RAINBOW FUND INC
NSAR-B, 2001-01-08
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                                   FORM N-SAR
                                  ANNUAL REPORT
                       FOR REGISTERED INVESTMENT COMPANIES



          Registrant Name:          THE RAINBOW FUND, INC.

          File Number:              811-1476

          Registrant CIK Number:    0000081810


<PAGE>

 Report as of the end of semiannual period:   /  /      (a)
                            or fiscal year: 10/31/2000  (b)
     Is this a transition report? (Y or N): N
Is this form being completed by the registrant? (Y or N): Y
Is this an amendment to a previous filing? (Y or N): N
Is this a change to a previous filing? (Y or N): N

1.A)  Registrant Name:  THE RAINBOW FUND, INC.
  B)  File Number:      811-1476
  C)  Telephone Number: 212-313-3816
2.A)  Street: 1 WORLD TRADE CENTER, SUITE 8735
  B)  City: NEW YORK             C) State: NY D) Zip Code: 10048 Zip Ext.:
  E)  Foreign Country:                     Foreign Postal Code:

3. Is this the first filing on this form by the Registrant?(Y or N) ----- N
4. Is this the last filing on this form by the Registrant?(Y or N) ------ N
5. Is Registrant a small business investment company (SBIC)?(Y or N) ---- N
6. Is Registrant a unit investment trust (UIT)?(Y or N) ----------------- N

7.A)  Is Registrant a series or multiple portfolio company?(Y or N) ----- N
  B)  How many separate series or portfolios did Registrant have
      at the end of the period? -----------------------------------------  0

                              SCREEN NUMBER:  1
<PAGE>

7.C)  List the name of each series or portfolio and give a consecutive number
        to each series or portfolio starting with the number 1. USE THIS SAME
        NUMERICAL DESIGNATION FOR EACH SERIES OR PORTFOLIO IN THE SERIES IN-
        FORMATION BLOCK IN THE TOP RIGHT CORNER OF THE SCREENS SUBMITTED IN
        THIS FILING AND IN ALL SUBSEQUENT FILINGS ON THIS FORM.  THIS INFOR-
        MATION IS REQUIRED EACH TIME THE FORM IS FILED.

                                                                Is this the
    Series                                                      last filing
    Number                       Series Name                  for this series?
                                                                 (Y or N)
       1
       2
       3
       4
       5
       6
       7
       8
       9
      10


                               SCREEN NUMBER:  2


<PAGE>

                                                          This page is being
     INVESTMENT ADVISER/SUB-ADVISER                       filed for series  0.

8.A) Adviser Name (if any): FURMAN, ANDERSON
  B) Is this an Adviser or Sub-adviser? (A/S): A
  C) File Number: 801-18547
  D) City: NEW YORK             State: NY Zip Code: 10048 Zip Ext.:
     Foreign Country:                      Foreign Postal Code:

8.A) Adviser Name (if any):
  B) Is this an Adviser or Sub-adviser? (A/S):
  C) File Number: 801-
  D) City:                      State:    Zip Code:       Zip Ext.:
     Foreign Country:                      Foreign Postal Code:

8.A) Adviser Name (if any):
  B) Is this an Adviser or Sub-adviser? (A/S):
  C) File Number: 801-
  D) City:                      State:    Zip Code:       Zip Ext.:
     Foreign Country:                      Foreign Postal Code:


                              SCREEN NUMBER:  3

<PAGE>

                                                          This page is being
     ADMINISTRATOR                                        filed for series  0.

10.A) Administrator Name (if any):
   B) File Number (if any):
   C) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:

10.A) Administrator Name (if any):
   B) File Number (if any):
   C) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:

10.A) Administrator Name (if any):
   B) File Number (if any):
   C) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:

10.A) Administrator Name (if any):
   B) File Number (if any):
   C) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:


                              SCREEN NUMBER:  4

<PAGE>

                                                          This page is being
     PRINCIPAL UNDERWRITER                                filed for series  0.

11.A) Underwriter Name (if any):
   B) File Number: 8-
   C) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:

11.A) Underwriter Name (if any):
   B) File Number: 8-
   C) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:

11.A) Underwriter Name (if any):
   B) File Number: 8-
   C) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:

11.A) Underwriter Name (if any):
   B) File Number: 8-
   C) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:


                              SCREEN NUMBER:  5

<PAGE>

                                                          This page is being
     SHAREHOLDER SERVICING AGENT                          filed for series  0.

12.A) Agent Name (if any): INVESTOR DATA SERVICE
   B) File Number (if any): 84-01425
   C) City: NEW YORK             State: NY Zip Code: 10048  Zip Ext.:


12.A) Agent Name (if any):
   B) File Number (if any):
   C) City:                      State:    Zip Code:       Zip Ext.:


12.A) Agent Name (if any):
   B) File Number (if any):
   C) City:                      State:    Zip Code:       Zip Ext.:


12.A) Agent Name (if any):
   B) File Number (if any):
   C) City:                      State:    Zip Code:       Zip Ext.:


                              SCREEN NUMBER:  6

<PAGE>

                                                          This page is being
     INDEPENDENT PUBLIC ACCOUNTANT                        filed for series  0.

13.A) Accountant Name: TAIT, WELLER & BAKER
   B) City: PHILADELPHIA         State: PA Zip Code: 19103 Zip Ext.:
      Foreign Country:                      Foreign Postal Code:


13.A) Accountant Name:
   B) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:


13.A) Accountant Name:
   B) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:


13.A) Accountant Name:
   B) City:                      State:    Zip Code:       Zip Ext.:
      Foreign Country:                      Foreign Postal Code:


                              SCREEN NUMBER:  7

<PAGE>

                                                          This page is being
     AFFILIATED BROKER/DEALER                             filed for series  0.

14.A) Broker/Dealer Name (if any):
   B) File Number: 8-


14.A) Broker/Dealer Name (if any):
   B) File Number: 8-


14.A) Broker/Dealer Name (if any):
   B) File Number: 8-


14.A) Broker/Dealer Name (if any):
   B) File Number: 8-


14.A) Broker/Dealer Name (if any):
   B) File Number: 8-


                              SCREEN NUMBER:  8

<PAGE>

                                                          This page is being
     CUSTODIAN/SUB-CUSTODIAN                              filed for series  0.

15.A) Custodian/Sub-custodian: FIRSTAR BANK, N.A.
   B) Is this a Custodian or Sub-custodian? (C/S): C
   C) City: CINCINNATI           State: OH Zip Code: 45201 Zip Ext.:
   D) Foreign Country:                      Foreign Postal Code:

   E) Mark ONE of the following with an 'X':

                                 TYPE OF CUSTODY

                Member Nat'l                 Foreign     Insurance Co.
     Bank       Sec. Exchg.       Self      Custodian      Sponsor
 Sec.17(f)(1)    Rule 17f-1    Rule 17f-2   Rule 17f-5    Rule 26a-2    Other
 ------------   ------------   ----------   ----------   -------------  -----

      X



                              SCREEN NUMBER:  9

<PAGE>

                                                          This page being
                                                          filed for series  0.

18. Does Registrant's/Series' custodian(s) maintain some
     or all of Registrant's/Series' securities in a central
     depository or book-entry system pursuant to Rule 17f-4? (Y or N)  Y

19.  Family of investment companies information:

   A)  Is Registrant part of a family of investment companies? (Y or N)  N

   B)  If 'Y' (Yes), state the number of registered management
         investment companies in the family:    0
         (NOTE: Count as a separate company each series of a series company
                and each portfolio of a multiple portfolio company; exclude
                all series of unit investment trusts from this number.)

   C)  Identify the family using 10 letters:
         (NOTE: In filing this form, use this identification consistently for
                all investment companies in the family including any unit
                investment trusts. This designation is for purposes of
                this form only.)


                              SCREEN NUMBER: 10

<PAGE>

20. Brokerage commissions paid on portfolio transactions of Registrant:

 List the 10 brokers which received the largest amount of brokerage commissions
 (excluding dealer concessions in underwritings) by virtue of direct or in-
 direct participation in Registrant's portfolio transactions, set forth in
 order of size of gross commissions during the current reporting period:
(FOR SERIES COMPANIES, ITEMS 20 & 21 MUST BE ANSWERED IN TOTAL FOR ALL SERIES)
                                                                  Commissions
               Name of Broker                      IRS Number       Received
                                                                (000's omitted)
  BEAR STEARNS & CO.                               13-3604093             20
  DAIN RAUSCHER                                    41-1416330             10
                                                                           0
                                                                           0
                                                                           0
                                                                           0
                                                                           0
                                                                           0
                                                                           0
                                                                           0

21. Aggregate brokerage commissions paid by Registrant
    during current reporting period (000's omitted):


                              SCREEN NUMBER: 11

<PAGE>

22. Registrant's portfolio transactions with entities acting as principals:

 List the 10 entities acting as principals with whom Registrant did the largest
 amount of portfolio transactions (include all short-term obligations, and U.S.
 Gov't. & tax-free securities) in both the secondary market & in underwritten
 offerings set forth in order of size based upon total value of principal
 transactions during the current reporting period: (FOR SERIES COMPANIES, ITEMS
 22 AND 23 MUST BE ANSWERED IN TOTAL FOR ALL SERIES)

                                                          Registrant  Sales by
              Name of Entity                  IRS Number  Purchases  Registrant
                                                             (000's omitted)
                                                              0          0
                                                              0          0
                                                              0          0
                                                              0          0
                                                              0          0
                                                              0          0
                                                              0          0
                                                              0          0
                                                              0          0
                                                              0          0

23. Aggregate principal purchase/sale transactions of Registrant during current
    reporting period. C. Total Purchases:         0 D. Total Sales:         0
    (000's omitted)


                              SCREEN NUMBER: 12

<PAGE>

                                                          This page being
                                                          filed for series  0.






24. At the end of the current period, did the Registrant/Series hold any
     securities of the Registrant's/Series' regular brokers or dealers or
     of the parents of such brokers or dealers that derive more than 15%
     of gross revenue from securities-related activities? (Y or N): N




     NOTE: If answer is 'N' (No), please go on to screen 15.







                              SCREEN NUMBER: 13

<PAGE>

                                                          This page being
                                                          filed for series  0.

25. List below the information requested about Registrant's/Series' holdings of
    the securities of the Registrant's/Series' regular brokers or dealers or of
    their parents that derive more than 15% of gross revenues from securities-
    related activities:
                                                          Type of  Value of any
          Name of Regular Broker or              IRS     Security   Securities
          Dealer or Parent (Issuer)             Number    Owned    Owned at end
                                                          D=debt    of current
                                                         E=equity     period
                                                            (000's omitted)
                                                                            0
                                                                            0
                                                                            0
                                                                            0
                                                                            0
                                                                            0
                                                                            0
                                                                            0



                              SCREEN NUMBER: 14

<PAGE>

26. Considerations which affected the participation of brokers or dealers
     or other entities in commissions or other compensation paid on
     portfolio transactions of Registrant:

[ FOR SERIES COMPANIES THIS ITEM IS TO BE ANSWERED IN TOTAL FOR ALL SERIES ]

    Answer each of the following with 'Y' or 'N'.

  A) Sales of Registrant's/Series' shares -------------------------------- N
  B) Receipt of investment research and statistical information ---------- N
  C) Receipt of quotations for portfolio valuations ---------------------- N
  D) Ability to execute portfolio transactions
      to obtain best price and execution --------------------------------- Y
  E) Receipt of telephone line and wire services ------------------------- N
  F) Broker or dealer which is an affiliated person ---------------------- N
  G) Arrangement to return or credit part or all of
      commissions or profits thereon:
       (i)  To investment adviser, principal underwriter,
            or an affiliated person of either ---------------------------- N
      (ii)  To Registrant ------------------------------------------------ N
  H) Other --------------------------------------------------------------- N


                              SCREEN NUMBER: 15
<PAGE>


    SALES AND REPURCHASES


27. Is Registrant an open-end investment company? (Y or N): Y


     NOTE: If answer is 'N' (No), please delete any answers you may
           have entered for questions 28 through 44.

           If you have done this already or not yet responded to
           question 28 through 44, please jump to Screen Number 23.





                              SCREEN NUMBER: 16

<PAGE>

                                                          This page being
28. Monthly Sales and Repurchases of                      filed for series  0.
    Registrant's/Series' Shares:

                          Total NAV     Total NAV                   Total NAV
                          of Shares     of Shares    Total NAV      of Shares
                          Sold: New    Sold: Reinv.  of Shares     Redeemed and
       Month of          Sales (Incl.  of Dividends    Sold:       Repurchased
    Current Period        Exchanges)  &Distributions   Other   (Incl. Exchanges)
                              (000's omitted)            (000's omitted)

A) First  month of period  $   0          $   0        $   0         $   0
B) Second month of period  $   0          $   0        $   0         $   0
C) Third  month of period  $   0          $   0        $   0         $   2
D) Fourth month of period  $   0          $   0        $   0         $   0
E) Fifth  month of period  $   0          $   0        $   0         $   4
F) Sixth  month of period  $   0          $   0        $   0         $   0
G)      Total              $   0          $   0        $   0         $   6

H) Total NAV of Registrant's/Series' share sales during the
   period subject to a sales load (000's omitted)                  $        0
   (Note: 28H is the total of six months and must be
   less than or equal to 28G1 + 28G2 + 28G3)

                              SCREEN NUMBER: 17


<PAGE>

                                                          This page being
                                                          filed for series  0.

29. Was a front-end sales load deducted from any share sales
    during the reporting period? (Y or N) -------------------------  N

    NOTE: If answer is 'N' (No), please jump to Screen Number 20.

30.A) Total front-end sales loads collected from sales
      (including exchanges) by principal underwriter
      or by any underwriter which is an affiliated
      person of the principal underwriter, of
      Registrant's/Series' shares during the
      current period (000's omitted) ------------------------------ $     0

   B) What is the maximum sales load rate in effect at the end of
      the period as a percentage of the offering price? -----------   0.00%

   C) What is the minimum sales load rate in effect at the end of
      the period as a percentage of the offering price? -----------   0.00%




                              SCREEN NUMBER: 18

<PAGE>

                                                          This page being
                                                          filed for series  0.

31.A) Net amount retained by Registrant's/Series' principal underwriter
   or by any underwriter or dealer which is an affiliated person of the
   principal underwriter thereof from front-end sales loads collected
   from sales of Registrant's/Series' shares during the current period
   ($000's omitted). ------------------------------------ $      0
31.B) Amount by which payout by Registrant's/Series' principal underwriter or
   by any underwriter which is an affiliated person of the principal under-
   writer thereof to persons or entities selling Registrant's/Series' shares
   exceeded that reported in Item 30 ($000's omitted). -- $      0

32. Amount Registrant's/Series' principal underwriter and any underwriters
   or dealers which are affiliated persons of the principal underwriter paid
   to dealers which are not affiliated persons of the principal underwriter
   for selling Registrant's/Series' shares that were sold with a front-end
   sales load during current period ($000's omitted). --- $      0

33. Amount paid to a captive retail sales force of Registrant's/Series'
   principal underwriter or of any underwriter or dealer which is an af-
   filiated person of the principal underwriter for selling Registrant's
   shares that were sold with a front-end sales load during current period
   ($000's omitted). ------------------------------------ $      0
                              SCREEN NUMBER: 19


<PAGE>

                                                          This page being
                                                          filed for series  0.


34. Did Registrant/Series impose a deferred or contingent
    deferred sales load during the reporting period? (Y or N) ------ N

    NOTE: If answer is 'N' (No), skip the remaining questions on this screen
          and proceed to Screen Number 21.

35. Total deferred or contingent deferred sales loads collected
    during current period from redemptions and repurchases of
    Registrant's/Series' shares ($000's omitted) ------------------ $     0

36.A) Did Registrant/Series retain all monies collected from the
      deferred or contingent deferred sales loads during the
      reporting period? (Y or N) -----------------------------------

   B) If the answer to sub-item 36A is 'N' (No), state the net
      amount Registrant/Series retained from deferred or
      contingent deferred sales loads ($000's omitted) ------------ $     0



                              SCREEN NUMBER: 20

<PAGE>

                                                          This page being
                                                          filed for series  0.

37. Did Registrant/Series impose a redemption fee other than a deferred
    or contingent sales load during the reporting period? (Y or N) --- N
    NOTE: If answer is 'N' (No), go to item 39.

38. Total amount of redemption fees other than deferred or contingent
    deferred sales loads collected from redemptions and repurchases of
    Registrant's/Series' shares during the current period.
    ($000's omitted) ------------------------------------------------- $     0

39. Were any account maintenance fees or other administrative fees imposed
    directly on shareholders during the current period? (Y or N) ----- N

40. During the period, did the Registrant/Series have a plan of
    distribution adopted pursuant to rule 12b-1? (Y or N) ------------ N
    NOTE: If answer is 'N' (No), jump to Screen 23 for your next screen.

41. During the period, did Registrant/Series use its assets directly
    to make payments under the 12b-1 plan? (Y or N) ------------------ N
    NOTE: If answer is 'N' (No), go to next screen (Screen 22)
    and begin answering at question 44.

                              SCREEN NUMBER: 21



<PAGE>

                                                          This page being
42. For the current period, indicate the                  filed for series  0.
    percentage of total dollars paid directly
    by Registrant/Series under the 12b-1 plan for each of the following:
    (Round to the nearest whole percent)
   A) Advertising -------------------------------------------------   0%
   B) Printing and mailing of prospectuses to other than
      current shareholders ----------------------------------------   0%
   C) Payments to underwriters ------------------------------------   0%
   D) Payments to brokers or dealers ------------------------------   0%
   E) Direct payments to sales personnel --------------------------   0%
   F) Payments to banks and savings and loans ---------------------   0%
   G) Other uses, incl. payments to investment adviser
      separate from the advisory fee ------------------------------   0%
   H) Unallocated payments made for a combination of such services    0%

43. Total amount paid directly by Registrant/Series pursuant
    to its 12b-1 plan ($000's omitted) ---------------------------- $     0

44. If an investment adviser or other affiliated person of Registrant/Series
    made unreimbursed payments pursuant to Registrant's/Series' 12b-1 plan,
    state the total amount of such payments. ($000's omitted) ----- $     0


                              SCREEN NUMBER: 22

<PAGE>

Contracts                                                 This page being
                                                          filed for series  0.
45. Did Registrant/Series have an advisory contract during the period?
    (If 'N' (No), jump to screen 26 for your next screen.) --------------- Y
46. Did Registrant/Series pay more than one investment adviser directly
    for investment advice during the period? (If 'Y' (Yes), answer items
    47-52 in the aggregate for all such investment advisers.) ------------ N
47. Was Registrant's/Series' advisory fee based solely on a percentage of
    its assets? (Y or N) ------------------------------------------------- N
48. If answer to 47 is 'Y' (Yes), fill in the table or the single fee rate
    applied to Registrant's/Series' assets based on the advisory contract.
                                              SINGLE FEE RATE -------  0.000%
          STEP:              ASSET VALUE ($000's omitted)     ANNUAL FEE RATE
    A) first   -              $       0                            0.000%
    B) of next -              $       0                            0.000%
    C) of next -              $       0                            0.000%
    D) of next -              $       0                            0.000%
    E) of next -              $       0                            0.000%
    F) of next -              $       0                            0.000%
    G) of next -              $       0                            0.000%
    H) of next -              $       0                            0.000%
    I) of next -              $       0                            0.000%
    J) of next -              $       0                            0.000%
    K) over    -              $       0                            0.000%


                              SCREEN NUMBER: 23


<PAGE>

                                                          This page being
    ADVISORY FEE                                          filed for series  0.

                                                                      (Y or N)
49. Was Registrant's/Series' advisory fee during the period based
    solely on a percentage of its income? --------------------------    N

50. Was Registrant's/Series' advisory fee during the period based
    on some combined percentage of its income & assets? ------------    N

51. Was Registrant's/Series' advisory fee during the period based
    in whole or in part on its investment performance? -------------    N

52. Was Registrant's/Series' advisory fee during the period based
    in whole or in part upon the assets, income or performance of
    other registrants? ---------------------------------------------    N

53.A) Were the expenses of the Registrant/Series limited or re-
      duced at any time during the period by some agreement or
      understanding other than by blue sky laws? -------------------
      [ If 53A is 'Y' (Yes), was limitation that applied during
         current period based upon: ]
                                     B) Assets?   C) Income?      (Y or N)


                              SCREEN NUMBER: 24

<PAGE>

                                                          This page being
                                                          filed for series  0.

54. Indicate below whether services were supplied or paid for wholly or in
    substantial part by investment adviser(s) or administrator(s) in
    connection with the advisory or administrative contract(s) but for which
    the adviser(s) or administrator(s) are not reimbursed by the Registrant:
                                                                       (Y or N)
  A) Occupancy and office rental ------------------------------------------ Y
  B) Clerical and bookkeeping services ------------------------------------ N
  C) Accounting services -------------------------------------------------- N
  D) Services of independent auditors ------------------------------------- N
  E) Services of outside counsel ------------------------------------------ N
  F) Registration and filing fees ----------------------------------------- N
  G) Stationery, supplies and printing ------------------------------------ N
  H) Salaries & compensation of Registrant's interested directors --------- N
  I) Salaries & compensation of Registrant's disinterested directors ------ N
  J) Salaries & compensation of Registrant's officers who are not directors N
  K) Reports to current shareholders -------------------------------------- N
  L) Determination of offering and redemption prices ---------------------- N
  M) Trading department --------------------------------------------------- N
  N) Prospectus preparation and printing for current shareholders ---------
  O) Other ----------------------------------------------------------------


                              SCREEN NUMBER: 25

<PAGE>

                                                          This page being
                                                          filed for series  0.
    MISCELLANEOUS INFORMATION


55. Did Registrant/Series have any of the following
    outstanding at any time during the current period               (Y or N)
    which exceeded 1% of aggregate net assets?

    A) Overdrafts --------------------------------------------------    N
    B) Bank Loans --------------------------------------------------    N


56. During the period did the Registrant's/Series' investment adviser(s)
    have advisory clients other than investment companies? ---------    N


57. Did the Registrant/Series adjust the number of its shares
    outstanding by means of a stock split or stock dividend? -------    N




                              SCREEN NUMBER: 26

<PAGE>

                                                          This page being
      CLASSIFICATION                                      filed for series  0.
                                                                      (Y or N)
58.A) Is Registrant/Series a separate account of an insurance company?
      If answer is 'Y' (Yes), are any of the following types
      of contracts funded by the Registrant:
      B) Variable annuity contracts? ---------------------------------    N
      C) Scheduled premium variable life contracts? ------------------    N
      D) Flexible premium variable life contracts? -------------------    N
      E) Other types of insurance products registered under
         the Securities Act of 1933? ---------------------------------    N

59. Is Registrant/Series a management investment company? ------------    N

60.A) Was Registrant/Series a diversified investment company at any
      time during the reporting period? ------------------------------    N
   B) Is Registrant/Series a diversified investment company as of the
      end of the reporting period? -----------------------------------    N

61. What is the lowest minimum initial investment required by
    Registrant/Series from an investor that is not an employee or
    otherwise affiliated with the Registrant/Series, its adviser,
    principal underwriter or other affiliated entity?               $     500


                              SCREEN NUMBER: 27

<PAGE>

62.A) Does the Registrant/Series invest primarily in      This page being
     debt securities, including convertible debt          filed for series  0.
     securities, options & futures on debt
     securities or indices of debt securities? (Y or N) -----------   N
NOTE: If answer is 'N' (No), jump to Screen Number 30.
      If answer is 'Y' (Yes), state the percentage of net assets
      in each type at the end of the current period:

SHORT-TERM MATURITIES

B) U.S. Treasury                          0.0% C) U.S. Government Agency   0.0%
D) Repurchase agreements                  0.0% F) Bank Certificates of
E) State and Municipal tax-free           0.0%    deposit-Domestic         0.0%
G) Bank Certificates of deposit-Foreign   0.0% H) Bankers acceptances      0.0%
I) Commercial paper taxable               0.0% J) Time deposits            0.0%
K) Options                                0.0% L) All other                0.0%

INTERMEDIATE & LONG-TERM MATURITIES

M) U.S. Treasury                          0.0% N) U.S. Government Agency   0.0%
O) State and Municipal tax-free           0.0% P) Corporate                0.0%
Q) All other                              0.0%

R) Investments other than debt securities   0.0%


                              SCREEN NUMBER: 28

<PAGE>

                                                          This page being
                                                          filed for series  0.

63. State the dollar weighted average portfolio maturity at the end of the
    period covered by this report in days or, if longer than 1 yr.,
    in years to one decimal place:                                A:   0  days
                                                                  B: 0.0  years

64.A) Is the timely payment of principal and interest on any of the
      instruments listed in item 62 insured or guaranteed by an entity
      other than the issuer? (Y or N) -----------------------------------

   B) Is the issuer of any instrument covered in item 62 delinquent or
      in default as to payment of principal or interest at the end of
      the current period? (Y or N) --------------------------------------
      [If answer is 'N' (No), jump to screen 30 for your next screen.]

65. In computations of NAV per share, is any part of the value
    attributed to instruments identified in sub-item 64B derived
    from insurance or guarantees? (Y or N) ------------------------------




                              SCREEN NUMBER: 29


<PAGE>

66.A) Is the Registrant/Series a fund that                This page being
      usually invests in equity securities,               filed for series  0.
      options & futures on equity securities,
      indices of equity securities or securities
      convertible into equity securities? ----------------------------- Y

If answer is 'N', go to item 67.  Otherwise place a 'Y' on the line below which
best describes its primary investment objective (place an 'N' on other lines).

         B) Aggressive capital appreciation --------------------------- N
         C) Capital appreciation -------------------------------------- Y
         D) Growth ---------------------------------------------------- N
         E) Growth and income ----------------------------------------- N
         F) Income ---------------------------------------------------- N
         G) Total return ---------------------------------------------- N

67. Is the Registrant/Series a balanced fund? (Y or N) ----------------
68. Does the Registrant/Series have more than 50% of its net assets
    at the end of the current period invested in:
         A) The securities of issuers engaged primarily in the pro-
            duction or distribution of precious metals? (Y or N) ------
         B) The securities of issuers located primarily in countries
            other than the United States? (Y or N) --------------------
69. Is the Registrant/Series an index fund? (Y or N) ------------------

                              SCREEN NUMBER: 30

<PAGE>


                                                          This page being
     INVESTMENT PRACTICES                                 filed for series  0.
70.      Activity                            Permitted by invest-  Engaged in
                                                ment policies?     this period?
                                                        (Y or N)    (Y or N)
A) Writing or investing in repurchase agreements           Y           N
B) Writing or investing in options on equities             Y           Y
C) Writing or investing in options on debt securities      N           N
D) Writing or investing in options on stock indices        N           N
E) Writing or investing in interest rate futures           N           N
F) Writing or investing in stock index futures             N           N
G) Writing or investing in options on futures              N           N
H) Writing or investing in options on stock index futures  N           N
I) Writing or investing in other commodity futures         N           N
J) Investments in restricted securities                    Y           N
K) Investments in shares of other investment companies     Y           N
L) Investments in securities of foreign issuers            Y           Y
M) Currency exchange transactions                          N           N
N) Loaning portfolio securities                            Y           N
O) Borrowing of money                                      N           N
P) Purchases/sales by certain exempted affiliated persons  N           N
Q) Margin purchases                                        Y           Y
R) Short selling

                              SCREEN NUMBER: 31

<PAGE>

                                                          This page being
71. Portfolio turnover rate for the current               filed for series  0.
reporting period

   A) Purchases ($000's omitted) ----------------------------------  $     1550
   B) Sales [including all maturities] ($000's omitted) -----------  $     1729
   C) Monthly average value of portfolio ($000's omitted) ---------  $      885
   D) Percent turnover (use lesser of 71A) or 71B) divided by 71C))    175%
NOTE: Item 71D) should be a whole number; round if necessary.

      FINANCIAL INFORMATION

72.A) How many months do the answers to 72 and 73 cover? -----------  12 months
      INCOME                                                   (000's omitted)
   B) Net interest income -----------------------------------------  $       7
   C) Net dividend income -----------------------------------------  $       3
   D) Account maintenance fees ------------------------------------  $       0
   E) Net other income --------------------------------------------  $       0
      EXPENSES
   F) Advisory fees -----------------------------------------------  $       0
   G) Administrator(s) fees ---------------------------------------  $       0
                                     (Negative answers are allowed)
   H) Salaries and other compensation -----------------------------  $       0

                              SCREEN NUMBER: 32

<PAGE>

                                                          This page being
FINANCIAL INFORMATION (Cont. from Screen 32)              filed for series  0.

  EXPENSES (Negative answers are allowed)   For the period covered by this form
                                                          ($000's omitted)
72.I) Shareholder servicing agent fees ------------------- $        7
   J) Custodian fees ------------------------------------- $        3
   K) Postage -------------------------------------------- $        0
   L) Printing expenses ---------------------------------- $        6
   M) Directors' fees ------------------------------------ $        1
   N) Registration fees ---------------------------------- $        0
   O) Taxes ---------------------------------------------- $        0
   P) Interest ------------------------------------------- $        0
   Q) Bookkeeping fees paid to anyone
      performing this service ---------------------------- $       17
   R) Auditing fees -------------------------------------- $        0
   S) Legal fees ----------------------------------------- $       12
   T) Marketing/distribution payments including
      payments pursuant to a rule 12b-1 plan ------------- $        0
   U) Amortization of organization expenses -------------- $        0
   V) Shareholder meeting expenses ----------------------- $        0
   W) Other expenses ------------------------------------- $        7
   X) Total expenses ------------------------------------- $       53

                              SCREEN NUMBER: 33

<PAGE>

                                                          This page being
FINANCIAL INFORMATION (Cont. from Screen 33)              filed for series  0.


  EXPENSES (Negative answers are allowed    For the period covered by this form
            on this screen for 72Z only)                  ($000's omitted)
72.Y) Expense reimbursements ----------------------------- $        0
   Z) Net investment income ------------------------------ $      -34
  AA) Realized capital gains ----------------------------- $      134
  BB) Realized capital losses ---------------------------- $      222
  CC) 1. Net unrealized appreciation during the period --- $       82
      2. Net unrealized depreciation during the period --- $        0
  DD) 1. Total income dividends for which record date
         passed during the period ------------------------ $        0
      2. Dividends for a second class of open-end
         company shares -----------------------------------$        0
  EE) Total capital gains distributions for which
      record date passed during the period --------------- $        0
73. Distributions per share for which record date passed during the period:
       NOTE: Show in fractions of a cent if so declared.
   A) 1. Dividends from net investment income ------------ $   0.0000
      2. Dividends for a second class of open-end
         company shares ---------------------------------- $   0.0000
   B) Distribution of capital gains ---------------------- $   0.0000
   C) Other distributions -------------------------------- $   0.0000

                              SCREEN NUMBER: 34

<PAGE>

                                                          This page being
                                                          filed for series  0.

                                             As of the end of current reporting
74. Condensed balance sheet data:              period (000's omitted except
                                                   for per share amounts)
   A) Cash ----------------------------------------------- $      132
   B) Repurchase agreements ------------------------------ $        0
   C) Short-term debt securities other than
      repurchase agreements ------------------------------ $        0
   D) Long-term debt securities including
      convertible debt------------------------------------ $        0
   E) Preferred, convertible preferred, and
      adjustable rate preferred stock -------------------- $        0
   F) Common stock --------------------------------------- $      715
   G) Options on equities -------------------------------- $        0
   H) Options on all futures ----------------------------- $        0
   I) Other investments ---------------------------------- $        0
   J) Receivables from portfolio instruments sold -------- $       13
   K) Receivables from affiliated persons ---------------- $        0
   L) Other receivables ---------------------------------- $        4
   M) All other assets ----------------------------------- $        0
   N) Total assets --------------------------------------- $      864


                              SCREEN NUMBER: 35


<PAGE>

                                                          This page being
(Continued from Screen 35)                                filed for series  0.

   Condensed balance sheet data:         As of the end of current reporting
                                        period (000's omitted except for per
                                        share amounts and number of accounts)

74.O) Payables for portfolio instruments purchased ----------------- $        0
   P) Amounts owed to affiliated persons --------------------------- $        0
   Q) Senior long-term debt ---------------------------------------- $        0
   R) Other liabilities:  1. Reverse repurchase agreements --------- $        0
                          2. Short sales --------------------------- $        0
                          3. Written options ----------------------- $        0
                          4. All other liabilities ----------------- $       15
   S) Senior equity ------------------------------------------------ $        0
   T) Net assets of common shareholders ---------------------------- $      849
   U) 1. Number of shares outstanding ------------------------------        256
      2. Number of shares outstanding of a second class of shares
         of open-end company ---------------------------------------          0
   V) 1. Net asset value per share (to nearest cent) --------------- $     3.32
      2. Net asset value per share of a second class of open-end
         company shares (to nearest cent) -------------------------- $     0.00
   W) Mark-to-market net asset value per share
      for money market funds only (to 4 decimals) ------------------ $   0.0000
   X) Total number of shareholder accounts -------------------------        760
   Y) Total value of assets in segregated accounts ----------------- $        0


                              SCREEN NUMBER: 36

<PAGE>

                                                          This page being
                                                          filed for series  0.



75. Average net assets during the current reporting period
    ($000's omitted).  Answer only one:

   A) Daily average (for money market funds) ----------------------- $       0

   B) Monthly average (for all other funds) -----------------------  $     885



76. Market price per share at end of period (closed-end funds only)  $    0.00









                              SCREEN NUMBER: 37

<PAGE>

77.A) Is the Registrant filing any of the following attachments
      with the current filing of Form N-SAR? (ANSWER FOR ALL
      SERIES AS A GROUP) (Y or N) ------------------------------- Y
 NOTE: If answer is 'Y' (Yes), mark those items
       below being filed as an attachment to this              Filed as
       form or incorporated by reference.                     Attachment
   B) Accountant's report on internal control ------------------- Y
   C) Matters submitted to a vote of security holders ----------- N
   D) Policies with respect to security investment -------------- N
   E) Legal proceedings ----------------------------------------- N
   F) Changes in security for debt ------------------------------ N
   G) Defaults and arrears on senior securities ----------------- N
   H) Changes in control of Registrant -------------------------- N
   I) Terms of new or amended securities ------------------------ N
   J) Revaluation of assets or restatement of
      capital share account ------------------------------------- N
   K) Changes in Registrant's certifying account ---------------- N
   L) Changes in accounting principles and practices ------------ N
   M) Mergers --------------------------------------------------- N
   N) Actions required to be reported pursuant to Rule 2a-7 ----- N
   O) Transactions effected pursuant to Rule 10f-3 -------------- N
   P) Information required to be filed pursuant
      to exemptive orders --------------------------------------- N

                              SCREEN NUMBER: 38

<PAGE>

 77. (Continued) Mark those items below being filed as
       an attachment to this form or incorporated form         Filed as
       or incorporated by reference.                          Attachment

  Q1) Exhibits --------------------------------------------------
  Q2) Any information called for by instructions to
      sub-item 77Q2 ---------------------------------------------
  Q3) Any information called for by instructions to
      sub-item 77Q3 ---------------------------------------------


 78. Does the Registrant have any wholly-owned investment company
     subsidiaries whose operating & financial data are consolidated
     with that of Registrant in this report? (Y or N) N



                              SCREEN NUMBER: 39

<PAGE>


       79. List the '811' numbers and names of Registrant's wholly owned
           investment company subsidiaries consolidated in this report.

         811 Number                          Subsidiary Name

         811-
         811-
         811-
         811-
         811-
         811-
         811-
         811-
         811-
         811-




   Press Ctrl-Left Arrow for previous, Ctrl-Right Arrow for next/more.


                              SCREEN NUMBER: 40

<PAGE>

     ANNUAL SUPPLEMENT                                    This page being
                                                          filed for series  0.

  Screens 41 & 42 are to be filed only once each
  year, at the end of Registrant's/Series' fiscal year.

80. Fidelity bond(s) in effect at the end of the period:
    A) Insurer name: NATIONAL UNION FIRE INSURANCE COMPANY
    B) Second insurer:
    C) Aggregate face amount of coverage for Registrant/Series on
       all bonds on which it is named as an insured (000's omitted): $     100

81. A) Is the bond part of a joint fidelity bond(s) shared
       with other investment companies, or other entities? (Y or N) - N
    B) If answer to 81A is 'Y' (Yes), how many other
       investment companies, or other entities are covered by the bond?
       (Count each series as a separate investment company.) --------   0

82. A) Does the mandatory coverage of the fidelity bond
       have a deductible? (Y or N) ---------------------------------- N
    B) If the answer to 82A is 'Y' (Yes), what is the
       amount of the deductible? ($000's omitted) ------------------ $       0


                              SCREEN NUMBER: 41

<PAGE>

       ANNUAL SUPPLEMENT (Continued)                      This page being
                                                          filed for series  0.


83.A) Were any claims with respect to this Registrant/
      Series filed under the bond during the period? (Y or N) -------- N
   B) If the answer to 83 A) is 'Y' (Yes), what was the
      total amount of such claims? ($000's omitted) ----------------- $       0

84.A) Were any losses incurred with respect to this
      Registrant/Series that could have been filed as a
      claim under the fidelity bond but were not? (Y or N) ----------- N
   B) If the answer to 84 A) is 'Y' (Yes), what was the
      total amount of such losses? ($000's omitted) ----------------- $       0

85.A) Are Registrant's/Series' officers and directors
      covered as officers and directors of Registrant/Series
      under any errors and omissions insurance policy
      owned by the Registrant/Series or anyone else (Y or N) --------- N
   B) Were any claims filed under such policy during the
      period with respect to the Registrant/Series? (Y or N) ---------



                              SCREEN NUMBER: 42

<PAGE>

    Closed-End Investment Companies Only

86. Sales, repurchases, and redemptions of
    Registrant's securities:
                                         Number of Shares            Net
                                           or Principal         Consideration
                                          Amount of Debt       Received or Paid
                                         ($000's omitted)      ($000's omitted)
    Common Stock:

     A) Sales                                     0               $     0
     B) Repurchases                               0               $     0

    Preferred Stock:

     C) Sales                                     0               $     0
     D) Repurchases and Redemptions               0               $     0

    Debt Securities

     E) Sales                               $     0               $     0
     F) Repurchases and Redemptions         $     0               $     0

                              SCREEN NUMBER: 43


<PAGE>

    Closed-End Investment Companies Only

87. Securities of Registrant registered on a
    national securities exchange or listed
    on NASDAQ:
                                                     CUSIP or        Ticker
       Title of each class of securities            NASDAQ No.       Symbol

A)
B)
C)


88. Did Registrant have any of the following outstanding which exceeded 1%
    of aggregate net assets at any time during the period?

                                                  (Y or N)

    A) Notes or bonds ------------------------------ N
    B) Uncovered options --------------------------- N
    C) Margin loans -------------------------------- N
    D) Preferred stock ----------------------------- N


SIGNATURE   /s/ ROBERT M. FURMAN
TITLE       CHAIRMAN

                              SCREEN NUMBER: 44
<PAGE>

              REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
                         ON INTERNAL CONTROL STRUCTURE

The Board of Directors
The Rainbow Fund
New York, New York

In planning and performing our audit of the financial  statements of the Rainbow
Fund for the year ended October 31, 2000, we considered  their internal  control
structure,  including  procedures  for  safeguarding  securities,  in  order  to
determine our auditing  procedures  for the purpose of expressing our opinion on
the financial  statements and to comply with the requirements of Form N-SAR, not
to provide assurance on the internal control structure.

The management of the Fund is responsible  for  establishing  and maintaining an
internal control  structure.  In fulfilling this  responsibility,  estimates and
judgments by management are required to assess the expected benefits and related
costs  of  internal  control  structure  policies  and  procedures.  Two  of the
objectives  of an internal  control  structure  are to provide  management  with
reasonable, but not absolute, assurance that assets are safeguarded against loss
from  unauthorized  use or disposition,  and that  transactions  are executed in
accordance  with  management's  authorization  and  recorded  properly to permit
preparation  of financial  statements  in  conformity  with  generally  accepted
accounting principles.

Because of inherent  limitations in any internal  control  structure,  errors or
irregularities may occur and not be detected. Also, projection of any evaluation
of the  structure  to future  periods  is subject to the risk that it may become
inadequate  because of changes in  conditions or that the  effectiveness  of the
design and operations may deteriorate.

Our  consideration  of the  internal  control  structure  would not  necessarily
disclose all matters in the internal  control  structure  that might be material
weaknesses  under standards  established by the American  Institute of Certified
Public  Accountants.  A material  weakness is a condition in which the design or
operation of the specific internal control structure elements does not reduce to
a relatively  low level the risk that errors or  irregularities  in amounts that
would be  material in relation to the  financial  statements  being  audited may
occur and not be  detected  within a timely  period by  employees  in the normal
course of performing  their  assigned  functions.  However,  we noted no matters
involving the internal control structure,  including procedures for safeguarding
securities,  that we consider to be material weaknesses, as defined above, as of
October 31, 2000.

This report is intended solely for the information and use of management and the
Securities  and  Exchange  Commission,  and  should  not be used  for any  other
purpose.


Philadelphia, Pennsylvania
December 7, 2000



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