ALAMEDA CONTRA COSTA MEDICAL ASSOC COLLECT INV TR FOR RETIRE
485BPOS, 1996-04-29
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Securities Act of 1933
File No. 33-32864
Investment Company Act of 1940
File No. 811-5887

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form N-1A
   
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-effective Amendment No.      (   )
Post-effective Amendment No. 8   ( x )

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 11          ( x )
    
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS
(Exact name of Registrant as Specified in Charter)
6230 Claremont Avenue, Oakland, CA 94618
(Address of Principal Executive Office) (Zip code)
Registrant's Telephone Number, Including Area Code:
(510) 654-5383

Jim Alexander, Program Coordinator
Alameda-Contra Costa Medical Association
Collective Investment Trust for Retirement Plans
6230 Claremont Avenue
Oakland, CA  94618
(Name and Address of Agent for Service)

Copies to:
Phillip J. Goldberg, Esq.
Hassard Bonnington
Two Embarcadero Center, Suite 1800
San Francisco, CA  94111-3993

Approximate Date of Proposed Public Offering:  As soon as
practicable after this Amendment becomes effective.
   
It is proposed that this filing will become effective (check
appropriate box)
(  )  Immediately upon filing pursuant to paragraph (b)
( X)  on April 30, 1996 pursuant to paragraph (b)
(  )  60 days after filing pursuant to paragraph (a) (1)
(  )  on April 30, 1996 pursuant to paragraph (a) (1)
(  )  75 days after filing pursuant to paragraph (a) (2)
(  )  on (date) pursuant to paragraph (a) (2) 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 elected to register an indefinite number of units
pursuant to Regulation 24f-2 of the Investment Company Act of
1940 and filed a Rule 24f-2 Notice for its most recent fiscal
year on February 16, 1996.

DATED APRIL 30, 1996

Alameda-Contra Costa Medical Association Collective Investment
Trust For Retirement Plans

The Alameda-Contra Costa Medical Association Collective
Investment Trust for Retirement Plans is registered with the
Securities and Exchange Commission as an open-end diversified
management investment company.  Such registration does not
involve supervision of management or investment practices or
policies of the Trust.  Wells Fargo Bank, National Association. 
is the Custodial Trustee of the Trust.  The Alameda-Contra Costa
Medical Association established, and provides administrative
services to, the Trust.  Investment managers act as investment
advisers to the Trust.

The Trust currently offers seven investment portfolios, each with
a different investment objective, for the investment of
retirement assets held in Retirement Plans.  The assets of a
Retirement Plan may be invested in one or more of the Portfolios
and may be transferred among the Portfolios on any Valuation
Date.

The International Value Equity Portfolio seeks to increase
retirement assets through investing primarily in the American
Depository Receipts of companies incorporated or organized
outside the United States.

The Growth Equity Portfolio seeks to increase retirement assets
through equity securities which provide long term growth of
capital.  The realization of current income is not a
consideration.

The Value Equity Portfolio seeks to increase retirement assets
primarily through equity securities which provide long term
growth of capital.  Current income is a secondary objective.

The Balanced Portfolio seeks to increase retirement assets
through a balance of current income and long term growth of
capital.

The Long-Intermediate Fixed Income Portfolio seeks to obtain
increased income for retirement assets by investing in quality
long and intermediate term fixed income securities, including
corporate and government fixed income obligations and mortgage-
backed securities.


The Short-Intermediate Fixed Income Portfolio seeks to obtain
interest income for retirement assets by investing in quality
short and intermediate term fixed income securities, including
corporate and government fixed income obligations and mortgage-
backed securities.

The Money Market Portfolio seeks to increase retirement assets by
providing a high level of current income with equal emphasis on
stability and liquidity of principal, although a stable or
constant net asset value may not be maintained.

This Prospectus sets forth concisely the information about the
Trust that a prospective investor should know before investing. 
Please read and retain this Prospectus for future reference.

Additional information about the Trust has been filed with the
Securities and Exchange Commission in a Statement of Additional
Information dated April 30, 1996.  The Statement of Additional
Information is incorporated by reference into this Prospectus.  A
copy of the Statement of Additional Information can be obtained
without charge by writing to the Alameda-Contra Costa Medical
Association, 6230 Claremont Avenue, Oakland, CA 94618, or by
calling the Association at (510) 654-5383.

Units of beneficial interest in the Portfolios are sold without a
sales charge and are available only to Retirement Plans.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.


The date of this Prospectus is April 30, 1996

PAGE
<PAGE>
TABLE OF CONTENTS
SUMMARY                                                         5

THE TRUST                                                      12

HOW TO INVEST IN THE TRUST                                     13
     Eligibility for Admission                                 13
     Establishing an IRA and/or SEP                            14
     Establishing a Qualified Plan                             14
     Investing in the Trust                                    14

INVESTMENT OBJECTIVES AND POLICIES                             15
     The International Value Equity Portfolio                  16
     The Growth Equity Portfolio                               18
     The Value Equity Portfolio                                19
     The Balanced Portfolio                                    21
     The Long-Intermediate Fixed Income Portfolio              22
     The Short-Intermediate Fixed Income Portfolio             25
     The Money Market Portfolio                                27
     Special Risk Considerations                               29
     Dividends and Distributions                               30

INVESTMENT RESTRICTIONS                                        30

REDEMPTIONS                                                    31

EXCHANGES                                                      32

VALUATION OF UNITS                                             33

PERFORMANCE                                                    33

INVESTMENT MANAGEMENT AND ADMINISTRATION ARRANGEMENTS          34
     The Supervisory Committee                                 34
     The Custodial Trustee                                     34
     The Administrator                                         35
     The Investment Management Agreements                      35
     Expenses of the Trust                                     37

INCOME TAX INFORMATION                                         38
     Tax Treatment of the Trust                                38
     Tax Treatment of Participating Trusts                     38
     IRAs                                                      39
     SEPs                                                      40
     Qualified Plans                                           40

OTHER INFORMATION                                              42
     Description of the Units and Voting Rights                42
     Termination of the Trust                                  43
     Counsel and Independent Accountants                       43
     Additional Information                                    44

APPENDIX                                                        1

No person has been authorized in connection with the offering
made hereby to give any information or to make any
representations other than those contained in this Prospectus and
the Statement of Additional Information, and, if given or made,
such representations must not be relied upon as having been
authorized.  This Prospectus does not constitute an offer to
sell, or a solicitation of an offer to buy, any securities other
than the securities to which it relates, or an offer to or a
solicitation of any person in any jurisdiction in which such
offer or solicitation would be unlawful.

SUMMARY

The Trust

The Trust is a collective investment trust which was established
by the Alameda-Contra Costa Medical Association.  It is
registered with the Securities and Exchange Commission as an
open-end diversified management investment company.  Such regis-
tration does not involve supervision of management or investment
practices or policies of the Trust.  Wells Fargo Bank, National
Association, is the Custodial Trustee of the Trust.  See "The
Trust."  Units of the Trust are available to Retirement Plans. 
See "How to Invest in the Trust."

Investment Objectives and Policies

The Trust currently offers seven investment Portfolios, each with
a different investment objective, for the investment of
retirement assets held in Retirement Plans.  The assets of a
Retirement Plan may be invested in one or more of the Portfolios
and may be transferred among the Portfolios on any Valuation
Date.  See "Investment Objectives and Policies" and "Exchanges."

The International Value Equity Portfolio seeks to increase
retirement assets through investing primarily in the American
Depository Receipts of companies incorporated or organized
outside the United States.

The Growth Equity Portfolio seeks to increase retirement assets
through equity securities which provide long term growth of
capital.  The realization of current income is not a
consideration.

The Value Equity Portfolio seeks to increase retirement assets
primarily through equity securities which provide long term
growth of capital.  Current income is a secondary objective.

The Balanced Portfolio seeks to increase retirement assets
through a balance of current income and long term growth of
capital.

The Long-Intermediate Fixed Income Portfolio seeks to obtain
increased income for retirement assets by investing in quality
long and intermediate term fixed income securities, including
corporate and government fixed income obligations and mortgage-
related securities.

The Short-Intermediate Fixed Income Portfolio seeks to obtain
interest income for retirement assets by investing in quality
short and intermediate term fixed income securities, including
corporate and government fixed income obligations and mortgage-
related securities.

The Money Market Portfolio seeks to increase retirement assets by
providing a high level of current income with equal emphasis on
stability and liquidity of principal.

The net asset value per Unit of the International Value Equity
Portfolio, the Growth Equity Portfolio, the Value Equity
Portfolio, the Balanced Portfolio, the Long-Intermediate Fixed
Income Portfolio and the Short-Intermediate Fixed Income
Portfolio will fluctuate, while the net asset value of the Money
Market Portfolio is not expected to significantly fluctuate in
price from its principal value.

Special Risk Considerations

Monies invested in the Portfolios are subject to certain risks. 
Since each of the Portfolios will invest in different types of
investments, the risks of participating in the Trust will vary
depending on the Portfolio or Portfolios chosen.  Before
selecting a Portfolio or Portfolios for investment of Retirement
Plans, a participant should assess the risks associated with the
types of investments made by each Portfolio.  See "Investment
Objectives and Policies."

There is no assurance that the Portfolios will achieve their
investment objectives.  The value of interest bearing securities
held in the Portfolios will generally vary inversely with changes
in prevailing interest rates, while the value of equity-based
securities held in the Portfolios will fluctuate as the stock
market fluctuates.  The value of all securities held in the
Portfolios will vary due to economic conditions and other market
factors.  The Money Market Portfolio, with its relatively stable
Unit value, will not offer the same potential for long term
appreciation as the other Portfolios.  The Portfolio will not
attempt to maintain a stable or constant net asset value.

Administration of the Trust

Wells Fargo Bank, National Association, is the Custodial Trustee
of the Trust.  The Alameda-Contra Costa Medical Association
provides administrative services to the Trust.  Lazard Freres &
Company, The Burridge Group, Inc., Towneley Capital Management,
Inc., Guardian Investment Management and Scudder, Stevens & Clark
serve as investment advisers to specified Portfolios of the
Trust.  See "Investment Management and Administration
Arrangements" for a discussion of the services to be provided and
fees to be paid for such services.

Investment in the Trust

The minimum initial investment for admission to a Portfolio is
$100.  There is no minimum requirement for subsequent
investments.  The purchase price for Units of a Portfolio is the
net asset value per Unit on the next Valuation Date following
receipt by the Association of a Participating Trust's
satisfactorily completed investment instructions and payment. 
Units may be withdrawn from the Trust or funds transferred from
one Portfolio to another on any Valuation Date.  See "How to
Invest in the Trust," "Exchanges" and "Redemptions."

Fees and Expenses of the Portfolios

The following table of fees and expenses is provided to assist
investors in understanding the various costs and expenses that a
Participant in a Participating Trust will bear directly or
indirectly in connection with investment in one or more Port-
folios.  The example set forth below is not a representation of
future expenses; the Portfolios' expenses may be more or less
than those shown.  The tables and the assumption in the example
of a 5% annual return are required by regulations of the
Securities and Exchange Commission; the 5% annual return is not a
prediction of and does not represent the projected performance of
the Portfolios.  For a more complete description of the various
costs and expenses, see "Investment Management and Administration
Arrangements."
PAGE
<PAGE>
<TABLE>
   
Unitholder Transaction Expenses: None
<CAPTION>
                                                                  
                                                                                 Long-            Short-
                                 International  Growth     Value                 Intermediate  Intermediate  Money
                                 Value Equity   Equity     Equity     Balanced   Fixed Income  Fixed Income  Market
                                 Portfolio <F1> Portfolio  Portfolio  Portfolio  Portfolio     Portfolio     Portfolio
<S>                              <C>            <C>        <C>        <C>        <C>           <C>           <C>
Annual Portfolio Operating <F2>
 Expenses (as a percentage
 of average net assets):
Management Fees <F3>             1.00%           .80%       .95%      .60%       .48%          .50%          .51%
12b-1 Fees <F3>                     0              0          0         0          0             0             0
Other Expenses
 Custodial Trustee                .24%           .22%       .22%      .22%       .22%          .21%          .21%
 Administrator                    .48%           .49%       .50%      .49%       .49%          .49%          .49%
 Other                            .24%           .16%       .15%      .16%       .16%          .17%          .17%
                                 _____           ____       ____      ____       ____          ____          ____
Total Other Expenses              .96%           .87%       .87%      .87%       .87%          .87%          .87%
Total Portfolio Operating
 Expenses <F4>                   1.96%          1.67%      1.82%     1.47%      1.35%         1.37%         1.38%
<FN>
<F1>
Unlike the other portfolios, the figures for other expenses of the International Value Equity Portfolio are based
upon estimated annualized projections.  Management fees are determined by contract with the Investment Manager.
<F2>
"Operating Expenses" are based on actual expense amounts incurred for the year ended December 31, 1995.
<F3>
The Trust does not impose a sales load, redemption fees, exchange fees, or 12b-1 fees.
<F4>
There are no initial or annual maintenance fees for participation in the Trust.
</FN>
    
</TABLE>
<TABLE>
   
The assumed return of 5% and expenses should not be considered indications of actual or expected Portfolio performance,
both of which may vary.
Example:
You would pay the following expenses in each of the Portfolios on a $1000 investment, assuming (1) 5% annual return and
(2) whether or not a redemption occurs at the end of each time period:
<CAPTION>
                                                              Long-         Short-
               International  Growth     Value                Intermediate  Intermediate  Money
               Value Equity   Equity     Equity     Balanced  Fixed Income  Fixed Income  Market
               Portfolio      Portfolio  Portfolio  Portfolio Portfolio     Portfolio     Portfolio
<S>            <C>            <C>        <C>        <C>       <C>           <C>           <C>
1 year           $ 20           $ 17       $ 18       $ 15      $ 14          $ 14          $ 14
3 years          $ 62           $ 53       $ 57       $ 46      $ 43          $ 42          $ 44
5 years                         $ 91       $ 99       $ 80      $ 74          $ 75          $ 76
10 years                        $198       $214       $176      $162          $165          $166
    
</TABLE>

<TABLE>
Condensed Financial Information
   
The selected data for years ended December 31, 1991 through December 31, 1995 has been audited by Coopers & Lybrand,
L.L.P., independent auditors whose report dated February 9, 1996 is contained in a Statement of Additional Information
which may be obtained without charge by writing to the Alameda-Contra Costa Medical Association, 6230 Claremont Avenue,
Oakland, CA 94618 or by calling the Association at (510) 654-5383.  The other selected data, also audited, is not
covered by the auditor's current report.

<CAPTION>

INTERNATIONAL EQUITY PORTFOLIO           1995 <F5>
<S>                                      <C>

Net asset value, beginning of period     10.00

Net investment gain (loss)                   0

Net realized and unrealized gain (loss)   0.09
                                         _____

Total from investment operations          0.09

Net asset value, end of period           10.09

Total Return                               .90% <F6>


Ratios and Supplemental Data


Net assets at end of period (in 000's)     805

Ratio of expenses to average net assets   0.11% <F6>

Ratio of net investment income to
 average net assets                       0.04% <F6>

Portfolio turnover rate                      0
<FN>
<F5>
From December 1, 1995 through December 31, 1995.
<F6>
Figures are not annualized, represent the portfolio's
actual experience from December 1 through December 31, 1995.
</FN>
    
</TABLE>
PAGE
<PAGE>
<TABLE>

Condensed Financial Information, continued

<CAPTION>

GROWTH EQUITY PORTFOLIO                   1995      1994     1993      1992 <F7>
<S>                                       <C>       <C>       <C>      <C>

Net asset value, beginning of year        12.12     13.01    11.74     10.00

Net investment gain (loss)                 (.07)     (.11)    (.07)     (.01)

Net realized and unrealized gain (loss)    2.22      (.78)    1.34      1.75
                                          _____     _____    _____     _____

Total from investment operations           2.15      (.89)    1.27      1.74

Net asset value, end of year              14.27     12.12    13.01     11.74

Total Return                              17.74%    (6.84)%  10.82%    69.60% <F8>


Ratios and Supplemental Data


Net assets at end of year (in 000's)      3,361     2,539    3,242     1,660

Ratio of expenses to average net assets    1.67%     1.86%    1.79%      .41%

Ratio of net investment income to
 average net assets                        (.68)%    (.72)%   (.68)%    (.07)%

Portfolio turnover rate                   33.63%    52.49%   38.58%    12.95%
<FN>
<F7>
From October 1, 1992 (inception) through December 31, 1992.
<F8>
annualized
</FN>

</TABLE>
PAGE
<PAGE>
<TABLE>

Condensed Financial Information, continued

<CAPTION>

VALUE EQUITY PORTFOLIO                   1995      1994      1993     1992      1991      1990
<S>                                      <C>       <C>       <C>      <C>       <C>       <C>

Net asset value, beginning of year        94.93     95.88    83.11     73.63     60.74     60.54

Net investment income                      1.48       .21      .78      1.54      1.64      1.01

Net realized and unrealized gain (loss)   22.79     (1.16)   11.99      7.94     11.25      (.81)
                                          _____    ______    _____     _____     _____     _____

Total from investment operations          24.27      (.95)   12.77      9.48     12.89       .20

Net asset value, end of year             119.20     94.93    95.88     83.11     73.63     60.74

Total Return                              25.57%     (.99)%  15.37%    12.88%    21.22%      .33% <F9>


Ratios and Supplemental Data


Net assets at end of year (in 000's)     20,280    16,825   15,518    12,622    11,761     9,598

Ratio of expenses to average net assets    1.82%     1.99%    1.99%     2.01%     2.16%      .59%

Ratio of net investment income to
 average net assets                        1.15%      .70%    1.18%     1.75%     2.39%     1.67%

Portfolio turnover rate                  103.58%   116.01%   65.85%    85.40%    75.67%    56.48%
<FN>
<F9>
annualized
</FN>

</TABLE>
PAGE
<PAGE>
<TABLE>

Condensed Financial Information, continued

<CAPTION>

BALANCED PORTFOLIO                       1995      1994      1993     1992      1991      1990
<S>                                      <C>       <C>       <C>      <C>       <C>       <C>

Net asset value, beginning of year        37.05     37.04    34.19     32.48     27.43     28.83

Net investment income                       .40      1.67     1.55       .65       .76       .97

Net realized and unrealized gain (loss)    8.46     (1.66)    1.30      1.06      4.29     (2.37)
                                          _____    ______    _____     _____     _____     _____

Total from investment operations           8.86       .01     2.85      1.71      5.05     (1.40)

Net asset value, end of year              45.91     37.05    37.04     34.19     32.48     27.43

Total Return                              23.91%      .03%    8.34%     5.26%    18.41%   (11.65)% <F9>


Ratios and Supplemental Data


Net assets at end of year (in 000's)      3,489     2,486    2,854     3,223     2,593     1,795

Ratio of expenses to average net assets    1.47%     1.63%    1.63%     1.64%     1.78%      .29%

Ratio of net investment income to
 average net assets                        2.68%     3.09%    2.57%     2.59%     3.37%     3.51%

Portfolio turnover rate                    6.30%     5.18%    4.75%    17.78%    13.61%     5.43%
<FN>
<F9>
annualized
</FN>

</TABLE>
PAGE
<PAGE>
<TABLE>

Condensed Financial Information, continued

<CAPTION>

LONG-INTERMEDIATE FIXED INCOME PORTFOLIO 1995      1994      1993     1992      1991      1990
<S>                                      <C>       <C>       <C>      <C>       <C>       <C>

Net asset value, beginning of year        48.23     50.73    46.46     43.67     38.04     36.43

Net investment income                      1.89      5.96     2.94      3.03      2.36      1.53

Net realized and unrealized gain (loss)    6.76     (8.46)    1.33      (.24)     3.27       .08
                                          _____    ______    _____     _____     _____     _____

Total from investment operations           8.65     (2.50)    4.27      2.79      5.63      1.61

Net asset value, end of year              56.88     48.23    50.73     46.46     43.67     38.04

Total Return                              17.93%    (4.93)%   9.19%     6.39%    14.80%    10.61% <F10>


Ratios and Supplemental Data


Net assets at end of year (in 000's)      4,722     3,763    5,156     4,908     4,843      3,816

Ratio of expenses to average net assets    1.35%     1.49%    1.49%     1.52%     1.70%      .28%

Ratio of net investment income to
 average net assets                        5.53%     5.64%    5.44%     6.11%     6.49%     4.36%

Portfolio turnover rate                    5.95%        0%   10.68%     9.79%    20.60%     1.86%

<FN>
<F10>
annualized
</FN>

</TABLE>
PAGE
<PAGE>
<TABLE>

Condensed Financial Information, continued

<CAPTION>

SHORT-INTERMEDIATE FIXED INCOME PORTFOLIO 1995      1994     1993      1992      1991      1990
<S>                                       <C>       <C>       <C>      <C>       <C>       <C>

Net asset value, beginning of year         18.85     19.35    18.19     17.15     15.37     14.13

Net investment income                       1.48      1.45      .78       .01       .85       .69

Net realized and unrealized gain (loss)      .57     (1.95)     .38      1.03       .93       .55
                                           _____    ______    _____     _____     _____     _____

Total from investment operations            2.05      (.50)    1.16      1.04      1.78      1.24

Net asset value, end of year               20.90     18.85    19.35     18.19     17.15     15.37

Total Return                               10.88%    (2.58)%   6.38%     6.06%    11.58%    21.06% <F10>


Ratios and Supplemental Data


Net assets at end of year (in 000's)       6,073     6,182    7,575     6,747     3,336      2,666

Ratio of expenses to average net assets     1.37%     1.51%    1.47%     1.47%     1.68%      .28%

Ratio of net investment income to
 average net assets                         4.76%     4.78%    4.75%     5.16%     6.04%     4.60%

Portfolio turnover rate                    19.21%        0%   25.60%     6.69%    41.22%    26.50%
<FN>
<F10>
annualized
</FN>

</TABLE>
PAGE
<PAGE>
<TABLE>

Condensed Financial Information, continued

<CAPTION>

MONEY MARKET PORTFOLIO                    1995      1994        1993      1992      1991      1990
<S>                                       <C>       <C>         <C>       <C>       <C>       <C>

Net asset value, beginning of year         41.80     40.78      39.94     38.66     36.77     35.33

Net investment income                       3.91      1.15       9.38      7.29      2.74      1.27

Net realized and unrealized gain (loss)    (1.68)    ( .13)     (8.54)    (6.01)     (.85)      .17
                                           _____    ______      _____     _____     _____     _____

Total from investment operations            2.23      1.02        .84      1.28      1.89      1.44

Net asset value, end of year               44.03     41.80      40.78     39.94     38.66     36.77

Total Return                                5.33%     2.50%      2.10%     3.31%     5.14%     9.78% <F11>


Ratios and Supplemental Data


Net assets at end of year (in 000's)       2,566     2,716      2,120     3,481     7,415      9,619

Ratio of expenses to average net assets     1.38%     1.50%      1.59%     1.55%     1.76%      .59%

Ratio of net investment income to
 average net assets                         4.11%     2.87%      3.60%     4.33%     5.10%     7.72%
<FN>
<F11>
annualized
</FN>

</TABLE>
PAGE
<PAGE>
THE TRUST

The Alameda-Contra Costa Medical Association Collective
Investment Trust for Retirement Plans (the "Trust") is a
collective investment trust which was established under the laws
of the State of California by the Alameda-Contra Costa Medical
Association (the "Association") to be managed by a Supervisory
Committee with Wells Fargo Bank, National Association ("Wells
Fargo"), acting as the custodial trustee (the "Custodial
Trustee") under a Declaration of Trust dated February 9, 1990. 
The Association is also administrator of the Trust pursuant to an
Administrative Services Agreement dated as of July 24, 1990,
between the Trust and the Association (the "Administrative
Services Agreement").  The Trust is registered with the
Securities and Exchange Commission as an open-end diversified
management investment company.  Such registration does not
involve supervision of management or investment practices or
policies of the Trust.  Units of beneficial interest in the
Portfolios (the "Units") are sold without a sales charge and are
available only to Retirement Plans.  See "How to Invest in the
Trust."  Retirement Plans that have been admitted to the Trust
are referred to as "Participating Trusts." An individual for
whose benefit a Participating Trust is maintained or who may be
entitled to receive benefits from a Participating Trust is
referred to as a "Participant."

Assets of the Portfolios are invested in accordance with their
investment objectives by investment managers (each, an
"Investment Manager") who have contracted with the Trust to
provide investment advisory and management services to specified
Portfolios.  See "Investment Objectives and Policies" and
"Investment Management and Administration Arrangements--The
Investment Management Agreements."


HOW TO INVEST IN THE TRUST

Eligibility for Admission

To invest in the Trust, an individual, partnership, or
corporation must establish a Retirement Plan.

Retirement Plans are:

Individual retirement trust accounts ("IRAs"), including rollover
IRA and IRAs established to receive contributions under
simplified employee Pension Plans ("SEPs"), that are exempt under
Section 408(e) of the Internal Revenue Code of 1986, as amended
(the "Code"), and that are maintained in conformity with Section
408(a) of the Code, and

Trusts described in Section 401(a) of the Code that are exempt
from taxation under Section 501(a) of the Code and form parts of
stock bonus, pension or profit sharing plans ("Qualified Plans").

Prototype Plans.  

The Association sponsors the Alameda-Contra Costa Medical
Association Prototype Defined Contribution Plan and Trust (the
"Prototype Plan") which can be adopted by a self-employed
individual, partnership or corporation (the "Employer") that is a
member of (or whose partners or shareholders are members of) the
Association, other county associations or the California Medical
Association.  Most Qualified Plans represent adoption of the
Prototype Plan.  The Prototype Plan authorizes Participants to
direct the plan trustee appointed by the Employer (the "Plan
Trustee") to invest contributions made under the Qualified Plan
by, or for, a Participant in one or more of the Portfolios.  In
addition, if so authorized by the Employer, the Participant may
direct the Plan Trustee to invest contributions in any readily
tradable security or life insurance contracts.

Other Plans.

Other Qualified Plans that do not represent an adoption of the
Prototype Plan may also invest in the Portfolios provided their
governing documents specifically authorize such investment.

IRA's.

Each IRA authorized to invest in a Portfolio is established by
adopting the Alameda-Contra Costa Medical Association Individual
Retirement Plan.  The Participant for whose benefit the IRA is
maintained (or his or her beneficiary, in the event of the
Participant's death) is authorized to direct the investment of
assets in the IRA in one or more Portfolios.

Establishing an IRA and/or SEP

Documents for establishing an IRA and/or a SEP, which consist of
an adoption agreement, Plan document, contribution agreement (for
a SEP) and Disclosure Statement describing eligibility, amounts
of, deadlines for making contributions to, and rules regarding
distributions from, an IRA and/or a SEP, can be obtained from the
Association, 6230 Claremont Avenue, Oakland, CA 94618, or by
calling (510) 654-5383.  New IRA's will be opened as of the date
that an executed adoption agreement is received by the
Association.  If the agreement is revoked within seven days, the
individual will receive a refund of all contributions.  SEP's
become effective on the date specified in the contribution
agreement (IRS Form 5305-SEP) establishing the SEP.

Establishing a Qualified Plan

Documents required for establishing a Qualified Plan can be
obtained from the Association, 6230 Claremont Avenue, Oakland, CA
94618, or by calling (510) 654-5383.  Qualified Plans become
effective on the date specified in the adoption agreement or Plan
Document, in the case of an individually designed plan.

Investing in the Trust

Once a Retirement Plan has been established, the Participant, the
Plan Trustee or other person with investment authority for a
particular Retirement Plan may direct the Association to instruct
the Custodial Trustee to invest the Retirement Plan assets in one
or more Portfolios using a request form provided by the
Association.  Admissions to the Trust will be made as of the
valuation Date next succeeding establishment of a Retirement Plan
and contribution of funds.  The completed form should be
delivered to the Association at 6230 Claremont Avenue, Oakland,
California 94618 to the attention of Mary S. Hale, Program
Coordinator.  Unless the Participant already has funds available
for investment in a Portfolio or Portfolios, the form should be
accompanied by a check made payable to Wells Fargo Bank for the
amount intended to be invested in the Trust.  Cash should not be
mailed.

Each Plan Trustee or Participant, as the case may be, is
responsible for notifying the Association on a timely basis of
investment instructions.  The Association aggregates the instruc-
tions from the various Plan Trustees, in the case of Qualified
Plans, and Participants, in the case of IRAs, and instructs the
Custodial Trustee to allocate the Retirement Plan assets among
the Portfolios in accordance with such investment instructions.

The minimum initial investment for participation in a Portfolio
is $100.  There is no minimum requirement for subsequent
investments.  The purchase price for Units of a Portfolio is the
net asset value per Unit on the next Valuation Date following
receipt by the Association of a Participating Trust's
satisfactorily completed investment instructions and payment. 
Investments are subject to determination by the Association that
the investment instruction form has been properly completed.

If funds are received by the Association without designation of a
Portfolio, the Association shall, if it is unable to confirm the
Portfolio designation, instruct the Custodial Trustee to invest
the funds in accordance with the Custodial Trustee's most recent
investment instructions.  If the investment is the initial
investment for a Participating Trust, the undesignated funds will
be invested in the Money Market Portfolio pending further
instruction from the Participant or Plan Trustee, as the case may
be.

Units of the Trust may be redeemed as described under
"Redemptions."  Because Units are not transferable, certificates
representing Units will not be issued.  All Units purchased are
confirmed by mail to the Participating Trust and are credited to
the account of the Participating Trust on the Trust's books.

The Supervisory Committee reserves the right in its sole
discretion to suspend the availability of Units when, in the
judgment of the Supervisory Committee, such suspension is in the
best interests of the Trust.  The Custodial Trustee reserves the
right to reject investment instructions when, in the judgment of
the Custodial Trustee, such rejection is in the best interests of
the Trust.


INVESTMENT OBJECTIVES AND POLICIES

The Trust currently offers seven Portfolios, each with a
different investment objective, for the investment of retirement
assets held in Retirement Plans.  The assets of a Retirement Plan
may be invested in one or more Portfolios, and may be transferred
among the Portfolios at any time that such requests are presented
to the Association.  In addition, Units may be redeemed upon
tender to the Association.  See "How to Invest in the Trust,"
"Redemptions" and "Exchanges."

Although all the Portfolios generate current income to some
degree, it is the policy of each Portfolio to earn current income
for reinvestment and further accumulation of assets for
retirement.  Accordingly, no current income will be distributed. 
See "Dividends and Distributions."  This policy is unlike that of
most investment companies, which do not exclusively invest
assets of Retirement Plans in Portfolios as the Trust does. 
Participating Trusts do, however, receive a benefit from current
income of the Portfolios in which they invest comparable to the
benefit received from the distributions made by most other
investment companies.  In the Trust, this benefit is received
only in the form of an increase in net asset value per Unit
rather than in the form of cash or reinvestment through the
purchase of additional Units.

There can be no assurance that the investment objectives of any
Portfolio can be attained.  The net asset value per Unit of the
International Value Equity Portfolio, the Growth Equity
Portfolio, the Value Equity Portfolio, the Balanced Portfolio,
the Long-Intermediate Fixed Income Portfolio and the Short-
Intermediate Fixed Income Portfolio will fluctuate, while the net
asset value of the Money Market Portfolio is not expected to
materially fluctuate in price from its principal value.

The International Value Equity Portfolio

The investment objective of the International Value Equity
Portfolio is to seek capital appreciation through investing
primarily in the American Depository Receipts of companies
incorporated or organized outside the United States.  

It is the present intention of the Investment Manager to invest
the International Value Equity Portfolio's assets in companies
based in Continental Europe, the United Kingdom, the Pacific
Basin and in such other areas and countries as the Investment
Manager may determine from time to time.  Primary emphasis will
be in foreign equity securities that have been converted into
American Depository Receipts (ADR's).  ADR's are certificates of
ownership of a foreign based corporation that are being held in
United States banks.  Rather than purchase "ordinary shares" of a
foreign corporation in foreign countries, an investment manager
can purchase shares in the United States of America in a form of
an ADR eliminating the need to convert currencies or to transfer
certificates internationally.  Under normal market conditions, at
least 80% of the total Portfolio value of assets will be invested
in the ADRs of companies from at least three different countries
(not including the United States).  The percentage of the
International Value Equity Portfolio's assets invested in
particular geographic sectors may shift from time to time in
accordance with the judgment of the Investment Manager.  

In selecting investments for the International Value Equity
Portfolio, the Investment Manager attempts to ascertain
inexpensive markets world-wide through traditional measures of
value, including low price to earnings ratio, high yield,
unrecognized assets, potential for management change and/or the
potential to improve profitability.  In addition, the Investment
Manager seeks to identify companies it believes are financially
productive ad undervalued in those markets focusing on individual
stock selection (a "bottom-up" approach) rather than on
forecasting stock market trends (a "top-down" approach).  

In searching for undervalued ADRs in the undervalued markets, the
Investment Manager utilizes a security-selection process
incorporating three levels of investment research.  The process
is based on precise and consistent analysis of historical
financial data, with little emphasis placed on forecasting future
earnings or events.  The three levels of investment research
include:

(1)  Database Screening - The Investment Manager employs a
systematic process to search global databases for companies with
characteristics that indicate undervaluation versus a local index
and versus the EAFE Index (an index of Europe, Australia and Far
East based companies); in particular, companies that have high
financial returns on equity and on assets and yet are
attractively priced (low price/book and low price/cash flow).

(2)  Accounting Validation - The Investment Manager applies an
intensive accounting validation process to each security
satisfying the initial screening.  This step is designed to
examine whether a company's stated financial statistics and
business value are real and to uncover any hidden opportunities
through balance sheet and cash flow analysis.  By focusing on
detailed cash flow analysis and discretionary balance sheet
items, analysts seek to determine that a company's financial
productivity is accurately stated, look for and take advantage of
pricing anomalies, and discover opportunities including hidden
value per share.  

(3)  Fundamental Analysis - Companies satisfying the accounting
validation process are monitored more closely including updates
to earnings estimates and the price relationships to overall
market conditions.  These securities undergo the final
qualitative step in the equity security selection process,
fundamental analysis, a critical component in the international
ADR investment process.  The process is in place to ensure
current returns can be sustained, to discover hidden value, as
well as to identify the catalyst for price appreciation.  This
involves in-depth analysis of fundamental variables including: 
quality and depth of management, competitive position,
sensitivity to economic/market cycles, margin and sales trends,
brand name strength, geographical breakdown and the macro
environment in which company operates.  


The assets of the International Value Equity Portfolio may be
invested in securities other than ADRs or foreign securities
when, in the judgment of the Investment Manager, business or
financial conditions warrant.  In such an event, the
International Value Equity Portfolio may take a temporary
defensive position and invest without limitation in cash or cash
equivalents.  Cash equivalents are short-term interest bearing
instruments of the type permitted to be held by the Money Market
Portfolio.  

Because the International Value Equity Portfolio will participate
in the equity market, it may provide greater potential for
capital appreciation and growth of current income over the long
term than the Long Intermediate Fixed Income Portfolio, the
Short-Intermediate Fixed Income Portfolio or the Money Market
Portfolio.  However, the International Value Equity Portfolio
will be selected primarily on the basis of their capital
appreciation potential, it may also provide greater growth of
capital (excluding reinvested income) than the Balanced
Portfolio, while the Balanced Portfolio will have a higher level
of current income to be reinvested than the International Value
Equity Portfolio.

The Growth Equity Portfolio

The objective of the Growth Equity Portfolio is to increase
retirement funds through equity securities which provide long-
term growth of capital.  The realization of current income will
not be a consideration.  Primary investment emphasis will be in
equity based securities which are both common stocks and those
debt securities and preferred stocks which are convertible into
common stocks.  Under normal conditions, the Portfolio will
maintain approximately 85% of its assets in equity securities.

In selecting common stocks, the Investment Manager of the Growth
Equity Portfolio will primarily invest in companies that are
perceived to have long-range capital appreciation potential.  The
Portfolio may consist of common stocks that are of small, mid and
large capitalized companies.  Smaller capitalized companies are
generally considered to be companies that are in developing
phases of their businesses.  Smaller capitalized companies are
generally considered to be companies that are in developing
phases of their businesses.  Mid-capitalized and large-
capitalized are generally considered to be companies that have
been established for a longer period of time and that have
exhibited past earnings growth characteristics that are superior
to the earnings of the S&P 500 index.

In evaluating common stocks, the Investment Manager will focus on
companies that characteristically have earnings growth potential
that are above average or accelerating in their industry.  These
companies are referred to as "growth" stocks.  Companies may also
be selected on expectations that they will generate above average
near-term earnings based on  certain industry or economic
conditions that exist from time to time in the market place. 
These companies that are selected typically have dividend yields
that are below the S&P 500 dividend yield and common stocks
purchased in the Value Equity Portfolio and the Balanced
Portfolio.  Growth stocks also tend to have financial valuation
ratios, such as price to book, price to earnings, return on
equity, dividend growth rates, sales to book and earning growth
rates that are higher than stocks in the S&P 500 index.  The
volatility of stocks purchased in the Growth Equity Portfolio
will tend to be greater than stocks purchased in the Value Equity
Portfolio and the Balanced Portfolio.  The Investment Manager
will seek to reduce risk through diversification.  This strategy
encompasses the number of stocks owned in the Portfolio, the
markets in which companies compete, and diversification in small,
medium and large capitalization companies that are purchased.

The primary criterion for selecting convertible debt, securities,
and preferred stock, is the price of the underlying common stock
which is calculated in the manner described above.  The
Investment Manager may choose to invest in convertible securities
from time to time when it is more favorable to do so rather than
owning the underlying common stock of the company.  Premium and
conversion factors and income differentials are important
investment criteria that are considered when making an evaluation
to buy convertible securities.

The assets of the Growth Equity Portfolio may change when, in the
judgment of the Investment Manager, business or financial
conditions warrant.  In such event, the Growth Equity Portfolio
may take a temporary defensive position and invest without
limitation in cash or cash equivalents.  Cash equivalents are
short term interest bearing instruments of the type permitted to
be held by the Money Market Portfolio.  Initially, most or all of
the assets in the Growth Equity Portfolio may be invested in cash
or cash equivalents until, in the judgment of the Investment
Adviser, the aggregate fair market value of assets in the
Portfolio makes investment in equity securities prudent.

Since securities in the Growth Equity Portfolio will be selected
on the basis of their capital appreciation potential (since
income is not a consideration) it may provide greater growth of
capital than the Value Equity Portfolio, Balanced Portfolio,
Long-Term Intermediate Fixed Income Portfolio, Short Intermediate
Fixed Income Portfolio, Fixed Income and Money Market Portfolios.
Unit values may also tend to be more volatile than these
Portfolios as well.

The Value Equity Portfolio

The objective of the Value Equity Portfolio is to increase
retirement funds primarily through securities which provide long
term growth of capital.  Current income is a secondary objective.

Primary investment emphasis will be on equity-based securities,
which are both common stocks and those debt securities and
preferred stocks which are convertible into common stocks.  Under
normal market conditions, the Portfolio will maintain
approximately 85% of its assets in equity securities.

In selecting the common stocks, the Investment Manager for the
Value Equity Portfolio will consider the intrinsic value of the
stock to be purchased, the expected earnings growth and current
and expected dividend income.  In evaluating expected earnings
and dividend income, the Investment Manager examines a company's
revenue growth, historical margins, earnings growth, dividend
payout ratios and dividend growth, and makes estimates of the
likelihood that future revenues growth and margins are realizable
given the current and expected economic environment for the
company and the industry in which it operates.  There are no
restrictions on the total common stock market capitalization of
the companies in the Portfolio.  The goal of the Value Equity
Portfolio is to achieve a diversified Portfolio of publicly
traded common stocks which it believes are undervalued.  The
Investment Manager performs financial analyses of a company's
balance sheet, income statement, and sources and uses of funds to
determine the relative undervaluation of a particular security. 
Various ratios are used to compare a security to a chosen
universe of securities.  A security may be undervalued based
upon, for example, price to revenues, price to book value, price
to dividend, total assets to market capitalization and other
similar measures.  Through diversification and selection, the
Investment Manager will seek to reduce the risks of fluctuation
in value and income inherent in investing in the equity market.

The primary criterion for selecting convertible debt securities
and preferred stock is the value of the underlying common stock,
which is evaluated in the manner described above.  An additional
factor to consider is the premium to be paid for the conversion
privilege which is taken into account in evaluating a convertible
debt security as an investment for the Portfolio.  The Investment
Manager may, from time to time, invest in convertible securities
when such investment appears to be more favorable than investment
in the underlying common stock of the company.  The Investment
Manager's decision may be based on, among other considerations,
the underlying common stock, prevailing interest rates, premiums
in the market for similar interests, historical premiums, time
remaining for the conversion, and the income differential between
the dividend rate on the common stock and the rate on the issue
being evaluated.

The assets of the Value Equity Portfolio may change, however,
when, in the judgment of the Investment Manager, business or
financial conditions warrant.  In such event, the Value Equity
Portfolio may take a temporary defensive position and invest
without limitation in cash or cash equivalents.  Cash equivalents
are short term interest bearing instruments of the type permitted
to be held by the Money Market Portfolio.

Because the Value Equity Portfolio will participate in the equity
market, it may provide greater potential for capital appreciation
and growth of current income over the long term than the Long-
Intermediate Fixed Income Portfolio, the Short-Intermediate Fixed
Income Portfolio or the Money Market Portfolio.  However, the
Value Equity Portfolio also may have a more volatile Unit value
and lower current yield than these other Portfolios.  Since
securities in the Value Equity Portfolio will be selected
primarily on the basis of their capital appreciation potential,
it may also provide greater growth of capital (excluding
reinvested income) than the Balanced Portfolio, while the
Balanced Portfolio will have a higher level of current income to
be reinvested than the Value Equity Portfolio.

The Balanced Portfolio

The objective of the Balanced Portfolio is to increase retirement
funds through a balance of current income and long term growth of
capital.  Investment emphasis will be on common stocks and fixed
income securities, primarily preferred stock of United States
corporations and debt securities, such as bonds, notes, and
debentures of United States corporations and those issued or
guaranteed by the United States Government, its agencies or
instrumentalities.  Debt obligations issued or guaranteed by the
United States Government, its agencies or instrumentalities
provide greater safety of principal but also generally provide
lower current income than debt obligations of corporations.  The
Balanced Portfolio may invest in debt securities issued or
guaranteed by the United States Government, its agencies or
instrumentalities without limitation on amount.  The Balanced
Portfolio will invest in debt securities of United States
corporations only if they carry a rating of at least "A" from
Standard & Poor's Corporation, Moody's Investors Service, Inc. or
other industry-recognized rating agencies.  See "Appendix" for an
explanation of the ratings.  At times the Balanced Portfolio also
may hold debt securities and preferred stocks which are
convertible into common stock.  Under normal circumstances, at
least 25% of the value of the total assets of the Balanced
Portfolio will be invested in fixed income securities.  When
market conditions dictate a more defensive investment strategy,
part of the Balanced Portfolio may be held without limitation on
amount in cash or cash equivalents on a temporary basis.  Cash
equivalents are short term interest bearing instruments of the
type permitted to be held by the Money Market Portfolio.

The Investment Manager may from time to time sell, that is
"write", call options on common stocks already purchased in the
Portfolio.  These are called "covered options."  The purpose of
this investment strategy is to create income by selling options
for a specified price, known as a premium, on stocks that in the
Investment Manager's point of view will not be "called" or
exercised by the buyer.  Or, the Investment Manager may sell
options on the stocks when he believes the premium, plus the
proceeds from the stocks that are called, will create a greater
total rate of return than would be received if the common stocks
alone were to be sold.  The proceeds received from selling an
option that is not exercised is considered income to the
Portfolio.  The disadvantages of this strategy is that if options
are exercised, the Portfolio will not benefit from any increase
of value of the underlying security above the agreed upon option
price.

Investments in equity-based securities will be based on the same
criteria used by the Value Equity Portfolio in selecting equity-
based securities.  A particular equity-based security may be more
appropriate for the Value Equity Portfolio than for the Balanced
Portfolio, or vice versa, when such factors as current yield and
expected earnings and dividend growth are considered.  In
addition, the Balanced Portfolio will generally hold securities
which have a higher dividend payout ratio than securities held in
the Value Equity Portfolio and securities which are traded on the
New York Stock Exchange or other listed exchanges.  The growth
rate and market volatility of securities held in the Balanced
Portfolio will generally be lower than those held in the Value
Equity Portfolio because the Balanced Portfolio emphasizes more
stable growth companies.

As with the Value Equity Portfolio, the Balanced Portfolio's
investments in equity-based securities may provide greater
potential for capital appreciation and growth of current income
than the other Portfolios.  The Balanced Portfolio also may have
a more volatile Unit value and lower current yield than these
other Portfolios.  Although the Balanced Portfolio's total return
will be achieved through more moderate growth of capital than the
Value Equity Portfolio, it may have in that total return a higher
level of current income to be reinvested than the Value Equity
Portfolio.  Market conditions may from time to time dictate
divergences from the guidelines used to obtain the investment
objectives of the Balanced Portfolio, because growth conditions,
market conditions and dividend payout ratios of securities may
change.  The percentage of equity-based to fixed income
securities in the Balanced Portfolio thus may vary in response to
such changes.

The Long-Intermediate Fixed Income Portfolio

The investment objective of the Long-Intermediate Fixed Income
Portfolio is to obtain increased income for retirement assets by
investing in quality long and intermediate term fixed income
securities, including corporate and government fixed income
obligations and mortgage-related securities.  Under normal
circumstances, at least 65% of the value of the total assets of
the Long-Intermediate Fixed Income Portfolio will be invested in
intermediate and long term fixed income securities.  The average
maturity of securities in the Long-Intermediate Fixed Income
Portfolio will be based primarily upon the Investment Manager's
expectations for the future course in interest rates and the then
prevailing price and yield levels in the fixed income market. 
The weighted average maturity of the securities in the Portfolio
will be between 7 and 12 years.  The Investment Manager will
invest the assets in fixed income securities that are rated at
least "A" by Standard & Poor s Corporation, Moody's Investors
Service, Inc. or other industry-recognized rating agencies.  See
"Appendix" for an explanation of the ratings.

The corporate bond portfolio part of this Portfolio will be
diversified by investment in bonds issued by different companies
in different industries.  There is the risk that corporate bonds
might be called by the issuer if the bond interest rate is higher
than currently prevailing interest rates.

The Long-Intermediate Fixed Income Portfolio may invest part of
its assets in mortgage-related securities represented by pools of
mortgage loans assembled for sale to investors by various
governmental agencies such as the Government National Mortgage
Association ("GNMA") and government-related organizations such as
the Federal National Mortgage Association ("FNMA") and the
Federal Home Loan Mortgage Corporation ("FHLMC").  If the Long-
Intermediate Fixed Income Portfolio purchases a mortgage-related
security at a premium, all or part of the premium may be lost if
there is a decline in the market value of the security, whether
resulting from changes in interest rates or prepayments in the
underlying mortgage collateral.  As with other interest-bearing
securities, the price of such securities is universally affected
by changes in interest rates.  However, though the value of a
mortgage-related security may decline when interest rates rise,
the converse is not necessarily true, since in periods of
declining interest rates the mortgages underlying the securities
are more likely to prepay.  For this and other reasons, a
mortgage-related security's stated maturity may be shortened by
unscheduled prepayments on the underlying mortgage and,
therefore, it is not possible to predict accurately the
security's return to the Portfolio.  In addition, regular
payments received in respect of mortgage-related securities
include both principal and interest.  No assurance can be given
as to the return the Long-Intermediate Fixed Income Portfolio
will receive when these amounts are reinvested.  Prepayments
generally will be reinvested at lower rates.

The Long-Intermediate Fixed Income Portfolio may also invest in
collateralized mortgage obligations ("CMOs") which are debt
obligations collateralized by mortgage loans or mortgage pass-
through securities.  Typically, CMOs are collateralized by GNMA,
FNMA or FHLMC certificates, but also may be collateralized by
whole loans or private mortgage pass-through securities (such
collateral collectively hereinafter referred to as "Mortgage
Assets").  Payments of principal and interest on the Mortgage
Assets, and any reinvestment income thereon, provide the funds to
pay the debt service on the CMOs.  CMOs may be issued by agencies
or instrumentalities of the United States Government, or private
originators of, or investors in, mortgage loans, including
savings and loan associations, mortgage banks, commercial banks,
investment banks and special purpose subsidiaries of the
foregoing.

In a CMO, a series of bonds or certificates is issued in multiple
classes.  Each class of CMOs, often referred to as a "tranche,"
is issued at a specific fixed or floating coupon rate and has a
stated maturity or final distribution date.  Principal
prepayments on the Mortgage Assets may cause the CMOs to be
retired substantially earlier than their stated maturities or
fixed distribution dates.  Interest is paid or accrued on all
classes of CMOs, on a monthly, quarterly or semiannual basis. 
The principal of and interest on the Mortgage Assets may be
allocated among the several classes of a series of a CMO in
innumerable ways.  In a common structure, payments of principal,
including any principal prepayments, on the Mortgage Assets are
applied to the classes of the series of a CMO in the order of
their respective stated maturities or final distribution dates,
so that no payment of principal will be made on any class of CMOs
until all other classes having an earlier stated maturity or
final distribution date have been paid in full.

The staff of the Securities and Exchange Commission has
determined that certain issuers of CMOs may be investment
companies for purposes of Section 12(d) of the Investment Company
Act of 1940.  The Trust will not invest more than 10% of its
total assets in securities issued by issuers considered to be
investment companies or more than 5% of its assets in securities
issued by any single such entity, and will not acquire more than
3% of the voting securities of any single such entity.  These
limitations will not materially inhibit the Long-Intermediate
Fixed Income Portfolio's ability to achieve its investment
objective as no more than 15% of the Long-Intermediate Fixed
Income Portfolio's total assets will be invested in CMOs, subject
to the Trust's overall investment restrictions.

The automatic reinvestment of interest income is expected to be
the primary basis for growth in a Unitholder's investment in the
Long-Intermediate Fixed Income Portfolio.  The Long-Intermediate
Fixed Income Portfolio also will attempt to take advantage of
undervalued sectors while selling fixed income securities in
overvalued sectors.  However, since investments will normally
consist of fixed income securities and mortgage-related
securities, the ability to achieve capital appreciation is
limited.  Should the Investment Manager deem it appropriate for
defensive reasons, the maturity schedule may be temporarily
shortened to reduce risks and take advantage of market
opportunities.  The value of the securities held in the Long-
Intermediate Fixed Income Portfolio will generally vary inversely
to changes in prevailing interest rates.  The value of these
securities also may be affected by general market and economic
conditions and by the credit-worthiness of the issuer.

Whenever, in the judgment of the Investment Manager, there is a
high probability that there will be a decline in the fixed income
securities market, part of the assets of the Long-Intermediate
Fixed Income Portfolio may be held in cash or cash equivalents as
a temporary defensive strategy.  To the extent that the Long-
Intermediate Fixed Income Portfolio invests in cash or cash
equivalents, it will not be invested in accordance with the
investment policies designed for it to realize its investment
objective.  Cash equivalents are short term interest bearing
instruments of the type permitted to be held by the Money Market
Portfolio.

The Short-Intermediate Fixed Income Portfolio

The objective of the Short-Intermediate Fixed Income Portfolio is
to obtain interest income for retirement assets by investing in
quality short and intermediate term fixed income securities,
including corporate and government fixed income obligations and
mortgage-related securities.  Under normal circumstances, at
least 65% of the value of the total assets of the
Short-Intermediate Fixed Income Portfolio will be invested in
short and intermediate term fixed income securities.  The average
maturity of securities in the Short-Intermediate Fixed Income
Portfolio will be based primarily upon the Investment Manager's
expectations for the future course in interest rates and the then
prevailing price and yield levels in the fixed income market. 
The weighted average maturity of the securities in the Portfolio
will generally be between 2 and 5 years.  The Investment Manager
will invest the assets in fixed income securities that are rated
at least "A" by Standard & Poor's Corporation, Moody's Investors
Service, Inc. or other industry-recognized rating agencies.  See
"Appendix" for an explanation of the ratings.

The corporate bond portfolio part of this Portfolio will be
diversified by investment in bonds issued by different companies
in different industries.  There is the risk that corporate bonds
might be called by the issuer if the bond interest rate is higher
than currently prevailing interest rates.

The Short-Intermediate Fixed Income Portfolio may invest part of
its assets in mortgage-related securities represented by pools of
mortgage loans assembled for sale to investors by various
governmental agencies such as the Government National Mortgage
Association ("GNMA") and government-related organizations such as
the Federal National Mortgage Association ("FNMA") and the
Federal Home Loan Mortgage Corporation ("FHLMC").  If the
Short-Intermediate Fixed Income Portfolio purchases a
mortgage-related security at a premium, all or Part of the
premium may be lost if there is a decline in the market value of
the security, whether resulting from changes in interest rates or
prepayments in the underlying mortgage collateral.  As with other
interest-bearing securities, the price of such securities is
universally affected by changes in interest rates.  However,
though the value of a mortgage-related security may decline when
interest rates rise, the converse is not necessarily true, since
in periods of declining interest rates the mortgages underlying
the securities are more likely to prepay.  For this and other
reasons, a mortgage-related security's stated maturity may be
shortened by unscheduled prepayments on the underlying mortgage
and, therefore, it is not possible to predict accurately the
security's return to the Short-Intermediate Fixed Income
Portfolio.  In addition, regular payments received in respect of
mortgage-related securities include both principal and interest. 
No assurance can be given as to the return the Short-Intermediate
Fixed Income Portfolio will receive when these amounts are
reinvested.

The Short-Term Intermediate Fixed Income Portfolio also may
invest in collateralized mortgage obligations ("CMOs") which are
debt obligations collateralized by mortgage loans or mortgage
pass-through securities.  Typically, CMO's are collateralized by
GNMA, FNMA, or FHLMC certificates, but also may be collateralized
by whole loans or private mortgage pass-through securities (such
collateral collectively hereinafter referred to as "Mortgage
Assets").  Payments of principal and interest on the Mortgage
Assets, and any reinvestment income thereon, provide the funds to
pay the debt service on the CMOs.  CMOs may be issued by agencies
or instrumentalities of the United States Government, or private
originators of, or investors in, mortgage loans, including
savings and loan associations, mortgage banks, commercial banks,
investment banks and special purpose subsidiaries of the
foregoing.

In a CMO, a series of bonds or certificates is issued in multiple
classes.  Each class of CMO's, often referred to as a "tranche,"
is issued at a specific fixed or floating coupon rate and has a
stated maturity or final distribution date.  Principal
prepayments on the Mortgage Assets may cause the CMO's to be
retired substantially earlier than their stated maturities or
fixed distribution dates.  Interest is paid or accrued on all
classes of CMOs, on a monthly, quarterly or semiannual basis. 
The principal of and interest on the Mortgage Assets may be
allocated among the several classes of a series of a CMO in
innumerable ways.  In a common structure, payments of principal,
including any principal prepayments, on the Mortgage Assets are
applied to the classes of the series of a CMO in the order of
their respective stated maturities or final distribution dates,
so that no payment of principal will be made on any class of
CMO's until all other classes having an earlier stated maturity
or final distribution date have been paid in full.

It is anticipated that the Short-Intermediate Fixed Income
Portfolio will invest a smaller part of its net assets in
mortgage-related securities than the Long-Intermediate Fixed
Income Portfolio as there are fewer of such securities in the
short to intermediate term maturity range.

The staff of the Securities and Exchange Commission has
determined that certain issuers of CMOs may be investment
companies for purposes of Section 12(d) of the Investment Company
Act of 1940.  The Trust will not invest more than 10% of its
total assets in securities issued by issuers considered to be
investment companies or more than 5% of its assets in securities
issued by any single such entity, and will not acquire more than
3% of the voting securities of any single such entity.  These
limitations will not materially inhibit the Short-Intermediate
Fixed Income Portfolio's ability to achieve its investment
objective as no more than 15% of the Short-Intermediate Fixed
Income Portfolio's total assets will be invested in CMOs, subject
to the Trust's overall investment restrictions.

The automatic reinvestment of interest income is expected to be
the primary basis for growth in a Unitholder's investment in the
Short-Intermediate Fixed Income Portfolio.  The
Short-Intermediate Fixed Income Portfolio also will attempt to
take advantage of undervalued sectors while selling bonds in
overvalued sectors.  However, since investments will normally
consist of fixed income securities and mortgage-related
securities, the ability to achieve capital appreciation is
limited.  The value of the securities held in the Short-
Intermediate Fixed Income Portfolio will generally vary inversely
with changes in prevailing interest rates.  The value of these
securities also may be affected by general market and economic
conditions and by the credit-worthiness of the issuer.

Whenever, in the judgment of the Investment Manager, there is a
high probability that there will be a decline in the fixed income
securities market, part of the assets of the Short-Intermediate
Fixed Income Portfolio may be held in cash or cash equivalents as
a temporary defensive strategy.  To the extent that the
Short-Intermediate Fixed Income Portfolio invests in cash or cash
equivalents, it will not be invested in accordance with the
investment policy designed for it to realize its investment
objective.  Cash equivalents are short term interest bearing
instruments of the type permitted to be held by the Money Market
Portfolio.

The Money Market Portfolio

The objective of the Money Market Portfolio is to increase
retirement funds by providing a high level of current income with
equal emphasis on stability and liquidity of principal.  At least
80% of the assets in the Money Market Portfolio, under normal
circumstances, will have a stated maturity of thirteen months or
less.  Investments will be limited to United States dollar
denominated instruments which the Investment Manager has
determined to have minimal credit risk and that are rated, in the
case of fixed income securities, at least "A" by Standard &
Poor's Corporation, Moody's Investors Service, Inc. or other
industry-recognized rating agencies and, in the case of
commercial paper, at least "A-1" by Standard & Poor's Corporation
and "Prime-1" by Moody's Investors Service, Inc.  See "Appendix"
for an explanation of the ratings.  The yield of the Money Market
Portfolio will rise or fall with changes in prevailing money
market interest rates.  The Money Market Portfolio will not
attempt to maintain a stable or constant net asset value.

Investments of the Money Market Portfolio will include the
following securities:

Obligations issued by or guaranteed by the United States
Government its agencies or instrumentalities:

United States Government obligations are bills, notes, bonds and
other debt securities issued by the Treasury which are direct
obligations of the United States Government and differ primarily
in length of their maturity.  These obligations are backed by the
full faith and credit of the United States.  Agency or instru-
mentality obligations are not direct obligations of the Treasury.
They include notes, bonds and discount notes of United States
Government agencies or instrumentalities.  These obligations may
or may not be backed by the full faith and credit of the United
States.  In the case of securities not backed by the full faith
and credit of the United States, the Trust must look principally
to the agency issuing or guaranteeing the obligation for ultimate
repayment and may not be able to assert a claim against the
United States itself in the event the agency or instrumentality
does not meet its commitments.  Securities that are not backed by
the full faith and credit of the United States include, but are
not limited to, obligations of the Tennessee Valley Authority,
FNMA, and the United States Postal Service, each of which has the
authority to borrow from the United States Treasury to meet its
obligations, and obligations of the Federal Farm Credit System
and the Federal Home Loan Banks, both of whose obligations may be
satisfied only by the individual credits of each issuing agency. 
Securities which are backed by the full faith and credit of the
United States include obligations of GNMA, the Farmers Home
Administration and the Export-Import Bank.

Certificates of deposit which are short term, interest bearing
certificates issued by domestic branches of United States banks,
London branches of the United States and foreign banks and United
States branches of foreign banks.  These are certificates issued
against funds on deposit in a bank earning a specific rate of
return for a set period of time.

Bankers acceptances of United States or foreign banks which are
drafts or bills of exchange "accepted" by a bank or trust company
as an obligation to pay at maturity.

Commercial paper issued by United States corporations; that is,
unsecured promissory notes which have maturities not exceeding
nine months issued to finance short-term credit requirements
except for 4(2) paper.

Corporate bonds and notes with maturities of less than one year
issued by United States corporations, which are obligations of
the issuing company to repay a set amount of money on a specific
date and to pay interest at a definite rate to maturity.

The Money Market Portfolio, like the Long-Intermediate Fixed
Income Portfolio and the Short-Intermediate Fixed Income
Portfolio, will provide greater stability of Unit value than the
International Value Equity Portfolio, the Growth Equity
Portfolio, the Value Equity Portfolio, and the Balanced
Portfolio, but also will have minimal potential for appreciation
in value and growth of current income over the long term.

Special Risk Considerations

Monies invested in the Portfolios are subject to certain risks. 
Since each of the Portfolios will invest in different types of
securities in accordance with their investment objectives, the
risks of participating in the Trust will vary depending on the
Portfolio or Portfolios chosen.  Before selecting a Portfolio or
Portfolios for investment of retirement assets of Retirement
Plans, a Participant should assess the risks associated with the
types of investments made by each Portfolio.

The value of interest bearing securities held in the Balanced
Portfolio, the Long-Intermediate Fixed Income Portfolio and the
Short-Intermediate Fixed Income Portfolio will generally vary
inversely with changes in prevailing interest rates, while the
value of equity-based securities held in the Value Equity
Portfolio, the Growth Equity Portfolio and the Balanced Portfolio
will fluctuate as the stock market fluctuates.  The yield of the
Money Market Portfolio will rise or fall with changes in
prevailing money market interest rates.

Subject to the Trust's investment restrictions (see "Investment
Restrictions"), each of the Value Equity Portfolio, the Growth
Equity Portfolio, and the Balanced Portfolio may invest up to 10%
of the value of its total assets which are invested in
equity-based securities in equity-based dollar-denominated
American Depository Receipts which are Publicly traded in the
United States on exchanges or over-the-counter and are issued by
domestic banks.

Investing in securities issued by foreign corporations or
entities (including through ADR's), involves considerations and
possible risks not typically associated with investing in
obligations issued by domestic corporations.  The values of
foreign investments are affected by changes in currency rates or
exchange control regulations, application of foreign tax laws,
including withholding taxes, changes in governmental
administration or economic or monetary policy (in the United
States or abroad) or changed circumstances in dealings between
nations.  Costs may be incurred in connection with conversions
between various currencies. 

Dividends and Distributions

The Trust does not intend to declare or pay dividends from its
net investment income or to make distributions of any gains
realized from sales of portfolio securities.  Income on, and
gains realized from the sale of, portfolio securities of each
Portfolio will be added to the total asset value of the assets of
such Portfolio and losses realized from the sale of Portfolio
securities of each Portfolio will be subtracted from the total
asset value of the assets of such Portfolio.


INVESTMENT RESTRICTIONS

The following restrictions and fundamental policies cannot be
changed for any Portfolio without the approval of Participating
Trusts holding a majority of the outstanding Units of that
Portfolio.  Absent such approval, the Trust may not:

(a)  Purchase securities of any issuer (except securities issued
or guaranteed as to principal or interest by the United States
Government, its agencies and instrumentalities) if as a result
more than 5% of the value of the total assets of any Portfolio
would be invested in the securities of such issuer or all
Portfolios together would own more than 10% of the outstanding
voting securities of such issuer; for purposes of this
limitation, identification of the "issuer" will be based on a
determination of the source of assets and revenues committed to
paying dividends or meeting interest and principal payments on
each security;

(b)  Pledge, mortgage or hypothecate the assets of any Portfolio;

(c)  Make loans to other persons, except that a Portfolio may
make time or demand deposits with banks, provided that time
deposits shall not have an aggregate value in excess of 10% of a
Portfolio's total assets, and may purchase bonds, debentures or
similar obligations that are publicly distributed;

(d)  Purchase or sell commodities or commodity contracts or
futures contracts;

(e)  Purchase any securities for any Portfolio that would cause
25% or more of the value of the Portfolio's total assets at the
time of such purchase to be invested in the securities of one or
more issuers conducting their principal activities in the same
industry, provided that there is no limitation with respect to
investments in obligations issued or guaranteed by the United
States Government, its agencies and instrumentalities or, with
respect to the Money Market Portfolio, obligations of domestic
branches of United States banks; or

(f)  Invest the assets of any Portfolio in securities that are
not readily marketable.

If a percentage restriction is adhered to at the time of
investment, a later increase or decrease in percentage resulting
from a change in values of assets will not constitute a violation
of that restriction.

Additional investment restrictions are set forth in the Statement
of Additional Information.


REDEMPTIONS

All or a portion of the Units held in a Portfolio can be redeemed
(withdrawn) upon tender to the Association.  Redemptions may be
effected by filing a written notice to the Association, 6230
Claremont Avenue, Oakland, CA 94618 at least one business day
prior to such Valuation Date.

The redemption price will be the net asset value per Unit on the
Valuation Date next determined following receipt by the
Association of a Participating Trust's satisfactorily completed
instructions for a redemption (the "redemption Valuation Date"). 
See "Valuation of Units." The value of a Unit upon redemption may
be more or less than the value when purchased, depending upon the
net asset value of the Portfolio at the time of the redemption. 
Redemptions are subject to determination that the redemption
instructions are properly completed, including specification as
to the number of Units or dollar amounts to be redeemed, the
specific Portfolio or Portfolios from which the Units or dollar
amounts are to be withdrawn, the completion of distribution
documents, if applicable, specification of the Retirement Plan
requesting the redemption, and execution of the redemption
instructions by the Plan Trustee or Participant, as the case may
be.

While payment for Units redeemed normally will be made in cash,
if conditions exist making payment in cash undesirable, the
Custodial Trustee may make payment for the Units redeemed wholly
or Partly in securities or other property of the Portfolio,
provided that all distributions made as of any one Valuation Date
shall be made pro rata and on the same basis.  In the event
payment for Units redeemed is made wholly or Partly in securities
or other property of the Portfolio, the Trust may elect to be
governed by Rule 18f-1 under the Investment Company Act, in which
event the Trust shall commit itself to pay in cash all requests
for redemption by any Participating Trust during any 90-day
period to the lesser of (i) $250,000 or (ii) 1% of the net asset
value of the Trust at the beginning of such period.  The
securities will be valued as described in "Valuation of Units"
below.  Participating Trusts will incur brokerage commissions in
selling the securities received in kind.

Payment for Units redeemed will be made to the Plan Trustee or
Participant, as the case may be, no more than seven business days
after the redemption Valuation Date.  The payment may be delayed
or the right of redemption suspended at a time when (i) trading
on the New York Stock Exchange is restricted or the Exchange is
closed, for other than customary weekends and holidays, (ii) an
emergency, as defined by rules of the Securities and Exchange
Commission, exists making disposal of Portfolio securities or
determination of the value of the net assets of the Portfolio not
reasonably practicable, (iii) the Securities and Exchange
Commission has by order permitted such suspension or (iv) bank
holidays.

If at any time a Participating Trust ceases to be eligible for
investment in the Trust, the Custodial Trustee will redeem all
Units of such Participating Trust at the net asset value on the
Valuation Date next determined after the Custodial Trustee is
apprised of such disqualification.  Payment for Units redeemed by
the Custodial Trustee upon disqualification will be made in the
same manner as described above for payment for Units redeemed
upon request.


EXCHANGES

Units in any Portfolio may be exchanged without cost for Units in
any other Portfolio as of any Valuation Date, thus effecting
transfer of all or a portion of the retirement assets of a
Retirement Plan from one Portfolio to another.  Exchanges may be
effected by filing a written notice to the Association, 6230
Claremont Avenue, Oakland, CA 94618, at least one business day
prior to such Valuation Date.

Any exchange will be based on the respective net asset value of
the Units involved on the Valuation Date next determined after
receipt by the Association of a Participating Trust's
satisfactorily completed instructions for an exchange. 
Instructions for an exchange include specification as to the
number of Units or dollar amounts to be exchanged, the specific
Portfolio or Portfolios from and to which the Units or dollar
amounts are to be exchanged, specification of the Retirement Plan
requesting the exchange, and execution of the exchange instruc-
tions by the Plan Trustee or Participant, as the case may be.


VALUATION OF UNITS

Net asset value per Unit for each Portfolio is determined by
dividing the total value of the Portfolio's assets, less any
liabilities, including the fees payable to the Custodial Trustee,
the Investment Managers and the Association, by the number of
outstanding Units of the Portfolio.

The Custodial Trustee determines the value of the assets held in
each Portfolio as of 10:00 a.m., San Francisco, California, time
(or at such other time as may be determined by the Supervisory
Committee) on each Valuation Date on which the New York Stock
Exchange is open for trading.  Except for debt securities with
remaining maturities of 60 days or less, assets for which market
quotations are available are valued at their market value based
upon such market quotations.  Stocks, negotiable bonds and other
obligations not listed on any exchange, or where the principal
market is over the counter, shall be valued at the mean between
the bid and asked price (if sales are effected on  a particular
date) or, if no sale is made on the relevant date, at the closing
bid on such date.

Debt securities with remaining maturities of 60 days or less are
valued on the basis of amortized cost.  Amortized cost valuation,
which may be used so long as it approximates market value,
involves valuing a security at its cost and adding or
subtracting, ratably to maturity, any discount or premium,
regardless of the impact of fluctuating interest rates on the
market value of the security.  When approved by the Supervisory
Committee, certain securities may be valued on the basis of
valuations provided by an independent pricing service when such
prices are believed to reflect the fair market value of such
securities.  In the absence of an ascertainable market value,
assets are valued at the fair value as determined by the
Supervisory Committee.

PERFORMANCE

From time to time each of the Portfolios other than the Money
Market Portfolio may advertise their total return.  THIS TYPE OF
PERFORMANCE WILL BE BASED ON HISTORICAL EARNINGS AND WILL NOT BE
INTENDED TO INDICATE FUTURE PERFORMANCE.  These return figures
are determined according to a formula prescribed by the
Securities and Exchange Commission.

Total return is calculated based upon the difference between the
net asset value of a Unit at the beginning of a period and its
net asset value at the end of the period.  The result may be
expressed as an average annual compounded rate of return achieved
during the period quoted, which is the yearly rate of return
that, when applied evenly to each annual period during the period
quoted and compounded, would produce the return for the period
quoted.  Alternatively, the result may be expressed as the
cumulative rate of return for the entire period.  Unlike a yield
or effective yield quotation, total return reflects the effect of
all capital changes in net asset value.

Performance quotations are based on historical results and should
not be considered as representative of future performance, which
will vary based upon expenses and income of the Portfolios and
changes in the values of their holdings.  These factors and
possible differences in methods used to quote performance should
be considered when comparing performance quotations for the
Portfolios with quotations published by other investment
companies or other investment products.



INVESTMENT MANAGEMENT AND ADMINISTRATION ARRANGEMENTS

The Supervisory Committee

The business and affairs of the Trust are managed under the
direction of the Supervisory Committee.  The Supervisory
Committee will perform duties and undertake responsibilities
similar to those of a board of directors of an investment
company.  The Supervisory Committee may from time to time engage
a consultant to assist in monitoring the performance of the
Investment Managers and to educate Participants as to the
investment objectives, policies and restrictions of the
Portfolios.

The Custodial Trustee

Subject to the supervision and direction of the Supervisory
Committee, the Custodial Trustee shall provide custodial services
to the Trust, including maintaining physical possession or
control of the assets of the Portfolios, collecting and receiving
income on the assets of the Portfolios, calculating the total
asset value of each Portfolio as of each Valuation Date, and
paying certain expenses of the Trust.  The Trust has no transfer
agent or dividend-paying agent.  If the Trust requires these or
similar services, they will be provided by the Custodial Trustee.

As compensation for its services as Custodial Trustee under the
Trust, the Custodial Trustee is Paid a quarterly fee at the
annual rate of 1/2 of 1% of the first $2,000,000 of the aggregate
fair market value of the assets of the combined Portfolios, 1/4
of 1% of the aggregate fair market value of such assets in excess
of $2,000,000 but less than $10,000,000, and 1/8 of 1% of such
assets in excess of $10,000,000, determined as of the last
business day of each calendar quarter.  The Custodial Trustee is
paid an additional annual administrative charge of approximately
$16,000 for certain Unitholder transaction services including
plan set-up and maintenance fees, custody fees for individual
securities and charges for disbursements, processing, reporting
and preparing tax forms.

The Custodial Trustee is a national banking association which
provides commercial banking and trust services throughout the
State of California.  The offices of the Trustee are located at
420 Montgomery Street, San Francisco, California.  The services
of the Trustee are Provided through its Business Trust and
Investment Services Division which as of January 31, 1996, had
approximately $912,600,000 of client assets under management.

The Administrator

Under the Administrative Services Agreement, the Association
provides certain administrative and accounting services to the
Trust.  Subject to the supervision and direction of the
Supervisory Committee, the Association suggests to the
Supervisory Committee the appointment of Investment Managers for
each Portfolio, performs accounting and record keeping functions
for the Participating Trusts, collects the contributions and
investment instructions received from the Participating Trusts
for forwarding to the Custodial Trustee, approves and directs
allocation of the fees and expenses among the Portfolios and the
Trust, prepares and distributes communications to the
Participating Trusts and Participants, and generally acts as
liaison between the Participating Trusts and the Custodial
Trustee.  The Association pays the costs of necessary employees,
office space and facilities for these services.

As compensation for its services as Administrator, the
Association is paid a quarterly fee at the annual rate of 0.45% 
of the aggregate fair market value of the assets of the combined
Portfolios, determined as of the last business day of each
calendar quarter, plus $1,000 per month.  The Administrator will
pay for advertising and marketing services on behalf of the Trust
out of the Association's general assets.

The Association is a nonprofit organization.  Its members consist
primarily of physicians practicing medicine in the State of
California.

The Investment Management Agreements

Under the Investment Management Agreements (each, an "Agreement")
between the Trust and the Investment Managers described below,
each Investment Manager, as investment adviser, will manage the
investment of the assets of specified Portfolios, as set forth in
the respective Agreements, in conformity with the stated
investment objectives and policies of such Portfolios and the
overall investment objectives, policies, and restrictions of the
Trust.  Pursuant to each Agreement, the Investment Managers are,
subject to the authority of the Supervisory Committee,
responsible for management of the assets of the specified
Portfolios.  Information regarding the Investment Managers is as
follows:

Lazard Freres & Company ("Lazard")'s address is One Rockefeller
Plaza, New York, New York 10020.  Lazard is responsible for the
overall management of the International Value Equity Portfolio
and is paid a quarterly management investment fee for its
services to such Portfolio at the annual rate of 1.0% of the
aggregate fair market value of the first $1,000,000 of the assets
of such Portfolio and 3/4 of 1.0% of such assets in excess of
$1,000,000, determined as of the last business day of each
calendar quarter.

The Burridge Group, Inc. ("Burridge")'s address is 115 South
LaSalle Street, Chicago, Illinois 60603.  Burridge is responsible
for overall management of the Growth Equity Portfolio and is paid
a quarterly management investment fee for its services to such
Portfolio at the annual rate of 1.0% of the aggregate fair market
value of the first $1,000,000 of the assets of such Portfolio and
3/4 of 1.0% of such assets in excess of $1,000,000 determined as
of the last business day of each calendar quarter.  The fees
charged by Burridge are higher than those paid by most other
investment companies.

Towneley Capital Management. Inc. ("Towneley")'s address is 144
East 30th Street, New York, New York 10016.  Towneley is
responsible for overall management of the Value Equity Portfolio,
and, except as described below, is paid a quarterly investment
management fee for its services to such Portfolio at the annual
rate of 1.0% of the aggregate fair market value of the assets of
such Portfolio.  The asset value is determined as of the last
business day of each calendar quarter.  The fees charged by
Towneley are higher than those paid by most other investment
companies.

Guardian Investment Management ("Guardian")'s address is 44
Montgomery, Suite 1300, San Francisco, California 94104. 
Guardian is responsible for overall management of the Balanced
Portfolio and is paid a quarterly investment management fee for
its services to the Balanced Portfolio at the annual rate of 1.0%
of the aggregate fair market value of the first $250,000 of the
assets of such Portfolio and 6/10 of 1.0% of such assets in
excess of $250,000, determined as of the last business day of
each calendar quarter.  The fees charged by Guardian are higher
than those paid by most other investment companies.

Scudder, Stevens & Clark ("Scudder")'s address is 41st Floor, 101
California Street, San Francisco, California 94111.  Scudder is
responsible for overall management of the Long-Intermediate Fixed
Income Portfolio, the Short-Intermediate Fixed Income Portfolio
and the Money Market Portfolio and is paid a quarterly investment
management fee for its services to these three Portfolios at the
annual rate of 1/2 of 1% of the aggregate fair market value of
the assets in these Portfolios, determined as of the last
business day of the calendar quarter.

Expenses of the Trust

The Association will pay:  (i) all costs and expenses arising in
connection with the organization of the Trust, including the
initial registration and qualification of the Trust and the Units
under federal and state law; (ii) all expenses of accounting for
Participating Trusts; (iii) all costs and expenses of keeping
books and records; and (iv) all costs and expenses of determining
the net asset value of the Units.  The Custodial Trustee will pay
(i) all expenses of its employees, office space and facilities
necessary to carry out its duties under the Declaration of the
Trust; and (ii) expenses of valuing the total assets of the
Portfolios.  Each of the Investment Managers will pay all
expenses incurred by it in connection with acting as investment
adviser to the respective Portfolios, other than costs (including
taxes and brokerage commissions) of securities purchased for such
Portfolios.

The Custodial Trustee determines the total value of the assets of
the Portfolios as of each Valuation Date and submits the
resulting Statement of Accounts for each Portfolio to the
Association.  The Association determines the accrued expenses for
each Portfolio and the Trust as of each Valuation Date.  The
Association then calculates the Unit value for each Portfolio by
reducing the total value of the assets of such Portfolio as set
forth in the Statement of Accounts by the accrued expenses for
such Portfolio.  The Custodial Trustee is not responsible for
determining the Unit value.

Except for the expenses described above that have been assumed by
the Association, the Investment Managers and the Custodial
Trustee, all expenses incurred in administration of the Trust are
charged to the Trust including:  (i) the Custodial Trustee's
management fee, the Administrator's fee and the Investment
Managers' fees; (ii) interest charges; (iii) taxes;
(iv) brokerage commissions; (v) expenses of continuing registra-
tion and qualification of the Trust and the Units under federal
and state law; (vi) expenses of the issue and redemption of
Units; (vii) fees and disbursements of independent accountants,
consultants and legal counsel; (viii) expenses of preparing,
printing and mailing prospectuses, reports, proxies, notices and
statements sent to Participating Trusts; (ix) expenses of
meetings of Participating Trusts; (x) insurance premiums; and
(xi) nonrecurring expenses including any expenses relating to
litigation to which the Trust or the Custodial Trustee, as
trustee of the Trust, is a party.


INCOME TAX INFORMATION

Tax Treatment of the Trust

In a published ruling (Revenue Ruling 81-100), the Internal
Revenue Service ruled that (i) a group trust organized for the
collective investment of the assets of Retirement Plans is exempt
from federal income taxation and (ii) the Participating Trusts in
a group trust do not lose their tax exempt status because they
participate in a group trust if the following conditions are
satisfied:

(a)  The group trust is itself adopted as a part of each
Retirement Plan;

(b)  The group trust instrument expressly limits participation to
IRAs and Qualified Plans;

(c)  The group trust instrument prohibits that part of its corpus
or income that equitably belongs to any IRA or Qualified Plan
from being used for or diverted to any purposes other than for
the exclusive benefit of the individual or the employees,
respectively, or their beneficiaries who are entitled to benefits
under such Retirement Plan;

(d)  The group trust instrument prohibits assignment by a
Participating Trust of any part of its equity or interest in the
group trust; and

(e)  The group trust is created or organized in the United States
and is maintained at all times as a domestic trust in the United
States.

In order to maintain the tax-exempt status of the Trust, the
Trust provides that only Retirement Plans are eligible to invest
in the Trust.  An IRA which loses its tax exemption or a
Qualified Plan which is disqualified must redeem its investment
in the Trust and may be taxed on the earnings of the Trust
attributable to such investments.  The earnings of the Trust are
also taxable when a distribution is made from a Retirement Plan. 
The explanation of "Tax Treatment of Participating Trusts" below,
therefore, emphasizes requirements which affect an IRA's exemp-
tion or Qualified Plan's qualification or which may cause a
distribution to be made.

Tax Treatment of Participating Trusts

The federal income taxation of Retirement Plans involves complex
and often changing rules.  Accordingly, the information below
only summarizes some of the relevant material regarding
Retirement Plans.  For more detailed information, investors
should read carefully the Disclosure Statement for their IRA or
summary plan description for their Qualified Plan and should
consult their own tax advisors for personal advice.

IRAs

Contributions.
Generally, an individual may contribute up to the lesser of
$2,000 or 100% of compensation (earned income if the individual
is self-employed) to his IRA ($2,250 if a contribution is made
for a nonworking spouse).  If the individual (and his spouse, if
applicable) is not an active participant in an employer-sponsored
Qualified Plan or SEP, the individual (and his spouse, if
applicable) can deduct the entire contribution.  If the
individual (or spouse, if applicable) is such an active
Participant, and the individual's income (and his spouse's
income, if applicable) exceed certain limits under the Code, the
deductible amount may be reduced or eliminated.

Taxpayers whose maximum deductible contributions are reduced or
eliminated may make nondeductible IRA contributions up to the
limit described above.  Earnings of an IRA attributable to
nondeductible contributions are not taxed until distributed and
may be invested in the Trust.

Contributions in excess of the statutory limits (the total of
allowable deductible and nondeductible contributions) are subject
to a tax of 6% of the excess amount, but may be invested in the
Trust.  The tax can be avoided by withdrawing the excess, along
with any earnings on such excess, before the deadline for filing
federal income tax returns for the tax year in which the excess
contributions were made.

Transfer and Rollover Contributions.

A person who receives his interest in a Qualified Plan in one
taxable year upon terminating employment (if not self-employed),
incurring a disability (if self-employed) or attaining age
59 and one-half or who receives his remaining interest when a
Qualified Plan terminates, may roll over all or part of that
distribution to another Qualified Plan or IRA tax-free if
contributed no later than the 60th day after the day on which
the distribution is received.  A person who receives at least
50% of his interest under a Qualified Plan after terminating
employment or incurring a disability in one taxable year may
roll over all or a part of that distribution tax-free to an IRA,
subject to the 60-day requirement.  A person who receives a
distribution of the entire amount of his IRA may roll over
tax-free all or part of the distribution to another IRA, subject
to the 60-day limit but not more than once during each 12 month
period.  Assets may be transferred tax-free from one IRA trustee
to another IRA trustee with no limitation on frequency.

Income Accumulation.

Under the Code, an IRA is exempt from taxation on income earned. 
Participants are not taxed on IRA earnings until a distribution
is made or deemed to be made.

Distributions.

Distributions from an IRA (other than distributions of
nondeductible IRA contributions) are taxed as ordinary income in
the year in which they are received.  A distribution made before
the Participant reaches the age of 59 and one-half may be subject
to an additional 10% tax, except in the case of the death
or disability or certain other exceptions.  Distributions must
commence to a Participant before April 1 of the calendar year
following the calendar year in which the Participant reaches the
age of 70 and one-half and must equal or exceed the minimum
amount determined under proposed Treasury Regulation Section
1.408-8.  The failure to make such minimum distributions each
year subjects the Participant to a penalty tax equal to 50% of
the under-distribution.

If a Participant engages in any of certain specified prohibited
transactions with his IRA, such as using the IRA as security for
a loan, all of the assets of the IRA will be deemed to have been
distributed on the first day of the year in which the transaction
occurs.

SEPs

If an employer adopts a SEP under IRS Form 5305-SEP, the employer
may contribute up to the lesser of (i) 15% of compensation
(determined without regard to the SEP contribution) or (ii)
$30,000 on behalf of an employee to an IRA.  These amounts are
not included in the employee's gross income.  The amounts allowed
are in addition to those that an employee can contribute to an
IRA.  The IRA rules on income accumulation and distributions
described above apply to the employee's IRA.

Employer contributions must bear a uniform relationship to the
total compensation of each employee and must be made on behalf of
each employee age 21 or over who has worked for the employer
during any part of three of the preceding five calendar years and
who has earned at least $300 in the year of the contribution.

Qualified Plans

A Qualified Plan may be adopted by an employer for its employees,
by self-employed individuals, by partners in a partnership or by
a corporation.  Qualified Plans are either defined benefit plans
(e.g., pension plans) of defined contribution plans (e.g., profit
sharing, money purchase pension plans or stock bonus plans).  The
discussion below concerns defined contributions plans.

Contributions.

The maximum allowed annual contribution to a Qualified Plan for
each Participant is currently the lesser of (i) 25% of earned
income (or compensation) or (ii) $30,000 (as adjusted).  All
employer contributions and voluntary employee contributions count
towards the above limits.  An employer may not contribute more
than 15% of all Participants' compensation in the aggregate (or
up to 25% under certain circumstances).  Under a 401(k) plan,
employees can reduce their salary and contribute the deferred
amount to the plan.  The amount of such deferral is currently
limited to $9,500 for 1996 and is subject to complex
nondiscrimination rules.  The Code provides for additional limits
on the maximum contributions that may be made by or on behalf of
individuals who are participants in more than one Qualified Plan.

Coverage Requirements.

Under the Code, a Retirement Plan qualifies for tax-exempt status
under Code Sections 401 and 501 if its eligibility requirements
do not include requirements that an employee be older than 21 or
have been employed for more than one year of service (two years
of service if employees are immediately 100% vested for a plan
other than a 401(k) plan).  A Qualified Plan must also meet
certain requirements as to the percentage of employees who are
covered and must not discriminate in operation.  A Qualified Plan
must (i) benefit at least 70% of all non-highly compensated
employees; (ii) benefit a percentage of non-highly compensated
employees that is at least 70% of the percentage of highly
compensated employees benefiting under the plan; or (iii) meet a
test that considers both employer classifications and the level
of benefits of non-highly compensated employees relative to those
of highly compensated employees.  It must also cover at least the
lesser of 50 employees or 40% of all employees.  The Tax Reform
Act of 1986 (the "1986 Act") defines the terms "highly" and "non-
highly" compensated employees.

Vesting Requirements.

Each Participant must become vested in the contributions
allocated to his or her account under a Qualified Plan under one
of three basic schedules:  (i) 100%  immediate; (ii) 100% after
completing not more than five years of service; or (iii) 20%
after completing three years of service and an additional 20%
each year thereafter.

Income Accumulation.

Under the Code, a Qualified Plan is exempt from taxation on
income earned.  Participants are not taxed on income earned by
the plan until they receive or are deemed to receive a
distribution.

Distributions.

Under the Code, distributions from a Qualified Plan are taxed as
ordinary income in the year in which received.  Distributions
before age 59 and one-half may be subject to a 10% penalty tax
and are restricted to certain events in the case of 401(k) plans
and money purchase pension plans. Certain lump-sum distributions
may qualify for more favorable tax treatment, including forward
averaging.

A plan, in order to be qualified, must satisfy minimum
distribution rules.  Distributions generally must begin to be
made to a participant before April 1 of the calendar year
following the calendar year in which the participant attains age
70 and one-half.  Under the 1986 Act, the failure to make such
distributions subjects the participant to a penalty tax equal to
50% of the under-distribution.

A loan from a Qualified Plan to a participant which exceeds
limits on its amount or duration will be deemed a distribution. 
Loans cannot exceed the lesser of $50,000 or half the employee's
vested benefits, less the highest loan balance in the previous
twelve months.  They must be repaid in at least quarterly
installments over no more than five years unless the proceeds are
used to purchase a principal residence for the participant, in
which case the term may be extended.


OTHER INFORMATION

Description of the Units and Voting Rights

A Participating Trust exercises the voting rights of the Units
and is generally entitled to one vote for each full Unit (and a
fractional vote for each fractional Unit) outstanding on the
books of the Trust in the name of such Participating Trust or its
nominee.  However, when voting on a matter which affects more
than one Portfolio, each Participating Trust exercises power
equal to the dollar value of the Units it holds.  This allows
more equitable representation between Participating Trusts which
hold high dollar value Units and those which hold units of a
Portfolio with a lower Unit value.  The Units have noncumulative
voting rights, which means that the holders of more than 50% of
the Units voting in the election for members of the Supervisory
Committee can elect 100% of the members if they choose to do so. 
On any matter submitted to a vote of Participating Trusts, all
Units of the Portfolios then issued, outstanding and entitled to
vote will be voted in the aggregate and not by Portfolio, except
(i) when required by the Investment Company Act, Units shall be
voted by Portfolio, and (ii) when the matter affects an interest
of less than all of the Portfolios, then only Participating
Trusts that own Units of the affected Portfolio or Portfolios
shall be entitled to vote.  Units vote in the aggregate on such
matters as election of members of the Supervisory Committee and
by Portfolios on such matters as the approval of the Investment
Management Agreements and changing certain investment
restrictions relating to specific Portfolios.

The Rules and Procedures of the Supervisory Committee require the
calling of a meeting of the Participating Trusts when ordered by
a majority of the members of the Supervisory Committee or when
requested in writing by Participating Trusts holding 25% of the
Units entitled to vote at the meeting.  The Secretary of the
Supervisory Committee has undertaken to call a meeting of the
Participating Trusts for the purpose of voting on the question of
removal of the Custodial Trustee or members of the Supervisory
Committee upon the written request of Participating Trusts
holding 10% of the Units entitled to vote at such a meeting, and
in connection with such a meeting to assist in communications
among such Participating Trusts as required by the Investment
Company Act.  Participating Trust inquiries should be in writing
addressed to the Association, 6320 Claremont Avenue, Oakland, CA
94618.

Unit Value Adjustments
   
As of July 1, 1996, the unit values of the Value Equity
Portfolio, the Balanced Portfolio, the Long-Intermediate Fixed
Income Portfolio, the Short Intermediate Fixed Income Portfolio,
and the Money Market Portfolio will be adjusted through a unit
split so that as of July 1, 1996, the units of each of these
Portfolios hall be $10.00.  The number of units in each Portfolio
and the number of units held by each Participating Trust will be
determined by the net asset value of each Portfolio as of June
30, 1996.  The Value of each Participating Trust's Investment in
each Portfolio immediately before and after the unit split will
remain the same.
    
Termination of the Trust

While the Trust has been established to continue for such time as
may be necessary to accomplish the purpose for which it was
created, at the direction of the Supervisory Committee and
subject to approval of Participating Trusts, the Custodial
Trustee may (i) sell the assets of the Trust to another trust or
corporation in exchange for cash or securities of such trust or
corporation, and distribute such cash or securities ratably among
the Participating Trusts; or (ii) sell and convert into money the
assets of the Trust and distribute the proceeds remaining after
payment of liabilities ratably among the Participating Trusts. 
Upon completion of the distribution of the remaining proceeds or
the remaining assets of the Trust, the Trust will terminate and
the Custodial Trustee will be discharged of any and all further
liabilities and duties and the right, title and interest of all
parties will be cancelled and discharged.

The Supervisory Committee may direct the Custodial Trustee to
terminate any Portfolio at any time and no further admissions
will be permitted without the necessity of obtaining shareholder
approval.  Upon making provision for the payment of all
outstanding obligations, taxes and other liabilities, accrued or
contingent, of such Portfolio, the Custodial Trustee shall
distribute the remaining assets of the Portfolio ratably among
the Participating Trusts owning outstanding Units of the
Portfolio.

Counsel and Independent Accountants

Hassard Bonnington, as counsel for the Trust, has rendered its
opinion as to certain legal matters regarding the due
authorization and valid issuance of the Units of beneficial
interest in the Portfolios being sold pursuant to this
Prospectus.  Hassard Bonnington is currently acting and will
continue to act as legal counsel to the Association in various
matters.  Coopers & Lybrand L.L.P., independent accountants of
the Trust, 1999 Harrison, Oakland, CA 94612, have been selected
as independent auditors of the Trust.  Coopers & Lybrand L.L.P.
will conduct an annual audit of each Portfolio, consult with the
Trust as to matters of accounting, regulatory filings, and
federal and state income taxation.

Additional Information

The Trust will issue to Plan Trustees or Participants, as
applicable, semiannual reports containing a list of the
securities held by the Portfolios, and unaudited financial
statements and annual reports containing a list of the securities
held by the Portfolios and financial statements examined by
auditors approved annually by the Participating Trusts or the
Supervisory Committee.

<PAGE>
For further information call            PROSPECTUS
ACCMA, 6230 Claremont Avenue,
Oakland, CA 94618, at
(510) 654-5383, Monday through          
Friday, 9:00 a.m. to 5:00 p.m.          April 30, 1996


To move funds among
ACCMA, call (510) 654-5383,
Monday through Friday,
9:00 a.m. to 5:00 p.m.


ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

APPENDIX

Description of Standard & Poor's Corporation's corporate debt
ratings of A or better:

AAA -- Debt rated AAA has the highest rating assigned by Standard
& Poor's Corporation.  Capacity to pay interest and repay
principal is extremely strong.

AA -- Debt rated AA has a very strong capacity to pay interest
and repay principal and differs from the highest rated issues
only in small degree.

A -- Debt rated A has a strong capacity to pay interest and repay
principal although it is somewhat more susceptible to the adverse
effects of changes in circumstances and economic conditions than
debt in higher rated categories.

Description of Moody's Investors Service, Inc.'s long-term debt
ratings of A or better:

Aaa -- Fixed Incomes that are rated Aaa are judged to be of the
best quality.  They carry the smallest degree of investment risk
and are generally referred to as "gilt-edged." Interest payments
are protected by a large or by an exceptionally stable margin and
principal is secure.  While the various protective elements are
likely to change, such changes as can be visualized are most
unlikely to impair the fundamentally strong position of such
issues.

Aa -- Fixed Incomes that are rated Aa are judged to be of high
quality by all standards.  Together with the Aaa group they
comprise what are generally known as high-grade bonds.  They are
rated lower than the best bonds because margins of protection may
not be as large as in Aaa securities or fluctuation of protective
elements may be of greater amplitude or there may be other
elements present that make the long term risks appear somewhat
larger than the Aaa securities.

A -- Fixed Incomes that are rated A possess many favorable
investment attributes and are to be considered as upper-medium
grade obligations.  Factors giving security to principal and
interest are considered adequate, but elements may be present
that suggest a susceptibility to impairment some time in the
future.

Commercial paper rated A by Standard & Poor's Corporation is
regarded as having the greatest capacity for timely payment. 
Issues in this category are delineated with the numbers l and 2
to indicate the relative degree of safety.

A-1 -- This designation indicates that the degree of safety
regarding timely payment is either overwhelming or very strong. 
Those issues determined to possess overwhelming safety
characteristics will be denoted with a plus (+) sign designation.

A-2 -- Capacity for timely payment on issues with this
designation is strong.  However, the relative degree of safety is
not as high as for issues designated "A-1."

Commercial paper rated prime by Moody's Investors Service, Inc.
has the following characteristics:

Issuers rated Prime-1 (or supporting institutions) have a
superior ability for repayment of senior short term debt
obligations.  Prime-1 repayment ability will often be evidenced
by many of the following characteristics:

  Leading market positions in well-established industries.

  High rates of return on funds employed.

  Conservative capitalization structures with moderate reliance
  on debt and ample asset protection.

  Broad margins in earnings coverage of fixed financial charges
  and high internal cash generation.

  Well-established access to a range of financial markets and
  assured sources of alternate liquidity.

Issuers rated Prime-2 (or supporting institutions) have a strong
ability for repayment of senior short term debt obligations. 
This will normally be evidenced by many of the characteristics
cited above but to a lesser degree.  Earnings trends and coverage
ratio, while sound, may be more subject to variation. 
Capitalization characteristics, while still appropriate, may be
more affected by external conditions.  Ample alternate liquidity
is maintained.


PART B

STATEMENT OF ADDITIONAL INFORMATION

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS


This Statement of Additional Information is not a prospectus and
should be read only in conjunction with the Prospectus for the
Trust.  This Statement of Additional Information contains certain
additional and supplemental information to that presented in the
Prospectus dated April 30, 1996, and it does not repeat all of
the information with respect to the Trust contained in the
Prospectus.  A copy of the Prospectus may be obtained by writing
to Alameda-Contra Costa Medical Association, 6230 Claremont
Avenue, Oakland, CA 94618, ATTN:  Jim Alexander, Program
Coordinator or by calling (510) 654-5383.

Please read and retain this Statement of Additional Information
for future reference.


April 30, 1996

TABLE OF CONTENTS

                                                            Page

GENERAL INFORMATION                                          B-1

ADDITIONAL INVESTMENT RESTRICTIONS                           B-1

VALUATION OF UNITS                                           B-3

MANAGEMENT OF THE TRUST                                      B-4

PORTFOLIO TRANSACTIONS                                       B-12

PERFORMANCE INFORMATION                                      B-14

FINANCIAL STATEMENTS                                         B-18
PAGE
<PAGE>
GENERAL INFORMATION

The Alameda-Contra Costa Medical Association Collective
Investment Trust for Retirement Plans (the "Trust") is an open-
end diversified management investment company that currently
offers seven Portfolios, designated as the International Value
Equity Portfolio, the Growth Equity Portfolio, the Value Equity
Portfolio, the Balanced Portfolio, the Long-Intermediate Fixed
Income Portfolio, the Short-Intermediate Fixed Income Portfolio
and the Money Market Portfolio, to provide diversified investment
opportunities for Qualified Plans and IRAs.  The Trust may offer
at any time one or more additional Portfolios having investment
objectives and policies different from the seven Portfolios
currently offered.  Wells Fargo Bank, N.A. ("Wells Fargo") is the
Custodial Trustee of the Trust.  The Trust was established under
a Declaration of Trust dated February 9, 1990, and has no prior
history.

Capitalized terms used herein have the same meaning as in the
Prospectus.

ADDITIONAL INVESTMENT RESTRICTIONS

The following restrictions and fundamental policies are in
addition to those set forth in the Prospectus.  They cannot be
changed for any Portfolio without the approval of Participating
Trusts holding a majority of the outstanding Units of that
Portfolio.  Absent such approval, the Trust may not:

   (a)  Borrow money for any Portfolio except for temporary
emergency purposes and then only in an amount not exceeding 5% of
the value of the total assets of that Portfolio.  Any borrowings
in any Portfolio before making investments for that Portfolio,
and interest paid on such borrowings will reduce income;

   (b)  Issue senior securities;

   (c)  Underwrite any issue of securities;

   (d)  Purchase or sell real estate or real estate mortgage
loans, but this shall not prevent investments in instruments
secured by real estate or interests therein or in marketable
securities of issuers that engage in real estate operations;

   (e)  Purchase on margin or sell short;

   (f)  Purchase or retain securities of an issuer if members of
the Supervisory Committee, each of whom own more than 1/2 of 1%
of such securities, together own more than 5% of the securities
of such issuer;

   (g)  Purchase or retain securities of any other investment
company (except in connection with a merger, consolidation,
acquisition or reorganization) if after such purchase (i) the
Trust will own more than 3% of the total outstanding voting
securities of such other investment company; or (ii) the securi-
ties of such other investment company have an aggregate value in
excess of 5% of the value of the Trust; or (iii) securities
issued by all investment companies have a aggregate value in
excess of 10% of the Trust;

   (h)  Invest in or sell put, call, straddle or spread options
or interests in oil, gas or other mineral exploration or
development programs; or

   (i)  Purchase or retain securities of foreign issuers, except
equity-based dollar-denominated American Depository Receipts
("ADR"), which are publicly traded in the United States on
exchanges or over-the-counter and are issued by domestic banks,
in an amount not exceeding 10% of the value of the total assets
of a Portfolio invested in equity-based securities (except
however the 10% of value limitation shall not apply to the
International Value Equity Portfolio); or

   (j)  Purchase or retain repurchase agreements or reverse
repurchase agreements.

The vote of the majority of the outstanding Units means the vote,
at a duly called annual or special meeting, (A) of 67%  or more
of the Units present at such meeting, if Participating Trusts
holding more than 50% of the Units are present or represented by
proxy; or (B) of more than 50% of the Units, whichever is less.

If a percentage restriction is adhered to at the time of
investment, a later increase or decrease in percentage resulting
from a change in values of assets will not constitute a violation
of that restriction.

By written ballot, the Participating Trusts holding Units of the
Balanced Portfolio approved the writing of covered call options
by that Portfolio.  The requisite number of Units of all
Participating Trusts approved the creation of the Growth Equity
Portfolio at the meeting of Participating Trusts on June 29,
1992.

The Trust anticipates that the annual rate of portfolio turnover
will, generally, not exceed 75% for each of the Portfolios.  High
Portfolio turnover involves correspondingly greater transaction
costs in the form of dealer spreads or brokerage commissions and
other transaction costs that a Portfolio will bear directly.

VALUATION OF UNITS

Net asset value per Unit of each Portfolio is determined by
dividing the total value of the Portfolio's assets less any
liabilities, including the fees payable to the Custodial Trustee,
the Investment Managers and the Association for advisory,
administrative and other services, by the number of outstanding
Units.  Each Portfolio shall be charged with the liabilities in
respect to such Portfolio, and shall also be charged with a share
of the general liabilities of the Trust proportionate to the net
asset value of such Portfolio.

The Custodial Trustee determines the value of the assets held in
each Portfolio as of 10:00 a.m., San Francisco, California time
(or at such other time as may be determined by the Supervisory
Committee) on each valuation Date.  Except for debt securities
with remaining maturities of 60 days or less, assets for which
market quotations are available are valued as follows:  (a) each
listed security is valued at its closing price obtained from the
primary exchange on which the security is listed, or, if there
were no sales on that day, at its last reported current closing
price; (b) each unlisted security is valued at the last current
bid price (or last current sale price, as applicable) obtained
from the NASDAQ; (c) United States Government and agency
obligations are valued based upon bid quotations from the Federal
Reserve Bank for identical or similar obligations; and (d) short-
term money market instruments (such as certificates of deposit,
bankers acceptances and commercial paper) are most often valued
by bid quotations or by reference to bid quotations of available
yields for similar instruments of issuers with similar credit
ratings.  The Supervisory Committee has determined that the
values obtained using the procedures described in (c) and (d)
represent the fair values of the securities valued by such
procedures.  Most of these prices are obtained by the Custodial
Trustee from a service that collects and disseminates such market
prices.  Bid quotations for short-term money market instruments
reported by such service are the bid quotations reported to it by
major dealers in such instruments.

Debt securities with remaining maturities of 60 days or less are
valued on the basis of amortized cost, which provides stability
of net asset value.  Under this method of valuation, the security
is initially valued at cost on the date of purchase, or in the
case of securities purchased with more than 60 days remaining to
maturity and to be valued on the amortized cost basis only during
the final 60 days of its maturity, the market value on the 61st
day prior to maturity.  Thereafter, the Trust assumes a constant
proportionate amortization in value until maturity of any
discount or premium, regardless of the impact of fluctuating
interest rates on the market value of the security, unless the
Supervisory Committee determines that amortized cost no longer
represents fair value.  The Trust will monitor the market value
of these investments for the purpose of ascertaining whether any
such circumstances exist.

When approved by the Supervisory Committee, certain securities
may be valued on the basis of valuations provided by an
independent pricing service when such prices are believed to
reflect the fair market value of such securities.  These securi-
ties will normally be those that have no available recent market
value, have few outstanding shares and therefore infrequent
trades, or for which there is a lack of consensus on the value,
with quoted prices covering a wide range.  The lack of consensus
might result from relatively unusual circumstances such as no
trading in the security for long periods of time, or a company's
involvement in merger or acquisition activity, with widely vary-
ing valuations placed on the company's assets or stock.  Prices
provided by an independent pricing service may be determined
without exclusive reliance on quoted prices and may take into
account appropriate factors such as institutional-size trading in
similar groups of securities, yield, quality, coupon rate,
maturity, type of issue, trading characteristics and other market
data.

In the absence of an ascertainable market value, assets are
valued at their fair value as determined by the Supervisory
Committee.

The Trust will not declare or pay dividends with respect to the
Portfolios.  Income earned on assets in a Portfolio is included
in the total value of that Portfolio's assets.  Interest income
on debt securities is accrued and added to asset value monthly as
of each Valuation Date.  Dividend income is recognized and added
to asset value on the ex-dividend date.  In addition, gains or
losses realized from the sale of portfolio securities of a
Portfolio will be added to or subtracted from, respectively, the
asset value of such Portfolio.

<TABLE>
MANAGEMENT OF THE TRUST

Supervisory Committee and Officers

The business and affairs of the Trust are managed under the
direction of the Supervisory Committee.  The Supervisory
Committee will perform duties and undertake responsibilities
similar to those of a board of directors of an investment
company.  The members of the Supervisory Committee and the
officers of the Trust and their principal occupations for the
last five years are as follows:

<CAPTION>
                          Position Held <F1> Principal Occupation
Name and Address <F2>     With the Trust     During Past 5 Years 

<S>                       <C>               <C>
Robert E. Gwynn, M.D.      Chairman and      Physician <F3>
                           Chief Executive
                           Officer

Klaus R. Dehlinger, M.D.                     Physician, retired

Bruce M. Fisher, M.D.      Vice Chairman     Physician <F3>

William R. Forsythe, M.D.                    Physician

Carl Goetsch, M.D.                           Physician, retired

Albert K. Greenberg, M.D.                    Physician, retired

William N. Guertin         Secretary         Executive Director,
                                             the Association <F3>

Robert R. Haumeder, M.D.                     Physician, retired

Richard Marchick, M.D.                       Physician, retired

L. Richard Mello           Treasurer         Administrator,
                                             the Association <F3>

Robert J. Oakes, M.D.                        Physician, retired

Richard Rihn, M.D.                           Physician
<FN>
<F1>
All of such individuals, as members of the Supervisory Committee,
act as directors of the Trust.
<F2>
All at 6230 Claremont Avenue, Oakland, CA  94618.
<F3>
Interested Person
</FN>
</TABLE>

The Members of the Supervisory Committee and the officers of the
Trust, as a group, own 10,000 Units of the International Value
Equity Portfolio, 30,026 Units of the Growth Equity Portfolio,
11,402 Units of the Value Equity Portfolio, 4,867 Units of the
Balanced Portfolio, 9,062 Units of the Long-Intermediate Fixed
Income Portfolio, 42,992 Units of the Short-Intermediate Fixed
Income Portfolio and 540 Units of the Money Market Portfolio.  No
member of the Supervisory Committee or officer of the Trust is
affiliated with the Custodial Trustee of the Trust.  Four members
of the Supervisory Committee are "interested persons" of the
Trust within the meaning of the Investment Company Act.  They are
Robert E. Gwynn, M.D.; William N. Guertin, Bruce M. Fisher, M.D.
and L. Richard Mello.  There is no family relationship between
any of the members of the Supervisory Committee or the officers
of the Trust.  Members of the Supervisory Committee who are not
affiliated with the Custodial Trustee or the Investment Managers
may be compensated for services to, and reimbursed for expenses
incurred as a member of, the Supervisory Committee.  Currently no
compensation is paid to any member of the Supervisory Committee
or officer of the Trust, in either of such capacities.

<TABLE>

Five Percent Owners

The following persons or entities own five percent or more of one
or more Portfolios:
<CAPTION>
Owner                           Portfolio             Percentages
<S>                             <C>                   <C>
Burton Adams                    International          6.3%
1025 Sherman St.                Value Equity
Alameda, CA  94501

Ralph Baldzikowski              Money Market           11.8%
271 Madrone Avenue
Santa Clara, CA  95091

Norman Ballantine               Money Market            6.5%
1965 Beacon Ridge Court
Walnut Creek, CA  94596

Berkeley Urological             Balanced               22.7%
  Associates                    Long-Intermediate       5.7%
2999 Regent Street, #612        Fixed Income
Berkeley, CA  94705             Money Market           11.6%

Robert Black                    Money Market            6.0%
36862 Montecito Drive
Fremont, CA  94536

Michael Cohen                   International           6.3%
130 La Casa Via                 Value Equity
Building 2, #208
Walnut Creek, CA  94598

Howard Daniel, MD               Growth Equity           5.3%
9933 MacArthur Boulevard        
Oakland, CA  94605              

Howard Daniel, MD, APC          Growth Equity           6.1%
9933 MacArthur Boulevard
Oakland, CA 94605

Klaus Dehlinger                 International          12.5%
600 San Luis Rd.                Value Equity
Berkeley, CA  94707             Growth Equity           8.4%
                                Short-Intermediate      9.8%
                                Fixed Income

Stanley Goodman                 Long-Intermediate      10.4%
3021 Telegraph Ave.             Fixed Income
Berkeley, CA  94705

Robert Hepps                    International           6.3%
1515 Ygnacio Valley Road        Value Equity
Suite F
Walnut Creek, CA  94598

Roger Hoag                      Value Equity            5.7%
2915 Telegraph Ave.             Short-Intermediate      7.6%
Berkeley, CA  94705             Fixed Income

Ralph D. Kirk                   Long-Intermediate       5.8%
5 Kirkwood Court                Fixed Income
Concord, CA 94521

Raymond Maas                    International           8.9%
16989 Hinton Court              Value Equity
Castro Valley, CA  94546        Balanced                7.7%
                                Short-Intermediate      7.8%
                                Fixed Income

Richard Marchick                Growth Equity           6.9%
516 The Glade                   Balanced                8.3%
Orinda, CA  94563               Short-Intermediate      6.9%
                                Fixed Income

Sumner Marshall                 Balanced               21.2%
2999 Regent St. #612
Berkeley, CA  94705

North Oakland Medical Clinic    International          12.5%
6105 San Pablo Avenue           Value Equity
Oakland, CA  94608              Growth Equity           9.8%

Patricia McEveney               International          20.0%
5954-1C Autumnwood Drive        Value Equity
Walnut Creek, CA  94598-3904    Growth Equity           7.9%
                                Long-Intermediate       7.6%
                                Fixed Income
                                Money Market            6.2%

OB/GYN Fertility                Growth Equity           7.7%
Specialist Medical              Value Equity           11.3%
Group, Inc.                     Balanced               12.0%
2915 Telegraph Ave.             Long-Intermediate       6.2%
Berkeley, CA  94705             Fixed Income
                                Short-Intermediate     21.9%
                                Fixed Income 
                                Money Market            7.5%

Respiratory Medical             International           7.9%
Group, Inc.                     Value Equity
130 La Casa Via                 Growth Equity           5.0%
Bldg. 2, #208                   Value Equity            6.6%
Walnut Creek, CA  94598

Richard Rihn                    Long-Intermediate       5.5%
739 Hamilton Drive              Fixed Income
Pleasant Hill, CA 94523

Eugene Taylor                   Balanced                7.4%
200 The Knoll
Orinda, CA  94563

E. Gregory Thomas               Long-Intermediate       5.4%
4471 Hillsborough Drive         Fixed Income
Castro Valley, CA 94546

Bruce Thompson                  International          12.5%
6105 San Pablo Avenue           Value Equity
Oakland, CA  94608              Growth Equity           9.8%

Ruperto R. Visaya               International           6.1%
113 Serra Court                 Value Equity
Vallejo, CA  94590              Growth Equity           6.9%

Visaya & Visaya, MDs, Inc.      International           9.5%
1040 Colusa Street              Value Equity
Vallejo, CA 94590

Robert Werra                    Short-Intermediate      10.5%
721 South Dora                  Fixed Income
Ukiah, CA  95482

Robert Werra, M.D., APC         Short-Intermediate      11.2%
721 South Dora                  Fixed Income
Ukiah, CA  95482

</TABLE>
The Custodial Trustee

Subject to the direction of the Supervisory Committee, Wells
Fargo Bank, N.A., acts as the Custodial Trustee of the Trust
pursuant to a Declaration of Trust dated February 9, 1990 and, as
such, provides custodial services to the Trust.

Investment Management

Under the Investment Management Agreements between each
Investment Manager and the Trust (the "Agreement"), the
Investment Manager manages the investment of the assets of each
Portfolio for which it has been appointed Investment Manager in
conformity with the stated objectives and policies of such
Portfolio and the overall investment restrictions of the Trust. 
The Investment Manager supervises the Trust's investments and
maintains a continuous investment program for the Portfolio,
places purchase and sale orders and pays costs of certain
clerical and administrative services involved in managing and
servicing the investments of such Portfolio and complying with
regulatory reporting requirements.  The Investment Manager also
furnishes employees, office space and facilities required for
operation of the Investment Manager.

The investment management services of the respective Investment
Managers to the Trust are not exclusive under the terms of the
Agreements.  Each Investment Manager is free to, and does, render
investment advisory services to others.

The Custodial Trustee is obligated to hold and account for the
assets of the Trust in accordance with applicable laws and
regulations, including the regulations and rulings of the United
States Comptroller of the Currency relating to fiduciary powers
of national banks.  In accordance with these regulations, the
Custodial Trustee will not invest, or permit the Investment
Managers to invest, the Trust's assets in stock or obligations of
or property acquired from, Wells Fargo, its affiliates or
directors, officers or employees or other persons with substan-
tial connections with Wells Fargo, and further, assets of the
Trust will not be sold or transferred, by loan or otherwise, to
Wells Fargo or persons connected with Wells Fargo as described
above, except that part of a Portfolio may be invested in
deposits of Wells Fargo that bear a reasonable rate of interest
or in cash, without liability with respect to such cash, as may
be reasonably necessary from time to time to be held temporarily
awaiting investment and for paying withdrawals or expenses.

Expenses of the Trust

The Association will pay:  (i) all costs and expenses arising in
connection with the organization of the Trust.  including the
initial registration and qualification of the Trust and the Units
under federal and state law; (ii) all marketing and advertising
expenses of the Trust; (iii) expenses of all employees, office
space and facilities necessary to carry out its duties under the
Administrative Services Agreement; (iv) all costs and expenses of
determining the net asset value of the Units; and (v) all
expenses of accounting for Participating Trusts.  The Custodial
Trustee will pay:  (i) all expenses of its employees, office
space and facilities necessary to carry out its duties under the
Declaration of Trust; and (ii) expenses of valuing the assets of
the Portfolios.  Each Investment Manager will pay all expenses
incurred by it in connection with acting as Investment Manager,
other than costs (including taxes and brokerage commissions) of
securities purchased for the Trust.  Expenses incurred by each
Investment Manager in connection with acting as Investment
Manager include the costs of statistical and research data,
accounting, data processing, bookkeeping and internal auditing
services, rendering periodic and special reports to the
Supervisory Committee, and other costs associated with providing
investment research and portfolio management.

Except for the expenses described above that have been assumed by
the Custodial Trustee, the Association or each Investment
Manager, as the case may be, all expenses incurred in the
administration of the Trust are charged to the Trusts including: 
(i) the Custodial Trustee's management fee, the Association's fee
and the Investment Managers' fees (discussed below);
(ii) interest charges; (iii) taxes; (iv) brokerage commissions;
(v) expenses of continuing registration and qualification of the
Trust and the Units under federal and state law; (vi) expenses of
the issue and redemption of Units; (vii) fees and disbursements
of independent accountants, consultants and legal counsel;
(viii) expenses of preparing, printing and mailing prospectuses
(except the cost of printing and mailing of Prospectuses to
potential members of the Association which is to be paid by the
Association), reports, proxies, notices and statements sent to
Participating Trusts; (ix) expenses of meetings of Participating
Trusts; (x) insurance premiums; and (xi) nonrecurring expenses
including any expenses relating to litigation to which the Trust
or the Custodial Trustee as trustee of the Trust is a party. 
Expenses incurred for the operation of a particular Portfolio,
including the expenses of communications to Participating Trusts,
are paid by that Portfolio.  Expenses that are general
liabilities of the Trust are allocated among the Portfolios in
proportion to the net asset value of each Portfolio at the time
of allocation.

Custodial Trustee's Fee

For its services under the Trust.  The Trustee is paid a
quarterly fee at the annual rate of 1/2 of 1% of the first
$2,000,000 of the aggregate fair market value of the assets of
the combined Portfolios, 1/4 of 1% of such assets in excess of
$2,000,000 but less than $10,000,000 and of 1/8 of 1% of such
assets in excess of $10,000,000 determined as of the last
business day of each calendar quarter.  The Custodial Trustee is
paid an additional annual administrative charge of approximately
$16,000 for certain Unitholder transaction services, including
plan set-up and maintenance fees, custody fees for individual
securities and charges for disbursements, processing, reporting
and preparing tax forms.

There are no initial or annual maintenance fees for participation
in the Trust.

The Trust has no transfer agent or dividend-paying agent.  If the
Trust requires these or similar services, they will be provided
by the Custodial Trustee.

Administrator's Fee

As compensation for its services under the Administrative
Services Agreement, the Association is paid a quarterly fee at
the annual rate of 0.45% of the aggregate fair market value of
the assets of the combined Portfolios determined as of the last
business day of each calendar quarter.  The Association is paid
an additional fee of $1,000 per month.  The Association has
received from the Trust fees for its services for the years
ending December 31, 1993, 1994 and 1995 of $175,330, $172,264,
and 186,479, respectively.

Investment Managers' Fees

Lazard Freres & Company ("Lazard") is paid a quarterly investment
management fee for its services to the International ADR Value
Portfolio at the annual rate of 1.0% of the aggregate fair market
value of the first $1,000,000 of assets of such Portfolio and 3/4
of 1.0% of such assets in excess of $1,000,000 determined as of
the last business day of each calendar quarter.  Lazard has
received investment management fees for services from December 1,
1995 through December 31, 1995 of $236.

The Burridge Group, Inc. ("Burridge") is paid a quarterly
investment management fee for its services to the Growth Equity
Portfolio at the annual rate of 1.0% of the aggregate fair market
value of the first $1,000,000 of assets of such Portfolio and 3/4
of 1.0% of such assets in excess of $1,000,000 determined as of
the last business day of each calendar quarter.  The fees charged
by Burridge are higher than those paid to most other investment
companies.  Burridge has received investment management fees for
the years ending December 31, 1993, 1994, and 1995 of $20,309,
$22,648, and $25,140 respectively.

Towneley Capital Management, Inc. ("Towneley") is paid a
quarterly investment management fee for its services to the Value
Equity Portfolio at the annual rate of 1.0% of the aggregate fair
market value of the assets of such Portfolio.  The asset value is
determined as of the last business day of each calendar quarter. 
The fees charged by Towneley are higher than those paid to most
other investment companies.  Towneley has received investment
management fees for the years ended December 31, 1993, 1994 and
1995 of $140,145, $159,034, and $176,999 respectively.

Guardian Investment Management ("Guardian") is paid a quarterly
investment management fee for its services to the Balanced
Portfolio at the annual rate of 1.0% of the first $250,000 of the
aggregate fair market value of the assets of such Portfolio and
6/10 of 1.0% of such assets exceeding $250,000 determined as of
the last business day of each calendar quarter.  The fees charged
by Guardian are higher than those paid to most other investment
companies.  Guardian has received investment management fees for
the years ended December 31, 1993, 1994 and 1995 of $19,794,
$16,682, and $17,929 respectively.

Scudder, Stevens & Clark is paid a quarterly investment
management fee for its services to the Long-Intermediate Fixed
Income Portfolio, the Short-Intermediate Fixed Income Portfolio
and the Money Market Portfolio at the annual rate of 1/2 of 1% of
the aggregate fair market value of the assets of such Portfolios
determined as of the last business day of each calendar quarter. 
Scudder, Stevens & Clark has received investment management fees
for the years ended December 31, 1993, 1994 and 1995 of $73,014,
$71,105, and $64,122 respectively.

Term of the Agreements

The Investment Management Agreements will remain in effect as to
each Portfolio until the first meeting of the Participating
Trusts.  If approved at that meeting by a majority of the
outstanding Units of the Trust, the Investment Management
Agreements shall continue in effect for one year thereafter.  The
Investment Management Agreements shall remain in effect from year
to year thereafter if their continuance is approved annually
either by the vote of a majority of the outstanding Units of the
Portfolios to which the Investment Management Agreements relate
or by the Supervisory Committee, and by the vote of a majority of
the members of the Supervisory Committee who are not parties to
the Agreements or "interested persons" of a party within the
meaning of the Investment Company Act.  An Investment Management
Agreement may be terminated as to any Portfolio on no more than
60 days' notice given at any time and will terminate
automatically if it is assigned.

PORTFOLIO TRANSACTIONS

Subject to the general supervision of the Supervisory Committee
and the Custodial Trustee, each Investment Manager is responsible
for the investment decisions and the placing of orders for
Portfolio transactions for specified Portfolios constituting a
part of the Trust.  The policy of the Trust regarding purchases
and sales of securities for its Portfolios is that primary
consideration will be given to obtaining the most favorable price
and efficient execution of transactions.  In seeking to implement
the Trust's policy, the Investment Managers will effect
transactions with those brokers and dealers who the Investment
Managers believe provide the most favorable prices and are
capable of providing efficient executions.

Subject to the policy of seeking the best execution of the
investment transactions at the prices most favorable to the
Trust, the Investment Managers may in circumstances in which two
or more broker-dealers are in a position to offer comparable
prices and execution, give preference to broker-dealers that have
provided general research and investment information and other
services to the Investment Managers with respect to securities
appropriate for investment by the Portfolios.  These research and
investment information services are made available to the
Investment Managers for their analysis and consideration as
investment advisers to the Trust and other accounts, the views
and information of individuals and research staffs of many
securities firms.  Such research and investment information may
include advice concerning the value of securities, the advisa-
bility of purchasing or selling securities, the availability of
securities or the purchasers or sellers of securities, and
analyses and reports concerning issuers, industries, securities,
economic factors and trends, Portfolio strategy and performance
of accounts.  Although such information is useful, its value is
not determinable and it does not necessarily reduce expenses to
the Investment Managers or reduce the management fees payable to
the Investment Managers by the Trust.
   
The Supervisory Committee has instructed the Investment Managers
to effect brokerage transactions with Paine Webber Incorporated
("Paine Webber"), formerly Kidder Peabody & Co. Incorporated, in
the purchase and sale of securities, so long as advantageous to
the Portfolios.  Paine Webber provides research services to the
Investment Managers with respect to securities appropriate for
investment by the Portfolios, as described above, and provides a
discount on commissions for purchases and sales of such
securities for the Portfolios for which it acts as broker-dealer.
The Trust has paid brokerage commission for portfolio
transactions for the years ending December 31, 1993, 1994 and
1995 of $150,275, $212,781, and $190,954 respectively.  Effective
January 1, 1996, the Trust has an agreement with Paine Webber
under which the amount paid to Paine Webber by the Trust for
certain consulting services is to be reduced by one-half of the
amount paid to Paine Webber as commissions for purchases and
sales of securities.  The consulting services include monitoring
of investment manager performance, preparation of studies and
investment policy statements, and other research services.
    
Portfolio securities may not be purchased from or sold to the
Custodial Trustee or an affiliated person (as defined in the
Investment Company Act) of the Custodial Trustee except as may be
permitted by the Securities and Exchange Commission and subject
to the rules and regulations of the Comptroller of the Currency.

Certain investments may be appropriate for the Trust and also for
other clients advised by the Investment Managers.  Investment
decisions for the Trust and other clients are made with a view to
achieving their respective investment objectives and after
consideration of such factors as their current holdings,
availability of cash for investment and the size of their
investments generally.  Frequently, a particular security may be
bought or sold for one or more clients in different amounts.  In
such event, and to the extent permitted by applicable law and
regulations, such transactions will be allocated among the
clients in a manner believed to be equitable to each. 
Ordinarily, such allocation will be made on the basis of the
weighted average price of such transactions effected during a
trading day, and if all orders for the same security could be
only partially executed during a trading day, then securities
will be allocated proportionately on the basis of the sizes of
the orders.

PERFORMANCE INFORMATION

All performance information included in any advertising by the
Portfolios is historical and is not intended to indicate future
returns.  A Portfolio's Unit price and total return fluctuate in
response to market conditions and other factors, and the value of
a Portfolio's Units when redeemed or exchanged may be more or
less than their original cost.

Total Return Calculations - Growth Equity Portfolio, Value Equity
Portfolio, Long-Intermediate Fixed Income Portfolio, Short-
Intermediate Fixed Income Portfolio, Balanced Portfolio:
Total return determines the net change in value, including
reinvested earnings, after deduction of expenses, of a
hypothetical $1,000 investment.

Average annual total return is computed by determining the growth
or decline in the value of a hypothetical $1,000 investment in a
Portfolio (other than the Money Market Portfolio) over a stated
period of time, then calculating the average annual compounded
percentage rate which would give the same ending value as if the
growth or decline had been constant over the period.  Stated
mathematically:
                n
          P(1+T) = ERV

where     P    =     a hypothetical initial investment of $1,000
          T    =     average annual total return
          n    =     number of years
          ERV  =     ending redeemable value of a hypothetical   
                     $1,000 payment made at the beginning of the   
                     period at the end of the same period

The returns for the Growth Equity Portfolio, the Value Equity
Portfolio, the Balanced Portfolio, the Long-Intermediate Fixed
Income Portfolio and the Short-Intermediate Fixed Income
Portfolio, from commencement of operations on August 2, 1990
through December 31, 1995 (six years), from January 1, 1991
through December 31, 1995  (five years) and from January 1, 1995
through December 31, 1995 (one year) are as follows:

<TABLE>


<CAPTION>
                       International Value Equity
<S>                    <C>
                       One Year <F3>

Net asset value:

  Beginning of period  $10.00

  End of period        $10.09

Percentage change in    0.90%
    net asset value

Average Annual
    Total Return       11.35%

Ending value of        $1,113.51
    hypothetical
    $1,000 investment
<FN>
<F3>
One year figure for the International Value Equity Portfolio
reflects performance from December 1, 1995 (inception) through
December 31, 1995.
</FN>
</TABLE>
<TABLE>

<CAPTION>
                          Growth Equity
<S>                    <C>         <C>
                       One Year    Four Years <F4>

Net asset value:

  Beginning of period  $12.12      $10.00

  End of period        $14.27      $14.27

Percentage change in   17.74%      42.70%
    net asset value

Average Annual
    Total Return       17.73%      11.52%

Ending value of        $1,170.00   $1,426.89
    hypothetical
    $1,000 investment
<FN>
<F4>
Four year figures for the Growth Equity Portfolio reflect
performance from October 1, 1992 (inception) through December 31,
1995.
</FN>
</TABLE>
<TABLE>

<CAPTION>
                               Value Equity
<S>                    <C>         <C>         <C>
                       One Year    Five Years  Six Years

Net asset value:

  Beginning of period  $94.93      $60.74      $60.54

  End of period       $119.20     $119.20     $119.20

Percentage change in   25.57%      96.25%      96.89%
    net asset value

Average Annual
    Total Return       25.57%      14.44%      12.44%

Ending value of        $1,255.70   $1,962.86   $1,890.40
    hypothetical
    $1,000 investment

</TABLE>


<TABLE>

<CAPTION>
                                 Balanced
<S>                    <C>         <C>         <C>
                       One Year    Five Years  Six Years

Net asset value:

  Beginning of period  $37.05      $27.43      $28.83

  End of period        $45.91      $45.91      $45.91

Percentage change in   23.91%      67.37%      56.43%
    net asset value

Average Annual
    Total Return       23.91%      10.85%       8.91%

Ending value of        $1,239.10   $1,673.70   $1,589.17
    hypothetical
    $1,000 investment

</TABLE>
<TABLE>

<CAPTION>
                       Long-Intermediate Fixed Income
<S>                    <C>         <C>         <C>
                       One Year    Five Years  Six Years

Net asset value:

  Beginning of period  $48.23      $38.04      $36.43

  End of period        $56.88      $56.88      $56.88

Percentage change in   17.93%      49.53%      56.14%
    net asset value

Average Annual
    Total Return       17.93%       8.38%       8.57%

Ending value of        $1,179.30   $1,495.36   $1,562.38
    hypothetical
    $1,000 investment

</TABLE>
<TABLE>

<CAPTION>
                       Short-Intermediate Fixed Income
<S>                    <C>         <C>         <C>
                       One Year    Five Years  Six Years

Net asset value:

  Beginning of period  $18.85      $15.37      $14.13

  End of period        $20.90      $20.90      $20.90

Percentage change in   10.88%      35.98%      47.91%
    net asset value

Average Annual
    Total Return       10.88%       6.34%       6.57%

Ending value of        $1,108.80   $1,359.83   $1,412.23
    hypothetical
    $1,000 investment

</TABLE>


FINANCIAL STATEMENTS


ALAMEDA CONTRA-COSTA MEDICAL ASSOCIATION
COLLECTIVE INVESTMENT TRUST FOR RETIREMENT PLANS





FINANCIAL STATEMENTS

for the years ended December 31, 1995 and 1994
<PAGE>
<PAGE>
Firm:  Coopers & Lybrand, L.L.P.
       A Professional Services Firm

Re:  Report of Independent Auditors

To the Unitholders and Supervisory Committee of Alameda-Contra
Costa Medical Association Collective Investment Trust for
Retirement Plans:

We have audited the accompanying statements of assets and
liabilities of the funds comprising Alameda-Contra Costa Medical
Association Collective Investment Trust for Retirement Plans,
including each Fund's statement of investments in securities and
net assets, as of December 31, 1995, and the related statements
of operations for the year then ended, and the statements of
changes in net assets, and the financial highlights for the
periods indicated thereon.  These financial statements and
financial highlights are the responsibility of the Trust's
management.  Our responsibility is to express an opinion on these
financial statements and financial highlights based on our
audits.

We conducted our audits in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements and financial highlights are free of
material misstatement.  An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.  Our procedures included confirmation of
securities owned as of December 31, 1995 by correspondence with
the custodian and brokers.  An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the
financial position of the funds comprising Alameda-Contra Costa
Medical Association Collective Investment Trust for Retirement
Plans as of December 31, 1995, the results of their operations
for the year then ended, and the changes in their net assets, and
the financial highlights for the periods indicated thereon, in
conformity with generally accepted accounting principles.

Coopers & Lybrand, L.L.P.

Oakland, California
February 9, 1996
PAGE
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

STATEMENTS OF ASSETS AND LIABILITIES

December 31, 1995

<CAPTION>
ASSETS                      International  Growth     Value       Balanced   Long-          Short-        Money Market 
                            Value Equity   Equity     Equity                 Intermediate   Intermediate               
                                                                             Fixed Income   Fixed Income               
<S>                         <C>            <C>        <C>         <C>        <C>            <C>           <C>         
Investments, at cost          982,742      2,856,529  17,812,987  2,816,346  4,349,637      5,922,142     2,377,485    

Investments, at value         989,423      3,354,406  20,267,575  3,470,332  4,771,393      5,994,197     2,384,947   
Receivable-units sold          10,000         11,228      19,466      3,248     10,592         33,233       156,731   
Accrued dividends                                                 
 and interest receivable            0          2,853      36,109     23,222     54,019         90,909        30,457    
                            _________      _________   _________  _________  _________      _________     _________    

      Total assets            999,423      3,368,487  20,323,150  3,496,802  4,776,004      6,118,339     2,572,135    

LIABILITIES AND                                                   
NET ASSETS                                                        

Accrued expenses:                                                 
                                                     
 Administration fees              446          5,812       34,589     5,947      8,054         10,382         4,141    
 Professional fees                402          1,478        8,148     1,363      1,790          2,441           941   
Payable-securities purchase   193,217              0            0         0          0              0             0
Payable-redemption of units         0              0            0         0     43,748         33,000         1,288    
                            _________      _________   __________ _________  _________      _________     _________    
Total liabilities             194,605          7,290       42,737     7,310     53,592         45,823         6,370    

Net assets                    805,358      3,361,197   20,280,413 3,489,492  4,722,412      6,072,516     2,565,765    

Units outstanding              79,824        235,552      170,135    76,005     83,031        290,526        58,275    

Net asset value per unit        10.09          14.27       119.20     45.91      56.88          20.90         44.03    

NET ASSETS COMPOSED OF:
Paid-in capital               798,343      2,622,322   10,665,732 2,162,839  2,725,926      4,397,070     1,345,533    
Accumulated undistributed
net investment income
(loss)                            334        (59,244)   1,130,965   456,346  1,470,762      1,533,522     1,274,080    
Accumulated undistributed
net realized gains
(losses)                            0        300,242    6,029,128   216,321    163,968         69,869       (61,310)   
Unrealized appreciation
(depreciation) on
investments                     6,681        497,877    2,454,588   653,986    361,756         72,055         7,462    
                            _________      _________   __________ _________  _________      _________     _________    
Net assets at value           805,358      3,361,197   20,280,413 3,489,492  4,722,412      6,072,516     2,565,765    
</TABLE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

SCHEDULE OF INVESTMENTS
December 31, 1995

<CAPTION>
INTERNATIONAL EQUITY PORTFOLIO                  Shares         Value
<S>                                             <C>            <C>
Cash and Cash Equivalents (50.49%)

  Wells Fargo Money Market Fund                 499,528       499,528
  (cost 499,528)

Common Stocks (49.51%):

  Consumer Staples (4.14%):

    Compagnie General Des Eaux                      800        15,995
    Nestle SA ADR                                   450        24,951
                                                               ______
  Health (3.16%):                                              40,946
                                                                
    Astra AB ADR B                                   400       15,874
    CIBA Geigy A G                                   350       15,437
                                                               ______
  Consumer Durables (5.72%):                                   31,311

    Nippondenso Ltd                                  200       14,968
    Toyota Motor Corp                                400       16,900
    Volvo AB ADR B                                 1,200       24,713
                                                               ______
  Services (1.63%):                                            56,581

    Waste Mgmt Intl Plc                            1,500       16,125 <F1>

  Process Industry (5.23%): 

    Hoechst A G                                      200       27,179
    Repola Oy                                      1,300       24,550
                                                               ______
  Consumer Discretionary (9.49%):                              51,729

    Amway Japan Ltd                                  800       16,700
    News ADR PFD A                                   850       16,362
    Nintendo Ltd                                   1,650       15,696
    Rank Organisation Pub Ltd                      1,200       17,550
    Sony Corp ADR                                    450       27,619
                                                               ______
                                                               93,927
PAGE
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

INTERNATIONAL EQUITY PORTFOLIO, continued

Common Stocks, continued

  Producer/Manufacturing (4.37%):

    Cable and Wireless Pub Ltd                       750       15,844
    Siemens A G ADR                                  250       27,423
                                                               ______
  Technology (4.04%):                                          43,267

    Hitachi Limited ADR                              250       25,125
    Matsushita Elec Indl                              90       14,805
                                                               ______
  Energy (2.41%):                                              39,930

    ELF Aquataine ADR                                650       23,887

  Telecommunications (1.68%):

    Alcatel Alsthom                                  950       16,625

  Financial (5.23%):

    Den Danske Bank AF 1871 AK                       250       17,278
    Intl Nederlanden Groep                           250       16,719
    Yasuda Tr and Bkg Ltd                            300       17,770
                                                               ______
  Utilities (2.41%):                                           51,767

    National Power Plc                               850       23,800
                                                              _______

Total Common Stocks (cost 483,214)                            489,895
                                                              _______


Total Investments held (cost 982,742)                         989,423
<FN>
<F1>
non income producing security
</FN>
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

SCHEDULE OF INVESTMENTS, continued
December 31,1995

<CAPTION>
GROWTH EQUITY PORTFOLIO                         Shares        Value
<S>                                             <C>           <C>
Cash and Cash Equivalents (1.24%)

  Wells Fargo Money Market Fund                 41,502       41,502
  (cost 41,502)

Common Stocks 98.76%:

  Automotive (2.77%):

    Magna International Inc                      2,150       92,988 
 
  Publishing and Advertising (2.18%):

    Houghton Mifflin Co                          1,700       73,100 

  Drugs, Medical Supplies (8.42%):

    Elan PLC ADR                                 2.500      121,563 <F1>
    Forest Labs Inc                              1,700       76,925 <F1>
    Owens and Minor Inc New                      6,600       84,150
                                                            _______
  Entertainment and Leisure (2.76%):                        282,638

    Circus Circus Enterprise Inc                 3,325       92,684 <F1>

  Retailing (9.60%):

    Circuit City Sotres Inc                      2,800       77,350
    Dollar Gen Corp                              3,375       70,031
    Heilig Meyers Co                             4,700       86,363
    Pep Boys Manny Moe and Mack                  3,450       88,406
                                                            _______
  Business Services (1.97%):                                322,150

    Sensormatic Electrics Corp                   3,805       66,112
 
  Other Consumer Services (1.29%):

    Franklin Quest Co                            2,230       43,485 <F1>

<PAGE>
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

GROWTH EQUITY PORTFOLIO, continued

Common Stocks (98.76%), continued

  Business Equipment (6.69%):

    Cisco Sys Inc                                1,850      138,056 <F1>
    Sequent Computer Sys Inc                     5,950       86,275 <F1>
                                                            _______
  Electronics (9.78%):                                      224,331

    International Rectifier Corp                 5,200      130,000 <F1>
    Molex Inc                                    3,437      105,258
    Texas Instruments                            1,800       92,700
                                                            _______
  Specialty Equipment (4.19%):                              327,958

    American Power Conversion Corp Com           6,000       57,000 <F1>
    Novellus Systems Inc                         1,550       83,700 <F1>
                                                            _______
  Software (6.53%):                                         140,700

    Informix Corp                                3,350      100,500 <F1>
    Mentor Graphics Corp                         6,500      118,625 <F1>
                                                            _______
  Telecommunications (7.85%):                               219,125

    Nokia Corp                                   3,150      122,850
    US Robotics Corp                             1,600      140,400
                                                            _______
  Electrical Equipment (7.46%):                             263,250

    Solectron Corp                               2,940      129,728 <F1>
    Symbol Technologies Inc                      3,050      120,475 <F1>
                                                            _______
  Machinery (2.27%):                                        250,203

    Wabash National Corp                         3,400       76,075

  Banking and Credit (3.50%):

    MBNA Corp                                    3,180      117,262

<PAGE>
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

GROWTH EQUITY PORTFOLIO, continued

Common Stocks (98.76%), continued

  Finance and Insurance (16.30%):

    Cincinnati Financial Corp                    1,596      104,139
    Equitable Cos Inc                            4,800      115,200
    Green Tree Financial                         3,880      102,335
    MBIA Inc                                     1,450      108,750
    Mercury Finance Co                           8,775      116,269
                                                            _______
  Airlines (2.37%):                                         546,693

    Southwest Airlines Co                        3,450       79,350

  Telephone (2.83%):

    Telephone and Data Sys Inc                   2,400       94,800
                                                          _________

Total Common Stocks (cost 2,815,027)                      3,312,904
                                                          _________

Total invesmtnets held (cost 2,856,529)                   3,354,406
<FN>
<F1>
non income producing security
</FN>
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

SCHEDULE OF INVESTMENTS, continued
December 31, 1995

<CAPTION>
VALUE EQUITY PORTFOLIO                          Shares         Value
<S>                                             <C>            <C>
Cash and Cash Equivalents (6.18%)

  Wells Fargo Money Market Fund                 1,252,300      1,252,300
  (cost 1,252,300)

Common Stocks 93.82%:

  Energy (1.87%):

    Occidental Petroleum Corp                       5,800        123,975
    Kerr-McGee Corp                                 1,600        101,600
    USX-Marathon Group                              7,900        154,050
                                                                 _______
  Industrial (3.13%):                                            379,625

    Fluor Corp                                      9,600        633,600

  Producer Manufacturing (5.15%):

    Cummins Engine Co Inc                          15,800        584,600
    Johnson Controls Inc                            4,600        316,250
    Philips Elec N V New York Shs                   4,000        143,500
                                                               _________
  Process Industries (.48%):                                   1,044,350

    Union Carbide Corp                              2,600         97,500

  Distributors (3.41%):

    Alco Standard Corp                              4,000        182,500
    Rykoff-Sexton Inc                               4,000         70,000
    Sysco Corp                                     13,500        438,750
                                                                 _______
  Technology (9.38%):                                            691,250

    SCI Systems                                     3,400        105,400 <F1>
    United Technologies Corp                        6,300        597,713
    Digital Equipment Corp                         10,400        666,900 <F1>
    Gateway 2000 Inc                                8,000        196,000 <F1>
<PAGE>
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

VALUE EQUITY PORTFOLIO, continued

Common Stocks (93.82%), continued

  Technology (9.38%):, continued

    Arrow Electronics Inc                           5,700        245,100 <F1>
    Avnet Inc                                       2,000         89,500
                                                               _________
  Health Services (2.11%):                                     1,900,613

    Bergen Brunswig Corp CL-A                       8,200        203,975
    Cardinal Health Inc                             4,100        224,475
                                                                 _______
  Consumer (7.15%):                                              428,450

    Conagra Inc                                     9,800        404,250
    Honda Motor Ltd                                 5,700        237,975
    IBP Inc                                         5,200        262,600
    Polaroid Corp                                  11,500        544,812
                                                               _________
  Retail (19.95%):                                             1,449,637

    American Stores                                19,700        526,975
    Eckerd Corp                                     7,700        343,613 <F1>
    Fingerhut Co Inc                               15,800        219,225
    Giant Foods Inc Cl-A                            3,200        100,800
    Kroger Co                                      16,200        605,475 <F1>
    Rite Aid Corp                                   6,800        232,900
    Safeway Inc                                    11,900        612,850 <F1>
    Smiths Food and Drug CL-B                       3,200         80,800
    Super Value Stores                             13,000        409,500
    Vons Co Inc                                     4,600        129,950 <F1>
    Walgreen Co                                     5,900        176,262
    Winn Dixie Stores Inc                          16,400        604,750
                                                               _________
  Air Transportation (3.35%):                                  4,043,100

    Federal Express Co                              5,200        384,150 <F1>
    KLM Royal Dutch Airline ADR                     5,800        204,450
    United Airlines                                   500         89,250 <F1>
                                                                 _______
  Finance and Insurance (2.90%):                                 677,850

    Bear Stearns Co Inc                             4,900         97,388
    Great Western Financial                         3,800         96,425
PAGE
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

VALUE EQUITY PORTFOLIO, continued

Common Stocks (93.82%), continued

  Finance and Insurance (2.90%):, continued

    National City Corp                              3,000         99,375
    Southtrust Corp                                 3,800         97,375
    USF&G Corp                                      5,700         96,187
    Washington Mutual Insurance                     3,500        101,063
                                                                 _______
  Utilities (34.94%):                                            587,813

    Alleghany Power System                          8,000        229,000
    American Electric Power Co Inc                 13,600        550,800
    Coastal Corp                                    6,300        233,100
    Columbia Gas System Inc                         5,000        219,375 <F1>
    Central & Southwest Corp                       14,500        404,187
    Cipsco Inc                                      5,900        230,100
    CMS Energy Corp                                10,600        316,675
    Detroit Edison Co                              17,500        603,750
    FPL Group Inc                                  13,800        639,975
    Illinova Corp                                  21,000        630,000
    Ohio Edison co                                 21,800        512,300
    Pacific Gas & Electric                          6,700        190,113
    Panhandle Eastern Corp                          4,100        114,287
    Pinnacle West Capital Corp                     21,600        621,000
    Public Service Co of Colorado                  11,500        406,813
    SCE Corp                                       15,000        264,375
    Unicom Corp                                    19,500        638,625
    Western Resources Inc                           8,300        277,012
                                                               _________
                                                               7,081,487

Total Common Stocks (cost 16,560,687)                         19,015,275
                                                              __________

Total investments held (cost 17,812,987)                      20,267,575
<FN>
<F1>
non income producing security
</FN>
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

SCHEDULE OF INVESTMENTS, continued
December 31, 1995

<CAPTION>
BALANCED PORTFOLIO                              Shares         Value
<S>                                             <C>            <C>
Cash and Cash Equivalents (9.41%)

  Wells Fargo Money Market Fund                 326,383        326,383
  (cost 326,383)

Common Stocks 59.68%:

  Automotive (.83%):

    Ford Motor                                    1,000         28,875

  Basic Industry (2.06%):

    Caterpiller Inc                                 500         29,375
    Champion International                        1,000         42,000
                                                                ______
  Capital Goods (6.11%):                                        71,375

    Black & Decker                                2,000         70,500
    General Electric                              1,000         72,000
    Minnesota Mining                                600         39,825
    WMX Technologies                              1,000         29,750
                                                               _______
  Chemical (1.26%):                                            212,075

    Cytec                                           142          8,857 <F1>
    E I Dupont                                      500         34,938
                                                                ______
  Consumer (6.28%):                                             43,795

    Gillette                                      2,000        104,250
    H J Heinz                                     1,500         49,688
    Sara Lee                                      2,000         64,000
                                                               _______
  Energy and Transportation (5.70%):                           217,938

    American President Lines                      2,000         46,000
    Chevron                                       1,000         52,375
    Mobil Oil Corp                                  300         33,525
    Union Pacific                                 1,000         66,000
                                                               _______
                                                               197,900
<PAGE>

SCHEDULE OF INVESTMENTS, continued
December 31, 1995

BALANCED PORTFOLIO, continued

Common Stocks (59.68%), continued

  Entertainment and Leisure (3.39%):

    Walt Disney                                   2,000         117,750

  Drugs, Medical Supplies (7.46%):

    American Home Products                          500          48,500
    Amgen                                         2,000         118,750 <F1>
    Bristol Myers                                   500          42,938
    Warner Lambert                                  500          48,562
                                                                _______
  Finance and Insurance (9.01%):                                258,750

    Aetna Life                                    1,000          69,250
    American Express                              2,000          82,750
    Bank America Corp                             1,000          64,750
    H & R Block                                   1,000          40,500
    Paine & Webber                                1,000          20,000
    Salomon Inc                                   1,000          35,375
                                                                _______
  Media (1.31%):                                                312,625

    Media General                                 1,500          45,562

  Retailers (3.02%):

    GAP                                           1,000          42,000
    Price Costco                                  2,695          41,099 <F1>
    Toys-R-Us                                     1,000          21,750 <F1>
                                                                _______
  Technology (7.20%):                                           104,849

    Apple Computer                                1,000          31,875
    EMC Corp                                      2,000          30,750 <F1>
    Intel                                           500          28,375
    Oracle                                        1,000          42,375 <F1>
    Sun Microsystems                              2,000          91,250 <F1>
    Teradyne                                      1,000          25,125 <F1>
                                                                _______
                                                                249,750
<PAGE>
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

BALANCED PORTFOLIO, continued

Common Stocks (59.68%), continued

  Telephone (3.79%):

    AT&T                                          1,000          64,750
    Bell Atlantic                                 1,000          66,875
                                                                _______
  Telecommunications (2.26%):                                   131,625

    MCI Communications                            3,000          78,375
                                                              _________

Total Common Stocks (cost 1,480,098)                          2,071,244
                                                              _________

Corporate Debt Securities (18.75%):

  Financial (3.22%):

    Merrill Lynch                               100,000         111,942

  Industrial (9.40%):

    BP Amer, 9.375%, due 11-01-00               100,000         114,986
    IBM, 7.250%, due 11-01-02                   100,000         106,159
    North Telecom, 6.875%, due 10-01-02         100,000         104,895
                                                                _______
  International (6.13%):                                        326,040

    Quebec Province, 7.500%, due 07-15-02       100,000         107,036
    ELF Aquataine, 7.750%, due 05-01-99         100,000         105,561
                                                                _______
                                                                212,597

Total Corporate Debt Securities                                 650,579
(cost 609,427)                                                  _______
<PAGE>
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

BALANCED PORTFOLIO, continued

U.S. Gov't & Agency Obligations (12.16%):

  U.S. Treasury Notes:
    7.125%, due 10-15-98                        200,000         209,626
    7.250%, due 02-15-98                        100,000         103,969
    7.750%, due 12-31-99                        100,000         108,531
                                                              _________

Total U. S. Government (cost 400,438)                           422,126
                                                              _________


Total investments held  (cost 2,816,346)                      3,470,332
<FN>
<F1>
non income producing security
</FN>
</TABLE>
PAGE
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

SCHEDULE OF INVESTMENTS, continued
December 31, 1995

<CAPTION>
LONG-INTERMEDIATE FIXED INCOME PORTFOLIO        Shares         Value
<S>                                             <C>            <C>
Cash and Cash Equivalents (11.15%)

  Wells Fargo Money Market Fund                 525,472        525,472
  (cost 525,472)

Corporate Debt Securities (12.03%):

  Industrial (12.03%):

    Atlantic Richfield Mtn, 8.550%,
       due 03-01-12                             150,000        180,924
    Boeing Co DEB, 7.250%, due 06-15-25         150,000        162,214
    Caterpillar Mtn, 8.100%, due 01-15-04       100,000        111,351
    WalMart Stores Inc, 8.625%, due 04-01-01    100,000        112,014
                                                             _________

Total Corporate Debt Securities                                566,503
(cost 508,489)                                               _________


U.S. Gov't & Agency Obligations (76.82%):

  U.S. Treasury Obligations (42.09%)
   Bonds:
    7.250%, due 05-15-16                        700,000        799,316
    7.875%, due 02-15-21                        100,000        122,969

   Notes:
    5.875%, due 02-15-04                        100,000        102,000
    6.375%, due 01-15-99                        400,000        412,252
    6.375%, due 08-15-02                        100,000        104,938
    7.750%, due 02-15-01                        400,000        441,500
                                                             _________
                                                             1,982,975
  Federal Home Loan Mortgage Notes (6.23%):
    8.000%, due 03-15-20                         93,263         94,021
    7.500%, due 02-01-25                        190,826        195,655
    10.500%, due 02-01-01                         3,565          3,753
                                                               _______
                                                               293,429
<PAGE>
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

LONG-INTERMEDIATE FIXED INCOME PORTFOLIO, continued

U.S. Gov't & Agency Obligations (76.82%): continued

  Federal National Mortgage Association
  Pooled Notes (13.85%):
    9.000%, due 11-01-04                         20,556         21,623
    6.000%, due 11-01-23                        232,801        225,016
    6.500%, due 11-01-25                        249,703        246,737
    8.500%, due 04-25-18                         30,267         30,664
    7.950%, due 12-25-19                        126,227        128,553
                                                               _______
  Government National Mortgage                                 652,593
  Association Pooled Notes (14.65%):
    7.500%, due 05-15-07                         58,324         59,965
    7.500%, due 07-15-07                         48,345         49,704
    11.000%, due 07-15-15                        10,868         12,268
    12.000%, due 06-15-15                         1,315          1,516
    9.500%, due 09-15-19                         29,576         31,729
    9.000%, due 12-15-19                         47,708         50,526
    7.500%, due 12-15-23                        230,391        236,870
    6.500%, due 11-15-09                        245,618        247,843
                                                               _______
                                                               690,421

Total U.S. Government (cost 3,315,677)                       3,619,418
                                                             _________

Total investments held (cost 4,349,637)                      4,711,393
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

SCHEDULE OF INVESTMENTS, continued
December 31, 1995
<CAPTION>
SHORT-INTERMEDIATE FIXED INCOME PORTFOLIO       Shares         Value
<S>                                             <C>            <C>
Cash and Cash Equivalents (3.25%)

  Wells Fargo Money Market Fund                 194,981        194,981
  (cost 194,981)

Corporate Debt Securities (15.21%):

  Financial (9.25%):

    AVCO Finl, 7.500%, due 11-15-96             100,000        101,658
    Beneficial Mtn, 6.120%, due 08-27-97        100,000        100,899
    Household Fin, 7.500%, due 03-15-97         100,000        102,249
    World S&L Mtn, 4.850%, due 04-01-96         250,000        249,620
                                                               _______
  Industrial (4.27%):                                          554,426

    Hertz Corp, 6.700%, due 06-15-02            150,000        154,286
    Waste Mgmt, 7.875%, due 08-15-96            100,000        101,330
                                                               _______
  Utility (1.69%):                                             255,616

    Pacific Gas and Electric,
       7.140%, due 12-02-96                     100,000        101,406
                                                               _______

Total Corporate Debt Securities                                911,448
(cost 898,215)                                                 _______

U.S. Gov't & Agency Obligations (81.54%):

  U.S. Treasury Notes (71.66%):
    5.125%, due 12-31-98                        200,000        199,250
    5.750%, due 08-15-03                        250,000        253,203
    4.750%, due 08-31-98                        250,000        246,953
    5.125%, due 04-30-98                        750,000        748,125
    5.500%, due 07-31-97                        250,000        251,095
    5.750%, due 10-31-97                        550,000        555,159
    6.000%, due 10-15-99                        500,000        511,720
    6.250%, due 01-31-97                        750,000        758,205
    6.375%, due 01-15-99                        400,000        412,252
    6.750%, due 05-31-99                        100,000        104,406
    6.875%, due 03-31-97                        250 000        255,000
                                                             _________
                                                             4,295,368
<PAGE>
SCHEDULE OF INVESTMENTS, continued
December 31, 1995

SHORT-INTERMEDIATE FIXED INCOME PORTFOLIO, continued

U.S. Gov't & Agency Obligations (81.54%): continued

  Federal Home Loan Mortgage Notes (5.79%):
    8.000%, due 03-15-20                         46,632         47,010
    7.500%, due 12-15-05                        192,453        194,196
    7.000%, due 09-01-99                        103,951        105,964
                                                               _______
  Federal National Mortgage Association                        347,170
  Pooled Notes (4.09%):
    6.500%, due 10-01-10                        244,010        245,230
                                                             _________

Total U.S. Government (cost 4,828,946)                       4,887,768
                                                             _________

Total investments held (cost 5,922,142)                      5,994,197
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

SCHEDULE OF INVESTMENTS, continued

December 31, 1995

<CAPTION>
MONEY MARKET PORTFOLIO                          Shares         
Value
<S>                                             <C>            <C>
Cash and Cash Equivalents (15.87%)

  Wells Fargo Money Market Fund               378,477        378,477
  (cost 378,477)

U.S. Gov't & Agency Obligations (84.13%):

  U.S. Treasury Notes (84.13%):
    5.875%, due 05-31-96                        500,000        501,250
    6.125%, due 07-31-96                        300,000        301,500
    4.625%, due 02-29-96                        250,000        249,765
    5.500%, due 04-30-96                        500,000        500,470
    6.250%, due 01-31-97                        250,000        252,735
    7.500%, due 02-29-96                        200,000        200,750
                                                             _________

Total U.S. Government (cost 1,999,008)                       2,006,470
                                                             _________

Total investments held (cost 2,377,485)                      2,384,947
</TABLE>
<PAGE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS
STATEMENTS OF OPERATIONS
December 31, 1995

NOTE: International Value Equity inception date is November 30,1995
<CAPTION>
                            International  Growth     Value       Balanced   Long-          Short-        Money Market 
                            Value Equity   Equity     Equity                 Intermediate   Intermediate               
                                                                             Fixed Income   Fixed Income               
<S>                         <C>            <C>        <C>         <C>        <C>            <C>           <C>
Investment income:
  Interest income               1,182          7,606      95,723     90,446    293,593        371,092       143,411
  Dividend income                   0         23,662     446,151     33,855          0              0             0
  Other income                      0              0      12,364          0          0              0             0
                              _______        _______     _______    _______    _______        _______       _______
Total investment income         1,182         31,268     554,238    124,301    293,593        371,092       143,411

Expenses:
  Investment advisory fees        236         25,140     176,999     17,929     20,475         30,205        13,442
  Administration fees             317         15,474      92,375     14,818     21,002         29,785        12,708
  Custodian fees                  129          6,940      40,798      6,565      9,311         12,878         5,537
  Legal fees                       40          2,063      12,364      1,957      2,791          4,109         1,780
  Audit fees                       31          1,603       9,540      1,517      2,169          3,109         1,341
  Insurance                        20          1,019       5,463        943      1,353          1,926           921
  Printing                          0            246       1,343        221        307            429           180
  Programming                      75            122         773        119        171            259           111
                            _________      _________   __________ _________  _________      _________     _________
Total expenses                    848         52,607     339,655     44,069     57,579         82,700        36,020

Net investment income
 (loss)                           334        (21,339)    214,583     80,232    236,014        288,392       107,391

Realized and unrealized
 gain on investments:
Net realized gain 
 on securities sold                 0         75,785    1,690,989     5,492      6,981          1,808        16,730
Realized gain on expired
 written option contracts           0              0            0     1,040          0              0             0
                             ________      _________      _______   _______    _______      _________      ________
Total realized gain
 on investments                     0         75,785    1,690,989     6,532      6,981          1,808        16,730

Unrealized appreciation
 on investments                 6,681        379,367    2,336,498   537,745    452,522        339,459        11,965
                            _________      _________   __________ _________  _________      _________     _________
Net realized and unrealized
 gain on investments            6,681        455,152    4,027,487   544,277    459,503        341,267        28,695
                            _________      _________   __________ _________  _________      _________     _________
Net increase in
net assets resulting
from operations                 7,015        433,813    4,242,070   624,509    695,517        629,659       136,086
</TABLE>
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

STATEMENT OF CHANGES IN NET ASSETS

for the period from November 30, 1995 (inception) through
December 31, 1995

<CAPTION>

INTERNATIONAL EQUITY PORTFOLIO                              1995
<S>                                                   <C>
Increase in net assets from operations:

 Net investment income                                        334
 Net unrealized appreciation                                6,681
                                                        _________
  Net increase in net assets
  resulting from operations                                 7,015

Increase in net assets from unitholder
 activity                                                 798,343
                                                        _________

   Total increase in net assets                           805,358

Net assets, beginning of period                                 0
                                                        _________

Net assets, end of period                                 805,358


Undistributed net investment income included
  in net assets:

  Beginning of period                                           0

  End of period                                               334
</TABLE>
<PAGE>
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

STATEMENT OF CHANGES IN NET ASSETS

for the years ended December 31, 1995 and 1994

<CAPTION>

GROWTH EQUITY PORTFOLIO                                    1995         1994
<S>                                                   <C>          <C>
Increase (decrease) in net assets from operations:

 Net investment (loss)                                   (21,339)      (18,923)
 Net realized gain                                         75,785      143,213
 Net unrealized appreciation (depreciation)               379,367     (308,736)
                                                        _________     _________
  Net increase (decrease) in net assets
  resulting from operations                               433,813     (184,446)

Increase (decrease) in net assets from unitholder
 activity                                                 388,192     (518,840)
                                                        _________     _________

   Total increase (decrease) in net assets                822,005     (703,286)

Net assets, beginning of year                           2,539,192    3,242,478
                                                       __________    __________

Net assets, end of year                                 3,361,197    2,539,192


Undistributed net investment (loss) included
  in net assets:

  Beginning of year                                      (37,905)      (18,982)

  End of year                                            (59,244)      (37,905)
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

STATEMENT OF CHANGES IN NET ASSETS

for the years ended December 31, 1995 and 1994

<CAPTION>

VALUE EQUITY PORTFOLIO                                    1995         1994
<S>                                                   <C>          <C>
Increase (decrease) in net assets from operations:

 Net investment income                                    214,583      113,776
 Net realized gain                                      1,690,989    1,456,043
 Net unrealized appreciation (depreciation)             2,336,498   (1,767,727)
                                                        _________   ___________
  Net increase (decrease) in net assets
  resulting from operations                             4,242,070     (197,908)

Increase (decrease) in net assets from unitholder
 activity                                               (786,548)    1,505,251
                                                        _________    __________

   Total increase in net assets                         3,455,522    1,307,343

Net assets, beginning of year                          16,824,891   15,517,548
                                                       __________   ___________

Net assets, end of year                                20,280,413   16,824,891


Undistributed net investment income included
  in net assets:

  Beginning of year                                       916,382      802,606

  End of year                                           1,130,965      916,382
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

STATEMENT OF CHANGES IN NET ASSETS

for the years ended December 31, 1995 and 1994

<CAPTION>

BALANCED PORTFOLIO                                         1995         1994
<S>                                                   <C>          <C>
Increase (decrease) in net assets from operations:

 Net investment income                                     80,232       73,263
 Net realized gain                                          6,532       52,796
 Net unrealized appreciation (depreciation)               537,745     (137,308)
                                                        _________     _________
  Net increase (decrease) in net assets
  resulting from operations                               624,509      (11,249)

Increase (decrease) in net assets from unitholder
 activity                                                 378,817     (356,923)
                                                        _________     _________

   Total increase (decrease) in net assets              1,003,326     (368,172)

Net assets, beginning of year                           2,486,166    2,854,338
                                                       __________    __________

Net assets, end of year                                 3,489,492    2,486,166


Undistributed net investment income included
  in net assets:

  Beginning of year                                       376,114      302,851

  End of year                                             456,346      376,114
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

STATEMENT OF CHANGES IN NET ASSETS

for the years ended December 31, 1995 and 1994

<CAPTION>

LONG-INTERMEDIATE FIXED INCOME PORTFOLIO                    1995         1994
<S>                                                   <C>          <C>
Increase (decrease) in net assets from operations:

 Net investment income                                    236,014      232,697
 Net realized gain                                          6,981       55,793
 Net unrealized appreciation (depreciation)               452,522     (495,768)
                                                        _________     _________
  Net increase (decrease) in net assets
  resulting from operations                               695,517     (207,278)

Increase (decrease) in net assets from unitholder
 activity                                                 263,582   (1,185,195)
                                                        _________   ___________

   Total increase (decrease) in net assets                959,099   (1,392,473)

Net assets, beginning of year                           3,763,313    5,155,786
                                                       __________    __________

Net assets, end of year                                 4,722,412    3,763,313


Undistributed net investment income included
  in net assets:

  Beginning of year                                     1,234,748    1,002,051

  End of year                                           1,470,762    1,234,748
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

STATEMENT OF CHANGES IN NET ASSETS

for the years ended December 31, 1995 and 1994

<CAPTION>

SHORT-INTERMEDIATE FIXED INCOME PORTFOLIO                   1995         1994
<S>                                                   <C>          <C>
Increase (decrease) in net assets from operations:

 Net investment income                                    288,392      325,371
 Net realized gain (loss)                                   1,808       (9,633)
 Net unrealized appreciation (depreciation)               339,459     (505,502)
                                                        _________     _________
  Net increase (decrease) in net assets
  resulting from operations                               629,659     (189,764)

Decrease in net assets from unitholder
 activity                                               (738,676)   (1,203,991)
                                                        _________   ___________

   Total decrease in net assets                         (109,017)   (1,393,755)

Net assets, beginning of year                           6,181,533    7,575,288
                                                       __________    __________

Net assets, end of year                                 6,072,516    6,181,533


Undistributed net investment income included
  in net assets:

  Beginning of year                                     1,245,130      919,759

  End of year                                           1,533,522    1,245,130
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

STATEMENT OF CHANGES IN NET ASSETS

for the years ended December 31, 1995 and 1994

<CAPTION>

MONEY MARKET PORTFOLIO                                      1995         1994
<S>                                                   <C>          <C>
Increase (decrease) in net assets from operations:

 Net investment income                                    107,391       91,263
 Net realized gain (loss)                                  16,730      (12,117)
 Net unrealized appreciation                               11,965        1,106
                                                        _________     _________
  Net increase in net assets
  resulting from operations                               136,086       80,252

Increase (decrease) in net assets from unitholder
 activity                                               (285,965)      515,219
                                                        _________     _________

   Total increase (decrease) in net assets              (149,879)      595,471

Net assets, beginning of year                           2,715,644    2,120,173
                                                       __________    __________

Net assets, end of year                                 2,565,765    2,715,644


Undistributed net investment income included
  in net assets:

  Beginning of year                                     1,166,689    1,075,426

  End of year                                           1,274,080    1,166,689
</TABLE>
PAGE
<PAGE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS


1.  Organization:

The Alameda-Contra Costa Medical Association Collective
Investment Trust for Retirement Plans (the Trust) is a collective
investment trust which was established under the laws of the
State of California by the Alameda-Contra Costa Medical
Association (the Associaton) to be managed by a supervisory
comittee with Wells Fargo Bank, National Assocations (Wells
Fargo), acting as the custodial trustee (the Custodial Trustee)
under a Declaration of Trust dated February 9, 1990.  The
Association is also administrator of the Trust pursuant to an
Administrative Services agreement between the Trust and the
Association.  The Trust is registered with the Securities and
Exchange Commission as an open-end diversified management
investment company.  Units of beneficial interest in the
Portfolios (the Units) are sold without a sales charge and are
available only to Retirement Plans.

The Trust offers seven investment portfolios, each with a
different investment objective, for the investment of funds held
in retirement plans.  The Prospectus for the Trust includes
certain investment restrictions that cannot be changed for any
portfolios without the approval of a majority of the outstanding
units of that portfolio.  These restrictions, amond other
matters, limit the purchase of certain securities of a particular
issuer to no more than 5% of the value of the total assets of
that portfolio.  For purposes of this restriction, cash
equivalents (including commercial paper) with maturities of 90
days or less, are considered exempt.


2.  Summary of Significant Accounting Policies:

Security Valuation:

Investments for which market quotations are readily available are
stated at market value, which is determined using the last
reported closing price.  Securities traded over-the-counter are
stated at the last reported bid price or last current sales
price, as applicable.  United States government and agency
obligations are valued at bid quotations from the Federal Reserve
Bank for identical or similar obligations.  Short-term money
market instruments are calculated at bid quotations or by
reference to bid quotations for similar instruments of issuers
with similar credit ratings.  Debt securities with remaining
maturities of 60 days or less are stated at amortized cost which
approximates market value.
PAGE
<PAGE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

2.  Summary of Significant Accounting Policies:

Security Transactions and Related Investment Income:

Security transactions are accounted for on the trade date (date
the order to buy or sell is executed) and dividend income is
recorded on the ex-dividend date.  Interest income is recorded on
the accrual basis.  The cost of securities sold is computed on an
average cost basis.

Distributions:

The Trust does not declare any pay dividends on its investment
income.  Income earned on assets in the portfolio is included in
the total value of assets of that portfolio as are realized gains
or losses from security transactions and unrealized appreciation
or depreciation on securities held.

Fund Valuation:

The value of participating units, upon admission to or withdrawal
from the Trust, is based upon the net asset value as of the
current month end date.  There are no transaction fees charged.

Taxation:

As a group trust organized for the collective investment of the
assets of Retirement Plans, the Trust is exempt from income tax
pursuant to Revenue Ruling 81-100 of the Internal Revenue
Service.


3.  Covered Call Options:

The Balanced Portfolio writes covered call options in which
premiums received are recorded as a liability which is marked to
market to reflect the current value of the options written.  A
covered call option gives the holder the right to purchase the
underlying security which the Balanced Portfolio owns at any time
during the option period at a predetermined exercise price.  The
risk in writing a covered call option is that the Balanced
Portfolio gives up the opportunity to participate in any increase
in the price of the underlying security beyond the exercise
price.  Proceeds from covered call options exercised are
increased by the amount of premiums received.
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued
<CAPTION>
3.  Covered Call Options, continued             Number    Cost

<S>                                             <C>       <C>
Balance at beginning of the year                 2,000     3,697

Options exercised during the year:

Inter Bus Mach Call at 75, 01-21-95             (1,000)   (2,657)

Options expired during the year:

Sun Micro System Inc Call at 35, 01-21-95       (1,000)   (1,040)
                                                _______   _______

Balance at end of year                               0         0
</TABLE>

4.  Investment Management and Administration:

Under the terms of the Declaration of Trust, the custodial
trustee will maintain possession of the assets of the portfolios
and perform certain other services.  The custodial trustee will
be paid a quarterly fee for these services as specified in the
Declaration of Trust.

The Association will provide certain administrative and
accounting services to the Trust in accordance with the terms of
the Administrative Services Agreement.  As compensation for its
services, the Association is paid a quarterly fee at the annual
rate of 45/100 of 1% of the aggregate fair market value of the
assets of the combined portfolios determined as of the last
business day of each calendar quarter, plus an additional $1,000
per month.

Portfolio management services will be provided by various
investment managers who will receive management fees according to
the terms of the related Investment Management Agreements.

5.  Brokerage Commissions Paid to Affiliated Brokers:

During the year ended December 31, 1995, the International Value
Equity, Growth Equity, Value Equity and Balanced Portfolios paid
$0, $1,051, $4,360 and $0 respectively, to Kidder Peabody for
commissions, and paid $132, $9,194, $173,538 and $2,679,
respectively to Paine Webber for commissions.  A broker for Paine
Webber, formerly Kidder Peabody, is a consultant for the Trust.
<PAGE>
<TABLE>

NOTES TO FINANCIAL STATEMENTS, continued

6.  Purchases and Sales of Investment Securities:

The aggregate cost of purchases and proceeds form sales of investments (excluding short-term and U.S. government
securities for the year ended December 31, 1995, were as follows:

NOTE: International Value Equity inception date is November 30, 1995

<CAPTION>
                                                                              Long-         Short-
                         International  Growth     Value                  Intermediate   Intermediate   Money
                            Equity      Equity     Equity      Balanced   Fixed Income   Fixed Income   Market
<S>                          <C>        <C>        <C>         <C>        <C>            <C>            <C>

Purchases                    483,215    1,340,920  19,228,097  448,924          0        149,205        0

Proceeds from sales                0    1,016,361  17,476,780  168,012    214,249        102,802        0
</TABLE>

<TABLE>

The aggregate cost of purchases and proceeds from sales of U.S. government securities for the year ended December 31,
1995 were as follows:

NOTE: International Value Equity inception date is November 30, 1995

<CAPTION>
                                                                              Long-         Short-
                         International  Growth     Value                  Intermediate   Intermediate   Money
                            Equity      Equity     Equity      Balanced   Fixed Income   Fixed Income   Market
<S>                          <C>        <C>        <C>         <C>        <C>            <C>            <C>

Purchases                    0          0          0           200,000    1,011,372        978,656      2,300,125

Proceeds from sales          0          0          0             3,811      210,369      1,479,813      1,752,148
</TABLE>
PAGE
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS
                                                                  
                                                     

NOTES TO FINANCIAL STATEMENTS, continued

7.  Unit Activity:

At December 31, 1995, there was an unlimited number of no par value units authorized for the portfolios of the Trust. 
Transactions in Trust units for the year ended December 31, 1995, are as follows:

NOTE: International Value Equity inception date is November 30,1995.
<CAPTION>
                                                                  
                                                                                                      Long-
                                                                                                      Intermediate
                     International Equity  Growth Equity      Value Equity           Balanced         Fixed Income
                     Units    Amount      Units    Amount   Units    Amount      Units    Amount    Units    Amount
<S>                  <C>      <C>         <C>      <C>       <C>     <C>         <C>      <C>       <C>      <C>
Sales                     0         0       5,510    81,588   6,346     675,829   3,238    140,517   1,604     83,084
Transfers from
 other portfolios    79,824   798,343      42,756   622,375   1,780     181,391   9,653    411,863   11,597    612,389
Redemptions               0         0      (3,212)  (43,693) (4,313)   (430,977)   (761)   (33,752)  (5,718)  (296,865)
Transfers to
 other portfolios         0         0     (18,990) (272,078)(10,912) (1,212,791) (3,225)  (139,811)  (2,484)  (135,026)
                     ______   _______     _______  ________ _______  __________   ______  ________   ______    _______
Net increase
 (decrease)          79,824   798,343      26,064   388,192  (7,099)   (786,548)  8,905    378,817    4,999    263,582
</TABLE>

<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS
NOTES TO FINANCIAL STATEMENTS, continued

7.  Unit Activity:, continued

At December 31, 1995, there was an unlimited number of no par value units authorized for the portfolios of the Trust. 
Transactions in Trust units for the year ended December 31, 1995, are as follows:
<CAPTION>
                           Short-         
                           Intermediate
                           Fixed Income         Money Market
                           Units     Amount     Units     Amount
<S>                        <C>       <C>        <C>       <C>
Sales                        2,546     51,213       9,349   403,811
Transfers from
 other portfolios           10,634    220,234       4,992   215,759
Redemptions                (21,515)  (423,834)     (4,408) (189,176)
Transfers to
 other portfolios          (29,061)  (586,289)    (16,627) (716,359)
                           _______   ________     _______  ________ 

Net increase (decrease)    (37,396)  (738,676)     (6,694) (285,965)
</TABLE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

8.  Unit Activity:

At December 31, 1994, there was an unlimited number of no par value units authorized for the portfolios of the Trust. 
Transactions in Trust units for the year ended December 31, 1994, are as follows:

NOTE: International Value Equity inception date is November 30, 1995
<CAPTION>
                                                                  
                                                                                                      Long-
                                                                                                      Intermediate
                     International Equity  Growth Equity     Value Equity        Balanced             Fixed Income
                     Units   Amount       Units    Amount   Units   Amount     Units   Amount       Units     Amount
<S>                  <C>     <C>          <C>      <C>       <C>    <C>        <C>     <C>          <C>       <C>
Sales                    0       0          4,926    60,881  9,218    875,603     881    32,200        984      48,240
Transfers from
 other portfolios        0       0         28,101   339,079 15,234  1,486,530   2,931   109,980      3,947     190,378
Redemptions              0       0        (14,571) (178,462)(5,297)  (504,459) (6,087) (222,575)    (6,422)   (311,503)
Transfers to
 other portfolios        0       0        (58,242) (740,338)(3,765)  (352,423) (7,695) (276,528)   (22,098) (1,112,310)
                     _____   _____        _______  ________ ______  _________  ______  ________    _______  __________
Net increase
 (decrease)              0       0        (39,786) (518,840)15,390  1,505,251  (9,970) (356,923)   (23,589) (1,185,195)
</TABLE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

8.  Unit Activity:, continued

At December 31, 1994, there was an unlimited number of no par value units authorized for the portfolios of the Trust. 
Transactions in Trust units for the year ended December 31, 1994, are as follows:

<CAPTION>
                           Short-         
                           Intermediate
                           Fixed Income            Money Market
                           Units      Amount       Units    
Amount
<S>                        <C>        <C>          <C>       <C>
Sales                        5,632     106,935      10,311   425,635
Transfers from
 other portfolios            6,884     132,156      45,319 1,855,081
Redemptions                (37,218)   (706,088)    (21,011) (870,886)
Transfers to
 other portfolios          (38,964)   (736,994)    (21,640) (894,611)
                           _______  __________     _______  ________ 

Net increase (decrease)    (63,666) (1,203,991)     12,979   515,219
</TABLE>
<PAGE>
<TABLE>
ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS
NOTES TO FINANCIAL STATEMENTS, continued

9.  Financial Highlights:

Financial highlights for each unit outstanding for the period November 30, 1995 (inception) through December 31, 1995,
is as follows:
<CAPTION>

INTERNATIONAL EQUITY PORTFOLIO           1995
<S>                                      <C>
Net asset value, beginning of period     10.00

Net investment income                        0

Net realized and unrealized gain (loss)    .09
                                         _____

Total from investment operations           .09

Net asset value, end of period           10.09

Total Return                              0.90%


Ratios and Supplemental Data


Net assets at end of period (in000's)      805

Ratio of expenses to average net assets   0.11%

Ratio of net investment income to
 average net assets                       0.04%

Portfolio turnover rate                      0%

Average commission rate per share        0.0600
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

9.  Financial Highlights:

Financial highlights for each unit outstanding for the years ended December 31, 1995, 1994 and 1993, and the period
October 1, 1992 (inception) through December 31, 1992, are as follows:

<CAPTION>

GROWTH EQUITY PORTFOLIO                   1995      1994     1993      1992
<S>                                       <C>       <C>       <C>      <C>

Net asset value, beginning of year        12.12     13.01    11.74     10.00

Net investment gain (loss)                 (.07)     (.11)    (.07)     (.01)

Net realized and unrealized gain (loss)    2.22      (.78)    1.34      1.75
                                          _____     _____    _____     _____

Total from investment operations           2.15      (.89)    1.27      1.74

Net asset value, end of year              14.27     12.12    13.01     11.74

Total Return                              17.74%    (6.84)%  10.82%    69.60% <F1>


Ratios and Supplemental Data


Net assets at end of year (in 000's)      3,361     2,539    3,242     1,660

Ratio of expenses to average net assets    1.67%     1.86%    1.79%      .41%

Ratio of net investment income to
 average net assets                        (.68)%    (.72)%   (.68)%    (.07)%

Portfolio turnover rate                   33.63%    52.49%   38.58%    12.95%

Average commission rate per share         0.1339
<FN>
<F1>
annualized
</FN>
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

9.  Financial Highlights:

Financial highlights for each unit outstanding for the years ended December 31, 1995, 1994, 1993, 1992 and 1991 are as
follows:

<CAPTION>

VALUE EQUITY PORTFOLIO                   1995      1994      1993     1992      1991
<S>                                      <C>       <C>       <C>      <C>       <C>

Net asset value, beginning of year        94.93     95.88    83.11     73.63     60.74

Net investment income                      1.48       .21      .78      1.54      1.64

Net realized and unrealized gain (loss)   22.79     (1.16)   11.99      7.94     11.25
                                          _____    ______    _____     _____     _____

Total from investment operations          24.27      (.95)   12.77      9.48     12.89

Net asset value, end of year             119.20     94.93    95.88     83.11     73.63

Total Return                              25.57%     (.99)%  15.37%    12.88%    21.22%


Ratios and Supplemental Data


Net assets at end of year (in 000's)     20,280    16,825   15,518    12,622    11,761

Ratio of expenses to average net assets    1.82%     1.99%    1.99%     2.01%     2.16%

Ratio of net investment income to
 average net assets                        1.15%      .70%    1.18%     1.75%     2.39%

Portfolio turnover rate                  103.58%   116.01%   65.85%    85.40%    75.67%

Average commission rate per share         0.1486

</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

9.  Financial Highlights:

Financial highlights for each unit outstanding for the years ended December 31, 1995, 1994, 1993, 1992 and 1991 are as
follows:

<CAPTION>

BALANCED PORTFOLIO                       1995      1994      1993     1992      1991
<S>                                      <C>       <C>       <C>      <C>       <C>

Net asset value, beginning of year        37.05     37.04    34.19     32.48     27.43

Net investment income                       .40      1.67     1.55       .65       .76

Net realized and unrealized gain (loss)    8.46     (1.66)    1.30      1.06      4.29
                                          _____    ______    _____     _____     _____

Total from investment operations           8.86       .01     2.85      1.71      5.05

Net asset value, end of year              45.91     37.05    37.04     34.19     32.48

Total Return                              23.91%      .03%    8.34%     5.26%    18.41%


Ratios and Supplemental Data


Net assets at end of year (in 000's)      3,489     2,486    2,854     3,223     2,593

Ratio of expenses to average net assets    1.47%     1.63%    1.63%     1.64%     1.78%

Ratio of net investment income to
 average net assets                        2.68%     3.09%    2.57%     2.59%     3.37%

Portfolio turnover rate                    6.30%     5.18%    4.75%    17.78%    13.61%

Average commission rate per share         0.1872
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

9.  Financial Highlights:

Financial highlights for each unit outstanding for the years ended December 31, 1995, 1994, 1993, 1992 and 1991 are as
follows:

<CAPTION>

LONG-INTERMEDIATE FIXED INCOME PORTFOLIO 1995      1994      1993     1992      1991
<S>                                      <C>       <C>       <C>      <C>       <C>

Net asset value, beginning of year        48.23     50.73    46.46     43.67     38.04

Net investment income                      1.89      5.96     2.94      3.03      2.36

Net realized and unrealized gain (loss)    6.76     (8.46)    1.33      (.24)     3.27
                                          _____    ______    _____     _____     _____

Total from investment operations           8.65     (2.50)    4.27      2.79      5.63

Net asset value, end of year              56.88     48.23    50.73     46.46     43.67

Total Return                              17.93%    (4.93)%   9.19%     6.39%    14.80%


Ratios and Supplemental Data


Net assets at end of year (in 000's)      4,722     3,763    5,156     4,908     4,843

Ratio of expenses to average net assets    1.35%     1.49%    1.49%     1.52%     1.70%

Ratio of net investment income to
 average net assets                        5.53%     5.64%    5.44%     6.11%     6.49%

Portfolio turnover rate                    5.95%        0%   10.68%     9.79%    20.60%

Average commission rate                   14.86%
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

9.  Financial Highlights:

Financial highlights for each unit outstanding for the years ended December 31, 1995, 1994, 1993, 1992 and 1991 are as
follows:

<CAPTION>

SHORT-INTERMEDIATE FIXED INCOME PORTFOLIO 1995      1994     1993      1992      1991
<S>                                       <C>       <C>       <C>      <C>       <C>

Net asset value, beginning of year         18.85     19.35    18.19     17.15     15.37

Net investment income                       1.48      1.45      .78       .01       .85

Net realized and unrealized gain (loss)      .57     (1.95)     .38      1.03       .93
                                           _____    ______    _____     _____     _____

Total from investment operations            2.05      (.50)    1.16      1.04      1.78

Net asset value, end of year               20.90     18.85    19.35     18.19     17.15

Total Return                               10.88%    (2.58)%   6.38%     6.06%    11.58%


Ratios and Supplemental Data


Net assets at end of year (in 000's)       6,073     6,182    7,575     6,747     3,336

Ratio of expenses to average net assets     1.37%     1.51%    1.47%     1.47%     1.68%

Ratio of net investment income to
 average net assets                         4.76%     4.78%    4.75%     5.16%     6.04%

Portfolio turnover rate                    19.21%        0%   25.60%     6.69%    41.22%
</TABLE>
PAGE
<PAGE>
<TABLE>

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

NOTES TO FINANCIAL STATEMENTS, continued

9.  Financial Highlights:

Financial highlights for each unit outstanding for the years ended December 31, 1995, 1994, 1993, 1992 and 1991 are as
follows:

<CAPTION>

MONEY MARKET PORTFOLIO                    1995      1994        1993      1992      1991
<S>                                       <C>       <C>         <C>       <C>       <C>

Net asset value, beginning of year         41.80     40.78      39.94     38.66     36.77

Net investment income                       3.91      1.15  <F1> 9.38      7.29      2.74

Net realized and unrealized gain (loss)    (1.68)    ( .13) <F1>(8.54)    (6.01)     (.85)
                                           _____    ______      _____     _____     _____

Total from investment operations            2.23      1.02        .84      1.28      1.89

Net asset value, end of year               44.03     41.80      40.78     39.94     38.66

Total Return                                5.33%     2.50%      2.10%     3.31%     5.14%


Ratios and Supplemental Data


Net assets at end of year (in 000's)       2,566     2,716      2,120     3,481     7,415

Ratio of expenses to average net assets     1.38%     1.50%      1.59%     1.55%     1.76%

Ratio of net investment income to
 average net assets                         4.11%     2.87%      3.60%     4.33%     5.10%

<FN>
<F1>
Per share amounts have been calculated using the average shares outstanding during the period.
</FN>
</TABLE>
<PAGE>

PART C  OTHER INFORMATION


Item 24.  Financial Statements and Exhibits

     (a)  Financial Statements

          The Financial Statements filed as part of this
          Registration Statement are as follows:

          Report of Independent Auditors dated February 9, 1996;
          Schedules of Investments at December 31, 1995;
          Statements of Assets and Liabilities at December 31,
          1995; Statements of Operations for the year ended
          December 31, 1995; Statements of Changes in Net Assets
          for the years ended December 31, 1994 and December 31,
          1995.

     (b)  Exhibits

          (1)  Declaration of Trust dated February 9, 1990,<F1>
               Amendment to Declaration of Trust dated June 29,
               1992 <F2>
          (2)  Rules and Procedures of the Supervisory
               Committee <F1>
          (3)  Not applicable
          (4)  Not applicable
          (5)  Investment Management Agreement <F1><F2><F3><F4>
          (6)  Not applicable
          (7)  Not applicable
          (8)  Fee Schedule between the Trust and the Custodial
               Trustee <F5>
          (9)  Administrative Services Agreement between the
               Trust and the Association <F1>
               Addendum to Administrative Services Agreement <F6>
         (10)  Opinion and Consent of Hassard Bonnington
         (11)  Consent of Coopers & Lybrand L.L.P., independent
               accountants
         (12)  Not applicable
         (13)  Form of Investment Letter <F1>
         (14)  Model Plan Documents <F6>
         (15)  Not applicable
         (16)  Not applicable

Item 25.  Persons Controlled By or Under Common Control With
          Registrant 

<TABLE>

Item 26.  Number of Holder of Securities
<CAPTION>
                            Number of
Title of Class            Record Holders            Date
<S>                       <C>                   <C>
Units of International
  Value Equity Portfolio         18             December 31, 1995
Units of Value Equity
  Portfolio                     184             December 31, 1995
Units of Growth Equity
  Portfolio                      68             December 31, 1995
Units of Balanced Portfolio      66             December 31, 1995
Units of Long-Intermediate       72             December 31, 1995
  Fixed Income Portfolio
Units of Short-Intermediate      77             December 31, 1995
  Fixed Income Portfolio
Units of Money Market            65             December 31, 1995
  Portfolio

</TABLE>

Item 27.  Indemnification <F7>

Item 28.  Business and Other Connections of Investment
          Adviser <F1><F2> 
   
[FN]
<F1>
Incorporated by reference to same item of Registration Statement
filed December 20, 1989.
<F2>
Incorporated by reference to same item of Post Effective
Amendment No. 3 filed July 2, 1992.
<F3>
Incorporated by reference to same item of Post Effective
Amendment No. 2 filed April 29, 1992.
<F4>
Incorporated by reference to same item of Post Effective
Amendment No. 6 filed March 1, 1995.
<F5>
Incorporated by reference to same item of Post Effective
Amendment No. 1 filed February 23, 1990.
<F6>
Incorporated by reference to Post Effective Amendment
No. 1 filed April 29, 1991.
<F7>
Incorporated by reference to pre-Effective Amendment
No. 3 filed July 16, 1990.

[/FN]
    
<TABLE>

Item 29.  Principal Underwriters

         (a)  The Securities and Exchange Commission may regard
the Alameda-Contra Costa Medical Association as the
Registrant's statutory principal underwriter, because of an
agreement with the Trust by the Association to inform its
existing and potential members and Participants of the
availability of the Units as an investment option for assets of
Retirement Plans and because of its establishment of the Trust. 
The Alameda-Contra Costa Medical Association does not
act as a principal underwriter, depositor or investment advisor
to any other investment companies.  The Trust's assets
are not used to pay the costs of distribution.

         (b)  Information with respect to each Council member and
officer (i.e., each officer with the title of
executive vice-president or higher) of the Alameda-Contra Costa
Medical Association is furnished in the following table:

<CAPTION>
                           Position and              Position and
Name and Principal         Offices with              Offices with
Business Address <F8>      Underwriter               Registrant
<S>                        <C>                       <C>
Lyle N. Yates              President
                           and Council Member

Patricia L. Austin         Vice-President
                           and Council Member

Ernest E. Kundert          Secretary-Treasurer
                           and Council Member

Frank E. Staggers          Immediate Past President
                           and Council Member

Istvan Borocz              Council Member
James Bryant               Council Member
Ronald Cooper              Council Member
Sharon Drager              Council Member
Thomas Forde               Council Member
Michael Gorin              Council Member
John Hadley                Council Member
Roger Iliff                Council Member
William H. Johnson, Jr.    Council Member
Albert Kahane              Council Member
Howard Maccabee            Council Member
Mary Alice Murphy          Council Member
Michael Ranahan            Council Member
Gerald Rogan               Council Member
Stephen Ross               Council Member
Colin Sinclair             Council Member
Donald Townsend            Council Member
Steven Una                 Council Member
Stephen Van Meter          Council Member
John Wheaton               Council Member
Bernard Wolf               Council Member
<FN>
<F8>
All at 6230 Claremont Avenue, Oakland CA 94618
</FN>

</TABLE>
Item 30.  Location of Accounts and Records <F1>

Item 31.  Management Services <F1>
   
Item 32.  Undertakings <F8>
          The Registrant undertakes to furnish each person to
          a prospectus is delivered with a copy of the Registrant's
          latest annual report to shareholders, upon request and
          without charge.

[FN]
<F1>
Incorporated by reference to same item of Registration Statement
filed December 20, 1989.
<F8>
All of 6230 Claremont Avenue, Oakland CA 94618.
[/FN]
    
SIGNATURES
   
Pursuant to the requirements of the Securities Act of 1933 and
the Investment Company Act of 1940, the Registrant has
duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the
City of Oakland, and State of California on the 26th day of
April, 1996.
    
Alameda-Contra Costa Medical Association Collective Investment
Trust for Retirement Plans



By: L. Richard Mello
(Signature)

Its: Treasurer (Principal Financial Officer)


POWER OF ATTORNEY

Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following
persons in the capacities and on the dates indicated.



Robert E. Gwynn, M.D.     Chairman, Chief       April 26, 1996
                          Executive Officer and
                          Member of the
                          Supervisory Committee
                          (Principal Executive
                          Officer)

Klaus R. Dehlinger, M.D.  Member of the         April 26, 1996
                          Supervisory Committee

Bruce M. Fisher, M.D.     Vice Chairman, Member April 26, 1996
                          of the Supervisory 
                          Committee

William R. Forsythe, M.D. Member of the         April 26, 1996
                          Supervisory Committee

Carl Goetsch, M.D.        Member of the         April 26, 1996
                          Supervisory Committee

Albert K. Greenberg, M.D. Member of the         April 26, 1996
                          Supervisory Committee

Robert R. Haumeder, M.D.  Member of the         April 26, 1996
                          Supervisory Committee


Richard Marchick, M.D.    Member of the         April 26, 1996
                          Supervisory Committee

Robert J. Oakes, M.D.     Member of the         April 26, 1996
                          Supervisory Committee

Richard Rihn, M.D.        Member of the         April 26, 1996
                          Supervisory Committee

William N. Guertin        Secretary and         April 26, 1996
                          Member of the
                          Supervisory Committee

L. Richard Mello          Treasurer and Member  April 26, 1996
                          of the Supervisory
                          Committee (Principal
                          Financial Officer)






By:  L. Richard Mello
     (signature)
     Attorney-in-fact




Registration No. 33-32684


SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549


EXHIBITS to FORM N-lA

Registration Statement Under The Securities Act of 1933
Post-Effective Amendment No. 7 and The Investment Company Act of
1940
Amendment No. 10

ALAMEDA-CONTRA COSTA MEDICAL ASSOCIATION COLLECTIVE INVESTMENT
TRUST FOR RETIREMENT PLANS

EXHIBIT INDEX


Exhibit
Number 

(10) Opinion and consent of Hassard Bonnington

(11) Consent of Coopers & Lybrand L.L.P., Independent Accountants


<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 1
   <NAME> VALUE EQUITY
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                       17,812,987
<INVESTMENTS-AT-VALUE>                      20,267,575
<RECEIVABLES>                                   55,575
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              20,323,150
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       42,737
<TOTAL-LIABILITIES>                             42,737
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    10,665,732
<SHARES-COMMON-STOCK>                          170,135
<SHARES-COMMON-PRIOR>                          177,234
<ACCUMULATED-NII-CURRENT>                    1,130,965
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                      6,029,128
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     2,454,588
<NET-ASSETS>                                20,280,413
<DIVIDEND-INCOME>                              446,151
<INTEREST-INCOME>                               95,723
<OTHER-INCOME>                                  12,364
<EXPENSES-NET>                                 339,655
<NET-INVESTMENT-INCOME>                        214,583
<REALIZED-GAINS-CURRENT>                     1,690,989
<APPREC-INCREASE-CURRENT>                    2,336,498
<NET-CHANGE-FROM-OPS>                        4,242,070
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                          8,126
<NUMBER-OF-SHARES-REDEEMED>                     15,225
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                       3,455,522
<ACCUMULATED-NII-PRIOR>                        916,382
<ACCUMULATED-GAINS-PRIOR>                    4,338,139
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                          176,999
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                339,655
<AVERAGE-NET-ASSETS>                        18,615,080
<PER-SHARE-NAV-BEGIN>                            94.93
<PER-SHARE-NII>                                   1.48
<PER-SHARE-GAIN-APPREC>                          22.79
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                             119.20
<EXPENSE-RATIO>                                   1.82
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 2
   <NAME> BALANCED
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                        2,816,346
<INVESTMENTS-AT-VALUE>                       3,470,332
<RECEIVABLES>                                   26,470
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               3,496,802
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        7,310
<TOTAL-LIABILITIES>                              7,310
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     2,162,839
<SHARES-COMMON-STOCK>                           76,005
<SHARES-COMMON-PRIOR>                           67,100
<ACCUMULATED-NII-CURRENT>                      456,346
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        216,321
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                       653,986
<NET-ASSETS>                                 3,489,492
<DIVIDEND-INCOME>                               33,855
<INTEREST-INCOME>                               90,446
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  44,069
<NET-INVESTMENT-INCOME>                         80,232
<REALIZED-GAINS-CURRENT>                         6,532
<APPREC-INCREASE-CURRENT>                      537,745
<NET-CHANGE-FROM-OPS>                          624,509
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         12,891
<NUMBER-OF-SHARES-REDEEMED>                      3,986
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                       1,003,326
<ACCUMULATED-NII-PRIOR>                        376,114
<ACCUMULATED-GAINS-PRIOR>                      209,789
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                           17,929
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                 44,069
<AVERAGE-NET-ASSETS>                         2,995,901
<PER-SHARE-NAV-BEGIN>                            37.05
<PER-SHARE-NII>                                    .40
<PER-SHARE-GAIN-APPREC>                           8.46
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              45.91
<EXPENSE-RATIO>                                   1.47
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 3
   <NAME> LONG INTERMEDIATE FIXED INCOME
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                        4,349,637
<INVESTMENTS-AT-VALUE>                       4,711,393
<RECEIVABLES>                                   64,611
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               4,776,004
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       53,592
<TOTAL-LIABILITIES>                             53,592
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     2,725,926
<SHARES-COMMON-STOCK>                           83,031
<SHARES-COMMON-PRIOR>                           78,032
<ACCUMULATED-NII-CURRENT>                    1,470,762
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        163,968
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                       361,756
<NET-ASSETS>                                 4,722,412
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                              293,593
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  57,579
<NET-INVESTMENT-INCOME>                        236,014
<REALIZED-GAINS-CURRENT>                         6,981
<APPREC-INCREASE-CURRENT>                      452,522
<NET-CHANGE-FROM-OPS>                          695,517
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         13,201
<NUMBER-OF-SHARES-REDEEMED>                      8,202
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                         959,099
<ACCUMULATED-NII-PRIOR>                      1,234,748
<ACCUMULATED-GAINS-PRIOR>                      156,987
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                           20,475
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                 57,579
<AVERAGE-NET-ASSETS>                         4,265,109
<PER-SHARE-NAV-BEGIN>                            48.23
<PER-SHARE-NII>                                   1.89
<PER-SHARE-GAIN-APPREC>                           6.76
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              56.88
<EXPENSE-RATIO>                                   1.35
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 4
   <NAME> SHORT INTERMEDIATE FIXED INCOME
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                        5,922,142
<INVESTMENTS-AT-VALUE>                       5,994,197
<RECEIVABLES>                                  124,142
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               6,118,339
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       45,823
<TOTAL-LIABILITIES>                             45,823
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     4,397,070
<SHARES-COMMON-STOCK>                          290,526
<SHARES-COMMON-PRIOR>                          327,922
<ACCUMULATED-NII-CURRENT>                    1,533,522
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                         69,869
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                        72,055
<NET-ASSETS>                                 6,072,516
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                              371,092
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  82,700
<NET-INVESTMENT-INCOME>                        288,392
<REALIZED-GAINS-CURRENT>                         1,808
<APPREC-INCREASE-CURRENT>                      339,459
<NET-CHANGE-FROM-OPS>                          629,659
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         13,180
<NUMBER-OF-SHARES-REDEEMED>                     50,576
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                       (109,017)
<ACCUMULATED-NII-PRIOR>                      1,245,130
<ACCUMULATED-GAINS-PRIOR>                       68,061
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                           30,205
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                 82,700
<AVERAGE-NET-ASSETS>                         6,052,600
<PER-SHARE-NAV-BEGIN>                            18.85
<PER-SHARE-NII>                                   1.48
<PER-SHARE-GAIN-APPREC>                            .57
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              20.90
<EXPENSE-RATIO>                                   1.37
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 5
   <NAME> MONEY MARKET
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                        2,377,485
<INVESTMENTS-AT-VALUE>                       2,384,947
<RECEIVABLES>                                  187,188
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               2,572,135
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        6,370
<TOTAL-LIABILITIES>                              6,370
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     1,345,533
<SHARES-COMMON-STOCK>                           58,275
<SHARES-COMMON-PRIOR>                           64,969
<ACCUMULATED-NII-CURRENT>                    1,274,080
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                       (61,310)
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         7,462
<NET-ASSETS>                                 2,565,765
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                              143,411
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  36,020
<NET-INVESTMENT-INCOME>                        107,391
<REALIZED-GAINS-CURRENT>                        16,730
<APPREC-INCREASE-CURRENT>                       11,965
<NET-CHANGE-FROM-OPS>                          136,086
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         14,341
<NUMBER-OF-SHARES-REDEEMED>                     21,035
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                       (149,879)
<ACCUMULATED-NII-PRIOR>                      1,166,689
<ACCUMULATED-GAINS-PRIOR>                     (78,040)
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                           13,442
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                 36,020
<AVERAGE-NET-ASSETS>                         2,610,847
<PER-SHARE-NAV-BEGIN>                            41.80
<PER-SHARE-NII>                                   3.91
<PER-SHARE-GAIN-APPREC>                         (1.68)
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              44.03
<EXPENSE-RATIO>                                   1.38
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 6
   <NAME> GROWTH EQUITY
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                        2,856,529
<INVESTMENTS-AT-VALUE>                       3,354,406
<RECEIVABLES>                                   14,081
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                               3,368,487
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                        7,290
<TOTAL-LIABILITIES>                              7,290
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                     2,622,322
<SHARES-COMMON-STOCK>                          235,552
<SHARES-COMMON-PRIOR>                          209,488
<ACCUMULATED-NII-CURRENT>                     (59,244)
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                        300,242
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                       497,877
<NET-ASSETS>                                 3,361,197
<DIVIDEND-INCOME>                               23,662
<INTEREST-INCOME>                                7,606
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                  52,607
<NET-INVESTMENT-INCOME>                       (21,339)
<REALIZED-GAINS-CURRENT>                        75,785
<APPREC-INCREASE-CURRENT>                      379,367
<NET-CHANGE-FROM-OPS>                          433,813
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         48,266
<NUMBER-OF-SHARES-REDEEMED>                     22,202
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                         822,005
<ACCUMULATED-NII-PRIOR>                       (37,905)
<ACCUMULATED-GAINS-PRIOR>                      224,457
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                           25,140
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                 52,607
<AVERAGE-NET-ASSETS>                         3,158,230
<PER-SHARE-NAV-BEGIN>                            12.12
<PER-SHARE-NII>                                  (.07)
<PER-SHARE-GAIN-APPREC>                           2.22
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              14.27
<EXPENSE-RATIO>                                   1.67
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>
   <NUMBER> 7
   <NAME> INTERNATIONAL EQUITY
       
<S>                             <C>
<PERIOD-TYPE>                   1-MO
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             DEC-01-1995
<PERIOD-END>                               DEC-31-1995
<INVESTMENTS-AT-COST>                          982,742
<INVESTMENTS-AT-VALUE>                         989,423
<RECEIVABLES>                                   10,000
<ASSETS-OTHER>                                       0
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                                 999,423
<PAYABLE-FOR-SECURITIES>                       193,217
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                          848
<TOTAL-LIABILITIES>                            194,065
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                       798,343
<SHARES-COMMON-STOCK>                           79,824
<SHARES-COMMON-PRIOR>                                0
<ACCUMULATED-NII-CURRENT>                          334
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                              0
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                         6,681
<NET-ASSETS>                                   805,358
<DIVIDEND-INCOME>                                    0
<INTEREST-INCOME>                                1,182
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                     848
<NET-INVESTMENT-INCOME>                            334
<REALIZED-GAINS-CURRENT>                             0
<APPREC-INCREASE-CURRENT>                        6,681
<NET-CHANGE-FROM-OPS>                            7,015
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                            0
<DISTRIBUTIONS-OF-GAINS>                             0
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                         79,824
<NUMBER-OF-SHARES-REDEEMED>                          0
<SHARES-REINVESTED>                                  0
<NET-CHANGE-IN-ASSETS>                         805,358
<ACCUMULATED-NII-PRIOR>                              0
<ACCUMULATED-GAINS-PRIOR>                            0
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                              236
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                                    848
<AVERAGE-NET-ASSETS>                           797,389
<PER-SHARE-NAV-BEGIN>                            10.00
<PER-SHARE-NII>                                      0
<PER-SHARE-GAIN-APPREC>                            .09
<PER-SHARE-DIVIDEND>                                 0
<PER-SHARE-DISTRIBUTIONS>                            0
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              10.09
<EXPENSE-RATIO>                                    .11
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
        

</TABLE>

Firm:  Hassard Bonnington
       Two Embarcadero Center
       Suite 1800
       San Francisco, CA  94111-3993

April 18, 1996

To:  Alameda-Contra Costa Medical Association Collective
     Investment Trust for Retirement Plans
     6230 Claremont Avenue
     Oakland, CA  94618

Re:  Opinion of Counsel and Consent

Ladies and Gentlemen:

This opinion is being furnished to you as Exhibit 10 to Post
Effective No. 8 of the Registration Statement of the Alameda-
Contra Costa Medical Association Collective Investment Trust for
Retirement Plans, and relates to the proposed offering of an
indefinite number of units of seven separate investment
portfolios of the Registrant.  We are of the opinion that the
units to which Post Effective Amendment No. 8 relates will, when
sold, be legally issued, fully paid and nonassessable.

We further consent to the filing of this opinion as Exhibit 10 to
Post Effective Amendment No. 8 and consent to the reference to
our firm as counsel for the Registrant.

Very truly yours,

Hassard Bonnington

Phillip J. Goldberg
(Signature)

Firm:  Coopers & Lybrand, L.L.P.
       A Professional Services Firm

Consent of Independent Auditors

We consent to the inclusion in Post-Effective Amendment No. 8 to
the Registration Statement on Form N-1A (File No. 33-32864) of
Alameda-Contra Costa Medical Association Collective Investment
Trust for Retirement Plans of our report dated February 9, 1996
on our audit of the financial statements and financial highlights
for the year ended December 31, 1995.

Coopers & Lybrand, L.L.P.
(Signature)

Oakland, California
April 26, 1996


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