Regions Funds
c/o Federated Services Company
Federated Investors Tower
Pittsburgh, PA 15222-3779
To the Board of Trustees of Regions Funds:
Portfolios of Regions Funds File No.
Balanced Fund 811-6511
Value Fund 811-6511
Growth Fund 811-6511
Fixed Income Fund 811-6511
Limited Maturity Government Fund 811-6511
Aggressive Growth Fund 811-6511
Treasury Fund 811-6511
We have examined management's assertion about Regions
Funds' (the "Funds") compliance with the requirements of
subsections (b) and (c) of Rule 17f-2 under the Investment
Company Act of 1940 ("the Act") as of June 14, 1999,
included in the accompanying Management Statement Regarding
Compliance with Certain Provisions of the Investment
Company Act of 1940. Management is responsible for the
Funds' compliance with those requirements. Our
responsibility is to express an opinion on management's
assertion about the Funds' compliance based on our
examination.
Our examination was made in accordance with standards
established by the American Institute of Certified Public
Accountants and, accordingly, included examining, on a test
basis, evidence about the Funds' compliance with those
requirements and performing such other procedures as we
considered necessary in the circumstances. Included among
our procedures were the following tests performed, as of
June 14, 1999, and with respect to agreement of security
purchases and sales, for the period from November 30, 1998
(the date of our last examination) through June 14, 1999:
1. Confirmation of all securities held by The Depository
Trust Company (DTC) and/or by the Federal Reserve Book
Entry System (FED), for the account of Regions
Financial Corporation (RFC), the Custodian, located in
Birmingham, Alabama;
2. Confirmation of all securities hypothecated, pledged,
placed in escrow, or out for transfer with brokers,
pledgees and/or transfer agents;
3. Reconciliation of all such securities to the books and
records of the Funds and the Custodian;
4. Confirmation of all repurchase agreements with
brokers/banks and agreement of underlying collateral
with Regions Financial Corporation records; and
5. Agreement of a total of 7 security purchases and a
total of 7 security sales or maturities across all
Funds since our last report from the books and records
of the Funds to broker confirmations.
We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal
determination on the Funds' compliance with specified
requirements.
In our opinion, management's assertion that the Regions
Funds were in compliance with the requirements of
subsections (b) and (c) of Rule 17f-2 of the Investment
Company Act of 1940 as of June 14, 1999 with respect to
securities reflected in the investment account of the Funds
is fairly stated, in all material respects.
This report is intended solely for the information and use
of management of the Regions Funds and the Securities and
Exchange Commission and is not intended to be and should
not be used by anyone other than these specified parties.
DELOITTE & TOUCHE LLP
December 10, 1999
