Deloitte & Touche LLP
2500 One PPG Place
Pittsburgh, Pennsylvania 15222-5401
412-338-7200
Fax 412-338-7380
Regions Funds
c/o Federated Services Company
Federated Investors Tower
Pittsburgh, PA 15222-3779
To the Board of Trustees of the Regions Funds:
Portfolios of Regions Funds File No.
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Regions Treasury Fund 811-6511
Regions Fixed Income Fund 811-6511
Regions Growth Fund 811-6511
Regions Limited Maturity Government Fund 811-6511
Regions Balanced Fund 811-6511
Regions Value Fund 811-6511
Regions Aggressive Growth Fund 811-6511
We have examined management's assertion about the 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 22, 2000 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, without prior notice to management, as of June 22, 2000, and with
respect to agreement of security purchases and sales, for the period from
November 30, 1999 (the date of our last examination) through June 22, 2000:
o Confirmation of all securities held by the Federal Reserve Book Entry
System (FED) and/or by The Depository Trust Company (DTC);
o Confirmation of all securities hypothecated, pledged, placed in escrow, or
out for transfer with brokers, pledgees and/or transfer agents;
o Reconciliation of all such securities to the books and records of the Funds
and the Custodian; and
o Agreement of a total of 14 security purchases and 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 22, 2000 with respect to securities reflected in
the investment account of the Regions Funds are 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.
/s/ DELOITTE & TOUCHE LLP
October 20, 2000
<PAGE>
Management Statement Regarding Compliance
With Certain Provisions of the
Investment Company Act of 1940
October 20, 2000
Deloitte & Touche LLP
2500 One PPG Place
Pittsburgh, PA 15222
In connection with your attestation engagement as of June 22, 2000, relating to
the Regions Funds compliance with Securities and Exchange Commission Rule 17f-2,
we confirm, to the best of our knowledge and belief, the following
representations made to you during your procedures:
1. We, as members of management of Regions Financial Corp., the Custodian of
the Regions Funds (the "Funds"), are responsible for complying with the
requirements of subsections (b) and (c) of Rule 17f-2, "Custody of
Investments by Registered Management Investment Companies," of the
Investment Company Act of 1940.
2. We are also responsible for establishing and maintaining effective internal
controls over compliance with those requirements.
3. The 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 22, 2000
and from November 30, 1999 (last examination date) through June 22, 2000,
with respect to securities reflected in the investment account of the
Regions Funds.
4. We have no knowledge of significant matters that are contrary to your
findings.
/s/ James E. Meigs
James E. Meigs
Regions Financial Corp.
Trust Accounting and Control Manager
