1933 Act File No. 33-30950
1940 Act File No. 811-5900
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. 15 X
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF
1940 X
Amendment No. 15 X
THE STARBURST 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)
on _________________ pursuant to paragraph (b)
X 60 days after filing pursuant to paragraph (a)
on pursuant to paragraph (a) of Rule 485.
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 December 15,
1993; 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:
Thomas J. Donnelly, Esquire Charles H. Morin, Esquire
Houston, Houston & Donnelly Dickstein, Shapiro & Morin
2510 Centre City Tower 2101 L Street, N.W.
650 Smithfield Street Washington, D.C. 20037
Pittsburgh, Pennsylvania 15222
CROSS REFERENCE SHEET
This Amendment to the Registration Statement of THE
STARBURST FUNDS, which is comprised of 5 portfolios, (1) The
Starburst Government Money Market Fund-Trust Shares and
Investment Shares, (2) The Starburst Money Market Fund-Trust
Shares and Investment Shares (3) The Starburst Government
Income Fund, (4) The Starburst Government Fund and (5) The
Starburst Equity Fund relates only to one of the portfolios,
The Starburst Equity Fund, and is comprised of the following:
PART A. INFORMATION REQUIRED IN A PROSPECTUS.
Prospectus Heading
(Rule 404(c) Cross Reference)
Item 1. Cover Page (1-5) Cover Page.
Item 2. Synopsis (1-5) Summary of Fund Expenses.
Item 3. Condensed Financial
Information (1-5) Performance Information.
Item 4. General Description of
Registrant (1-5) General Information;
Investment Information;
Investment Objective;
Investment Policies; Investment
Limitations; (2-4) Investment
Risks; (3) Municipal Bonds;
Municipal Bond Insurance (1 and
2) Other Classes of Shares.
Item 5. Management of the Fund (1-5) The Starburst Funds
Information; Management of The
Starburst Funds; Distribution
of (Investment, Trust or Fund)
Shares; Administration of the
Fund (and Investment Shares or
Trust Shares); Expenses of the
Fund (and Investment or Trust
Shares); Distribution Plan
(applies only to Portfolios 3,
4 and 5 named above and the
Investment Shares of Portfolios
1 and 2 above); Administrative
Arrangements (Trust Shares
only); Shareholder Servicing
Arrangements (applies only to
Portfolios 3, 4 and 5 named
above and the Investment Shares
of Portfolios 1 and 2 above).
Item 6. Capital Stock and Other
Securities (1-5)Dividends; Capital Gains;
Shareholder Information; Voting
Rights; Massachusetts
Partnership Law; Effect of
Banking Laws; Federal Income
Tax; (3) Pennsylvania Corporate
and Personal Property Taxes;
Other State and Local Taxes.
Item 7. Purchase of Securities Being
Offered (1-5) Net Asset Value;
Investing in (Investment
Shares, Trust Shares or the
Fund); Share Purchases; Minimum
Investment Required; What
Shares Cost; Systematic
Investment Program;
Certificates and Confirmations;
Purchases at Net Asset Value;
Sales Charge Reallowance;
Reducing the Sales Charge.
Item 8. Redemption or Repurchase (1-5) Retirement Plans; (1-5)
Exchange Privilege; (1-5)
Redeeming (Investment or Trust)
Shares; By Telephone; By Mail;
Redemption Before Purchase
Instruments Clear; Systematic
Withdrawal Program; Accounts
with Low Balances; Redemption
in Kind.
Item 9. Pending Legal Proceedings None.
PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL
INFORMATION.
Item 10. Cover Page (1-5) Cover Page.
Item 11. Table of Contents (1-5) Table of Contents.
Item 12. General Information and
History (1-5) General Information About
the Fund.
Item 13. Investment Objectives and
Policies (1-5) Investment Objectives and
Policies.
Item 14. Management of the Fund (1-5) The Starburst Funds
Management.
Item 15. Control Persons and Principal
Holders of Securities Not Applicable.
Item 16. Investment Advisory and Other
Services (1-5) Investment Advisory
Services; Administrative
Services; Distribution Plan
(applies only to Portfolio 3
and 4 named above and the
Investment Shares of Portfolios
1 and 2 above); (4) Investment
Management Services.
Item 17. Brokerage Allocation (1-5) Brokerage Transactions.
Item 18. Capital Stock and Other
Securities Not Applicable.
Item 19. Purchase, Redemption and
Pricing of Securities Being
Offered (1-5) Purchasing (Investment or
Trust) Shares; Determining Net
Asset Value; (3-5) Exchang
Privilege; Redeeming
(Investment or Trust) Shares.
Item 20. Tax Status (1-5) Tax Status.
Item 21. Underwriters Not Applicable.
Item 22. Calculation of Performance
Data (1, 2, 4 and 5) Yield; (1, 2
and 4) Effective Yield; (3, 5)
Total Return; Yield (3) Tax-
Equivalent Yield; (1-5)
Performance Comparisons.
Item 23. Financial Statements (1-5) Financial Statements (to
be filed by amendment)
Part A and Part B are incorporated by reference to Registrant's
Post-Effective Amendment No. 10 filed October 14, 1993 (File Nos.
33-30950 and 811-5900).
PART C. OTHER INFORMATION.
Item 24. Financial Statements and Exhibits:
(a) Financial Statements (to be filed by amendment)
(b) Exhibits:
(1) Copy of Declaration of Trust of the
Registrant (1.);
(i) Amendment Nos. 1, 2, 3, 4, 5 to
Declaration of Trust dated August 7,
1989 (2., 3., 5.);
(ii) Amendment No. 6 to the Declaration of
Trust dated August 7, 1989 (7.);
(iii) Amendment No. 7 to the
Declaration of Trust dated August 7,
1989 (8.);
(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 (11.);
(5) Copy of Investment Advisory Contract of the
Registrant (5.);
(i) Copy of Exhibits C and D to the Advisory
Contract (7.);
(6) Copy of Distributor's Contract of the
Registrant (5.);
(i) Copy of Exhibits C and D to the
Distributor's Contract (7.);
+ Exhibits have been filed electronically.
1. Response is incorporated by reference to Registrant's
Initial Registration Statement on Form N-1A filed September
7, 1989. (File Nos. 33-30950 and 811-5900).
2. Response is incorporated by reference to Registrant's Pre-
Effective Amendment No. 1 filed on Form N-1A November 16,
1989 (File Nos. 33-30950 and 811-5900).
3. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 1 on Form N-1A filed May 21, 1990.
(File Nos. 33-30950 and 811-5900)
4. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 2 on Form N-1A filed May 23, 1990.
(File Nos. 33-30950 and 811-5900)
5. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 3 on Form N-1A filed September 11,
1991. (File Nos. 33-30950 and 811-5900)
6. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 5 on Form N-1A filed January 9,
1992. (File Nos. 33-30950 and 811-5900)
7. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 5 on Form N-1A filed February 14,
1992. (File Nos. 33-30950 and 811-5900)
8. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 5 on Form N-1A filed May 27, 1992.
(File Nos. 33-30950 and 811-5900)
9. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 8 on Form N-1A filed September 25,
1992. (File Nos. 33-30950 and 811-5900)
10. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 9 on Form N-1A filed December 22,
1992. (File Nos. 33-30950 and 811-5900)
11. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 10 on Form N-1A filed October 14,
1992. (File Nos. 33-30950 and 811-5900)
(7) Not applicable;
(8) Copy of new Custodian Agreement of the
Registrant (7.);
(9) Copy of Agency Agreement of the Registrant
(5.);
(i) Conformed copy of Fund Accounting and
Shareholder Recordkeeping Agreement
(7.);
(10) Copy of Opinion and Consent of Counsel
as to legality of shares being
registered (2.);
(11) (i) Copy of Consent of the Independent
Auditors;
(12) Not applicable;
(13) Copy of Initial Capital Understanding
(2.);
(14) Not applicable;
(15) (i) Copy of Distribution Plan (5.);
(ii) Copy of 12b-1 Agreement (5.);
(iii) Copy of Exhibits C and D to
the Distribution Plan (7.);
(iv) Copy of Amendment No. 2 to the Rule 12b-
1 Agreement (7.);
(16) Schedule for Computation of Fund
Performance Data (9.);
(17) Conformed Copy of Power of Attorney;+
(18) Not Applicable.
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 31, 1994
The Starburst Government Income Fund3,378
The Starburst Government Money
Market Fund-Investment Shares 39
The Starburst Government Money
Market Fund-Trust Shares 8
2. Response is incorporated by reference to Registrant's Pre-
Effective Amendment No. 1 filed on Form N-1A November 16,
1989 (File Nos. 33-30950 and 811-5900).
5. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 3 on Form N-1A filed September 11,
1991. (File Nos. 33-30950 and 811-5900)
7. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 5 on Form N-1A filed February 14,
1992. (File Nos. 33-30950 and 811-5900)
9. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 8 on Form N-1A filed September 25,
1992. (File Nos. 33-30950 and 811-5900)
10. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 9 on Form N-1A filed December 22,
1992. (File Nos. 33-30950 and 811-5900)
The Starburst Money Market Fund-
Investment Shares 203
The Starburst Money Market Fund-
Trust Shares 5
The Starburst Municipal Income Fund 1303
Item 27. Indemnification: (4.)
Item 28. Business and Other Connections of Investment Adviser:
For a description of the other business of Central Bank
of the South, the investment adviser, see the section
entitled "Management of the Starburst Funds" in Part A.
The Executive Officers of the investment adviser are:
Other Substantial
Position with Business,
Profession,
Name the Adviser Vocation or
Employment
D. Paul Jones, Jr. Chairman, President, Chairman, Chief
Chief Executive Officer, Executive
Officer,
Treasurer and Director Treasurer
and Director of
Compass
Bancshares, Inc.;
Director of Golden
Enterprises, Inc.
(snack food and
metal fastener
production and
distribution), the
principal business
address of which
is 110 South Sixth
Street,
Birmingham,
Alabama 35205
Byrd Williams Executive Vice President
Christina L. Boles Senior Vice President,
Correspondent and
Investment Services
Division
Harry B. Brock III* Senior Vice President,
Birmingham Region
Ralph H. Cassell Senior Vice President,
Consumer Banking
Robert S. McKean Senior Vice President,
Metropolitan Banking
4. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 2 on Form N-1A filed May 23, 1990.
(File No. 33-30950)
Michael E. Murry Senior Vice President,
Trust Division
John C. Neiman Senior Vice President,
National Banking
Division
G. Ray Stone Senior Vice President,
Senior Credit Policy
Officer
Randall Reynolds Senior Vice President
and Manager of Retail
Investment Sales
Michael A. Bean Chief Accounting Officer
Jerry W. Powell General Counsel General Counsel and
and Secretary Secretary of
Compass
Bancshares, Inc.
Richard H. Votel Senior Vice President President: Compass
Bancshares
Insurance,
Inc.
Jerry L. Goodson Vice President President: Compass
Brokerage, Inc.
The business address for each of the above-listed persons is 15
South 20th Street, Birmingham, Alabama 35233.
The principal business address of Compass Bank, Compass
Bancshares, Inc. and Compass Bancshares Insurance, Inc. is 15
South 20th Street, Birmingham, Alabama 35233.
*Harry B. Brock III is the son of Harry B. Brock, Jr., a director
of Compass Bank and the brother of Stanley M. Brock, a director of
Compass Bank.
Directors:
Other Substantial Business, Profession
Name and Addresses Vocation or Employment
Harry B. Brock, Jr. Retired since March 31, 1991 as
Chairman of
701 South 32nd Street the Board, Chief Executive Officer and
Birmingham, Alabama 35233 Treasurer of Compass Bancshares, Inc.
and Compass Bank. Mr. Brock is the
father of Stanley M. Brock, a
director of Compass Bank and of Harry
B. Brock III, an officer of Compass
Bank.
Charles W. Daniel President, Dantract, Inc. (real estate
200 Office Park Drive investments), Suite 100, 200 Office
Park
Suite 100 Drive, Birmingham, Alabama 35223.
Birmingham, Alabama 35223
William Eugene Davenport President and Chief Operating Officer
of
Russell Lands, Inc. Russell Lands, Inc. (real estate
1 Willowpoint Road development), 1 Willowpoint Road,
Alexander
Alexander City, Alabama 35010 City, Alabama 35010.
Marshall Durbin, Jr. President of Marshall Durbin &
Company, Inc.
Marshall Durbin & Co., Inc.(poultry processing), 3125
Independence
3125 Independence Drive Drive, Birmingham, Alabama 35209.
Birmingham, Alabama 35209
Tranum Fitzpatrick Chairman of Guiford Company, Inc. and
Fitzpatrick & Associates President of Guiford Capital and
Empire-
2600 East South Boulevard Rouse (real estate investment and
Montgomery, Alabama 36116 development), 2600 East South
Boulevard, Montgomery, Alabama 36116.
D. Paul Jones, Jr. Chairman, Chief Executive Officer and
Compass Bancshares, Inc. Treasurer of Compass Bancshares, Inc.
and
15 South 20th Street Compass Bank; President of Compass
Bank;
Birmingham, Alabama 35233 Director of Golden Enterprises, Inc.
(snack food and metal fastener
production and distribution), 110
South Sixth Street, Birmingham,
Alabama 35205.
G. W. "Red" Leach, Jr. Former proprietor of Red Leach and
Sons
418 Chestnut Street Insurance (insurance sales), 418
Chestnut
Gadsden, Alabama 35901 Street, Gadsden, Alabama 35901.
Goodwin L. Myrick President and Chairman of the Board,
Alabama
Alfa Corporation Farmers Federation, Alfa Corporation,
Alfa
2108 East South Boulevard Insurance Companies and Alfa Services,
Inc.
Montgomery, Alabama 36116 (agriculture and insurance), the
principal address of each of which is
2108 East South Boulevard,
Montgomery, Alabama 36116, and a
dairy farmer; Director of Alfa
Corporation.
John S. Stein President and Chief Executive Officer
of
Golden Enterprises, Inc. Golden Enterprises, Inc. (snack food
and
110 South Sixth Street metal fastener production and
distribution),
Montgomery, Alabama 35205 110 South Sixth Street, Birmingham,
Alabama 35205; Director of Golden
Enterprises, Inc.
Garry Neil Drummond, Sr. Chief Executive Officer of Drummond
Company,
Drummond Company, Inc. Inc. (coal and coke production, real
estate
530 Beacon Parkway West investment), 530 Beacon Parkway West,
Birmingham, Alabama 35209 Birmingham, Alabama 35209.
Stanley M. Brock Partner, Balch & Bingham (law firm),
Balch & Bingham Suite 2600, 1901 Sixth Avenue North,
Suite 2600 Birmingham, Alabama 35203; Mr. Brock
is
1901 Sixth Avenue North the son of Harry B. Brock, Jr., a
director of
Birmingham, Alabama 35203 Compass Bank, and the brother of Harry
B. Brock III, an officer of Compass
Bank.
Directors
Harry B. Brock, Jr. Marshal Durbin, Jr. G.W. "Red" Leach,
Jr.
Stanley M. Brock Garry Neil Drummond, Sr. Goodwin L.
Myrick
William Eugene Davenport Tranum
Fitzpatrick John S. Stein
Charles W. Daniel D. Paul Jones, Jr.
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: A.T. Ohio Municipal Money Fund;
Alexander Hamilton Funds; American Leaders Fund,
Inc.; Annuity Management Series; Automated Cash
Management Trust; Automated Government Money Trust;
BayFunds; The Biltmore Funds; The Biltmore
Municipal Funds; The Boulevard Funds; California
Municipal Cash Trust; Cambridge Series Trust; Cash
Trust Series, Inc.; Cash Trust Series II; DG
Investor Series; Edward D. Jones & Co. Daily
Passport Cash Trust; FT Series, Inc.; 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
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; Financial Reserves 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; 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; Mark Twain
Funds; Marshall Funds, Inc.; Money Market
Management, Inc.; Money Market Obligations Trust;
Money Market Trust; The Monitor Funds; Municipal
Securities Income Trust; New York Municipal Cash
Trust; 111 Corcoran Funds; Peachtree Funds; The
Planters Funds; Portage Funds; RIMCO Monument
Funds; The Shawmut Funds; Short-Term Municipal
Trust; Signet Select Funds; SouthTrust Vulcan
Funds; Star 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.; and Vision Group of Funds,
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 Vice President
Federated Investors Tower Executive Officer, Chief
Pittsburgh, PA 15222-3779 Operating Officer, and
Asst. Treasurer, Federated
Securities Corp.
Edward C. Gonzales Director, Executive Vice Vice President,
Federated Investors Tower President, and Treasurer, Treasurer and
Pittsburgh, PA 15222-3779 Federated Securities Trustee
Corp.
John W. McGonigle Director, Executive Vice Vice President and
Federated Investors Tower President, and Assistant Secretary
Pittsburgh, PA 15222-3779 Secretary, Federated
Securities Corp.
John A. Staley, IV Executive Vice President Vice President
Federated Investors Tower and Assistant Secretary,
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
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
Timothy C. Pillion Senior Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
James R. Ball 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
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
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
David C. Glabicki 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
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
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
Michael P. O'Brien Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Solon A. Person, IV 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
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
Thomas E. Territ 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
Richard B. Watts 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
Ernest L. Linane Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
S. Elliott Cohan Secretary, Federated Assistant
Federated Investors Tower Securities Corp. Secretary
Pittsburgh, PA 15222-3779
(c) Not applicable.
Item 30. Location of Accounts and Records: (4.)
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 file a post-effective
amendment on behalf of The Starburst Equity Fund, using
financial statements which need not be certified,
within four to six months from the effective date of
Registrant's 1933 Act Registration Statement.
4. Response is incorporated by reference to Registrant's Post-
Effective Amendment No. 2 on Form N-1A filed May 23, 1990.
(File No. 33-30950)
SIGNATURES
Pursuant to the requirements of the Securities Act of
1933 and the Investment Company Act of 1940, the Registrant,
THE STARBURST FUNDS, duly caused this Amendment to its
Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, all in the City of
Pittsburgh and Commonwealth of Pennsylvania, on the 8th day
of April, 1994.
THE STARBURST FUNDS
BY: /s/C. Grant Anderson
C. Grant Anderson, Assistant Secretary
Attorney in Fact for John F. Donahue
April 8, 1994
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 April 8, 1994
ASSISTANT SECRETARY For the Persons
Listed Below
NAME TITLE
John F. Donahue* Chairman and Trustee
(Chief Executive Officer)
J. Christopher Donahue* President
Edward C. Gonzales* Vice President,
Treasurer and Trustee
(Principal Financial and
Accounting Officer)
John T. Conroy, Jr.* Trustee
William J. Copeland* Trustee
James E. Dowd* Trustee
Lawrence D. Ellis, M.D.* Trustee
Edward L. Flaherty, Jr.* Trustee
Peter E. Madden* Trustee
Gregor F. Meyer* Trustee
Wesley W. Posvar* Trustee
Marjorie P. Smuts* Trustee
* By Power of Attorney
Exhibit 17 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 THE STARBURST FUNDS and the Assistant General
Counsel of Federated Investors, 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/ John F. Donahue Chairman and Trustee December 3, 1992
John F. Donahue (Chief Executive Officer)
/s/ J. Christopher Donahue President December 3, 1992
J. Christopher Donahue
/s/ E. C. Gonzales Vice President, Treasurer December 3, 1992
Edward C. Gonzales and Trustee
(Principal Financial and
Accounting Officer)
/s/ William J. Copeland Trustee December 3, 1992
William J. Copeland
/s/ James E. Dowd Trustee December 3, 1992
James E. Dowd
/s/ Lawrence D. Ellis, M.D. Trustee December 3, 1992
Lawrence D. Ellis, M.D.
/s/ Edward L. Flaherty, Jr. Trustee December 3, 1992
Edward L. Flaherty, Jr.
/s/ Gregor F. Meyer Trustee December 3, 1992
Gregor F. Meyer
/s/ Wesley W. Posvar Trustee December 3, 1992
Wesley W. Posvar
/s/ Marjorie P. Smuts Trustee December 3, 1992
Marjorie P. Smuts
/s/ Peter E. Madden Trustee December 3, 1992
Peter E. Madden
/s/ John T. Conroy, Jr. Trustee December 3, 1992
John T. Conroy, Jr.
Sworn to and subscribed before me this _3rd day of
__December_____, 1993.
(SEAL)
/s/ Raymond M. Roberts
____________________________________________
Notary Public
Notarial Seal
Raymond M Roberts, Notary
Public
Pittsburgh, Allegheny County
My Commission Expires January
13, 1996
Member, Pennsylvania
Association of Notaries