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. 39........................ X
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X
Amendment No. 40........................................ X
STAR FUNDS
(Exact Name of Registrant as Specified in Charter)
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
(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)
on , pursuant to paragraph (b)
X 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.
Copies to: Matthew G. Maloney, Esq.
Dickstein Shapiro Morin & Oshinsky
2101 L. Street, N.W.
Washington, D.C. 20037
<PAGE>
CROSS-REFERENCE SHEET
This Amendment to the Registration Statement of the Star Funds, which is
comprised of twelve portfolios: (1) Star Tax-Free Money Market Fund, (2) Star
Treasury Fund (a) Investment Shares and (b) Trust Shares, (3) Star Relative
Value Fund (a) Investment Shares and (b) Trust Shares, (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, (8) Star
Growth Equity Fund (a) Investment Shares and (b) Trust Shares, (9) The Stellar
Insured Tax-Free Bond Fund (10) Star International Equity Fund, (11) Star Equity
Index Fund, and (12) Star Ohio Tax-Free Money Market Fund. This filing relates
only to the Stellar Fund, Star Relative Value Fund, Star Growth Equity Fund,
Star Capital Appreciation Fund, The Stellar Insured Tax-Free Bond Fund, Star
U.S. Government Income Fund, and Star Strategic Income Fund. (The remaining
references to other portfolios have been kept for easier cross reference, with
the exception of Item 23.):
PART A. INFORMATION REQUIRED IN A PROSPECTUS.
<TABLE>
<CAPTION>
<S> <C> <C>
Prospectus Heading
(Rule 404(c) Cross Reference)
Item 1. Cover Page....................(1-12) Cover Page;
Item 2. Synopsis......................(1-9) Synopsis; (10-12) General Information; (1-9) Summary of
Fund Expenses.
--------
Item 3. Condensed Financial
Information...................(1-9) Financial Highlights; (1-9) Performance Information.
Item 4. General Description of
Registrant....................(1,2) Objective and Investment
Policies of Each Fund; (3-9)
Investment Information; (10)
Investment Objective and Policies;
(3-9, 11, 12) Investment Objective;
(3-9, 11, 12) Investment Policies;
(1-2) Common Investment Techniques of
the Funds; (10-12) Portfolio
Investments and Strategies; (10)
Diversification; (10,11) Additional
Considerations of Investing In Other
Investment Companies; (12) Investment
Risks; (1-12) Investment Limitations.
Item 5. Management of the Trust.......(1-12) Star Funds Information; (1-12) Management of the Trust;
(1-12) Distribution of Fund
-----------------------
Shares; (1, 2(a), 3(a), 4(a), 5-7,8(a),9, 10,11,12) Distribution
Plan; (1-9) Administration of the Funds; (10-12) Administration
of the Fund); (2(b)) Expenses of the Treasury Fund and
Trust Shares; (10-12) Expenses of the Fund.
<PAGE>
Item 6. Capital Stock and Other
Securities....................(1-2,12) Dividends; (1-2,12) Capital
Gains; (3-11) Dividends and Capital
Gains; (1-9) Shareholder Information;
(1-12) Voting Rights; (1-12) Effect of
Banking Laws; (1-12) Tax Information;
(1-12) Federal Income Tax;(1) Tax-Free
Money Market Fund - Additional Tax
Information;.(9) The Stellar Bond
Fund-Additional Federal Income Tax
Information; (1-12) State and Local
Taxes.
Item 7. Purchase of Securities
Being Offered.................(1-12) Net
Asset Value; (1-9) Investing in the
Funds; (10-12) Investing in the Fund;
(1-12) Share Purchases; (1-12) Minimum
Investment Required; (1-12) What
Shares Cost; (3-11) Systematic
Investment Plan;
(3(a),4(a),5,6,9,10,11) Reducing the
Sales Charge; (1-12) Exchanging
Securities for Fund Shares; (1-12)
Certificates and Confirmations;
(1,2,12) Shareholder Service
Organizations; (3-11) Frequent
Investor Program; (1-12) Exchange
Privilege.
Item 8. Redemption or Repurchase......(1-12) Redeeming Shares; (1,2,12) Checkwriting Privilege;
(3-11) Systematic Withdrawal Plan;
------------------------
(7,8(a)) Contingent Deferred Sales Charge; (7,8(a)) Elimination
of Contingent Deferred Sales
Charge; (1-12) Accounts with Low Balances.
Item 9. Pending Legal Proceedings None.
<PAGE>
PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.
Item 10. Cover Page....................(1-12) Cover Page.
Item 11. Table of Contents (1-12) Table of Contents.
Item 12. General Information and
History.......................(1-12) General Information About the Fund; (1-12) Investment
Limitations.
Item 13. Investment Objectives and
Policies......................(1-12) Investment Objective(s) and Policies.
Item 14. Management of the Fund (1-12) Star Funds Management.
Item 15. Control Persons and Principal
Holders of Securities (1-9) Fund Ownership.
Item 16. Investment Advisory and Other
Services......................(1-12) Investment Advisory Services; (1-12) Administrative Services;
(9) Other Services;
(1-8,10-12) Custodian.
Item 17. Brokerage Allocation (1-12) Brokerage Transactions.
Item 18. Capital Stock and Other
Securities Not applicable.
Item 19. Purchase, Redemption and
Pricing of Securities
Being Offered.................(1-12) Purchasing Shares; (1-12) Exchange Privilege; (1-12)
Determining Net Asset Value;
(1-12) Redeeming Shares; (1-12) Redemption in Kind.
Item 20. Tax Status....................(1-12) Tax Status; (1-12) Yield; (1-2,12) Effective Yield;
(1,9,12) Tax-Equivalent Yield;
----------
(1-12) Total Return.
Item 21. Underwriters..................(1-8,10-12) Administrative Arrangements;
(1,2,3(a),4(a),5,6,7,8(a),9,10-12) Distribution
Plan.
Item 22. Calculation of Performance
Data..........................(1-12) Performance Comparisons.
Item 23. Financial Statements..........(1-9). Incorporated by reference to the Annual Reports of the
Registrant dated November 30,
--------------------
1997 (File Nos. 33-26915 and 811-5762).
PART C. OTHER INFORMATION.
Item 24. Financial Statements and Exhibits:
(a) Incorporated by reference to the Annual Reports of the Registrant dated
November 30, 1997 (File Nos. 33-26915 and 811-5762).
(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)
</TABLE>
+ 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; (19)
(ii) Conformed copy of Exhibit I to Investment Advisory Contract of the
Registrant; (20)
(iii) Conformed copy of Exhibit J to Investment Advisory Contract of the
Registrant; (21)
(iv) Conformed copy of Exhibit K to Investment Advisory Contract of the
Registrant (27);
(v) Conformed copy of Exhibit L to Investment Advisory Contract of the
Registrant; (29)
(vi) Conformed Copy of Exhibit M to Investment Advisory Contract of the
Registrant; (29)
(vii) Conformed copy of Exhibit N to Investment Advisory Contract of the
Registrant; (29)
(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; (19)
(v) Conformed copy of Exhibit I to Distributor's Contract of the
Registrant; (20)
(vi) Conformed copy of Exhibit J to Distributor's Contract of the
Registrant to add Star Growth Equity Fund;
(21)
......
+ 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)
27. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 33 on Form N-1A filed March 25, 1997. (File Nos.
33-26915 and 811-5762)
29. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 37 on Form N-1A filed November 24, 1997. (File Nos.
33-26915 and 811-5762)
<PAGE>
(vii) Conformed copy of Exhibit K to Distributor's
Contract of the Registrant to add The Stellar
Insured Tax-Free Bond Fund (27);
(viii) Conformed copy of Exhibit L to Distributor's
Contract of the Registrant to add Star Treasury
Fund, Trust Shares; (28)
(ix) Conformed copy of Exhibit M to Distributor's
Contract of the Registrant to add Star Growth
Equity Fund Trust Shares; (29)
(x) Conformed copy of Exhibit N to Distributor's
Contract of the Registrant to add Star Relative
Value Fund Trust Shares; (29)
(xi) Conformed copy of Exhibit O to Distributor's
Contract of the Registrant to add Star
International Equity Fund; (29)
(xii) Conformed copy of Exhibit P to Distributor's
Contract of the Registrant to add Star Equity Index
Fund; (29) (xiii) Conformed copy of Exhibit Q to
Distributor's Contract of the Registrant to add Star
Ohio Tax-Free Money
Market Fund; (29)
(7) Not applicable;
(8) Conformed copy of Custodian Contract of the Registrant;
(15) Copy of Fee Schedules of Custodian Contract of the
Registrant; (29)
(9) (i) Conformed copy of Fund Accounting, Shareholder
Recordkeeping, and Custody Services Procurement
Agreement; (21)
(ii) Conformed copy of Amendment #1 to fees and
Expenses for Shareholder Recordkeeping pursuant
to the Fund Accounting, Shareholder
Recordkeeping, and Custody Services Procurement
Agreement; (28)
(iii) Conformed copy of Administrative Services
Agreement; (17)
+ 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)
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)
27. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 33 on Form N-1A filed March 25, 1997. (File Nos. 33-26915 and
811-5762)
28. Response is incorporated by reference to Registrant's Post- Effective
Amendment No. 35 on Form N-1A filed June 30, 1997. (File Nos. 33-26915 and
811-5762)
29. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 37 on Form N-1A filed November 24, 1997. (File Nos. 33-26915
and 811-5762)
<PAGE>
(iv) Conformed copy of Shareholder Services Plan of the
Registrant through and including Exhibit A; (19) (v)
Conformed copy of Exhibit B to Shareholder Services Plan
of the Registrant to add Star Strategic Income
Fund; (20)
(vi) Conformed copy of Exhibit C to Shareholder
Services Plan of the Registrant to add Star
Growth Equity Fund (21);
(vii) Conformed copy of Exhibit D to Shareholder
Services Plan of the Registrant to add The Stellar Fund
(Trust Shares); (22)
(viii) Conformed copy of Exhibit E to Shareholder Services Plan of the
Registrant to add The Stellar Fund
(Investment Shares); (22)
(ix) Conformed copy of Exhibit F to Shareholder Services Plan of the
Registrant to add Star Tax-Free Money
Market Fund; (22)
(x) Conformed copy of Exhibit G to Shareholder
Services Plan of the Registrant to add Star
Treasury Fund; (22)
(xi) Conformed copy of Exhibit H to Shareholder Services Plan of the
Registrant to add Star U.S. Government
Income Fund; (22)
(xii) Conformed copy of Exhibit I to Shareholder
Services Plan of the Registrant to add Star
Relative Value Fund; (22)
(xiii) Conformed copy of Exhibit J to Shareholder
Services Plan of the Registrant to add Star Prime
Obligations Fund; (22)
(xiv) Conformed copy of Exhibit K to Shareholder Services Plan of the
Registrant to add The Stellar Insured
Tax-Free Bond Fund; (27)
+ All exhibits have been filed electronically.
19. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 23 on Form N-1A filed May 23, 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)
27. Response is incorporated by reference to Registrant's Post- Effective
Amendment No. 33 on Form N-1A filed March 25, 1997. (File Nos. 33-26915 and
811-5762)
28. Response is incorporated by reference to Registrant's Post- Effective
Amendment No. 35 on Form N-1A filed June 30, 1997. (File Nos. 33-26915 and
811-5762)
29. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 37 on Form N-1A filed November 24, 1997. (File Nos. 33-26915
and 811-5762)
<PAGE>
(xv) Conformed copy of Exhibit L to Shareholder Services Plan of the
Registrant to add Star Treasury Fund, Trust Shares; (28)
(xvi) Conformed copy of Shareholder Services Agreement including Exhibits 1
and 2; (27)
(xvii) Conformed copy of Exhibit M to Shareholder Services Plan of the
Registrant to add Star Growth Equity
Fund Trust Shares; (29)
(xviii)Conformed copy of Exhibit N to Shareholder Services Plan of the
Registrant to add Star Relative Value
Fund Trust Shares; (29)
(xix) Conformed copy of Exhibit O to Shareholder
Services Plan of the Registrant to add Star
International Equity Fund; (29)
(xx) Conformed copy of Exhibit P to Shareholder
Services Plan of the Registrant to add Star
Equity Index Fund; (29)
(xxi) Conformed copy of Exhibit Q to Shareholder Services Plan of the
Registrant to add Star Ohio Tax-Free Money
Market Fund; (29)
(xxii) Copy of Amendment #1 to Exhibit 2 of Shareholder
Services Agreement; (29)
(xxiii)Conformed copy of Amendment #2 to Fund Accounting
and Shareholder Recordkeeping Agreement; (29) (10) Conformed
copy of Opinion and Consent of Counsel as to Legality of
Shares being Issued; (24) (11) (i) Not Applicable;
(ii) 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)
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)
27. Response is incorporated by reference to Registrant's Post- Effective
Amendment No. 33 on Form N-1A filed March 25, 1997. (File Nos. 33-26915 and
811-5762)
28. Response is incorporated by reference to Registrant's Post- Effective
Amendment No. 35 on Form N-1A filed June 30, 1997. (File Nos. 33-26915 and
811-5762)
29. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 37 on Form N-1A filed November 24, 1997. (File Nos. 33-26915
and 811-5762)
<PAGE>
(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; (20) (x) Conformed copy of Exhibit H to
Distribution Plan of the Registrant; (21) (xi) Copy of
Amendment No. 6 to Exhibit A to 12b-1 Agreement; (20)
(xii) Conformed copy of Exhibit I to Distribution Plan
of the Registrant; (27)
+ 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 23,
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)
27. Response is incorporated by reference to Registrant's Post- Effective
Amendment No. 33 on Form N-1A filed March 25, 1997. (File Nos. 33-26915 and
811-5762)
<PAGE>
(xiii) Copy of Exhibit to 12b-1 Agreement; (29)
(xiv) Conformed copy of Exhibit J to Rule 12b-1 Plan to add Star
International Equity Fund; (29)
(xv) Conformed copy of Exhibit K to Rule 12b-1 Plan to add Star Equity
Index Fund; (29)
(xvi) Conformed copy of Exhibit L to Rule 12b-1 Plan to add Star Ohio
Tax-Free Money Market Fund; (29)
(16) (i) Copy of Schedule for Computation of Fund Performance Data, Star
Relative Value Fund; (24)
(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)
(vii) Copy of Schedule for Computation of Fund Performance Data, The
Stellar Insured Tax-Free Bond Fund; (28)
(17) Not Applicable;
(18) Conformed copy of Amended and Restated Multiple Class Plan
including Exhibit A; (28)
(i) Exhibit B to Multiple Class Plan; (29)
(19) Conformed copy of Power of Attorney; (28)
+ 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)
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)
28. Response is incorporated by reference to Registrant's Post- Effective
Amendment No. 35 on Form N-1A filed June 30, 1997. (File Nos. 33-26915 and
811-5762)
29. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 37 on Form N-1A filed November 24, 1997. (File Nos. 33-26915
and 811-5762)
<PAGE>
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 January 6, 1997
-------------- -----------------------
Shares of beneficial interest
(no par value)
Star Treasury Fund
Investment Shares 244
Trust Shares 17
Star Relative Value Fund
Investment Shares 3,510
Trust Shares 53
Star Tax-Free Money Market Fund 14
The Stellar Fund
Investment Shares 4,948
Trust Shares 45
Star U.S. Government Income Fund 288
Star Capital Appreciation Fund 501
Star Strategic Income Fund 1,914
Star Growth Equity Fund
Investment Shares 3,524
Trust Shares 44
The Stellar Insured Tax-Free Bond Fund 37
Star International Equity Fund 47
Star Market Capitalization Fund 8
Star Ohio Tax-Free Money Market Fund 4
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 $10.9 billion as of
December 31, 1997.
Star Bank's expertise in trust administration, investments, and
estate planning ranks it among the most predominant trust
institutions in Ohio, with assets of $48.4 billion as of
December 31, 1997.
Star Bank has managed commingled funds since 1957. As of
December 31, 1997, it manages two common trust funds and
collective investment funds having a market value in excess of
$60.9 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.
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)
<PAGE>
(b)
Other Substantial
Position with Business, Profession,
Name the Adviser Vocation or Employment
Jerry A. Grundhofer Chairman, President and Traditional
Chief 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
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
Other Substantial
Position with Business, Profession,
Name the Adviser Vocation or Employment
<TABLE>
<CAPTION>
<S> <C> <C>
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.
Charles 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, Graphic Action.
Thomas E. Petry Director Eagle-Picher Industries, Inc.
William C. Portman Director Portman Equipment Company
Oliver W. Waddell Director N/A
</TABLE>
Item 29. Principal Underwriters:
(a) Federated Securities Corp. the Distributor for shares of the Registrant,
acts as principal underwriter for the following open-end investment
companies, including the Registrant:
111 Corcoran Funds; Automated Government Money Trust; 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 Obligations Trust II; 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 Planters Funds; The Virtus Funds; The Wachovia Funds; The
Wachovia Municipal 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.;
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 Distributor 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 Vice President and
Federated Investors Tower President, Federated, Treasurer
Pittsburgh, PA 15222-3779 Securities Corp.
Thomas R. Donahue Director, Assistant Secretary
Federated Investors Tower and Assistant Treasurer
Pittsburgh, PA 15222-3779 Federated Securities Corp.
James F. Getz President-Broker/Dealer, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
John B. Fisher President-Institutional Sales, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
David M. Taylor Executive Vice President --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
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
<PAGE>
Laura M. Deger 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
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
Teresa M. Antoszyk 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
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
<PAGE>
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 Securities Corp.
Pittsburgh, PA 15222-3779
William C. Doyle 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
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
Bruce E. Hastings Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Beth A. Hetzel 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
Brian G. Kelly 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
<PAGE>
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
Thomas A. Peters III 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
Richard A. Recker 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
George D. Riedel 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
John Rogers Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Brian S. Ronayne Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Thomas S. Schinabeck 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
John A. Staley 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
<PAGE>
Richard Suder 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
John F. Wallin 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
Terri E. Bush Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Beth C. Dell 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
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.
<PAGE>
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 5800 Corporate Drive
Pittsburgh, PA 15237-7010
Federated Services Company Federated Investors Tower
("Portfolio Recordkeeper") Pittsburgh, PA 15222-3779
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
Star Bank, N.A. 425 Walnut Street
("Transfer Agent and Cincinnati, OH 45202
Dividend Disbursing Agent")
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.
Registrant hereby undertakes to file a post-effective amendment
using financial statements, which need not be certified, within four
to six months from the effective date of Registrant's Post-Effective
Amendment No. 36.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, STAR FUNDS, 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 26th day of February, 1998.
STAR FUNDS
BY: /s/ C. Grant Anderson
C. Grant Anderson, Secretary
Attorney in Fact for Edward C. Gonzales
February 26, 1998
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 February 26, 1998
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
