1933 Act File No. 33-26915
1940 Act File No. 811-5762
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. 32 .......... X
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X
Amendment No. 33 ......................... X
STAR 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)
C. Grant Anderson, 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 March 31, 1997 pursuant to paragraph (b)
- -
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:
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 January 15, 1997; 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.
Copies to: Matthew G. Maloney, Esq.
Dickstein Shapiro Morin & Oshinsky
2101 L. Street, N.W.
Washington, D.C. 20037
CROSS-REFERENCE SHEET
This Amendment to the Registration Statement of the Star Funds, which
is comprised of nine portfolios: (1) Star Tax-Free Money Market Fund, (2)
Star Treasury Fund (a) Investment Shares and (b) Trust Shares, (3) Star
Relative Value Fund, (4) The Stellar Fund (a) Investment Shares and (b)
Trust Shares, (5) Star U.S. Government Income Fund, (6) Star Capital
Appreciation Fund, (7) Star Strategic Income Fund, and(8) Star Growth
Equity Fund. The portfolios are comprised of the following:
PART A. INFORMATION REQUIRED IN A PROSPECTUS.
Prospectus Heading
(Rule 404(c) Cross Reference)
Item 1. Cover Page...............(1-8) Cover Page.
Item 2. Synopsis.................(1-8) Synopsis; (1-8) Summary of Fund
Expenses.
Item 3. Condensed Financial
Information..............(1-8) Financial Highlights; (1-8)
Performance Information.
Item 4. General Description of
Registrant...............(1-8) Objective and Investment Policies
of Each Fund; (1-2) Common Investment
Techniques of the Funds; (3-8) Portfolio
Investments and Strategies; (3-8)
Additional Risk Considerations; (1-8)
Investment Limitations.
Item 5. Management of the Trust..(1-8) Star Funds Information; (1-8)
Management of the Trust; (1-8)
Distribution of Fund Shares; (1, 2(a),
3, 4(a), 5-8) Distribution Plan; (1-8)
Administration of the Funds; (2(b))
Expenses of the Treasury Fund and Trust
Shares; (3-8) Brokerage Transactions.
Item 6. Capital Stock and Other
Securities...............(1-2) Dividends; (1-2) Capital Gains;
(3-8) Dividends and Capital Gains; (1-8)
Shareholder Information; (1-8) Voting
Rights; (1-8) Effect of Banking Laws;
(1-8) Tax Information; (1-8) Federal
Income Tax;(1) Tax-Free Money Market
Fund - Additional Tax Information;.(8)
The Stellar Bond Fund-Additional Federal
Income Tax Information; (1-8) State and
Local Taxes.
Item 7. Purchase of Securities
Being Offered............(1-8) Net Asset Value; (1-8) Investing
in the Funds; (1-8) Share Purchases;
(1-8) Minimum Investment Required; (1-8)
What Shares Cost; (3-8) Systematic
Investment Plan; (3,4a,5,6,8) Reducing
the Sales Charge; (1-8) Exchanging
Securities for Fund Shares; (1-8)
Certificates and Confirmations; (1-2)
Shareholder Service Organizations; (3-8)
Frequent Investor Program; (1-8)
Exchange Privilege.
Item 8. Redemption or Repurchase.(1-8) Redeeming Shares; (1-2)
Checkwriting Privilege; (3-8) Systematic
Withdrawal Plan; (7,8) Contingent
Deferred Sales Charge; (7,8) Elimination
of Contingent Deferred Sales Charge;
(1-8) Accounts with Low Balances.
Item 9. Pending Legal Proceedings None.
PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.
Item 10. Cover Page...............(1-8) Cover Page.
Item 11. Table of Contents........(1-8) Table of Contents.
Item 12. General Information and
History..................(1-8) General Information About the
Fund; (1-8) Investment Limitations.
Item 13. Investment Objectives and
Policies.................(1-8) Investment Objective(s) and
Policies.
Item 14. Management of the Fund...(1-8) Star Funds Management.
Item 15. Control Persons and Principal
Holders of Securities....(1-8) Fund Ownership.
Item 16. Investment Advisory and Other
Services.................(1-8) Investment Advisory Services; (1-
8) Administrative Services; (8) Other
Services; (1-8) Custodian.
Item 17. Brokerage Allocation.....(1-8) Brokerage Transactions.
Item 18. Capital Stock and Other
Securities...............Not applicable.
Item 19. Purchase, Redemption and
Pricing of Securities
Being Offered............(1-8) Purchasing Shares; (1-8) Exchange
Privilege; (1-8) Determining Net Asset
Value; (1-8) Redeeming Shares; (1-8)
Redemption in Kind.
Item 20. Tax Status...............(1-8) Tax Status; (1-8) Yield; (1-2)
Effective Yield; (1,8) Tax-Equivalent
Yield; (1-8) Total Return.
Item 21. Underwriters.............(1-8) Administrative Arrangements; (1-
3,4a,5-8) Distribution Plan.
Item 22. Calculation of Performance
Data.....................(1-8) Performance Comparisons.
Item 23. Financial Statements.....(1,2(a),3-8) The Financial Statements
are incorporated herein by reference
from the Funds' Annual Reports dated
November 30, 1996; (8) to be filed by
Amendment.
Incorprate by reference ursuant to Rule 411 under the Securities Act of
1933, Parts A and B of Post-Effective Amendment No. 31, filed January 24,
1997, in their entirety.
PART C. OTHER INFORMATION.
Item 24. Financial Statements and Exhibits:
(a) Financial Statements. (1,2(a),3-8) The Financial Statements
for the fiscal period ended November 30, 1996, are
incorporated herein by reference from the Fund's Annual
Reports dated November 30, 1996; 2(b) to be filed by
Amendment.
(b) Exhibits:
(1) Conformed copy of Declaration of Trust of the
Registrant; (15)
(i) Conformed copy of Amendment No. 1 to Declaration
of Trust; (2)
(ii) Conformed copy of Amendment No. 2 to Declaration
of Trust (2)
(iii) Conformed copy of Amendment No. 3 to Declaration
of Trust; (2)
(iv) Conformed copy of Amendment No. 4 to Declaration
of Trust; (4)
(v) Conformed copy of Amendment No. 5 to Declaration
of Trust; (12)
(vi) Conformed copy of Amendment No. 6 to Declaration
of Trust; (12)
(vii) Conformed copy of Amendment No. 7 to Declaration
of Trust; (12)
(viii)Conformed copy of Amendment No. 8 to Declaration
of Trust (15)
(ix) Conformed copy of Amendment No. 9 to Declaration
of Trust; (15)
(x) Conformed copy of Amendment No. 10 to
Declaration of Trust; (15)
(xi) Conformed copy of Amendment No. 11 to
Declaration of Trust; (15)
(xii) Conformed copy of Amendment No. 12 to
Declaration of Trust; (18)
(xiii)Conformed copy of Amendment No. 13 to
Declaration of Trust; (19)
(xiv) Conformed copy of Amendment No. 14 to
Declaration of Trust; (19)
(xv) Conformed Copy of Amendment No. 15 to
Declaration of Trust; (25)
(xiv) Conformed Copy of Amendment No. 16 to
Declaration of Trust; (25)
+ All exhibits have been filed electronically.
2. Response is incorporated by reference to Registrant's Pre-Effective
Amendment No. 1 to the Registration Statement on Form N-1A filed
April 10, 1989. (File Nos. 33-26915 and 811-5762)
4. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 2 to the Registration Statement on Form N-1A filed
December 6, 1989. (File Nos. 33-26915 and 811-5762)
12. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 14 to the Registration Statement on Form N-1A filed
January 29, 1992. (File Nos. 33-26915 and 811-5762)
15. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 19 to the Registration Statement on Form N-1A filed
July 2, 1993. (File Nos. 33-26915 and 811-5762)
18. Response is incorporated by reference to Registrant's Post-Amendment
No. 22 to the Registration Statement on Form N-1A filed March 17,
1994. (File Nos. 33-26915 and 811-5762)
19. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 23 to the Registration Statement on Form N-1A filed
May 13, 1994. (File Nos. 33-26915 and 811-5762)
25. Response is incorporated by reference to Registrant's Post- Effective
Amendment No. 32 to the Registration Statement on Form N-1A filed
January 24, 1996. (File Nos. 33-26915 and 811-5762)
(2) Copy of By-Laws of the Registrant; (1)
(3) Not applicable;
(4) Not applicable;
(5) Conformed copy of Investment Advisory Contract between
Losantiville Funds and Star Bank, N.A. through and
including Exhibit G; (13)
(i) Conformed copy of Exhibit H to Investment
Advisory Contract of the Registrant to add Star
Growth Equity Fund (now known as Star Capital
Appreciation Fund); (19)
(ii) Conformed copy of Exhibit I to Investment
Advisory Contract of the Registrant to add Star
Strategic Income Fund; (20)
(iii)Conformed copy of Exhibit J to Investment
Advisory Contract of the Registrant to add Star
Growth Equity Fund; (21)
(6) (i) Conformed copy of Distributor's Contract of the
Registrant through and including Exhibit E; (13)
(ii) Conformed copy of Exhibit F to Distributor's
Contract of the Registrant; (17)
(iii)Conformed copy of Exhibit G to Distributor's
Contract of the Registrant; (19)
(iv) Conformed copy of Exhibit H to Distributor's
Contract of the Registrant to add Star Growth
Equity Fund (now known as Star Capital
Appreciation Fund); (19)
(v) Conformed copy of Exhibit I to Distributor's
Contract of the Registrant to add Star Strategic
Income Fund; (20)
+ All exhibits have been filed electronically.
1. Response is incorporated by reference to Registrant's Initial
Registration Statement on Form N-1A filed February 3, 1989. (File Nos.
33-26915 and 811-5762)
13. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 16 to the Registration Statement on Form N-1A filed
November 20, 1992. (File Nos. 33-26915 and 811-5762)
17. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 to the Registration Statement on Form N-1A filed
February 4, 1994. (File Nos. 33-26915 and 811-5762)
19. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 23 to the Registration Statement on Form N-1A filed
May 13, 1994. (File Nos. 33-26915 and 811-5762)
20. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 24 to the Registration Statement on Form N-1A filed
September 15, 1994. (File Nos. 33-26915 and 811-5762)
21. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 25 to the Registration Statement on Form N-1A filed
January 26, 1995. (File Nos. 33-26915 and 811-5762)
(vi) Conformed copy of Exhibit J to Distributor's
Contract of the Registrant to add Star Growth
Equity Fund; (21)
(vii)Conformed copy of Exhibit L to Distributor's
Contract of the Registrant to add Star Treasury
Fund, Trust Shares; +
(7) Not applicable;
(8) Conformed copy of Custodian Contract of the
Registrant; (15)
(9) (i) Conformed copy of Fund Accounting, Shareholder
Recordkeeping, and Custody Services Procurement
Agreement; (21)
(ii) Conformed copy of Administrative Services
Agreement; (17)
(iii)Conformed copy of Shareholder Services Plan of
the Registrant through and including Exhibit A;
(19)
(iv) Conformed copy of Exhibit B to Shareholder
Services Plan of the Registrant to add Star
Strategic Income Fund; (20)
(v) Conformed copy of Exhibit C to Shareholder
Services Plan of the Registrant to add Star
Growth Equity Fund (21);
(vi) Conformed copy of Exhibit D to Shareholder
Services Plan of the Registrant to add The
Stellar Fund (Trust Shares); (22)
(vii)Conformed copy of Exhibit E to Shareholder
Services Plan of the Registrant to add The
Stellar Fund (Investment Shares); (22)
+ All exhibits have been filed electronically.
15. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 19 to the Registration Statement on Form N-1A filed
July 2, 1993. (File Nos. 33-26915 and 811-5762)
17. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 to the Registration Statement on Form N-1A filed
February 4, 1994. (File Nos. 33-26915 and 811-5762)
19. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 23 to the Registration Statement on Form N-1A filed
May 13, 1994. (File Nos. 33-26915 and 811-5762)
20. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 24 to the Registration Statement on Form N-1A filed
September 15, 1994. (File Nos. 33-26915 and 811-5762)
21. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 25 to the Registration Statement on Form N-1A filed
January 26, 1995. (File Nos. 33-26915 and 811-5762)
22. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 26 on Form N-1A filed March 28, 1995. (File Nos. 33-
26915 and 811-5762)
(viii) Conformed copy of Exhibit F to Shareholder
Services Plan of the Registrant to add Star Tax-
Free Money Market Fund; (22)
(ix) Conformed copy of Exhibit G to Shareholder
Services Plan of the Registrant to add Star
Treasury Fund; (22)
(x) Conformed copy of Exhibit H to Shareholder
Services Plan of the Registrant to add Star U.S.
Government Income Fund; (22)
(xi) Conformed copy of Exhibit I to Shareholder
Services Plan of the Registrant to add Star
Relative Value Fund; (22)
(xii)Conformed copy of Exhibit J to Shareholder
Services Plan of the Registrant to add Star Prime
Obligations Fund; (22)
(xiii)..........Conformed copy of Exhibit L to
Shareholder Services Plan of the Registrant to
add Star Treasury Fund, Trust Shares; +
(10) Conformed copy of Opinion and Consent of Counsel as to
Legality of Shares being Issued; (24)
(11) Conformed Copy of Opinion and Consent of Special
Counsel; (9)
(12) Not applicable;
(13) Conformed copy of Initial Capital Understanding; (2)
(14) Not applicable;
+ All exhibits have been filed electronically.
2. Response is incorporated by reference to Registrant's Pre-Effective
Amendment No. 1 to the Registration Statement on Form N-1A filed
April 10, 1989. (File Nos. 33-26915 and 811-5762)
9. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 9 to the Registration Statement on Form N-1A filed
March 12, 1991. (File Nos. 33-26915 and 811-5762)
N-1A filed September 15, 1994. (File Nos. 33-26915 and 811-5762)
22. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 26 on Form N-1A filed March 28, 1995. (File Nos. 33-
26915 and 811-5762)
24. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 30 on Form N-1A filed October 10, 1996. (File Nos. 33-
26915 and 811-5762)
(15) (i) Conformed copy of Distribution Plan; (13)
(ii) Copy of Rule 12b-1 Agreement through and
including Amendment No. 1 to Exhibit A; (7)
(iii) Copy of Amendment No. 2 to Exhibit A to 12b-1
Agreement; (11)
(iv) Copy of Amendment No. 3 to Exhibit A to 12b-1
Agreement; (11)
(v) Copy of Amendment No. 4 to Exhibit A to 12b-1
Agreement; (13)
(vi) Conformed copy of Exhibit E to the Distribution
Plan; (17)
(vii) Copy of Amendment No. 5 to Exhibit A to 12b-1
Agreement; (18)
(viii)Conformed copy of Exhibit F to Distribution Plan
of the Registrant to add Star Growth Equity Fund
(now known as Star Capital Appreciation Fund);
(19)
(ix) Conformed copy of Exhibit G to Distribution Plan
of the Registrant to add Star Strategic Income
Fund; (20)
(x) Conformed copy of Exhibit H to Distribution Plan
of the Registrant to add Star Growth Equity
Fund; (21)
(xi) Copy of Amendment No. 6 to Exhibit A to 12b-1
Agreement; (20)
(16) (i) Copy of Schedule for Computation of Fund
Performance Data, Star Relative Value Fund; (24)
+ All exhibits have been filed electronically.
7. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 6 to the Registration Statement on Form N-1A filed
December 4, 1990. (File Nos. 33-26915 and 811-5762)
11. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 12 to the Registration Statement on Form N-1A filed
August 29, 1991. (File Nos. 33-26915 and 811-5762)
13. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 16 to the Registration Statement on Form N-1A filed
November 20, 1992. (File Nos. 33-26915 and 811-5762)
17. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 to the Registration Statement on Form N-1A filed
February 4, 1994. (File Nos. 33-26915 and 811-5762)
18. Response is incorporated by reference to Registrant's Post-Amendment
No. 22 to the Registration Statement on Form N-1A filed March 17,
1994. (File Nos. 33-26915 and 811-5762)
19. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 23 to the Registration Statement on Form N-1A filed
May 13, 1994. (File Nos. 33-26915 and 811-5762)
20. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 24 to the Registration Statement on Form N-1A filed
September 15, 1994. (File Nos. 33-26915 and 811-5762)
21. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 25 to the Registration Statement on Form N-1A filed
January 26, 1995. (File Nos. 33-26915 and 811-5762)
24. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 30 on Form N-1A filed October 10, 1996. (File Nos. 33-
26915 and 811-5762)
(ii) Copy of Schedule for Computation of Fund
Performance Data, The Stellar Fund (12);
(iii) Copy of Schedule for Computation of Fund
Performance Data, Star U.S. Government Income
Fund; (15)
(iv) Copy of Schedule for Computation of Fund
Performance Data, Star Capital Appreciation Fund
(21);
(v) Copy of Schedule for Computation of Fund
Performance Data, Star Strategic Income Fund;
(22)
(vi) Copy of Schedule for Computation of Fund
Performance Data, Star Growth Equity Fund; (22)
(17) Financial Data Schedules; +
(18) Conformed copy of Amended and Restated Multiple
Class Plan including
Exhibit A; +
(19) Conformed copy of Power of Attorney; +
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 as of March 3, 1997
Shares of beneficial interest
(no par value)
Star Treasury Fund
Investment Shares 188
Trust Shares not yet effective
Star Relative Value Fund 2,483
Star Tax-Free Money Market Fund 12
The Stellar Fund
Investment Shares 5,586
Trust Shares 49
Star U.S. Government Income Fund 304
Star Capital Appreciation Fund 453
Star Strategic Income Fund 1,393
Star Growth Equity Fund 1,991
The Stellar Insured Tax-Free Bond Fund 47
+ All exhibits have been filed electronically.
12. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 14 to the Registration Statement on Form N-1A filed
January 29, 1992. (File Nos. 33-26915 and 811-5762)
15. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 19 to the Registration Statement on Form N-1A filed
July 2, 1993. (File Nos. 33-26915 and 811-5762)
21. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 25 to the Registration Statement on Form N-1A filed
January 26, 1995. (File Nos. 33-26915 and 811-5762)
22. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 26 on Form N-1A filed March 28, 1995. (File Nos. 33-
26915 and 811-5762)
Item 27. Indemnification: (3)
Item 28. Business and Other Connections of Investment Adviser:
(a)Star Bank, N.A. ("Star Bank"), a national bank, was founded
in 1863 and is the largest bank and trust organization of
StarBanc Corporation. Star Bank had an asset base of $9.6
billion as of June 30, 1996, and trust assets of $23.6
billion as of June 30, 1996.
Star Bank has managed commingled funds since 1957. It
currently manages seven common trust funds and collective
investment funds having a market value in excess of $271
million.
The officers and directors of the Star Bank 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
Star Bank.
(b)
Other Substantial
Position with Business, Profession,
Name the Adviser Vocation or Employment
Jerry A. Grundhofer Chairman, President and Chief Traditional
Executive Officer Interiors
David M. Moffett Executive Vice President N/A
Richard K. Davis Executive Vice President N/A
Joseph A. Campanella Executive Vice President
N/A
Thomas J. Lakin Executive Vice President N/A
Timothy J. Fogarty Executive Vice President N/A
Wayne J. Shircliff Executive Vice President N/A
Daniel B. Benhase Executive Vice President N/A
Daniel R. Noe Executive Vice President N/A
Jerome C. Kohlhepp Executive Vice President N/A
Stephen E. Smith Executive Vice President S. E. Smith
and Company
S. Kay Geiger Executive Vice President Global Access
Marketing, Inc.
Andrew E. Randall Executive Vice President N/A
3. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 1 to the Registration Statement on Form N-1A filed
July 26, 1989. (File Nos. 33-26915 and 811-5762)
J. R. Bridgeland, Jr. Director Taft, Stetinius &
Hollister
L. L. Browning, Jr. Director N/A
V. B. Buyniski Director United Medical Resources, Inc.
Mt. Auburn Partnership, American
Operations Management, NCG and
Schmidt Marble
Samuel M. Cassidy Director Cassidy and Cassidy, Ltd. d/b/a
Cave Spring Farm
Raymond R. Clark Director .N/A
V. Anderson Coombe Director Wm. Powell Company
John C. Dannemiller Director Bearings, Inc.
Jerry A. Grundhofer Director Traditional Interiors
J. P. Harrington, S.C. Director N/A
J. P. Hayden, Jr. Director The Midland Company, American
Family Home Insurance Co., American
Modern Home Insurance Co.
Roger L. Howe Director U.S. Precision Lens, Inc.
T. J. Klinedinst, Jr. Director Thomas E. Wood, Inc.,
Ohio Cap Insurance Co., Ltd., The
Tomba Co., Ltd.
Chares S. Mechem, Jr. Director N/A
Daniel J. Meyer Director Cincinnati Milacron, Inc.
David B. O'Maley Director Ohio National Life Insurance Co.
O. M. Owens, M.D., Director O'dell M. Owens, M.D., Inc., Moreno
Food, MKO Investment, Seven Hills
Lab, Graphi Action.
Thomas E. Petry Director Eagle-Picher Industries, Inc.
William C. Portman Director Portman Equipment Company
Oliver W. Waddell Director N/A
Item 29. Principal Underwriters:
(a) 111 Corcoran Funds; Arrow Funds; Automated Government Money Trust;
BayFunds; Blanchard Funds; Blanchard Precious Metals Fund, Inc.; Cash Trust
Series II; Cash Trust Series, Inc.; DG Investor Series; Edward D. Jones &
Co. Daily Passport Cash Trust; Federated Adjustable Rate U.S. Government
Fund, Inc.; Federated American Leaders Fund, Inc.; Federated ARMs Fund;
Federated Equity Funds; Federated Equity Income Fund, Inc.; Federated Fund
for U.S. Government Securities, Inc.; Federated GNMA Trust; Federated
Government Income Securities, Inc.; Federated Government Trust; Federated
High Income Bond Fund, Inc.; Federated High Yield Trust; Federated Income
Securities Trust; Federated Income Trust; Federated Index Trust; Federated
Institutional Trust; Federated Insurance Series; Federated Investment
Portfolios; Federated Investment Trust; Federated Master Trust; Federated
Municipal Opportunities Fund, Inc.; Federated Municipal Securities Fund,
Inc.; Federated Municipal Trust; Federated Short-Term Municipal Trust;
Federated Short-Term U.S. Government Trust; Federated Stock and Bond Fund,
Inc.; Federated Stock Trust; Federated Tax-Free Trust; Federated Total
Return Series, Inc.; Federated U.S. Government Bond Fund; Federated U.S.
Government Securities Fund: 1-3 Years; Federated U.S. Government Securities
Fund: 2-5 Years; Federated U.S. Government Securities Fund: 5-10 Years;
Federated Utility Fund, Inc.; First Priority Funds; Fixed Income
Securities, Inc.; High Yield Cash Trust; Independence One Mutual Funds;
Intermediate Municipal Trust; International Series, Inc.; Investment Series
Funds, Inc.; Investment Series Trust; Liberty U.S. Government Money Market
Trust; Liquid Cash Trust; Managed Series Trust; Marshall Funds, Inc.; Money
Market Management, Inc.; Money Market Obligations Trust; Money Market
Trust; Municipal Securities Income Trust; Newpoint Funds; Peachtree Funds;
RIMCO Monument Funds; SouthTrust Vulcan Funds; Star Funds; Targeted
Duration Trust; Tax-Free Instruments Trust; The Biltmore Funds; The
Biltmore Municipal Funds; The Monitor Funds; The Planters Funds; The
Starburst Funds; The Starburst Funds II; The Virtus Funds; Tower Mutual
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 Group of Funds, Inc.; Wesmark 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, Asst.
Secretary, and Asst.
Treasurer, Federated
Securities Corp.
Edward C. Gonzales Director, Executive VicePresident,
Federated Investors Tower President, Federated, Treasurer and
Pittsburgh, PA 15222-3779 Securities Corp. Trustee (Principal
Financial and Accounting Officer)
Thomas R. Donahue Director, Assistant Secretary,
Federated Investors Tower Assistant Treasurer
Pittsburgh, PA 15222-3779 Federated Securities Corp
John B. Fisher President-Institutional Sales, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
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, Federated
Pittsburgh, PA 15222-3779 Securities Corp.
Mark W. Bloss Senior Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Richard W. Boyd 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
(1) (2) (3)
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
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
John B. Bohnet Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Byron F. Bowman Vice President, Secretary, --
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
Dale R. Browne 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
R. Leonard Corton, 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
G. Michael Cullen Vice President, --
Federated Investors Tower Federated Securites Corp.
Pittsburgh, PA 15222-3779
Laura M. Deger 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
Jill Ehrenfeld 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
Joseph D. Gibbons Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
John K. Goettlicher 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
James E. Hickey Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
H. Joseph Kennedy Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Steven A. La Versa 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
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
Thomas A. Peters III 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
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
Edward L. Smith 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
Richard Suder 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
Miles J. Wallace 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
Edward J. Wojnarowski Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Michael P. Wolff Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Edward R. Bozek Assistant 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
Charlene H. Jennings Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
J. Timothy Radcliff Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Denis McAuley Treasurer, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Leslie K. Platt Assistant Secretary, --
Federated Investors Tower Federated Securities Corp.
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:
Star Funds Federated Investors Tower
Pittsburgh, PA 15222-3779
Federated Shareholder Services Federated Investors Tower
Company(`Transfer Agent, Pittsburgh, PA 15222-3779
Dividend Disbursing Agent
and Portfolio Recordkeeper')
Federated Administrative Federated Investors Tower
Services Pittsburgh, PA 15222-3779
(`Administrator'')
Star Bank, N.A. 425 Walnut Street
(`Adviser'') Cincinnati, OH 45202
Star Bank, N.A. 425 Walnut Street
(`Custodian'') Cincinnati, OH 45202
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 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, STAR FUNDS, certifies that
it meets all the requirements for effectiveness of this 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 24th day of March,
1997.
STAR FUNDS
BY: /s/ C. Grant Anderson
C. Grant Anderson, Secretary
Attorney in Fact for Edward C. Gonzales
March 24, 1997
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/C. Grant Anderson
C. Grant Anderson Attorney In Fact March 24, 1997
SECRETARY For the Persons
Listed Below
NAME TITLE
Edward C. Gonzales* President, Treasurer and Trustee
(Principal Financial and
Accounting Officer)
Thomas L. Conlan, Jr.* Trustee
Dr. Alfred Gottschalk* Trustee
Dr. Robert J. Hill* Trustee
William H. Zimmer, III* Trustee
Dawn M. Hornback Trustee
Lawrence M. Turner Trustee
* By Power of Attorney
Exhibit 19 under Form N-1A
Exhibit 24 under Item 601/Reg. S-K
POWER OF ATTORNEY
Each person whose signature appears below hereby constitutes and
appoints the Secretary and Assistant Secretary of STAR FUNDS and the Deputy
General Counsel of Federated Services Company, and each of them, their true
and lawful attorneys-in-fact and agents, with full power of substitution
and resubstitution for them and in their names, place and stead, in any and
all capacities, to sign any and all documents to be filed with the
Securities and Exchange Commission pursuant to the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940,
by means of the Securities and Exchange Commission's electronic disclosure
system known as EDGAR; and to file the same, with all exhibits thereto and
other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of
them, full power and authority to sign and perform each and every act and
thing requisite and necessary to be done in connection therewith, as fully
to all intents and purposes as each of them might or could do in person,
hereby ratifying and confirming all that said attorneys-in-fact and agents,
or any of them, or their or his substitute or substitutes, may lawfully do
or cause to be done by virtue thereof.
SIGNATURES TITLE DATE
/s/ Edward C. Gonzales President, Treasurer and March 18, 1997
Edward C. Gonzales Trustee
(Principal Financial
and Accounting Officer)
/s/ Thomas L. Conlan, Jr Trustee March 18, 1997
Thomas L. Conlan, Jr.
/s/ Dr. Alfred Gottschalk Trustee March 18, 1997
Dr. Alfred Gottschalk
/s/ Dr. Robert J. Hill Trustee March 18, 1997
Dr. Robert J. Hill
/s/ Lawrence M. Turner Trustee March 18, 1997
Lawrence M. Turner
/s/ Dawn M. Hornback Trustee March 18, 1997
Dawn M. Hornback
/s/ William H. Zimmer, III Trustee March 18, 1997
William H. Zimmer, III
Sworn to and subscribed before me this 19th day of March, 1997
/s/ Marie M. Hamm
Marie M. Hamm
Exhibit 18 under Form N-1A
Exhibit 99 under Item 601/Reg. S-K
STAR FUNDS
AMENDED AND RESTATED MULTIPLE CLASS PLAN
This Amended and Restated Multiple Class Plan (`Plan'') is adopted by
STAR FUNDS (the `Trust''), a Massachusetts Business Trust with respect to
the classes of shares (`Classes'') of the portfolios of the Trust (the
`Funds'') set forth in the exhibits hereto.
PURPOSE
1. This Plan is adopted pursuant to Rule 18f-3 under the Investment
Company Act of 1940, as amended (the `Rule''), so as to allow the Trust to
issue more than one class of shares of any or all of the Funds (`Covered
Classes') in reliance on the rule and to make payments as contemplated
herein.
2. SEPARATE ARRANGEMENTS/CLASS DIFFERENCES
a.Designation of Classes: The Funds set forth on Exhibit A offer two
classes of shares: Investment Shares and Trust Shares.
b.Sales Load and Expenses: Purchases of Investment Shares of Funds
whose net asset value fluctuates are subject to a sales load as
described in the Prospectus. Purchases of Investment Shares of money
market funds, and purchases of Trust Shares, are not subject to a
sales load. The only expenses allocated to Investment Shares as a
class are the expenses incurred under the applicable distribution plan
adopted pursuant to Rule 12b-1.
c.Distribution of Shares: Investment Shares are sold primarily to
individuals who purchase shares through Star Bank, N.A. and MDS
Securities. Quantity discounts, accumulated purchases, concurrent
purchases, purchases in conjunction with a letter of intent,
reinstatement privileges, systematic withdrawal and purchases at net
asset value as they relate to Investment Shares of Funds whose net
asset value fluctuates, are as described in the applicable prospectus.
Trust Shares are offered primarily to trusts, fiduciaries and other
institutions through Star Bank, N.A.
d.Minimum Investment Amounts: The minimum initial investment in the
Funds is $1,000 ($25 for Star Bank Connections Group banking customers
and Star Bank employees and members of their immediate family). For
Trust Shares, the minimum investment will be calculated by combining
all mutual fund accounts which the shareholder maintains with Star
Bank and invests with Star Funds.
e.Voting Rights: Shareholders of each class are entitled to one vote
for each share held on the record date for any action requiring a vote
by the shareholders and a proportionate fractional vote for each
fractional vote held. Shareholders of the Trust will vote in the
aggregate and not by Fund or class except (i) as otherwise expressly
required by law or when the Trustees determine that the matter to be
voted upon affects only the interests of the shareholders of a
particular Fund or class, and (ii) only holders of Investment Shares
will be entitled to vote on matters submitted to shareholder vote with
respect to the Rule 12b-1 Plan applicable to such class.
3. EXPENSE ALLOCATIONS
The expenses incurred pursuant to the Rule 12b-1 Plan will be borne
solely by the Investment Shares class of the applicable Fund, and
constitute the only expenses allocated to one class and not the other.
4. EXCHANGE FEATURES
Holders of any Star money market fund may exchange such shares for
shares of any other Star money market fund, at net asset value. Holders of
shares of any Star non-money market fund which imposes a contingent
deferred sales charge may exchange such shares for shares of any other Star
non-money market fund which imposes a contingent deferred sales charge, at
net asset value. Holders of any shares of Star non-money market fund which
imposes a front-end sales charge may exchange such shares for shares of any
other Star non-money market fund which imposes a front-end sales charge, at
net asset value plus the difference (if any) between the sales charge
already paid on the shares of the Fund which are being exchange out of, and
any sales charge imposed by the fund which is being exchanged into. In all
cases, shareholders will be required to pay a sales charge only once.
EFFECTIVENESS
5. This Plan shall become effective with respect to each class, (i) to
the extent required by the Rule, after approval by a majority vote of: (a)
the Trust's Board of Trustees; (b) the members of the Board of the Trust
who are not interested persons of the Trust and have no direct or indirect
financial interest in the operation of the Trust's Plan, and/or (iii) upon
execution of an exhibit adopting this Plan with respect to such class.
EXHIBIT A
to the
Amended and Restated Multiple Class Plan
STAR FUNDS
THE STELLAR FUND
Investment Shares
Trust Shares
STAR TREASURY MONEY MARKET FUND
Investment Shares
Trust Shares
This Amended and Restated Multiple Class Plan is adopted by Star Funds
with respect to the Classes of Shares of the portfolios of Star Funds as
set forth above.
Witness the due execution hereof this 1st day of December, 1996.
STAR FUNDS
By: /s/ William H. Zimmer, III
Title: Trustee
Date: December 1, 1996
Exhibit 6 under Form N-1A
Exhibit 1 under Item 601/Reg. S-K
Exhibit L
to the
Distributor's Contract
STAR FUNDS
STAR TREASURY FUND
TRUST SHARES
In consideration of the mutual covenants set forth in the
Distributor's Contract dated November 15, 1990 between Star Funds and
Federated Securities Corp., Star Funds executes and delivers this Exhibit
on behalf of the Funds, and with respect to the separate Class of Shares
thereof, first set forth in this Exhibit.
Witness the due execution hereof this 1st day of December, 1996.
ATTEST: STAR FUNDS
/s/ C. Grant Anderson By: /s/ William H. Zimmer III
C. Grant Anderson William H. Zimmer III
Secretary Trustee
(SEAL)
ATTEST: FEDERATED SECURITIES CORP.
/s/ Byron F. Bowman By: /s/ David M. Taylor
Byron F. Bowman David M. Taylor
Secretary Executive Vice President
(SEAL)
Exhibit 9 under Form N-1A
Exhibit 10 under Item 601/Reg. S-K
EXHIBIT L
to the
Shareholder Services Plan
Star Funds
STAR TREASURY FUND
TRUST SHARES
This Plan is adopted by Star Funds with respect to the Class of
Shares of the portfolio of the Trust set forth above.
In compensation for the services provided pursuant to this Plan,
Providers will be paid a monthly fee computed at the annual rate of 0.25 of
1% of the average aggregate net asset value of the Star Treasury Fund held
during the month.
Witness the due execution hereof this 1st day of December, 1996.
Star Funds
By: /s/ William H. Zimmer III
William H. Zimmer III
Trustee
