INDEPENDENCE ONE MUTUAL FUNDS
485BPOS, 1995-04-06
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                                          1933 Act File No. 33-26516
                                          1940 Act File No. 811-5752

                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

                                Form N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933              X

    Pre-Effective Amendment No.

    Post-Effective Amendment No.    11                               X

                                 and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940      X

    Amendment No.    11                                              X

                      INDEPENDENCE ONE MUTUAL FUNDS

           (Exact Name of Registrant as Specified in Charter)

     Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779
                (Address of Principal Executive Offices)

                             (412) 288-1900
                     (Registrant's Telephone Number)

                       John W. McGonigle, Esquire,
                       Federated Investors Tower,
                   Pittsburgh, Pennsylvania 15222-3779
                 (Name and Address of Agent for Service)

It is proposed that this filing will become effective:

    immediately upon filing pursuant to paragraph (b)
 X  on May 1, 1995 pursuant to paragraph (b)(1)(v)
    60 days after filing pursuant to paragraph (a) (i)
    on                 pursuant to paragraph (a) (i).
    75 days after filing pursuant to paragraph (a)(ii)
    on _________________ pursuant to paragraph (a)(ii) of Rule 485.

If appropriate, check the following box:

 X  This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

Registrant has filed with the Securities and Exchange Commission a
declaration pursuant to Rule 24f-2 under the Investment Company Act of
1940, and:

 X  filed the Notice required by that Rule on June 15, 1994; or
    intends to file the Notice required by that Rule on or about
    ____________; or
    during the most recent fiscal year did not sell any securities
 pursuant to Rule 24f-2 under the Investment Company Act of 1940, and,
 pursuant to Rule 24f-2(b)(2), need not file the Notice.

                          CROSS REFERENCE SHEET


      This Amendment to the Registration Statement of INDEPENDENCE ONE
MUTUAL FUNDS which consists of 4 portfolios:  (1) Independence One
Michigan Municipal Cash Fund; (2a) Independence One Prime Money Market
Fund - Class A Shares; (2b) Independence One Prime Money Market Fund -
Class B Shares; (3) Independence One U.S. Treasury Money Market Fund;
and (4) Independence One U.S. Government Securities Fund, relates only
to Independence One Prime Money Market Fund - Class A Shares and Class B
Shares, and is comprised of the following  (all Funds have been
referenced below to maintain consistency among the Registrant's filings
and to facilitate the cross-referencing process):

PART A.   INFORMATION REQUIRED IN A PROSPECTUS.

                                          Prospectus Heading
                                          (Rule 404(c) Cross Reference)

Item 1.     Cover Page                    (1-4) Cover Page.
Item 2.     Synopsis                      (1-4) Summary of Fund Expenses.
Item 3.     Condensed Financial
             Information                  (1, 2a,3,4) Financial Highlights;
                                          (1-4)Performance Information.

Item 4.     General Description of
             Registrant                   (1-4) General Information; (1-4)
                                          Investment Objective; (1-4)
                                          Investment Policies; (1-4)
                                          Investment Limitations; (1,2)
                                          Investment Risks.
Item 5.     Management of the Fund        (1-4) Independence One Mutual Funds
                                          Information; (1-4) Management of
                                          Independence One Mutual Funds;
                                          (1,3,4) Distribution of Fund Shares;
                                          (2a) Distribution of Class A Shares;
                                          (2b) Distribution of Class B Shares;
                                          (1-4) Administration of the Fund;
                                          (1,3) Distribution Plan; (2a)
                                          Shareholder Services Plan; (2a, 2b)
                                          Other Classes of Shares.
Item 6.     Capital Stock and Other
             Securities                   (1-4) Dividends; (1-4) Capital
                                          Gains; (1-4) Shareholder
                                          Information; (1-4) Voting Rights; (1-
                                          4) Massachusetts Partnership Law; (1-
                                          4) Effect of Banking Laws; (1-4) Tax
                                          Information; (1-4) Federal Income
                                          Tax; (1) State and Local Taxes.
Item 7.     Purchase of Securities Being
             Offered                      (1-4) Net Asset Value; (1,3,4)
                                          Investing in the Fund; (2a)
                                          Investing in Class A Shares; (2b)
                                          Investing in Class B Shares;
Item 8      Redemption or Repurchase      (1,3,4) Redeeming Shares; (2a)
                                          Redemming Class A Shares; (2b)
                                          Redeeming Class B Shares;
                                          (1-4) Exchange Privilege.
Item 9.     Pending Legal Proceedings     None.
PART B.   INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.

Item 10.    Cover Page                    (1-4) Cover Page.
Item 11.    Table of Contents             (1-4) Table of Contents.
Item 12.    General Information and
             History                      (1-4) General Information About the
                                          Fund.
Item 13.    Investment Objectives and
             Policies                     (1-4) Investment Objective and
                                          Policies.
Item 14.    Management of the Fund        (1-4) Independence One Mutual Funds
                                          Management.
Item 15.    Control Persons and Principal
            Holders of Securities          Not applicable.
Item 16.    Investment Advisory and Other
             Services                     (1-4) Investment Advisory Services;
                                          (1-4) Administrative Services.
Item 17.    Brokerage Allocation          (1-4) Brokerage Transactions.
Item 18.    Capital Stock and Other
             Securities                   Not applicable.
Item 19.    Purchase, Redemption and
             Pricing of Securities Being
             Offered                      (1-4) Purchasing Shares;  (1-4)
                                          Determining Net Asset Value; (1-4)
                                          Redeeming Shares; (1-4) Exchange
                                          Privilege.
Item 20.    Tax Status                    (1-4) Tax Status.
Item 21.    Underwriters                  (1,3,4) Distribution Plan; (2a)
                                          Shareholder Services Plan.
Item 22.    Calculation of Yield
             Quotations of Money Market
             Funds                        (1-4) Performance Comparisons;
                                          Yield; (1) Tax Equivalent Yield;
                                          (1-3) Effective Yield; (4) Yield.

          Item 23.            Financial Statements          (1,3,4) filed in
                              Part A; (2a)            financial statements
                              dated April 30,         1994 are incorporated
                              into the          Fund's prospectus by
                              reference to            Part A of Registrant's
                              Post-             Effective Amendment No. 10 as
                              filed             on February 28, 1995 (File
                              Nos. 33-          26516 and 811-5752),
                              specifically            the section entitled
                              "Financial        Statements;" and the Fund's
                              unaudited financial statements dated
                                          October 31, 1994 are incorporated
                                          into the Fund's Statement of
                                          Additional Information by reference
                                          to the Fund's Semi-Annual Report
                                          dated October 31, 1994 as filed on
                                          January 3, 1995 (File No. 811-5752)
                                          as per Rule 3-18 of Regulation S-X.

PART C.   OTHER INFORMATION.

Item 24.    Financial Statements and Exhibits:

            (a)   Financial Statements:
                              Independence One Michigan Municipal Cash Fund,
                              Independence One U.S. Treasury Money Market
                              Fund Money Market Fund, and Independence One
                              U.S. Government Securities Fund - filed in Part
                              A; Independence One Prime Money Market Fund -
                              financial statements dated April 30, 1994 are
                              incorporated into the Fund's prospectus by
                              reference to Part A of Registrant's Post-
                              Effective Amendment No. 10 as filed on February
                              28, 1995 (File Nos. 33-26516 and 811-5752),
                              specifically the section entitled "Financial
                              Statements;" and the Fund's unaudited financial
                              statements dated
                              October 31, 1994 are incorporated into the
                              Fund's Statement of Additional Information by
                              reference to the Fund's Semi-Annual Report
                              dated October 31, 1994 as filed on January 3,
                              1995 (File No. 811-5752) as per Rule 3-18 of
                              Regulation S-X.
            (b)   Exhibits:
                   (1)  Conformed Copy of Declaration of Trust of the
                        Registrant (1.);
                          (i) Amendment No. 1 to the Declaration of Trust
                              dated January 9, 1989 (2.);
                         (ii) Amendment No. 2 to the Declaration of Trust
                              dated January 9, 1989 (2.);
                        (iii) Amendment No. 3 to the Declaration of Trust
                              dated January 9, 1989 (4.);
                         (iv) Amendment No. 4 to the Declaration of Trust.
                              dated April 8, 1991 (6.);
                          (v) Amendment No. 5 to the Declaration of Trust.
                              dated September 26, 1991 (6.);
                         (vi) Amendment No. 6 to the Declaration of Trust.
                              dated December 9, 1991; (10)



 1.   Response is incorporated by reference to Registrant's Initial
      Registration Statement on Form N-1A filed on January 13, 1989.  (File
      Nos. 33-26516 and 811-5752)
 2.   Response is incorporated by reference to Registrant's Pre-Effective
      Amendment No. 1 on Form N-1A filed on May 5, 1989.  (File Nos. 33-26516
      and 811-5752)
 4.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 2 on Form N-1A filed on June 27, 1990.  (File Nos. 33-
      26516 and 811-5752)
 6.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 5 on Form N-1A filed June 24, 1992.  (File Nos. 33-26516
      and 811-5752)
10.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 10 on Form N-1A filed February 8, 1995.  (File Nos. 33-
      26516 and 811-5752)

                        (vii) Amendment No. 8 to the Declaration of Trust,
                              dated December 6, 1994; (10)
                       (viii) Certification dated December 6, 1994; (10)
                   (2)  Copy of By-Laws of the Registrant (1.);
                   (3)  Not applicable;
                   (4)  Copy of Specimen Certificate for Shares of Beneficial
                        Interest of the Registrant (7.);
                   (5)  Conformed copy of Investment Advisory Contract of the
                        Registrant as amended (8);
                          (i) Conformed copy of Investment Sub-Advisory
                              Contract (8);
                   (6)  Copy of Distributor's Contract of the Registrant (1.);
                    (i)  Conformed Copy of Exhibit D to the
            Distributor's Contract; (10)
                   (ii)  Conformed Copy of Exhibit E to the
            Distributor's Contract; (10)
                   (7)  Not applicable;
                   (8)    (i) Copy of Custodian Agreement of the
                              Registrant (1.);
                         (ii) Copy of the new Agency Agreement of the
                              Registrant (3.);



 1.   Response is incorporated by reference to Registrant's Initial
      Registration Statement on Form N-1A filed on January 13, 1989.  (File
      Nos. 33-26516 and 811-5752)
 3.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 1 on Form N-1A filed on December 12, 1989.  (File Nos. 33-
      26516 and 811-5752)
 7.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 6 on Form N-1A filed September 2, 1992.  (File Nos. 33-
      26516 and 811-5752)
 8.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 7 on Form N-1A filed June 24, 1993.  (File Nos. 33-26516
      and 811-5752)
10.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 10 on Form N-1A filed February 8, 1995.  (File Nos. 33-
      26516 and 811-5752)

                        (iii) Copy of the new Administrative Services
                              Agreement of the Registrant (3.);
                         (iv) Copy of Amendment No. 1 to Exhibit A of
                              Custodian Agreement of the Registrant (7.);
                          (v) Copy of Amendment No. 1 to Exhibit A of Agency
                              Agreement of the Registrant (7.);
                   (9)  (i) Conformed Copy of Agreement for Fund Accounting,
                        Shareholder Recordingkeeping, and Custody Services
                        Procurement; (10)
                       (ii) Form of Shareholder Services Plan; (10)
                      (iii) Form of Shareholder Services Agreement; (10)
                  (10)  Copy of Opinion and Consent of Counsel as to
                        legality of shares being registered (2.);
                  (11)    (i) Conformed copy of Consent of Independent
                              Accountants;+
                         (ii) not applicable;
                  (12)  Not applicable;
                  (13)  Conformed Copy of Initial Capital Understanding
                        (2.);
                  (14)  Not applicable;
                  (15)    (i) Copy of Distribution Plan (5.);
                         (ii) Copy of Sales Agreement with Federated
                              Securities Corp. and Administrative Agreement -
                              Appendix B (2.);
                        (iii) Conformed copy of Exhibit B of Distribution Plan
                              (8);
                         (iv) Copy of Schedule A of Sales Agreement with
                              Federated Securities Corp. (7.);
                          (v) Copy of Fee Schedule for Rule 12b-1 Agreement
                              with Federated Securities Corp. (7.);
                  (16)  Copy of Schedule for Computation of Performance
                        Data for Independence One U.S. Government
                        Securities Fund - Trust Shares (8);
                  (17)  Financial Data Schedule for Independence One
                        Prime Money Market Fund; +
            ____________________

 +All exhibits have been filed electronically.

 2.   Response is incorporated by reference to Registrant's Pre-Effective
      Amendment No. 1 on Form N-1A filed on May 5, 1989.  (File Nos. 33-26516
      and 811-5752)
 3.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 1 on Form N-1A filed on December 12, 1989.  (File Nos. 33-
      26516 and 811-5752)
 5.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 3 on Form N-1A filed May 3, 1991.  (File Nos. 33-26516 and
      811-5752)
 7.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 6 on Form N-1A filed September 2, 1992.  (File Nos. 33-
      26516 and 811-5752)
 8.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 7 on Form N-1A filed June 24, 1993.  (File Nos. 33-26516
      and 811-5752)
10.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 10 on Form N-1A filed February 8, 1995.  (File Nos. 33-
      26516 and 811-5752)

(18)              (i) Copy of Power of Attorney dated June, 1992 with
                        respect to Harold Berry (6.);
                        (ii) Conformed copy of Power of Attorney filed
                        on behalf of Gonzales, Baker, Frame,
                        Nederlander, VanAndel, and Wilson;(9.)

Item 25.    Persons Controlled by or Under Common Control with Registrant:

            None



Item 26.    Number of Holders of Securities:

                                                Number of Record Holders
    Title of Class      Portfolio name           as of February 3, 1995*

    Shares of           Independence One Prime          1,741
    beneficial          Money Market Fund (Class A)*
    interest
                        Independence One U.S.             536
                        Treasury Money Market Fund

                        Independence One Michigan         732
                        Municipal Cash Fund

                        Independence One U.S.               4
                        Government Securities Fund


*Figure is as of January 24, 1995 for Independence One Prime Money
Market Fund (Class A Shares).
            
Item 27.    Indemnification: (4.)

Item 28.    Business and Other Connections of Investment Adviser:

            Michigan National Bank, a national banking association (the
            "Adviser"), is a wholly owned subsidiary of Michigan National
            Corporation ("MNC").  Through its subsidiaries and affiliates,
            MNC, Michigan's fifth largest bank holding company in terms of
            total assets, as of December 31, 1994, offers a full range of
            financial services to the public including commercial lending,
            depository services, cash management, brokerage services, retail


_____________
 4.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 2 on Form N-1A filed on June 27, 1990.  (File Nos. 33-
      26516 and 811-5752)
 6.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 5. on Form N-1A filed June 24, 1992.  (File Nos. 33-26516
      and 811-5752)
 9.   Response is incorporated by reference to Registrant's Post-Effective
      Amendment No. 9 on Form N-1A filed June 29, 1994.  (File Nos. 33-26516
      and 811-5752)

            banking, credit card services, mortgage banking, investment
            advisory services and trust services.  Independence One Capital
            Management Corporation ("IOCM"), a nationally recognized
            investment advisory subsidiary of MNC, provides investment
            advisory services for trust and other managed assets.  IOCM and
            the Trust Division have investment discretion over $2.2 billion.
            Michigan National Bank has managed mutual funds since May 1989.
            The Trust Division has managed pools of commingled funds since
            1964.  In addition, Michigan National Bank presently manages its
            own investment portfolio of approximately $300 million in taxable,
            short-term instruments.  For more information on the business of
            the Adviser, see the Prospectus under the heading "Management of
            the Trust--Investment Adviser."
            The officers and directors of the Adviser and any other business,
            profession, vocation or employment of a substantial nature in
            which each such officer and director is or has been engaged during
            the past two years is set forth below.  Unless otherwise noted,
            the position listed under Other Business, Profession, Vocation or
            Employment is with Michigan National Bank.  The business address
            of each such director and officer is 27777 Inkster Road,
            Farmington Hills, Michigan, 48333-9065.

                                                         Other Substantial
                               Position with             Business, Profession,
      Name                      the Adviser              Vocation or
Employment

Daniel T. Carroll              Director                  Director, Michigan
                                                         National Corporation;
                                                         Chairman and
                                                         President, The Carroll
                                                         Group.

John S. Carton                 Director                  Director, Michigan
                                                         National Corporation;
                                                         Chairman, President,
                                                         and CEO, Development
                                                         Company.

Sidney E. Forbes               Director                  Director, Michigan
                                                         National Corporation;
                                                         Partner, Forbes/Cohen
                                                         Properties.
                                                         Other Substantial

Sue Ling Gin                   Director                  Director, Michigan
                                                         National Corporation;
                                                         Chairman and Chief
                                                         Executive Officer,
                                                         Flying Food Fare, Inc.

Morton E. Harris               Director                  Director, Michigan
                                                         National Corporation;
                                                         Managing Partner,
                                                         Spectrum Associates.


                                                         Other Substantial
                               Position with             Business, Profession,
      Name                      the Adviser              Vocation or
Employment

Gerald B. Mitchell             Director                  Director, Michigan
                                                         National Corporation;
                                                         Retired Chairman and
                                                         Chief Executive
                                                         Officer, Dana
                                                         Corporation.

Robert J. Mylod                Director, Chairman,       Director, Chairman,
                               and Chief Executive       and Chief Exective
                               Officer                   Officer, Michigan
                                                         National Corporation.


William F. Pickard             Director                  Director, Michigan
                                                         National Corporation,
                                                         Chairman and Chief
                                                         Executive Officer,
                                                         Regal Plastics
                                                         Company.

Douglas E. Ebert               Director, President       President and Chief
                               and Chief Operating       Operating Officer,
                               Officer                   Michigan National
                                                         Corporation

Stanton Kinnie Smith, Jr.      Director                  Director, Michigan
                                                         National Corporation;
                                                         Vice Chairman, CMS
                                                         Energy Corporation.

Walter H. Teninga              Director                  Director, Michigan
                                                         National Corporation;
                                                         Retired President and
                                                         CEO, American Club
                                                         Stores, Inc.

Stephen A. VanAndel            Director                  Director, Michigan
                                                         National Corporation;
                                                         Vice President and
                                                         Chairman, Amway
                                                         Corporation.

Richard T. Walsh               Director                  Director, Michigan
                                                         National Corporation;
                                                         Consultant.

James A. Williams              Director                  Director, Michigan
                                                         National Corporation;
                                                         Chairman and President
                                                         Williams, Schaefer,
                                                         Ruby & Williams.

                                                         Other Substantial
                               Position with             Business, Profession,
      Name                      the Adviser              Vocation or
Employment

Lawrence L. Gladchun           Senior Vice               Senior Vice
                               President, General        President,
                               Counsel and Secretary     General Counsel and
                                                         Secretary, Michigan
                                                         National Corporation.


Richard C. Webb                Senior Vice               Senior Vice
                               President                 President,
                               Commercial Banking        Michigan National
                                                         Corporation.

Joseph J. Whiteside            Executive Vice President
                               and Chief Financial
                               Officer

William D. Ritsema             Senior Vice               Senior Vice
                               President, Credit         President,
                               Administration            Michigan National
                                                         Corporation.

Robert V. Panizzi              First Vice                First Vice President,
                               President and             Michigan National
                               Controller                Corporation.

Marc L. Belsky                 First Vice President      First Vice President
                               Planning and Analysis     Michigan National
                                                         Corporation.

Edward H. Sondker              First Vice President      President and CEO
                                                         Independence One Bank
                                                         of California

Item 29.    Principal Underwriters:

            (a)            Federated Securities Corp., the Distributor for
            shares of the Registrant, also acts as principal underwriter for
            the following open-end investment companies:  Alexander Hamilton
            Funds; American Leaders Fund, Inc.; Annuity Management Series;
            Arrow Funds; Automated Cash Management Trust; Automated Government
            Money Trust; BayFunds;  The Biltmore Funds; The Biltmore Municipal
            Funds; California Municipal Cash Trust; Cash Trust Series, Inc.;
            Cash Trust Series II; DG Investor Series; Edward D. Jones & Co.
            Daily Passport Cash Trust; Federated ARMs Fund;  Federated
            Exchange Fund, Ltd.; Federated GNMA Trust; Federated Government
            Trust; Federated Growth Trust; Federated High Yield Trust;
            Federated Income Securities Trust; Federated Income Trust;
            Federated Index Trust; Federated Institutional Trust; Federated
            Intermediate Government Trust; Federated Master Trust; Federated
            Municipal Trust; Federated Short-Intermediate Government Trust;
            Federated Short-Term U.S. Government Trust; Federated Stock Trust;
            Federated Tax-Free Trust; Federated U.S. Government Bond Fund;
            First Priority Funds; First Union Funds; Fixed Income Securities,
            Inc.; Fortress Adjustable Rate U.S. Government Fund, Inc.;
            Fortress Municipal Income Fund, Inc.; Fortress Utility Fund, Inc.;
            Fountain Square Funds; Fund for U.S. Government Securities, Inc.;
            Government Income Securities, Inc.; High Yield Cash Trust;
            Independence One Mutual Funds; Insight Institutional Series, Inc.;
            Insurance Management Series; Intermediate Municipal Trust;
            International Series Inc.; Investment Series Funds, Inc.;
            Investment Series Trust; Liberty Equity Income Fund, Inc.; Liberty
            High Income Bond Fund, Inc.; Liberty Municipal Securities Fund,
            Inc.; Liberty U.S. Government Money Market Trust; Liberty Utility
            Fund, Inc.; Liquid Cash Trust; Managed Series Trust; Marshall
            Funds, Inc.; Money Market Management, Inc.; Money Market
            Obligations Trust; Money Market Trust; The Monitor Funds;
            Municipal Securities Income Trust; Newpoint Funds; New York
            Municipal Cash Trust; 111 Corcoran Funds; Peachtree Funds; The
            Planters Funds; RIMCO Monument Funds; The Shawmut Funds; Short-
            Term Municipal Trust; SouthTrust Vulcan Funds; Star Funds; The
            Starburst Funds; The Starburst Funds II; Stock and Bond Fund,
            Inc.; Sunburst Funds; Targeted Duration Trust; Tax-Free
            Instruments Trust; Tower Mutual Funds; Trademark Funds; Trust for
            Financial Institutions; Trust for Government Cash Reserves; Trust
            for Short-Term U.S. Government Securities; Trust for U.S. Treasury
            Obligations; Vision Fiduciary Funds, Inc.; Vision Group of Funds,
            Inc.; The Virtus Funds; and World Investment Series, Inc.

                Federated Securities Corp. also acts as principal underwriter
                for the following closed-end investment company:  Liberty
                Term Trust, Inc.- 1999.
            (b)

         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant

Richard B. Fisher              Director, Chairman, Chief         --
Federated Investors Tower      Executive Officer, Chief
Pittsburgh, PA 15222-3779      Operating Officer, and
                               Asst. Treasurer, Federated
                               Securities Corp.

Edward C. Gonzales             Director, Executive Vice     President and
Federated Investors Tower      President, and Treasurer,    Treasurer
Pittsburgh, PA 15222-3779      Federated Securities
                               Corp.

John W. McGonigle              Director, Executive Vice          --
Federated Investors Tower      President, and Assistant
Pittsburgh, PA 15222-3779      Secretary, Federated
                               Securities Corp.

John B. Fisher                 President-Institutional Sales,     --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779


         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant


James F. Getz                  President-Broker/Dealer,           --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mark R. Gensheimer             Executive Vice President of        --
Federated Investors Tower      Bank/Trust
Pittsburgh, PA 15222-3779      Federated Securities Corp.

Mark W. Bloss                  Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Theodore Fadool, Jr.           Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Bryant R. Fisher               Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Christopher T. Fives           Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

James S. Hamilton              Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

James M. Heaton                Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

H. Joseph Kennedy              Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Keith Nixon                    Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Solon A. Person, IV            Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Timothy C. Pillion             Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Thomas E. Territ               Senior Vice President,             --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779
         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant

John B. Bohnet                 Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Richard W. Boyd                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Jane E. Broeren-Lambesis       Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mary J. Combs                  Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

R. Edmond Connell, Jr.         Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Kevin J. Crenny                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Daniel T. Culbertson           Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Laura M. Deger                 Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Jill Ehrenfeld                 Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Joseph L. Epstein              Vice President,
Federated Investors Tower      Federated Securities Corp.         --
Pittsburgh, PA 15222-3779

Mark D. Fisher                 Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Michael D. Fitzgerald          Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Joseph D. Gibbons              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779
         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant

David C. Glabicki              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Craig S. Gonzales              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Richard C. Gonzales            Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Scott A. Hutton                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

William J. Kerns               Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

William E. Kugler              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Dennis M. Laffey               Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Stephen A. LaVersa             Vice President,
Federated Investors Tower      Federated Securities Corp.         --
Pittsburgh, PA 15222-3779

Francis J. Matten, Jr.         Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Mark J. Miehl                  Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Richard C. Mihm                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

J. Michael Miller              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

R. Jeffrey Niss                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779
         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant


Michael P. O'Brien             Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Robert D. Oehlschlager         Vice President,
Federated Investors Tower      Federated Securities Corp.         --
Pittsburgh, PA 15222-3779

Robert F. Phillips             Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Eugene B. Reed                 Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Paul V. Riordan                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Charles A. Robison             Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

John C. Shelar, Jr.            Vice President,
Federated Investors Tower      Federated Securities Corp.         --
Pittsburgh, PA 15222-3779

David W. Spears                Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Jeffrey A. Stewart             Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Jamie M. Teschner              Vice President,
Federated Investors Tower      Federated Securities Corp.         --
Pittsburgh, PA 15222-3779

William C. Tustin              Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Paul A. Uhlman                 Vice President,
Federated Investors Tower      Federated Securities Corp.         --
Pittsburgh, PA 15222-3779

Richard B. Watts               Vice President,                    --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779
         (1)                           (2)                       (3)
Name and Principal             Positions and Offices      Positions and Offices
 Business Address                 With Underwriter          With Registrant


Michael P. Wolff               Vice President,
Federated Investors Tower      Federated Securities Corp.         --
Pittsburgh, PA 15222-3779

Philip C. Hetzel               Assistant Vice President,          --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Charlene H. Jennings           Assistant Vice President,          --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

Ernest L. Linane               Assistant Vice President,          --
Federated Investors Tower      Federated Securities Corp.
Pittsburgh, PA 15222-3779

S. Elliott Cohan               Secretary,                   Assistant
Federated Investors Tower      Federated Securities Corp.   Secretary
Pittsburgh, PA 15222-3779

            (c)   Not applicable.

Item 30.    Location of Accounts and Records:

            All accounts and records required to be maintained by Section
            31(a) of the Investment Company Act of 1940 and Rules 31a-1
            through 31a-3 promulgated thereunder are maintained at one of the
            following locations:

            Independence One Mutual Funds       Federated Investors Tower
            (Registrant)                        Pittsburgh, PA 15222-3779

            Federated Services Company          Federated Investors Tower
            ("Transfer Agent, Dividend          Pittsburgh, PA 15222-3779
            Disbursing Agent and Portfolio
            Recordkeeper")

            Federated Administrative Services   Federated Investors Tower
            (Administrator)                     Pittsburgh, PA 15222-3779

            Michigan National Bank              27777 Inkster Road
            (Adviser)                           Mail Code 10-52
                                                Farmington Hills, MI 48333

            State Street Bank and Trust         P.O. Box 1119
            Company                             Boston, MA 02103
            (Custodian)

Item 31.    Management Services:  Not applicable.

Item 32.    Undertakings:

            Registrant hereby undertakes to comply with the provisions of
            Section 16(c) of the 1940 Act with respect to the removal of
            Trustees and the calling of special shareholder meetings by
            shareholders.

            Registrant hereby undertakes to furnish each person to whom a
            prospectus for Independence One U.S. Government Securities Fund is
            delivered with a copy of the Registrant's latest annual report to
            shareholders, upon request and without charge.

                               SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, INDEPENDENCE ONE MUTUAL
FUNDS, certifies that it meets all of the requirements for effectiveness
of this Amendment to its Registration Statement pursuant to Rule 485(b)
under the Securities Act of 1933 and has duly caused this Amendment to
its Registration Statement to be signed on its behalf by the
undersigned, thereto duly authorized, in the City of Pittsburgh and
Commonwealth of Pennsylvania, on the 6th day of April, 1995.

                      INDEPENDENCE ONE MUTUAL FUNDS

                  BY:  /s/ Jay S. Neuman
                  Jay S. Neuman, Secretary
                  Attorney in Fact for Edward C. Gonzales
                  April 6, 1995




    Pursuant to the requirements of the Securities Act of 1933, this
Amendment to its Registration Statement has been signed below by the
following person in the capacity and on the date indicated:

    NAME                            TITLE                         DATE

By:  /s/ Jay S. Neuman
    Jay S. Neuman                Attorney In Fact           April 6, 1995
    SECRETARY                    For the Persons
                                 Listed Below

    NAME                            TITLE

Edward C. Gonzales*              President and Treasurer
                                 (Principal Financial and
                                 Accounting Officer)

Robert E. Baker.*                Trustee

Harrold Berry*                   Trustee

Clarence G. Frame*               Trustee

Harry J. Nederlander*            Trustee

Thomas S. Wilson*                Trustee

* By Power of Attorney







Exhibit 11(i) under N-1A
                                          Exhibit 23 under Item 601/Reg SK

                       INDEPENDENT AUDITORS' CONSENT



The Trustees and Shareholders
Independence One Mutual Funds:




With respect to the Prospectus and Statement of Additional Information
incorporated by reference in this Post-Effective Amendment No. 11 to the
Registration Statement on Form N-1A of Independence One Mutual Funds, we
consent to the incorporation by reference of our report, dated June 3,
1994, on the Independence One Prime Money Market Fund and to the references
to our Firm under the headings "Financial Highlights" and "Administration
of the Fund-Independent Auditors" in Part A of the Registration Statement.



By:KPMG Peat Marwick LLP
KPMG Peat Marwick LLP
Pittsburgh, Pennsylvania
April 6, 1995



<TABLE> <S> <C>




       
<S>                                                      <C>

<ARTICLE>                                                        6
<PERIOD-TYPE>                                                6-MOS
<FISCAL-YEAR-END>                                      APR-30-1994
<PERIOD-END>                                           OCT-31-1994
<INVESTMENTS-AT-COST>                                  289,655,268
<INVESTMENTS-AT-VALUE>                                 289,655,268
<RECEIVABLES>                                            9,214,163
<ASSETS-OTHER>                                                 344
<OTHER-ITEMS-ASSETS>                                             0
<TOTAL-ASSETS>                                         298,869,775
<PAYABLE-FOR-SECURITIES>                                         0
<SENIOR-LONG-TERM-DEBT>                                          0
<OTHER-ITEMS-LIABILITIES>                               10,835,987
<TOTAL-LIABILITIES>                                     10,835,987
<SENIOR-EQUITY>                                                  0
<PAID-IN-CAPITAL-COMMON>                               288,033,788
<SHARES-COMMON-STOCK>                                  288,033,788
<SHARES-COMMON-PRIOR>                                  310,588,452
<ACCUMULATED-NII-CURRENT>                                        0
<OVERDISTRIBUTION-NII>                                           0
<ACCUMULATED-NET-GAINS>                                          0
<OVERDISTRIBUTION-GAINS>                                         0
<ACCUM-APPREC-OR-DEPREC>                                         0
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<DIVIDEND-INCOME>                                                0
<INTEREST-INCOME>                                        6,151,873
<OTHER-INCOME>                                                   0
<EXPENSES-NET>                                             841,439
<NET-INVESTMENT-INCOME>                                  5,310,434
<REALIZED-GAINS-CURRENT>                                         0
<APPREC-INCREASE-CURRENT>                                        0
<NET-CHANGE-FROM-OPS>                                    5,310,434
<EQUALIZATION>                                                   0
<DISTRIBUTIONS-OF-INCOME>                                5,310,434
<DISTRIBUTIONS-OF-GAINS>                                         0
<DISTRIBUTIONS-OTHER>                                            0
<NUMBER-OF-SHARES-SOLD>                              1,033,718,600
<NUMBER-OF-SHARES-REDEEMED>                          1,058,723,830
<SHARES-REINVESTED>                                      2,450,566
<NET-CHANGE-IN-ASSETS>                                (22,554,664)
<ACCUMULATED-NII-PRIOR>                                          0
<ACCUMULATED-GAINS-PRIOR>                                        0
<OVERDISTRIB-NII-PRIOR>                                          0
<OVERDIST-NET-GAINS-PRIOR>                                       0
<GROSS-ADVISORY-FEES>                                      551,455
<INTEREST-EXPENSE>                                               0
<GROSS-EXPENSE>                                            841,439
<AVERAGE-NET-ASSETS>                                   273,479,574
<PER-SHARE-NAV-BEGIN>                                        1.000
<PER-SHARE-NII>                                               .020
<PER-SHARE-GAIN-APPREC>                                       .000
<PER-SHARE-DIVIDEND>                                          .020
<PER-SHARE-DISTRIBUTIONS>                                     .000
<RETURNS-OF-CAPITAL>                                          .000
<PER-SHARE-NAV-END>                                          1.000
<EXPENSE-RATIO>                                                 61
<AVG-DEBT-OUTSTANDING>                                           0
<AVG-DEBT-PER-SHARE>                                          .000
        



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