First Priority Funds
c/o Federated Services Company
Federated Investors Tower
Pittsburgh, PA 15222-3779
To the Board of Trustees of:
File No.
Portfolios of First Priority Funds
Balanced Fund 811-6511
Value Fund 811-6511
Growth Fund 811-6511
Fixed Income Fund 811-6511
Limited Maturity Government Fund 811-6511
Treasury Fund 811-6511
We have examined the investment accounts shown by the books
and records of the investment companies listed above (the
Funds) for the period from the date of our last count,
September 16, 1997 to November 3, 1997. Our work included
agreement of an analysis of portfolio transactions recorded
from September 16, 1997 to November 3, 1997 in the
investment accounts to supporting records and verification
of a sample of such portfolio security transactions to
supporting records and documentation. It is understood that
this report is solely for the use of management and the
Securities and Exchange Commission and should not be used
for any other purpose.
Regions Financial Corporation (RFC), located in Birmingham,
Alabama, in addition to acting as custodian for the Funds,
is the holder of investment securities of other customers of
RFC. Agents of RFC hold, or account for by book entry,
securities which are the responsibility of RFC through
custodian or trust arrangements. Securities held by agents
of RFC, while identified by such agents as being deposited
by RFC, cannot always be identified by such agents as to the
specific customers of RFC who have securities included in
such deposits.
RFC confirmed to us that all portfolio securities owned by
the Funds on November 3, 1997 were held for the account of
RFC by The Depository Trust Company (DTC), and/or by the
Federal Reserve Book Entry System (FED), and/or by Dreyfus
Institutional Services (DIS), and/or by Franklin
Institutional Services (FIS), and/or by Goldman Sachs (GS),
and/or by Lehman Brothers (LB), as agents of RFC.
We obtained confirmations from DTC, FED, DIS, FIS, GS, and
LB of the securities held by each such agent for the account
of RFC as of November 3, 1997. In cases where securities
confirmed by agents could not be attributed by the agent to
specific First Priority Funds, we reviewed RFC's
reconciliation of the agent's confirmation to RFC's internal
records, identifying securities held by each agent as a part
of RFC's aggregate security position with such agent. We
also reviewed RFC's records which show the owners of the
securities held by each agent for the account of RFC at that
date. We determined that securities, identified by such
records as the property of the Funds, were in agreement with
the Fund's records of securities owned at November 3, 1997.
Because the above procedures do not constitute an audit made
in accordance with generally accepted auditing standards, we
do not express an opinion on the investment accounts
referred to above. In connection with the procedures
referred to above, no matters came to our attention that
caused us to believe that the specified accounts should be
adjusted. Had we performed additional procedures or had we
audited the financial statements of the Funds in accordance
with generally accepted auditing standards, matters might
have come to our attention that would have been reported to
you. This report relates only to the investments specified
above and does not extend to the financial statements of any
of the Funds, taken as a whole.
DELOITTE & TOUCHE LLP
January 6, 1998