------------------------------------------------------------------------
BOND FUND
- --------------------------------------------------------------------------------



INVESTMENT ADVISER
Republic National Bank of New York
452 Fifth Avenue
New York, NY 10018

ADMINISTRATOR, DISTRIBUTOR AND SPONSOR
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, MA 02116
(617) 423-0800

CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183

INDEPENDENT AUDITORS
KPMG Peat Marwick
99 High Street
Boston, MA 02110

LEGAL COUNSEL
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005

SHAREHOLDER SERVICING AGENTS
Republic National Bank of New York
Republic Bank For Savings
452 Fifth Avenue
New York, NY 10018
(800) 782-8183

FOR NON-REPUBLIC CLIENTS
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183


RF3C Class(5/96)

<PAGE>

REPUBLIC
- ------------------------------------------------------------------------------
U.S. GOVERNMENT
- ------------------------------------------------------------------------------
MONEY MARKET FUND
- ------------------------------------------------------------------------------




PROSPECTUS
MAY 22, 1996
<PAGE>

REPUBLIC U.S. GOVERNMENT MONEY MARKET FUND
SIX ST. JAMES AVENUE, BOSTON, MASSACHUSETTS 02116
- ------------------------------------------------------------------------------
ACCOUNT AND GENERAL INFORMATION: (800) 782-8183 (TOLL FREE)

  Republic U.S. Government Money Market Fund (the "Fund") is a series
(portfolio) of the Republic Funds (the "Trust"), an open-end management
investment company which currently consists of six portfolios, each of which
has different and distinct investment objectives and policies. Class C shares
of the Fund (the "Shares") are being offered by this Prospectus. The Trust
offers one other class of shares of the Fund pursuant to a separate
prospectus. Republic National Bank of New York ("Republic" or the "Adviser")
continuously manages the investment portfolio of the Fund.

  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income as is consistent with the
preservation of capital. The Fund is a type of mutual fund commonly referred
to as a "money market fund". The Trust seeks to achieve the investment
objective of the Fund by investing the assets of the Fund in obligations
issued or guaranteed by the U.S. Government or its agencies or
instrumentalities with maturities of 397 days or less, and repurchase
agreements. There can be no assurance that the investment objective of the
Fund will be achieved.

  AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED OR ENDORSED BY, REPUBLIC OR ANY OTHER BANK, AND THE SHARES ARE NOT
FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND IS SUBJECT TO
INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
THERE CAN BE NO ASSURANCE THAT THE FUND WILL BE ABLE TO MAINTAIN A STABLE NET
ASSET VALUE OF $1.00 PER SHARE.

                             --------------------
  Investors should read this Prospectus and retain it for future reference.
                             --------------------

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE  SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.

                 THE DATE OF THIS PROSPECTUS IS MAY 22, 1996
<PAGE>

  Shares of the Fund are continuously offered for sale at net asset value with
no sales charge by Signature Broker-Dealer Services, Inc. ("Signature" or the
"Distributor") (i) directly to the public, (ii) to customers of a financial
institution, such as a federal or state-chartered bank, trust company or
savings and loan association that has entered into a shareholder servicing
agreement with the Trust (collectively, "Shareholder Servicing Agents"), and
(iii) to customers of a securities broker that has entered into a dealer
agreement with the Distributor.

  AN INVESTOR WHO IS NOT PURCHASING DIRECTLY FROM THE DISTRIBUTOR SHOULD
OBTAIN FROM HIS SECURITIES BROKER OR SHAREHOLDER SERVICING AGENT, AND SHOULD
READ IN CONJUNCTION WITH THIS PROSPECTUS, THE MATERIALS PROVIDED BY THE
SECURITIES BROKER OR SHAREHOLDER SERVICING AGENT DESCRIBING THE PROCEDURES
UNDER WHICH SHARES OF THE FUND MAY BE PURCHASED AND REDEEMED THROUGH SUCH
SECURITIES BROKER OR SHAREHOLDER SERVICING AGENT.

  This Prospectus sets forth concisely the information concerning the Fund
that a prospective investor ought to know before investing. The Trust has
filed with the Securities and Exchange Commission a Statement of Additional
Information, dated May 22, 1996, with respect to the Fund, containing
additional and more detailed information about the Fund and is hereby
incorporated by reference into this Prospectus. An investor may obtain a copy
of this Statement of Additional Information without charge by contacting the
Distributor or his Shareholder Servicing Agent (see back cover for addresses
and phone numbers).
<PAGE>

                                  HIGHLIGHTS
THE FUND                                                                PAGE 1
  Republic U.S. Government Money Market Fund (the "Fund") is a separate series
(portfolio) of the Republic Funds (the "Trust"), a Massachusetts business
trust organized on April 22, 1987, which currently consists of six funds, each
of which has different and distinct investment objectives and policies.

INVESTMENT OBJECTIVE AND POLICIES                                       PAGE 9
  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income as is consistent with the
preservation of capital. The Trust seeks to achieve the investment objective
of the Fund by investing the assets of the Fund in obligations issued or
guaranteed by the U.S. Government or its agencies or instrumentalities and
repurchase agreements with respect to such obligations. There can be no
assurance that the investment objective of the Fund will be achieved.

MANAGEMENT OF THE TRUST                                                PAGE 11
  Republic National Bank of New York ("Republic" or the "Adviser") acts as
investment adviser to the Fund. For its services, the Adviser receives from
the Fund a fee at the annual rate of 0.20% of the Fund's average daily net
assets.

  Signature Broker-Dealer Services, Inc. ("Signature" or the "Sponsor") acts
as administrator and sponsor of the Fund. The Sponsor provides certain
management and administrative services to the Fund for which it receives from
the Fund a fee at the annual rate of 0.20% of the Fund's average daily net
assets.

  The Trust has also retained Signature (the "Distributor") to distribute
Class C shares of the Fund (the "Shares") pursuant to a Distribution Plan
adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940, as
amended (the "1940 Act"). Pursuant to the terms of the Distribution Plan, the
Distributor is reimbursed from the Fund (in amounts equal to an annual rate of
up to 0.25% of the average daily net assets represented by Shares outstanding
during the period for which payment is being made) for marketing costs and
payments to other organizations for services rendered in distributing the
Shares. See "Management of the Trust".

PURCHASES AND REDEMPTIONS                                      PAGES 16 AND 20
  The Fund is a type of mutual fund commonly referred to as a "money market
fund". The net asset value of each of the Fund's shares is expected to remain
constant at $1.00, although this cannot be assured. See "Determination of Net
Asset Value" and "Dividends and Distributions".

  Shares of the Fund are continuously offered for sale by the Distributor at
net asset value (normally $1.00 per share) with no sales charge (i) directly
to the public, (ii) to  customers of a financial institution, such as a
federal or state-chartered bank, trust company or savings and loan
association, that has entered into a shareholder servicing agreement with the
Trust (collectively, "Shareholder Servicing Agents"), and (iii) to customers
of a securities broker that has entered into a dealer agreement with the
Distributor. For investors who purchase Shares directly from the Distributor,
the minimum initial investment is $1,000 and the minimum subsequent investment
is $100. The Trust offers to buy back (redeem) Shares from shareholders of the
Fund at any time at net asset value. See "Purchase of Shares" and "Redemption
of Shares".

DIVIDENDS AND DISTRIBUTIONS                                            PAGE 22
  The Trust declares all the Fund's net investment income daily as a dividend
to Fund shareholders and distributes all such dividends monthly. Any net
realized capital gains are distributed at least annually. See "Dividends and
Distributions" .
<PAGE>

                                  FEE TABLE
  The following table provides (i) a summary of expenses relating to purchases
and sales of Fund Shares, and the aggregate annual operating expenses of the
Fund, as a percentage of average net assets of the Fund during the Fund's last
completed fiscal year, and (ii) an example illustrating the dollar cost of
such expenses on a $1,000 investment in Fund Shares. Historical information in
the expense table regarding investment advisory and administrative services
fees has been restated to reflect expected fee waivers for the current fiscal
year.

  Shareholder Transaction Expenses .................................      None
  Annual Fund Operating Expenses
    Investment Advisory Fee after waiver* ..........................     0.10%
    Distribution Fees (Rule 12b-1 fees) ............................     0.09%
    Other Expenses after waiver** ..................................     0.39%
                                                                        ------
    -- Shareholder Servicing Fee ............................. 0.09%
    -- Administrative Services Fee after waiver** ............ 0.12%
    -- Other Operating Expenses .............................. 0.18%
  Total Fund Operating Expenses after expense limitation and fee
  waivers*** .......................................................     0.58%
                                                                         ==== 
- ----------
  *Investment Advisory Fee is shown net of expected waiver for the current
   fiscal year. Without such waiver, such fee would be equal on an annual
   basis to 0.20% of the Fund's average net assets.
 **Other Expenses and the Administrative Services Fee are shown net of
   expected fee waiver for the current fiscal year. Without such waiver, the
   Administrative Services Fee and Other Expenses would be equal on an annual
   basis to 0.20% and 0.47%, respectively, of the Fund's average net assets.
***Total Fund Operating Expenses are shown net of a voluntary expense
   limitation and expected fee waivers. Without such voluntary expense
   limitation and expected fee waivers, the Total Fund Operating Expenses
   would be equal on an annual basis to 0.76% of the Fund's average net
   assets. There can be no assurance that expenses will be reimbursed or
   waived in the future.

EXAMPLE
  A shareholder of the Fund would pay the following expenses on a $1,000
investment in Fund Shares, assuming (1) 5% annual return and (2) redemption at
the end of:

       1 year ......................................................       $ 6
       3 years .....................................................       $19
       5 years .....................................................       $32
      10 years .....................................................       $73

The purpose of the expense table provided above is to assist investors in
understanding the various costs and expenses that a shareholder will bear
directly or indirectly. For a more detailed discussion of the costs and
expenses of investing in the Fund, see "Management of the Trust."

  The fees paid from the Fund to each Shareholder Servicing Agent are
determined by a formula based upon the number of accounts serviced by such
Shareholder Servicing Agent during the period for which payment is being made,
the level of activity in such accounts during such period, and the expenses
incurred by such Shareholder Servicing Agent. Similarly, the fee from the Fund
to the Distributor is in anticipation of, or as reimbursement for, expenses
incurred by the Distributor in connection with the sale of Fund Shares. The
aggregate fees paid to the Shareholder Servicing Agent pursuant to the
Administrative Services Plan and to the Distributor pursuant to the
Distribution Plan may not exceed 0.25% of the average daily net assets of the
Fund represented by Shares outstanding during the period for which payment is
being made. Long-term shareholders may pay more than the economic equivalent
of the maximum distribution charges permitted by the National Association of
Securities Dealers, Inc.

  Some Shareholder Servicing Agents and securities brokers may impose certain
conditions on their customers, subject to the terms of this Prospectus, in
addition to or different from those imposed by the Trust, such as requiring a
minimum initial investment or charging their customers a direct fee for their
services. The effect of any such fees will be to reduce the net return on the
investment of customers of that Shareholder Servicing Agent or securities
broker. Each Shareholder Servicing Agent and securities broker has agreed to
transmit to shareholders who are its customers appropriate written disclosure
of any transaction fees that it may charge them directly at least 30 days
before the imposition of any such charge.

  THE EXAMPLE SET FORTH ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OF THE FUND; ACTUAL EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.


<PAGE>

                             FINANCIAL HIGHLIGHTS
  The financial data shown below is to assist investors in evaluating the
performance of the Shares since commencement of operations through September
30, 1995. The information for the years ended September 30, 1995, 1994, 1993
and 1992 in the following schedule has been audited by Ernst & Young LLP,
independent auditors, whose report on the Fund's financial statements is
incorporated by reference into the Statement of Additional Information from
the Fund's Annual Report dated September 30, 1995. The Annual Report may be
obtained without charge upon request. This information should be read in
conjunction with the financial statements. The information for the fiscal year
ended September 30, 1991 and for the fiscal period ended September 30, 1990
has been audited by other auditors who have expressed an unqualified opinion
thereon.

  Republic became the Fund's investment adviser effective October 14, 1994.
Prior to that time, Republic Asset Management Corporation, an affiliate of
Republic, served as the Fund's adviser. Prior to September 1, 1993, M.D.
Hirsch Investment Management, Inc., also an affiliate of Republic, was the
Fund's investment adviser. Prior to February 1, 1991, Republic was the Fund's
investment adviser.

SELECTED DATA FOR A CLASS C SHARE OUTSTANDING THROUGHOUT EACH PERIOD:

<TABLE>
<CAPTION>
REPUBLIC U.S. GOVERNMENT MONEY MARKET FUND
                                                                                                                     FOR THE PERIOD
                                                                                                                       MAY 3, 1990
                                                                                                                      (COMMENCEMENT
                                                                                                                     OF OPERATIONS)
                                                                                                                           TO
                                                                          YEARS ENDED SEPTEMBER 30,                  SEPTEMBER 30,
                                                ------------------------------------------------------------------   -------------
                                                    1995         1994          1993          1992           1991         1990
                                                  --------     --------      --------      --------       --------   -----------
<S>                                             <C>           <C>           <C>           <C>           <C>           <C>       
Net asset value, beginning of period .......    $ 1.000000    $ 1.000000    $ 1.000000    $ 1.000000    $ 1.000000    $ 1.000000
                                                ----------    ----------    ----------    ----------    ----------    ----------
                                                
Income from investment operations:              
Net investment income* .....................      0.051501      0.034570      0.026678      0.037513      0.061880      0.031846
                                                ----------    ----------    ----------    ----------    ----------    ----------
  Total from investment operations .........      0.051501      0.034570      0.026678      0.037513      0.061880      0.031846
                                                ----------    ----------    ----------    ----------    ----------    ----------
Less distributions:                             
- -Dividends to shareholders                      
 from net investment income ................     (0.051501)    (0.034570)    (0.026678)    (0.037513)    (0.061880)    (0.031846)
                                                ----------    ----------    ----------    ----------    ----------    ----------
  Total distributions ......................     (0.051501)    (0.034570)    (0.026678)    (0.037513)    (0.061880)    (0.031846)
                                                ----------    ----------    ----------    ----------    ----------    ----------
Net asset value, end of period .............    $ 1.000000    $ 1.000000    $ 1.000000    $ 1.000000    $ 1.000000    $ 1.000000
                                                ==========    ==========    ==========    ==========    ==========    ==========
Total return ...............................         5.27%         3.51%         2.70%         3.82%         6.36%         8.03%**
                                                     ====          ====          ====          ====          ====          ====   
Ratios/supplemental data:                       
  Net assets, end of period (in 000's). ....      $113,218      $100,443       $73,284       $46,499       $55,795       $36,017
Ratio of expenses to average net assets* ...         0.58%         0.24%         0.56%         0.70%         0.70%         0.57%**
Ratio of net investment income                  
 to average net assets* ....................         5.17%         3.50%         2.66%         3.76%         5.96%         7.65%**
- ----------------------------------------------------------------------------------------------------------------------------------
 *Reflects a voluntary expense limitation and waivers of fees by affiliated parties of the Fund. If this limitation and
  waivers had not been in effect, the annualized ratios of net investment income and expenses to average net assets for the
  years ended September 30, 1995, 1994, 1993, 1992 and 1991 and for the period ended September 30, 1990 would have been 4.97%
  and 0.78%, 3.08% and 0.67%, 2.28% and 0.93%, 3.54% and 0.91%, 5.68% and 0.98%, and 7.25% and 0.98%, respectively.
**Annualized.
</TABLE>
<PAGE>

                      INVESTMENT OBJECTIVE AND POLICIES
INVESTMENT OBJECTIVE
  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income as is consistent with the
preservation of capital. There can be no assurance that the investment
objective of the Fund will be achieved. The investment objective of the Fund
may be changed without approval by the Fund's shareholders. If there is a
change in the investment objective of the Fund, shareholders should consider
whether the Fund remains an appropriate investment in light of their then-
current financial position and needs.

INVESTMENT POLICIES
  The Trust seeks to achieve the investment objective of the Fund by investing
at least 65% of the assets of the Fund in debt obligations issued or
guaranteed by the U.S. Government, its agencies or instrumentalities,
commitments to purchase such obligations, and repurchase agreements
collateralized by such obligations. All investments on behalf of the Fund
(i.e., 100% of the Fund's investments) mature or are deemed to mature within
397 days from the date of acquisition and the average maturity of the
investments held in the Fund's portfolio (on a dollar-weighted basis) is 90
days or less. The Fund may invest in obligations issued or guaranteed by the
U.S. Government, its agencies or instrumentalities which are subject to
repurchase agreements with recognized securities dealers and banks.

U.S. GOVERNMENT SECURITIES
  The Fund invests in obligations of, or guaranteed by, the U.S. Government,
its agencies or instrumentalities. These include issues of the U.S. Treasury,
such as bills, notes and bonds, and issues of agencies and instrumentalities
established under the authority of an Act of Congress. Some of the latter
category of obligations are supported by the "full faith and credit" of the
United States, others are supported by the right of the issuer to borrow from
the U.S. Treasury, and still others are supported only by the credit of the
agency or instrumentality. Examples of each of the three types of obligations
described in the preceding sentence are (i) obligations guaranteed by the
Export-Import Bank of the United States, (ii) obligations of the Federal
National Mortgage Association, and (iii) obligations of the Student Loan
Marketing Association, respectively.

REPURCHASE AGREEMENTS
  A repurchase agreement arises when a buyer purchases an obligation and
simultaneously agrees with the vendor to resell the obligation to the vendor
at an agreed-upon price and time, which is usually not more than seven days
from the date of purchase. The resale price of a repurchase agreement is
greater than the purchase price, reflecting an agreed-upon market rate which
is effective for the period of time the buyer's funds are invested in the
obligation and which is not related to the coupon rate on the purchased
obligation. Obligations serving as collateral for each repurchase agreement
are delivered to the Fund's custodian bank either physically or in book entry
form and the collateral is marked to the market daily to ensure that each
repurchase agreement is fully collateralized at all times. A buyer of a
repurchase agreement runs a risk of loss if, at the time of default by the
issuer, the value of the collateral securing the agreement is less than the
price paid for the repurchase agreement. If the vendor of a repurchase
agreement becomes bankrupt, the Trust might be delayed, or may incur costs or
possible losses of principal and income, in selling the collateral on behalf
of the Fund. The Trust may enter into repurchase agreements on behalf of the
Fund only with a vendor which is a member bank of the Federal Reserve System
or which is a "primary dealer" (as designated by the Federal Reserve Bank of
New York) in U.S. Government obligations. The restrictions and procedures
described above which govern the investment of the Fund's assets in repurchase
obligations are designed to minimize the Fund's risk of losses from those
investments. Repurchase agreements are considered collateralized loans under
the 1940 Act.

  The Trust may, in the future, seek to achieve the Fund's investment
objective by investing all of its assets in a no-load, open-end management
investment company having the same investment objective and policies and
substantially the same investment restrictions as those applicable to the
Fund. In such event, the Fund's Investment Advisory Contract would be
terminated and the administrative services fees paid by the Fund would be
reduced. Such investment would be made only if the Trustees of the Trust
believe that the aggregate per share expenses of the Fund and such other
investment company will be less than or approximately equal to the expenses
which the Fund would incur if the Trust were to continue to retain the
services of an investment adviser for the Fund and the assets of the Fund were
to continue to be invested directly in portfolio securities.

  The investment policies of the Fund as described above may be changed by the
Board of Trustees of the Trust without approval by the shareholders of the
Fund. The Statement of Additional Information includes a further discussion of
investment policies and a listing of the specific investment restrictions
which govern the investment policies of the Fund, including a restriction that
not more than 10% of the Fund's net assets may be invested in securities that
are not readily marketable, such as repurchase agreements maturing in more
than seven days. Although the Trust currently does not borrow on behalf of the
Fund for the purpose of leveraging, these restrictions permit the Trust to
borrow money on behalf of the Fund for certain other purposes in amounts up to
33 1/3% of the Fund's net assets (although no securities will be purchased for
the Fund at any time at which borrowings exceed 5% of the Fund's total assets
taken at market value). These specific investment restrictions may not be
changed without the approval of Fund shareholders. If a percentage restriction
(other than a restriction as to borrowing) or a rating restriction on
investment or utilization of assets is adhered to at the time an investment is
made, or assets are so utilized, a later change in percentage resulting from
changes in the value of the Fund's portfolio securities is not considered a
violation of policy.

                           MANAGEMENT OF THE TRUST
  The business and affairs of the Fund are managed under the direction of the
Board of Trustees of the Trust. The Trustees are Frederick C. Chen, Alan S.
Parsow, Larry M. Robbins and Michael Seely. Additional information about the
Trustees, as well as the Trust's executive officers, may be found in the
Statement of Additional Information under the caption "Management of the Trust
- -- Trustees and Officers".

THE ADVISER
  Republic serves as investment adviser to the Fund. Prior to October 14, 1994
Republic Asset Management Corporation advised the Fund. The Adviser manages
the investment and reinvestment of the assets of the Fund and continuously
reviews, supervises and administers the Fund's investments pursuant to an
Investment Advisory Contract (the "Investment Advisory Contract"). Subject to
such policies as the Board of Trustees may determine, the Adviser places
orders for the purchase and sale of the Fund's investments directly with
brokers or dealers selected by it in its discretion. The Adviser does not
place orders with the Distributor. For its services under the Investment
Advisory Contract, the Adviser receives from the Fund a fee, payable monthly,
at the annual rate of 0.20% of the Fund's average daily net assets.

  Republic is a wholly-owned subsidiary of Republic New York Corporation, a
registered bank holding company. As of December 31, 1995, Republic was the
20th largest bank holding company in the United States measured by assets and
the 19th largest commercial bank measured by shareholder equity. Republic or
an affiliate of Republic serves as investment adviser to the other series of
the Trust. Republic currently provides investment advisory services for
individuals, trusts, estates and institutions.

  Republic and its affiliates deal, trade and invest for their own accounts in
U.S. Government obligations and are dealers of various types of U.S.
Government obligations. Republic and its affiliates may sell U.S. Government
obligations to, and purchase them from, other investment companies sponsored
by Signature. The Adviser does not invest any Fund assets in any U.S.
Government obligation purchased from itself or any affiliate, although under
certain circumstances such obligations may be purchased from other members of
an underwriting syndicate in which Republic or an affiliate is a non-principal
member. This restriction should not limit the amount or type of U.S.
Government obligations available to be purchased for the Fund. The Adviser has
informed the Trust that, in making its investment decisions, it does not
obtain or use material inside information in the possession of any division or
department of Republic or in the possession of any affiliate of Republic.

  Based upon the advice of counsel, Republic believes that the performance of
investment advisory and other services for the Fund will not violate the
Glass-Steagall Act or other applicable banking laws or regulations. However,
future statutory or regulatory changes, as well as future judicial or
administrative decisions and interpretations of present and future statutes
and regulations, could prevent Republic from continuing to perform such
services for the Fund. If Republic were prohibited from acting as investment
adviser to the Fund, it is expected that the Board of Trustees would recommend
to Fund shareholders approval of a new investment advisory agreement with
another qualified investment adviser selected by the Board or that the Board
would recommend other appropriate action. If Republic were prohibited from
acting as a Shareholder Servicing Agent for the Fund, the Trust would seek
alternative means of providing such services.

  Pursuant to a license agreement between the Trust and Republic dated October
6, 1994, the Trust may continue to use in its name "Republic" only if Republic
does not request that the Trust change its name to eliminate all reference to
"Republic" upon the expiration or earlier termination of any investment
advisory agreement between the Trust and Republic.

THE DISTRIBUTOR AND SPONSOR
  Signature acts as sponsor and distributor to the Fund under a Distribution
Contract. The Distributor may, out of its own resources, make payments to
broker-dealers for their services in distributing Shares. Signature and its
affiliates also serve as administrator or distributor to other investment
companies. Signature is a wholly owned subsidiary of Signature Financial
Group, Inc.

  Pursuant to a Distribution Plan adopted by the Trust (the "Plan"), the
Distributor is reimbursed from the Fund monthly (subject to a limit on an
annual basis of 0.25% of the Fund's average daily net assets represented by
Shares outstanding during the period for which payment is being made) for
costs and expenses incurred by the Distributor in connection with the
distribution of Shares and for the provision of certain shareholder services
with respect to Shares. Payments to the Distributor are for various types of
activities, including: (1) payments to broker-dealers which advise
shareholders regarding the purchase, sale or retention of Fund Shares and
which provide shareholders with personal services and account maintenance
services ("service fees"), (2) payments to employees of the Distributor, and
(3) printing and advertising expenses. Such payments by the Distributor to
broker-dealers may be in amounts on an annual basis of up to 0.25% of the
Fund's average daily net assets represented by Shares outstanding during the
period for which payment is being made. Salary expense of Signature personnel
who are responsible for marketing shares of the various series of the Trust
may be allocated to such series on the basis of average net assets; travel
expense is allocated to, or divided among, the particular series for which it
is incurred.

  Any payment by the Distributor or reimbursement of the Distributor from the
Fund made pursuant to the Plan is contingent upon the Board of Trustees'
approval. The Fund is not liable for distribution and shareholder servicing
expenditures made by the Distributor in any given year in excess of the
maximum amount (0.25% per annum of the Fund's average daily net assets
represented by Shares outstanding) payable under the Plan in that year.

ADMINISTRATIVE SERVICES PLAN
  The Trust has adopted an Administrative Services Plan (the "Administrative
Services Plan") with respect to Fund Shares which provides that the Trust may
obtain the services of an administrator, transfer agent, custodian and one or
more Shareholder Servicing Agents, and may enter into agreements providing for
the payment of fees for such services.

ADMINISTRATOR
  Pursuant to an Administrative Services Contract, Signature provides the
Trust with general office facilities and supervises the overall administration
of the Trust and the Fund, including, among other responsibilities, the
negotiation of contracts and fees with, and the monitoring of performance and
billings of, the independent contractors and agents of the Trust; the
preparation and filing of all documents required for compliance by the Trust
with applicable laws and regulations; and arranging for the maintenance of
books and records of the Trust and the Fund. Signature provides persons
satisfactory to the Board of Trustees of the Trust to serve as officers of the
Trust. Such officers, as well as certain other employees and Trustees of the
Trust, may be directors, officers or employees of Signature or its affiliates.
For these services and facilities, Signature receives from the Fund fees
payable monthly at an annual rate of 0.20% of the Fund's average daily net
assets.

TRANSFER AGENT AND CUSTODIAN
  The Trust has entered into a Transfer Agency Agreement with Investors Bank &
Trust Company ("IBT"), pursuant to which IBT acts as transfer agent for the
Fund (the "Transfer Agent"). The Transfer Agent maintains an account for each
shareholder of the Fund (unless such account is maintained by the
shareholder's Shareholder Servicing Agent or securities broker), performs
other transfer agency functions, and acts as dividend disbursing agent for the
Fund. Pursuant to a Custodian Agreement, IBT also acts as the custodian of the
Fund's assets (the "Custodian"). The Custodian's responsibilities include
safeguarding and controlling the Fund's cash and securities, handling the
receipt and delivery of securities, determining income and collecting interest
on the Fund's investments, maintaining books of original entry for portfolio
and fund accounting and other required books and accounts, and calculating the
daily net asset value of shares of the Fund. Securities held for the Fund may
be deposited into the Federal Reserve-Treasury Department Book Entry System or
the Depositary Trust Company. The Custodian does not determine the investment
policies of the Fund or decide which securities will be purchased or sold for
the Fund. Assets of the Fund may, however, be invested in securities of the
Custodian and the Trust may deal with the Custodian as principal in securities
transactions for the Fund. For its services, IBT receives such compensation as
may from time to time be agreed upon by it and the Trust.

SHAREHOLDER SERVICING AGENTS
  The Trust has entered into a shareholder servicing agreement (a "Servicing
Agreement") with each Shareholder Servicing Agent, including Republic,
pursuant to which a Shareholder Servicing Agent, as agent for its customers,
among other things: answers customer inquiries regarding account status and
history, the manner in which purchases and redemptions of Shares may be
effected and certain other matters pertaining to the Fund; assists
shareholders in designating and changing dividend options, account
designations and addresses; provides necessary personnel and facilities to
establish and maintain shareholder accounts and records; assists in processing
purchase and redemption transactions; arranges for the wiring of funds;
transmits and receives funds in connection with customer orders to purchase or
redeem shares; verifies and guarantees shareholder signatures in connection
with redemption orders and transfers and changes in shareholder-designated
accounts; furnishes (either separately or on an integrated basis with other
reports sent to a shareholder by a Shareholder Servicing Agent) monthly and
year-end statements and confirmations of purchases and redemptions; transmits,
on behalf of the Trust, proxy statements, annual reports, updated prospectuses
and other communications from the Trust to the Fund's shareholders; receives,
tabulates and transmits to the Trust proxies executed by shareholders with
respect to meetings of shareholders of the Fund or the Trust; and provides
such other related services as the Trust or a shareholder may request. For
these services, each Shareholder Servicing Agent receives a fee from the Fund,
which may be paid periodically, determined by a formula based upon the number
of accounts serviced by such Shareholder Servicing Agent during the period for
which payment is being made, the level of activity in accounts serviced by
such Shareholder Servicing Agent during such period, and the expenses incurred
by such Shareholder Servicing Agent.

  The Trust understands that some Shareholder Servicing Agents also may impose
certain conditions on their customers, subject to the terms of this
Prospectus, in addition to or different from those imposed by the Trust, such
as requiring a different minimum initial or subsequent investment, account
fees (a fixed amount per transaction processed), compensating balance
requirements (a minimum dollar amount a customer must maintain in order to
obtain the services offered), or account maintenance fees (a periodic charge
based on a percentage of the assets in the account or of the dividends paid on
those assets). Each Shareholder Servicing Agent has agreed to transmit to its
customers who are holders of Shares appropriate prior written disclosure of
any fees that it may charge them directly and to provide written notice at
least 30 days prior to the imposition of any transaction fees. Conversely, the
Trust understands that certain Shareholder Servicing Agents may credit to the
accounts of their customers from whom they are already receiving other fees
amounts not exceeding such other fees or the fees received by the Shareholder
Servicing Agent from the Fund with respect to those accounts.

  The Glass-Steagall Act prohibits certain financial institutions from
engaging in the business of underwriting securities of open-end investment
companies, such as shares of the Fund. The Trust engages banks as Shareholder
Servicing Agents on behalf of the Fund only to perform administrative and
shareholder servicing functions as described above. The Trust believes that
the Glass-Steagall Act should not preclude a bank from acting as a Shareholder
Servicing Agent. There is presently no controlling precedent regarding the
performance of shareholder servicing activities by banks. Future changes in
either federal statutes or regulations relating to the permissible activities
of banks, as well as future judicial or administrative decisions and
interpretations of present and future statutes and regulations, could prevent
a bank from continuing to perform all or part of its servicing activities. If
a bank were prohibited from so acting, its shareholder customers would be
permitted to remain Fund shareholders and alternative means for continuing the
servicing of such shareholders would be sought. In such event, changes in the
operation of the Fund might occur and a shareholder serviced by such bank
might no longer be able to avail himself of any automatic investment or other
services then being provided by such bank. The Trustees of the Trust do not
expect that shareholders of the Fund would suffer any adverse financial
consequences as a result of these occurrences.

OTHER EXPENSES
  The Fund bears all costs of its operations other than expenses specifically
assumed by the Distributor or the Adviser. See "Management of the Trust --
Expenses and Expense Limits" in the Statement of Additional Information.
Expenses attributable to the Shares shall be allocated to the Shares only.
Class Expenses must include payments made pursuant to the Plan and Shareholder
Servicing Agent fees paid pursuant to the Administrative Services Plan. In the
event a particular expense is not reasonably allocable by class or to a
particular class, it shall be treated as a Fund expense or a Trust expense.
Trust expenses directly attributable to the Fund are charged to the Fund;
other expenses are allocated proportionately among all the series in the Trust
in relation to the net assets of each series. For the most recent fiscal year,
the Fund's operating expenses equaled on an annual basis 0.58% of its average
daily net assets.

                              CLASSES OF SHARES
  In addition to the Shares, the Trust currently offers one other class of
shares, the Class Y Shares, of the Fund pursuant to a separate prospectus.
Class Y shares may have different class expenses, which may affect
performance. Investors may obtain information concerning other classes of
shares of the Fund directly from their Shareholder Servicing Agent or
securities broker, or by calling 1-800-782-8183.

  The Shares have exclusive voting rights with respect to the Plan and the
Shareholder Servicing Agent fees paid pursuant to the Administrative Services
Plan.

                       DETERMINATION OF NET ASSET VALUE
  The net asset value of each of the Shares is determined on each day on which
the New York Stock Exchange is open for trading ("Fund Business Day"). This
determination is made once during each such day as of 12:00 noon, New York
time, by dividing the value of the Fund's net assets (i.e., the value of its
assets less its liabilities, including expenses payable or accrued) by the
number of Shares outstanding at the time the determination is made. It is
anticipated that the net asset value of each Share will remain constant at
$1.00 (although no assurance can be given that it will be so constant on a
continuing basis) and specific investment policies and procedures, including
the use of the amortized cost valuation method, are being employed to
accomplish this result. Income earned on the Fund's investments is accrued
daily and the Net Income, as defined under "Dividends and Distributions" on
page 22, is declared each Fund Business Day as a dividend.

                              PURCHASE OF SHARES
  Shares may be purchased through Shareholder Servicing Agents or through
securities brokers that have entered into a dealer agreement with the
Distributor ("Securities Brokers"). Shares may be purchased without a sales
load at their net asset value next determined after an order is transmitted to
and accepted by the Distributor or is received by a Shareholder Servicing
Agent or a Securities Broker if it is transmitted to and accepted by the
Distributor. Purchases are therefore effected on the same day the purchase
order is received by the Distributor provided such order is received prior to
12:00 noon, New York time, on any Fund Business Day. Shares purchased earn
dividends from and including the day the purchase is effected. It is
anticipated that the net asset value of $1.00 per share of the Fund will
remain constant, and although no assurance can be given that it will be so
constant on a continuing basis, specific investment policies and procedures
are being employed to accomplish this result. The Trust intends the Fund to be
as fully invested at all times as is reasonably practicable in order to
enhance the yield on its assets. Each Shareholder Servicing Agent or
Securities Broker is responsible for and required to promptly forward orders
for shares to the Distributor.

  While there is no sales load on purchases of Shares, the Distributor may
receive fees from the Fund. See "Management of the Trust -- Distributor and
Sponsor". Other funds which have investment objectives similar to those of the
Fund but which do not pay some or all of such fees from their assets may offer
a higher yield.

  All purchase payments are invested in full and fractional Shares. The Trust
reserves the right to cease offering Shares for sale at any time or to reject
any order for the purchase of Shares.

  An investor may purchase Shares through the Distributor directly or by
authorizing his Shareholder Servicing Agent or his securities broker to
purchase such Shares on his behalf through the Distributor.

  Exchange Privilege. By contacting the Transfer Agent or his Shareholder
Servicing Agent or his securities broker, a shareholder may exchange some or
all of his Shares for shares of an identical class of one or more of the
following investment companies at net asset value without a sales charge:
Republic New York Tax Free Bond Fund, Republic New York Tax Free Money Market
Fund, Republic Equity Fund, and such other Republic Funds or other registered
investment companies for which Republic serves as investment adviser as
Republic may determine. An exchange may result in a change in the number of
Shares held, but not in the value of such Shares immediately after the
exchange. Each exchange involves the redemption of the Shares to be exchanged
and the purchase of the shares of the other Republic Fund.

  The exchange privilege (or any aspect of it) may be changed or discontinued
upon 60 days' written notice to shareholders and is available only to
shareholders in states in which such exchanges may be legally made. A
shareholder considering an exchange should obtain and read the prospectus of
the other Republic Fund and consider the differences in investment objectives
and policies before making any exchange.

DIRECTLY THROUGH THE DISTRIBUTOR
  For each shareholder who purchases Shares directly through the Distributor,
the Trust, as the shareholder's agent, establishes an open account to which
all Shares purchased are credited together with any dividends and capital
gains distributions which are paid in additional Shares. See "Dividends and
Distributions". The minimum initial investment is $1,000, except that the
minimum initial investment for an Individual Retirement Account is $250. The
minimum subsequent investment is $100. Initial and subsequent purchases may be
made by writing a check (in U.S. dollars) payable to The Republic Funds --
U.S. Government Money Market Fund and mailing it to:

    The Republic Funds
    c/o Investors Bank & Trust Company
    P.O. Box 1537 MFD23
    Boston, Massachusetts 02205-1537

  In the case of an initial purchase, the check must be accompanied by a
completed Purchase Application.

  In the case of subsequent purchases, a shareholder may transmit purchase
payments by wire directly to the Fund's custodian bank at the following
address:

    Investors Bank & Trust Company
    Boston, Massachusetts
    Attn: Transfer Agent
    ABA # 011001438
    Acct. #5999-99451

  For further credit to the Republic Funds (U.S. Government Money Market Fund
Class C, account name, account #)

  The wire order must specify the Fund, the account name, number, confirmation
number, address, amount to be wired, name of the wiring bank and name and
telephone number of the person to be contacted in connection with the order.

  Automatic Investment Plan. The Trust offers a plan for regularly investing
specified dollar amounts ($25.00 minimum in monthly, quarterly, semi-annual or
annual intervals) in the Fund. If an Automatic Investment Plan is selected,
subsequent investments will be automatic and will continue until such time as
the Trust and the investor's bank are notified to discontinue further
investments. Due to the varying procedures to prepare, process and to forward
bank withdrawal information to the Trust, there may be a delay between the
time of the bank withdrawal and the time the money reaches the Fund. The
investment in the Fund will be made at the net asset value per share
determined on the day that both the check and the bank withdrawal data are
received in required form by the Distributor. Further information about the
plan may be obtained from IBT at the telephone number listed on the back
cover.

  For further information on how to purchase Shares from the Distributor, an
investor should contact the Distributor directly (see back cover for address
and phone number).

THROUGH A SHAREHOLDER SERVICING AGENT OR A SECURITIES BROKER
  Shares are being offered to the public, to customers of a Shareholder
Servicing Agent and to customers of a securities broker that has entered into
a dealer agreement with the Distributor. Shareholder Servicing Agents and
securities brokers may offer services to their customers, including
specialized procedures for the purchase and redemption of Shares, such as pre-
authorized or automatic purchase and redemption programs and "sweep" checking
programs. Each Shareholder Servicing Agent and securities broker may establish
its own terms, conditions and charges, including limitations on the amounts of
transactions, with respect to such services. Charges for these services may
include fixed annual fees, account maintenance fees and minimum account
balance requirements. The effect of any such fees will be to reduce the net
return on the investment of customers of that Shareholder Servicing Agent or
securities broker. Conversely, certain Shareholder Servicing Agents may
(although they are not required by the Trust to do so) credit to the accounts
of their customers from whom they are already receiving other fees amounts not
exceeding such other fees or the fees received by the Shareholder Servicing
Agent from the Fund, which will have the effect of increasing the net return
on the investment of such customers of those Shareholder Servicing Agents.

  Shareholder Servicing Agents and securities brokers may transmit purchase
payments on behalf of their customers by wire directly to the Fund's custodian
bank by following the procedures described above.

  For further information on how to direct a securities broker or a
Shareholder Servicing Agent to purchase Shares, an investor should contact his
securities broker or his Shareholder Servicing Agent (see back cover for
address and phone number).

                               RETIREMENT PLANS
  Shares are offered in connection with tax-deferred retirement plans.
Application forms and further information about these plans, including
applicable fees, are available from the Trust or the Sponsor upon request.
Recently enacted federal tax legislation has substantially affected the tax
treatment of contributions to certain retirement plans. Before investing in
the Fund through one or more of these plans, an investor should consult his or
her tax adviser.

INDIVIDUAL RETIREMENT ACCOUNTS
  Shares may be used as a funding medium for an IRA. An Internal Revenue
Service-approved IRA plan may be available from an investor's Shareholder
Servicing Agent. In any event, such a plan is available from the Sponsor
naming IBT, as custodian. The minimum initial investment for an IRA is $250;
the minimum subsequent investment is $100. IRAs are available to individuals
who receive compensation or earned income and their spouses whether or not
they are active participants in a tax-qualified or Government-approved
retirement plan. An IRA contribution by an individual who participates, or
whose spouse participates, in a tax-qualified or Government-approved
retirement plan may not be deductible depending upon the individual's income.
Individuals also may establish an IRA to receive a "rollover" contribution of
distributions from another IRA or a qualified plan. Tax advice should be
obtained before planning a rollover.

DEFINED CONTRIBUTION PLANS
  Investors who are self-employed may purchase shares of the Fund for
retirement plans for self-employed persons which are known as Defined
Contribution Plans (formerly Keogh or H.R. 10 Plans). Republic offers a
prototype plan for Money Purchase and Profit Sharing Plans.

SECTION 457 PLAN, 401(K) PLAN, 403(B) PLAN
  The Fund may be used as a vehicle for certain deferred compensation plans
provided for by Section 457 of the Code with respect to service for state
governments, local governments, rural electric cooperatives and political
subdivisions, agencies, instrumentalities and certain affiliates of such
entities. The Fund may also be used as a vehicle for both 401(k) plans and 403
(b) plans.

                             REDEMPTION OF SHARES
  A shareholder may redeem all or any portion of the Shares in his account at
any time at the net asset value (normally $1.00 per share) next determined
after a redemption order in proper form is furnished by the shareholder to the
Transfer Agent, with respect to Shares purchased directly through the
Distributor, or to his securities broker or his Shareholder Servicing Agent,
and is transmitted to and received by the Transfer Agent. Redemptions are
effected on the same day the redemption order is received by the Transfer
Agent provided such order is received prior to 12:00 noon, New York time, on
any Fund Business Day. Shares redeemed earn dividends up to and including the
day prior to the day the redemption is effected.

  The proceeds of a redemption are normally paid from the Fund in federal
funds on the Fund Business Day on which the redemption is effected, but in any
event within seven days. The right of any shareholder to receive payment with
respect to any redemption may be suspended or the payment of the redemption
proceeds postponed during any period in which the New York Stock Exchange is
closed (other than weekends or holidays) or trading on such Exchange is
restricted or, to the extent otherwise permitted by the 1940 Act, if an
emergency exists. To be in a position to eliminate excessive expenses, the
Trust reserves the right to redeem upon not less than 30 days' notice all
Shares in an account which has a value below $50. However, a shareholder will
be allowed to make additional investments prior to the date fixed for
redemption to avoid liquidation of the account.

  Unless Shares have been purchased directly from the Distributor, a
shareholder may redeem Shares only by authorizing his securities broker or his
Shareholder Servicing Agent to redeem such Shares on his behalf (since the
account and records of such a shareholder are established and maintained by
his securities broker or his Shareholder Servicing Agent). For further
information as to how to direct a securities broker or a Shareholder Servicing
Agent to redeem Shares, a shareholder should contact his securities broker or
his Shareholder Servicing Agent (see back cover for address and phone number).

SYSTEMATIC WITHDRAWAL PLAN
  Any shareholder who owns Shares with an aggregate value of $10,000 or more
may establish a Systematic Withdrawal Plan under which they redeem at net
asset value the number of full and fractional shares which will produce the
monthly, quarterly, semi-annual or annual payments specified (minimum $50.00
per payment). Depending on the amounts withdrawn, systematic withdrawals may
deplete the investor's principal. Investors contemplating participation in
this Plan should consult their tax advisers. No additional charge to the
shareholder is made for this service.

REDEMPTION OF SHARES PURCHASED DIRECTLY THROUGH THE DISTRIBUTOR
    Redemption by Letter. Redemptions may be made by letter to the Transfer
Agent specifying the dollar amount or number of Shares to be redeemed, account
number and the Fund. The letter must be signed in exactly the same way the
account is registered (if there is more than one owner of the Shares all must
sign). In connection with a written redemption request, all signatures of all
registered owners or authorized parties must be guaranteed by an Eligible
Guarantor Institution, which includes a domestic bank, broker, dealer, credit
union, national securities exchange, registered securities association,
clearing agency or savings association. The Fund's transfer agent, however,
may reject redemption instructions if the guarantor is neither a member or not
a participant in a signature guarantee program (currently known as "STAMP",
"SEMP", or "NYSE MPS"). Corporations, partnerships, trusts or other legal
entities may be required to submit additional documentation.

  An investor may redeem Shares in any amount by written request mailed to the
Transfer Agent at the following address:

    The Republic Funds
    c/o Investors Bank & Trust Company
    P.O. Box 1537 MFD23
    Boston, Massachusetts 02205-1537

  Checks for redemption proceeds normally will be mailed within seven days,
but will not be mailed until all checks in payment for the purchase of the
Shares to be redeemed have been cleared, which may take up to 15 days or more.
Unless other instructions are given in proper form, a check for the proceeds
of a redemption will be sent to the shareholder's address of record.

  Redemption by Wire or Telephone. An investor may redeem Shares by wire or by
telephone if he has checked the appropriate box on the Purchase Application or
has filed a Telephone Authorization Form with the Trust. These redemptions may
be paid from the Fund by wire or by check. The Trust reserves the right to
refuse telephone wire redemptions and may limit the amount involved or the
number of telephone redemptions. The telephone redemption procedure may be
modified or discontinued at any time by the Trust. Instructions for wire
redemptions are set forth in the Purchase Application. The Trust employs
reasonable procedures to confirm that instructions communicated by telephone
are genuine. For instance, the following information must be verified by the
shareholder or securities broker at the time a request for a telephone
redemption is effected: (1) shareholder's account number; (2) shareholder's
social security number; and (3) name and account number of shareholder's
designated securities broker or bank. If the Trust fails to follow these or
other established procedures, it may be liable for any losses due to
unauthorized or fraudulent instructions.

  Check Redemption Service. Shareholders may redeem Shares by means of a Check
Redemption Service. If Shares are held in book credit form and the Check
Redemption Service has been elected on the Purchase Application on file with
the Trust, redemptions of shares may be made by using redemption checks
provided by the Trust. There is no charge for this service. Checks must be
written for amounts of $250 or more, may be payable to anyone and negotiated
in the normal way. If more than one shareholder owns the Shares, all must sign
the check unless an election has been made to require only one signature on
checks and that election has been filed with the Trust.

  Shares represented by a redemption check continue to earn daily dividends
until the check clears the banking system. When honoring a redemption check,
the Trust causes the redemption of exactly enough full and fractional Fund
Shares from an account to cover the amount of the check. The Check Redemption
Services may be terminated at any time by the Trust.

  If the Check Redemption Service is requested for an account in the name of a
corporation or other institution, additional documents must be submitted with
the application, i.e., corporations (Certification of Corporate Resolution),
partnerships (Certification of Partnership) and trusts (Certification of
Trustees). In addition, since the share balance of each Fund account is
changing on a daily basis, the total value of a Fund account cannot be
determined in advance and a Fund account cannot be closed or entirely redeemed
by check.

                         DIVIDENDS AND DISTRIBUTIONS
  The Net Income of the Fund, as defined below, is determined each Fund
Business Day (and on such other days as the Trustees deem necessary in order
to comply with Rule 22c-1 under the 1940 Act). This determination is made once
during each such day as of 12:00 noon, New York time. All the Net Income of
the Fund so determined is declared in shares of the Fund as a dividend to
shareholders of record at the time of such determination. Shares begin
accruing dividends on the day they are purchased. Dividends are distributed
monthly on the last business day of each month. Unless a shareholder elects to
receive dividends in cash (subject to the policies of the shareholder's
Shareholder Servicing Agent or securities broker), dividends are distributed
in the form of additional shares of the Fund at the rate of one share (and
fraction thereof) of the Fund for each one dollar (and fraction thereof) of
dividend income.

  For this purpose the Net Income of the Fund (from the time of the
immediately preceding determination thereof) consists of (i) all income
accrued, less the amortization of any premium, on the assets of the Fund, less
(ii) all actual and accrued expenses determined in accordance with generally
accepted accounting principles. Interest income includes discount earned
(including both original issue and market discount) on discount paper accrued
ratably to the date of maturity and any net realized gains or losses on the
assets of the Fund. Obligations held in the Fund's portfolio are valued at
amortized cost, which the Trustees of the Trust have determined in good faith
constitutes fair value for the purposes of complying with the 1940 Act. This
method provides certainty in valuation, but may result in periods during which
the stated value of an obligation held for the Fund is higher or lower than
the price the Fund would receive if the obligation were sold. This valuation
method will continue to be used until such time as the Trustees of the Trust
determine that it does not constitute fair value for such purposes.

  Since the Net Income of the Fund is declared as a dividend each time the Net
Income of the Fund is determined, the net asset value per share of the Fund
is expected to remain at $1.00 per share immediately after each such
determination and dividend declaration. Any increase in the value of a
shareholder's investment in the Fund, representing the reinvestment of
dividend income, is reflected by an increase in the number of Shares in his
account.

  It is expected that the Fund will have a positive Net Income at the time of
each determination thereof. If for any reason the Net Income of the Fund
determined at any time is a negative amount, which could occur, for instance,
upon default by an issuer of an obligation held in the Fund's portfolio, the
negative amount with respect to each shareholder account would first be offset
from the dividends declared during the month with respect to each such
account. If and to the extent that such negative amount exceeds such declared
dividends at the end of the month, the number of outstanding Fund Shares would
be reduced by treating each shareholder as having contributed to the capital
of the Fund that number of full and fractional Shares in the account of such
shareholder which represents his proportion of the amount of such excess. Each
shareholder will be deemed to have agreed to such contribution in these
circumstances by his investment in the Fund. Thus, the net asset value per
Share will be maintained at a constant $1.00.

                                 TAX MATTERS
  This discussion is intended for general information only. An investor should
consult with his or her own tax advisor as to the tax consequences of an
investment in the Fund.

  Each year, the Trust intends to qualify the Fund and elect that the Fund be
treated as a separate "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). To so qualify, the
Fund must meet certain income, distribution and diversification requirements.
Provided such requirements are met and all investment company taxable income
and realized capital gains of the Fund are distributed to shareholders in
accordance with the timing requirements imposed by the Code, no federal income
or excise taxes will be paid by the Fund on amounts so distributed.

  At the end of each calendar year, each shareholder receives information for
tax purposes on the dividends and any realized net capital gains distributions
received during that calendar year including the portion taxable as ordinary
income, the portion taxable as capital gains, and the amount of dividends
eligible for the dividends-received deduction for corporations. However, since
no portion of the Fund's income is expected to consist of dividends paid by
U.S. corporations, no portion of the dividends paid by the Fund is expected to
qualify for the dividends-received deduction for corporations.

  Dividends and capital gains distributions, if any, paid to shareholders are
treated in the same manner for federal income tax purposes whether received in
cash or reinvested in additional shares of the Fund.

  The Trust may be required to withhold federal income tax at the rate of 31%
from all taxable distributions payable to shareholders who do not provide the
Trust with their correct taxpayer identification number or make required
certifications, or who have been notified by the Internal Revenue Service that
they are subject to backup withholding. Backup withholding is not an
additional tax. Any amounts withheld may be credited against the shareholder's
federal income tax liability.

  The Trust is organized as a Massachusetts business trust and, under current
law, is not liable for any income or franchise tax in the Commonwealth of
Massachusetts as long as each series of the Trust (including the Fund)
qualifies as a "regulated investment company" under the Code.

  Distributions which are derived from interest on obligations of the U.S.
Government and certain of its agencies and instrumentalities (but generally
not from capital gains realized upon the disposition of such obligations) may
be exempt from state and local taxes in certain states. In other states,
arguments can be made on the basis of a U.S. Supreme Court decision to the
effect that such distributions should be exempt from state and local taxes.
Shareholders of the Fund are advised of the proportion of its distributions
which consists of such interest.

             DESCRIPTION OF SHARES, VOTING RIGHTS AND LIABILITIES
  The Trust's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional Shares of Beneficial Interest (par value $0.001
per share) and to divide or combine the shares into a greater or lesser number
of shares without thereby changing the proportionate beneficial interests in
the Trust. The shares of each series participate equally in the earnings,
dividends and assets of the particular series. Currently, the Trust has six
series of shares, each of which constitutes a separately managed fund. The
Trust reserves the right to create additional series of shares. The Trust may
authorize the creation of multiple classes of shares of separate series of the
Trust. Currently, the Fund is divided into two classes of shares.

  Each share of each class of the Fund represents an equal proportionate
interest in the Fund with each other share of that class. Shares have no
preference, pre-emptive, conversion or similar rights. Shares when issued are
fully paid and non-assessable, except as set forth below. Shareholders are
entitled to one vote for each share held on matters on which they are entitled
to vote. Each Shareholder Servicing Agent has agreed to transmit all proxies
and voting materials from the Trust to their customers who are beneficial
owners of the Fund and such Shareholder Servicing Agents have agreed to vote
as instructed by such customers. The Trust is not required and has no current
intention to hold annual meetings of shareholders, although the Trust will
hold special meetings of Fund shareholders when in the judgment of the
Trustees of the Trust it is necessary or desirable to submit matters for a
shareholder vote. Shareholders of each series generally vote separately, for
example, to approve investment advisory agreements or changes in fundamental
investment policies or restrictions, but shareholders of all series may vote
together to the extent required under the 1940 Act, such as in the election or
selection of Trustees, principal underwriters and accountants for the Trust.
Shares of each class of a series represent an equal pro rata interest in such
series and, generally, have identical voting, dividend, liquidation, and other
rights, preferences, powers, terms and conditions, except that: (a) each class
shall have a different designation; (b) each class of shares shall bear any
class expenses; and (c) each class shall have exclusive voting rights on any
matter submitted to shareholders that relate solely to its distribution
arrangement, and each class shall have separate voting rights on any matter
submitted to shareholders in which the interests of one class differ from the
interests of any other class.

  Shareholders of the Fund have under certain circumstances (e.g., upon
application and submission of certain specified documents to the Trustees by a
specified number of shareholders) the right to communicate with other
shareholders of the Trust in connection with requesting a meeting of
shareholders of the Trust for the purpose of removing one or more Trustees.
Shareholders of the Trust also have the right to remove one or more Trustees
without a meeting by a declaration in writing subscribed to by a specified
number of shareholders. Upon liquidation or dissolution of the Fund,
shareholders of the Fund would be entitled to share pro rata in the net assets
of the Fund available for distribution to shareholders.

  The Trust's Declaration of Trust provides that, at any meeting of
shareholders of the Fund or the Trust, a Shareholder Servicing Agent may vote
any shares as to which such Shareholder Servicing Agent is the agent of record
and which are otherwise not represented in person or by proxy at the meeting,
proportionately in accordance with the votes cast by holders of all shares
otherwise represented at the meeting in person or by proxy as to which such
Shareholder Servicing Agent is the agent of record. Any shares so voted by a
Shareholder Servicing Agent will be deemed represented at the meeting for
purposes of quorum requirements.

  The Trust is an entity of the type commonly known as a "Massachusetts
business trust". Under Massachusetts law, shareholders of such a business
trust may, under certain circumstances, be held personally liable as partners
for its obligations. However, the risk of a shareholder incurring financial
loss on account of shareholder liability is limited to circumstances in which
both inadequate insurance existed and the Trust itself was unable to meet its
obligations.

                           PERFORMANCE INFORMATION
  From time to time the Trust may provide annualized "yield" and "effective
yield" quotations for the Fund in advertisements, shareholder reports or other
communications to shareholders and prospective investors. The methods used to
calculate the Fund's yield and effective yield are mandated by the Securities
and Exchange Commission. The "yield" of the Fund refers to the income
generated by an investment in the Fund over a seven day period (which period
will be stated in any such advertisement or communication). This income is
then "annualized". That is, the amount of income generated by the investment
during that seven  day period is assumed to be generated each week over a 365
day period and is shown as a percentage of the investment. The "effective
yield" is calculated similarly, but when annualized the income earned by the
investment during that seven day period is assumed to be reinvested. The
effective yield will be slightly higher than the yield because of the
compounding effect of this assumed reinvestment.

  Since these yield and effective yield quotations are based on historical
earnings and since the Fund's yield and effective yield fluctuate from day to
day, these quotations should not be considered as an indication or
representation of the Fund's yield or effective yield in the future. Any
performance information should be considered in light of the Fund's investment
objective and policies, characteristics and quality of the Fund's portfolio
and the market quotations during the time period indicated, and should not be
considered to be representative of what may be achieved in the future. From
time to time the Trust may also use comparative performance information in
such an advertisement or communication, including the performance of unmanaged
indices, the performance of the Consumer Price Index (as a measure for
inflation), and data from Lipper Analytical Services, Inc., Bank Rate
Monitor(TM), IBC/Donoghue's Money Fund Report and other industry publications.

  Unlike some bank deposits or other investments which pay a fixed yield for a
stated period of time, the yield of the Fund varies based on the type, quality
and maturities of the obligations held for the Fund, fluctuations in short-
term interest rates, and changes in the expenses of the Fund. These factors
and possible differences in the methods used to calculate yields should be
considered when comparing the yield of the Fund to yields published for other
investment companies or other investment vehicles.

  A Shareholder Servicing Agent or a securities broker may charge its
customers direct fees in connection with an investment in the Fund, which will
have the effect of reducing the net return on the investment of customers of
that Shareholder Servicing Agent or that securities broker. Conversely, the
Trust has been advised that certain Shareholder Servicing Agents may credit to
the accounts of their customers from whom they are already receiving other
fees amounts not exceeding such other fees or the fees received by the
Shareholder Servicing Agent from the Fund, which will have the effect of
increasing the net return on the investment of such customers of those
Shareholder Servicing Agents. Such customers may be able to obtain through
their Shareholder Servicing Agent or securities broker quotations reflecting
such decreased or increased return.

  The yield and effective yield of the Fund are not fixed or guaranteed, and
an investment in the Fund is not insured. The Trust's Statement of Additional
Information with respect to the Fund includes more detailed information
concerning the calculation of yield and effective yield quotations for the
Fund.

SHAREHOLDER INQUIRIES
  All shareholder inquiries should be directed to the Trust, 6 St. James
Avenue, Boston, Massachusetts 02116.

  GENERAL AND ACCOUNT INFORMATION                 (800) 782-8183 (TOLL FREE)
                             --------------------

  The Trust's Statement of Additional Information, dated May 22, 1996, with
respect to the Fund contains more detailed information about the Fund,
including information related to (i) the Fund's investment restrictions, (ii)
the Trustees and officers of the Trust and the Adviser and Sponsor of the
Fund, (iii) portfolio transactions, (iv) the Fund's shares, including rights
and liabilities of shareholders, and (v) additional yield information,
including the method used to calculate the annualized yield and effective
yield of the Fund.
<PAGE>
REPUBLIC
- ------------------------------------------------------------------------------
U.S. GOVERNMENT
- ------------------------------------------------------------------------------
MONEY MARKET FUND
- ------------------------------------------------------------------------------


INVESTMENT ADVISER
Republic National Bank of New York
452 Fifth Avenue
New York, NY 10018

ADMINISTRATOR, DISTRIBUTOR AND SPONSOR
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, MA 02116
(617) 423-0800

CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
89 South Street
Boston, MA 02111

INDEPENDENT AUDITORS
KPMG Peat Marwick
99 High Street
Boston, MA 02110

LEGAL COUNSEL
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005

SHAREHOLDER SERVICING AGENTS
Republic National Bank of New York
Republic Bank For Savings
452 Fifth Avenue
New York, NY 10018
(800) 782-8183

FOR NON-REPUBLIC CLIENTS
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183



RF1C Class(5/96)

<PAGE>

REPUBLIC
- ------------------------------------------------------------------------------
NEW YORK TAX-FREE
- ------------------------------------------------------------------------------
MONEY MARKET FUND
- ------------------------------------------------------------------------------



PROSPECTUS
MAY 22, 1996
<PAGE>
REPUBLIC NEW YORK TAX-FREE
MONEY MARKET FUND
SIX ST. JAMES AVENUE, BOSTON, MASSACHUSETTS 02116
- ------------------------------------------------------------------------------
ACCOUNT AND GENERAL INFORMATION: (800) 782-8183 (TOLL FREE)

  Republic New York Tax-Free Money Market Fund (the "Fund") is a non-diversified
series (portfolio) of the Republic Funds (the "Trust"), an open-end, management
investment company which currently consists of six portfolios, each of which has
different and distinct investment objectives and policies. Class C shares of the
Fund (the "Shares") are being offered by this Prospectus. The Trust offers one
other class of shares of the Fund pursuant to a separate prospectus. Republic
National Bank of New York ("Republic" or the "Adviser") continuously manages the
investment portfolio of the Fund.

  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income exempt from federal, New
York State and New York City personal income taxes as is consistent with the
preservation of capital. The Fund is a type of mutual fund commonly referred to
as a "triple tax exempt money market fund". The Trust seeks to achieve the
investment objective of the Fund by investing the assets of the Fund primarily
in a non-diversified portfolio of short-term, high quality, tax-exempt money
market instruments with maturities of 397 days or less, including obligations of
the State of New York and its political subdivisions, and in participation
interests issued by banks or other financial institutions with respect to such
obligations. There can be no assurance that the investment objective of the Fund
will be achieved.

  AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT. SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, REPUBLIC OR ANY OTHER BANK, AND THE SHARES ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD,
OR ANY OTHER AGENCY. AN INVESTMENT IN THE FUND IS SUBJECT TO INVESTMENT RISKS,
INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED. THERE CAN BE NO
ASSURANCE THAT THE FUND WILL BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF
$1.00 PER SHARE.
                             --------------------
  Investors should read this Prospectus and retain it for future reference.
                             --------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.

                 THE DATE OF THIS PROSPECTUS IS MAY 22, 1996
<PAGE>
  Shares of the Fund are continuously offered for sale at net asset value with
no sales charge by Signature Broker-Dealer Services, Inc. ("Signature" or the
"Distributor") (i) directly to the public, (ii) to customers of a financial
institution, such as a federal or state-chartered bank, trust company or savings
and loan association that has entered into a shareholder servicing agreement
with the Trust (collectively, "Shareholder Servicing Agents"), and (iii) to
customers of a securities broker that has entered into a dealer agreement with
the Distributor.

  AN INVESTOR WHO IS NOT PURCHASING DIRECTLY FROM THE DISTRIBUTOR SHOULD OBTAIN
FROM HIS SECURITIES BROKER OR SHAREHOLDER SERVICING AGENT, AND SHOULD READ IN
CONJUNCTION WITH THIS PROSPECTUS, THE MATERIALS PROVIDED BY THE SECURITIES
BROKER OR SHAREHOLDER SERVICING AGENT DESCRIBING THE PROCEDURES UNDER WHICH
SHARES OF THE FUND MAY BE PURCHASED AND REDEEMED THROUGH SUCH SECURITIES BROKER
OR SHAREHOLDER SERVICING AGENT.

  This Prospectus sets forth concisely the information concerning the Fund that
a prospective investor ought to know before investing. The Trust has filed with
the Securities and Exchange Commission a Statement of Additional Information,
dated May 22, 1996, with respect to the Fund, containing additional and more
detailed information about the Fund and is hereby incorporated by reference into
this Prospectus. An investor may obtain a copy of this Statement of Additional
Information without charge by contacting the Distributor or his Shareholder
Servicing Agent (see back cover for addresses and phone numbers).
<PAGE>
                                  HIGHLIGHTS

THE FUND                                                                PAGE 1
  Republic New York Tax Free Money Market Fund (the "Fund") is a separate
series (portfolio) of the Republic Funds (the "Trust"), a Massachusetts business
trust organized on April 22, 1987, which currently consists of six funds, each
of which has different and distinct investment objectives and policies.

INVESTMENT OBJECTIVE AND POLICIES                                       PAGE 8
  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income exempt from federal, New
York State and New York City personal income taxes as is consistent with the
preservation of capital. The Trust seeks to achieve the investment objective of
the Fund by investing the assets of the Fund primarily in a non-diversified
portfolio of short-term, high quality, fixed rate and variable rate tax-exempt
money market instruments, including obligations issued by or on behalf of the
State of New York and its authorities, agencies, instrumentalities and political
subdivisions, and in participation interests issued by banks, insurance
companies or other financial institutions with respect to such obligations.
There can be no assurance that the investment objective of the Fund will be
achieved.

MANAGEMENT OF THE TRUST                                                PAGE 15
  Republic National Bank of New York ("Republic" or the  "Adviser") acts as
investment adviser to the Fund. For its services, the Adviser receives from the
Fund a fee at the annual rate of 0.15% of the Fund's average daily net assets.

  Signature Broker-Dealer Services, Inc. ("Signature" or the "Sponsor") acts as
administrator and sponsor of the Fund. The Sponsor provides certain management
and administrative services to the Fund for which it receives from the Fund a
fee at the annual rate of up to 0.15% of the Fund's average daily net assets.

  The Trust has also retained Signature (the "Distributor") to distribute Class
C shares of the Fund (the "Shares") pursuant to a Distribution Plan adopted
pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended (the
"1940 Act"). Pursuant to the terms of the Distribution Plan, the Distributor is
reimbursed from the Fund (in amounts equal to an annual rate of up to 0.25% of
the Fund's average daily net assets represented by Shares outstanding during the
period for which payment is being made) for marketing costs and payments to
other organizations for services rendered in distributing the Shares. See
"Management of the Trust".

PURCHASES AND REDEMPTIONS                                       PAGES 20 AND 23
  The Fund is a type of mutual fund commonly referred to as a "triple tax exempt
money market fund". The net asset value of each of the Fund's shares is expected
to remain constant at $1.00, although this cannot be assured. See "Determination
of Net Asset Value" and "Dividends and Distributions".

  Shares of the Fund are continuously offered for sale by the Distributor at net
asset value (normally $1.00 per share) with no sales charge (i) directly to the
public, (ii) to customers of a financial institution, such as a federal or
state-chartered bank, trust company or savings and loan association, that has
entered into a shareholder servicing agreement with the Trust (collectively,
"Shareholder Servicing Agents"), and (iii) to customers of a securities broker
that has entered into a dealer agreement with the Distributor. For investors who
purchase Shares directly from the Distributor, the minimum initial investment is
$1,000 and the minimum subsequent investment is $100. The Trust offers to buy
back (redeem) Shares from shareholders of the Fund at any time at net asset
value. See "Purchase of Shares" and "Redemption of Shares".

DIVIDENDS AND DISTRIBUTIONS                                            PAGE 25
  The Trust declares all the Fund's net investment income daily as a dividend
to Fund shareholders and distributes all such dividends monthly. Any net
realized capital gains are distributed at least annually. See "Dividends and
Distributions".
<PAGE>
                                  FEE TABLE
  The following table provides (i) a summary of expenses relating to purchases
and sales of Fund Shares, and the aggregate annual operating expenses of the
Fund, as a percentage of average net assets of the Fund during the Fund's last
completed fiscal year, and (ii) an example illustrating the dollar cost of such
expenses on a $1,000 investment in Fund Shares. Historical information in the
expense table regarding investment advisory and administrative services fees has
been restated to reflect expected fee waivers for the current fiscal year.
  Shareholder Transaction Expenses ..............................         None
  Annual Fund Operating Expenses
    Investment Advisory Fee after waiver* .......................        0.10%
    Distribution Fees (Rule 12b-1 fees) .........................        0.15%
    Other Expenses after waiver** ...............................        0.35%
                                                                         ---- 
      -- Shareholder Servicing Fee ........................ 0.10%
      -- Administrative Services Fee after waiver**         0.10%
      -- Other Operating Expenses ......................... 0.15%
  Total Fund Operating Expenses after expense limitation and fee
    waivers*** ..................................................        0.60%
                                                                         ==== 
- ----------
  *Investment Advisory Fee is shown net of expected waiver for the current
   fiscal year. Without such waiver, such fee would be equal on an annual basis
   to 0.15% of the Fund's average net assets.
 **Other Expenses and the Administrative Services Fee are shown net of expected
   fee waiver for the current fiscal year. Without such waiver, the
   Administrative Services Fee and Other Expenses would be equal on an annual
   basis to 0.15% and 0.40%, respectively, of the Fund's average net assets.
***Total Fund Operating Expenses are shown net of a voluntary expense limitation
   and expected fee waivers. Without such voluntary expense limitation and
   expected fee waivers, the Total Fund Operating Expenses would be equal on an
   annual basis to 0.70% of the Fund's average net assets. There can be no
   assurance that expenses will be reimbursed or waived in the future.

EXAMPLE
  A shareholder of the Fund would pay the following expenses on a $1,000
investment in Fund Shares, assuming (1) 5% annual return and (2) redemption at
the end of:

       1 year ...................................................          $ 6
       3 years ..................................................          $19
       5 years ..................................................          $33
      10 years ..................................................          $75

  The purpose of the expense table provided above is to assist investors in
understanding the various costs and expenses that a shareholder will bear
directly or indirectly. For a more detailed discussion of the costs and expenses
of investing in the Fund, see "Management of the Trust."

  The fees paid from the Fund to each Shareholder Servicing Agent are determined
by a formula based upon the number of accounts serviced by such Shareholder
Servicing Agent during the period for which payment is being made, the level of
activity in such accounts during such period, and the expenses incurred by such
Shareholder Servicing Agent. Similarly, the fee from the Fund to the Distributor
is in anticipation of, or as reimbursement for, expenses incurred by the
Distributor in connection with the sale of Fund Shares. The aggregate fees paid
to the Distributor pursuant to the Distribution Plan and to the Shareholder
Servicing Agent pursuant to the Administrative Services Plan may not exceed
0.25% of the average daily net assets of the Fund represented by Shares
outstanding during the period for which payment is being made. Long-term
shareholders may pay more than the economic equivalent of the maximum
distribution charges permitted by the National Association of Securities
Dealers, Inc.

  Some Shareholder Servicing Agents and securities brokers may impose certain
conditions on their customers, subject to the terms of this Prospectus, in
addition to or different from those imposed by the Trust, such as requiring a
minimum initial investment or charging their customers a direct fee for their
services. The effect of any such fees will be to reduce the net return on the
investment of customers of that Shareholder Servicing Agent or securities
broker. Each Shareholder Servicing Agent and securities broker has agreed to
transmit to shareholders who are its customers appropriate written disclosure of
any transaction fees that it may charge them directly at least 30 days before
the imposition of any such charge.

  THE EXAMPLE SET FORTH ABOVE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES OF THE FUND; ACTUAL EXPENSES MAY BE GREATER OR LESS
THAN THOSE SHOWN.
<PAGE>
                             FINANCIAL HIGHLIGHTS
  The financial data shown below is to assist investors in evaluating the
performance of the Shares since commencement of operations through October 31,
1995. The information shown in the following schedule has been audited by Ernst
& Young LLP, independent auditors, whose report on the Fund's financial
statements is incorporated by reference into the Statement of Additional
Information from the Fund's Annual Report dated October 31, 1995. The Annual
Report may be obtained without charge upon request. This information should be
read in conjunction with the financial statements.

SELECTED DATA FOR A CLASS C SHARE OUTSTANDING
THROUGHOUT THE INDICATED PERIOD:

REPUBLIC NEW YORK TAX FREE MONEY MARKET FUND
                                                           FOR THE PERIOD
                                                         NOVEMBER 17, 1994
                                                           (COMMENCEMENT
                                                           OF OPERATIONS)
                                                        TO OCTOBER 31, 1995
                                                        -------------------
Net asset value, beginning of period ...................      $ 1.00
                                                              ------
Income from investment operations:
  Net investment income ................................       0.033
                                                              ------
  Total income from investment operations ..............       0.033
                                                              ------
Less dividends:
  From net investment income ...........................      (0.033)
                                                              ------
  Total dividends distributed to shareholders ..........      (0.033)
                                                              ------
Net asset value, end of period .........................      $ 1.00
                                                              ======
Total return ...........................................       3.31%(a)

Ratios/supplemental data:
  Net assets, end of period (in 000's) .................     $52,652
  Ratio of expenses to average net assets* .............       0.41%(b)
  Ratio of net investment income to average net assets*        3.45%(b)
- ------------------------------------------------------------------------------
*Reflects a voluntary expense limitation and waivers of fees by affiliated
 parties of the Fund. If this limitation and waivers had not been in effect, the
 annualized ratios of expenses and net investment income to average net assets
 for the period from November 17, 1994 (commencement of operations) to October
 31, 1995 would have been 0.65% and 3.20%, respectively.
(a) Not annualized.
(b) Annualized.
<PAGE>
                      INVESTMENT OBJECTIVE AND POLICIES
INVESTMENT OBJECTIVE
  The investment objective of the Fund is to provide shareholders of the Fund
with liquidity and as high a level of current income exempt from federal, New
York State and New York City personal income taxes as is consistent with the
preservation of capital. There can be no assurance that the investment objective
of the Fund will be achieved. The investment objective of the Fund may be
changed without approval by the Fund's shareholders. If there is a change in the
investment objective of the Fund, shareholders should consider whether the Fund
remains an appropriate investment in light of their then-current financial
position and needs.

INVESTMENT POLICIES
  The Trust seeks to achieve the investment objective of the Fund by investing
the assets of the Fund primarily in short-term, high quality, fixed rate and
variable rate obligations issued by or on behalf of the State of New York, other
states, territories and possessions of the United States, and their authorities,
agencies, instrumentalities and political subdivisions, the interest on which is
exempt from federal income taxes, including participation interests issued by
banks, insurance companies or other financial institutions with respect to such
obligations. (Such obligations, whether or not the interest thereon is subject
to the federal alternative minimum tax, are referred to herein as "Municipal
Obligations".) The Trust invests on behalf of the Fund in certain Municipal
Obligations of the State of New York and its authorities, agencies,
instrumentalities and political subdivisions, and of Puerto Rico, other U.S.
territories and their authorities, agencies, instrumentalities and political
subdivisions, the interest on which is exempt from federal, New York State and
New York City personal income taxes, including participation interests issued by
banks, insurance companies or other financial institutions with respect to such
obligations ("New York Municipal Obligations"). In determining the tax status of
interest on Municipal Obligations and New York Municipal Obligations, the
Adviser relies on opinions of bond counsel who may be counsel to the issuer.

  Although under normal circumstances, the Trust attempts to invest 100%, and
does invest at least 65%, of the Fund's assets in New York Municipal
Obligations, market conditions may from time to time limit the availability of
such obligations. To the extent that acceptable New York Municipal Obligations
are not available for investment, the Trust may purchase on behalf of the Fund
Municipal Obligations issued by other states, their authorities, agencies,
instrumentalities and political subdivisions, the interest income on which is
exempt from federal income tax but is subject to New York State and New York
City personal income taxes. As a fundamental policy, the Trust will invest at
least 80% of the Fund's net assets in tax exempt obligations. As a temporary
defensive measure, the Trust may invest up to 20% of the Fund's total assets in
obligations the interest income on which is subject to federal, New York State
and New York City personal income taxes or the federal alternative minimum tax.
Uninvested cash reserves may be held temporarily for the Fund pending
investment.

  The Trust may invest more than 25% of the Fund's assets in participation
interests issued by banks in industrial development bonds and other Municipal
Obligations. In view of this possible "concentration" in bank participation
interests, an investment in the Fund should be made with an understanding of the
characteristics of the banking industry and the risks which such an investment
may entail. See "Variable Rate Instruments and Participation Interests" below.

  All investments on behalf of the Fund (i.e., 100% of the Fund's investments)
mature or are deemed to mature within 397 days from the date of acquisition and
the average maturity of the investments in the Fund's portfolio (on a
dollar-weighted basis) is 90 days or less. The maturities of variable rate
instruments held in the Fund's portfolio are deemed to be the longer of the
period remaining until the next interest rate adjustment or the period until the
Fund would be entitled to payment pursuant to demand rights, a letter of credit,
guarantee or insurance policy or a right to tender or put the instrument,
although the stated maturities may be in excess of 397 days. See "Variable Rate
Instruments and Participation Interests" below. As a fundamental policy, the
investments of the Fund are made primarily (i.e., at least 80% of its assets
under normal circumstances) in:

    (1) Municipal bonds with remaining maturities of 397 days or less that at
  the date of purchase are rated Aaa or Aa by Moody's Investors Service, Inc.
  ("Moody's"), AAA or AA by Standard & Poor's Corporation ("Standard & Poor's")
  or AAA or AA by Fitch Investors Service, Inc. ("Fitch") or, if not rated by
  any of these rating agencies, are of comparable quality as determined by or on
  behalf of the Board of Trustees of the Trust on the basis of a credit
  evaluation of the obligor on the bonds or of the bank issuing a participation
  interest or guarantee or of any insurance policy issued in support of the
  bonds or the participation interest;

    (2) Municipal notes with remaining maturities of 397 days or less that at
  the date of purchase are rated MIG 1/VMIG 1 or MIG 2/VMIG 2 by Moody's, SP-1+,
  SP-1 or SP-2 by Standard & Poor's or F-1+, F-1 or F-2 by Fitch or, if not
  rated by any or these rating agencies, are of comparable quality as determined
  by or on behalf of the Board of Trustees of the Trust (The principal kinds of
  municipal notes are tax and revenue authorization notes, tax anticipation
  notes, bond anticipation notes and revenue anticipation notes. Notes sold in
  anticipation of collection of taxes, a bond sale or receipt of other revenues
  are usually general obligations of the issuing municipality or agency. The
  Fund's investments may be concentrated in municipal notes of New York
  issuers.); and

    (3) Municipal commercial paper that at the date of purchase is rated Prime-1
  or Prime-2 by Moody's, A-1+, A-1 or A-2 by Standard & Poor's or F-1+, F-1 or
  F-2 by Fitch or, if not rated by any of these rating agencies, is of
  comparable quality as determined by or on behalf of the Board of Trustees of
  the Trust. Issues of municipal commercial paper typically represent very
  short-term, unsecured, negotiable promissory notes. These obligations are
  often issued to meet seasonal working capital needs of municipalities or to
  provide interim construction financing and are paid from general revenues of
  municipalities or are refinanced with long-term debt. In most cases municipal
  commercial paper is backed by letters of credit, lending agreements, note
  repurchase agreements or other credit facility agreements offered by banks or
  other institutions which may be called upon in the event of default by the
  issuer of the commercial paper.

  For a general discussion of Municipal Obligations and an explanation of the
ratings of Municipal Obligations by Moody's, Standard & Poor's and Fitch, see
Appendix A. For a comparison of yields on such Municipal Obligations and taxable
securities, see the Taxable Equivalent Yield Tables in Appendix B.

  As a non-diversified investment company, the Trust is not subject to any
statutory restriction under the 1940 Act with respect to limiting the investment
of the Fund's assets in one or relatively few issuers. Since the Trust may
invest a relatively high percentage of the Fund's assets in the obligations of a
limited number of issuers, the value of shares of the Fund may be more
susceptible to any single economic, political or regulatory occurrence than the
value of shares of a diversified investment company would be. The Trust may also
invest 25% or more of the Fund's assets in obligations that are related in such
a way that an economic, business or political development or change affecting
one of the obligations would also affect the other obligations including, for
example, obligations the interest on which is paid from revenues of similar type
projects, or obligations the issuers of which are located in the same state.

VARIABLE RATE INSTRUMENTS AND PARTICIPATION INTERESTS
  Variable rate instruments that the Trust may purchase on behalf of the Fund
provide for a periodic adjustment in the interest rate paid on the instrument
and permit the holder to receive payment upon a specified number of days' notice
of the unpaid principal balance plus accrued interest either from the issuer or
by drawing on a bank letter of credit, a guarantee or an insurance policy issued
with respect to such instrument or by tendering or "putting" such instrument to
a third party.

  Variable rate instruments in which the Fund's assets may be invested include
participation interests in Municipal Obligations owned by a bank, insurance
company or other financial institution or affiliated organization. A
participation interest gives the Fund an undivided interest in the Municipal
Obligation in the proportion that the Fund's participation bears to the total
principal amount of the Municipal Obligation and provides the demand or put
feature described below. Each participation interest is backed by an insurance
policy of an insurance company or by an irrevocable letter of credit or
guarantee of, or a right to put to, a bank that has been determined by or on
behalf of the Board of Trustees of the Trust to meet the prescribed quality
standards for the Fund. There is usually the right to sell the participation
interest back to the institution or draw on the letter of credit, guarantee or
insurance policy after notice (usually seven days), for all or any part of the
full principal amount of the Fund's participation in the Municipal Obligation,
plus accrued interest. If the notice period is more than seven days, the
Municipal Obligation is treated as an obligation that is not readily marketable.
In some cases, these rights may not be exercisable in the event of a default on
the underlying Municipal Obligations; in these cases the underlying Municipal
Obligations must meet the Fund's high credit standards at the time of purchase
of the participation interest. Although participation interests may be sold, the
Trust intends to hold them for the Fund until maturity, except under certain
specified circumstances. Purchase of a participation interest may involve the
risk that the Fund will not be deemed to be the owner of the underlying
Municipal Obligation for purposes of the ability to claim tax exemption of
interest paid thereon.

  Because of the variable rate nature of the instruments, during periods when
prevailing interest rates decline the Fund's yield will decline and its
shareholders will forgo the opportunity for capital appreciation. On the other
hand, during periods when prevailing interest rates increase, the Fund's yield
will increase and its shareholders will have reduced risk of capital
depreciation.

  In view of the possible "concentration" of the Fund in participation interests
in Municipal Obligations secured by bank letters of credit or guarantees, an
investment in the Fund should be made with an understanding of the
characteristics of the banking industry and the risks which such an investment
may entail. Banks are subject to extensive governmental regulations which may
limit both the amounts and types of loans and other financial commitments which
may be made and interest rates and fees which may be charged. The profitability
of this industry is largely dependent upon the availability and cost of capital
funds for the purpose of financing lending operations under prevailing money
market conditions. Also, general economic conditions play an important part in
the operations of this industry and exposure to credit losses arising from
possible financial difficulties of borrowers might affect a bank's ability to
meet its obligations under a letter of credit or guarantee.

  For additional information concerning variable rate instruments and
participation interests, see "Investment Objective, Policies and Restrictions --
Variable Rate Instruments and Participation Interests" in the Statement of
Additional Information.

"WHEN-ISSUED" MUNICIPAL OBLIGATIONS
  New issues of Municipal Obligations may be offered on a "when-issued" or
"forward delivery" basis. The payment obligation and the interest rate that will
be received on the Municipal Obligations offered on this basis are each fixed at
the time the Trust commits to the purchase for the Fund, although settlement,
i.e., delivery of and payment for the Municipal Obligations, takes place beyond
customary settlement time (but normally within 45 days of the commitment).
Between the time the Trust commits to purchase the "when-issued" or "forward
delivery" Municipal Obligation for the Fund and the time delivery and payment
are made, the "when-issued" or "forward delivery" Municipal Obligation is
treated as an asset of the Fund and the amount which the Fund is committed to
pay for that Municipal Obligation is treated as a liability of the Fund. No
interest on a "when-issued" or "forward delivery" Municipal Obligation is
accrued for the Fund until delivery occurs. Although the Trust only makes
commitments to purchase "when-issued" or "forward delivery" Municipal
Obligations for the Fund with the intention of actually acquiring them, the
Trust may sell these obligations before the settlement date if deemed advisable
by the Adviser. Purchasing Municipal Obligations on a "when-issued" or "forward
delivery" basis can involve a risk that the yields available in the market on
the settlement date may actually be higher (or lower) than those obtained in the
transaction itself and, as a result, the "when-issued" or "forward delivery"
Municipal Obligation may have a lesser (or greater) value at the time of
settlement than the Fund's payment obligation with respect to that Municipal
Obligation. Furthermore, if the Trust sells the "when-issued" or "forward
delivery" Municipal Obligation before the settlement date or if the Trust sells
other obligations from the Fund's portfolio in order to meet the payment
obligations, the Fund may realize a capital gain, which is not exempt from
federal, New York State or New York City income taxation.

  For additional information concerning "when-issued" or "forward delivery"
Municipal Obligations, see "Investment Objective, Policies and Restrictions --
"When-Issued" Municipal Obligations" in the Statement of Additional Information.

STAND-BY COMMITMENTS
  When the Trust purchases Municipal Obligations on behalf of the Fund it may
also acquire stand-by commitments from banks with respect to such Municipal
Obligations. The Trust also reserves the right, and may in the future, subject
to receipt of an exemptive order pursuant to the 1940 Act, acquire stand-by
commitments from broker-dealers on behalf of the Fund. There can be no assurance
that such an order will be granted. Under a stand-by commitment, a bank or
broker-dealer agrees to purchase at the Trust's option a specified Municipal
Obligation at a specified price. A stand-by commitment is the equivalent of a
"put" option acquired for the Fund with respect to a particular Municipal
Obligation held for it.

  The Trust intends to acquire stand-by commitments on behalf of the Fund solely
to facilitate portfolio liquidity and does not intend to exercise its rights
thereunder for trading purposes. The purpose of this practice is to permit the
Fund to be fully invested in Municipal Obligations, and to the extent possible
New York Municipal Obligations, while preserving the necessary liquidity to
purchase Municipal Obligations on a "when-issued" basis, to meet unusually large
redemptions and to purchase at a later date Municipal Obligations other than
those subject to the stand-by commitment.

  The stand-by commitments that the Trust may enter into on behalf of the Fund
are subject to certain risks, which include the ability of the issuer of the
commitment to pay for the Municipal Obligations at the time the commitment is
exercised, the fact that the commitment is not marketable by the Trust, and the
fact that the maturity of the underlying Municipal Obligation will generally be
different from that of the commitment.

  For additional information concerning stand-by commitments, see "Investment
Objective, Policies and Restrictions -- Stand-by Commitments" in the Statement
of Additional Information.

RISK FACTORS AFFECTING INVESTMENTS IN NEW YORK MUNICIPAL
OBLIGATIONS
  The Trust intends to invest a high proportion of the Fund's assets in New York
Municipal Obligations. Payment of interest and preservation of principal is
dependent upon the continuing ability of New York issuers and/or obligors of
state, municipal and public authority debt obligations to meet their obligations
thereunder. Investors should consider the greater risk inherent in the Fund's
concentration in such obligations versus the safety that comes with a less
geographically concentrated investment portfolio and should compare the yield
available on a portfolio of New York issues with the yield of a more diversified
portfolio including out-of-state issues before making an investment decision.
The Adviser believes that by maintaining the Fund's investment portfolio in
liquid, short-term, high quality Municipal Obligations, including participation
interests and other variable rate instruments that have high quality credit
support from banks, insurance companies or other financial institutions, the
Fund is somewhat insulated from the credit risks that may exist for long-term
New York Municipal Obligations.

  New York State and other issuers of New York Municipal Obligations have
historically experienced periods of financial difficulties which have caused
the credit ratings of certain of their obligations to be downgraded by certain
rating agencies. There can be no assurance that credit ratings on obligations of
New York State and New York City and other New York Municipal Obligations will
not be downgraded further. See "Investment Objective, Policies and Restrictions
- -- Special Factors Affecting New York" in the Statement of
Additional Information.
                             --------------------

  Subject to the fundamental policy described on page 8, the Trust is authorized
to invest on behalf of the Fund in taxable securities (such as U.S. Government
obligations or certificates of deposit of domestic banks). If the Trust invests
on behalf of the Fund in taxable securities, such securities will, in the
opinion of the Adviser, be of comparable quality and credit risk with the
Municipal Obligations described above. See the Statement of Additional
Information for a description, including specific rating criteria, of such
taxable securities. The Trust is also authorized on behalf of the Fund to enter
into repurchase agreements only with member banks of the Federal Reserve System
or "primary dealers" (as designated by the Federal Reserve Bank of New York).
Repurchase agreements are transactions by which the Trust purchases a security
on behalf of the Fund and simultaneously commits to resell that security at an
agreed-upon price on an agreed-upon date. As described in further detail in the
Statement of Additional Information, such transactions entail certain risks,
such as a default by the seller.

  The Trust may, in the future, seek to achieve the Fund's investment objective
by investing all of its assets in a no-load, open-end management investment
company having the same investment objective and policies and substantially the
same investment restrictions as those applicable to the Fund. In such event, the
Fund's Investment Advisory Contract would be terminated and the administrative
services fees paid by the Fund would be reduced. Such investment would be made
only if the Trustees of the Trust believe that the aggregate per share expenses
of the Fund and such other investment company will be less than or approximately
equal to the expenses which the Fund would incur if the Trust were to continue
to retain the services of an investment adviser for the Fund and the assets of
the Fund were to continue to be invested directly in portfolio securities.

  The investment policies of the Fund are described above. Except as otherwise
stated, these investment policies may be changed by the Board of Trustees of the
Trust without approval by the shareholders of the Fund. The Statement of
Additional Information includes a further discussion of investment policies and
a listing of the specific investment restrictions which govern the investment
policies of the Fund, including a restriction that not more than 10% of the
Fund's net assets may be invested in securities that are not readily marketable,
such as repurchase agreements maturing in more than seven days. Although the
Trust currently does not borrow on behalf of the Fund for the purpose of
leveraging, these restrictions permit the Trust to borrow money on behalf of the
Fund for certain other purposes in amounts up to 33 1/3% of the Fund's net
assets (although no securities will be purchased for the Fund at any time at
which borrowings exceed 5% of the Fund's total assets taken at market value).
These specific investment restrictions and the fundamental policy described
above may not be changed without the approval of Fund shareholders. If a
percentage restriction (other than a restriction as to borrowing) or a rating
restriction on investment or utilization of assets is adhered to at the time an
investment is made, or assets are so utilized, a later change in percentage
resulting from changes in the value of the Fund's portfolio securities or a
later change in the rating of a portfolio security are not considered a
violation of policy.

                           MANAGEMENT OF THE TRUST
  The business and affairs of the Fund are managed under the direction of the
Board of Trustees of the Trust. The Trustees are Frederick C. Chen, Alan S.
Parsow, Larry M. Robbins and Michael Seely. Additional information about the
Trustees, as well as the Trust's executive officers, may be found in the
Statement of Additional Information under the caption "Management of the Trust
- -- Trustees and Officers".

THE ADVISER
  Republic serves as investment adviser to the Fund. The Adviser manages the
investment and reinvestment of the assets of the Fund and continuously reviews,
supervises and administers the Fund's investments pursuant to an Investment
Advisory Contract (the "Investment Advisory Contract"). Subject to such policies
as the Board of Trustees may determine, the Adviser places orders for the
purchase and sale of the Fund's investments directly with brokers or dealers
selected by it in its discretion. The Adviser does not place orders with the
Distributor. For its services under the Investment Advisory Contract, the
Adviser receives from the Fund a fee, payable monthly, at the annual rate of
0.15% of the Fund's average daily net assets.

  Republic is a wholly-owned subsidiary of Republic New York Corporation, a
registered bank holding company. As of December 31, 1995, Republic was the 20th
largest commercial bank in the United States measured by deposits and the 19th
largest commercial bank measured by shareholder equity. Republic or an affiliate
of Republic serves as investment adviser to the other series of the Trust.
Republic currently provides investment advisory services for individuals,
trusts, estates and institutions.

  Republic and its affiliates may have deposit, loan and other commercial
banking relationships with the issuers of obligations purchased for the Fund,
including outstanding loans to such issuers which may be repaid in whole or in
part with the proceeds of obligations so purchased. Republic and its affiliates
deal, trade and invest for their own accounts in Municipal Obligations and are
dealers of various types of Municipal Obligations. Republic and its affiliates
may sell Municipal Obligations to, and purchase them from, other investment
companies sponsored by Signature. The Adviser will not invest any Fund assets in
any Municipal Obligation purchased from itself or any affiliate, although under
certain circumstances such obligations may be purchased from other members of an
underwriting syndicate in which Republic or an affiliate is a non-principal
member. This restriction should not limit the amount or type of Municipal
Obligations available to be purchased for the Fund. The Adviser has informed the
Trust that, in making its investment decisions, it does not obtain or use
material inside information in the possession of any division or department of
Republic or in the possession of any affiliate of Republic.

  Based upon the advice of counsel, Republic believes that the performance of
investment advisory and other services for the Fund will not violate the
Glass-Steagall Act or other applicable banking laws or regulations. However,
future statutory or regulatory changes, as well as future judicial or
administrative decisions and interpretations of present and future statutes and
regulations, could prevent Republic from continuing to perform such services for
the Fund. If Republic were prohibited from acting as investment adviser to the
Fund, it is expected that the Board of Trustees would recommend to Fund
shareholders approval of a new investment advisory agreement with another
qualified investment adviser selected by the Board or that the Board would
recommend other appropriate action. If Republic were prohibited from acting as a
Shareholder Servicing Agent for the Fund, the Trust would seek alternative means
of providing such services.

THE DISTRIBUTOR AND SPONSOR
  Signature acts as sponsor and distributor to the Fund under a Distribution
Contract. The Distributor may, out of its own resources, make payments to
broker-dealers for their services in distributing Shares. Signature and its
affiliates also serve as administrator or distributor to other investment
companies. Signature is a wholly owned subsidiary of Signature Financial Group,
Inc.

  Pursuant to a Distribution Plan adopted by the Trust (the "Plan"), the
Distributor is reimbursed from the Fund monthly (subject to a limit on an annual
basis of 0.25% of the Fund's average daily net assets represented by Shares
outstanding during the period for which payment is being made) for costs and
expenses incurred by the Distributor in connection with the distribution of Fund
Shares and for the provision of certain shareholder services with respect to
Shares. Payments to the Distributor are for various types of activities,
including: (1) payments to broker-dealers who advise shareholders regarding the
purchase, sale or retention of Fund Shares and who provide shareholders with
personal services and account maintenance services ("service fees"), (2)
payments to employees of the Distributor, and (3) printing and advertising
expenses. Such payments by the Distributor to broker-dealers may be in amounts
on an annual basis of up to 0.25% of the Fund's average daily net assets
represented by Shares outstanding during the period for which payment is being
made. It is currently intended that the aggregate fees paid to the Distributor
pursuant to the Plan and to Shareholder Servicing Agents pursuant to the
Administrative Services Plan will not exceed on an annual basis 0.25% of the
Fund's average daily net assets represented by Shares outstanding during the
period for which payment is being made. Salary expense of Signature personnel
who are responsible for marketing shares of the various portfolios of the Trust
may be allocated to such portfolios on the basis of average net assets; travel
expense is allocated to, or divided among, the particular portfolios for which
it is incurred.

  Any payment by the Distributor or reimbursement of the Distributor from the
Fund made pursuant to the Plan is contingent upon the Board of Trustees'
approval. The Fund is not liable for distribution and shareholder servicing
expenditures made by the Distributor in any given year in excess of the maximum
amount (0.25% per annum of the Fund's average daily net assets represented by
the Shares outstanding) payable under the Plan in that year.

ADMINISTRATIVE SERVICES PLAN
  The Trust has adopted an Administrative Services Plan (the "Administrative
Services Plan") with respect to Fund Shares which provides that the Trust may
obtain the services of an administrator, transfer agent, custodian and one or
more Shareholder Servicing Agents, and may enter into agreements providing for
the payment of fees for such services.

ADMINISTRATOR
  Pursuant to an Administrative Services Contract, Signature provides the Trust
with general office facilities and supervises the overall administration of the
Trust and the Fund, including, among other responsibilities, the negotiation of
contracts and fees with, and the monitoring of performance and billings of, the
independent contractors and agents of the Trust; the payment of the
non-transaction based fees of the custodian; the preparation and filing of all
documents required for compliance by the Trust with applicable laws and
regulations; and arranging for the maintenance of books and records of the Trust
and the Fund. Signature provides persons satisfactory to the Board of Trustees
of the Trust to serve as Trustees and officers of the Trust. Such officers, as
well as certain other employees and Trustees of the Trust, may be directors,
officers or employees of Signature or its affiliates. For these services and
facilities, Signature receives from the Fund fees payable monthly at an annual
rate equal to 0.15% of the first $100 million of the Fund's average daily net
assets; 0.12% of the next $100 million of such assets; 0.09% of the next $300
million of such assets; and 0.07% of such assets in excess of $500 million.

TRANSFER AGENT AND CUSTODIAN
  The Trust has entered into a Transfer Agency Agreement with Investors Bank &
Trust Company ("IBT"), pursuant to which IBT acts as transfer agent for the Fund
(the "Transfer Agent"). The Transfer Agent maintains an account for each
shareholder of the Fund (unless such account is maintained by the shareholder's
Shareholder Servicing Agent), performs other transfer agency functions, and acts
as dividend disbursing agent for the Fund. Pursuant to a Custodian Agreement,
IBT also acts as the custodian of the Fund's assets (the "Custodian"). The
Custodian's responsibilities include safeguarding and controlling the Fund's
cash and securities, handling the receipt and delivery of securities,
determining income and collecting interest on the Fund's investments,
maintaining books of original entry for portfolio and fund accounting and other
required books and accounts, and calculating the daily net asset value of shares
of the Fund. Securities held for the Fund may be deposited into the Federal
Reserve-Treasury Department Book Entry System or the Depositary Trust Company.
The Custodian does not determine the investment policies of the Fund or decide
which securities will be purchased or sold for the Fund. Assets of the Fund may,
however, be invested in securities of the Custodian and the Trust may deal with
the Custodian as principal in securities transactions for the Fund. For its
services, IBT receives such compensation as may from time to time be agreed upon
by it and the Trust.

SHAREHOLDER SERVICING AGENTS
  The Trust has entered into a shareholder servicing agreement (a "Servicing
Agreement") with each Shareholder Servicing Agent, including Republic, pursuant
to which a Shareholder Servicing Agent, as agent for its customers, among other
things: answers customer inquiries regarding account status and history, the
manner in which purchases and redemptions of Shares may be effected and certain
other matters pertaining to the Fund; assists shareholders in designating and
changing dividend options, account designations and addresses; provides
necessary personnel and facilities to establish and maintain shareholder
accounts and records; assists in processing purchase and redemption
transactions; arranges for the wiring of funds; transmits and receives funds in
connection with customer orders to purchase or redeem Shares; verifies and
guarantees shareholder signatures in connection with redemption orders and
transfers and changes in shareholder-designated accounts; furnishes (either
separately or on an integrated basis with other reports sent to a shareholder by
a Shareholder Servicing Agent) monthly and year-end statements and confirmations
of purchases and redemptions; transmits, on behalf of the Trust, proxy
statements, annual reports, updated prospectuses and other communications from
the Trust to the Fund's shareholders; receives, tabulates and transmits to the
Trust proxies executed by shareholders with respect to meetings of shareholders
of the Fund or the Trust; and provides such other related services as the Trust
or a shareholder may request. For these services, each Shareholder Servicing
Agent receives a fee from the Fund, which may be paid periodically, determined
by a formula based upon the number of accounts serviced by such Shareholder
Servicing Agent during the period for which payment is being made, the level of
activity in accounts serviced by such Shareholder Servicing Agent during such
period, and the expenses incurred by such Shareholder Servicing Agent. It is
currently intended that the aggregate fees paid to the Distributor pursuant to
the Plan and to Shareholder Servicing Agents pursuant to the Administrative
Services Plan will not exceed or an annual basis 0.25% of the Fund's average
daily net assets represented by Shares outstanding during the period for which
payment is being made.

  The Trust understands that some Shareholder Servicing Agents also may impose
certain conditions on their customers, subject to the terms of this Prospectus,
in addition to or different from those imposed by the Trust, such as requiring a
different minimum initial or subsequent investment, account fees (a fixed amount
per transaction processed), compensating balance requirements (a minimum dollar
amount a customer must maintain in order to obtain the services offered), or
account maintenance fees (a periodic charge based on a percentage of the assets
in the account or of the dividends paid on those assets). Each Shareholder
Servicing Agent has agreed to transmit to its customers who are holders of
Shares appropriate prior written disclosure of any fees that it may charge them
directly and to provide written notice at least 30 days prior to the imposition
of any transaction fees. Conversely, the Trust understands that certain
Shareholder Servicing Agents may credit to the accounts of their customers from
whom they are already receiving other fees amounts not exceeding such other fees
or the fees received by the Shareholder Servicing Agent from the Fund with
respect to those accounts.

  The Glass-Steagall Act prohibits certain financial institutions from engaging
in the business of underwriting securities of open-end investment companies,
such as shares of the Fund. The Trust engages banks as Shareholder Servicing
Agents on behalf of the Fund only to perform administrative and shareholder
servicing functions as described above. The Trust believes that the
Glass-Steagall Act should not preclude a bank from acting as a Shareholder
Servicing Agent. There is presently no controlling precedent regarding the
performance of shareholder servicing activities by banks. Future changes in
either federal statutes or regulations relating to the permissible activities of
banks, as well as future judicial or administrative decisions and
interpretations of present and future statutes and regulations, could prevent a
bank from continuing to perform all or part of its servicing activities. If a
bank were prohibited from so acting, its shareholder customers would be
permitted to remain Fund shareholders and alternative means for continuing the
servicing of such shareholders would be sought. In such event, changes in the
operation of the Fund might occur and a shareholder serviced by such bank might
no longer be able to avail himself of any automatic investment or other services
then being provided by such bank. The Trustees of the Trust do not expect that
shareholders of the Fund would suffer any adverse financial consequences as a
result of these occurrences.

OTHER EXPENSES
  The Fund bears all costs of its operations other than expenses specifically
assumed by the Distributor or the Adviser. See "Management of the Trust --
Expenses and Expense Limits" in the Statement of Additional Information.
Expenses attributable to the Shares shall be allocated to the Shares only. Class
Expenses must include payments made pursuant to the Plan and Shareholder
Servicing Agent fees paid pursuant to the Administrative Services Plan. In the
event a particular expense is not reasonably allocable by class or to a
particular class, it shall be treated as a Fund expense or a Trust expense.
Trust expenses directly attributable to the Fund are charged to the Fund; other
expenses are allocated proportionately among all the portfolios in the Trust in
relation to the net assets of each portfolio. For the period from November 17,
1994 (commencement of operations) to October 31, 1995, the Fund's operating
expenses equaled on an annual basis 0.41% of its average daily net assets.

                              CLASSES OF SHARES
  In addition to the Shares, the Trust currently offers one other class of
shares of the Fund, the Class Y shares, pursuant to a separate prospectus. Class
Y shares may have different class expenses, which may effect performance.
Investors may obtain information concerning other classes of shares of the Fund
directly from their Shareholder Servicing Agent or securities broker, or by
calling 1-800-782-8183.

  The Shares have exclusive voting rights with respect to the Plan and the
Shareholder Servicing Agent fees paid pursuant to the Administrative Services
Plan.

                       DETERMINATION OF NET ASSET VALUE
  The net asset value of each of the Shares is determined on each day on which
the New York Stock Exchange is open for trading ("Fund Business Day"). This
determination is made once during each such day as of 12:00 noon, New York time,
by dividing the value of the Fund's net assets (i.e., the value of its assets
less its liabilities, including expenses payable or accrued) by the number of
Shares outstanding at the time the determination is made. It is anticipated that
the net asset value of each Share will remain constant at $1.00 (although no
assurance can be given that it will be so constant on a continuing basis) and
specific investment policies and procedures, including the use of the amortized
cost valuation method, are being employed to accomplish this result. Income
earned on the Fund's investments is accrued daily and the Net Income, as defined
under "Dividends and Distributions" on page 25, is declared each Fund Business
Day as a dividend.

                              PURCHASE OF SHARES
  Shares may be purchased through Shareholder Servicing Agents or through
securities brokers that have entered into a dealer agreement with the
Distributor ("Securities Brokers"). Shares may be purchased without a sales load
at their net asset value next determined after an order is transmitted to and
accepted by the Distributor or is received by a Shareholder Servicing Agent or a
Securities Broker if it is transmitted to and accepted by the Distributor.
Purchases are therefore effected on the same day the purchase order is received
by the Distributor provided such order is received prior to 12:00 noon, New York
time, on any Fund Business Day. Shares purchased earn dividends from and
including the day the purchase is effected. It is anticipated that the net asset
value of $1.00 per share of the Fund will remain constant, and although no
assurance can be given that it will be so constant on a continuing basis,
specific investment policies and procedures are being employed to accomplish
this result. The Trust intends the Fund to be as fully invested at all times as
is reasonably practicable in order to enhance the yield on its assets. Each
Shareholder Servicing Agent or Securities Broker is responsible for and required
to promptly forward orders for shares to the Distributor.

  While there is no sales load on purchases of Shares, the Distributor may
receive fees from the Fund. See "Management of the Trust -- Distributor and
Sponsor". Other funds which have investment objectives similar to those of the
Fund but which do not pay some or all of such fees from their assets may offer a
higher yield.

  All purchase payments are invested in full and fractional Shares. The Trust
reserves the right to cease offering Shares for sale at any time or to reject
any order for the purchase of Shares.

  An investor may purchase Shares through the Distributor directly or by
authorizing his Shareholder Servicing Agent or his securities broker to purchase
such Shares on his behalf through the Distributor.

  Exchange Privilege. By contacting the Transfer Agent or his Shareholder
Servicing Agent or his securities broker, a shareholder may exchange some or all
of his Shares for shares of an identical class of one or more of the following
investment companies at net asset value without a sales charge: Republic U.S.
Government Money Market Fund, Republic New York Tax Free Bond Fund, Republic
Equity Fund, and such other Republic Funds or other registered investment
companies for which Republic serves as investment adviser as Republic may
determine. An exchange may result in a change in the number of Shares held, but
not in the value of such shares immediately after the exchange. Each exchange
involves the redemption of the Shares to be exchanged and the purchase of the
shares of the other Republic Fund.

  The exchange privilege (or any aspect of it) may be changed or discontinued
upon 60 days' written notice to shareholders and is available only to
shareholders in states in which such exchanges may be legally made. A
shareholder considering an exchange should obtain and read the prospectus of the
other Republic Fund and consider the differences in investment objectives and
policies before making any exchange.

DIRECTLY THROUGH THE DISTRIBUTOR
  For each shareholder who purchases Shares directly through the Distributor,
the Trust, as the shareholder's agent, establishes an open account to which all
Shares purchased are credited together with any dividends and capital gains
distributions which are paid in additional Shares. See "Dividends and
Distributions". The minimum initial investment is $1,000 and the minimum
subsequent investment is $100. Initial and subsequent purchases may be made by
writing a check (in U.S. dollars) payable to The Republic Funds -- New York Tax
Free Money Market Fund and mailing it to:

        The Republic Funds
        c/o Investors Bank & Trust Company
        P.O. Box 1537 MFD23
        Boston, Massachusetts 02205-1537

  In the case of an initial purchase, the check must be accompanied by a
completed Purchase Application.

  In the case of subsequent purchases, a shareholder may transmit purchase
payments by wire directly to the Fund's custodian bank at the following address:

        Investors Bank & Trust Company
        Boston, Massachusetts
        Attn: Transfer Agent
        ABA # 011001438
        Acct. # 5999-99451
        For further credit to the Republic Funds
        (New York Tax-Free Money Market Fund Class C,
        account name, account #)

  The wire order must specify the Fund, the account name, number, confirmation
number, address, amount to be wired, name of the wiring bank and name and
telephone number of the person to be contacted in connection with the order.

  Automatic Investment Plan. The Trust offers a plan for regularly investing
specified dollar amounts ($25.00 minimum in monthly, quarterly, semi-annual or
annual intervals) in the Fund. If an Automatic Investment Plan is selected,
subsequent investments will be automatic and will continue until such time as
the Trust and the investor's bank are notified to discontinue further
investments. Due to the varying procedures to prepare, process and forward bank
withdrawal information to the Trust, there may be a delay between the time of
the bank withdrawal and the time the money reaches the Fund. The investment in
the Fund will be made at the net asset value per share determined on the day
that both the check and the bank withdrawal data are received in required form
by the Distributor. Further information about the plan may be obtained from IBT
at the telephone number listed on the back cover.

  For further information on how to purchase Shares from the Distributor, an
investor should contact the Distributor directly (see back cover for address and
phone number).

THROUGH A SHAREHOLDER SERVICING AGENT OR A SECURITIES BROKER
  Shares are being offered to the public, to customers of a Shareholder
Servicing Agent and to customers of a securities broker that has entered into a
dealer agreement with the Distributor. Shareholder Servicing Agents and
securities brokers may offer services to their customers, including specialized
procedures for the purchase and redemption of Shares, such as pre-authorized or
automatic purchase and redemption programs and "sweep" checking programs. Each
Shareholder Servicing Agent and securities broker may establish its own terms,
conditions and charges, including limitations on the amounts of transactions,
with respect to such services. Charges for these services may include fixed
annual fees, account maintenance fees and minimum account balance requirements.
The effect of any such fees will be to reduce the net return on the investment
of customers of that Shareholder Servicing Agent or securities broker.
Conversely, certain Shareholder Servicing Agents may (although they are not
required by the Trust to do so) credit to the accounts of their customers from
whom they are already receiving other fees amounts not exceeding such other fees
or the fees received by the Shareholder Servicing Agent from the Fund, which
will have the effect of increasing the net return on the investment of such
customers of those Shareholder Servicing Agents.

  Shareholder Servicing Agents and securities brokers may transmit purchase
payments on behalf of their customers by wire directly to the Fund's custodian
bank by following the procedures described above.

  For further information on how to direct a securities broker or a Shareholder
Servicing Agent to purchase Shares, an investor should contact his securities
broker or his Shareholder Servicing Agent (see back cover for address and phone
number).

                             REDEMPTION OF SHARES
  A shareholder may redeem all or any portion of the Shares in his account at
any time at the net asset value (normally $1.00 per share) next determined after
a redemption order in proper form is furnished by the shareholder to the
Transfer Agent, with respect to Shares purchased directly through the
Distributor, or to his securities broker or his Shareholder Servicing Agent, and
is transmitted to and received by the Transfer Agent. Redemptions are effected
on the same day the redemption order is received by the Transfer Agent provided
such order is received prior to 12:00 noon, New York time, on any Fund Business
Day. Shares redeemed earn dividends up to and including the day prior to the day
the redemption is effected.

  The proceeds of a redemption are normally paid from the Fund in federal funds
on the Fund Business Day on which the redemption is effected, but in any event
within seven days. The right of any shareholder to receive payment with respect
to any redemption may be suspended or the payment of the redemption proceeds
postponed during any period in which the New York Stock Exchange is closed
(other than weekends or holidays) or trading on such Exchange is restricted or,
to the extent otherwise permitted by the 1940 Act, if an emergency exists. To be
in a position to eliminate excessive expenses, the Trust reserves the right to
redeem upon not less than 30 days' notice all Shares in an account which has a
value below $50. However, a shareholder will be allowed to make additional
investments prior to the date fixed for redemption to avoid liquidation of the
account.

  Unless Shares have been purchased directly from the Distributor, a shareholder
may redeem Shares only by authorizing his securities broker or his Shareholder
Servicing Agent to redeem such Shares on his behalf (since the account and
records of such a shareholder are established and maintained by his securities
broker or his Shareholder Servicing Agent). For further information as to how to
direct a securities broker or a Shareholder Servicing Agent to redeem Shares, a
shareholder should contact his securities broker or his Shareholder Servicing
Agent (see back cover for address and phone number).

SYSTEMATIC WITHDRAWAL PLAN
  Any shareholder who owns Shares with an aggregate value of $10,000 or more may
establish a Systematic Withdrawal Plan under which they redeem at net asset
value the number of full and fractional shares which will produce the monthly,
quarterly, semi-annual or annual payments specified (minimum $50.00 per
payment). Depending on the amounts withdrawn, systematic withdrawals may deplete
the investor's principal. Investors contemplating participation in this Plan
should consult their tax advisers. No additional charge to the shareholder is
made for this service.

REDEMPTION OF SHARES PURCHASED DIRECTLY THROUGH THE DISTRIBUTOR
  Redemption by Letter.  Redemptions may be made by letter to the Transfer
Agent specifying the dollar amount or number of Shares to be redeemed, account
number and the Fund. The letter must be signed in exactly the same way the
account is registered (if there is more than one owner of the Shares all must
sign). In connection with a written redemption request, all signatures of all
registered owners or authorized parties must be guaranteed by an Eligible
Guarantor Institution, which includes a domestic bank, broker, dealer, credit
union, national securities exchange, registered securities association, clearing
agency or savings association. The Fund's transfer agent, however, may reject
redemption instructions if the guarantor is neither a member or not a
participant in a signature guarantee program (currently known as "STAMP",
"SEMP", or "NYSE MPS"). Corporations, partnerships, trusts or other legal
entities may be required to submit additional documentation.

  An investor may redeem Shares in any amount by written request mailed to the
Transfer Agent at the following address:

        The Republic Funds
        c/o Investors Bank & Trust Company
        P.O. Box 1537 MFD23
        Boston, Massachusetts 02205-1537

  Checks for redemption proceeds normally will be mailed within seven days, but
will not be mailed until all checks in payment for the purchase of the Shares to
be redeemed have been cleared, which may take up to 15 days or more. Unless
other instructions are given in proper form, a check for the proceeds of a
redemption will be sent to the shareholder's address of record.

  Redemption by Wire or Telephone. An investor may redeem Shares by wire or by
telephone if he has checked the appropriate box on the Purchase Application or
has filed a Telephone Authorization Form with the Trust. These redemptions may
be paid from the Fund by wire or by check. The Trust reserves the right to
refuse telephone wire redemptions and may limit the amount involved or the
number of telephone redemptions. The telephone redemption procedure may be
modified or discontinued at any time by the Trust. Instructions for wire
redemptions are set forth in the Purchase Application. The Trust employs
reasonable procedures to confirm that instructions communicated by telephone are
genuine. For instance, the following information must be verified by the
shareholder or broker at the time a request for a telephone redemption is
effected: (1) shareholder's account number; (2) shareholder's social security
number; and (3) name and account number of shareholder's designated securities
dealer or bank. If the Trust fails to follow these or other established
procedures, it may be liable for any losses due to unauthorized or fraudulent
instructions.

  Check Redemption Service. Shareholders may redeem Shares by means of a Check
Redemption Service. If Shares are held in book credit form and the Check
Redemption Service has been elected on the Purchase Application on file with the
Trust, redemptions of Shares may be made by using redemption checks provided by
the Trust. There is no charge for this service. Checks must be written for
amounts of $250 or more, may be payable to anyone and negotiated in the normal
way. If more than one shareholder owns the Shares, all must sign the check
unless an election has been made to require only one signature on checks and
that election has been filed with the Trust.

  Shares represented by a redemption check continue to earn daily income until
the check clears the banking system. When honoring a redemption check, the Trust
causes the redemption of exactly enough full and fractional Fund Shares from an
account to cover the amount of the check. The Check Redemption Services may be
terminated at any time by the Trust.

  If the Check Redemption Service is requested for an account in the name of a
corporation or other institution, additional documents must be submitted with
the application, i.e., corporations (Certification of Corporate Resolution),
partnerships (Certification of Partnership) and trusts (Certification of
Trustees). In addition, since the share balance of each Fund account is changing
on a daily basis, the total value of a Fund account cannot be determined in
advance and a Fund account cannot be closed or entirely redeemed by check.

                         DIVIDENDS AND DISTRIBUTIONS
  The Net Income of the Fund, as defined below, is determined each Fund Business
Day (and on such other days as the Trustees deem necessary in order to comply
with Rule 22c-1 under the 1940 Act). This determination is made once during each
such day as of 12:00 noon, New York time. All the Net Income of the Fund so
determined is declared in shares of the Fund as a dividend to shareholders of
record at the time of such determination. Shares begin accruing dividends on the
day they are purchased. Dividends are distributed monthly on the last business
day of each month. Unless a shareholder elects to receive dividends in cash
(subject to the policies of the shareholder's Shareholder Servicing Agent or
securities broker), dividends are distributed in the form of additional Shares
at the rate of one share (and fraction thereof) of the Fund for each one dollar
(and fraction thereof) of dividend income.

  For this purpose the Net Income of the Fund (from the time of the immediately
preceding determination thereof) shall consist of (i) all income accrued, less
the amortization of any premium, on the assets of the Fund, less (ii) all actual
and accrued expenses determined in accordance with generally accepted accounting
principles. Interest income includes discount earned (including both original
issue and market discount) on discount paper accrued ratably to the date of
maturity, but does not include any net realized gains or losses on the assets of
the Fund. Obligations held in the Fund's portfolio are valued at amortized cost,
which the Trustees of the Trust have determined in good faith constitutes fair
value for the purposes of complying with the 1940 Act. This method provides
certainty in valuation, but may result in periods during which the stated value
of an obligation held for the Fund is higher or lower than the price the Fund
would receive if the obligation were sold. This valuation method will continue
to be used until such time as the Trustees of the Trust determine that it does
not constitute fair value for such purposes.

  Since the Net Income of the Fund is declared as a dividend each time the Net
Income of the Fund is determined, the net asset value per share of the Fund is
expected to remain at $1.00 per share immediately after each such determination
and dividend declaration. Any increase in the value of a shareholder's
investment in the Fund, representing the reinvestment of dividend income, is
reflected by an increase in the number of shares of the Fund in his account.

  It is expected that the Fund will have a positive Net Income at the time of
each determination thereof. If for any reason the Net Income of the Fund
determined at any time is a negative amount, which could occur, for instance,
upon default by an issuer of an obligation held in the Fund's portfolio, the
negative amount with respect to each shareholder account would first be offset
from the dividends declared during the month with respect to each such account.
If and to the extent that such negative amount exceeds such declared dividends
at the end of the month, the number of outstanding Shares would be reduced by
treating each shareholder as having contributed to the capital of the Fund that
number of full and fractional Shares in the account of such shareholder which
represents his proportion of the amount of such excess. Each shareholder will be
deemed to have agreed to such contribution in these circumstances by his
investment in the Fund. Thus, the net asset value per Share will be maintained
at a constant $1.00.

                                 TAX MATTERS
  This discussion is intended for general information only. An investor should
consult with his own tax advisor as to the tax consequences of an investment in
the Fund, including the status of distributions from the Fund under applicable
state or local law and the possible applicability of a federal alternative
minimum tax to a portion of the distributions from the Fund.

FEDERAL INCOME TAXES
  Each year, the Trust intends to qualify the Fund and elect that the Fund be
treated as a separate "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986, as amended (the "Code"). To so qualify, the Fund
must meet certain income, distribution and diversification requirements.
Provided such requirements are met and all investment company taxable income and
realized capital gains of the Fund are distributed to shareholders in accordance
with the timing requirements imposed by the Code, no federal (or New York State
or New York City) income or excise taxes will be paid by the Fund on amounts so
distributed.

  After the end of each calendar year, each shareholder receives a statement
setting forth the federal, New York State and New York City personal income tax
status of all dividends and capital gains distributions, if any, made during
that calendar year.

  In accordance with the Fund's investment objective, it is expected that most
of the Fund's net income will be attributable to interest from Municipal
Obligations and, as a result, most of the dividends to Fund shareholders will be
designated by the Trust as "exempt-interest dividends" under the Code, which may
be treated as items of interest excludible from a shareholder's gross income.
Since the preservation of capital and liquidity are important aspects of the
Fund's investment objective, the Trust may from time to time invest a portion of
the Fund's assets in short-term obligations the interest on which is not exempt
from federal income taxes. Moreover, dividends attributable to interest on
certain Municipal Obligations which may be purchased for the Fund may be treated
as a tax preference item for shareholders potentially subject to an alternative
minimum tax and all exempt-interest dividends may increase a corporate
shareholder's alternative minimum tax. Although it is not intended, it is
possible that the Fund may realize short-term or long-term capital gains or
losses from its portfolio transactions. Any distributions from net short-term
capital gains would be taxable to shareholders as ordinary income and any
distributions from net long-term capital gains would be taxable to shareholders
as long-term capital gains regardless of how long they have held their shares.

  Dividends and capital gains distributions, if any, paid to shareholders are
treated in the same manner for federal, New York State and New York City income
tax purposes whether received in cash or reinvested in additional shares of the
Fund.

  The Code provides that interest on indebtedness incurred, or continued, to
purchase or carry shares of the Fund is not deductible. Further, exempt-interest
dividends are taken into account in calculating the amount of social security
and railroad retirement benefits that may be subject to federal income tax.
Finally, entities or persons who may be "substantial users" (or persons related
to "substantial users") of facilities financed by industrial development bonds
should consult their tax advisors before purchasing shares of the Fund.

STATE AND LOCAL TAXES
  The exemption for federal income tax purposes of dividends derived from
interest on Municipal Obligations does not necessarily result in an exemption
under the income or other tax laws of any state or local taxing authority.
However, to the extent that dividends are derived from interest on New York
Municipal Obligations, the dividends will also be excluded from the gross income
of a New York individual resident shareholder for New York State and New York
City personal income tax purposes.

  DIVIDENDS FROM THE FUND ARE NOT EXCLUDED IN DETERMINING NEW YORK STATE OR NEW
YORK CITY FRANCHISE TAXES ON CORPORATIONS AND FINANCIAL INSTITUTIONS.

  The Trust is organized as a Massachusetts business trust and, under current
law, is not liable for any income or franchise tax in the Commonwealth of
Massachusetts as long as each series of the Trust (including the Fund) qualifies
as a "regulated investment company" under the Code.

              DESCRIPTION OF SHARES, VOTING RIGHTS AND LIABILITIES
  The Trust's Declaration of Trust permits the Trustees to issue an unlimited
number of full and fractional Shares of Beneficial Interest (par value $0.001
per share) and to divide or combine the shares into a greater or lesser number
of shares without thereby changing the proportionate beneficial interests in the
Trust. The shares of each series participate equally in the earnings, dividends
and assets of the particular series. Currently, the Trust has six series of
shares, each of which constitutes a separately managed fund. The Trust reserves
the right to create additional series of shares. The Trust may authorize the
creation of multiple classes of shares of separate series of the Trust.
Currently, the Fund is divided into two classes of shares.

  Each share of each class of the Fund represents an equal proportionate
interest in the Fund with each other share of that class. Shares have no
preference, pre-emptive, conversion or similar rights. Shares when issued are
fully paid and non-assessable, except as set forth below. Shareholders are
entitled to one vote for each share held on matters on which they are entitled
to vote. Each Shareholder Servicing Agent has agreed to transmit all proxies and
voting materials from the Trust to their customers who are beneficial owners of
the Fund and such Shareholder Servicing Agents have agreed to vote as instructed
by such customers. The Trust is not required and has no current intention to
hold annual meetings of shareholders, although the Trust will hold special
meetings of Fund shareholders when in the judgment of the Trustees of the Trust
it is necessary or desirable to submit matters for a shareholder vote.
Shareholders of each series generally vote separately, for example, to approve
investment advisory agreements or changes in fundamental investment policies or
restrictions, but shareholders of all series may vote together to the extent
required under the 1940 Act, such as in the election or selection of Trustees,
principal underwriters and accountants for the Trust. Shares of each class of a
series represent an equal pro rata interest in such series and, generally, have
identical voting, dividend, liquidation, and other rights, preferences, powers,
terms and conditions, except that: (a) each class shall have a different
designation; (b) each class of shares shall bear any class expenses; and (c)
each class shall have exclusive voting rights on any matter submitted to
shareholders that relate solely to its distribution arrangement, and each class
shall have separate voting rights on any matter submitted to shareholders in
which the interests of one class differ from the interests of any other class.

  Shareholders of the Fund have under certain circumstances (e.g., upon
application and submission of certain specified documents to the Trustees by a
specified number of shareholders) the right to communicate with other
shareholders of the Trust in connection with requesting a meeting of
shareholders of the Trust for the purpose of removing one or more Trustees.
Shareholders of the Trust also have the right to remove one or more Trustees
without a meeting by a declaration in writing subscribed to by a specified
number of shareholders. Upon liquidation or dissolution of the Fund,
shareholders of the Fund would be entitled to share pro rata in the net assets
of the Fund available for distribution to shareholders.

  The Trust's Declaration of Trust provides that, at any meeting of shareholders
of the Fund or the Trust, a Shareholder Servicing Agent may vote any shares as
to which such Shareholder Servicing Agent is the agent of record and which are
otherwise not represented in person or by proxy at the meeting, proportionately
in accordance with the votes cast by holders of all shares otherwise represented
at the meeting in person or by proxy as to which such Shareholder Servicing
Agent is the agent of record. Any shares so voted by a Shareholder Servicing
Agent will be deemed represented at the meeting for purposes of quorum
requirements.

  The Trust is an entity of the type commonly known as a "Massachusetts business
trust". Under Massachusetts law, shareholders of such a business trust may,
under certain circumstances, be held personally liable as partners for its
obligations. However, the risk of a shareholder incurring financial loss on
account of shareholder liability is limited to circumstances in which both
inadequate insurance existed and the Trust itself was unable to meet its
obligations.

                           PERFORMANCE INFORMATION
  From time to time the Trust may provide annualized "yield", "effective yield"
and "tax equivalent yield" quotations for the Fund in advertisements,
shareholder reports or other communications to shareholders and prospective
investors. The methods used to calculate the Fund's yield, effective yield and
tax equivalent yield are mandated by the Securities and Exchange Commission. The
"yield" of the Fund refers to the income generated by an investment in the Fund
over a seven day period (which period will be stated in any such advertisement
or communication). This income is then "annualized". That is, the amount of
income generated by the investment during that seven day period is assumed to be
generated each week over a 365 day period and is shown as a percentage of the
investment. The "effective yield" is calculated similarly, but when annualized
the income earned by the investment during that seven day period is assumed to
be reinvested. The effective yield will be slightly higher than the yield
because of the compounding effect of this assumed reinvestment. The "tax
equivalent yield" refers to the yield that a fully taxable money market fund
would have to generate, given a stated aggregate state and local income tax
rate, in order to produce an after-tax yield equivalent to that of the Fund. The
use of a tax equivalent yield allows investors to compare the yield of the Fund,
all or a significant portion of which is exempt from federal, New York State and
New York City personal income taxes, with yields of funds which are not so tax
exempt.

  Since these yield, effective yield and tax equivalent yield quotations are
based on historical earnings and since the Fund's yield, effective yield and tax
equivalent yield fluctuate from day to day, these quotations should not be
considered as an indication or representation of the Fund's yield, effective
yield or tax equivalent yield in the future. Any performance information should
be considered in light of the Fund's investment objective and policies,
characteristics and quality of the Fund's portfolio and the market conditions
during the time period indicated, and should not be considered to be
representative of what may be achieved in the future. From time to time the
Trust may also use comparative performance information in such an advertisement
or communication, including the performance of unmanaged indices, the
performance of the Consumer Price Index (as a measure for inflation), and data
from Lipper Analytical Services, Inc., Bank Rate MonitorTM, IBC/Donoghue's Money
Fund Report and other industry publications.

  Unlike some bank deposits or other investments which pay a fixed yield for a
stated period of time, the yield of the Fund varies based on the type, quality
and maturities of the obligations held for the Fund, fluctuations in short-term
interest rates, and changes in the expenses of the Fund. These factors and
possible differences in the methods used to calculate yields should be
considered when comparing the yield of the Fund to yields published for other
investment companies or other investment vehicles.

  A Shareholder Servicing Agent or a securities broker may charge its customers
direct fees in connection with an investment in the Fund, which will have the
effect of reducing the net return on the investment of customers of that
Shareholder Servicing Agent or that securities broker. Conversely, the Trust has
been advised that certain Shareholder Servicing Agents may credit to the
accounts of their customers from whom they are already receiving other fees
amounts not exceeding such other fees or the fees received by the Shareholder
Servicing Agent from the Fund, which will have the effect of increasing the net
return on the investment of such customers of those Shareholder Servicing
Agents. Such customers may be able to obtain through their Shareholder Servicing
Agent or securities broker quotations reflecting such decreased or increased
return.

  The yield, effective yield and tax equivalent yield of the Fund are not fixed
or guaranteed, and an investment in the Fund is not insured. The Trust's
Statement of Additional Information with respect to the Fund includes more
detailed information concerning the calculation of yield, effective yield and
tax equivalent yield quotations for the Fund.

SHAREHOLDER INQUIRIES
  All shareholder inquiries should be directed to the Trust, 6 St. James
Avenue, Boston, Massachusetts 02116.

  GENERAL AND ACCOUNT INFORMATION                 (800) 782-8183 (TOLL FREE)
                             --------------------

  The Trust's Statement of Additional Information, dated May 22, 1996, with
respect to the Fund contains more detailed information about the Fund, including
information related to (i) the Fund's investment restrictions, (ii) the Trustees
and officers of the Trust and the Adviser and Sponsor of the Fund, (iii)
portfolio transactions, (iv) the Fund's shares, including rights and liabilities
of shareholders, and (v) additional yield information, including the method used
to calculate the annualized yield, effective yield and tax equivalent yield of
the Fund.
<PAGE>
                                                                    APPENDIX A

                     DESCRIPTION OF MUNICIPAL OBLIGATIONS
  There are four major varieties of state and municipal notes: Tax and Revenue
Anticipation Notes ("TRANs"); Tax Anticipation Notes ("TANs"); Revenue
Anticipation Notes ("RANs"); and Bond Anticipation Notes ("BANs").

  TRANs, TANs and RANs are issued by states, municipalities and other tax-exempt
issuers to finance short-term cash needs or, occasionally, to finance
construction. Most TRANs, TANs and RANs are general obligations of the issuing
entity payable from taxes or designated revenues, respectively, expected to be
received within the related fiscal period.

  BANs are issued with the expectation that principal and interest of the
maturing notes will be paid out of proceeds from notes or bonds to be issued
concurrently or at a later date. BANs are issued by both general obligation and
revenue bond issuers usually to finance such items as land acquisition, facility
acquisition and/or construction and capital improvement projects.

  Municipal bonds are debt obligations of states, cities, counties,
municipalities and municipal agencies and authorities (all of which are
generally referred to as "municipalities") which generally have a maturity at
the time of issue of one year or more and which are issued to raise funds for
various public purposes such as construction of a wide range of public
facilities, to refund outstanding obligations and to obtain funds for
institutions and facilities.

  The two principal classifications of municipal bonds are "general obligation"
and "revenue" bonds. General obligation bonds are secured by the issuer's pledge
of its full faith, credit and taxing power for the payment of principal and
interest. Issuers of general obligation bonds include states, counties, cities,
towns and other governmental units. The principal of, and interest on, revenue
bonds are payable from the income of specific projects or authorities and
generally are not supported by the issuer's general power to levy taxes. In some
cases, revenues derived from specific taxes are pledged to support payments on a
revenue bond.

  In addition, certain kinds of industrial development bonds ("IDBs") are issued
by or on behalf of public authorities to provide funding for various privately
operated industrial facilities such as warehouse, office, plant and store
facilities, and environmental and pollution control facilities. Interest on the
IDBs is generally exempt, with certain exceptions, from federal income tax
pursuant to Section 103(a) of the Internal Revenue Code, provided the issuer and
corporate obligor thereof continue to meet certain conditions. IDBs are, in most
cases, revenue bonds and do not generally constitute the pledge of the credit of
the issuer of such bonds. The payment of the principal and interest on IDBs
usually depends solely on the ability of the user of the facilities financed by
the bonds or other guarantor to meet its financial obligations and, in certain
instances, the pledge of real and personal property as security for payment. In
the case of many IDBs, there is no established secondary market for their
purchase or sale and therefore they may not be readily marketable. However, the
IDBs or the participation interests in IDBs purchased by the Fund will have
liquidity because they generally will be supported by demand features to "high
quality" banks, insurance companies or other financial institutions which may be
exercised by the Fund. In some cases, these demand features may not be
exercisable in the event of a default on the underlying IDB. (See "Investment
Objective, Policies and Restrictions -- Variable Rate Instruments and
Participation Interests" in the Statement of Additional Information.)

                           DESCRIPTION OF RATINGS*
  The ratings of Moody's Investors Service, Inc., Standard & Poor's Corporation
and Fitch Investors Service, Inc. represent their opinions as to the quality of
various debt obligations. It should be emphasized, however, that ratings are not
absolute standards of quality. Consequently, Municipal Obligations with the same
maturity, coupon and rating may have different yields while Municipal
Obligations of the same maturity and coupon with different ratings may have the
same yield.

- ----------
*As described by the rating agencies. Ratings are generally given to securities
 at the time of issuance. While the rating agencies may from time to time revise
 such ratings, they undertake no obligation to do so.

               DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S
                     TWO HIGHEST LONG-TERM DEBT RATINGS:
  Aaa -- Bonds which are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and generally are referred to as
"gilt edge". Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.

  Aa -- Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what generally are known as
high grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities, or fluctuation of
protective elements may be of greater amplitude, or there may be other elements
present which make the long-term risks appear somewhat larger than in Aaa
securities.

        Note: Those bonds in the Aa group which Moody's believes
              possess the strongest investment attributes are
              designated by the symbol Aa 1.

          DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S TWO HIGHEST
                      RATINGS OF STATE AND MUNICIPAL NOTES:
  Moody's ratings for state and municipal short-term obligations will be
designated Moody's Investment Grade ("MIG"). Such ratings recognize the
differences between short-term credit risk and long-term risk. Factors affecting
the liquidity of the borrower and short-term cyclical elements are critical in
short-term ratings, while other factors of major importance in bond risk, such
as long-term secular trends, may be less important over the short run. A
short-term rating may also be assigned on an issue having a demand feature. Such
ratings will be designated as "VMIG" or, if the demand feature is not rated, as
"NR". Short-term ratings on issues with demand features are differentiated by
the use of the "VMIG" symbol to reflect such characteristics as payment upon
periodic demand rather than fixed maturity dates and payment relying on external
liquidity. Additionally, investors should be alert to the fact that the source
of payment may be limited to the external liquidity with no or limited legal
recourse to the issuer in the event the demand is not met. Symbols used are as
follows:

  MIG 1/VMIG 1 -- Notes bearing this designation are of the best quality, with
strong protection from established cash flows, superior liquidity support or
demonstrated broad-based access to the market for refinancing.

  MIG 2/VMIG 2 -- Notes bearing this designation are of high quality, with
margins of protection ample although not so large as in the preceding group.

                DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S
                      TWO HIGHEST COMMERCIAL PAPER RATINGS:
  Moody's commercial paper ratings are opinions of the ability of issuers to
repay punctually senior short-term debt obligations not having an original
maturity in excess of one year.

  Issuers rated PRIME-1 (or related supporting institutions) have a superior
capacity for repayment of senior short-term debt obligations. Prime-1 repayment
capacity will normally be evidenced by the following characteristics: (1)
leading market positions in well established industries; (2) high rates of
return on funds employed; (3) conservative capitalization structures with
moderate reliance on debt and ample asset protection; (4) broad margins in
earnings coverage of fixed financial charges and high internal cash generation;
and (5) well established access to a range of financial markets and assured
sources of alternate liquidity.

  Issuers rated PRIME-2 (or related supporting institutions) have a strong
capacity for repayment of senior short-term debt obligations. This will normally
be evidenced by many of the characteristics cited above but to a lesser degree.
Earnings trends and coverage ratios, while sound, will be more subject to
variation. Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.

                 DESCRIPTION OF STANDARD & POOR'S CORPORATION'S
                       TWO HIGHEST LONG-TERM DEBT RATINGS:
  AAA -- Debt rated AAA has the highest rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

  AA -- Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in small degree.

  Plus (+) or Minus (-): The AA rating may be modified by the addition of a plus
or minus sign to show relative standing within the AA rating category.

           DESCRIPTION OF STANDARD & POOR'S CORPORATION'S TWO HIGHEST
                      RATINGS OF STATE AND MUNICIPAL NOTES:
  A Standard & Poor's note rating reflects the liquidity concerns and market
access risks unique to notes. Notes due in three years or less will likely
receive a note rating. Notes maturing beyond three years will most likely
receive a long-term debt rating. The following criteria will be used in making
that assessment:

  -- Amortization schedule (the larger the final maturity relative to other
     maturities the more likely it will be treated as a note).

  -- Source of payment (the more dependent the issue is on the market for its
     refinancing, the more likely it will be treated as a note).

  Note rating symbols are as follows:

    SP-1 -- Very strong or strong capacity to pay principal and interest.
            Those issues determined to possess overwhelming safety
            characteristics are given a plus (+) designation.

    SP-2 -- Satisfactory capacity to pay principal and interest.

                 DESCRIPTION OF STANDARD & POOR'S CORPORATION'S
                      TWO HIGHEST COMMERCIAL PAPER RATINGS:
  A Standard & Poor's commercial paper rating is a current assessment of the
likelihood of timely payment of debt having an original maturity of no more than
365 days.

  A -- Issues assigned this highest rating are regarded as having the greatest
capacity for timely payment. Issues in this category are delineated with the
numbers 1, 2 and 3 to indicate the relative degree of safety.

  A-1 -- This designation indicates that the degree of safety regarding timely
payment is either overwhelming or very strong. Those issues determined to
possess overwhelming safety characteristics are denoted with a plus (+) sign
designation.

  A-2 -- Capacity for timely payment on issues with this designation is strong.
However, the relative degree of safety is not as high as for issues designated
A-1.

         DESCRIPTION OF STANDARD & POOR'S CORPORATION'S DUAL RATINGS:
  Standard & Poor's assigns "dual" ratings to all long-term debt issues that
have as part of their provisions a demand or double feature.

  The first rating addresses the likelihood of repayment of principal and
interest as due, and the second rating addresses only the demand feature. The
long-term debt rating symbols are used for bonds to denote the long-term
maturity and the commercial paper rating symbols are used to denote the put
option (for example, "AAA/A-1+"). For demand notes, the note rating symbols are
used with the commercial paper symbols (for example, "SP-1+/A-1+").

                 DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S
                            TWO HIGHEST BOND RATINGS:
  The rating takes into consideration special features of the issue, its
relationship to other obligations of the issuer, the current and prospective
financial condition and operating performance of the issuer and any guarantor,
as well as the economic and political environment that might affect the issuer's
future financial strength and credit quality.

  AAA -- Bonds considered to be investment grade and of the highest credit
quality. The obligor has an exceptionally strong ability to pay interest and
repay principal, which is unlikely to be affected by reasonably foreseeable
events.

  AA -- Bonds considered to be investment grade and of very high credit quality.
The obligor's ability to pay interest and repay principal is very strong,
although not quite as strong as bonds rated "AAA". Because bonds rated in the
"AAA" and "AA" categories are not significantly vulnerable to foreseeable future
developments, short-term debt of these issuers is generally rated "F-1+".

  Plus (+) or Minus (-): The AA rating may be modified by the addition of a plus
or minus sign to show relative standing within the AA rating category.

           DESCRIPTION OF FITCH INVESTORS SERVICE, INC'S THREE HIGHEST
                      RATINGS OF STATE AND MUNICIPAL NOTES:
  The short-term rating places greater emphasis than a long-term rating on the
existence of liquidity necessary to meet the issuer's obligations in a timely
manner.

  F-1+ -- Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

  F-1 -- Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
"F-1+".

  F-2 -- Good Credit Quality. Issues assigned this rating have a satisfactory
degree of assurance for timely payment, but the margin of safety is not as great
as for issues assigned "F-1+" and "F-1" ratings.

                 DESCRIPTION OF FITCH INVESTORS SERVICE, INC.'S
                     THREE HIGHEST COMMERCIAL PAPER RATINGS:
  The short-term rating places greater emphasis than a long-term rating on the
existence of liquidity necessary to meet the issuer's obligations in a timely
manner.

  F-1+ -- Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

  F-1 -- Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
"F-1+".

  F-2 -- Good Credit Quality. Issues assigned this rating have a satisfactory
degree of assurance for timely payment, but the margin of safety is not as great
as for issues assigned "F-1+" and "F-1" ratings.


<PAGE>
                                                                    APPENDIX B
                       TAXABLE EQUIVALENT YIELD TABLES
    The tables below show the approximate taxable yields which are equivalent to
tax-exempt yields, for the ranges indicated, under (i) federal and New York
State personal income tax laws, and (ii) federal, New York State and New York
City personal income tax laws, in each case based upon the applicable 1995
rates. Such yields may differ under the laws applicable to subsequent years if
the effect of any such law is to change any tax bracket or the amount of taxable
income which is applicable to a tax bracket. Separate calculations, showing the
applicable taxable income brackets, are provided for investors who file single
returns and for those investors who file joint returns. For cases in which two
or more state (or city) brackets fall within a federal bracket, the highest
state (or city) bracket is combined with the federal bracket. The combined
income tax brackets shown reflect the fact that state and city income taxes are
currently deductible as an itemized deduction for federal tax purposes (however,
a taxpayer's itemized deductions may be subject to an overall limitation, the
effect of which has not been taken into account in preparing these tables).

<TABLE>
<CAPTION>
                                           FEDERAL AND NEW YORK STATE TABLE
- -----------------------------------------------------------------------------------------------------------------------------------
            TAXABLE INCOME*                                                         TAX-EXEMPT YIELD
- ---------------------------------------    INCOME     -----------------------------------------------------------------------------
      SINGLE               JOINT             TAX      2.00%   2.50%   3.00%   3.50%   4.00%   4.50%   5.00%  5.50%   6.00%   6.50%
      RETURN               RETURN         BRACKET**                         EQUIVALENT TAXABLE YIELD
- -------------------  ------------------  -----------  -----------------------------------------------------------------------------
<S>        <C>        <C>      <C>         <C>        <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>     <C>   
  $      0-$ 23,350   $      0-$ 39,000    21.45%     2.55%   3.18%   3.82%   4.46%   5.09%   5.73%   6.37%   7.00%   7.64%   8.27%
  $ 23,351-$ 56,550   $ 39,001-$ 94,250    33.47%     3.01%   3.76%   4.51%   5.26%   6.01%   6.76%   7.52%   8.27%   9.02%   9.77%
  $ 56,551-$117,950   $ 94,251-$143,600    36.24%     3.14%   3.92%   4.71%   5.49%   6.27%   7.06%   7.84%   8.63%   9.41%  10.19%
  $117,951-$256,500   $143,601-$256,500    40.86%     3.38%   4.23%   5.07%   5.92%   6.76%   7.61%   8.45%   9.30%  10.15%  10.99%
      Over $256,500       Over $256,500    44.19%     3.58%   4.48%   5.38%   6.27%   7.17%   8.06%   8.96%   9.85%  10.75%  11.65%
<FN>
- ----------
 *Net amount subject to federal and New York State personal income tax after deductions and exemptions.
**Effective combined federal and state tax bracket. This table does not take into account: (i) any taxes other than the regular
  federal income tax and the regular New York State personal income tax; or (ii) the New York State tax table benefit recapture
  tax. Also, it is assumed that: (i) there are no federal or New York State minimum taxes applicable; (ii) a shareholder has no
  net capital gain; and (iii) a shareholder's taxable income for federal income tax purposes is the same as his or her taxable
  income for New York State income tax purposes. Also, this table does not reflect the fact that, due to factors including the
  federal phase-out of personal exemptions and reduction of certain itemized deductions for taxpayers whose adjusted gross income
  exceed specified thresholds, a shareholder's effective marginal tax rate may differ from his or her tax bracket rate.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                              FEDERAL, NEW YORK STATE AND NEW YORK CITY TABLE
- -----------------------------------------------------------------------------------------------------------------------------------
            TAXABLE INCOME*                                                         TAX-EXEMPT YIELD
- ---------------------------------------    INCOME     -----------------------------------------------------------------------------
      SINGLE               JOINT             TAX      2.00%   2.50%   3.00%   3.50%   4.00%   4.50%   5.00%  5.50%   6.00%   6.50%
      RETURN               RETURN         BRACKET**                         EQUIVALENT TAXABLE YIELD
- -------------------  ------------------  -----------  -----------------------------------------------------------------------------
<S>        <C>        <C>      <C>         <C>        <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>     <C>   
  $      0   23,350   $      0-$ 39,000    25.19%     2.67%   3.34%   4.01%   4.68%   5.35%   6.02%   6.68%   7.35%   8.02%   8.69%
  $ 23,351-$ 56,550   $ 39,001-$ 94,250    36.64%     3.16%   3.96%   4.73%   5.52%   6.31%   7.10%   7.89%   8.68%   9.47%  10.26%
  $ 56,551-$117,950   $ 94,251-$143,600    37.32%     3.30%   4.12%   4.94%   5.77%   6.59%   7.42%   8.24%   9.06%   9.89%  10.71%
  $117,951-$256,500   $143,601-$256,500    43.71%     3.55%   4.44%   5.33%   6.22%   7.11%   7.99%   8.88%   9.77%  10.66%  11.55%
      Over $256,500       Over $256,500    46.88%     3.77%   4.71%   5.65%   6.59%   7.53%   8.47%   9.41%  10.35%  11.30%  12.24%
<FN>
- ----------
 *Net amount subject to federal, New York State and New York City personal income tax after deductions and exemptions.
**Effective combined federal, state and city tax bracket. This table does not take into account: (i) any taxes other than the
  regular federal income tax, the regular New York State personal income tax, and the regular New York City personal income tax
  (including the temporary tax surcharge and the additional tax); or (ii) the New York State tax table benefit recapture tax.
  Also, it is assumed that: (i) there are no federal, state or city minimum taxes applicable; (ii) a shareholder has no net
  capital gain; and (iii) a shareholder's taxable income for federal income tax purposes is the same as his or her income for
  state and city tax purposes. Also, this table does not reflect the fact that, due to factors including the federal phase-out of
  personal exemptions and reduction of certain itemized deductions for taxpayers whose adjusted gross income exceed specified
  thresholds, a shareholder's effective marginal tax rate may differ from his or her tax bracket rate.
</TABLE>

    While it is expected that most of the dividends paid to the shareholders of
the Fund will be exempt from federal, New York State and New York City personal
income taxes, portions of such dividends from time to time may be subject to
such taxes.
<PAGE>
REPUBLIC
- --------------------------------------------------------------------------------
NEW YORK TAX-FREE
- --------------------------------------------------------------------------------
MONEY MARKET FUND
- --------------------------------------------------------------------------------



INVESTMENT ADVISER
Republic National Bank of New York
452 Fifth Avenue
New York, NY 10018

ADMINISTRATOR, DISTRIBUTOR AND SPONSOR
Signature Broker-Dealer Services, Inc.
6 St. James Avenue
Boston, MA 02116
(617) 423-0800

CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183

INDEPENDENT AUDITORS
KPMG Peat Marwick
99 High Street
Boston, MA 02110

LEGAL COUNSEL
Dechert Price & Rhoads
1500 K Street, N.W.
Washington, D.C. 20005

SHAREHOLDER SERVICING AGENTS
Republic National Bank of New York
Republic Bank For Savings
452 Fifth Avenue
New York, NY 10018
(800) 782-8183

FOR NON-REPUBLIC CLIENTS
Investors Bank & Trust Company
89 South Street
Boston, MA 02111
(800) 782-8183


RF2C Class(5/96)



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