RIMCO MONUMENT FUNDS, 485APOS, 1995-10-10

RIMCO MONUMENT FUNDS
485APOS, 1995-10-10

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1933 Act File No. 33-
1940 Act File No. 811-

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X

Pre-Effective Amendment No. .......... X

Post-Effective Amendment No. 8 ..............

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X

Amendment No. 8 ............................. X

RIMCO MONUMENT FUNDS

(Exact Name of Registrant as Specified in Charter)

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

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

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

It is proposed that this filing will become effective:

immediately upon filing pursuant to paragraph (b)
on pursuant to paragraph (b)
--------
X 60 days after filing pursuant to paragraph (a) (i)
on pursuant to paragraph (a) (i).
75 days after filing pursuant to paragraph (a)(ii)
on pursuant to paragraph (a)(ii) of Rule 485.
-----------------

If appropriate, check the following box:

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

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

X filed the Notice required by that Rule on June 15, 1995; or
intends to file the Notice required by that Rule on or about ;
------------
or
during the most recent fiscal year did not sell any securities pursuant to
Rule 24f-2 under the Investment Company Act of 1940, and, pursuant to
Rule 24f-2(b)(2), need not file the Notice.

Copies To:

Matthew G. Maloney, Esquire
Dickstein, Shapiro & Morin, L.L.P.
2101 L Street, N.W.
Washington, D.C. 20037

CROSS-REFERENCE SHEET

This amendment to the Registration Statement of RIMCO MONUMENT FUNDS, which
is comprised of five portfolios known as (1a) RIMCO Monument Prime Money Market
Fund - Class A Shares, 1(b) RIMCO Monument Prime Money Market Fund - Class B
Shares (2) RIMCO Monument U.S. Treasury Money Market Fund, (3) RIMCO Monument
Bond Fund (4) RIMCO Monument Stock Fund, and (5) RIMCO Small Capitalization
Equity Fund, is comprised of the following:

PART A. INFORMATION REQUIRED IN A PROSPECTUS.

Prospectus Heading
(Rule 404(c) Cross Reference)

Item 1. Cover Page............................ (1-5) Cover Page.
Item 2. Synopsis.............................. (1-5) Synopsis; (1-5) Expenses
of the Funds.
Item 3. Condensed Financial Information....... (1a,2-5) Financial Highlights;
(1-5) Performance Information.
Item 4. General Description of Registrant..... (1-5) Objective of Each Fund;
(1) Prime Money Market Fund; (2) U.S.
Treasury Money Market Fund; (3) Bond
Fund; (4) Stock Fund; (5) Small
Capitalization Equity Fund (1-5)
Portfolio Investments and Strategies.
Item 5. Management of the Fund................ (1-5) RIMCO Monument Funds
Information; (1-5) Management of RIMCO
Monument Funds; (1-5) Distribution of
Shares of the Funds; (1b) Distribution
Plan; (1-5) Administration of the
Funds.
Item 6. Capital Stock and Other Securities.... (1-5) Dividends; (1-5) Capital
Gains; (1-5) Shareholder Information;
(1-5) Voting Rights; (1-5)
Massachusetts Partnership Law; (1-5)
Effect of Banking Laws; (1-5) Tax
Information; (1-5) Federal Income Tax.
Item 7. Purchase of Securities Being
Offered............................. (1-5) Net Asset Value; (1-5)
Investing in the Funds; (1-5) Share
Purchases; (1a,2-5) Through Authorized
Broker Dealers, (1b) Through the Cash
Sweep Program; (1-5) Through Riggs
National Bank; (1-5) Minimum Investment
Required; (1-5) What Share Cost; (3-5)
Purchases at Net Asset Value; (3-5)
Purchases with Proceeds from
Redemptions of Unaffiliated Mutual
Funds; (3-5) Dealer Concession; (1-5)
Other Payments to Financial
Institutions; (3-5) Reducing the Sales
Charge; (3-5) Quantity Discounts and
Accumulated Purchases; (3-5) Letter of
Intent; (1-5) Reinvestment Privilege;
(3-5) Concurrent Purchases; (1-5)
Certificates and Confirmations;
(1a,2-5) Systematic Investment Program;
(1a,2-5) Retirement Plans; (1a,2-5)
Exchanges.
Item 8. Redemption or Repurchase.............. (1-5) Redeeming Shares; (1b)
Cash Sweep Progrms; (1-5) By
Telephone; (1-5) By Mail; (1a,2-5)
Systematic Withdrawal Program; (1-5)
Accounts with Low Balances.
Item 9. Pending Legal Proceedings............. (1-5) None.

PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.

Item 10. Cover Page............................ (1-5) Cover Page.
Item 11. Table of Contents..................... (1-5) Table of Contents.
Item 12. General Information and History....... (1-5) General Information About
the Trust.
Item 13. Investment Objectives and Policies.... (1-5) Investment Objective and
Policies of the Funds.
Item 14. Management of the Fund................ (1-5) RIMCO Monument Funds
Management.
Item 15. Control Persons and Principal
Holders of Securities............... (1-5) Not applicable.
Item 16. Investment Advisory and Other
Services............................ (1-5) Investment Advisory
Services; (1-5) Administrative
Services; (1b) Distribution Plan;
(1-5) Custodian.
Item 17. Brokerage Allocation.................. (1-5) Brokerage Transactions.
Item 18. Capital Stock and Other Securities.... (1-5) Not applicable.
Item 19. Purchase, Redemption and Pricing
of Securities Being Offered......... (1-5) Purchasing Shares; (1-5)
Determining Net Asset Value; (1-5)
Redeeming Shares.
Item 20. Tax Status............................ (1-5) Tax Status.
Item 21. Underwriters.......................... (1-5) Not applicable.
Item 22. Calculation of Performance Data....... (3,4,5) Total Return; (1-5)
Yield; (1,2) Effective Yield; (1-5)
Performance Comparisons.
Item 23. Financial Statements.................. (1-5) incorporated into Part B
by reference to Registrant's Annual
Report dated April 30, 1995.

- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
RIMCO MONUMENT FUNDS
COMBINED PROSPECTUS

RIMCO Monument Funds (the "Trust"), an open-end management investment company (a
mutual fund), offers investors interests in the following five separate
investment portfolios (the "Funds"), each having a distinct investment objective
and policies:

- RIMCO Monument U.S. Treasury Money Market Fund;
- RIMCO Monument Prime Money Market Fund;

Class A Shares
Class B Shares

- RIMCO Monument Bond Fund;
- RIMCO Monument Stock Fund; and
- RIMCO Monument Small Capitalization Equity Fund.

The investment adviser to the Funds is Riggs Investment Management Corp.
(RIMCO), a subsidiary of The Riggs National Bank of Washington, D.C. Federated
Securities Corp. is the distributor. This combined prospectus contains the
information you should read and know before you invest in any of the Funds in
the Trust. Keep this prospectus for future reference.

Additional information about the Trust is contained in the Trust's combined
Statement of Additional Information dated , 1995 which has also been
filed with the Securities and Exchange Commission. The information contained in
the combined Statement of Additional Information is incorporated by reference
into this prospectus. You may request a copy of the Statement of Additional
Information free of charge, obtain other information, or make inquiries about
any of the Funds by writing to the Trust or calling 1-800-934-3883.

THE SHARES OFFERED BY THIS PROSPECTUS ARE NOT FDIC INSURED AND ARE NOT DEPOSITS
OR OBLIGATIONS OF OR GUARANTEED BY THE RIGGS NATIONAL BANKS. INVESTMENT IN THESE
SHARES INVOLVES INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF THE PRINCIPAL
AMOUNT INVESTED.

THE PRIME MONEY MARKET FUND AND U.S. TREASURY MONEY MARKET FUND ATTEMPT TO
MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER SHARE, BUT THERE IS NO ASSURANCE
THAT THESE FUNDS WILL BE ABLE TO DO SO.

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.

Prospectus dated , 1995

TABLE OF CONTENTS
- --------------------------------------------------------------------------------

SYNOPSIS 1
- ------------------------------------------------------

EXPENSES OF THE FUNDS 3
- ------------------------------------------------------

FINANCIAL HIGHLIGHTS 6
- ------------------------------------------------------

OBJECTIVE OF EACH FUND 11
- ------------------------------------------------------

U.S. Treasury Money Market Fund 11
Prime Money Market Fund 11
Bond Fund 14
Stock Fund 16
Small Capitalization Fund 18
PORTFOLIO INVESTMENTS AND STRATEGIES 19
- ------------------------------------------------------

Borrowing Money 19
Diversification 19
Restricted and Illiquid Securities 19
Investing in New Issuers 20
Repurchase Agreements 20
When-Issued and Delayed
Delivery Transactions 20
Lending of Portfolio Securities 21
Convertible Securities 21
U.S. Government Securities 21
Equity Investment Considerations
and Risk Factors 22
Put and Call Options 22
Futures and Options on Futures 22
Investing in Securities of Other
Investment Companies 23
Demand Master Notes 24
Foreign Investments 24
Temporary Investments 24

RIMCO MONUMENT FUNDS INFORMATION 24

- ------------------------------------------------------

Management of RIMCO Monument Funds 24

Distribution of Shares of the Funds 26
Administration of the Funds 27

EXPENSES OF THE FUNDS 28
- ------------------------------------------------------

NET ASSET VALUE 28
- ------------------------------------------------------

INVESTING IN THE FUNDS 29
- ------------------------------------------------------

Share Purchases 29
Minimum Investment Required 30
What Shares Cost 30
Systematic Investment Program 34
Retirement Plans 34
Certificates and Confirmations 34
Dividends 35
Capital Gains 35

EXCHANGES 35
- ------------------------------------------------------

REDEEMING SHARES 36
- ------------------------------------------------------

Systematic Withdrawal Program 37
Accounts with Low Balances 38

SHAREHOLDER INFORMATION 38
- ------------------------------------------------------

Voting Rights 38
Massachusetts Partnership Law
38

EFFECT OF BANKING LAWS 39
- ------------------------------------------------------

TAX INFORMATION 39
- ------------------------------------------------------

Federal Income Tax 39

PERFORMANCE INFORMATION 40
- ------------------------------------------------------

ADDRESSES 41

- ------------------------------------------------------

SYNOPSIS
- --------------------------------------------------------------------------------

The Trust, an open-end management investment company, was established as a
Massachusetts business trust under a Declaration of Trust dated April 1, 1991.
The Declaration of Trust permits the Trust to offer separate series of shares of
beneficial interest representing interests in separate portfolios of securities.
The shares of any one portfolio may be offered in separate classes. The Funds
are designed for customers of financial institutions such as banks, fiduciaries,
custodians of public funds and investment advisers.

As of the date of this prospectus, the Trust is comprised of the following five
Funds:

- RIMCO Monument U.S. Treasury Money Market Fund ("U.S. Treasury Money
Market Fund")--seeks to provide current income consistent with stability
of principal and liquidity by investing in U.S. Treasury obligations.

- RIMCO Monument Prime Money Market Fund ("Prime Money Market Fund" and
together with the U.S. Treasury Money Market Fund, the "Money Market
Funds")--seeks to provide current income consistent with stability of
principal and liquidity by investing exclusively in a portfolio of money
market instruments maturing in 13 months or less.

- RIMCO Monument Bond Fund ("Bond Fund")--seeks to achieve current income
by investing in a diversified portfolio of investment grade securities and
will attempt to maintain an average weighted portfolio maturity of between
five and ten years.

- RIMCO Monument Stock Fund ("Stock Fund")--seeks to provide growth of
capital and income primarily through equity investments such as common
stocks and securities convertible into common stocks.

- RIMCO Monument Small Capitalization Equity Fund ("Small Capitalization
Fund")--seeks to provide long-term capital appreciation through equity
securities of companies that have a market value capitalization of up to
$1 billion.

For information on how to purchase shares of any of the Funds please refer to
"Investing in the Funds." In most cases, a minimum initial investment of $2,500
is required for each Fund. In most cases, subsequent investments must be in
amounts of at least $100. See "Minimum Investment Required." Shares of the Prime
Money Market Fund are issued in two classes: Class A Shares and Class B Shares.
Class B Shares are only available in connection with a Cash Sweep Program
offered by Riggs National Bank, and are subject to a Rule 12b-1 distribution fee
at an annual rate of 0.50% of the average daily net asset value of the Fund's
Class B Shares. Class A and Class B Shares of the Prime Money Market Fund and
shares of U.S. Treasury Money Market Fund are sold at net asset value without a
sales charge. Shares of the Bond Fund are sold at net asset value plus a maximum
sales charge of 4.75%, and the shares of the Stock and Small Capitalization
Funds
are sold at net asset value plus a maximum sales charge of 5.75%, which may be
reduced as discussed under "What Shares Cost." Shares of each Fund are redeemed
at net asset value. Information on redeeming shares may be found under
"Redeeming
Shares." The Funds are advised by Riggs Investment Management Corp.

RISK FACTORS. Investors should be aware of the following general considerations.
The market value of fixed-income securities, which constitute a major part of
the investments of several Funds, may vary

inversely in response to changes in prevailing interest rates. The market value
of the equity securities in which some of the Funds invest will also fluctuate,
and the possibility exists that the value of common stocks could decline over
short or even extended periods of time. The section entitled "Equity Investment
Considerations and Risk Factors" also discloses the potential risks related to
small capitalization stocks. The foreign securities in which several Funds may
invest may be subject to certain risks in addition to those inherent in U.S.
investments. One or more Funds may make certain investments and employ certain
investment techniques that involve other risks, including entering into
repurchase agreements, lending portfolio securities and entering into futures
contracts and related options as hedges. These risks and those associated with
investing in mortgage-backed securities, when-issued securities, options and
variable rate securities are described under "Objective of Each Fund" and
"Portfolio Investments and Strategies."

EXPENSES OF THE FUNDS--MONEY MARKET FUNDS

- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
SHAREHOLDER TRANSACTION EXPENSES
Maximum Sales Load Imposed on Purchases (as a percentage of offering price)............................... None
Maximum Sales Load Imposed on Reinvested Dividends (as a percentage of offering price).................... None
Contingent Deferred Sales Charge (as a percentage of original purchase price or
redemption proceeds, as applicable)..................................................................... None
Redemption Fees (as a percentage of amount redeemed, if applicable)....................................... None
Exchange Fee.............................................................................................. None

ANNUAL FUND OPERATING EXPENSES
(As a percentage of average net assets)*
</TABLE>

<TABLE>
<CAPTION>
PRIME MONEY MARKET FUND
U.S. TREASURY ----------------------------
MONEY MARKET FUND CLASS A CLASS B
----------------- ------------ ------------
<S> <C> <C> <C>
Management Fee (after waiver)............................. 0.30%(1) 0.31%(2) 0.31%(2)
12b-1 Fee................................................. None None 0.50%
Total Other Expenses...................................... 0.30% 0.22% 0.22%
Total Fund Operating Expenses......................... 0.60%(3) 0.53%(3,4) 1.03%(4)
</TABLE>

* Total Fund Operating Expenses for the Class A Shares and Class B Shares of
Prime Money Market Fund are estimated based on average expenses expected to be
incurred during the period ending April 30, 1996. During the course of this
period, expenses may be more or less than the average amounts shown.

(1) The management fee of the U.S. Treasury Money Market Fund has been reduced
to reflect the voluntary waiver by the investment adviser. The adviser can
terminate this voluntary waiver of expenses at any time at its sole discretion.
The maximum management fee is 0.50%.

(2) The management fee of the Prime Money Market Fund has been reduced to
reflect the anticipated voluntary waiver by the investment adviser. The adviser
can terminate this voluntary waiver of expenses at any time at its sole
discretion. The maximum management fee is 0.50%.

(3) The Annual Fund Operating Expenses for the fiscal year ended April 30, 1995
were 0.60% for the U.S. Treasury Money Market Fund, and 0.44% for the Class A
Shares of Prime Money Market Fund. Absent the voluntary waiver of the management
fees as described in footnotes number one and two above, the Annual Fund
Operating Expenses were 0.80% for the U.S. Treasury Money Market Fund, and 0.68%
for the Class A Shares of Prime Money Market Fund.

(4) Absent the anticipated voluntary waiver of the management fee as described
in footnote number two above, the Annual Fund Operating Expenses are estimated
to be 0.72% for the Class A Shares of Prime Money Market Fund, and 1.22% for the
Class B Shares of Prime Money Market Fund.

THE PURPOSE OF THIS TABLE IS TO ASSIST THE INVESTOR IN UNDERSTANDING THE
VARIOUS COSTS AND EXPENSES THAT A SHAREHOLDER IN THE FUNDS WILL BEAR, EITHER
DIRECTLY OR INDIRECTLY. FOR MORE COMPLETE DESCRIPTIONS OF THE VARIOUS COSTS AND
EXPENSES, SEE "RIMCO MONUMENT FUNDS INFORMATION." Wire-transferred redemptions
of less than $5,000 or in excess of one per month may be subject to additional
fees.
<TABLE>
<CAPTION>
U.S.
TREASURY PRIME MONEY MARKET FUND
MONEY MARKET ----------------------------
EXAMPLE FUND CLASS A CLASS B
- --------------------------------------------------------------- ------------ ------------ ------------
<S> <C> <C> <C>
You would pay the following expenses on a $1,000 investment
assuming (1) 5% annual return; and (2) redemption at the end of
each time period.
1 Year...................................................... $ 6 $ 5 $ 11
3 Years..................................................... $ 19 $ 17 $ 23
5 Years..................................................... $ 33 $ 30 $N/A
10 Years..................................................... $ 75 $ 66 $N/A
</TABLE>

THE ABOVE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. THIS
EXAMPLE, FOR THE CLASS A AND CLASS B SHARES OF PRIME MONEY MARKET FUND, IS BASED
ON ESTIMATED DATA FOR THE FISCAL YEAR ENDING APRIL 30, 1996.

EXPENSES OF THE FUNDS--BOND FUND AND STOCK FUND
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
SHAREHOLDER TRANSACTION EXPENSES BOND FUND STOCK FUND
--------- ----------
<S> <C> <C>
Maximum Sales Load Imposed on Purchases (as a percentage of
offering price)................................................. 4.75% 5.75%
Maximum Sales Load Imposed on Reinvested Dividends (as a
percentage of offering price)................................... None None
Contingent Deferred Sales Charge (as a percentage of original
purchase price or
redemption proceeds, as applicable)............................. None None
Redemption Fees (as a percentage of amount redeemed, if
applicable)..................................................... None None
Exchange Fee...................................................... None None

ANNUAL FUND OPERATING EXPENSES
(As a percentage of average net assets)
</TABLE>

<TABLE>
<CAPTION>
BOND FUND STOCK FUND
--------- ----------
<S> <C> <C>
Management Fee (after waiver)(1).................................. 0.35% 0.61%
12b-1 Fee......................................................... None... None
Total Other Expenses.............................................. 0.45% 0.37%
Total Fund Operating Expenses(2)............................. 0.80% 0.98%
</TABLE>

(1) The management fee of each Fund has been reduced to reflect the voluntary
waiver by the investment adviser. The adviser can terminate this voluntary
waiver of expenses at any time at its sole discretion. With respect to each Fund
the maximum management fee is 0.75%.

(2) The Annual Fund Operating Expenses for the fiscal year ended April 30, 1995
were 0.80% for the Bond Fund, and 0.98% for the Stock Fund. Absent voluntary
waiver of the management fees as described in note one above, the Annual Fund
Operating Expenses were 1.20% for the Bond Fund, and 1.12% for the Stock Fund.

THE PURPOSE OF THIS TABLE IS TO ASSIST THE INVESTOR IN UNDERSTANDING THE
VARIOUS COSTS AND EXPENSES THAT A SHAREHOLDER IN THE FUNDS WILL BEAR, EITHER
DIRECTLY OR INDIRECTLY. FOR MORE COMPLETE DESCRIPTIONS OF THE VARIOUS COSTS AND
EXPENSES, SEE "RIMCO MONUMENT FUNDS INFORMATION." Wire-transferred redemptions
of less than $5,000 or in excess of one per month may be subject to additional
fees.
<TABLE>
<CAPTION>
EXAMPLE BOND FUND STOCK FUND
- ------------------------------------------------------------------ --------- ----------
<S> <C> <C>
You would pay the following expenses on a $1,000 investment
assuming (1) 5% annual return; (2) redemption at the end of each
time period; and (3) payment of the maximum sales load
referenced above. As noted in the table above, the Funds charge no
contingent deferred sales charge.
1 Year......................................................... $ 55 $ 67
3 Years........................................................ $ 72 $ 87
5 Years........................................................ $ 90 $109
10 Years........................................................ $ 142 $171
</TABLE>

THE ABOVE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

EXPENSES OF THE FUNDS--SMALL CAPITALIZATION FUND
- --------------------------------------------------------------------------------

<TABLE>
<S> <C>
SHAREHOLDER TRANSACTION EXPENSES
Maximum Sales Load Imposed on Purchases (as a percentage of offering price)......... 5.75%
Maximum Sales Load Imposed on Reinvested Dividends (as a percentage of offering
price)............................................................................ None
Contingent Deferred Sales Charge (as a percentage of original purchase price or
redemption proceeds, as applicable)............................................... None
Redemption Fees (as a percentage of amount redeemed, if applicable)................. None
Exchange Fee........................................................................ None

ANNUAL FUND OPERATING EXPENSES*
(As a percentage of projected average net assets)
</TABLE>

<TABLE>
<S> <C>
Management Fee (after waiver)(1).................................................... 0.00%
12b-1 Fee........................................................................... None
Total Other Expenses................................................................ 1.06%
Total Fund Operating Expenses(2),(3)........................................... 1.06%
</TABLE>

(1) The estimated management fee has been reduced to reflect the anticipated
voluntary waiver by the investment adviser. The adviser can terminate this
voluntary waiver of expenses at any time at its sole discretion. The maximum
management fee is 0.80%.

(2) The Total Fund Operating Expenses are estimated to be 1.86% absent the
anticipated voluntary waiver of the management fee, as described in note one
above.

(3) For the period from February 27, 1995 to April 30, 1995, the total Fund
Operating Expenses were 1.66%.

* Total Fund Operating Expenses are estimated based on average expenses expected
to be incurred during the period ending April 30, 1996. During the course of
this period, expenses may be more or less than the average amount shown above.

<TABLE>
<CAPTION>
EXAMPLE 1 year 3 years
- --------------------------------------------------------------------------- ------ -------
<S> <C> <C>
You would pay the following expenses on a $1,000 investment assuming (1) 5%
annual return; (2) redemption at the end of each time period; and (3)
payment of the maximum sales load of 5.75%. As noted in the table above,
the Funds charge no contingent deferred sales charge....................... $68 $89
</TABLE>

THE ABOVE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR
FUTURE EXPENSES. ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

RIMCO MONUMENT U.S. TREASURY MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

The following table has been audited by Ernst & Young LLP, the Trust's
independent auditors. Their report dated June 9, 1995, on the Trust's financial
statements for the year ended April 30, 1995, is included in the combined Annual
Report, which is incorporated herein by reference. This table should be read in
conjunction with the Fund's financial statements and notes thereto, which may be
obtained free of charge from the Trust.
<TABLE>
<CAPTION>
YEAR ENDED APRIL 30,
----------------------------------------
1995 1994 1993 1992(A)
------ ------ ------ -------
<S> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $ 1.00 $ 1.00 $ 1.00 $ 1.00
- ------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- ------------------------------------------------
Net investment income 0.04 0.03 0.03 0.02
- ------------------------------------------------ ------ ------ ------ -------
LESS DISTRIBUTIONS
- ------------------------------------------------
Distributions from net investment income (0.04) (0.03) (0.03) (0.02 )
- ------------------------------------------------ ------ ------ ------ -------
NET ASSET VALUE, END OF PERIOD $ 1.00 $ 1.00 $ 1.00 $ 1.00
- ------------------------------------------------ ------ ------ ------ -------
TOTAL RETURN(B) 4.39% 2.64% 2.92% 2.37 %
- ------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
- ------------------------------------------------
Expenses 0.60% 0.56% 0.52% 0.41 %(c)
- ------------------------------------------------
Net investment income 4.33% 2.61% 2.86% 4.08 %(c)
- ------------------------------------------------
Expense waiver/reimbursement(d) 0.20% 0.16% 0.29% 0.42 %(c)
- ------------------------------------------------
SUPPLEMENTAL DATA
- ------------------------------------------------
Net assets, end of period (000 omitted) $81,089 $106,948 $86,875 $51,039
- ------------------------------------------------
</TABLE>

(a) Reflects operations for the period from October 8, 1991 (date of initial
public investment) to April 30, 1992.

(b) Based on net asset value, which does not reflect the sales load or
contingent deferred sales charge, if applicable.

(d) This voluntary expense decrease is reflected in both the expense and net
investment income ratios shown above.

RIMCO MONUMENT PRIME MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

(FOR A CLASS A SHARE+ OUTSTANDING THROUGHOUT EACH PERIOD)

The following table has been audited by Ernst & Young LLP, the Trust's
independent auditors. Their report dated June 9, 1995, on the Trust's financial
statements for the year ended April 30, 1995, is included in the combined Annual
Report, which is incorporated herein by reference. This table should be read in
conjunction with the Fund's financial statements and notes thereto, which may be
obtained free of charge from the Trust.
<TABLE>
<CAPTION>
YEAR ENDED APRIL 30,
------------------------------------------
1995 1994 1993 1992(A)
------ ------ ------ -------
<S> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $ 1.00 $ 1.00 $ 1.00 $ 1.00
- --------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- --------------------------------------------------------
Net investment income 0.047 0.03 0.04 0.03
- --------------------------------------------------------
Net realized loss on investments (0.003) -- -- --
- -------------------------------------------------------- ------ ------ ------ -------
Total from investment operations 0.044 0.03 0.04 0.03
- --------------------------------------------------------
LESS DISTRIBUTIONS
- --------------------------------------------------------
Distributions from net investment income (0.047) (0.03) (0.04) (0.03 )
- --------------------------------------------------------
CAPITAL CONTRIBUTION 0.003 -- -- --
- -------------------------------------------------------- ------ ------ ------ -------
NET ASSET VALUE, END OF PERIOD $ 1.00 $ 1.00 $ 1.00 $ 1.00
- -------------------------------------------------------- ------ ------ ------ -------
TOTAL RETURN(B) 4.84%(c) 3.08% 3.55% 2.90 %
- --------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
- --------------------------------------------------------
Expenses 0.44% 0.43% 0.41% 0.27 %(d)
- --------------------------------------------------------
Net investment income 4.72% 3.02% 3.46% 4.56 %(d)
- --------------------------------------------------------
Expense waiver/reimbursement(e) 0.24% 0.28% 0.31% 0.47 %(d)
- --------------------------------------------------------
SUPPLEMENTAL DATA
- --------------------------------------------------------
Net assets, end of period (000 omitted) $284,059 $334,765 $277,267 $111,329
- --------------------------------------------------------
</TABLE>

+ As of August 23, 1995, the single class of shares previously offered by the
Fund has been redesignated as Class A Shares.

(a) Reflects operations for the period from September 17, 1991 (date of initial
public investment) to April 30, 1992.

(b) Based on net asset value, which does not reflect the sales load or
contingent deferred sales charge, if applicable.

(d) Computed on an annualized basis.

(e) This voluntary expense decrease is reflected in both the expense and net
investment income ratios shown above.

RIMCO MONUMENT BOND FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

The following table has been audited by Ernst & Young LLP, the Trust's
independent auditors. Their report dated June 9, 1995, on the Trust's financial
statements for the year ended April 30, 1995, is included in the combined Annual
Report, which is incorporated herein by reference. This table should be read in
conjunction with the Fund's financial statements and notes thereto, which may be
obtained free of charge from the Trust.
<TABLE>
<CAPTION>
YEAR ENDED APRIL 30,
-----------------------------
1995 1994 1993(A)
------ ------ -------
<S> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $ 9.46 $10.40 $10.00
- --------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- --------------------------------------------------------------------
Net investment income 0.56 0.53 0.60
- --------------------------------------------------------------------
Net realized and unrealized gain (loss) on investments (0.11) (0.38) 0.66
- -------------------------------------------------------------------- ------ ------ -----
Total from investment operations 0.45 0.15 1.26
- --------------------------------------------------------------------
LESS DISTRIBUTIONS
- --------------------------------------------------------------------
Distributions from net investment income (0.56) (0.53) (0.60 )
- --------------------------------------------------------------------
Distributions from net realized gains -- (0.56) (0.26 )
- -------------------------------------------------------------------- ------ ------ -----
Total distributions (0.56) (1.09) (0.86 )
- -------------------------------------------------------------------- ------ ------ -----
NET ASSET VALUE, END OF PERIOD $ 9.35 $ 9.46 $10.40
- -------------------------------------------------------------------- ------ ------ -----
TOTAL RETURN(B) 5.01% 1.10% 12.93 %
- --------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
- --------------------------------------------------------------------
Expenses 0.80% 0.68% 0.50 %(c)
- --------------------------------------------------------------------
Net investment income 6.06% 5.15% 5.95 %(c)
- --------------------------------------------------------------------
Expense waiver/reimbursement(d) 0.40% 0.48% 0.65 %(c)
- --------------------------------------------------------------------
SUPPLEMENTAL DATA
- --------------------------------------------------------------------
Net assets, end of period (000 omitted) $46,820 $47,552 $44,668
- --------------------------------------------------------------------
Portfolio turnover 262% 344% 371 %
- --------------------------------------------------------------------
</TABLE>

(a) Reflects operations for the period from May 11, 1992 (date of initial public
investment) to April 30, 1993.

(b) Based on net asset value, which does not reflect the sales load or
contingent deferred sales charge, if applicable.

(d) This voluntary expense decrease is reflected in both the expense and net
investment income ratios shown above.

Further information about the Fund's performance is contained in the Trust's
Annual Report dated April 30, 1995, which can be obtained free of charge.

RIMCO MONUMENT STOCK FUND

FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

The following table has been audited by Ernst & Young LLP, the Trust's
independent auditors. Their report dated June 9, 1995, on the Trust's financial
statements for the year ended April 30, 1995, is included in the combined Annual
Report, which is incorporated herein by reference. This table should be read in
conjunction with the Fund's financial statements and notes thereto, which may be
obtained free of charge from the Trust.
<TABLE>
<CAPTION>
YEAR ENDED APRIL 30,
-----------------------------
1995 1994 1993(A)
------ ------ -------
<S> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $11.89 $10.46 $10.00
- --------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- --------------------------------------------------------------------
Net investment income 0.20 0.16 0.21
- --------------------------------------------------------------------
Net realized and unrealized gain on investments 1.39 1.44 0.46
- -------------------------------------------------------------------- ------ ------ ------
Total from investment operations 1.59 1.60 0.67
- --------------------------------------------------------------------
LESS DISTRIBUTIONS
- --------------------------------------------------------------------
Distributions from net investment income (0.19) (0.16) (0.21)
- --------------------------------------------------------------------
Distributions from net realized gains (0.60) (0.01) --
- -------------------------------------------------------------------- ------ ------ ------
Total distributions (0.79) (0.17) (0.21)
- -------------------------------------------------------------------- ------ ------ ------
NET ASSET VALUE, END OF PERIOD $12.69 $11.89 $10.46
- -------------------------------------------------------------------- ------ ------ ------
TOTAL RETURN(B) 14.16% 15.28% 6.35%
- --------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
- --------------------------------------------------------------------
Expenses 0.98% 1.00% 0.69%(c)
- --------------------------------------------------------------------
Net investment income 1.66% 1.36% 2.18%(c)
- --------------------------------------------------------------------
Expense waiver/reimbursement(d) 0.14% 0.20% 0.47%(c)
- --------------------------------------------------------------------
SUPPLEMENTAL DATA
- --------------------------------------------------------------------
Net assets, end of period (000 omitted) $66,019 $58,597 $37,539
- --------------------------------------------------------------------
Portfolio turnover 46% 89% 92%
- --------------------------------------------------------------------
</TABLE>

(a) Reflects operations for the period from May 11, 1992 (date of initial public
investment) to April 30, 1993.

(b) Based on net asset value, which does not reflect the sales load or
contingent deferred sales charge, if applicable.

(d) This voluntary expense decrease is reflected in both the expense and net
investment income ratios shown above.

Further information about the Fund's performance is contained in the Trust's
Annual Report dated April 30, 1995, which can be obtained free of charge.

RIMCO MONUMENT SMALL CAPITALIZATION EQUITY FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)

The following table has been audited by Ernst & Young LLP, the Trust's
independent auditors. Their report dated June 9, 1995, on the Trust's financial
statements for the year ended April 30, 1995, is included in the combined Annual
Report, which is incorporated herein by reference. This table should be read in
conjunction with the Fund's financial statements and notes thereto, which may be
obtained free of charge from the Trust.
<TABLE>
<CAPTION>
PERIOD ENDED
APRIL 30, 1995(A)
-----------------
<S> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $ 10.00
- --------------------------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
- --------------------------------------------------------------------------
Net investment income 0.02
- --------------------------------------------------------------------------
Net realized and unrealized gain on investments 0.41
- -------------------------------------------------------------------------- -----------
Total from investment operations 0.43
- -------------------------------------------------------------------------- -----------
NET ASSET VALUE, END OF PERIOD $ 10.43
- -------------------------------------------------------------------------- -----------
TOTAL RETURN(B) 4.30%
- --------------------------------------------------------------------------
RATIOS TO AVERAGE NET ASSETS
- --------------------------------------------------------------------------
Expenses 1.66%(c)
- --------------------------------------------------------------------------
Net investment income 0.98%(c)
- --------------------------------------------------------------------------
Expense waiver/reimbursement(d) 1.54%(c)
- --------------------------------------------------------------------------
SUPPLEMENTAL DATA
- --------------------------------------------------------------------------
Net assets, end of period (000 omitted) $7,609
- --------------------------------------------------------------------------
Portfolio turnover 8%
- --------------------------------------------------------------------------
</TABLE>

(a) Reflects operations for the period from February 27, 1995 (date of initial
public investment) to April 30, 1995.

(b) Based on net asset value, which does not reflect the sales load or
contingent deferred sales charge, if applicable.

(d) This voluntary expense decrease is reflected in both the expense and net
investment income ratios shown above.

Further information about the Fund's performance is contained in the Trust's
Annual Report dated April 30, 1995, which can be obtained free of charge.

OBJECTIVE OF EACH FUND
- --------------------------------------------------------------------------------

The investment objective and policies of each Fund appear below. The investment
objective of a Fund cannot be changed without the approval of holders of a
majority of that Fund's shares. While there is no assurance that a Fund will
achieve its investment objective, it endeavors to do so by following the
investment policies described in this prospectus.

Unless indicated otherwise, the investment policies of a Fund may be changed by
the Trustees without approval of shareholders. Shareholders will be notified
before any material change in these policies becomes effective.

Additional information about investment limitations, strategies that one or more
Funds may employ, and certain investment policies mentioned below appear in the
"Portfolio Investments and Strategies" section of this prospectus and in the
combined Statement of Additional Information.

U.S. TREASURY MONEY MARKET FUND

The investment objective of U.S. Treasury Money Market Fund is to provide
current income consistent with stability of principal and liquidity. The Fund
pursues its investment objective by investing its assets in U.S. Treasury
obligations which are issued by the U.S. government, and are fully guaranteed as
to payment of principal and interest by the United States.

ACCEPTABLE INVESTMENTS. The Fund invests only in U.S. Treasury obligations
maturing in 13 months or less and in repurchase agreements fully collateralized
by U.S. Treasury obligations. See "Repurchase Agreements." The average maturity
of the U.S. Treasury obligations in the Fund's portfolio, computed on a
dollar-weighted basis, will be 90 days or less.

In addition, the Fund may borrow money, lend portfolio securities and engage in
when-issued and delayed delivery transactions. See "Portfolio Investments and
Strategies."

INVESTMENT LIMITATIONS. The Fund's investment limitations are discussed below
under "Borrowing Money" and "Restricted and Illiquid Securities."

PRIME MONEY MARKET FUND

The investment objective of Prime Money Market Fund is to provide current income
consistent with stability of principal and liquidity. The Fund pursues its
investment objective by investing exclusively in a portfolio of money market
instruments maturing in 13 months or less. The average maturity of the money
market instruments in the Fund's portfolio, computed on a dollar-weighted basis,
will be 90 days or less.
ACCEPTABLE INVESTMENTS. The Fund invests in high quality money market
instruments that are either rated in the highest short-term rating category by
nationally recognized statistical rating organizations ("NRSROs") or are of
comparable quality to securities having such ratings. Examples of these
instruments include, but are not limited to:

- domestic issues of corporate or municipal debt obligations, including,
variable rate demand notes;

- commercial paper (including Canadian Commercial Paper and Europaper);

- certificates of deposit, demand and time deposits, savings shares,
bankers' acceptances and other instruments of domestic and foreign banks,
savings and loans and other deposit or thrift institutions ("Bank
Instruments");

- short-term credit facilities;

- obligations issued or guaranteed as to payment of principal and interest
by the U.S. government or one of its agencies or instrumentalities
("Government Securities") (See "Portfolio Investments and Strategies");
and

- other money market instruments.

The Fund invests only in instruments denominated and payable in U.S. dollars.

In addition, the Fund may borrow money, lend portfolio securities, invest in
restricted and illiquid securities, repurchase agreements and variable amount
demand master notes and engage in when-issued and delayed delivery transactions.
See "Portfolio Investments and Strategies."
RATINGS. An NRSRO's highest rating category is determined without regard for
sub-categories and gradations. For example, securities rated A-1 or A-1+ by
Standard & Poor's Ratings Group ("S&P"), Prime-1 by Moody's Investors Service,
Inc. ("Moody's"), or F-1+ or F-1 by Fitch Investors Service, Inc. ("Fitch"), are
all considered rated in the highest short-term rating category. The Fund will
follow applicable regulations in determining whether a security rated by more
than one NRSRO can be treated as being in the highest short-term rating
category; currently, such securities must be rated by two NRSROs in their
highest rating category. See "Regulatory Compliance."

BANK INSTRUMENTS. The Fund only invests in Bank Instruments either issued by an
institution having capital, surplus and undivided profits over $100 million or
insured by the Bank Insurance Fund ("BIF") or the Savings Association Insurance
Fund ("SAIF"). Bank Instruments may include Eurodollar Certificates of Deposit
("ECDs"), Yankee Certificates of Deposit ("Yankee CDs") and Eurodollar Time
Deposits ("ETDs"). The Fund will treat securities credit-enhanced with a bank's
letter of credit as Bank Instruments.

CREDIT ENHANCEMENT. Certain of the Fund's acceptable investments may have been
credit-enhanced by a guaranty, letter of credit or insurance. The Fund will
evaluate the credit quality and ratings of credit-enhanced securities based upon
the financial condition and ratings of the party providing the credit
enhancement (the "Credit Enhancer"), rather than the issuer. However,
credit-enhanced securities will generally not be treated as having been issued
by the Credit Enhancer for diversification purposes. Under certain
circumstances, the Fund would be required to do so under applicable regulations.
The bankruptcy, receivership or default of the Credit Enhancer will adversely
affect the quality and marketability of the underlying security.

MUNICIPAL SECURITIES. Municipal securities are generally issued to finance
public works, such as airports, bridges, highways, housing, hospitals, mass
transportation projects, schools, streets, and water and sewer works. They are
also issued to repay outstanding obligations, to raise funds for general
operating expenses, and to make loans to other public institutions and
facilities.

Municipal securities include private activity bonds issued by or on behalf of
public authorities to provide financing aid to acquire sites or construct and
equip facilities for privately or publicly owned

corporations. The availability of this financing encourages these corporations
to locate within the sponsoring communities and thereby increases local
employment.

The two principal classifications of municipal securities are "general
obligation" and "revenue" bonds. General obligation bonds are secured by the
issuer's pledge of its full faith and credit and taxing power for the payment of
principal and interest. Interest on and principal of revenue bonds, however, are
payable only from the revenue generated by the facility financed by the bond or
other specified sources of revenue. Revenue bonds do not represent a pledge of
credit or create any debt of or charge against the general revenues of a
municipality or public authority. Bonds are typically classified as revenue
bonds.

INVESTMENT RISKS. Yields on municipal securities depend on a variety of
factors, including: the general conditions of the short-term municipal note
market and of the municipal bond market; the size of the particular
offering; the maturity of the obligations; and the rating of the issue. The
ability of the Fund to achieve its investment objective also depends on the
continuing ability of the issuers of municipal securities and participation
interests, or the guarantors of either, to meet their obligations for the
payment of interest and principal when due.

VARIABLE RATE DEMAND NOTES. Variable rate demand notes are long-term corporate
or municipal debt instruments that have variable or floating interest rates and
provide the Fund with the right to tender the security for repurchase at its
stated principal amount plus accrued interest. Such securities typically bear
interest at a rate that is intended to cause the securities to trade at par. The
interest rate may float or be adjusted at regular intervals (ranging from daily
to annually), and is normally based on a published interest rate or interest
rate index. Most variable rate demand notes allow the Fund to demand the
repurchase of the security on not more than seven days prior notice. Other notes
only permit the Fund to tender the security at the time of each interest rate
adjustment or at other fixed intervals. See "Demand Features." The Fund treats
variable rate demand notes as maturing on the later of the date of the next
interest rate adjustment or the date on which the Fund may next tender the
security for repurchase.

SHORT-TERM CREDIT FACILITIES. The Fund may enter into, or acquire
participations in, short-term borrowing arrangements with corporations,
consisting of either a short-term revolving credit facility or a master note
agreement payable upon demand. Under these arrangements, the borrower may
request advances from the Fund and may repay and reborrow funds during the term
of the facility. The Fund treats any commitment to provide such advances as a
standby commitment to purchase the borrower's notes.

DEMAND FEATURES. The Fund may acquire securities that are subject to puts and
standby commitments ("Demand Features") to repurchase the securities at their
principal amount (usually with accrued interest) within a fixed period (usually
seven days) following a demand by the Fund. The Demand Feature may be issued by
the issuer of the underlying securities, a dealer in the securities or by
another third party, and may not be transferred separately from the underlying
security. The Fund uses these arrangements to provide the Fund with liquidity
and not to protect against changes in the market value of the underlying
securities. The bankruptcy, receivership or default by the issuer of the Demand
Feature, or a default on the underlying security or other event that terminates
the Demand Feature before its exercise, will adversely affect the liquidity of
the underlying security. Demand Features that

are exercisable even after a payment default on the underlying security may be
treated as a form of credit enhancement.

REGULATORY COMPLIANCE. The Fund may follow non-fundamental operational policies
that are more restrictive than its fundamental investment limitations, as set
forth in this prospectus and its Statement of Additional Information, in order
to comply with applicable laws and regulations, including the provisions of and
regulations under the Investment Company Act of 1940, as amended. In particular,
the Fund will comply with the various requirements of Rule 2a-7, which regulates
money market mutual funds. For example, with limited exceptions, Rule 2a-7
prohibits the investment of more than 5% of the Fund's total assets in the
securities of any one issuer, although the Fund's investment limitation only
requires such 5% diversification with respect to 75% of its assets. The Fund
will invest more than 5% of its assets in any one issuer only under
circumstances permitted by Rule 2a-7. The Fund will also determine the effective
maturity of its investments, as well as its ability to consider a security as
having received the requisite short-term ratings by NRSROs, according to Rule
2a-7. The Fund may change these operational policies to reflect changes in the
laws and regulations without the approval of its shareholders.

INVESTMENT LIMITATIONS. The Fund's investment limitations are discussed below
under "Borrowing Money," "Diversification," "Restricted and Illiquid
Securities," and "Investing in New Issuers."

BOND FUND

The investment objective of Bond Fund is to achieve current income. The Fund
pursues its investment objective by investing in the bonds and other instruments
described below. Under normal market conditions, the Fund will (1) attempt to
maintain a dollar-weighted average portfolio maturity of between five and ten
years and (2) invest at least 65% of its assets in bonds.

ACCEPTABLE INVESTMENTS. The Fund invests primarily in a professionally managed,
diversified portfolio of investment grade securities which include:

- domestic issues of corporate debt obligations and U.S. dollar denominated
debt obligations of foreign corporations and governments rated Aaa, Aa,
or A by Moody's; AAA, AA, or A by S&P; or AAA, AA, or A by Fitch;

- obligations issued or guaranteed by the U.S. government, its agencies or
instrumentalities (see "Portfolio Investments and Strategies");

- commercial paper which matures in 270 days or less so long as at least
two ratings are high quality ratings by NRSROs. Such ratings would
include: A-1 by S&P, Prime-1 by Moody's, or F-1 by Fitch and, unrated but
deemed to be of comparable quality by the investment adviser, including
Canadian Commercial Paper and Europaper;

- instruments of domestic and foreign banks and savings and loans as
described above under "Prime Money Market Fund--Acceptable Investments"
and "Bank Instruments"; and

- collateralized mortgage obligations.

While the Fund will only purchase corporate debt obligations that, at the time
of purchase, are rated in the top three ratings categories, in the event that
any such security is downgraded to the fourth highest ratings category, the Fund
may continue to hold such a security. Obligations rated in the lowest of the

top four ratings, such as Baa by Moody's or BBB by S&P or Fitch, have
speculative characteristics. Changes in economic conditions or other
circumstances are more likely to lead to weakened capacity to make principal and
interest payments than higher rated bonds. In the event that any such security
is downgraded by a ratings service below the fourth highest rating category, the
Fund will dispose of the security.

In addition, the Fund may borrow money, lend portfolio securities, invest in
restricted and illiquid securities, repurchase agreements, securities of other
investment companies, and variable amount demand master notes and engage in put
and call options, futures and options on futures and when-issued and delayed
delivery transactions. See "Portfolio Investments and Strategies."

COLLATERALIZED MORTGAGE OBLIGATIONS. The Fund may invest in collateralized
mortgage obligations ("CMOs") which are rated A or better by an NRSRO and which
are issued by private entities such as investment banking firms and companies
related to the construction industry. The CMOs in which the Fund may invest may
be: (i) privately issued securities which are collateralized by pools of
mortgages in which each mortgage is guaranteed as to payment of principal and
interest by an agency or instrumentality of the U.S. government; (ii) privately
issued securities which are collateralized by pools of mortgages in which
payment of principal and interest are guaranteed by the issuer and such
guarantee is collateralized by U.S. government securities; and (iii) other
privately issued securities in which the proceeds of the issuance are invested
in mortgage-backed securities and payment of the principal and interest are
supported by the credit of an agency or instrumentality of the U.S. government.
The mortgage-related securities provide for a periodic payment consisting of
both interest and principal. The interest portion of these payments will be
distributed by the Fund as income, and the capital portion will be reinvested.

PARTICIPATION INTERESTS. The Fund may purchase participation interests from
financial institutions (such as commercial banks, savings and loan associations,
and insurance companies), or from single-purpose, stand-alone finance
subsidiaries or trusts of such institutions, or from other special purpose
entities. Single-purpose, stand-alone finance subsidiaries or trusts and special
purpose entities generally do not have any significant assets other than the
receivables securing the participation interests. Participation interests give
the Fund an undivided fractional ownership interest in debt obligations. The
debt obligations may include pools of credit card receivables, automobile
installment loan contracts, corporate loans or debt securities, corporate
receivables or other types of debt obligations. In addition to being supported
by the stream of payments generated by the debt obligations, payments of
principal and interest on the participation interests may be supported up to
certain amounts and for certain periods of time by irrevocable letters of
credit, insurance policies, and/or other credit agreements issued by financial
institutions unaffiliated with the issuers and by monies on deposit in certain
bank accounts of the issuer. Payments of interest on the participation interests
may also rely on payments made pursuant to interest rate swap agreements made
with other unaffiliated financial institutions.

The participation interests described above will be rated A or better by Moody's
or by S&P. The Fund may also invest in participation interests which are not
rated but are determined by the Board of Trustees to be of comparable quality.

If the participation interests include the unconditional written right to demand
payment at par value plus accrued interest from the issuer, the Demand Feature
will be used in determining the maturity of

the participation interest. So long as the Demand Feature can require payment by
the issuer within seven days, the participation interest will not be deemed to
be illiquid. The secondary market, if any, for certain of these obligations may
be extremely limited and any such obligations purchased by the Fund will be
regarded as illiquid, unless they include the seven-day Demand Feature. Such
illiquid obligations will be included within the 15% limitation by the Fund on
investment of its net assets in illiquid securities.

PORTFOLIO TURNOVER. Although the Fund does not intend to invest for the purpose
of seeking short-term profits, securities in its portfolio will be sold whenever
the Fund's investment adviser believes it is appropriate to do so in light of
the Fund's investment objective, without regard to the length of time a
particular security may have been held. It is not anticipated that the portfolio
trading engaged in by the Fund will result in its annual rate of portfolio
turnover exceeding 400%. A portfolio turnover rate of 100% would occur, for
example, if all the securities in the Fund's portfolio were replaced once in a
period of one year. The Fund's rate of portfolio turnover may exceed that of
certain other mutual funds with the same investment objective. A higher rate of
portfolio turnover involves correspondingly greater transaction expenses which
must be borne directly by the Fund and, thus, indirectly by its shareholders. In
addition, a high rate of portfolio turnover may result in the realization of
larger amounts of capital gains which, when distributed to the Fund's
shareholders, are taxable to them. (Further information is contained in the
Trust's Statement of Additional Information within the sections "Brokerage
Transactions" and "Tax Status"). Nevertheless, transactions for the Fund's
portfolio will be based only upon investment considerations and will not be
limited by any other considerations when the Fund's investment adviser deems it
appropriate to make changes in the Fund's portfolio.

INVESTMENT LIMITATIONS. The Fund's investment limitations are discussed below
under "Borrowing Money," "Diversification," "Restricted and Illiquid
Securities," and "Investing in New Issuers."

STOCK FUND

The investment objective of Stock Fund is to provide growth of capital and
income. The Fund pursues its investment objective primarily through equity
investments, such as common stocks and securities convertible into common
stocks.

ACCEPTABLE INVESTMENTS. The securities in which the Fund invests include, but
are not limited to:

- common stocks and securities convertible into common stocks which will be
primarily composed of issues of high quality large capitalization
domestic companies. See "Portfolio Investments and Strategies." Under
normal market conditions, at least 65% of the Fund's portfolio will be
invested in stocks. These will generally be readily recognizable
companies whose earnings and dividends are growing at above average
rates;

- preferred stocks, corporate bonds, notes, warrants, and rights;

- American Depositary Receipts ("ADRs"), which are receipts typically
issued by an American bank or trust company that evidences ownership of
underlying securities issued by a foreign issuer. ADRs may not
necessarily be denominated in the same currency as the securities into
which they may be converted. Generally, ADRs, in registered form, are
designed for use in U.S. securities markets. The Fund may invest up to
20% of its net assets in ADRs;

- commercial paper rated A-1 by S&P, Prime-1 by Moody's, or F-1 by Fitch
and money market instruments (including commercial paper) which are
unrated but deemed to be of comparable quality by the investment adviser,
including Canadian Commercial Paper and Europaper;

- instruments of domestic and foreign banks and savings and loans as
described above under "Prime Money Market Fund--Acceptable Investments"
and "Bank Instruments"; and

- securities issued or guaranteed by the U.S. government, its agencies or
instrumentalities, including those obligations purchased on a when-issued
or delayed delivery basis. See "Portfolio Investments and Strategies."

In addition, the Fund may borrow money, lend portfolio securities, invest in
restricted and illiquid securities, repurchase agreements, securities of other
investment companies, and variable amount demand master notes and engage in put
and call options, futures and options on futures and when-issued and delayed
delivery transactions. See "Portfolio Investments and Strategies."

In selecting investments for the Fund, the investment adviser follows a
value-based, disciplined investment philosophy. Using a computer model and
hands-on fundamental analysis, stocks are selected based on such factors as low
price/earnings ratios relative to earnings growth and history; rising earnings
estimates; relative price strength; high or improving earnings; and credit
quality.

Computer screens based upon value criteria are applied to a listing of 750
stocks that are selected based upon market capitalization, trading volume, and
availability of data, to rank them according to relative attractiveness. These
rankings are refined by additional screens focusing on earnings growth and
relative price strength. This computer model is complemented with the adviser's
fundamental analysis to produce a list of securities from which the adviser will
select what it believes to be especially attractive issues.

The relative price action of each stock is monitored, and price momentum is
followed to determine when the value of a security is beginning to be recognized
by the market.

PORTFOLIO TURNOVER. Although the Fund does not intend to invest for the purpose
of seeking short-term profits, securities in its portfolio will be sold whenever
the Fund's investment adviser believes it is appropriate to do so in light of
the Fund's investment objective, without regard to the length of time a
particular security may have been held. It is not anticipated that the portfolio
trading engaged in by the Fund will result in its annual rate of portfolio
turnover exceeding 200%. A portfolio turnover rate of 100% would occur, for
example, if all the securities in the Fund's portfolio were replaced once in a
period of one year. The Fund's rate of portfolio turnover may exceed that of
certain other mutual funds with the same investment objective. A higher rate of
portfolio turnover involves correspondingly greater brokerage commissions and
other expenses which must be borne directly by the Fund and, thus, indirectly by
its shareholders. In addition, a high rate of portfolio turnover may result in
the realization of larger amounts of capital gains which, when distributed to
the Fund's shareholders, are taxable to them. Nevertheless, transactions for the
Fund's portfolio will be based only upon investment considerations and will not
be limited by any other considerations when the Fund's investment adviser deems
it appropriate to make changes in the Fund's portfolio.

INVESTMENT LIMITATIONS. The Fund's investment limitations are discussed below
under "Borrowing Money," "Diversification," "Restricted and Illiquid
Securities," and "Investing in New Issuers."

SMALL CAPITALIZATION FUND

The investment objective of the Small Capitalization Fund is to provide
long-term capital appreciation. The Fund pursues its investment objective by
investing primarily in a broad, diversified range of equity securities
comprising the small capitalization sector of the United States equity market
(companies which have a market value capitalization up to $1 billion.)

ACCEPTABLE INVESTMENTS. The securities in which the Fund invests include, but
are not limited to:

- common stocks, and securities convertible into common stocks which will
be primarily composed of issues of small capitalization domestic
companies. See "Portfolio Investments and Strategies" and "Equity
Investment Considerations." Under normal market conditions, at least 65%
of the Fund's portfolio will be invested in equity securities of
companies that have a market value capitalization of up to $1 billion;

- preferred stocks, real estate investment trusts, corporate bonds, notes,
warrants, and rights;

- ADRs of foreign companies as described above under "Stock
Fund--Acceptable Investments;"

- commercial paper rated A-1 by S&P, Prime-1 by Moody's, or F-1 by Fitch,
and money market instruments (including commercial paper) which are
unrated but deemed to be of comparable quality by the investment adviser,
including Canadian Commercial Paper and Europaper;

- instruments of domestic and foreign banks and savings and loans as
described above under "Prime Money Market Fund--Acceptable Investments"
and "Bank Instruments;" and

While the Fund will only purchase corporate debt obligations that, at the time
of purchase, are rated in the top three rating categories, in the event that any
such security is downgraded to the fourth category, the Fund may continue to
hold the security. Obligations rated in the lowest of the top four ratings, such
as Baa by Moody's or BBB by S&P or Fitch, have speculative characteristics.
Changes in economic conditions or other circumstances are more likely to lead to
weakened capacity to make principal and interest payments than higher rated
bonds. In the event that any such security is downgraded by a ratings service
below the fourth highest rating category, the Fund will dispose of the security.

In selecting investments for the Fund, the investment adviser employs the same
value-based, disciplined investment philosophy that is described above with
respect to the Stock Fund, and applies it to the small capitalization sector of
the equity market. Using a computer model and hands-on fundamental analysis,
small capitalization stocks are selected based on such factors as low
price/earnings ratios relative to earnings growth and history; rising earnings
estimates; relative price strength; high or improving earnings; and credit
quality.

Computer screens based upon value criteria are applied to a listing of small
capitalization stocks that are selected using the same methodology that is used
for the Stock Fund to rank them according to relative attractiveness. These
rankings are refined by additional screens focusing on earnings growth and
relative price strength. This computer model is complemented with the adviser's
fundamental analysis to produce a list of securities from which the adviser will
select what it believes to be especially attractive issues.

The relative price action of each small capitalization stock is monitored, and
price momentum is followed to determine when the value of a security is
beginning to be recognized by the market.

In addition, the Fund may borrow money, lend portfolio securities, invest in
restricted and illiquid securities, repurchase agreements, securities of other
investment companies, and engage in when-issued and delayed delivery
transactions. The Fund may also invest in put and call options, futures, and
options on futures, for hedging purposes. See "Portfolio Investments and
Strategies" for a discussion of these investments as well as the potential risks
related to small capitalization stocks. The Fund's investments in real estate
investment trusts may be subject to risks associated with direct ownership of
real estate, including declines in the value of real estate, risks related to
general and local economic conditions, increases in interest rates, and other
factors discussed under this heading in the Statement of Additional Information.

INVESTMENT LIMITATIONS. The Fund's investment limitations are discussed below
under "Borrowing Money," "Diversification," "Restricted and Illiquid
Securities," and "Investing in New Issuers."
PORTFOLIO INVESTMENTS AND STRATEGIES
- --------------------------------------------------------------------------------

BORROWING MONEY

The Funds will not borrow money directly or through reverse repurchase
agreements (arrangements in which a Fund sells a money market instrument for a
percentage of its cash value with an agreement to buy it back on a set date) or
pledge securities except, under certain circumstances, a Fund may borrow money
up to one-third of the value of its total assets and pledge up to 10% (in the
case of U.S. Treasury Money Market Fund and Prime Money Market Fund) or 15% (in
the case of Bond Fund, Stock Fund, and Small Capitalization Fund) of the value
of those assets to secure such borrowings. This policy cannot be changed without
the approval of holders of a majority of a Fund's shares.

DIVERSIFICATION

With respect to 75% of the value of total assets, Prime Money Market Fund, Bond
Fund, Stock Fund, and Small Capitalization Fund will not invest more than 5% in
securities of any one issuer other than cash, cash items or securities issued or
guaranteed by the government of the United States or its agencies or
instrumentalities and repurchase agreements collateralized by U.S. government
securities. The Funds will not acquire more than 10% of the outstanding voting
securities of any one issuer. This policy cannot be changed without the approval
of holders of a majority of a Fund's shares.

RESTRICTED AND ILLIQUID SECURITIES

Prime Money Market Fund, Bond Fund, Stock Fund, and Small Capitalization Fund
may invest in restricted securities. U.S. Treasury Fund will not invest in
restricted securities. Restricted securities are any securities in which a Fund
may invest pursuant to its investment objective and policies but which are
subject to restriction on resale under federal securities law. The Bond Fund,
Stock Fund, and Small Capitalization Fund will limit investments in illiquid
securities (including certain restricted securities not determined by the
Trustees to be liquid, non-negotiable time deposits, over-the-counter options,
and repurchase agreements providing for settlement in more than seven days after
notice) to 15% of

their net assets. The U.S. Treasury Money Market Fund and Prime Money Market
Fund will limit investments in illiquid securities to 10% of their respective
net assets.

A Fund may invest in commercial paper issued in reliance on the exemption from
registration afforded by Section 4(2) of the Securities Act of 1933. Section
4(2) commercial paper is restricted as to disposition under federal securities
law, and is generally sold to institutional investors, such as one of these
Funds, who agree that they are purchasing the paper for investment purposes and
not with a view to public distribution. Any resale by the purchaser must be in
an exempt transaction. Section 4(2) commercial paper is normally resold to other
institutional investors through or with the assistance of the issuer or
investment dealers who make a market in Section 4(2) commercial paper, thus
providing liquidity. The Funds believe that Section 4(2) commercial paper and
certain other restricted securities, which meet the criteria for liquidity
established by the Trustees, are quite liquid. Therefore, the Funds intend to
treat these securities as liquid and not subject to the investment limitation
applicable to illiquid securities. In addition, because these securities are
liquid, the Funds will not subject such securities to the limitation otherwise
applicable to restricted securities.

INVESTING IN NEW ISSUERS

The Funds will not invest more than 5% of their total assets in securities of
issuers that have records of less than three years of continuous operations,
including the operation of any predecessor.

REPURCHASE AGREEMENTS

The securities in which each Fund invests may be purchased pursuant to
repurchase agreements. Repurchase agreements are arrangements in which banks,
broker/dealers, and other recognized financial institutions sell U.S. government
securities or other securities to a Fund and agree at the time of sale to
repurchase them at a mutually agreed upon time and price. To the extent that the
original seller does not repurchase the securities from a Fund, that Fund could
receive less than the repurchase price on any sale of such securities. The Funds
will only enter into repurchase agreements with banks and other recognized
financial institutions such as broker/dealers which are deemed by the Funds'
adviser to be creditworthy pursuant to guidelines established by the Trustees.

WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS

The Funds may purchase securities on a when-issued or delayed delivery basis.
These transactions are arrangements in which a Fund purchases securities with
payment and delivery scheduled for a future time. The sellers' failure to
complete the transaction may cause a Fund to miss a price or yield considered to
be advantageous. Settlement dates may be a month or more after entering into
these transactions, and the market values of the securities purchased may vary
from the purchase prices. Accordingly, a Fund may pay more or less than the
market value of the securities on the settlement date.

A Fund may dispose of a commitment prior to settlement if the adviser deems it
appropriate to do so. In addition, a Fund may enter into transactions to sell
its purchase commitments to third parties at current market values and
simultaneously acquire other commitments to purchase similar securities at later
dates. A Fund may realize short-term profits or losses upon the sale of such
commitments.
LENDING OF PORTFOLIO SECURITIES

In order to generate additional income, each Fund may lend portfolio securities
on a short-term or long-term basis, or both, up to one-third of the value of its
total assets to broker/dealers, banks, or other institutional borrowers of
securities. A Fund will only enter into loan arrangements with broker/dealers,
banks, or other institutions which the investment adviser has determined are
creditworthy under guidelines established by the Trustees and will receive
collateral in the form of cash or U.S. government securities equal to at least
100% of the value of the securities loaned. This policy cannot be changed
without the approval of holders of a majority of a Fund's shares.

There is the risk that when lending portfolio securities, the securities may not
be available to the Fund on a timely basis and the Fund may, therefore, lose the
opportunity to sell the securities at a desirable price. In addition, in the
event that a borrower of securities would file for bankruptcy or become
insolvent, disposition of the securities may be delayed pending court action.

CONVERTIBLE SECURITIES

The Stock Fund and the Small Capitalization Fund may invest in convertible
securities rated, at the time of purchase, BBB or better by S&P, Moody's, or
Fitch, or, if unrated, of comparable quality as determined by the Fund's
adviser. (If a security's rating is reduced below the required minimum after a
Fund has purchased it, the Fund is not required to sell the security, but may
consider doing so.) Convertible securities are fixed-income securities which may
be exchanged or converted into a predetermined number of the issuer's underlying
common stock at the option of the holder during a specified time period.
Convertible securities may take the form of convertible bonds, convertible
preferred stock or debentures, units consisting of "usable" bonds and warrants
or a combination of the features of several of these securities. The investment
characteristics of each convertible security vary widely, which allows
convertible securities to be employed for a variety of different investment
strategies.

Convertible bonds and convertible preferred stocks generally retain the
investment characteristics of fixed-income securities until they have been
converted but also react to movements in the underlying equity securities. The
prices of fixed-income securities fluctuate inversely to the direction of
interest rates. The holder is entitled to receive the fixed income of a bond or
the dividend preference of a preferred stock until the holder elects to exercise
the conversion privilege. Usable bonds are corporate bonds that can be used in
whole or in part, customarily at full face value, in lieu of cash to purchase
the issuer's common stock.

U.S. GOVERNMENT SECURITIES

The U.S. government securities in which Prime Money Market Fund, Bond Fund,
Stock Fund, and Small Capitalization Fund may invest include: direct obligations
of the U.S. Treasury (such as Treasury bills, notes and bonds), and obligations
issued by U.S. government agencies or instrumentalities, including securities
that are supported by the full faith and credit of the United States (such as
Government National Mortgage Association certificates); securities that are
supported by the right of the issuer to borrow from the U.S. Treasury (such as
securities of Federal Home Loan Banks); and securities that are supported by the
credit of the instrumentality (such as Federal National Mortgage Association and
Federal Home Loan Mortgage Corporation bonds).

EQUITY INVESTMENT CONSIDERATIONS AND RISK FACTORS

With respect to the Stock Fund and Small Capitalization Fund, as with other
mutual funds that invest primarily in equity securities, the Funds are subject
to market risks. Since equity markets tend to be cyclical, the possibility
exists that the value of common stocks could decline over short or even extended
periods of time.

With respect to the Small Capitalization Fund, because the Fund invests
primarily in small capitalization stocks, there are some additional risk factors
associated with investments in this Fund. Small capitalization stocks have
historically been more volatile in price than larger capitalization stocks, such
as those included in the Standard & Poor's 500 Index. This is because, among
other things, smaller companies have a lower degree of liquidity in the equity
market and tend to have a greater sensitivity to changing economic conditions.
Further, in addition to exhibiting greater volatility, these stocks may, to some
degree, fluctuate independently of the stocks of large companies. That is, the
stocks of small capitalization companies may decline in price as the price of
large company stocks rises or vice versa. Therefore, investors should expect
that there will be periods of time when the Fund will exhibit greater volatility
than broad stock market indices such as the Standard & Poor's 500 Index.

PUT AND CALL OPTIONS

Bond Fund, Stock Fund, and Small Capitalization Fund may purchase put options on
portfolio securities. A put option gives a Fund, in return for a premium, the
right to sell the underlying security to the writer (seller) at a specified
price during the term of the option. These options will be used as a hedge to
attempt to protect securities which a Fund holds against decreases in value.
These Funds may also write covered call options on all or any portion of their
portfolio to generate income. As a writer of a call option, a Fund has the
obligation upon exercise of the option during the option period to deliver the
underlying security upon payment of the exercise price. A Fund will write call
options on securities either held in its portfolio, or which it has the right to
obtain without payment of further consideration, or for which it has segregated
cash or U.S. government securities in the amount of any additional
consideration.

A Fund may purchase and write over-the-counter options on portfolio securities
in negotiated transactions with the buyers or writers of the options when
options on the portfolio securities held by a Fund are not traded on an
exchange. A Fund purchases and writes options only with investment dealers and
other financial institutions (such as commercial banks or savings and loan
associations) deemed creditworthy by the investment adviser.

Over-the-counter options are two-party contracts with price and terms negotiated
between buyer and seller. In contrast, exchange-traded options are third-party
contracts with standardized strike prices and expiration dates and are purchased
from a clearing corporation. Exchange-traded options have a continuous liquid
market while over-the-counter options may not. A Fund will not buy call options
or write put options, other than to close out open option positions, without
further notification to shareholders.

FUTURES AND OPTIONS ON FUTURES

Bond Fund, Stock Fund, and Small Capitalization Fund may purchase and sell
futures contracts to hedge against the effects of changes in the value of
portfolio securities due to anticipated changes in

interest rates and market conditions. Futures contracts call for the delivery of
particular debt instruments at a certain time in the future. The seller of the
contract agrees to make delivery of the type of instrument called for in the
contract and the buyer agrees to take delivery of the instrument at the
specified future time.

Stock index futures contracts are based on indexes that reflect the market value
of common stock of the firms included in the indexes. An index futures contract
is an agreement pursuant to which two parties agree to take or make delivery of
an amount of cash equal to the differences between the value of the index at the
close of the last trading day of the contract and the price at which the index
contract was originally written.
Bond Fund, Stock Fund, and Small Capitalization Fund may also write call options
and purchase put options on futures contracts as a hedge to attempt to protect
their portfolio securities against decreases in value. When a Fund writes a call
option on a futures contract, it is undertaking the obligation of selling a
futures contract at a fixed price at any time during a specified period if the
option is exercised. Conversely, as purchaser of a put option on a futures
contract, a Fund is entitled (but not obligated) to sell a futures contract at
the fixed price during the life of the option.

Bond Fund, Stock Fund, and Small Capitalization Fund may not purchase or sell
futures contracts or related options if immediately thereafter the sum of the
amount of margin deposits on a Fund's existing futures positions and premiums
paid for related options would exceed 5% of the market value of a Fund's total
assets. When a Fund purchases futures contracts, an amount of cash and cash
equivalents, equal to the underlying commodity value of the futures contracts
(less any related margin deposits), will be deposited in a segregated account
with the custodian (or the broker, if legally permitted) to collateralize the
position and thereby insure that the use of such futures contracts are
unleveraged. When a Fund sells futures contracts, it will either own or have the
right to receive the underlying future or security, or will make deposits to
collateralize the position as discussed above.

RISKS. When a Fund uses futures and options on futures as hedging devices,
there is a risk that the prices of the securities subject to the futures
contracts may not correlate perfectly with the prices of the securities in that
Fund's portfolio. This may cause the futures contract and any related options to
react differently than the portfolio securities to market changes. In addition,
the investment adviser could be incorrect in its expectations about the
direction or extent of market factors such as stock price movements. In these
events, a Fund may lose money on the futures contract or option.

It is not certain that a secondary market for positions in futures contracts or
for options will exist at all times. Although the investment adviser will
consider liquidity before entering into these transactions, there is no
assurance that a liquid secondary market on an exchange or otherwise will exist
for any particular futures contract or option at any particular time. A Fund's
ability to establish and close out futures and options positions depends on this
secondary market.

INVESTING IN SECURITIES OF OTHER INVESTMENT COMPANIES

The Funds may invest in the securities of other investment companies, but will
not own more than 3% of the total outstanding voting stock of any investment
company, invest more than 5% of total assets in any one investment company, or
invest more than 10% of total assets in investment companies in general. U.S.
Treasury Money Market Fund and Prime Money Market Fund may only invest in the

securities of other investment companies that are money market funds having
investment objectives and policies similar to their own. The Funds will invest
in other investment companies primarily for the purpose of investing short-term
cash which has not yet been invested in other portfolio instruments.
Shareholders should realize that when a Fund invests in other investment
companies, certain Fund expenses, such as custodian fees and administrative
fees, may be duplicated. The adviser will waive its investment advisory fee on
assets invested in securities of open-end investment companies. These
limitations are not applicable if the securities are acquired in a merger,
consolidation, reorganization, or acquisition of assets.

DEMAND MASTER NOTES

Prime Money Market Fund, Bond Fund, Stock Fund, and Small Capitalization Fund
may invest in variable amount demand master notes. Demand notes are short-term
borrowing arrangements between a corporation or government agency and an
institutional lender (such as a Fund) payable upon demand by either party. The
notice period for demand typically ranges from one to seven days, and the party
may demand full or partial payment. Many master notes give a Fund the option of
increasing or decreasing the principal amount of the master note on a daily or
weekly basis within certain limits. Demand master notes usually provide for
floating or variable rates of interest.

FOREIGN INVESTMENTS

ADRs, ECDs, ETDs, Yankee CDs, Canadian Commercial Paper, Europaper, and foreign
debt obligations are subject to somewhat different risks than corresponding
securities of domestic issuers. Examples of these risks include international,
economic and political developments, foreign governmental restrictions that may
adversely affect the payment of dividends, principal or interest, foreign
withholding or other taxes on interest income, difficulties in obtaining or
enforcing a judgment against the issuer, and the possible impact of
interruptions in the flow of international currency transactions. Different
risks may also exist for ECDs, ETDs, and Yankee CDs because the banks issuing
these instruments, or their domestic or foreign branches, are not necessarily
subject to the same regulatory requirements that apply to domestic banks, such
as reserve requirements, loan limitations, examinations, accounting, auditing,
and recordkeeping, and the public availability of information. These factors
will be carefully considered by the investment adviser in selecting investments
for a Fund.

TEMPORARY INVESTMENTS

Bond Fund, Stock Fund, and Small Capitalization Fund may invest temporarily in
cash and cash items during times of unusual market conditions for defensive
purposes (up to 100% of a Fund's respective total assets) and to maintain
liquidity (up to 35% of a Fund's respective total assets). Cash items may
include short-term obligations such as obligations of the U.S. government or its
agencies or instrumentalities and repurchase agreements.

RIMCO MONUMENT FUNDS INFORMATION
- --------------------------------------------------------------------------------

MANAGEMENT OF RIMCO MONUMENT FUNDS

BOARD OF TRUSTEES. The Trust is managed by a Board of Trustees (the
"Trustees"). The Trustees are responsible for managing the business affairs of
the Trust and for exercising all of the powers of the

Trust except those reserved for the shareholders. The Executive Committee of the
Board of Trustees handles the Trustees' responsibilities between meetings of the
Board.

INVESTMENT ADVISER. Pursuant to an investment advisory contract with the Trust,
investment decisions for the Trust are made by Riggs Investment Management Corp.
("RIMCO"), the Trust's investment adviser (the "Adviser"), subject to direction
by the Trustees. The Adviser continually conducts investment research and
supervision for each Fund and is responsible for the purchase or sale of
portfolio instruments, for which it receives an annual fee from the assets of
each Fund.

ADVISORY FEES. The Adviser receives an annual investment advisory fee at
annual rates equal to percentages of the relevant Fund's average net assets
as follows: Prime Money Market Fund and U.S. Treasury Money Market
Fund--.50%; Bond Fund and Stock Fund--.75%; and Small Capitalization
Fund--.80%. The fee paid by Bond Fund, Stock Fund, and Small Capitalization
Fund, while higher than the advisory fee paid by other mutual funds in
general, is comparable to fees paid by other mutual funds with similar
investment objectives and policies. The investment advisory contract
provides for the voluntary waiver of expenses by the Adviser from time to
time. The Adviser can terminate this voluntary waiver of expenses at any
time with respect to a Fund at its sole discretion. The Adviser has also
undertaken to reimburse the Funds for operating expenses in excess of
limitations established by certain states.

ADVISER'S BACKGROUND. RIMCO is a subsidiary of The Riggs National Bank of
Washington D.C. ("Riggs National Bank"), which is a subsidiary of Riggs
National Corporation, a bank holding company. RIMCO has advised the RIMCO
Monument Funds since September 1991, and as of April 30, 1995, provides
investment advice for assets totaling $2.4 billion. RIMCO has a varied
client base of over 30 other relationships including corporate, union and
public pension plans, foundations, endowments and associations. As part of
its regular banking operations, Riggs National Bank may make loans to
public companies. Thus, it may be possible, from time to time, for a Fund
to hold or acquire the securities of issuers which are also lending clients
of Riggs National Bank. The lending relationship will not be a factor in
the selection of securities.

In October, 1995, management of the RIMCO Monument Stock and Small
Capitalization Equity Funds was assumed by .

William B. Wivel is a Director of RIMCO and is jointly responsible for
fixed-income strategy and management with Bruce K. Holmquist. Mr. Wivel's
thirty years of investment experience is varied and includes positions as
Equity Analyst for E. I. duPont de Nemours, Portfolio Manager for Chase
Manhattan Bank, as well as a Senior Bond Manager for Riggs National Bank.
Most recently, he has managed the large fixed-income institutional accounts
for RIMCO. Mr. Wivel earned his B.A. in Economics from Gettysburg College
and attended the Graduate Business School of New York University.

Bruce K. Holmquist is also a Director of RIMCO. Prior to joining RIMCO in
1991, Mr. Holmquist worked as a Portfolio Manager for high net worth
clients of the Trust Department of Riggs National Bank, having joined Riggs
in 1989. Before coming to Riggs National Bank, from 1983 to 1988, Mr.
Holmquist was a principal of Smith Holmquist, Inc., a registered investment
adviser specializing in balanced accounts. Mr. Holmquist earned a B.A. in
Psychology and Philosophy from the University of Vermont and did his
graduate work in philosophy at the University of Minnesota.

Together, Mr. Wivel and Mr. Holmquist have co-managed the RIMCO Monument
Bond Fund since July 25, 1994.

DISTRIBUTION OF SHARES OF THE FUNDS

Federated Securities Corp. is the principal distributor for shares of the Funds.
It is a Pennsylvania corporation organized on November 14, 1969, and is the
principal distributor for a number of investment companies. Federated Securities
Corp. is a subsidiary of Federated Investors.

DISTRIBUTION PLAN. Pursuant to the provisions of the distribution plan adopted
in accordance with the Investment Company Act Rule 12b-1 (the "Plan"), the Class
B Shares of the Prime Money Market Fund will pay to the distributor an amount
computed at an annual rate of 0.50 of 1% of the average daily net asset value of
the Class B Shares to finance any activity which is principally intended to
result in the sale of Class B Shares.

The Prime Money Market Fund offers two classes of shares for sale: Class A
Shares and Class B Shares. The classes of shares represent interests in one
common investment portfolio but differ in that Class B Shares, which will be
sold to certain corporate and institutional investors only in connection with a
Cash Sweep Program for automatic investment, are subject to distribution
expenses paid by Class B Shares of the Fund pursuant to the Plan, while Class A
Shares, which will not be available for this program, will not be subject to
such a Plan, and will not incur such distribution expenses.

The distributor may from time to time and for such periods as its deems
appropriate, voluntarily reduce its compensation under the Plan to the extent
the expenses attributable to the shares of the Funds exceed such lower expense
limitation as the distributor may, by notice of the Trust, voluntarily declare
to be effective.

Under the Plan, the distributor may select financial institutions such as banks,
fiduciaries, custodians for public funds, investment advisers, and
broker/dealers ("brokers") to provide sales and/or administrative services as
agents for their clients or customers who beneficially own Class B Shares of the
Prime Money Market Fund. Because Class B Shares are sold exclusively for use in
connection with the Cash Sweep Program, it is anticipated that all payments
under the Plan will be used to compensate Riggs National Bank for its activities
in connection with establishing, promoting, and operating that Program. Such
activities may include, but are not limited to, the following functions:
providing office space, equipment, telephone facilities and various personnel,
including clerical, supervisory, and computer as necessary or beneficial to
establish and maintain shareholder accounts and records; processing purchase and
redemption transactions related to the automatic investments of client account
cash balances; answering routine client inquiries regarding Class B Shares;
assisting clients in changing

account designations, and addresses, and providing such other services as the
Class B Shares of the Prime Money Market Fund reasonably request.

The Plan is a compensation type plan. As such, the Class B Shares of the Prime
Money Market Fund make no payments to the distributor except as described above.
Therefore, the Class B Shares of the Prime Money Market Fund do not pay for
unreimbursed expenses of the distributor, including amounts expended by the
distributor in excess of amounts received by it from the Class B Shares of the
Prime Money Market Fund, interest, carrying or other financing charges in
connection with excess amounts expended, or the distributor's overhead expenses.
However, the distributor may be able to recover such amounts or may earn a
profit from future payments made by the Class B Shares of the Prime Money Market
Fund under the Plan.

The Glass-Steagall Act prohibits a depository institution (such as a commercial
bank or savings and loan association) from being an underwriter or distributor
of most securities. In the event the Glass-Steagall Act is deemed to prohibit
depository institutions from acting in the administrative capacities described
above or should Congress relax current restrictions on depository institutions,
the Trustees will consider appropriate changes in the services.

State securities laws governing the ability of depository institutions to act as
underwriters or distributors of securities may differ from interpretations given
to the Glass-Stegall Act and, therefore, banks, and financial institutions may
be required to register as dealers pursuant to state law.

ADMINISTRATION OF THE FUNDS

ADMINISTRATIVE SERVICES. Federated Administrative Services, a subsidiary of
Federated Investors, provides the Funds with certain administrative personnel
and services necessary to operate each Fund. Such services include shareholder
servicing and certain legal and accounting services. Federated Administrative
Services provides these at an annual rate as specified below:
<TABLE>
<CAPTION>
MAXIMUM AVERAGE AGGREGATE DAILY
ADMINISTRATIVE FEE NET ASSETS OF THE TRUST
------------------ -----------------------
<S> <C>
.150 of 1% on the first $250 million
.125 of 1% on the next $250 million
.100 of 1% on the next $250 million
.075 of 1% on assets in excess of $750 million

</TABLE>

The administrative fee received during any fiscal year shall be at least $50,000
per Fund. Federated Administrative Services may voluntarily reimburse a portion
of its fee.

CUSTODIAN. Riggs National Bank, Washington, D.C., is custodian for the
securities and cash of the Funds. Under the Custodian Agreement, Riggs National
Bank holds the Funds' portfolio securities in safekeeping and keeps all
necessary records and documents relating to its duties.

TRANSFER AGENT, DIVIDEND DISBURSING AGENT AND PORTFOLIO ACCOUNTING SERVICES.
Federated Services Company, Pittsburgh, Pennsylvania, a subsidiary of Federated
Investors, is transfer agent for the shares of the Funds and dividend disbursing
agent for the Funds. Federated Services Company also provides certain accounting
and recordkeeping services with respect to the portfolio investments of the
Funds.

INDEPENDENT AUDITORS. The independent auditors for the Funds are Ernst & Young
LLP, Pittsburgh, Pennsylvania.

EXPENSES OF THE FUNDS
- --------------------------------------------------------------------------------

Holders of shares pay their allocable portion of Fund and Trust expenses. The
Trust expenses for which holders of shares pay their allocable portion include,
but are not limited to: the cost of organizing the Trust and continuing its
existence; registering the Trust with federal and state securities authorities;
Trustees' fees; auditors' fees; the cost of meetings of Trustees; legal fees of
the Trust; association membership dues and such non-recurring and extraordinary
items as may arise from time to time.

The portfolio expenses for which holders of shares pay their allocable portion
include, but are not limited to: registering the portfolio and shares of the
portfolio; investment advisory services, taxes and commissions; custodian fees;
insurance premiums; auditors' fees; and such non-recurring and extraordinary
items as may arise from time to time.

With respect to Prime Money Market Fund, expenses of the Rule 12b-1 Plan
described above are allocated only to Class B Shares. At present, no other
expenses are allocated to Class B Shares as a class. However, the Trustees
reserve the right to allocate certain other expenses to the holders of Class A
and Class B Shares as they deem appropriate ("Class Expenses"). In any case,
Class Expenses would be limited to: transfer agent fees as identified by the
transfer agent as attributable to holders of shares; printing and postage
expenses related to preparing and distributing materials such as shareholder
reports, prospectuses and proxies to current shareholders; registration fees
paid to the Securities and Exchange Commission and to state securities
commissions; expenses related to administrative personnel and services as
required to support holders of Class A and Class B Shares; legal fees relating
solely to Class A and Class B Shares; and Trustees fees incurred as a result of
issues relating solely to Class A and Class B Shares.

NET ASSET VALUE
- --------------------------------------------------------------------------------

With respect to U.S. Treasury Money Market Fund and Prime Money Market Fund,
each Fund attempts to stabilize the net asset value of its shares at $1.00 by
valuing its portfolio securities using the amortized cost method. The net asset
value per share of each class is determined by adding the interest of a class of
shares in the value of all securities and other assets of a Fund, subtracting
the interest of those shares in the liabilities of the Fund and those
attributable to that class of shares, and dividing the remainder by the number
of those shares outstanding. Of course, U.S. Treasury Money Market Fund and
Prime Money Market Fund cannot guarantee that their net asset value will always
remain at $1.00 per share.

With respect to Bond Fund, Stock Fund, and Small Capitalization Fund, net asset
value per share fluctuates and is determined by dividing the sum of the market
value of all securities and other assets, less liabilities, by the number of
shares outstanding.

INVESTING IN THE FUNDS
- --------------------------------------------------------------------------------

SHARE PURCHASES

Shares of the Funds are sold on days on which both the New York Stock Exchange
and the Federal Reserve Wire system are open for business. Shares of the Funds
may be purchased through Riggs National Bank and its affiliate banks or through
authorized broker/dealers, except as noted below with respect to the Cash Sweep
Program. In connection with the sale of shares of the Funds, the distributor may
from time to time offer certain items of nominal value to any shareholder or
investor. The Funds reserve the right to reject any purchase request and will
not accept any purchase request without having first received a completed
account application.

THROUGH RIGGS NATIONAL BANK. An investor may write to or call Riggs National
Bank to place an order to purchase shares of a Fund. (Call 202-835-4280, or
outside the Washington, D.C. metropolitan area call toll-free 1-800-934-3883.)
Representatives are available from 8:00 a.m. to 5:00 p.m. (Washington, D.C.
time). Payment may be made either by mail or federal funds or by debiting a
customer's account at Riggs National Bank. With respect to U.S. Treasury Money
Market Fund and Prime Money Market Fund, purchase orders must be received by
Riggs National Bank before 11:00 a.m. (Washington, D.C. time). Payment is
normally required on the same business day. With respect to Bond Fund, Stock
Fund, and Small Capitalization Fund, purchase orders must be received by Riggs
National Bank before 4:00 p.m. (Washington, D.C. time). Payment is normally
required on the next business day. Texas residents must purchase shares through
Federated Securities Corp. at 1-800-356-2805.

Payment for shares of a Fund may be made by check or by wire.

BY MAIL. To purchase shares of a Fund by mail, send a check made payable to
"RIMCO Monument Funds" (include name of Fund and, if applicable, "Class A" or
"Class B" Shares) to The Riggs National Bank of Washington, D.C., P.O. Box
96656, Washington, D.C. 20090-6656. Orders by mail are considered received after
payment by check is converted by Riggs National Bank into federal funds. This is
normally the next business day after Riggs National Bank receives the check.

BY WIRE. To purchase shares of a Fund by wire, call 202-835-4280 (or outside
the Washington, D.C. metropolitan area call toll-free 1-800-934-3883).

With respect to U.S. Treasury Money Market Fund and Prime Money Market Fund,
payment by wire must be received by Riggs National Bank before 12:30 p.m.
(Washington, D.C. time) on the same day as the order is placed to earn dividends
for that day. With respect to Bond Fund, Stock Fund, and Small Capitalization
Fund, payment by wire must be received by Riggs National Bank before 3:00 p.m.
(Washington, D.C. time) on the next business day after placing the order. Shares
of the Funds cannot be purchased by Federal Reserve Wire on Columbus Day,
Veterans' Day or Martin Luther King Day.

THROUGH AUTHORIZED BROKER/DEALERS. With the exception of the Class B Shares of
Prime Money Market Fund, an investor may place an order through authorized
brokers and dealers to purchase shares of a Fund. Shares will be purchased at
the public offering price next determined after the Fund receives the purchase
request from Riggs National Bank. Purchase requests through authorized brokers

and dealers must be received by Riggs National Bank and transmitted to the Fund
before 3:00 p.m. (Washington, D.C. time) in order for shares to be purchased at
that day's public offering price.

THROUGH THE CASH SWEEP PROGRAM. Cash accumulations in institutional demand
deposit accounts with Riggs National Bank and its affiliates may be
automatically invested in the Class B Shares of Prime Money Market Fund when the
demand deposit account reaches a dollar amount predetermined by Riggs National
Bank and its customer.

Prospective investors in the Cash Sweep Program should refer to the Cash Sweep
Service Agreement that will need to be established between the investor and
Riggs National Bank for details regarding the services, fees, restrictions, and
limitations related to the Cash Sweep Program. This prospectus should,
therefore, be read together with the Cash Sweep Service Agreement. Shareholders
may apply for participation in this program through Riggs National Bank.

MINIMUM INVESTMENT REQUIRED

With the exception of the Class B Shares of Prime Money Market Fund, the minimum
initial investment in each Fund is $500, except for an Individual Retirement
Account ("IRA") which requires a minimum initial investment of $250. Subsequent
investments must be in amounts of at least $100, except for an IRA, which must
be in amounts of at least $50. An investor's minimum investment will be
calculated by combining all mutual fund accounts it maintains in the RIMCO
Funds. The minimum investment requirements described above are not applicable to
Class B Shares of the Prime Money Market Fund, for which no minimum investment
is required.

The minimum investment required may be waived for purchases by employees or
retirees of the Riggs National Corporation and/or its subsidiaries, and their
spouses and children under the age of 21.

WHAT SHARES COST

Shares of the U.S. Treasury Money Market Fund and the Prime Money Market Fund
are sold at their net asset value next determined after an order is received.
There is no sales charge imposed by these Funds.

Shares of Stock Fund, and Small Capitalization Fund are sold at their public
offering price based on their net asset value per share next determined after an
order is received, plus a sales charge as follows:

SALES CHARGE SALES CHARGE
AS A PERCENTAGE AS A PERCENTAGE
OF PUBLIC OF NET
AMOUNT OF TRANSACTION OFFERING PRICE AMOUNT INVESTED
- ----------------------------------------- --------------- ---------------
<S> <C> <C>
Less than $50,000 5.75% 6.10%
- -----------------------------------------
$50,000 but less than $100,000 4.50 4.71
- -----------------------------------------
$100,000 but less than $250,000 3.50 3.63
- -----------------------------------------
$250,000 but less than $500,000 2.50 2.56
- -----------------------------------------
$500,000 but less than $1 million 2.00 2.04
- -----------------------------------------
$1 million or more 0 0
- -----------------------------------------
</TABLE>

Shares of the Bond Fund are sold at their public offering price based on their
net asset value per share next determined after an order is received, plus a
sales charge as follows:

SALES CHARGE SALES CHARGE
AS A PERCENTAGE AS A PERCENTAGE
OF PUBLIC OF NET
AMOUNT OF TRANSACTION OFFERING PRICE AMOUNT INVESTED
- ----------------------------------------- --------------- ---------------
<S> <C> <C>
Less than $50,000 4.75% 4.99%
- -----------------------------------------
$50,000 but less than $100,000 4.50 4.71
- -----------------------------------------
$100,000 but less than $250,000 3.50 3.63
- -----------------------------------------
$250,000 but less than $500,000 2.50 2.56
- -----------------------------------------
$500,000 but less than $1 million 2.00 2.04
- -----------------------------------------
$1 million or more 0 0
- -----------------------------------------
</TABLE>

On Monday through Friday, U.S. Treasury Money Market Fund and Prime Money Market
Fund calculate net asset value at 12:00 noon (Washington, D.C. time) and 4:00
p.m. (Washington, D.C.

time), while Bond Fund, Stock Fund, and Small Capitalization Fund calculate net
asset value at the close of trading on the New York Stock Exchange, normally
4:00 p.m. (Washington, D.C. time), except on: (i) days on which there are not
sufficient changes in the value of a Fund's portfolio securities that its net
asset value might be materially affected; (ii) days during which no shares of a
Fund are tendered for redemption and no orders to purchase shares are received;
and (iii) on the following holidays: New Year's Day, Presidents' Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and
Christmas Day.

PURCHASES AT NET ASSET VALUE. Shares of the Bond Fund, Stock Fund, and Small
Capitalization Fund may be purchased at net asset value, without a sales charge:
by or through the Trust Division or the Private Banking Division of Riggs
National Bank for funds which are held in a fiduciary, agency, custodial, or
similar capacity; by Private Banking Customers of Riggs National Bank; by
directors, employees, and retired employees of the Funds, Riggs National
Corporation and/or its subsidiaries, or Federated Securities Corp. or their
affiliates, and their spouses and children under the age of 21; by any bank or
investment dealer who has a sales agreement with Federated Securities Corp. with
regard to the Bond Fund, Stock Fund, and Small Capitalization Fund; or by anyone
purchasing Shares with funds distributed by a qualified plan currently held in
custody by Riggs National Bank. A Fund's sales charge will not be charged to a
registered investment advisor (RIA) purchasing for its discretionary accounts,
provided a RIA load waiver agreement, which specifies certain aggregate minimum
and operating provisions, is executed. This waiver is available only for shares
purchased directly, without a broker, and is unavailable if the RIA is part of
an organization principally engaged in the brokerage business.

PURCHASES WITH PROCEEDS FROM REDEMPTIONS OF UNAFFILIATED MUTUAL FUND SHARES.
Investors may purchase shares of the Bond Fund, Stock Fund, and Small
Capitalization Fund at net asset value, without a sales charge, with the
proceeds from the redemption of shares of a mutual fund which was sold with a
sales charge or commission. The purchase must be made within 60 days of the
redemption, and the distributor must be notified by the investor in writing, or
by his financial institution, at the time the purchase is made. This offer is
not available for the redemption of mutual fund shares that were or would be
subject to a contingent deferred sales charge upon redemption.

DEALER CONCESSION. A dealer or Riggs National Bank will normally receive up to
100% of the applicable sales charge on the Bond Fund, Stock Fund, and Small
Capitalization Fund. Any portion of the sales charge which is not paid to Riggs
National Bank or a dealer will be retained by the distributor. However, the
distributor, at its sole discretion, may uniformly offer to pay to Riggs
National Bank or a dealer selling shares of the Funds all or a portion of the
sales charge it normally retains. If accepted by Riggs National Bank or a
dealer, such additional payments will be predicated upon the amount of Fund
shares sold. Such payments may take the form of cash or promotional incentives,
such as payment of certain expenses of qualified employees and their spouses to
attend informational meetings about the Funds or other special events at
recreational facilities, or items of material value. In some instances, these
incentives will be made available only to dealers whose employees have sold or
may sell significant amounts of shares. The Staff of the Securities and Exchange
has indicated that dealers who receive more than 90% of the sales charge may
be considered underwriters.

OTHER PAYMENTS TO FINANCIAL INSTITUTIONS. The distributor, the Adviser, or
their affiliates may also offer to pay a fee from their own assets to financial
institutions as financial assistance for providing substantial marketing and
sales support. The support may include initiating customer accounts,

providing sales literature, or participating in sales, educational and training
seminars (including those held at recreational facilities). Such assistance will
be predicated upon the amount of shares the financial institution sells or may
sell and/or upon the type and nature of sales or marketing support furnished by
the financial institution. Any payments made by the distributor may be
reimbursed by the Adviser or its affiliates.

REDUCING THE SALES CHARGE. The sales charge can be reduced through:

- quantity discounts and accumulated purchases;

- signing a 13-month letter of intent;

- using the reinvestment privilege; or

- concurrent purchases.

QUANTITY DISCOUNTS AND ACCUMULATED PURCHASES. As shown in the table above,
larger purchases of the Bond Fund, Stock Fund, and Small Capitalization Fund
reduce the sales charge paid. The distributor will combine purchases made on the
same day by the investor, his spouse, and his children under age 21 when it
calculates the sales charge. In addition, the sales charge, if applicable, is
reduced for purchases made at one time by a trustee or fiduciary for a single
trust estate or a single fiduciary account.

If an additional purchase of shares in the Bond Fund, Stock Fund, or Small
Capitalization Fund is made, the distributor will aggregate such additional
purchases with previous purchases of shares of the Bond Fund, Stock Fund, or
Small Capitalization Fund provided the prior purchase is still invested in
either of these Funds. For example, if a shareholder already owns shares of the
Stock Fund having a current value at the public offering price of $40,000 and he
purchases $10,000 more at the current public offering price, the sales charge on
the additional purchase according to the schedule now in effect would be 4.50%,
not 5.75%.

To receive the sales charge reduction, the distributor or Riggs National Bank
must be notified by the investor in writing at the time the purchase is made
that shares of either the Bond Fund, Stock Fund, or Small Capitalization Fund
have been purchased and are still invested or that such purchases are being
combined. The distributor will reduce the sales charge after it confirms the
purchase.

LETTER OF INTENT. If a shareholder intends to purchase at least $50,000 of
shares in the Bond Fund, Stock Fund, or Small Capitalization Fund over the next
13 months, the sales charge may be reduced by signing a letter of intent to that
effect. This letter of intent includes a provision for a sales charge adjustment
depending on the amount actually purchased within the 13-month period and a
provision for the Fund's custodian to hold up to 5.75% (4.75% with respect to
the Bond Fund) of the total amount intended to be purchased in escrow (in shares
of that Fund) until such purchase is completed.

The amount held in escrow will be applied to the shareholder's account at the
end of the 13-month period unless the amount specified in the letter of intent
is not purchased. In this event, an appropriate number of escrowed shares may be
redeemed in order to realize the difference in the sales charge.

This letter of intent will not obligate the shareholder to purchase shares, but
if the shareholder does, each purchase during the period will be at the sales
charge applicable to the total amount intended to be purchased. At the time a
letter of intent is established, current balances in accounts in the Bond

Fund, Stock Fund, or Small Capitalization Fund will be aggregated to provide a
purchase credit toward fulfillment of the letter of intent. Prior trade prices
will not be adjusted.

REINVESTMENT PRIVILEGE. If shares in the Bond Fund, Stock Fund, or Small
Capitalization Fund have been redeemed, the shareholder has a one-time right,
within 30 days, to reinvest the redemption proceeds in the applicable Fund at
the next-determined net asset value without any sales charge. Riggs National
Bank or the distributor must be notified in writing by the shareholder or by his
financial institution of the reinvestment, in order to eliminate a sales charge.
If the shareholder redeems his shares in a Fund, there may be tax consequences.

CONCURRENT PURCHASES. For purposes of qualifying for a sales charge reduction,
a shareholder has the privilege of combining concurrent purchases in the Bond
Fund, Stock Fund, and the Small Capitalization Fund, the purchase price of which
includes a sales charge. For example, if a shareholder concurrently invested
$30,000 in the Bond Fund, $10,000 in the Stock Fund, and $10,000 in the Small
Capitalization Fund, the sales charge would be reduced.

To receive this sales charge reduction, the distributor or Riggs National Bank
must be notified in writing by the shareholder or by his financial institution
at the time the concurrent purchases are made. The distributor will reduce the
sales charge after it confirms the purchase.

SYSTEMATIC INVESTMENT PROGRAM

Once a Fund account has been opened, shareholders may add to their investment on
a regular basis in a minimum amount of $50. Under this program, funds may be
automatically withdrawn on a periodic schedule from the shareholder's checking
or savings account or an account in one of the RIMCO Monument Funds and invested
in Fund shares at the net asset value next determined after an order is received
plus the applicable sales charge. Shareholders may apply for participation in
this program through Riggs National Bank or an authorized broker or dealer.

Due to the nature of the Cash Sweep Program, systematic investment privileges
are unavailable with respect to the Class B Shares of Prime Money Market Fund.

RETIREMENT PLANS

With the exception of the Class B Shares of Prime Money Market Fund, shares of
the Funds can be purchased as an investment for retirement plans or for IRA
accounts. For further details, contact Riggs National Bank and consult a tax
adviser.

CERTIFICATES AND CONFIRMATIONS

As transfer agent for the Fund, Federated Services Company maintains a share
account for each shareholder of record. Share certificates are not issued unless
requested by contacting Riggs National Bank in writing.
With respect to U.S. Treasury Money Market Fund and Prime Money Market Fund,
shareholders will receive monthly statements showing all account activity for
the statement period which will serve as the confirmation of all reported
account activity. With respect to Bond Fund, Stock Fund, and Small
Capitalization Fund, detailed confirmations of each purchase or redemption are
sent to each share-

holder. In addition, shareholders will receive monthly statements showing all
account activity for the statement period.

DIVIDENDS

With respect to U.S. Treasury Money Market Fund, Prime Money Market Fund, and
Bond Fund, dividends are declared daily and paid monthly. Unless shareholders
request cash payments by so indicating on the account application or by writing
to one of these Funds, dividends are automatically reinvested in additional
shares of the respective Fund on payment dates at net asset value on the ex-
dividend date without a sales charge.

With respect to Stock Fund and Small Capitalization Fund, dividends are declared
and paid quarterly. Unless cash payments are requested by shareholders in
writing to the appropriate Fund or by indication on the account application,
dividends are automatically reinvested in additional shares of the Fund on
payment dates at the ex-dividend date net asset value without a sales charge.

CAPITAL GAINS

Capital gains realized by a Fund, if any, will be distributed at least once
every 12 months.

EXCHANGES
- --------------------------------------------------------------------------------

A shareholder may generally exchange shares of one Fund for shares of any of the
other Funds in the Trust by calling 202-835-4280 (or outside the Washington,
D.C. metropolitan area call 1-800-934-3883) or by writing to Riggs National
Bank. Shares purchased by check are eligible for exchange after seven days.

Orders to exchange shares of one Fund for shares of any of the other Funds will
be executed by redeeming the shares owned and purchasing shares of any of the
other Funds at the net asset value determined after the exchange request is
received. Orders for exchanges received by a Fund prior to 4:00 p.m.
(Washington, D.C. time) on any day that Fund is open for business will be
executed as of the close of business that day. Orders for exchanges received
after 4:00 p.m. (Washington, D.C. time) on any business day will be executed at
the close of the next business day.

An authorization form permitting a Fund to accept telephone exchange requests
must first be completed. It is recommended that investors request this privilege
on the account application at the time of their initial application. If not
completed at the time of initial application, authorization forms and
information on this service can be obtained through Riggs National Bank.
Telephone exchange instructions may be recorded. If reasonable procedures are
not followed by the Fund, it may be liable for losses due to unauthorized or
fraudulent telephone instructions.

Shares of Funds with a sales charge may be exchanged at net asset value for
shares of other Funds with an equal sales charge or no sales charge. Shares
of Funds with a sales charge may be exchanged for shares of Funds with a
higher sales charge at net asset value, plus the additional sales charge.
Shares of Funds with no sales charge, whether acquired by direct purchase,
reinvestment of dividends on such shares, or otherwise, may be exchanged
for shares of Funds with a sales charge at net asset value, plus the
applicable sales charge.

When an exchange is made from a Fund with a sales charge to a Fund with
no sales charge, the shares exchanged and additional shares which have
been purchased by reinvesting dividends or capital gains on such shares
retain the character of the exchanged shares for purposes of exercising
further exchange privileges.

An excessive number of exchanges may be disadvantageous to the Trust. Therefore,
the Trust, in addition to its right to reject any exchange, reserves the right
to modify or terminate the exchange privilege at any time. Shareholders would be
notified prior to any modification or termination.

An exchange order must comply with the requirements for a redemption and must
specify the dollar value or number of shares to be exchanged. Exchanges are
subject to the minimum initial investment requirement of the Fund being
acquired. An exchange constitutes a sale for federal income tax purposes.

The exchange privilege is only available in states where shares of the Fund
being acquired may legally be sold.

Due to the nature of the Cash Sweep Program, exchange privileges are unavailable
with respect to the Class B Shares of Prime Money Market Fund.

REDEEMING SHARES
- --------------------------------------------------------------------------------

Each Fund redeems shares at their net asset value next determined after Riggs
National Bank receives the redemption request.
Redemptions will be made on days on which both the New York Stock Exchange and
Federal Reserve Wire system are open for business. Telephone or written requests
for redemption must be received in proper form by Riggs National Bank.

CASH SWEEP PROGRAM. Clients of Riggs National Bank who have executed a Cash
Sweep Service Agreement should refer to the Agreement for information about
redeeming Class B Shares of Prime Money Market Fund purchased through that
program.

BY TELEPHONE. A shareholder may redeem shares of a Fund by calling Riggs
National Bank to request the redemption. (Call 202-835-4280 or outside the
Washington, D.C. metropolitan area call 1-800-934-3883.) Shares will be redeemed
at the net asset value next determined after a Fund receives the redemption
request from Riggs National Bank. Although Riggs National Bank does not charge
for telephone redemptions, it reserves the right to charge a fee for the cost of
wire-transferred redemptions of less than $5,000, or in excess of one per month.

With respect to U.S. Treasury Money Market Fund and Prime Money Market Fund,
redemption requests received before 11:00 a.m. (Washington, D.C. time) will be
wired the same day, but will not be entitled to that day's dividend. Riggs
National Bank is responsible for promptly submitting redemption requests and
providing proper written redemption instructions to a Fund. If, at any time, a
Fund should determine it necessary to terminate or modify this method of
redemption, shareholders would be promptly notified.

With respect to Bond Fund, Stock Fund, and Small Capitalization Fund, a
redemption request must be received by Riggs National Bank before 4:00 p.m.
(Washington D.C. time) in order for shares to be redeemed at that day's net
asset value.

An authorization form permitting a Fund to accept telephone redemption requests
must first be completed. It is recommended that investors request this privilege
at the time of their initial application. If not completed at the time of
initial application, authorization forms and information on this service can be
obtained through Riggs National Bank. Telephone redemption instructions may be
recorded. If

reasonable procedures are not followed by the Fund, it may be liable for losses
due to unauthorized or fraudulent telephone instructions.

In the event of drastic economic or market changes, a shareholder may experience
difficulty in redeeming by telephone. If such a case should occur, another
method of redemption, such as by mail, should be considered.

BY MAIL. Shareholders may redeem shares of a Fund by sending a written request
to The Riggs National Bank of Washington, D.C., P.O. Box 96656, Washington, D.C.
20090-6656. The written request should include the shareholder's name, the Fund
name, the account number, and the share or dollar amount requested, and should
be signed by each registered owner exactly as the shares are registered. If
share certificates have been issued, they must be properly endorsed and should
be sent by registered or certified mail with the written request to Riggs
National Bank.

Shareholders requesting a redemption of $50,000 or more, a redemption of any
amount to be sent to an address other than that on record with a Fund, or a
redemption payable other than to the shareholder of record must have signatures
on written redemption requests guaranteed by:

- a trust company or commercial bank whose deposits are insured by BIF,
which is administered by the Federal Deposit Insurance Corporation
("FDIC");

- a member of the New York, American, Midwest, or Pacific Stock Exchange;

- a savings bank or savings and loan association whose deposits are insured
by SAIF, which is administered by the FDIC; or

- any other "eligible guarantor institution," as defined in the Securities
Exchange Act of 1934.

The Funds do not accept signatures guaranteed by a notary public.

The Trust and its transfer agent have adopted standards for accepting signature
guarantees from the above institutions. The Trust may elect in the future to
limit eligible signature guarantors to institutions that are members of a
signature guarantee program. The Trust and its transfer agent reserve the right
to amend these standards at any time without notice.

Normally, a check for the proceeds is mailed to the shareholder within one
business day, but in no event more than seven days, after receipt of a proper
written redemption request. Upon shareholder request, the proceeds may be
credited to an account at Riggs National Bank.

SYSTEMATIC WITHDRAWAL PROGRAM

Shareholders who desire to receive payments of a predetermined amount may take
advantage of the Systematic Withdrawal Program. Once a Fund account has been
opened, shareholders may withdraw from their investment on a regular basis in a
minimum amount of $50. Under this program, Fund shares are redeemed to provide
for periodic withdrawal payments in an amount directed by the shareholder. In
addition, shareholders may make arrangements to have amounts systematically
withdrawn from their accounts in the Money Market Funds and automatically
invested in shares of one of the other RIMCO Monument Funds. Depending upon the
amount of the withdrawal payments, the amount of dividends paid and capital
gains distributions with respect to Fund shares, and the fluctuation of the net
asset value of Fund shares redeemed under this program, redemptions may reduce,
and eventually deplete, the shareholder's investment in the Fund. For this
reason, payments under this program

should not be considered as yield or income on the shareholder's investment in
the Fund. To be eligible to participate in this program, a shareholder must have
an account value of at least $10,000. A shareholder may apply for participation
in this program through Riggs National Bank or an authorized broker or dealer.
Due to the fact that shares of the Bond Fund, Stock Fund, and Small
Capitalization Fund are sold with a sales charge, it is not advisable for
shareholders of these Funds to be purchasing shares while participating in this
program.

Due to the nature of the Cash Sweep Program, systematic withdrawal privileges
are not available with respect to the Class B Shares of Prime Money Market Fund.

ACCOUNTS WITH LOW BALANCES

Due to the high cost of maintaining accounts with low balances, the Fund may
redeem shares in any account and pay the proceeds to the shareholder if the
account balance falls below the required minimum value of $1,000 due to
shareholder redemptions. Before shares are redeemed to close an account, the
shareholder is notified in writing and allowed 30 days to purchase additional
shares to meet the minimum requirement. The required minimum value may be waived
for employees or retirees of the Riggs National Corporation and/or its
subsidiaries, employees of Independent Financial Marketing Group, and their
spouses and children under 21.

SHAREHOLDER INFORMATION
- --------------------------------------------------------------------------------

VOTING RIGHTS

Each share of a Fund gives the shareholder one vote in Trustee elections and
other matters submitted to shareholders for vote. All shares of each Fund in the
Trust have equal voting rights, except that in matters affecting only a
particular Fund or class only shareholders of that Fund or class are entitled to
vote. As a Massachusetts business trust, the Trust is not required to hold
annual shareholder meetings. Shareholder approval will be sought only for
certain changes in the operation of the Trust or a Fund and for the election of
Trustees under certain circumstances. As of September 12, 1995, Riggs National
Bank may for certain purposes be deemed to control the Funds because it is owner
of record of certain shares of the Funds.

Trustees may be removed by the Trustees or by shareholders at a special meeting.
A special meeting of the shareholders shall be called by the Trustees upon the
written request of shareholders owning at least 10% of the Trust's outstanding
shares.

MASSACHUSETTS PARTNERSHIP LAW

Under certain circumstances, shareholders may be held personally liable as
partners under Massachusetts law for acts or obligations of the Trust. To
protect shareholders, the Trust has filed legal documents with Massachusetts
that expressly disclaim the liability of shareholders for such acts or
obligations of the Trust. These documents require notice of this disclaimer to
be given in each agreement, obligation, or instrument the Trust or its Trustees
enter into or sign.

In the unlikely event a shareholder is held personally liable for obligations of
the Trust, the Trust is required to use its property to protect or to compensate
the shareholder. On request, the Trust will

defend any claim made and pay any judgment against a shareholder for any act or
obligation of the Trust. Therefore, financial loss resulting from liability as a
shareholder will occur only if the Trust cannot meet its obligations to
indemnify shareholders and to pay judgments against them from its assets.

EFFECT OF BANKING LAWS
- --------------------------------------------------------------------------------

Banking laws and regulations presently prohibit a bank holding company
registered under the Federal Bank Holding Company Act of 1956 or any bank or
non-bank affiliate thereof from sponsoring, organizing, controlling or
distributing the shares of a registered, open-end investment company
continuously engaged in the issuance of its shares, and prohibit banks generally
from issuing, underwriting, or distributing securities. However, such banking
laws and regulations do not prohibit such a holding company affiliate or banks
generally from acting as investment adviser, transfer agent or custodian to such
an investment company or from purchasing shares of such a company as agent for
and upon the order of such a customer. Riggs National Bank is subject to such
banking laws and regulations.

Riggs National Bank believes, based on the advice of its counsel, that RIMCO may
perform the services for any Fund contemplated by its advisory agreement with
the Trust without violation of the Glass-Steagall Act or other applicable
banking laws or regulations. Changes in either federal or state statutes and
regulations relating to the permissible activities of banks and their
subsidiaries or affiliates, as well as further judicial or administrative
decisions or interpretations of such or future statutes and regulations, could
prevent RIMCO from continuing to perform all or a part of the above services for
its customers and/or a Fund. If it were prohibited from engaging in these
customer-related activities, the Trustees would consider alternative advisers
and means of continuing available investment services. In such event, changes in
the operation of a Fund may occur, including possible termination of any
automatic or other Fund share investment and redemption services then being
provided by RIMCO. It is not expected that existing shareholders would suffer
any adverse financial consequences (if another adviser with equivalent abilities
to RIMCO is found) as a result of any of these occurrences.

TAX INFORMATION
- --------------------------------------------------------------------------------

FEDERAL INCOME TAX

The Funds anticipate that they will pay no federal income tax because each Fund
expects to meet requirements of the Internal Revenue Code applicable to
regulated investment companies and to receive the special tax treatment afforded
to such companies.

Each Fund will be treated as a single, separate entity for federal income tax
purposes so that income (including capital gains) and losses realized by a Fund
will not be combined for tax purposes with those realized by any of the other
Funds.

Unless otherwise exempt, shareholders are required to pay federal income tax on
any dividends and other distributions received. This applies whether dividends
and distributions are received in cash or as

additional shares. Shareholders are urged to consult their own tax advisers
regarding the status of their accounts under state and local tax laws.

PERFORMANCE INFORMATION
- --------------------------------------------------------------------------------

From time to time the Bond Fund, the Stock Fund, and the Small Capitalization
Fund may advertise total return and all of the Funds may advertise yield. U.S.
Treasury Money Market Fund and Prime Money Market Fund may also advertise
effective yield.

Total return represents the change, over a specified period of time, in the
value of an investment in a Fund after reinvesting all income and capital gains
distributions. It is calculated by dividing that change by the initial
investment and is expressed as a percentage.

The yields of U.S. Treasury Money Market Fund and Prime Money Market Fund
represent the annualized rate of income earned on an investment in a Fund over a
seven-day period. It is the annualized dividends earned during the period on the
investment, shown as a percentage of the investment. The effective yield is
calculated similarly to the yield, but, when annualized, the income earned on an
investment in a Fund is assumed to be reinvested daily. The effective yield will
be slightly higher than the yield because of the compounding effect of this
assumed reinvestment.

With respect to Prime Money Market Fund, yield and effective yield will be
calculated separately for the Class A Shares and Class B Shares. Expense
difference between Class A and Class B Shares may affect the performance of each
class.

The yield of Bond Fund, Stock Fund, and Small Capitalization Fund is calculated
by dividing the net investment income per share (as defined by the Securities
and Exchange Commission) earned by the Fund over a thirty-day period by the
maximum offering price per share of the Fund on the last day of the period. This
number is then annualized using semi-annual compounding. The yield does not
necessarily reflect income actually earned by the Fund and, therefore, may not
correlate to the dividends or other distributions paid to shareholders.

From time to time, advertisements for the Funds may refer to ratings, rankings,
and other information in certain financial publications and/or compare the
Funds' performance to certain indices.

ADDRESSES
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<TABLE>
<S> <C> <C>
RIMCO Monument U.S. Treasury Money Market Fund
RIMCO Monument Prime Money Market Fund
Class A Shares
Class B Shares
RIMCO Monument Bond Fund
RIMCO Monument Stock Fund
RIMCO Monument Small Capitalization Equity Fund
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
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Distributor
Federated Securities Corp. Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
- ----------------------------------------------------------------------------------------------------
Investment Adviser
Riggs Investment Management Corp. 808 17th Street N.W.
Washington, D.C. 20006-3950
- ----------------------------------------------------------------------------------------------------
Custodian
The Riggs National Bank of Washington, D.C. 1120 Vermont Avenue N.W.
RIMCO Monument Funds Washington, D.C. 20005-3598
- ----------------------------------------------------------------------------------------------------
Transfer Agent, Dividend Disbursing Agent,
and Portfolio Accounting Services
Federated Services Company Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
- ----------------------------------------------------------------------------------------------------
Independent Auditors
Ernst & Young LLP One Oxford Centre
Pittsburgh, Pennsylvania 15219
- ----------------------------------------------------------------------------------------------------
</TABLE>

[THIS PAGE INTENTIONALLY LEFT BLANK]

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RIMCO MONUMENT FUNDS

COMBINED PROSPECTUS

An Open-End Management
Investment Company

, 1995

RIGGS INVESTMENT MANAGEMENT CORP. (RIMCO)
- ----------------------------------------------

Investment Adviser

FEDERATED SECURITIES CORP.

- ----------------------------------------------

Distributor

Cusips 766730300

766730105

766730402

766730204

766730501

766730
--

1061803A (9/95)

RIMCO MONUMENT FUNDS
CONSISTS OF FIVE PORTFOLIOS:
O RIMCO MONUMENT U.S. TREASURY MONEY MARKET FUND;
O RIMCO MONUMENT PRIME MONEY MARKET FUND;

CLASS A SHARES
CLASS B SHARES

O RIMCO MONUMENT BOND FUND;
O RIMCO MONUMENT STOCK FUND; AND
O RIMCO MONUMENT SMALL CAPITALIZATION EQUITY FUND.
COMBINED STATEMENT OF ADDITIONAL INFORMATION

This combined Statement of Additional Information should be read with the
combined Prospectus of RIMCO Monument Funds (the "Trust")
dated , 1995. This Statement is not a prospectus itself. To
------------
receive a copy of the combined Prospectus, write or call the Trust.

FEDERATED INVESTORS TOWER
PITTSBURGH, PENNSYLVANIA 15222-3779

Statement dated , 1995
--------------

FEDERATED SECURITIES
CORP.

Distributor
A subsidiary of
Federated Investors

GENERAL INFORMATION ABOUT THE TRUST TRUSTEES' COMPENSATION 32
1 TRUSTEE LIABILITY 33
INVESTMENT OBJECTIVE AND POLICIES OF INVESTMENT ADVISORY SERVICES 33
THE FUNDS 3
ADVISER TO THE TRUST 33
REPURCHASE AGREEMENTS 3 ADVISORY FEES 34
REVERSE REPURCHASE AGREEMENTS 4 ADMINISTRATIVE SERVICES 35
WHEN-ISSUED AND DELAYED DELIVERY CUSTODIAN 36
TRANSACTIONS 4
RESTRICTED AND ILLIQUID SECURITIES
5
LENDING OF PORTFOLIO SECURITIES5
U.S. GOVERNMENT SECURITIES 6
BANK INSTRUMENTS 6
FUTURES AND OPTIONS TRANSACTIONS7
FUTURES CONTRACTS 8
PUT OPTIONS ON FUTURES CONTRACTS8
CALL OPTIONS ON FUTURES CONTRACTS 9
"MARGIN" IN FUTURES TRANSACTIONS10
COLLATERALIZED MORTGAGE OBLIGATIONS
(CMOS) 12
REAL ESTATE INVESTMENT TRUSTS 13
CONVERTIBLE SECURITIES 13
WARRANTS 14
PORTFOLIO TURNOVER 14
INVESTMENT LIMITATIONS 15
RIMCO MONUMENT FUNDS MANAGEMENT21

OFFICERS AND TRUSTEES 21
FUND OWNERSHIP 31

BROKERAGE TRANSACTIONS 37
PURCHASING SHARES 38

DISTRIBUTION PLAN (CLASS B SHARES OF
PRIME MONEY MARKET FUND ONLY) 38
CONVERSION TO FEDERAL FUNDS 39
DETERMINING NET ASSET VALUE 39

DETERMINING MARKET VALUE OF
SECURITIES 39
USE OF THE AMORTIZED COST METHOD40
REDEEMING SHARES 42

REDEMPTION IN KIND 43
TAX STATUS 43

THE FUNDS' TAX STATUS 43
SHAREHOLDERS' TAX STATUS 44
CAPITAL GAINS 44
TOTAL RETURN 44
YIELD 45
EFFECTIVE YIELD 46
PERFORMANCE COMPARISONS 47

U.S. TREASURY MONEY MARKET FUND:48
PRIME MONEY MARKET FUND: 48
BOND FUND: 49
STOCK FUND: 50
SMALL CAPITALIZATION FUND: 51
FINANCIAL STATEMENTS 52
APPENDIX 52

GENERAL INFORMATION ABOUT THE TRUST

The Trust was established as a Massachusetts business trust under a Declaration
of Trust dated April 1, 1991. As of the date of this Statement, the Trust
consists of five separate portfolios of securities (the "Funds") which are as
follows: RIMCO Monument U.S. Treasury Money Market Fund ("U.S. Treasury Money
Market Fund"), RIMCO Monument Prime Money Market Fund ("Prime Money Market
Fund"), RIMCO Monument Bond Fund ("Bond Fund"), RIMCO Monument Stock Fund
("Stock Fund") and RIMCO Monument Small Capitalization Equity Fund ("Small
Capitalization Fund").

Shares of Prime Money Market Fund are currently offered in two classes: Class A
Shares and Class B Shares. Prior to August 23, 1995, this Fund offered a single
class of shares, which are currently designated as Class A Shares.

INVESTMENT OBJECTIVE AND POLICIES OF THE FUNDS

The Prospectus discusses the objective of each Fund and the policies it employs
to achieve those objectives. The following discussion supplements the
description of the Funds' investment policies in the Prospectus.
The Funds' respective investment objectives cannot be changed without approval
of shareholders. The investment policies described below may be changed by the
Board of Trustees (the "Trustees") without shareholder approval. Shareholders
will be notified before any material change in these policies becomes effective.
REPURCHASE AGREEMENTS
The Funds or their custodian will take possession of the securities subject to
repurchase agreements and these securities will be marked to market daily. In
the event that a defaulting seller filed for bankruptcy or became insolvent,
disposition of such securities by a Fund might be delayed pending court action.
The Funds believe that under the regular procedures normally in effect for

custody of a Fund's portfolio securities subject to repurchase agreements, a
court of competent jurisdiction would rule in favor of a Fund and allow
retention or disposition of such securities. The Funds will only enter into
repurchase agreements with banks and other recognized financial institutions
such as broker/dealers which are deemed by the adviser to be creditworthy
pursuant to guidelines established by the Trustees.
REVERSE REPURCHASE AGREEMENTS
The Funds may also enter into reverse repurchase agreements. These transactions
are similar to borrowing cash. In a reverse repurchase agreement a Fund
transfers possession of a portfolio instrument to another person, such as a
financial institution, broker, or dealer, in return for a percentage of the
instrument's market value in cash, and agrees that on a stipulated date in the
future the Fund will repurchase the portfolio instrument by remitting the
original consideration plus interest at an agreed upon rate. The use of reverse
repurchase agreements may enable a Fund to avoid selling portfolio instruments
at a time when a sale may be deemed to be disadvantageous, but the ability to
enter into reverse repurchase agreements does not ensure that a Fund will be
able to avoid selling portfolio instruments at a disadvantageous time.
When effecting reverse repurchase agreements, liquid assets of a Fund, in a
dollar amount sufficient to make payment for the obligations to be purchased,
are segregated at the trade date. These securities are marked to market daily
and are maintained until the transaction is settled.
WHEN-ISSUED AND DELAYED DELIVERY TRANSACTIONS
The Funds may engage in when-issued and delayed delivery transactions. These
transactions are made to secure what is considered to be an advantageous price
or yield for a Fund. However, liquid assets of a Fund sufficient to make payment
for the securities to be purchased are segregated on the Fund's records at the
trade date. These assets are marked to market daily and are maintained until the
transaction has been settled. As a matter of policy, the Funds do not intend to

engage in when-issued and delayed delivery transactions to an extent that would
cause the segregation of more than 20% of the total value of their respective
assets.
RESTRICTED AND ILLIQUID SECURITIES
The ability of the Trustees to determine the liquidity of certain restricted
securities is permitted under a Securities and Exchange Commission (the "SEC")
Staff position set forth in the adopting release for Rule 144A under the
Securities Act of 1933 (the "Rule"). The Rule is a non-exclusive, safe-harbor
for certain secondary market transactions involving securities subject to
restrictions on resale under federal securities laws. The Rule provides an
exemption from registration for resales of otherwise restricted securities to
qualified institutional buyers. The Rule was expected to further enhance the
liquidity of the secondary market for securities eligible for resale under the
Rule. The Trust, on behalf of the Funds, believes that the Staff of the SEC has
left the question of determining the liquidity of all restricted securities for
determination to the Trustees. The Trustees consider the following criteria in
determining the liquidity of certain restricted securities:
o the frequency of trades and quotes for the security;
o the number of dealers willing to purchase or sell the security and the
number of other potential buyers;
o dealer undertakings to make a market in the security; and
o the nature of the security and the nature of the marketplace trades.
LENDING OF PORTFOLIO SECURITIES
The collateral received when a Fund lends portfolio securities must be valued
daily and, should the market value of the loaned securities increase, the
borrower must furnish additional collateral to the particular Fund. During the
time portfolio securities are on loan, the borrower pays a Fund any dividends or
interest paid on such securities. Loans are subject to termination at the option
of a Fund or the borrower. A Fund may pay reasonable administrative and

custodial fees in connection with a loan and may pay a negotiated portion of the
interest earned on the cash or equivalent collateral to the borrower or placing
broker.
A Fund would not have the right to vote securities on loan, but would terminate
the loan and regain the right to vote if that were considered important with
respect to the investment.
U.S. GOVERNMENT SECURITIES
The types of U.S. government securities in which the Prime Money Market Fund,
Bond Fund, Stock Fund, and Small Capitalization Fund may invest generally
include direct obligations of the U.S. Treasury (such as U.S. Treasury bills,
notes, and bonds) and obligations issued or guaranteed by U.S. government
agencies or instrumentalities. These securities are backed by:
o the full faith and credit of the U.S. Treasury;
o the issuer's right to borrow from the U.S. Treasury;
o the discretionary authority of the U.S. government to purchase certain
obligations of the agency or instrumentality; or
o the credit of the agency or instrumentality issuing the obligations.
Examples of agencies and instrumentalities whose obligations are permissible
investments but may not always receive financial support from the U.S.
government are: Federal Land Banks; Central Bank for Cooperatives; Federal
Intermediate Credit Banks; Federal Home Loan Banks; Farmers Home Administration;
and Federal National Mortgage Association.
BANK INSTRUMENTS
Prime Money Market Fund, Bond Fund, Stock Fund, and Small Capitalization Fund
may invest in the instruments of banks and savings and loans whose deposits are
insured by the Bank Insurance Fund, which is administered by the Federal Deposit
Insurance Corporation ("FDIC"), or the Savings Association Insurance Fund, which
is administered by the FDIC, such as certificates of deposit, demand and time

deposits, savings shares, and bankers' acceptances. These instruments are not
necessarily guaranteed by those organizations.
In addition, the Funds may invest in:
o Eurodollar Certificates of Deposit ("ECDs") issued by foreign branches of
U.S. or foreign banks;
o Eurodollar Time Deposits ("ETDs"), which are U.S. dollar- denominated
deposits in foreign branches of U.S. or foreign banks;
o Canadian Time Deposits, which are U.S. dollar-denominated deposits issued
by branches of major Canadian banks located in the United States; and
o Yankee Certificates of Deposit ("Yankee CDs"), which are U.S. dollar-
denominated certificates of deposit issued by U.S. branches of foreign
banks and held in the United States.
FUTURES AND OPTIONS TRANSACTIONS
Bond Fund, Stock Fund, and Small Capitalization Fund may engage in futures and
options transactions. In an effort to reduce fluctuations in the net asset value
of shares of a Fund, a Fund may attempt to hedge all or a portion of its
portfolio by buying and selling financial futures contracts, buying put options
on portfolio securities and listed put options on futures contracts, (or over-
the-counter put options on futures contracts in the case of Bond Fund) and
writing call options on futures contracts. A Fund may also write covered call
options on portfolio securities to attempt to increase its current income. A
Fund will maintain its positions in securities, option rights, and segregated
cash subject to puts and calls until the options are exercised, closed, or have
expired. With respect to Bond Fund, an option position on financial futures
contracts may be closed out over- the-counter or on an exchange which provides a
secondary market for options of the same series. With respect to Stock Fund and
Small Capitalization Fund, an option position on financial futures contracts may
be closed out only on an exchange which provides a secondary market for options
of the same series.

FUTURES CONTRACTS
Bond Fund, Stock Fund, and Small Capitalization Fund may engage in futures
contracts. A futures contract is a firm commitment by two parties: the seller
who agrees to make delivery of the specific type of security called for in the
contract ("going short") and the buyer who agrees to take delivery of the
security ("going long") at a certain time in the future. However, a stock index
futures contract is an agreement pursuant to which two parties agree to take or
make delivery of an amount of cash equal to the difference between the value of
the index at the close of the last trading day of the contract and the price at
which the index contract was originally written. No physical delivery of the
underlying securities in the index is made.
The purpose of the acquisition or sale of a futures contract by a Fund is to
protect the Fund from fluctuations in the value of its securities caused by
anticipated changes in interest rates or market conditions without necessarily
buying or selling the securities. For example, in the fixed income securities
market, price moves inversely to interest rates. A rise in rates means a drop in
price. Conversely, a drop in rates means a rise in price. In order to hedge its
holdings of fixed income securities against a rise in market interest rates,
Bond Fund could enter into contracts to deliver securities at a predetermined
price (i.e., "go short") to protect itself against the possibility that the
prices of its fixed income securities may decline during the Fund's anticipated
holding period. Bond Fund would "go long" (agree to purchase securities in the
future at a predetermined price) to hedge against a decline in market interest
rates.
PUT OPTIONS ON FUTURES CONTRACTS
Bond Fund, Stock Fund, and Small Capitalization Fund may engage in put options
on futures contracts. A Fund may purchase listed put options on futures
contracts (or over-the-counter put options on futures contracts in the case of
Bond Fund). Unlike entering directly into a futures contract, which requires the

purchaser to buy a financial instrument on a set date at a specified price, the
purchase of a put option on a futures contract entitles (but does not obligate)
its purchaser to decide on or before a future date whether to assume a short
position at the specified price. A Fund would purchase put options on futures
contracts to protect portfolio securities against decreases in value resulting
from market factors such as an anticipated increase in interest rates.
Generally, if the hedged portfolio securities decrease in value during the term
of an option, the related futures contracts will also decrease in value and the
option will increase in value. In such an event, a Fund will normally close out
its option by selling an identical option. If the hedge is successful, the
proceeds received by a Fund upon the sale of the second option may be large
enough to offset both the premium paid by the Fund for the original option plus
the decrease in value of the hedged securities.
Alternatively, a Fund may exercise its put option to close out the position. To
do so, it would simultaneously enter into a futures contract of the type
underlying the option (for a price less than the strike price of the option) and
exercise the option. The Fund would then deliver the futures contract in return
for payment of the strike price. If the Fund neither closes out nor exercises an
option, the option will expire on the date provided in the option contract, and
only the premium paid for the contract will be lost.
CALL OPTIONS ON FUTURES CONTRACTS
Bond Fund, Stock Fund, and Small Capitalization Fund may engage in call options
on futures contracts. In addition to purchasing put options on futures, Bond
Fund, Stock Fund, and Small Capitalization Fund may write listed call options on
futures contracts (or over-the-counter call options on futures contracts in the
case of Bond Fund) to hedge its respective portfolio against, for example, an
increase in market interest rates. When a Fund writes a call option on a futures
contract, it is undertaking the obligation of assuming a short futures position
(selling a futures contract) at the fixed strike price at any time during the

life of the option if the option is exercised. As market interest rates rise (in
the case of Bond Fund) or as stock prices fall (in the case of Stock Fund and
Small Capitalization Fund), causing the prices of futures to go down, a Fund's
obligation under a call option on a future (to sell a futures contract) costs
less to fulfill, causing the value of a Fund's call option position to increase.
In other words, as the underlying future's price goes down below the strike
price, the buyer of the option has no reason to exercise the call, so that a
Fund keeps the premium received for the option. This premium can help
substantially to offset the drop in value of a Fund's portfolio securities.
Prior to the expiration of a call written by a Fund, or exercise of it by the
buyer, a Fund may close out the option by buying an identical option. If the
hedge is successful, the cost of the second option will be less than the premium
received by a Fund for the initial option. The net premium income of a Fund will
then substantially offset the decrease in value of the hedged securities.
A Fund will not maintain open positions in futures contracts it has sold or call
options it has written on futures contracts if, in the aggregate, the value of
the open positions (marked to market) exceeds the current market value of its
securities portfolio plus or minus the unrealized gain or loss on those open
positions, adjusted for the correlation of volatility between the hedged
securities and the futures contracts. If this limitation is exceeded at any
time, a Fund will take prompt action to close out a sufficient number of open
contracts to bring its open futures and options positions within this
limitation.
"MARGIN" IN FUTURES TRANSACTIONS
Unlike the purchase or sale of a security, neither Bond Fund, Stock Fund, nor
Small Capitalization Fund pay or receive money upon the purchase or sale of a
futures contract. Rather, the Funds are required to deposit an amount of
"initial margin" in cash or U.S. Treasury bills with the custodian (or the
broker, if legally permitted). The nature of initial margin in futures

transactions is different from that of margin in securities transactions in that
futures contracts initial margin does not involve a borrowing by a Fund to
finance the transactions. Initial margin is in the nature of a performance bond
or good faith deposit on the contract which is returned to a Fund upon
termination of the futures contract, assuming all contractual obligations have
been satisfied. A futures contract held by Bond Fund, Stock Fund, or Small
Capitalization Fund is valued daily at the official settlement price of the
exchange on which it is traded. Each day a Fund pays or receives cash, called
"variation margin," equal to the daily change in value of the futures contract.
This process is known as "marking to market." Variation margin does not
represent a borrowing or loan by a Fund but is instead settlement between a Fund
and the broker of the amount one would owe the other if the futures contract
expired. In computing its daily net asset value, a Fund will mark to market its
open futures positions. The Funds are also required to deposit and maintain
margin when they write call options on futures contracts.
The Funds will comply with the following restrictions when purchasing and
selling futures contracts. First, the Funds will not participate in futures
transactions if the sum of its initial margin deposits on open contracts will
exceed 5% of the market value of its respective total assets, after taking into
account the unrealized profits and losses on those contracts it has entered
into. Second, the Funds will not enter into these contracts for speculative
purposes. Third, since the Funds do not constitute a commodity pool, they will
not market themselves as such, nor serve as vehicles for trading in the
commodities futures or commodity options markets. Connected with this, the Funds
will disclose to all prospective investors, the limitations on their futures and
option transactions, and make clear that these transactions are entered into
only for bona fide hedging purposes, or other permissible purposes pursuant to
regulations promulgated by the Commodity Futures Trading Commission ("CFTC").

Finally, because the Funds will submit to the CFTC special calls for
information, the Funds will not register as commodities pool operators.
COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS)
Bond Fund may invest in CMOs. Privately issued CMOs generally represent an
ownership interest in a pool of federal agency mortgage pass-through securities,
such as those issued by the Government National Mortgage Association. The terms
and characteristics of the mortgage instruments may vary among pass-through
mortgage loan pools. The market for such CMOs has expanded considerably since
its inception. The size of the primary issuance market and the active
participation in the secondary market by securities dealers and other investors
make governmentrelated pools highly liquid.
Generally-speaking, the mortgages underlying mortgage-backed securities often
may be prepaid without penalty or premium. Therefore, mortgage- backed
securities are generally subject to higher prepayment risks than most other
types of debt instruments. Prepayment risks on mortgage securities tend to
increase during periods of declining mortgage interest rates, because many
borrowers refinance their mortgages to take advantage of the more favorable
rates. Depending upon market conditions, the yield that the Fund receives from
the reinvestment of such prepayments, or any scheduled principal payments, may
be lower than the yield on the original mortgage security. As a consequence,
mortgage securities may be a less effective means of "locking in" interest rates
than other types of debt securities having the same stated maturity and may also
have less potential for capital appreciation. For certain types of asset pools,
such as collateralized mortgage obligations, prepayments may be allocated to one
tranche of securities ahead of other tranches, in order to reduce the risk of
prepayments for the other tranches. Prepayments may result in a capital loss to
the Fund to the extent that the prepaid mortgage securities were purchased at a
market premium over their stated principal amount. Conversely, the prepayment of
mortgage securities purchased at a market discount from their stated principal

amount will accelerate the recognition of interest income by the Fund, which
would be taxed as ordinary income when distributed to the shareholders.
REAL ESTATE INVESTMENT TRUSTS
The Small Capitalization Fund may purchase interests in real estate investment
trusts. Risks associated with real estate investments include the fact that
equity and mortgage real estate investment trusts are dependent upon management
skill and are not diversified, and are, therefore, subject to the risk of
financing single projects or unlimited number of projects. They are also subject
to heavy cash flow dependency, defaults by borrowers, and self-liquidation.
Additionally, equity real estate investment trusts may be affected by any
changes in the value of the underlying property owned by the trusts, and
mortgage real estate investment trusts may be affected by the quality of any
credit extended. The investment adviser seeks to mitigate these risks by
selecting real estate investment trusts diversified by sector (shopping malls,
apartment building complexes, and health care facilities) and geographic
location.
CONVERTIBLE SECURITIES
When owned as part of a unit along with warrants, which entitle the holder to
buy the common stock, convertible securities function as convertible bonds,
except that the warrants generally will expire before the bond's maturity.
Convertible securities are senior to equity securities, and therefore have a
claim to assets of the corporation prior to the holders of common stock in the
case of liquidation. However, convertible securities are generally subordinated
to similar nonconvertible securities of the same company. The interest income
and dividends from convertible bonds and preferred stocks provide a stable
stream of income with generally higher yields than common stocks, but lower than
non-convertible securities of similar quality.
The Funds will exchange or convert the convertible securities held in their
portfolios into shares of the underlying common stocks when, in the investment

adviser's opinion, the investment characteristics of the underlying common
shares will assist the Funds in achieving their investment objectives.
Otherwise, the Funds will hold or trade the convertible securities. In selecting
convertible securities for the Fund, the Fund's adviser evaluates the investment
characteristics of the convertible security as a fixed income instrument, and
the investment potential of the underlying equity security for capital
appreciation. In evaluating these matters with respect to a particular
convertible security, the Fund's adviser considers numerous factors, including
the economic and political outlook, the value of the security relative to other
investment alternatives, trends in the determinants of the issuer's profits, and
the issuer's management capability and practices.
WARRANTS
Stock Fund and Small Capitalization Fund may invest in warrants. Warrants are
basically options to purchase common stock at a specific price (usually at a
premium above the market value of the optioned common stock at issuance) valid
for a specific period of time. Warrants may have a life ranging from less than a
year to twenty years or may be perpetual. However, most warrants have expiration
dates after which they are worthless. In addition, if the market price of the
common stock does not exceed the warrant's exercise price during the life of the
warrant, the warrant will expire as worthless. Warrants have no voting rights,
pay no dividends, and have no rights with respect to the assets of the
corporation issuing them. The percentage increase or decrease in the market
price of the warrant may tend to be greater than the percentage increase or
decrease in the market price of the optioned common stock.
PORTFOLIO TURNOVER
For the years ended April 30, 1995 and 1994 , the Bond and Stock Funds'
portfolio turnover rates were 262% and 46%, and 344% and 89%, respectively. For
the period from February 27, 1995 (date of initial public investment) to April
30, 1995, the Small Capitalization Fund portfolio turnover rate was 8%.

INVESTMENT LIMITATIONS
ISSUING SENIOR SECURITIES AND BORROWING MONEY
The Funds will not issue senior securities except that a Fund may borrow
money directly or through reverse repurchase agreements in amounts up to
one-third of the value of its total assets, including the amount borrowed;
and except to the extent that a Fund may enter into futures contracts. The
Funds will not borrow money or engage in reverse repurchase agreements for
investment leverage, but rather as a temporary, extraordinary, or emergency
measure or to facilitate management of the portfolio by enabling a Fund to
meet redemption requests when the liquidation of portfolio securities is
deemed to be inconvenient or disadvantageous. A Fund will not purchase any
securities while any borrowings in excess of 5% of its total assets are
outstanding. During the period any reverse repurchase agreements are
outstanding, a Fund will restrict the purchase of portfolio securities to
money market instruments maturing on or before the expiration date of the
reverse repurchase agreements, but only to the extent necessary to assure
completion of the reverse repurchase agreements.
SELLING SHORT AND BUYING ON MARGIN
The Funds will not sell any securities short or purchase any securities on
margin, but may obtain such short-term credits as are necessary for
clearance of purchases and sales of securities. The deposit or payment by
Bond Fund, Stock Fund, or Small Capitalization Fund of initial or variation
margin in connection with futures contracts or related options transactions
is not considered the purchase of a security on margin.
PLEDGING ASSETS
The Funds will not mortgage, pledge, or hypothecate any assets, except to
secure permitted borrowings. In these cases U.S. Treasury Money Market Fund

and Prime Money Market Fund may pledge assets having a market value not
exceeding the lesser of the dollar amounts borrowed or 10% of the value of
total assets of a Fund at the time of the pledge, while Bond Fund, Stock
Fund, and Small Capitalization Fund may pledge assets having a value of 15%
of assets taken at cost. For purposes of this restriction, (a) the deposit
of assets in escrow in connection with the writing of covered put or call
options and the purchase of securities on a when-issued basis; and (b)
collateral arrangements with respect to (i) the purchase and sale of stock
options and (ii) initial or variation margin for futures contracts will not
be deemed to be pledges of a Fund's assets. Margin deposits for the
purchase and sale of futures contracts and related options are not deemed
to be a pledge.
LENDING CASH OR SECURITIES
The Funds will not lend any of their respective assets except portfolio
securities up to one-third of the value of total assets. This shall not
prevent a Fund from purchasing or holding U.S. government obligations,
money market instruments, variable amount demand master notes, bonds,
debentures, notes, certificates of indebtedness, or other debt securities,
entering into repurchase agreements, or engaging in other transactions
where permitted by a Fund's investment objective, policies, and limitations
or the Trust's Declaration of Trust.
INVESTING IN RESTRICTED SECURITIES
Prime Money Market Fund, Bond Fund, Stock Fund, and Small Capitalization
Fund will not invest more than 10% of net assets in securities subject to
restrictions on resale under the Securities Act of 1933, except for
commercial paper issued under Section 4(2) of the Securities Act of 1933
and certain other restricted securities which meet the criteria for
liquidity as established by the Board of Trustees. U.S. Treasury Money

Market Fund will not purchase or sell securities which are restricted as to
resale under federal securities law.
INVESTING IN COMMODITIES
None of the Funds will invest in commodities, except to the extent that
Bond Fund, Stock Fund, and Small Capitalization Fund may engage in
transactions involving futures contracts or options on futures contracts.
INVESTING IN REAL ESTATE
None of the Funds will purchase or sell real estate, including limited
partnership interests, although Prime Money Market Fund, Bond Fund, Stock
Fund, and Small Capitalization Fund may invest in securities of issuers
whose business involves the purchase or sale of real estate or in
securities which are secured by real estate or interests in real estate.
DIVERSIFICATION OF INVESTMENTS
With respect to 75% of the value of its respective total assets, Prime
Money Market Fund, Bond Fund, Stock Fund, and Small Capitalization Fund
will not purchase securities issued by any one issuer (other than cash,
cash items or securities issued or guaranteed by the government of the
United States or its agencies or instrumentalities and repurchase
agreements collateralized by such securities), if as a result more than 5%
of the value of its total assets would be invested in the securities of
that issuer. The Funds will not acquire more than 10% of the outstanding
voting securities of any one issuer.
CONCENTRATION OF INVESTMENTS
No Fund will invest 25% or more of the value of its respective total assets
in any one industry (other than securities issued by the U.S. government,
its agencies, or instrumentalities or repurchase agreements collateralized
by these securities), except that Prime Money Market Fund may invest 25% or
more of the value of its total assets in cash or cash items, securities
issued or guaranteed by the U.S. government, its agencies, or

instrumentalities, or instruments secured by these money market instruments
(i.e., repurchase agreements).
UNDERWRITING
A Fund will not underwrite any issue of securities, except as a Fund may be
deemed to be an underwriter under the Securities Act of 1933 in connection
with the sale of securities in accordance with its investment objective,
policies, and limitations.
The above limitations cannot be changed with respect to a Fund without approval
of holders of a majority of that Fund's shares. The following limitations may be
changed by the Trustees without shareholder approval. Shareholders will be
notified before any material change in these limitations becomes effective.
INVESTING IN ILLIQUID SECURITIES
The Bond Fund, Stock Fund, and Small Capitalization Fund will not invest
more than 15% and the Prime Money Market Fund will not invest more than 10%
of the value of their respective net assets in illiquid securities,
including repurchase agreements providing for settlement more than seven
days after notice; and, in the case of Bond Fund, Stock Fund, and Small
Capitalization Fund, including over-the-counter options; in the case of
Prime Money Market Fund, Bond Fund, Stock Fund, and Small Capitalization
Fund, including certain restricted securities not determined by the
Trustees to be liquid; and, in the case of Prime Money Market Fund, non-
negotiable fixed income time deposits with maturities over seven days.
INVESTING IN SECURITIES OF OTHER INVESTMENT COMPANIES
The Funds will limit their respective investment in other investment
companies to no more than 3% of the total outstanding voting stock of any
investment company, invest no more than 5% of total assets in any one
investment company, or invest more than 10% of total assets in investment
companies in general. U.S. Treasury Money Market Fund and Prime Money
Market Fund will limit their investments in the securities of other

investment companies to those of money market funds having investment
objectives and policies similar to their own. The Funds will purchase
securities of closed-end investment companies only in open market
transactions involving only customary broker's commissions. However, these
limitations are not applicable if the securities are acquired in a merger,
consolidation, reorganization, or acquisition of assets.
INVESTING IN NEW ISSUERS
A Fund will not invest more than 5% of the value of its total assets in
securities of issuers which have records of less than three years of
continuous operations, including the operation of any predecessor.
INVESTING IN ISSUERS WHOSE SECURITIES ARE OWNED BY OFFICERS AND TRUSTEES OF
THE TRUST
A Fund will not purchase or retain the securities of any issuer if the
officers and Trustees of the Trust or a Fund's investment adviser owning
individually more than 1/2 of 1% of the issuer's securities together own
more than 5% of the issuer's securities.
INVESTING IN MINERALS
A Fund will not purchase interests in oil, gas, or other mineral
exploration or development programs or leases, except it may purchase the
securities of issuers which invest in or sponsor such programs.
ARBITRAGE TRANSACTIONS
A Fund will not enter into transactions for the purpose of engaging in
arbitrage.
OPTIONS AND RELATED TRANSACTIONS
A Fund will not purchase put or call options on securities or on futures
contracts, except that Bond Fund, Stock Fund and Small Capitalization Fund
may engage in put and call options, futures and options on futures.

PURCHASING SECURITIES TO EXERCISE CONTROL
A Fund will not purchase securities of a company for the purpose of
exercising control or management.
INVESTING IN WARRANTS
The Funds will not invest in warrants, except that Stock Fund and Small
Capitalization Fund may invest not more than 5% of their respective net
assets in warrants, including those acquired in units or attached to other
securities. To comply with certain state restrictions, the Funds will limit
their investment in such warrants not listed on the New York or American
Stock Exchanges to 2% of their respective net assets. (If state
restrictions change, this latter restriction may be revised without notice
to shareholders.) For purposes of this investment restriction, warrants
will be valued at the lower of cost or market, except that warrants
acquired by the Funds in units with or attached to securities may be deemed
to be without value.
Except with respect to the Funds' policy of borrowing money, if a percentage
limitation is adhered to at the time of investment, a later increase or decrease
in percentage resulting from any change in value or net assets will not result
in a violation of such restriction. The Funds did not borrow money or pledge
securities in excess of 5% of the value of their respective net assets in the
last fiscal year and have no present intent to do so in the coming fiscal year.
To comply with registration requirements in certain states, Bond Fund, Stock
Fund and Small Capitalization Fund (1) will limit the aggregate value of the
assets underlying covered call options or put options written by a Fund to not
more than 25% of its net assets, (2) will limit the premiums paid for options
purchased by a Fund to 5% of its net assets, and (3) will limit the margin
deposits on futures contracts entered into by a Fund to 5% of its net assets.
Stock Fund and Small Capitalization Fund will not invest more than 5% of their
respective total assets in securities subject to restrictions on resale under

the Securities Act of 1933, except for commercial paper issued under Section
4(2) of the Securities Act of 1933 and certain other restricted securities which
meet the criteria for liquidity as established by the Trustees. (If state
requirements change, these restrictions may be revised without shareholder
notification.)
For purposes of its policies and limitations, the Funds consider certificates of
deposit and demand and time deposits issued by a U.S. branch of a domestic bank
or savings and loan having capital, surplus, and undivided profits in excess of
$100,000,000 at the time of investment to be "cash items."

RIMCO MONUMENT FUNDS MANAGEMENT

OFFICERS AND TRUSTEES
Officers and Trustees are listed with their addresses, birthdates, principal
occupations during the past five years, and their present positions, including
any affiliation with Riggs Investment Management Corporation, The Riggs National
Bank of Washington D.C., Federated Investors, Federated Securities Corp.,
Federated Services Company and Federated Administrative Services.

John F. Donahue@*
Federated Investors Tower
Pittsburgh, PA
Birthdate: July 28, 1924
Chairman and Trustee
Chairman and Trustee, Federated Investors, Federated Advisers, Federated
Management, and Federated Research; Chairman and Director, Federated Research
Corp. and Federated Global Research Corp.; Chairman, Passport Research, Ltd.;

Chief Executive Officer and Director, Trustee, or Managing General Partner of
the Funds. Mr. Donahue is the father of J. Christopher Donahue, Executive Vice
President of the Trust.

Thomas G. Bigley
28th Floor, One Oxford Centre
Pittsburgh, PA
Birthdate: February 3, 1934
Trustee
Director, Oberg Manufacturing Co.; Chairman of the Board, Children's Hospital of
Pittsburgh; Director, Trustee, or Managing General Partner of the Funds;
formerly, Senior Partner, Ernst & Young LLP.

John T. Conroy, Jr.
Wood/IPC Commercial Department
John R. Wood and Associates, Inc., Realtors
3255 Tamiami Trail North
Naples, FL
Birthdate: June 23, 1937
Trustee
President, Investment Properties Corporation; Senior Vice-President, John R.
Wood and Associates, Inc., Realtors; President, Northgate Village Development
Corporation; Partner or Trustee in private real estate ventures in Southwest
Florida; Director, Trustee, or Managing General Partner of the Funds; formerly,
President, Naples Property Management, Inc.

William J. Copeland
One PNC Plaza - 23rd Floor
Pittsburgh, PA
Birthdate: July 4, 1918
Trustee
Director and Member of the Executive Committee, Michael Baker, Inc.; Director,
Trustee, or Managing General Partner of the Funds; formerly, Vice Chairman and
Director, PNC Bank, N.A., and PNC Bank Corp. and Director, Ryan Homes, Inc.

James E. Dowd
571 Hayward Mill Road
Concord, MA
Birthdate: May 18, 1922
Trustee
Attorney-at-law; Director, The Emerging Germany Fund, Inc.; Director, Trustee,
or Managing General Partner of the Funds.

Lawrence D. Ellis, M.D.*
3471 Fifth Avenue, Suite 1111
Pittsburgh, PA
Birthdate: October 11, 1932
Trustee
Professor of Medicine and Member, Board of Trustees, University of Pittsburgh;
Medical Director, University of Pittsburgh Medical Center - Downtown; Member,
Board of Directors, University of Pittsburgh Medical Center; formerly,
Hematologist, Oncologist, and Internist, Presbyterian and Montefiore Hospitals;
Director, Trustee, or Managing General Partner of the Funds.

Edward L. Flaherty, Jr.@
Henny, Kochuba, Meyer and Flaherty
Two Gateway Center - Suite 674
Pittsburgh, PA
Birthdate: June 18, 1924
Trustee
Attorney-at-law; Shareholder, Henny, Kochuba, Meyer and Flaherty; Director,
Eat'N Park Restaurants, Inc., and Statewide Settlement Agency, Inc.; Director,
Trustee, or Managing General Partner of the Funds; formerly, Counsel, Horizon
Financial, F.A., Western Region.

Edward C. Gonzales*
Federated Investors Tower
Pittsburgh, PA
Birthdate: October 22, 1930
President, Treasurer, and Trustee
Vice Chairman, Treasurer, and Trustee, Federated Investors; Vice President,
Federated Advisers, Federated Management, Federated Research, Federated
Research Corp., Federated Global Research Corp. and Passport Research, Ltd.;
Executive Vice President and Director, Federated Securities Corp.; Trustee,
Federated Services Company; Chairman, Treasurer, and Trustee, Federated
Administrative Services; Trustee or Director of some of the Funds; Executive
Vice President and Treasurer of some of the Funds.

Peter E. Madden
70 Westcliff Road
Westin, MA
Birthdate: March 16, 1942
Trustee
Consultant; State Representative, Commonwealth of Massachusetts; Director,
Trustee, or Managing General Partner of the Funds; formerly, President, State
Street Bank and Trust Company and State Street Boston Corporation.

Gregor F. Meyer
Henny, Kochuba, Meyer and Flaherty
Two Gateway Center - Suite 674
Pittsburgh, PA
Birthdate: October 6, 1926
Trusteer
Attorney-at-law; Shareholder, Henny, Kochuba, Meyer and Flaherty; Chairman,
Meritcare, Inc.; Director, Eat'N Park Restaurants, Inc.; Director, Trustee, or
Managing General Partner of the Funds.

John E. Murray, Jr., J.D., S.J.D.
President, Duquesne University
Pittsburgh, PA
Birthdate: December 20, 1932
Trustee
President, Law Professor, Duquesne University; Consulting Partner, Mollica,
Murray and Hogue; Director, Trustee or Managing General Partner of the Funds.

Wesley W. Posvar
1202 Cathedral of Learning
University of Pittsburgh
Pittsburgh, PA
Birthdate: September 14, 1925
Trustee
Professor, International Politics and Management Consultant; Trustee, Carnegie
Endowment for International Peace, RAND Corporation, Online Computer Library
Center, Inc., and U.S. Space Foundation; Chairman, Czecho Management Center;
Director, Trustee, or Managing General Partner of the Funds; President Emeritus,
University of Pittsburgh; founding Chairman, National Advisory Council for
Environmental Policy and Technology and Federal Emergency Management Advisory
Board.

Marjorie P. Smuts
4905 Bayard Street
Pittsburgh, PA
Birthdate: June 21, 1935
Trusteer
Public relations/marketing consultant; Conference Coordinator, Non-profit
entities; Director, Trustee, or Managing General Partner of the Funds.

J. Christopher Donahue
Federated Investors Tower
Pittsburgh, PA
Birthdate: April 11, 1949
Executive Vice President
President and Trustee, Federated Investors, Federated Advisers, Federated
Management, and Federated Research; President and Director, Federated Research
Corp. and Federated Global Research Corp.; President, Passport Research, Ltd.;
Trustee, Federated Administrative Services, Federated Services Company, and
Federated Shareholder Services; President or Executive Vice President of the
Funds; Director, Trustee, or Managing General Partner of some of the Funds. Mr.
Donahue is the son of John F. Donahue, Chairman and Trustee of the Trust.

Richard B. Fisher
Federated Investors Tower
Pittsburgh, PA
Birthdate: May 17, 1923
Vice President
Executive Vice President and Trustee, Federated Investors; Chairman and
Director, Federated Securities Corp.; President or Vice President of some of
the Funds; Director or Trustee of some of the Funds.

John W. McGonigle
Federated Investors Tower
Pittsburgh, PA
Birthdate: October 26, 1938
Executive Vice President and Secretary
Executive Vice President, Secretary, General Counsel, and Trustee, Federated
Investors; Trustee, Federated Advisers, Federated Management, and Federated
Research; Director, Federated Research Corp. and Federated Global Research
Corp.; Trustee, Federated Services Company; Executive Vice President, Secretary,
and Trustee, Federated Administrative Services; President and Trustee, Federated
Shareholder Services; Director, Federated Securities Corp.; Executive Vice
President and Secretary of the Funds.

Jeffrey W. Sterling
Federated Investors Tower
Pittsburgh, PA
Birthdate: February 5, 1947
Vice President and Assistant Treasurer
Vice President, Federated Administrative Services; Vice President and Assistant
Treasurer of some of the Funds.

* This Trustee is deemed to be an "interested person" as defined in the
Investment Company Act of 1940, as amended.
@ Member of the Executive Committee. The Executive Committee of the Board
of Trustees handles the responsibilities of the Board of Trustees
between meetings of the Board.

Officers and Directors own less than 1% of the Fund's outstanding Shares.

As used in the table above, "The Funds" and "Funds" mean the following
investment companies: American Leaders Fund, Inc.; Annuity Management Series;
Arrow Funds; Automated Government Money Trust; Cash Trust Series II; Cash
Trust Series, Inc.; DG Investor Series; Edward D. Jones & Co. Daily Passport
Cash Trust; Federated ARMs Fund; Federated Exchange Fund, Ltd.; Federated GNMA
Trust; Federated Government Trust; Federated Growth Trust; Federated High Yield
Trust; Federated Income Securities Trust; Federated Income Trust; Federated
Index Trust; Federated Institutional Trust; Federated Intermediate Government
Trust; Federated Master Trust; Federated Municipal Trust; Federated Short-
Intermediate Government Trust; Federated Short-Term U.S. Government Trust;

Federated Stock Trust; Federated Tax-Free Trust; Federated U.S. Government Bond
Fund; First Priority Funds; Fixed Income Securities, Inc.; Fortress Adjustable
Rate U.S. Government Fund, Inc.; Fortress Municipal Income Fund, Inc.; Fortress
Utility Fund, Inc.; Fund for U.S. Government Securities, Inc.; Government Income
Securities, Inc.; High Yield Cash Trust; Insight Institutional Series, Inc.;
Insurance Management Series; Intermediate Municipal Trust; International Series,
Inc.; Investment Series Funds, Inc.; Investment Series Trust; Liberty Equity
Income Fund, Inc.; Liberty High Income Bond Fund, Inc.; Liberty Municipal
Securities Fund, Inc.; Liberty U.S. Government Money Market Trust; Liberty Term
Trust, Inc. - 1999; Liberty Utility Fund, Inc.; Liquid Cash Trust; Managed
Series Trust; Money Market Management, Inc.; Money Market Obligations Trust;
Money Market Trust; Municipal Securities Income Trust; Newpoint Funds; 111
Corcoran Funds; Peachtree Funds; The Planters Funds; RIMCO Monument Funds; The
Shawmut Funds; Short-Term Municipal Trust; Star Funds; The Starburst Funds; The
Starburst Funds II; Stock and Bond Fund, Inc.; Sunburst Funds; Targeted Duration
Trust; Tax-Free Instruments Trust; Trademark Funds; Trust for Financial
Institutions; Trust For Government Cash Reserves; Trust for Short-Term U.S.
Government Securities; Trust for U.S. Treasury Obligations; The Virtus Funds;
World Investment Series, Inc.

FUND OWNERSHIP

Officers and Trustees own less than 1% of the outstanding shares of each Fund.
The following list indicates the beneficial ownership of shareholders who are
the beneficial owners of more than 5% of the outstanding shares of the following
Funds as of September 12, 1995. Riggs National Bank, acting in various
capacities for numerous accounts owned, of record approximately: 4,225,733.53
shares (86.0%) of Bond Fund; 246,222,889.51% Class A Shares (82.80%) of Prime
Money Market Fund; 3,657,220.58 shares (70.24%) of Stock Fund; 84,677,177.11

shares (83.47%) of U.S. Treasury Money Market Fund; and 1,268,416.03 shares
(95.63%) of Small Capitalization Fund. As of
September 12, 1995, Georgetown University, Washington, D.C., owned approximately
19,842,015.49 Class A Shares (6.67%) of Prime Money Market Fund. As of September
12, 1995, Riggs National Bank, RPO Collier Shannon Profit Sharing, Washington,
D.C. owned approximately 337,946.47 (6.49%) shares of Stock Fund.

TRUSTEES' COMPENSATION

NAME ,
POSITION WITH AGGREGATE COMPENSATION
TRUST*# FROM TRUST

John F. Donahue
Chairman and Trustee $0
John T. Conroy, Jr.
Trustee $1,726
William J. Copeland
Trustee $1,726
James E. Dowd
Trustee $1,726
Lawrence D. Ellis, M.D.
Trustee $1,570
Edward L. Flaherty, Jr.
Trustee $1,726

Edward C. Gonzales
President , Treasurer,
and Trustee $0
Peter E. Madden
Trustee $1,331
Gregor F. Meyer
Trustee 1,570
John E. Murray, Jr.
Trustee $554
Wesley W. Posvar
Trustee $1,570
Marjorie P. Smuts
Trustee $1,570

*Information is furnished for the fiscal year ended April 30, 1995.
#The aggregate compensation is provided for the Trust which is comprised of five
portfolios.

TRUSTEE LIABILITY
The Trust's Declaration of Trust provides that the Trustees will not be liable
for errors of judgment or mistakes of fact or law. However, they are not
protected against any liability to which they would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.
INVESTMENT ADVISORY SERVICES

ADVISER TO THE TRUST
The Trust's investment adviser is Riggs Investment Management Corporation
("RIMCO"). It is a subsidiary of The Riggs National Bank of Washington D.C.

("Riggs National Bank"). The adviser shall not be liable to the Trust, a Fund,
or any shareholder of any of the Funds for any losses that may be sustained in
the purchase, holding, or sale of any security or for anything done or omitted
by it, except acts or omissions involving willful misfeasance, bad faith, gross
negligence, or reckless disregard of the duties imposed upon it by its contract
with the Trust.
Because of the internal controls maintained by Riggs National Bank to restrict
the flow of non-public information, Fund investments are typically made without
any knowledge of Riggs National Bank's or its affiliates' lending relationships
with an issuer.
ADVISORY FEES
For its advisory services, RIMCO receives an annual investment advisory fee as
described in the prospectus. For the years ended April 30, 1995, 1994 and 1993,
the adviser earned fees from the U.S. Treasury Money Market Fund of $471,274,
$603,612, and $357,883, respectively, of which $188,510, $187,081, and $211,661,
respectively, were waived. For the years ended April 30, 1995, 1994 and 1993,
the adviser earned fees from the Prime Money Market Fund of $1,722,083,
$1,749,364, and $1,359,233, respectively, of which $818,546, $973,920, and
$779,685, respectively, were waived. For the years ended April 30, 1995, 1994,
and for the period from May 11, 1992 (date of initial public investment), to
April 30, 1993, the adviser earned fees from the Bond Fund of $346,821, $361,465
and $274,123 of which $185,307, $230,341 and $234,520, respectively, were
waived. For the years ended April 30, 1995, 1994 and for the period from the
date of initial public investment, May 11, 1992, to April 30, 1993, the adviser
earned fees from the Stock Fund of $450,390, $366,126, and $234,851,
respectively, of which $82,877, $96,024 and $150,164, respectively, were waived.
For the period from February 27, 1995 (date of initial public investment) to
April 30, 1995, the adviser earned fees from the Small Capitalization Fund of
$9,220, all of which was waived.

STATE EXPENSE LIMITATIONS
The adviser has undertaken to comply with the expense limitations
established by certain states for investment companies whose shares are
registered for sale in those states. If a Fund's normal operating expenses
(including the investment advisory fee, but not including brokerage
commissions, interest, taxes, and extraordinary expenses) exceed 2 1/2% per
year of the first $30 million of average net assets, 2% per year of the
next $70 million of average net assets, and 1 1/2% per year of the
remaining average net assets, the adviser will reimburse the Fund for its
expenses over the limitation.
If a Fund's monthly projected operating expenses exceed this limitation,
the investment advisory fee paid will be reduced by the amount of the
excess, subject to an annual adjustment. If the expense limitation is
exceeded, the amount to be reimbursed by the adviser will be limited, in
any single fiscal year, by the amount of the investment advisory fee. This
arrangement is not part of the advisory contract and may be amended or
rescinded in the future.
ADMINISTRATIVE SERVICES

Federated Administrative Services, which is a subsidiary of Federated Investors,
provides administrative personnel and services to the Funds for the fees set
forth in the prospectus. For the years ended April 30, 1995, 1994 and 1993,
Federated Administrative Services earned from the U.S. Treasury Money Market
Fund fees equal to $126,640, $160,619, and $100,328, respectively, none of which
was waived. For the years ended April 30, 1995, 1994 and 1993, Federated
Administrative Services earned from Prime Money Market Fund fees equal to
$462,172 $462,675, and $380,420, respectively, of which $0, $0, and $51,642,
respectively, were waived. For the years ended April 30, 1995, 1994 and for the
period from the date of initial public investment, May 11, 1992, to April 30,

1993, Federated Administrative Services earned from the Bond Fund fees equal to
$62,130, $64,134 and $51,181, respectively, of which $0, $0 and $3,654,
respectively, were waived. For the year ended April 30, 1995, 1994 and for the
period from the date of initial public investment, May 11, 1992, to April 30,
1993, Federated Administrative Services earned from the Stock Fund fees equal to
$80,732, $64,944 and $43,863, respectively, of which $0, $0 and $1,395,
respectively, were waived. For the period from February 27, 1995 (date of
initial public investment), to April 30, 1995, Federated Administrative Services
earned from the Small Capitalization Fund fees equal to $8,493, all of which was
waived.
Federated Services Company ("FServ") is the Funds' portfolio accountant,
transfer agent and dividend disbursing agent. For the years ended April 30,
1995, 1994 and 1993, FServ received from the U.S. Treasury Money Market Fund
fees equal to $85,400, $45,458, and $47,961, respectively. For the years ended
April 30, 1995, 1994 and 1993, FServ received from the Prime Money Market Fund
fees equal to $98,594, $106,071, and $76,031, respectively. For the years ended
April 30, 1995, 1994 and for the period from the date of initial public
investment, May 11, 1992, to April 30, 1993, FServ received from the Bond Fund
fees equal to $87,375, $78,636 and $45,062, respectively. For the year ended
April 30, 1995, 1994 and for the period from the date of initial public
investment, May 11, 1992, to April 30, 1993, FServ received from the Stock Fund
fees equal to $83,336, $81,432 and $38,326, respectively. For the period from
February 27, 1995 (date of initial public investment), to April 30, 1995, FServ
received from the Small Capitalization Fund fees equal to $12,602.
CUSTODIAN

For its service as custodian, Riggs National Bank may receive an annual fee,
payable monthly based upon the Fund's average aggregate daily net assets. In
addition, Riggs National Bank is reimbursed for its out-of- pocket expenses.

BROKERAGE TRANSACTIONS

When selecting brokers and dealers to handle the purchase and sale of portfolio
instruments, the adviser looks for prompt execution of the order at a favorable
price. In working with dealers, the adviser will generally use those who are
recognized dealers in specific portfolio instruments, except when a better price
and execution of the order can be obtained elsewhere. The adviser makes
decisions on portfolio transactions and selects brokers and dealers subject to
guidelines established by the Board of Trustees.
The adviser may select brokers and dealers who offer brokerage and research
services. These services may be furnished directly to the Funds or to the
adviser and may include:
o advice as to the advisability of investing in securities;
o security analysis and reports;
o economic studies;
o industry studies;
o receipt of quotations for portfolio evaluations; and
o similar services.
The adviser and its affiliates exercise reasonable business judgment in
selecting brokers who offer brokerage and research services to execute
securities transactions. They determine in good faith that commissions charged
by such persons are reasonable in relationship to the value of the brokerage and
research services provided.
Research services provided by brokers may be used by the adviser in advising the
Funds and other accounts. To the extent that receipt of these services may
supplant services for which the adviser or its affiliates might otherwise have
paid, it would tend to reduce their expenses.
For the years ended April 30, 1995, and 1994, and for the period from May 11,
1992 (date of initial public investment), to April 30, 1993, the Stock Fund paid

$99,125, $16,091 and $117,893, respectively, as brokerage commissions on
brokerage transactions. For the period from February 27, 1995 (date of initial
public investment), to April 30, 1995, the Small Capitalization Fund paid $2,511
as brokerage commissions on brokerage transactions.
PURCHASING SHARES

Shares of U.S. Treasury Money Market Fund and Prime Money Market Fund are sold
at their net asset value without a sales charge. Shares of Bond Fund, Stock
Fund, and Small Capitalization Fund are sold at their net asset value plus a
sales charge. Shares of the Funds are sold on days on which both the New York
Stock Exchange and the Federal Reserve Wire are open for business. The procedure
for purchasing shares of the Funds is explained in the prospectus under
"Investing in the Funds."

DISTRIBUTION PLAN (CLASS B SHARES OF PRIME MONEY MARKET FUND ONLY)
The Trust has adopted a Plan pursuant to Rule 12b-1 which was promulgated by the
Securities and Exchange Commission pursuant to the Investment Company Act of
1940 (the "Plan"). The Plan provides for payment of fees to Federated Securities
Corp. to finance any activity which is principally intended to result in the
sale of the Class B Shares of Prime Money Market Fund. Such activities may
include the advertising and marketing of shares; preparing, printing, and
distributing prospectuses and sales literature to prospective shareholders,
brokers, or administrators; and implementing and operating the Plan. Pursuant to
the Plan, Federated Securities Corp. may pay fees to brokers for distribution
and administrative services and to administrators for administrative services as
to Class B Shares of the Prime Money Market Fund. The administrative services
may include, but are not limited to: communicating account openings;
communicating account closings; entering purchase transactions; entering
redemption transactions; providing or arranging to provide accounting support

for all transactions; wiring funds and receiving funds for share purchases and
redemptions, confirming and reconciling all transactions, reviewing the activity
in accounts for Class B Shares and providing training and supervision of broker
personnel; posting and reinvesting dividends to accounts for Class B Shares or
arranging for this service to be performed by the Fund's transfer agent; and
maintaining and distributing current copies of prospectuses and shareholder
reports to the beneficial owners of shares and prospective shareholders.
The Board of Trustees expects that the Plan will result in the sale of a
sufficient number of Class B Shares so as to allow the Class B Shares of Prime
Money Market Fund to achieve economic viability. It is also anticipated that an
increase in the size of this Fund will facilitate more efficient portfolio
management and assist this Fund in seeking to achieve its investment objective.

CONVERSION TO FEDERAL FUNDS
It is the Funds' policy to be as fully invested as possible so that maximum
interest or dividends may be earned. To this end, all payments from shareholders
must be in federal funds or be converted into federal funds. Riggs National Bank
acts as the shareholder's agent in depositing checks and converting them to
federal funds.
DETERMINING NET ASSET VALUE

U.S. Treasury Money Market Fund and Prime Money Market Fund attempt to stabilize
the value of their respective shares at $1.00. Net asset values of Bond Fund,
Stock Fund and Small Capitalization Fund generally change each day. The days on
which the net asset value is calculated by these Funds are described in the
prospectus.
DETERMINING MARKET VALUE OF SECURITIES
The market value of Bond Fund's, Stock Fund's, and Small Capitalization Fund's
portfolio securities are determined as follows:

o for equity securities, according to the last sale price on a national
securities exchange, if available;
o in the absence of recorded sales for listed equity securities, according to
the mean between the last closing bid and asked prices;
o for unlisted equity securities, the latest bid prices;
o for bonds and other fixed income securities, as determined by an
independent pricing service;
o for short-term obligations, according to the mean between bid and asked
prices as furnished by an independent pricing service or for short-term
obligations with remaining maturities of less than 60 days, at the time of
purchase, at amortized cost; or
o for all other securities, at fair value as determined in good faith by the
Board of Trustees.
Prices provided by independent pricing services may be determined without
relying exclusively on quoted prices and may reflect: institutional trading in
similar groups of securities, yield, quality, coupon rate, maturity, type of
issue, trading characteristics, and other market data.
The Funds will value futures contracts, options, and put options on futures and
at their market values established by the exchanges at the close of option
trading on such exchanges unless the Board of Trustees determine in good faith
that another method of valuing option positions is necessary to appraise their
fair value.
USE OF THE AMORTIZED COST METHOD
With respect to U.S. Treasury Money Market Fund and Prime Money Market Fund, the
Trustees have decided that the best method for determining the value of
portfolio instruments is amortized cost. Under this method, portfolio
instruments are valued at the acquisition cost as adjusted for amortization of
premium or accumulation of discount rather than at current market value.

A Fund's use of the amortized cost method of valuing portfolio instruments
depends on its compliance with certain conditions in Rule 2a- 7 (the "Rule")
promulgated by the Securities and Exchange Commission under the Investment
Company Act of 1940. Under the Rule, the Trustees must establish procedures
reasonably designed to stabilize the net asset value per share, as computed for
purposes of distribution and redemption, at $1.00 per share, taking into account
current market conditions and a Fund's investment objective. Under the Rule a
Fund is permitted to purchase instruments which are subject to demand features
or standby commitments. As defined by the Rule, a demand feature entitles a Fund
to receive the principal amount of the instrument from the issuer or a third
party on (1) no more than 30 days' notice or (2) at specified intervals not
exceeding one year on no more than 30 days' notice. A standby commitment
entitles a Fund to achieve same day settlement and to receive an exercise price
equal to the amortized cost of the underlying instrument plus accrued interest
at the time of exercise.
MONITORING PROCEDURES
The Trustees' procedures include monitoring the relationship between the
amortized cost value per share and the net asset value per share based upon
available indications of market value. The Trustees will decide what, if
any, steps should be taken if there is a difference of more than 0.5 of 1%
between the two values. The Trustees will take any steps they consider
appropriate (such as redemption in kind or shortening the average portfolio
maturity) to minimize any material dilution or other unfair results arising
from differences between the two methods of determining net asset value.
INVESTMENT RESTRICTIONS
The Rule requires that a Fund limit its investments to instruments that, in
the opinion of the Board of Trustees, present minimal credit risk and that,
if rated, meet minimum rating standards set forth in the Rule. If the
instruments are not rated, the Trustees must determine that they are of

comparable quality. Shares of investment companies purchased by the Funds
will meet these same criteria and will have investment policies consistent
with Rule 2a- 7. The Rule also requires a Fund to maintain a dollar-
weighted average portfolio maturity (not more than 90 days) appropriate to
the objective of maintaining a stable net asset value of $1.00 per share.
In addition, no instrument with a remaining maturity of more than 13 months
can be purchased by a Fund.
Should the disposition of a portfolio security result in a dollar weighted
average portfolio maturity of more than 90 days, a Fund will invest its
available cash to reduce the average maturity to 90 days or less as soon as
possible.
A Fund may attempt to increase yield by trading portfolio securities to take
advantage of short-term market variations. This policy may, from time to time,
result in high portfolio turnover. Under the amortized cost method of valuation,
neither the amount of daily income nor the net asset value is affected by any
unrealized appreciation or depreciation of the portfolio.
In periods of declining interest rates, the indicated daily yield on shares of a
Fund computed by dividing the annualized daily income on a Fund's portfolio by
the net asset value computed as above may tend to be higher than a similar
computation made by using a method of valuation based upon market prices and
estimates.
In periods of rising interest rates, the indicated daily yield on shares of the
Fund computed the same way may tend to be lower than a similar computation made
by using a method of calculation based upon market prices and estimates.
REDEEMING SHARES

Each Fund redeems shares at the next computed net asset value after Riggs
National Bank receives the redemption request. Redemption procedures are
explained in the prospectus under "Redeeming Shares."

REDEMPTION IN KIND
Although the Trust intends to redeem shares in cash, it reserves the right under
certain circumstances to pay the redemption price in whole or in part by a
distribution of securities from a Fund's portfolio. To the extent available,
such securities will be readily marketable. Redemption in kind will be made in
conformity with applicable Securities and Exchange Commission rules, taking such
securities at the same value employed in determining net asset value and
selecting the securities in a manner the Board of Trustees determine to be fair
and equitable. The Trust has elected to be governed by Rule 18f-1 of the
Investment Company Act of 1940 under which the Trust is obligated to redeem
shares for any one shareholder in cash only up to the lesser of $250,000 or 1%
of a Fund's net asset value during any 90-day period.
TAX STATUS

THE FUNDS' TAX STATUS
The Funds will pay no federal income tax because they expect to meet the
requirements of Subchapter M of the Internal Revenue Code applicable to
regulated investment companies and to receive the special tax treatment afforded
to such companies. To qualify for this treatment, each Fund must, among other
requirements:
o derive at least 90% of its gross income from dividends, interest, and gains
from the sale of securities;
o derive less than 30% of its gross income from the sale of securities held
less than three months;
o invest in securities within certain statutory limits; and
o distribute to its shareholders at least 90% of its net income earned during
the year.

SHAREHOLDERS' TAX STATUS
Shareholders are subject to federal income tax on dividends received as cash or
additional shares. With respect to the U.S. Treasury Money Market Fund, Prime
Money Market Fund, and Bond Fund, no portion of any income dividend paid by a
Fund is expected to be eligible for the dividends received deduction available
to corporations. With respect to the Stock Fund and the Small Capitalization
Fund, the dividends received deduction for corporations will apply to ordinary
income distributions to the extent the distribution represents amounts that
would qualify for the dividends received deduction to a particular fund if that
fund were a regular corporation and to the extent designed by a fund as so
qualifying. These dividends, and any short-term capital gains, are taxable as
ordinary income.
CAPITAL GAINS
Capital gains experienced by U.S. Treasury Money Market Fund and Prime Money
Market Fund could result in an increase in dividends. Capital losses could
result in a decrease in dividends. If for some extraordinary reason these Funds
realize net long-term capital gains, such net long-term capital gains will be
distributed at least once every 12 months.
With respect to Bond Fund, Stock Fund, and Small Capitalization Fund, long-term
capital gains distributed to shareholders will be treated as long-term capital
gains regardless of how long shareholders have held shares.
TOTAL RETURN

The Bond Fund's average annual total returns for the one-year and since
inception (May 11, 1992) periods ended
April 30, 1995 were 1.37% and 5.07%, respectively.
The Stock Fund's average annual total returns the one-year and since inception
(May 11, 1992) periods ended
April 30, 1995 were 10.17% and 10.80%, respectively.

The Small Capitalization Fund's cumulative total return for the period from
February 27, 1995 (start of performance) to April 30, 1995, was 0.68%.
The Funds' average annual total return is the average compounded rate of return
for a given period that would equate a $1,000 initial investment to the ending
redeemable value of that investment. The ending redeemable value is computed by
multiplying the number of shares owned at the end of the period by the net asset
value per share at the end of the period. The number of shares owned at the end
of the period is based on the number of shares purchased at the beginning of the
period with $1,000, less any applicable sales load, adjusted over the period by
any additional shares, assuming the monthly or quarterly, as applicable,
reinvestment of all dividends and distributions.
Cumulative total return reflects a fund's total performance over a specific
period of time. This total return assumes and is reduced by the payment of the
maximum sales load. The Small Capitalization Fund's cumulative total return is
representative of only two months of fund activity since the Fund's effective
date.
YIELD

The yields for the seven-day period ended April 30, 1995 for U.S. Treasury Money
Market Fund and the Class A Shares of Prime Money Market Fund were 5.35% and
5.74%, respectively.

The Bond Fund's yield for the thirty-day period ended April 30, 1995 was 6.47%.
The Stock Fund's yield for the thirty-day period ended April 30, 1995 was 1.47%.
The Small Capitalization Fund's yield for the thirty- day period ended April 30,
1995 was 0.70%.

U.S. Treasury Money Market Fund and Prime Money Market Fund calculate yield
daily, based upon the seven days ending on the day of the calculation, called
the "base period." This yield is computed by:
o determining the net change in the value of a hypothetical account with a
balance of one share at the beginning of the base period, with the net
change excluding capital changes but including the value of any additional
shares purchased with dividends earned from the original one share and all
dividends declared on the original and any purchased shares;
o dividing the net change in the account's value by the value of the account
at the beginning of the base period to determine the base period return;
and
o multiplying the base period return by 365/7.
The yield for Bond Fund, Stock Fund, and Small Capitalization Fund is determined
by dividing the net investment income per share (as defined by the Securities
and Exchange Commission) earned by the Fund over a thirty-day period by the
maximum offering price per share of the Fund on the last day of the period. This
value is then annualized using semi- annual compounding. This means that the
amount of income generated during the thirty-day period is assumed to be
generated each month over a twelve-month period and is reinvested every six
months. The yield does not necessarily reflect income actually earned by the
Fund because of certain adjustments required by the Securities and Exchange
Commission and, therefore, may not correlate to the dividends or other
distributions paid to shareholders.
To the extent that financial institutions and broker/dealers charge fees in
connection with services provided in conjunction with an investment in a Fund,
the performance will be reduced for those shareholders paying those fees.
EFFECTIVE YIELD

The effective yields for the seven-day period ended April 30, 1995 for U.S.
Treasury Money Market Fund and the Class A Shares of Prime Money Market Fund
were 5.49% and 5.90%, respectively.

The effective yield of U.S. Treasury Money Market Fund and Prime Money Market
Fund is computed by compounding the unannualized base period return by:
adding 1 to the base period return;
raising the sum to the 365/7th power; and
subtracting 1 from the result.
PERFORMANCE COMPARISONS

Each Fund's performance depends upon such variables as:
o portfolio quality;
o average portfolio maturity;
o type of instruments in which the portfolio is invested;
o changes in interest rates on money market instruments in the case of U.S.
Treasury Money Market Fund and Prime Money Market Fund, or changes in
interest rates and market value of portfolio securities in the case of Bond
Fund, Stock Fund and Small Capitalization Fund;
o changes in each Fund's expenses; and
o the relative amount of each Fund's cash flow.
Investors may use financial publications and/or indices to obtain a more
complete view of the Funds' performance. When comparing performance, investors
should consider all relevant factors such as the composition of any index used,
prevailing market conditions, portfolio compositions of other funds, and methods
used to value portfolio securities and compute offering price. The financial
publications and/or indices which the Funds use in advertising may include:

U.S. TREASURY MONEY MARKET FUND:
o LIPPER ANALYTICAL SERVICES, INC., ranks funds in various fund categories by
making comparative calculations using total return. Total return assumes
the reinvestment of all income dividends and capital gains distributions,
if any. From time to time, the Fund will quote its Lipper ranking in
advertising and sales literature.
o SALOMON 30-DAY TREASURY BILL INDEX is a weekly quote of the most
representative yields for selected securities, issued by the U.S. Treasury,
maturing in 30 days.
o MONEY, a monthly magazine, regularly ranks money market funds in various
categories based on the latest available seven-day compound (effective)
yield. From time to time, the Fund will quote its Money ranking in
advertising and sales literature.
PRIME MONEY MARKET FUND:
o LIPPER ANALYTICAL SERVICES, INC., ranks funds in various fund categories by
making comparative calculations using total return. Total return assumes
the reinvestment of all capital gains distributions and income dividends,
if any. From time to time, the Fund will quote its Lipper ranking in
advertising and sales literature.
o BANK RATE MONITOR NATIONAL INDEX, MIAMI BEACH, FLORIDA, is a financial
reporting service which publishes weekly average rates of 50 leading bank
and thrift institution money market deposit accounts. The rates published
in the index are an average of the personal account rates offered on the
Wednesday prior to the date of publication by ten of the largest banks and
thrifts in each of the five largest Standard Metropolitan Statistical
Areas. Account minimums range upward from $2,500 in each institution and
compounding methods vary. If more than one rate is offered, the lowest rate
is used. Rates are subject to change at any time specified by the
institution.

o SALOMON 30-DAY TREASURY BILL INDEX is a weekly quote of the most
representative yields for selected securities, issued by the U.S. Treasury,
maturing in 30 days.
BOND FUND:
o LEHMAN BROTHERS GOVERNMENT INDEX is an unmanaged index comprised of all
publicly issued, non-convertible domestic debt of the U.S. government, or
any agency thereof, or any quasi-federal corporation and of corporate debt
guaranteed by the U.S. government. Only notes and bonds with a minimum
outstanding principal of $1 million and a minimum maturity of one year are
included.
o LEHMAN BROTHERS GOVERNMENT/CORPORATE (TOTAL) INDEX is comprised of
approximately 5,000 issues which include non-convertible bonds publicly
issued by the U.S. government or its agencies; corporate bonds guaranteed
by the U.S. government and quasi-federal corporations; and publicly issued,
fixed rate, non-convertible domestic bonds of companies in industry, public
utilities and finance. The average maturity of these bonds approximates
nine years. Tracked by Shearson Lehman Brothers, Inc., the index calculates
total returns for one month, three month, twelve month and ten year periods
and year-to-date.
o LIPPER ANALYTICAL SERVICES, INC., ranks funds in various fund categories
using total return. Total return assumes the reinvestment of all capital
gains distributions and income dividends and takes into account any change
in net asset value over a specific period of time. From time to time, the
Fund will quote its Lipper ranking in advertising and sales literature.
o LEHMAN BROTHERS AGGREGATE BOND INDEX is a total return index measuring both
the capital price changes and income provided by the underlying universe of
securities, weighted by market value outstanding. The Aggregate Bond Index
is comprised of the Shearson Lehman Government Bond Index, Corporate Bond
Index, Mortgage- Backed Securities Index and the Yankee Bond Index. These

indices include: U.S. Treasury obligations, including bonds and notes; U.S.
agency obligations, including those of the Federal Farm Credit Bank,
Federal Land Bank and the Bank for Co-Operatives; foreign obligations, U.S.
investmentgrade corporate debt and mortgage-backed obligations. All
corporate debt included in the Aggregate Bond Index has a minimum S&P
rating of BBB, a minimum Moody's rating of Baa, or a minimum Fitch rating
of BBB.
o MERRILL LYNCH CORPORATE AND GOVERNMENT INDEX includes issues which must be
in the form of publicly placed, nonconvertible, coupon- bearing domestic
debt and must carry a term of maturity of at least one year. Par amounts
outstanding must be no less than $10 million at the start and at the close
of the performance measurement period. Corporate instruments must be rated
by S&P or by Moody's as investment grade issues (i.e., BBB/Baa or better).
o MERRILL LYNCH DOMESTIC MASTER INDEX includes issues which must be in the
form of publicly placed, nonconvertible, coupon-bearing domestic debt and
must carry a term to maturity of at least one year. Par amounts outstanding
must be no less than $10 million at the start and at the close of the
performance measurement period.
The Domestic Master Index is a broader index than the Merrill Lynch Corporate
and Government Index and includes, for example, mortgage related securities.
The mortgage market is divided by agency, type of mortgage and coupon and the
amount outstanding in each agency/type/coupon subdivision must be no less than
$200 million at the start and at the close of the performance measurement
period. Corporate instruments must be rated by S&P or by Moody's as investment
grade issues (i.e., BBB/Baa or better).
STOCK FUND:
o LIPPER ANALYTICAL SERVICES, INC., ranks funds in various fund categories by
making comparative calculations using total return. Total return assumes
the reinvestment of all capital gains distributions and income dividends

and takes into account any change in net asset value over a specific period
of time. From time to time, the Fund will quote its Lipper ranking in
advertising and sales literature
o DOW JONES INDUSTRIAL AVERAGE ("DJIA") represents share prices of selected
blue-chip industrial corporations. The DJIA indicates daily changes in the
average price of stock in these corporations. It also reports total sales
for this group. Because it represents the top corporations of America, the
DJIA index is a leading economic indicator for the stock market as a whole.
o STANDARD & POOR'S DAILY STOCK PRICE INDEX OF 500 COMMON STOCKS, a composite
index of common stocks in industry, transportation, and financial and
public utility companies. The Standard & Poor's index assumes reinvestment
of all dividends paid by stocks listed on the index. Taxes due on any of
these distributions are not included, nor are brokerage or other fees
calculated in the Standard & Poor's figures.
SMALL CAPITALIZATION FUND:
o LIPPER ANALYTICAL SERVICES, INC. ranks funds in various fund categories by
making comparative calculations using total return. Total return assumes
the reinvestment of all capital gains distributions and income dividends
and takes into account any change in offering price over a specific period
of time. From time to time, the Fund will quote its Lipper ranking in the
"index funds" category in advertising and sales literature.
o MORNINGSTAR, INC., an independent rating service, is the publisher of the
bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000
NASDAQlisted mutual funds of all types, according to their risk-adjusted
returns. The maximum rating is five stars, and ratings are effective for
two weeks.
o RUSSELL 2000 INDEX--is a broadly diversified index consisting of
approximately 2,000 small capitalization common stocks that can be used to

compare to the total returns of funds whose portfolios are invested
primarily in small capitalization stocks.
Advertisements and other sales literature for the Funds may quote total returns
which are calculated on non-standardized base periods. These total returns also
represent the historic change in the value of an investment in the Funds based
on monthly reinvestment of dividends over a specified period of time.
Advertisements may quote performance information which does not reflect the
effect of the sales load of the Bond Fund or Stock Fund.
FINANCIAL STATEMENTS

The financial statements for the fiscal year ended April 30, 1995, are
incorporated herein by reference to the Trust's Annual Report dated April 30,
1995 (File Nos. 33-40428 and 811-6309). A copy of the Annual Report may be
obtained without charge by contacting the Trust at the address located on the
back cover of the prospectus.

APPENDIX

STANDARD & POOR'S RATINGS GROUP CORPORATE BOND RATING DEFINITIONS
AAA--Debt rated AAA has the highest rating assigned by Standard & Poor's.
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 higher 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. BBB--Debt rated BBB is regarded
as having an adequate capacity to pay interest and repay principal. Whereas it
normally exhibits adequate protection parameters, adverse economic conditions or
changing circumstances are more likely to lead to a weakened capacity to pay

interest and repay principal for debt in this category than in higher rated
categories.
NR--NR indicates that no public rating has been requested, that there is
insufficient information on which to base a rating, or that Standard & Poor's
does not rate a particular type of obligation as a matter of policy. Standard
and Poor's may apply a plus (+) or minus (-) to the above rating classifications
to show relative standing within the classifications.
MOODY'S INVESTORS SERVICE, INC. CORPORATE BOND RATING DEFINITIONS
AAA--Bonds which 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--Bonds which 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 highgrade
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 which make
the long-term risks appear somewhat larger than in Aaa securities.
A--Bonds which 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 which
suggest a susceptibility to impairment sometime in the future. Baa--Bonds which
are rated Baa are considered as medium-grade obligations, i.e., they are neither
highly protected nor poorly secured. Interest payments and principal security
appear adequate for the present but certain protective elements may be lacking
or may be characteristically unreliable over any great length of time. Such

bonds lack outstanding investment characteristics and in fact have speculative
characteristics as well.
NR--Not rated by Moody's.
Moody's applies numerical modifiers, 1, 2, and 3 in each generic rating
classification from Aa through B in its corporate bond rating system. The
modifier 1 indicates that the security ranks in the higher end of its generic
rating category; the modifier 2 indicates a mid-range ranking; and the modifier
3 indicates that the issue ranks in the lower end of its generic rating
category.
FITCH INVESTORS SERVICE, INC. CORPORATE BOND RATING DEFINITIONS
AAA--Bonds considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably foreseeable events.
AA--Bonds considered to be investment grade and of very high credit quality. The
obligor's ability to pay interest and repay principal is very strong, although
not quite as strong as bonds rated "AAA." Because bonds rated in the "AAA" and
"AA" categories are not significantly vulnerable to foreseeable future
developments, short- term debt of these issuers is generally rated "A1+." A--
Bonds considered to be investment grade and of high credit quality. The
obligor's ability to pay interest and repay principal is considered to be
strong, but may be more vulnerable to adverse changes in economic conditions and
circumstances than bonds with higher ratings.
BBB--Bonds considered to be investment grade and of satisfactory credit quality.
The obligor's ability to pay interest and repay principal is considered to be
adequate. Adverse changes in economic conditions and circumstances, however, are
more likely to have adverse impact on these bonds, and therefore, impair timely
payment. The likelihood that the ratings of these bonds will fall below
investment grade is higher than for bonds with higher ratings.
NR--NR indicates that Fitch does not rate the specific issue.

PLUS (+) OR MINUS (-): Plus and minus signs are used with a rating symbol to
indicate the relative position of a credit within the rating category. Plus and
minus signs, however, are not used in the "AAA" category.
STANDARD & POOR'S RATINGS GROUP COMMERCIAL PAPER RATING DEFINITIONS
A-1--This highest category indicates that the degree of safety regarding timely
payment is strong. Those issues determined to possess extremely strong safety
characteristics are denoted with a plus (+) designation. A- 2--Capacity for
timely payment on issues with this designation is satisfactory. However, the
relative degree of safety is not as high as for issues designated "A-1."
MOODY'S INVESTORS SERVICE, INC. COMMERCIAL PAPER RATING DEFINITIONS
PRIME-1--Issuers rated Prime-1 (or related supporting institutions) have a
superior capacity for repayment of short-term promissory obligations. Prime-1
repayment capacity will normally be evidenced by the following characteristics:
o Leading market positions in well-established industries.
o High rates of return on funds employed.
o Conservative capitalization structure with moderate reliance on debt and
ample asset protection.
o Broad margins in earnings coverage of fixed financial charges and high
internal cash generation.
o Well-established access to a range of financial markets and assured sources
of alternate liquidity.
PRIME-2--Issuers rated Prime-2 (or related supporting institutions) have a
strong capacity for repayment of short-term promissory obligations. This will
normally be evidenced by many of the characteristics cited above, but to a
lesser degree. Earnings trends and coverage ratios, while sound, will be more
subject to variation. Capitalization characteristics, while still appropriate,
may be more affected by external conditions. Ample alternate liquidity is
maintained.
FITCH INVESTORS SERVICE, INC. COMMERCIAL PAPER RATING DEFINITIONS

Plus or minus signs are used with a rating symbol to indicate the relative
position of the credit within the rating category:
F-1+--Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.
F-1--Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated F1+.

PART C. OTHER INFORMATION.
Item 24. Financial Statements and Exhibits:
(a) Financial Statements: (1-5) Incorporated into the Statement of
Additional Information by reference to Registrant's Annual Report dated
April 30, 1995.
(b) Exhibits:
(1) Conformed Copy of Declaration of Trust of the Registrant; (1)
(i) Conformed copy of Amendment No. 3 (dated
December 15, 1993) to Registrant's Declaration of Trust; +
(ii) Conformed copy of Amendment No. 4 (dated
November 16, 1994) to Registrant's Declaration of Trust; +
(iii) Conformed copy of Amendment No. 5 (dated
August 23, 1995) to Registrant's Declaration of Trust;+
(2) Copy of By-Laws of the Registrant;(1)
(3) Not applicable;
(4) (i) Copy of Specimen Certificate for Shares of Beneficial

Cusips 766730 30 0
766730 10 5
766730 40 2
766730 20 4
766730 50 1
1061803B (10/95)

Interest of RIMCO Monument U.S. Treasury Money Market Fund, RIMCO
Monument Bond Fund and RIMCO Monument Stock Fund;(2)
(ii) Copy of Specimen Certificate for Shares of Beneficial
Interest of RIMCO Monument Small Capitalization Equity Fund;(6)
(iii) Copy of Specimen Certificate for Shares of Beneficial
Interest of RIMCO Monument Prime Money Market Fund - Class A Shares
and Class B Shares; +
(5) Conformed copy of Investment Advisory Contract of the Registrant
and Exhibits A through E of the Investment Advisory Contract; (7)
(6) Conformed copy of Distributor's Contract of the Registrant and
Exhibits A and B thereto; (7)
(i) Conformed copy of Exhibit C to Registrant's Distributor's
Contract; +

+ All exhibits have been filed electronically.
1. Response is incorporated by reference to Registrant's Initial Registration
Statement on Form N-1A filed May 9, 1991. (File Nos. 33-40428 and 811-6309).
2. Response is incorporated by reference to Registrant's Pre-Effective Amendment
No. 1 on Form N-1A filed July 19, 1991. (File Nos. 33-40428 and 811-6309).
6. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 4 on Form N-1A filed June 28, 1994. (File Nos. 33-40428 and
811-6309).
7. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 7 on Form N-1A filed June 27, 1995. (File Nos. 33-40428 and
811-6309).

Item 24. (Continued)

(7) Not applicable;
(8) Conformed copy of Custodian Agreement of the Registrant;(1)
(9) (i) Conformed copy of Transfer Agency and Service Agreement of
the Registrant;(5)
(ii) Conformed copy of Administrative Services
Agreement; (5)
(10) Copy of Opinion and Consent of Counsel as to legality of shares
being registered;(2)
(11) Conformed copy of Consent of Independent Auditors;+
(12) Not applicable;
(13) Copy of Initial Capital Understanding;(2)
(14) Not applicable;
(15) Conformed copy of Registrant's Rule 12b-1 Distribution Plan; +
(i) Copy of Registrant's Rule 12b-1 Agreement; +
(16) Schedule for Computation of Fund Performance Data (3);
(17) Financial Data Schedules;+
(18) Conformed copy of Power of Attorney.+

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

None

Item 26. Number of Holders of Securities:

Number of Record Holders

Title of Class as of September 21, 1995

Shares of
beneficial interest

RIMCO Monument Prime Money Market Fund (Class A) 412
RIMCO Monument U.S. Treasury Money Market Fund 54
RIMCO Monument Bond Fund 198
RIMCO Monument Stock Fund 527
RIMCO Monument Small Capitalization Equity Fund 52

+ All exhibits have been filed electronically.
1. Response is incorporated by reference to Registrant's Initial Registration
Statement on Form N-1A filed May 9, 1991. (File Nos. 33-40428 and 811-6309).
2. Response is incorporated by reference to Registrant's Pre-Effective Amendment
No. 1 on Form N-1A filed July 19, 1991. (File Nos. 33-40428 and 811-6309).
3. Response is incorporated by reference to Registrant's Pre-Effective Amendment
No. 2 on Form N-1A filed August 26, 1992. (File Nos. 33-40428 and 811-6309).
5. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 4 on Form N-1A filed June 28, 1994. (File Nos. 33-40428 and
811-6309).

Item 27. Indemnification: (2)

Item 28. Business and Other Connections of Investment Adviser:

For a description of the other business of the investment adviser, see
the section entitled "Management of RIMCO Monument Funds" in Part A.
The business address of each of the Officers of the investment adviser
is: Riggs Investment Management Corp., 808 17th Street, N.W.,
Washington, D.C. 20006-3950

The Officers and Directors of the Investment Adviser are:

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

Frederick L. Bollerer Director President and
Chief Executive
Officer, Riggs
National Bank of
Washington, D.C.

Timothy C. Coughlin Director President, Riggs National
Corporation

Henry A. Dudley, Jr. Director Executive Vice President,
Financial Services
Group, Riggs National
Bank
of Washington, D.C.

Lawrence I. Hebert Director Director, Riggs National
Corporation, Riggs National Bank of
Washington D.C., Riggs AP Bank
Limited, Allied Capital II Corp.;
President and Vice Chairman of
Allbritton Communications and
Perpetual Corporation and Westfield
News Advertiser, Inc.

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

Bruce K. Holmquist Director Senior Trust Investment
Officer of Riggs National Bank of
Washington, D.C.

Colleen Kelly Director --

Christopher B. Lane Director Vice President and Trust
Investment Officer of
Riggs National Bank of Washington,
D.C.

Charles T. O'Neill Director Vice President of Riggs
National Bank of
Washington, D.C.

M. Louise Toler Director Senior Trust Trading
Officer of the Riggs National Bank
of Washington, D.C.

Curtin Winsor, III Director --

William B. Wivel Director Vice President and Trust
Investment Officer of Riggs
National Bank of Washington, D.C.

Gary S. Dickinson Director Vice President and Trust Investment
Officer, Riggs National Bank of
Washington, D.C.

Rainier D. Flores Assistant Director Trust Officer of Riggs National
bank of Washington, D.C.

Mary Pinckney P. Wood Assistiant Director --

Item 29. Principal Underwriters:

(a) Federated Securities Corp., the Distributor for shares of the
Registrant,
also acts as principal underwriter for the following open-end
investment companies: Alexander Hamilton Funds; American Leaders
Fund, Inc.; Annuity Management Series; Arrow Funds; Automated

Government Money Trust; BayFunds; The Biltmore Funds; The Biltmore
Municipal Funds; Blanchard Funds; Blanchard Precious Metals, Inc.;
Cash Trust Series, Inc.; Cash Trust Series II; DG Investor Series;
Edward D. Jones & Co. Daily Passport Cash Trust; Federated ARMs
Fund;
Federated Equity Funds; Federated Exchange Fund, Ltd.; Federated
GNMA
Trust; Federated Government Trust; Federated High Yield Trust;
Federated Income Securities Trust; Federated Income Trust;
Federated
Index Trust; Federated Institutional Trust; Federated Master Trust;
Federated Municipal Trust; Federated Short-Term Municipal Trust;
Federated Short-Term U.S. Government Trust; Federated Stock Trust;
Federated Tax-Free Trust; Federated Total Return Series, Inc.;
Federated U.S. Government Bond Fund; Federated U.S. Government
Securities Fund: 1-3 Years; Federated U.S. Government Securities
Fund:
3-5 Years;First Priority Funds; First Union Funds; Fixed Income
Securities, Inc.; Fortress Adjustable Rate U.S. Government Fund,
Inc.;
Fortress Municipal Income Fund, Inc.; Fortress Utility Fund, Inc.;
Fountain Square Funds; Fund for U.S. Government Securities, Inc.;
Government Income Securities, Inc.; High Yield Cash Trust;
Independence One Mutual Funds; Insurance Management Series;
Intermediate Municipal Trust; International Series Inc.; Investment
Series Funds, Inc.; Investment Series Trust; Liberty Equity Income
Fund, Inc.; Liberty High Income Bond Fund, Inc.; Liberty Municipal
Securities Fund, Inc.; Liberty U.S. Government Money Market Trust;
Liberty Utility Fund, Inc.; Liquid Cash Trust; Managed Series
Trust;
Marshall Funds, Inc.; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Trust; The Monitor Funds; Municipal
Securities Income Trust; Newpoint Funds; 111 Corcoran Funds;
Peachtree
Funds; The Planters Funds; RIMCO Monument Funds; The Shawmut Funds;
SouthTrust Vulcan Funds; Star Funds; The Starburst Funds; The

Starburst Funds II; Stock and Bond Fund, Inc.; Sunburst Funds;
Targeted Duration Trust; Tax-Free Instruments Trust; Tower Mutual
Funds; Trademark Funds; Trust for Financial Institutions; Trust for
Government Cash Reserves; Trust for Short-Term U.S. Government
Securities; Trust for U.S. Treasury Obligations; The Virtus Funds;
Vision Fiduciary Funds, Inc.; Vision Group of Funds, Inc.; and
World Investment Series, Inc.

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

(b)

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

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

Edward C. Gonzales Director, Executive VicePresident,
Federated Investors Tower President, Federated, Treasurer,

Pittsburgh, PA 15222-3779 Securities Corp. and Trustee

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Thomas E. Territ Senior Vice President, --
Federated Investors Tower Federated Securities Corp
Pittsburgh, PA 15222-3779

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

Byron F. Bowman Vice President, Secretary, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

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

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

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

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

G. Michael Cullen Vice President, --
Federated Investors Tower Federated Securites Corp.
Pittsburgh, PA 15222-3779

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

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

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

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

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

Joseph D. Gibbons Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

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

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

H. Joeseph Kenedy Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

Steven A. La Versa Vice President, --

Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

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

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

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

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

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

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

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

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

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

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

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

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

William C. Tustin Vice President, --

Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

Richard B. Watts Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

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

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

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

J. Timothy Radcliff Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Denis McAuley Treasurer, --

Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Thomas R. Donahue Asstistant Secretary, --
Federated Investors Tower Assistant Treasurer,
Pittsburgh, PA 15222-3779 Federated Securities Corp.

Joseph M. Huber Assistant Secretary, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

David M. Taylor Assistant Secretary, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779

Item 30. Location of Accounts and Records:
All accounts and records required to be maintained by Section 31(a) of
the Investment Company Act of 1940 and Rules 31a-1 through 31a-3
promulgated thereunder are maintained at one of the following
locations:

Registrant Federated Investors Tower
Pittsburgh, PA 15222- 3779

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

Recordkeeper")

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

Riggs Investment Management 808 17th Street, N.W.
Corp. ("Adviser") Washington, D.C. 20006-3950

The Riggs National Bank of RIMCO Monument Funds
Washington, D.C. 1120 Vermont Avenue, N.W.
("Custodian") Washington, D.C. 20005-3598

Item 31. Management Services: Not applicable.

Item 32. Undertakings:

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

Registrant hereby undertakes to furnish to each person to whom a
prospectus for the RIMCO Monument Stock Fund, RIMCO Monument Small
Capitalization Equity Fund, or the RIMCO Monument Bond Fund is
delivered a copy of the Registrant's latest annual report to
shareholders, upon request and without charge.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, RIMCO MONUMENT FUNDS, has duly
caused this Amendment to its Registration Statement to be signed on its behalf
by the undersigned, thereto duly authorized, in the City of Pittsburgh and
Commonwealth of Pennsylvania, on the 10th day of October, 1995.

RIMCO MONUMENT FUNDS

BY: /s/Jay S. Neuman
Jay S. Neuman, Assistant Secretary
Attorney in Fact for John F. Donahue
October 10, 1995

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

NAME TITLE DATE

By:/s/Jay S. Neuman
Jay S. Neuman Attorney In Fact October 10, 1995
ASSISTANT SECRETARY For the Persons
Listed Below

NAME TITLE

John F. Donahue* Chairman and Trustee

(Chief Executive Officer)

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

Thomas G. Bigley* Trustee

John T. Conroy, Jr.* Trustee
William J. Copeland* Trustee
James E. Dowd* Trustee
Lawrence D. Ellis, M.D.* Trustee
Edward L. Flaherty, Jr.* Trustee
Peter E. Madden* Trustee
Gregor F. Meyer* Trustee
John E. Murray, Jr.* Trustee
Wesley W. Posvar* Trustee
Marjorie P. Smuts* Trustee

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

CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

We consent to the reference to our firm under the captions "Financial
Highlights" and "Independent Auditors" and to the use of our report dated June
9, 1995, in Post-Effective Amendment Number 8 to the Registration Statement
(Form N-1A Number 33-40428) and the related Prospectus of RIMCO MONUMENT FUNDS
(comprising respectively, RIMCO Monument Prime Money Market Fund, RIMCO Monument
U.S. Treasury Money Market Fund, RIMCO Monument Bond Fund, RIMCO Monument Stock
Fund and RIMCO Monument Small Capitalization Equity Fund).

By:ERNST & YOUNG LLP
Ernst & Young LLP
Pittsburgh, Pennsylvania

Exhibit 15 under Form N-1a
Exhibit No. 1 under Item 601/Reg SK
RIMCO MONUMENT FUNDS
DISTRIBUTION PLAN
This Distribution Plan ("Plan") is adopted as of September 1, 1995, by
the Board of Trustees of RIMCO Monument Funds (the "Trust"), a
Massachusetts business trust with respect to certain classes of shares
("Classes") of the portfolios of the Trust (the "Funds") set forth in
exhibits hereto.
1. This Plan is adopted pursuant to Rule 12b-1 under the Investment Company
Act of 1940, as amended ("Act"), so as to allow the Trust to make
payments as contemplated herein, in conjunction with the distribution of
Classes of the Funds ("Shares").
2. This Plan is designed to finance activities of Federated Securities Corp.
("FSC") principally intended to result in the sale of Shares to include:
(a) providing incentives to financial institutions ("Financial
Institutions") to sell Shares; (b) advertising and marketing of Shares to
include preparing, printing and distributing prospectuses and sales
literature to prospective shareholders and with Financial Institutions;
and (c) implementing and operating the Plan. In compensation for services
provided pursuant to this Plan, FSC will be paid a fee in respect of the
following Classes set forth on the applicable exhibit.
3. Any payment to FSC in accordance with this Plan will be made pursuant to
the "Distributor's Contract" entered into by the Trust and FSC. Any
payments made by FSC to Financial Institutions with funds received as
compensation under this Plan will be made pursuant to the "Financial
Institution Agreement" entered into by FSC and the Institution.
4. FSC has the right (i) to select, in its sole discretion, the Financial
Institutions to participate in the Plan and (ii) to terminate without
cause and in its sole discretion any Financial Institution Agreement.
5. Quarterly in each year that this Plan remains in effect, FSC shall
prepare and furnish to the Board of Trustees of the Trust, and the Board

of Trustees shall review, a written report of the amounts expended under
the Plan and the purpose for which such expenditures were made.
6. This Plan shall become effective with respect to each Class (i) after
approval by majority votes of: (a) the Trust's Board of Trustees; (b) the
members of the Board of the Trust who are not interested persons of the
Trust and have no direct or indirect financial interest in the operation
of the Trust's Plan or in any related documents to the Plan
("Disinterested Trustees"), cast in person at a meeting called for the
purpose of voting on the Plan; and (c) the outstanding voting securities
of the particular Class , as defined in Section 2(a)(42) of the Act and
(ii) upon execution of an exhibit adopting this Plan with respect to such
Class.
7. This Plan shall remain in effect with respect to each Class presently set
forth on an exhibit and any subsequent Classes added pursuant to an
exhibit during the initial year of this Plan for the period of one year
from the date set forth above and may be continued thereafter if this
Plan is approved with respect to each Class at least annually by a
majority of the Trust's Board of Trustees and a majority of the
Disinterested Trustees, cast in person at a meeting called for the
purpose of voting on such Plan. If this Plan is adopted with respect to a
Class after the first annual approval by the Trustees as described above,
this Plan will be effective as to that Class upon execution of the
applicable exhibit pursuant to the provisions of paragraph 6(ii) above
and will continue in effect until the next annual approval of this Plan
by the Trustees and thereafter for successive periods of one year subject
to approval as described above.

RIMCO Monument Funds Page 2

8. All material amendments to this Plan must be approved by a vote of the
Board of Trustees of the Trust and of the Disinterested Trustees, cast in
person at a meeting called for the purpose of voting on it.
9. This Plan may not be amended in order to increase materially the costs
which the Classes may bear for distribution pursuant to the Plan without
being approved by a majority vote of the outstanding voting securities of
the Classes as defined in Section 2(a)(42) of the Act.
10. This Plan may be terminated with respect to a particular Class at any
time by: (a) a majority vote of the Disinterested Trustees; or (b) a vote
of a majority of the outstanding voting securities of the particular
Class as defined in Section 2(a)(42) of the Act; or (c) by FSC on 60
days' notice to the Trust.
11. While this Plan shall be in effect, the selection and nomination of
Disinterested Trustees of the Trust shall be committed to the discretion
of the Disinterested Trustees then in office.
12. All agreements with any person relating to the implementation of this
Plan shall be in writing and any agreement related to this Plan shall be
subject to termination, without penalty, pursuant to the provisions of
Paragraph 10 herein.
13. This Plan shall be construed in accordance with and governed by the laws
of the Commonwealth of Pennsylvania.

EXHIBIT A
to the
Distribution Plan

RIMCO Monument Funds Page 3

RIMCO Monument Funds

RIMCO MONUMENT PRIME MONEY MARKET FUND
CLASS B SHARES

RIMCO MONUMENT U.S. TREASURY MONEY MARKET FUND
CLASS B SHARES

This Distribution Plan is adopted by RIMCO Monument Funds with respect to the
Class of Shares of the portfolio of the Trust set forth above.
In compensation for the services provided pursuant to this Plan, FSC will be
paid a monthly fee computed at the annual rate of 0.50 OF 1% of the average
aggregate net asset value of the CLASS B SHARES of RIMCO MONUMENT PRIME MONEY
MARKET FUND and RIMCO MONUMENT U.S. TREASURY MONEY MARKET FUND held during the
month.
Witness the due execution hereof this 1st day of September, 1995.

RIMCO Monument Funds

By: /s/ Edward C. Gonzales
Edward C. Gonzales
President

RIMCO Monument Funds Page 4

Exhibit 1(i) under Form N-1a
Exhibit No. 3(a) under Item 601/Reg SK

December 15, 1993

Ms. Sheila Burke
The Commonwealth of Massachusetts
Office of the Secretary of State
Room 1712 - Trust Division
One Ashburton Place
Boston, Massachusetts 02108

Re: RIMCO MONUMENT FUNDS

Dear Ms. Burke:

I, S. Elliott Cohan, Assistant Secretary of Rimco Monument Funds, am writing to
inform you that on November 18, 1993, the Board of Trustees voted to change the
Resident Agent of said Trust, from 176 Federal Street, Boston, Massachusetts
02110 to Donnelly, Conroy & Gelhaar, One Post Office Square, Boston,
Massachusetts 02109-2105. Please return a date stamped copy of the change.

Very truly yours,

/s/ S. Elliott Cohan
Elliott Cohan
Assistant Secretary

Exhibit 1(ii) under Form N-1a
Exhibit No. 3(a) under Item 601/Reg SK

RIMCO MONUMENT FUNDS

Amendment No. 4
to
DECLARATION OF TRUST
Dated April 1, 1991

THIS Declaration of Trust is amended as follows:

Delete the first paragraph of Section 5 of Article III from the
Declaration of Trust and substitute in its place the following:

"Section 5. Establishment and Designation of Series or Class.

Without limiting the authority of the Trustees set forth in
Article XII, Section 8, inter alia, to establish and designate any
additional series or class or to modify the rights and preferences of
any existing Series or Class, the series shall be, and are established
and designated as:

RIMCO Monument Bond Fund
RIMCO Monument Prime Money Market Fund
RIMCO Monument Small Capitalization Equity Fund
RIMCO Monument Stock Fund
RIMCO Monument U.S. Treasury Money Market Fund."
The undersigned Assistant Secretary of RIMCO Monument Funds certifies that
the above-stated amendment is a true and correct Amendment to the Declaration of
Trust, as adopted by the Trustees of the Trust as of the 16th day of November,
1994.

WITNESS the due execution hereof this 16th day of November, 1994.

/s/ Jay S. Neuman
Jay S. Neuman

Exhibit 1(iii) under Form N-1a
Exhibit No. 3(a) under Item 601/Reg SK

RIMCO MONUMENT FUNDS

Amendment No. 5
to
DECLARATION OF TRUST
Dated April 1, 1991

THIS Declaration of Trust is amended as follows:

Delete the first paragraph of Section 5 of Article III from the
Declaration of Trust and substitute in its place the following:

"Section 5. Establishment and Designation of Series or Class.

RIMCO Monument Bond Fund
RIMCO Monument Prime Money Market Fund
Class A Shares
Class B Shares
RIMCO Monument Small Capitalization Equity Fund
RIMCO Monument Stock Fund
RIMCO Monument U.S. Treasury Money Market Fund
Class A Shares
Class B Shares."

The undersigned Assistant Secretary of RIMCO Monument Funds certifies that
the above-stated amendment is a true and correct Amendment to the Declaration of
Trust, as adopted by the Trustees of the Trust as of the 23rd day of August,
1995.

WITNESS the due execution hereof this 23rd day of August, 1995.

/s/ Jay S. Neuman
Jay S. Neuman

Exhibit 18 under Form N-1a
Exhibit No. 99 under Item 601/Reg SK

POWER OF ATTORNEY

Each person whose signature appears below hereby constitutes and appoints
the Secretary and Assistant Secretary of RIMCO MOMUMENT FUNDS and the Deputy
General Counsel of Federated Investors, and each of them, their true and lawful
attorneys-in-fact and agents, with full power of substitution and resubstitution
for them and in their names, place and stead, in any and all capacities, to sign
any and all documents to be filed with the Securities and Exchange Commission
pursuant to the Securities Act of 1933, the Securities Exchange Act of 1934 and
the Investment Company Act of 1940, by means of the Securities and Exchange
Commission's electronic disclosure system known as EDGAR; and to file the same,
with all exhibits thereto and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to sign and perform each and
every act and thing requisite and necessary to be done in connection therewith,
as fully to all intents and purposes as each of them might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, or any of them, or their or his substitute or substitutes, may lawfully
do or cause to be done by virtue thereof.

SIGNATURES TITLE DATE

/s/ John F. Donahue Chairman and TrusteeSeptember 28, 1995
John F. Donahue (Chief Executive
Officer)

/s/ Edward C. Gonzales President, TreasurerSeptember 28, 1995
Edward C. Gonzales and Trustee (Principal
Financial and
Accounting Officer)

/s/ Thomas G. Bigley September 28, 1995
Thomas G. Bigley

/s/ Thomas T. Conroy, Jr. September 28, 1995
John T. Conroy, Jr.

/s/ William J. Copeland September 28, 1995
William J. Copeland

SIGNATURES TITLE DATE

/s/ James E. Dowd September 28, 1995
James E. Dowd

/s/ Lawrence D. Ellis, M.D. September 28, 1995
Lawrence D. Ellis, M.D.

/s/ Edward L. Flaherty, Jr. September 28, 1995
Edward L. Flaherty, Jr.

/s/ Peter E. Madden September 28, 1995
Peter E. Madden

/s/ Gregor F. Meyer September 28, 1995
Gregor F. Meyer

/s/ John E. Murray, Jr. September 28, 1995
John E. Murray, Jr.

/s/ Wesley W. Posvar September 28, 1995
Wesley W. Posvar

/s/ Marjorie P. Smuts September 28, 1995
Marjorie P. Smuts

Sworn to and subscribed before me this 28th day of September, 1995

/s/ Marie M. Hamm
Notarial Seal
Marie M. Hamm, Notary Public
Plum Boro, Allegheny County
My Commission Expires Sept. 16, 1996

Exhibit 4(iii) under Form N-1a
Exhibit No. 3(c) under Item 601/Reg SK

RIMCO Monument Funds
RIMCO Monument Prime Money Market Fund

Class A Shares

Number Shares
Account No. Alpha Code Organized Under the See Reverse
Side For
Laws of the Commonwealth Certain Definitions
of Massachusetts

THIS IS TO CERTIFY THAT is the owner of

CUSIP

Fully Paid and Non-Assessable Shares of Beneficial Interest of Class A Shares of
RIMCO Monument Prime Money Market Fund, a portfolio of RIMCO Monument Funds
hereafter called the "Trust," transferable on the books of the Trust by the
owner in person or by duly authorized attorney upon surrender of this
Certificate properly endorsed.

The shares represented hereby are issued and shall be held subject to the
provisions of the Declaration of Trust and By-Laws of the Trust and all
amendments thereto, all of which the holder by acceptance hereof assents.

This Certificate is not valid unless countersigned by the Transfer Agent.

IN WITNESS WHEREOF, the Trust has caused this Certificate to be signed in
its name by its proper officers and to be sealed with its Seal.

Dated: RIMCO Monument Funds
1995
Massachusetts

/s/Edward C. Gonzales /s/ John F. Donahue
President, Treasurer Chairman & Trustee
& Trustee

Countersigned: Federated Services Company
Transfer Agent
By:

Authorized Signature
The following abbreviations, when used in the inscription on the face of this
Certificate, shall be construed as though they were written out in full
according to applicable laws or regulations;
TEN COM - as tenants in common UNIF GIFT MIN ACT-
...Custodian...
TEN ENT - as tenants by the entireties (Cust)
(Minors)
JT TEN - as joint tenants with right of under
Uniform Gifts to Minors
survivorship and not as tenants Act.............................
in common (State)

Additional abbreviations may also be used though not in the above list.

For value received hereby sell, assign, and transfer unto
----------

Please insert social security or other
identifying number of assignee

- -----------------------------------------------------------------------------
(Please print or typewrite name and address, including zip code, of assignee)

- -----------------------------------------------------------------------------

shares
- ----------------------------------------------------------------------
of beneficial interest represented by the within Certificate, and do hereby
irrevocably constitute and appoint
------------------------------------------
Attorney
- ------------------------------------------------------------ -----
to transfer the said shares on the books of the within named Trust with full
power of substitution in the premises.

Dated
----------------------
NOTICE:
------------------------------
The signature to this assignment must correspond
with the name as written upon the face of the
certificate in every particular, without
alteration or enlargement or any change whatever.

All persons dealing with RIMCO Monument Funds, a Massachusetts business trust,
must look solely to the Trust property for the enforcement of any claim against
the Trust, as the Trustees, officers, agents or shareholders of the Trust assume
no personal liability whatsoever for obligations entered into on behalf of the
Trust.

THIS SPACE MUST NOT BE COVERED IN ANY WAY

DOCUMENT DESCRIPTION - SPECIMEN STOCK CERTIFICATE

Page One

A. The Certificate is outlined by an (color) one-half inch border.

B. The number in the upper left-hand corner and the number of shares in the
upper right-hand corner are outlined by octagonal boxes.

C. The cusip number in the middle right-hand area of the page is boxed.

D. The Massachusetts corporate seal appears in the bottom middle of the
page.

Page Two

The social security or other identifying number of the assignee appears
in a box in the top-third upper-left area of the page.

RIMCO Monument Funds
RIMCO Monument Prime Money Market Fund

Class B Shares

Number Shares
Account No. Alpha Code Organized Under the See Reverse
Side For
Laws of the Commonwealth Certain Definitions
of Massachusetts

THIS IS TO CERTIFY THAT is the owner of

CUSIP

Fully Paid and Non-Assessable Shares of Beneficial Interest of Class B Shares of
RIMCO Monument Prime Money Market Fund, a portfolio of RIMCO Monument Funds
hereafter called the "Trust," transferable on the books of the Trust by the
owner in person or by duly authorized attorney upon surrender of this
Certificate properly endorsed.

This Certificate is not valid unless countersigned by the Transfer Agent.

IN WITNESS WHEREOF, the Trust has caused this Certificate to be signed in
its name by its proper officers and to be sealed with its Seal.

Dated: RIMCO Monument Funds
1995
Massachusetts

/s/Edward C. Gonzales /s/ John F. Donahue
President, Treasurer Chairman & Trustee
& Trustee

Countersigned: Federated Services Company
Transfer Agent
By:

Authorized Signature

The following abbreviations, when used in the inscription on the face of this
Certificate, shall be construed as though they were written out in full
according to applicable laws or regulations;
TEN COM - as tenants in common UNIF GIFT MIN ACT-
...Custodian...
TEN ENT - as tenants by the entireties (Cust)
(Minors)
JT TEN - as joint tenants with right of under
Uniform Gifts to Minors
survivorship and not as tenants Act.............................
in common (State)

Additional abbreviations may also be used though not in the above list.

For value received hereby sell, assign, and transfer unto
----------

Please insert social security or other
identifying number of assignee

(Please print or typewrite name and address, including zip code, of assignee)

- -----------------------------------------------------------------------------

shares
- ----------------------------------------------------------------------

of beneficial interest represented by the within Certificate, and do hereby
irrevocably constitute and appoint
------------------------------------------
Attorney
- ------------------------------------------------------------ -----
to transfer the said shares on the books of the within named Trust with full
power of substitution in the premises.

THIS SPACE MUST NOT BE COVERED IN ANY WAY

DOCUMENT DESCRIPTION - SPECIMEN STOCK CERTIFICATE

Page One

A. The Certificate is outlined by an (color) one-half inch border.

B. The number in the upper left-hand corner and the number of shares in the
upper right-hand corner are outlined by octagonal boxes.

C. The cusip number in the middle right-hand area of the page is boxed.

D. The Massachusetts corporate seal appears in the bottom middle of the
page.

Page Two

The social security or other identifying number of the assignee appears

Exhibit 6(i) under Form N-1a
Exhibit No. 1 under Item 601/Reg SK

DISTRIBUTOR'S CONTRACT

EXHIBIT C

RIMCO MONUMENT FUNDS

RIMCO MONUMENT PRIME MONEY MARKET FUND
CLASS B SHARES

RIMCO MONUMENT U.S. TREASURY MONEY MARKET FUND
CLASS B SHARES

In consideration of the mutual covenants set forth in the Distributor's
Contract dated July 30, 1991 between RIMCO Monument Funds and Federated
Securities Corp., RIMCO Monument Funds executes and delivers this Exhibit on
behalf of the Funds first set forth in this Exhibit.

Witness the due execution hereof as of this 1st day of September, 1995.

ATTEST: RIMCO MONUMENT FUNDS

/s/ John W. McGonigle /s/ Edward C. Gonzales
John W. McGonigle Edward C. Gonzales
Secretary President
(SEAL)

ATTEST: FEDERATED SECURITIES CORP.

/s/ Byron F. Bowman /s/ Edward C. Gonzales
Byron F. Bowman Edward C. Gonzales
Secretary Executive Vice President
(SEAL)

Exhibit 15(i) under Form N-1a
Exhibit No. 1 under Item 601/Reg SK

RULE 12B-1 AGREEMENT

This Agreement is made between the Financial Institution executing this
Agreement ("Institution") and Federated Securities Corp. ("FSC") for the mutual
funds (referred to individually as the "Fund" and collectively as the "Funds")
for which FSC serves as Distributor of shares of beneficial interest or capital
stock ("Shares") and which have adopted a Rule 12b-1 Plan ("Plan") and approved
this form of agreement pursuant to Rule 12b-1 under the Investment Company Act
of 1940. In consideration of the mutual covenants hereinafter contained, it is
hereby agreed by and between the parties hereto as follows:

1. FSC hereby appoints Institution to render or cause to be rendered
distribution and sales services to the Funds and their shareholders.

2. The services to be provided under Paragraph 1 may include, but are not
limited to, the following:

(a) making a cash sweep program available to certain shareholders of a
Fund;

(b) reviewing the activity in Fund accounts;

(d) maintaining and distributing current copies of prospectuses and
shareholder reports;

(e) advertising the availability of its services and products;

(f) providing assistance and review in designing materials to send to
customers and potential customers and developing methods of making such
materials accessible to customers and potential customers; and

(g) responding to customers' and potential customers' questions about
the Funds.

3. During the term of this Agreement, FSC will pay the Institution fees for
each Fund as set forth in a written schedule delivered to the Institution
pursuant to this Agreement. FSC's fee schedule for Institution may be changed
by FSC sending a new fee schedule to Institution pursuant to Paragraph 12 of
this Agreement. For the payment period in which this Agreement becomes
effective or terminates, there shall be an appropriate proration of the fee on
the basis of the number of days that the Rule 12b-1 Agreement is in effect
during the quarter.

4. The Institution will not perform or provide any duties which would cause
it to be a fiduciary under Section 4975 of the Internal Revenue Code, as
amended. For purposes of that Section, the Institution understands that any
person who exercises any discretionary authority or discretionary control with
respect to any individual retirement account or its assets, or who renders
investment advice for a fee, or has any authority or responsibility to do so, or
has any discretionary authority or discretionary responsibility in the
administration of such an account, is a fiduciary.

5. The Institution understands that the Department of Labor views ERISA as
prohibiting fiduciaries of discretionary ERISA assets from receiving fees or
other compensation from funds in which the fiduciary's discretionary ERISA
assets are invested. To date, the Department of Labor has not issued any
exemptive order or advisory opinion that would exempt fiduciaries from this
interpretation. Without specific authorization from the Department of Labor,
fiduciaries should carefully avoid investing discretionary assets in any fund
pursuant to an arrangement where the fiduciary is to be compensated by the
fund for such investment. Receipt of such compensation could violate ERISA
provisions against fiduciary self-dealing and conflict of interest and could
subject the fiduciary to substantial penalties.

6. The Institution agrees not to solicit or cause to be solicited directly,
or indirectly at any time in the future, any proxies from the shareholders of
any or all of the Funds in opposition to proxies solicited by management of the
Fund or Funds, unless a court of competent jurisdiction shall have determined
that the conduct of a majority of the Board of Directors or Trustees of the Fund
or Funds constitutes willful misfeasance, bad faith, gross negligence or
reckless disregard of their duties. This paragraph 6 will survive the term of
this Agreement.

7. With respect to each Fund, this Agreement shall continue in effect for
one year from the date of its execution, and thereafter for successive periods
of one year if the form of this Agreement is approved at least annually by the
Directors or Trustees of the Fund, including a majority of the members of the
Board of Directors or Trustees of the Fund who are not interested persons of the
Fund and have no direct or indirect financial interest in the operation of the
Fund's Plan or in any related documents to the Plan ("Disinterested Directors or
Trustees") cast in person at a meeting called for that purpose.

8. Notwithstanding paragraph 7, this Agreement may be terminated as
follows:

(a) at any time, without the payment of any penalty, by the vote of a
majority of the Disinterested Directors or Trustees of the Fund or by a
vote of a majority of the outstanding voting securities of the Fund as
defined in the Investment Company Act of 1940 on not more than sixty (60)
days' written notice to the parties to this Agreement;

(b) automatically in the event of the Agreement's assignment as defined
in the Investment Company Act of 1940 or upon the termination of the
"Distributor's Contract" between the Fund and FSC; and

(c) by either party to the Agreement without cause by giving the other
party at least sixty (60) days' written notice of its intention to
terminate.

9. The termination of this Agreement with respect to any one Fund will not
cause the Agreement's termination with respect to any other Fund.

10. The Institution agrees to obtain any taxpayer identification number
certification from its customers required under Section 3406 of the Internal
Revenue Code, and any applicable Treasury regulations, and to provide FSC or its
designee with timely written notice of any failure to obtain such taxpayer
identification number certification in order to enable the implementation of any
required backup withholding.

11. This Agreement supersedes any prior service agreements between the
parties for the Funds.

12. This Agreement may be amended by FSC from time to time by the following
procedure. FSC will mail a copy of the amendment to the Institution's address,
as shown below. If the Institution does not object to
the amendment within thirty (30) days after its receipt, the amendment will
become part of the Agreement. The Institution's objection must be in writing
and be received by FSC within such thirty days.

13. This Agreement shall be construed in accordance with the Laws of the
Commonwealth of Pennsylvania.

[INSTITUTION]

Address

City State Zip Code

Dated: By:
----------------------- ------------------------------
Authorized Signature

Title

Print Name of Authorized Signature

FEDERATED SECURITIES CORP.
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779

By:
---------------------------------
Richard B. Fisher, President
RIMCO MONUMENT FUNDS
EXHIBIT A to 12b-1 Agreement with
Federated Securities Corp. ("FSC")

Portfolios

FSC will pay Institution fees for the following portfolios (the "Funds")
effective as of the dates set forth below:

Name Date

RIMCO MONUMENT PRIME MONEY
MARKET FUND- CLASS B SHARES

Fees

1. During the term of this Agreement, FSC will pay Institution a
quarterly fee in respect of each Fund. This fee will be computed at the annual
rate of 0.50% of the average net asset value of Shares held during the quarter
in accounts for which the Institution provides services under this Agreement, so
long as the average net asset value of Shares in each Fund during the quarter

[ru12b1new]prototype-12b-1-share
(For use in conjunction with a Shareholder Services Plan)
equals or exceeds such minimum amount as FSC shall from time to time determine
and communicate in writing to the Institution.

2. For the quarterly period in which the Agreement becomes effective or
terminates, there shall be an appropriate proration of any fee payable on the

<S> <C>

<ARTICLE> 6
<SERIES>
<NUMBER> 1
<NAME> RIMCO Monument Prime Money Market Fund

<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> Apr-30-1995
<PERIOD-END> Apr-30-1995
<INVESTMENTS-AT-COST> 283,676,918
<INVESTMENTS-AT-VALUE> 283,676,918
<RECEIVABLES> 2,738,719
<ASSETS-OTHER> 10,731
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 286,426,368
<PAYABLE-FOR-SECURITIES> 1,013,349
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1,354,417
<TOTAL-LIABILITIES> 2,367,766
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 285,410,662
<SHARES-COMMON-STOCK> 284,212,633
<SHARES-COMMON-PRIOR> 335,166,132
<ACCUMULATED-NII-CURRENT> 187,266
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (1,539,326)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 284,058,602
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 17,770,306
<OTHER-INCOME> 0
<EXPENSES-NET> 1,524,820
<NET-INVESTMENT-INCOME> 16,245,486
<REALIZED-GAINS-CURRENT> (1,138,233)
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 15,107,253
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 16,058,220
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 830,172,533
<NUMBER-OF-SHARES-REDEEMED> 883,018,651
<SHARES-REINVESTED> 1,892,619
<NET-CHANGE-IN-ASSETS> (50,706,437)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (401,093)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,722,083
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,343,366
<AVERAGE-NET-ASSETS> 344,416,717
<PER-SHARE-NAV-BEGIN> 1.000
<PER-SHARE-NII> 0.047
<PER-SHARE-GAIN-APPREC> (0.003)
<PER-SHARE-DIVIDEND> 0.047
<PER-SHARE-DISTRIBUTIONS> 0.000
<RETURNS-OF-CAPITAL> 0.000
<PER-SHARE-NAV-END> 1.000
<EXPENSE-RATIO> 44
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.000

</TABLE>

<S> <C>

<ARTICLE> 6
<SERIES>
<NUMBER> 2
<NAME> RIMCO Monument U.S. Treasury Money Market Fund

<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> Apr-30-1995
<PERIOD-END> Apr-30-1995
<INVESTMENTS-AT-COST> 81,391,330
<INVESTMENTS-AT-VALUE> 81,391,330
<RECEIVABLES> 50,928
<ASSETS-OTHER> 5,258
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 81,447,516
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 358,411
<TOTAL-LIABILITIES> 358,411
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 81,089,105
<SHARES-COMMON-STOCK> 81,089,105
<SHARES-COMMON-PRIOR> 106,948,024
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 81,089,105
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 4,648,152
<OTHER-INCOME> 0
<EXPENSES-NET> 568,161
<NET-INVESTMENT-INCOME> 4,079,991
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 4,079,991
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 4,079,991
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 375,221,400
<NUMBER-OF-SHARES-REDEEMED> 401,527,266
<SHARES-REINVESTED> 446,947
<NET-CHANGE-IN-ASSETS> (25,858,919)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 471,275
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 756,671
<AVERAGE-NET-ASSETS> 94,192,173
<PER-SHARE-NAV-BEGIN> 1.000
<PER-SHARE-NII> 0.040
<PER-SHARE-GAIN-APPREC> 0.000
<PER-SHARE-DIVIDEND> 0.040
<PER-SHARE-DISTRIBUTIONS> 0.000
<RETURNS-OF-CAPITAL> 0.000
<PER-SHARE-NAV-END> 1.000
<EXPENSE-RATIO> 60
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.000

</TABLE>

<S> <C>

<ARTICLE> 6
<SERIES>
<NUMBER> 3
<NAME> RIMCO Monument Bond Fund

<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> Apr-30-1995
<PERIOD-END> Apr-30-1995
<INVESTMENTS-AT-COST> 45,879,318
<INVESTMENTS-AT-VALUE> 46,360,144
<RECEIVABLES> 1,051,607
<ASSETS-OTHER> 5,273
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 47,417,024
<PAYABLE-FOR-SECURITIES> 312,754
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 283,966
<TOTAL-LIABILITIES> 596,720
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 50,544,034
<SHARES-COMMON-STOCK> 5,005,207
<SHARES-COMMON-PRIOR> 5,024,711
<ACCUMULATED-NII-CURRENT> 25,794
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (4,230,350)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 480,826
<NET-ASSETS> 46,820,304
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 3,199,832
<OTHER-INCOME> 0
<EXPENSES-NET> 370,691
<NET-INVESTMENT-INCOME> 2,829,141
<REALIZED-GAINS-CURRENT> (2,906,431)
<APPREC-INCREASE-CURRENT> 2,307,739
<NET-CHANGE-FROM-OPS> 2,230,449
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 2,803,347
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 795,895
<NUMBER-OF-SHARES-REDEEMED> 851,293
<SHARES-REINVESTED> 35,894
<NET-CHANGE-IN-ASSETS> (732,094)
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (1,323,919)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 346,821
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 555,998
<AVERAGE-NET-ASSETS> 46,217,215
<PER-SHARE-NAV-BEGIN> 9.460
<PER-SHARE-NII> 0.560
<PER-SHARE-GAIN-APPREC> (0.110)
<PER-SHARE-DIVIDEND> 0.560
<PER-SHARE-DISTRIBUTIONS> 0.000
<RETURNS-OF-CAPITAL> 0.000
<PER-SHARE-NAV-END> 9.350
<EXPENSE-RATIO> 80
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.000

</TABLE>

<S> <C>

<ARTICLE> 6
<SERIES>
<NUMBER> 4
<NAME> RIMCO Monument Stock Fund

<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> Apr-30-1995
<PERIOD-END> Apr-30-1995
<INVESTMENTS-AT-COST> 55,184,070
<INVESTMENTS-AT-VALUE> 65,842,280
<RECEIVABLES> 205,838
<ASSETS-OTHER> 4,284
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 66,052,402
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 33,755
<TOTAL-LIABILITIES> 33,755
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 54,410,305
<SHARES-COMMON-STOCK> 5,202,237
<SHARES-COMMON-PRIOR> 4,930,263
<ACCUMULATED-NII-CURRENT> 57,123
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 893,009
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 10,658,210
<NET-ASSETS> 66,018,647
<DIVIDEND-INCOME> 1,424,459
<INTEREST-INCOME> 161,007
<OTHER-INCOME> 0
<EXPENSES-NET> 590,483
<NET-INVESTMENT-INCOME> 994,983
<REALIZED-GAINS-CURRENT> 1,487,891
<APPREC-INCREASE-CURRENT> 5,706,453
<NET-CHANGE-FROM-OPS> 8,189,327
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 970,848
<DISTRIBUTIONS-OF-GAINS> 2,942,824
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 1,146,797
<NUMBER-OF-SHARES-REDEEMED> 956,822
<SHARES-REINVESTED> 81,999
<NET-CHANGE-IN-ASSETS> 7,421,381
<ACCUMULATED-NII-PRIOR> 32,988
<ACCUMULATED-GAINS-PRIOR> 2,347,942
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 450,390
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 673,360
<AVERAGE-NET-ASSETS> 60,307,364
<PER-SHARE-NAV-BEGIN> 11.890
<PER-SHARE-NII> 0.200
<PER-SHARE-GAIN-APPREC> 1.390
<PER-SHARE-DIVIDEND> 0.190
<PER-SHARE-DISTRIBUTIONS> 0.600
<RETURNS-OF-CAPITAL> 0.000
<PER-SHARE-NAV-END> 12.690
<EXPENSE-RATIO> 98
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.000

</TABLE>

<S> <C>

<ARTICLE> 6
<SERIES>
<NUMBER> 5
<NAME> RIMCO Monument Small Capitalization Equity Fun

<PERIOD-TYPE> 2-MOS
<FISCAL-YEAR-END> Apr-30-1995
<PERIOD-END> Apr-30-1995
<INVESTMENTS-AT-COST> 7,407,838
<INVESTMENTS-AT-VALUE> 7,697,120
<RECEIVABLES> 10,983
<ASSETS-OTHER> 384
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 7,708,487
<PAYABLE-FOR-SECURITIES> 84,149
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 14,921
<TOTAL-LIABILITIES> 99,070
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 7,321,023
<SHARES-COMMON-STOCK> 729,568
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 11,338
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (12,226)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 289,282
<NET-ASSETS> 7,609,417
<DIVIDEND-INCOME> 11,588
<INTEREST-INCOME> 18,920
<OTHER-INCOME> 0
<EXPENSES-NET> 19,170
<NET-INVESTMENT-INCOME> 11,338
<REALIZED-GAINS-CURRENT> (12,226)
<APPREC-INCREASE-CURRENT> 289,282
<NET-CHANGE-FROM-OPS> 288,394
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 734,409
<NUMBER-OF-SHARES-REDEEMED> 4,841
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 7,609,417
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 9,220
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 36,883
<AVERAGE-NET-ASSETS> 6,131,721
<PER-SHARE-NAV-BEGIN> 10.000
<PER-SHARE-NII> 0.020
<PER-SHARE-GAIN-APPREC> 0.410
<PER-SHARE-DIVIDEND> 0.000
<PER-SHARE-DISTRIBUTIONS> 0.000
<RETURNS-OF-CAPITAL> 0.000
<PER-SHARE-NAV-END> 10.430
<EXPENSE-RATIO> 166
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.000

</TABLE>