BILTMORE FUNDS
497, 1994-07-26
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Biltmore Balanced Fund
(A PORTFOLIO OF THE BILTMORE FUNDS)
Supplement to Prospectus dated January 31, 1994

1.In the section entitled "Adviser's Background"  on page 13 of the Prospectus, 
     please delete the third sentence of the third paragraph and replace
     it  with the following:
- -"Wachovia Bank of North Carolina, N.A., together with its affiliates, 
     Wachovia Bank of Georgia, N.A. and Wachovia Bank of South Carolina, N.A.
     (formerly known as The South Carolina National Bank)
     (collectively, the "Wachovia Banks"), have been managing
     trust assets for over 100 years, with approximately $16.4
     billion in managed assets as of  March 31, 1994."
2.Please delete the section entitled "Administrative Services" which appears 
     on page 14 of the Prospectus and replace it  with the following:
     "Administrative Services.  Federated Administrative Services, Pittsburgh, 
     Pennsylvania, a subsidiary of Federated Investors, provides the
     Fund with the administrative personnel and services
     necessary to operate the Fund. Such services include the
     preparation of filings with the Securities and Exchange
     Commission and other regulatory authorities, assistance
     with respect to meetings of the Trustees, shareholder
     servicing and accounting services, and other administrative
     services. Federated Administrative Services provides these
     at an annual rate, computed and payable daily, as specified
     below:
                                       Average Aggregate Daily Net
                                      Assets of The Biltmore Funds
       Maximum Administrative Fee     and The Biltmore Municipal Funds
       
       0.150 of 1%                  on the first $250 million
       0.125 of 1%                  on the next $250 million
       0.100 of 1%                  on the next $250 million
       0.075 of 1%                  on assets in excess of $750
       million

     The administrative fee received during any fiscal year for the Fund 
     and each of the other portfolios of The Biltmore Funds shall aggregate
     at least $75,000.  Federated Administrative Services may
     choose voluntarily to waive or reimburse a portion of its
     fee at any time."
                                                   July 27, 1994

   
   
FEDERATED SECURITIES CORP.
Distributor
G00454-01 (7/94)
                                                          823-12
                                                                

Biltmore Equity Fund
(A PORTFOLIO OF THE BILTMORE FUNDS)
Supplement to Prospectus dated January 31, 1994

1.In the section entitled "Adviser's Background"  on page 8 of the Prospectus, 
     please delete the third sentence of the third paragraph and replace
     it  with the following:
"Wachovia Bank of North Carolina, N.A., together with its affiliates, 
     Wachovia Bank of Georgia, N.A. and Wachovia Bank of South Carolina, N.A.
     (formerly known as The South Carolina National Bank)
     (collectively, the "Wachovia Banks"), have been managing
     trust assets for over 100 years, with approximately $16.4
     billion in managed assets as of March 31, 1994."
2.Please delete the section entitled "Administrative Services" which appears 
     on page 10 of the Prospectus and replace it  with the following:
     "Administrative Services.  Federated Administrative Services, 
     Pittsburgh, Pennsylvania, a subsidiary of Federated Investors, provides the
     Fund with the administrative personnel and services
     necessary to operate the Fund. Such services include the
     preparation of filings with the Securities and Exchange
     Commission and other regulatory authorities, assistance
     with respect to meetings of the Trustees, shareholder
     servicing and accounting services, and other administrative
     services. Federated Administrative Services provides these
     at an annual rate, computed and payable daily, as specified
     below:
                                    Average Aggregate Daily Net
                                    Assets of The Biltmore Funds
       Maximum Administrative Fee   and The Biltmore Municipal Funds
       
       0.150 of 1%                  on the first $250 million
       0.125 of 1%                  on the next $250 million
       0.100 of 1%                  on the next $250 million
       0.075 of 1%                  on assets in excess of $750 million

     The administrative fee received during any fiscal year for the Fund 
     and each of the other portfolios of The Biltmore Funds shall aggregate
     at least $75,000.  Federated Administrative Services may
     choose voluntarily to waive or reimburse a portion of its
     fee at any time."
                                                   July 27, 1994

   
   
FEDERATED SECURITIES CORP.
Distributor
G00455-01 (7/94)
                                                          823-10


Biltmore Equity Index Fund
(A PORTFOLIO OF THE BILTMORE FUNDS)
Supplement to Prospectus dated January 31, 1994

1.In the section entitled "Adviser's Background"  on page 8 of the Prospectus, 
     please delete the third sentence of the third paragraph and replace
     it  with the following:
"Wachovia Bank of North Carolina, N.A., together with its affiliates, Wachovia 
     Bank of Georgia, N.A. and Wachovia Bank of South Carolina, N.A.
     (formerly known as The South Carolina National Bank)
     (collectively, the "Wachovia Banks"), have been managing
     trust assets for over 100 years, with approximately $16.4
     billion in managed assets as of March 31, 1994."
2.Please delete the section entitled "Administrative Services" which appears on 
     page 9 of the Prospectus and replace it  with the following:
     "Administrative Services.  Federated Administrative Services, Pittsburgh, 
     Pennsylvania, a subsidiary of Federated Investors, provides the
     Fund with the administrative personnel and services
     necessary to operate the Fund. Such services include the
     preparation of filings with the Securities and Exchange
     Commission and other regulatory authorities, assistance
     with respect to meetings of the Trustees, shareholder
     servicing and accounting services, and other administrative
     services. Federated Administrative Services provides these
     at an annual rate, computed and payable daily, as specified
     below:
                                   Average Aggregate Daily Net
                                   Assets of The Biltmore Funds
       Maximum Administrative Fee  and The Biltmore Municipal Funds
       
       0.150 of 1%                  on the first $250 million
       0.125 of 1%                  on the next $250 million
       0.100 of 1%                  on the next $250 million
       0.075 of 1%                  on assets in excess of $750 million

     The administrative fee received during any fiscal year for the Fund and 
     each of the other portfolios of The Biltmore Funds shall aggregate
     at least $75,000.  Federated Administrative Services may
     choose voluntarily to waive or reimburse a portion of its
     fee at any time."
                                                   July 27, 1994

   
   
FEDERATED SECURITIES CORP.
Distributor
G00456-01 (7/94)
                                                          823-11


Biltmore Fixed Income Fund
(A PORTFOLIO OF THE BILTMORE FUNDS)
Supplement to Prospectus dated January 31, 1994
1.In the section entitled "Adviser's Background"  on page 12 of the Prospectus, 
     please delete the third sentence of the third paragraph and replace
     it  with the following:
"Wachovia Bank of North Carolina, N.A., together with its affiliates, Wachovia 
     Bank of Georgia, N.A. and Wachovia Bank of South Carolina, N.A.
     (formerly known as The South Carolina National Bank)
     (collectively, the "Wachovia Banks"), have been managing
     trust assets for over 100 years, with approximately $16.4
     billion in managed assets as of March 31, 1994."
2.Please delete the section entitled "Administrative Services" which appears on 
     page 13 of the Prospectus and replace it  with the following:
     "Administrative Services.  Federated Administrative Services, Pittsburgh, 
     Pennsylvania, a subsidiary of Federated Investors, provides the
     Fund with the administrative personnel and services
     necessary to operate the Fund. Such services include the
     preparation of filings with the Securities and Exchange
     Commission and other regulatory authorities, assistance
     with respect to meetings of the Trustees, shareholder
     servicing and accounting services, and other administrative
     services. Federated Administrative Services provides these
     at an annual rate, computed and payable daily, as specified
     below:
                                    Average Aggregate Daily Net
                                    Assets of The Biltmore Funds
       Maximum Administrative Fee   and The Biltmore Municipal Funds
       
       0.150 of 1%                  on the first $250 million
       0.125 of 1%                  on the next $250 million
       0.100 of 1%                  on the next $250 million
       0.075 of 1%                  on assets in excess of $750 million

     The administrative fee received during any fiscal year for the Fund and 
     each of the other portfolios of The Biltmore Funds shall aggregate
     at least $75,000.  Federated Administrative Services may
     choose voluntarily to waive or reimburse a portion of its
     fee at any time."
                                                   July 27, 1994

   
   
FEDERATED SECURITIES CORP.
Distributor
G00457-01 (7/94)
                                                          823-13


Biltmore U.S. Treasury Money Market Fund
(A PORTFOLIO OF THE BILTMORE FUNDS)

Supplement to Prospectus dated January 31, 1994

1.In the section entitled "General Information" on page 3 of the Prospectus, 
     please delete the first sentence of the second paragraph and replace
     it with the following:
"Institutional Shares are offered only for purchase through the bank 
     subsidiaries of Wachovia Corporation:  Wachovia Bank of North Carolina,
     N.A., Wachovia Bank of Georgia, N.A., Wachovia Bank of South
     Carolina, N.A. (formerly known as The South Carolina
     National Bank), and their affiliates (collectively, the
     "Wachovia Banks")."
2.In the section entitled "Adviser's Background"  on page 5 of the Prospectus, 
     please delete the third sentence of the third paragraph and replace
     it  with the following:
"Wachovia Bank of North Carolina, N.A., together with its affiliates, Wachovia 
     Bank of Georgia, N.A. and Wachovia Bank of South Carolina, N.A.
     (formerly known as The South Carolina National Bank), have
     been managing trust assets for over 100 years,  with
     approximately $16.4 billion in managed assets as of March
     31, 1994."
3.Please delete the section entitled "Administrative Services" which appears 
     on page 6 of the Prospectus and replace it  with the following:
     "Administrative Services.  Federated Administrative Services, Pittsburgh, 
     Pennsylvania, a subsidiary of Federated Investors, provides the
     Fund with the administrative personnel and services
     necessary to operate the Fund. Such services include the
     preparation of filings with the Securities and Exchange
     Commission and other regulatory authorities, assistance
     with respect to meetings of the Trustees, shareholder
     servicing and accounting services, and other administrative
     services. Federated Administrative Services provides these
     at an annual rate, computed and payable daily, as specified
     below:
     
                                       Average Aggregate Daily Net
                                       Assets of The Biltmore Funds
       Maximum Administrative Fee      and The Biltmore Municipal Funds
       
       0.150 of 1%                  on the first $250 million
       0.125 of 1%                  on the next $250 million
       0.100 of 1%                  on the next $250 million
       0.075 of 1%                  on assets in excess of $750 million
     
     The administrative fee received during any fiscal year for the Fund and 
     each of the other portfolios of The Biltmore Funds shall aggregate
     at least $75,000.  Federated Administrative Services may
     choose voluntarily to waive or reimburse a portion of its
     fee at any time."
     
                                                   July 27, 1994

   
   
   
FEDERATED SECURITIES CORP.
Distributor
G00231-01 (7/94)
                                                          823-17


Biltmore Short-Term Fixed Income Fund
(A PORTFOLIO OF THE BILTMORE FUNDS)
Supplement to Prospectus dated January 31, 1994

1.In the section entitled "Adviser's Background"  on page 12 of the Prospectus, 
     please delete the third sentence of the third paragraph and replace
     it  with the following:
"Wachovia Bank of North Carolina, N.A., together with its affiliates, Wachovia 
     Bank of Georgia, N.A. and Wachovia Bank of South Carolina, N.A.
     (formerly known as The South Carolina National Bank)
     (collectively, the "Wachovia Banks"), have been managing
     trust assets for over 100 years,  with approximately $16.4
     billion in managed assets as of March 31, 1994."
2.Please delete the section entitled "Administrative Services" which appears 
     on page 13 of the Prospectus and replace it  with the following:
     "Administrative Services.  Federated Administrative Services, Pittsburgh, 
     Pennsylvania, a subsidiary of Federated Investors, provides the
     Fund with the administrative personnel and services
     necessary to operate the Fund. Such services include the
     preparation of filings with the Securities and Exchange
     Commission and other regulatory authorities, assistance
     with respect to meetings of the Trustees, shareholder
     servicing and accounting services, and other administrative
     services. Federated Administrative Services provides these
     at an annual rate, computed and payable daily, as specified
     below:
                                      Average Aggregate Daily Net
                                      Assets of The Biltmore Funds
       Maximum Administrative Fee    and The Biltmore Municipal Funds
       
       0.150 of 1%                  on the first $250 million
       0.125 of 1%                  on the next $250 million
       0.100 of 1%                  on the next $250 million
       0.075 of 1%                  on assets in excess of $750 million

     The administrative fee received during any fiscal year  for the Fund and 
     each of the other portfolios of The Biltmore Funds shall aggregate
     at least $75,000.  Federated Administrative Services may
     choose voluntarily to waive or reimburse a portion of its
     fee at any time."
                                                   July 27, 1994

   
   
FEDERATED SECURITIES CORP.
Distributor
G00460-01 (7/94)
                                                          823-14




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