Rule 24f-2 Notice
THE BILTMORE FUNDS
(Fund Name)
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
1933 Act No. 33-44590
(i) fiscal period for which notice is filed November 30, 1993
(ii) The number or amount of securities of the
same class or series, if any, which had
been registered under the Securities Act
of 1933, other than pursuant to Rule 24f-2
but which remained unsold at December 1, 1992,
the beginning of the Registrant's fiscal
period -0-
(iii) The number or amount of securities, if
any, registered during the fiscal period
of this notice other than pursuant to
Rule 24f-2 -0- -0-
(iv) The number or amount of securities
sold during the fiscal period of this
notice 1,088,883,042
(v) The number or amount of securities sold
during the fiscal period of this notice
in reliance upon registration pursuant
to Rule 24f-2 (see attached Computation
of Fee) 1,088,883,042
WITNESS the due execution hereof this 17th day of January, 1994.
By: &&PIN______
Mark A. Sheehan
Assistant Secretary
COMPUTATION OF FEE
1. Actual aggregate sale price of Registrant's
securities sold pursuant to Rule 24f-2 during
the fiscal period for which the 24f-2 notice
is filed (see Section v)................................... $1,753,675,872
2. Reduced by the difference between:
(a) actual aggregate redemption price
of such securities redeemed by the
issuer during the fiscal period for
which the 24f-2 notice is filed........ $ 951,984,558
(b) actual aggregate redemption price
of such redeemed securities
previously applied by the issuer
pursuant to Section 24e(2)(a) for
the fiscal period for which the
24f-2 notice is filed.................. -0- 951,984,558
Total amount upon which the fee calculation specified
in Section 6(b) of the Securities Act of 1933 is
based......................................................... $ 801,691,314
FEE SUBMITTED (1/29 of 1% of Total amount)............... $ 276,445
January 12, 1994
The Biltmore Funds
Federated Investors Tower
Pittsburgh, PA 15222-3779
Gentlemen:
You have requested my opinion for use in conjunction with a
Rule 24f-2 Notice for The Biltmore Funds (the "Trust") to be
filed in respect of shares of the Fund ("Shares") sold for the
fiscal year ended November 30, 1993, pursuant to the Fund's
registration statement filed with the Securities and Exchange
Commission ("SEC") under the Securities Act of 1933 (File No.
33-37525) ("Registration Statement").
In its Registration Statement, the Fund elected to register
an indefinite number of Shares pursuant to the provisions of SEC
Rule 24f-2.
I have reviewed the amended Registration Statement of the
Fund and such other documents and records deemed relevant. On
the basis of the foregoing, it is my opinion that the Shares sold
for the fiscal year ended November 30, 1993, registration of
which the Rule 24f-2 Notice makes definite in number, were
legally issued, fully paid and non-assessable.
I consent to your filing this opinion as an Exhibit to the
Rule 24f-2 Notice referred to above, the Registration Statement
of the Fund and to any application or registration statement
filed under the Securities Laws of any of the States of the
United States.
Very truly yours,
/s/ Joseph M. Huber
Joseph M. Huber
Secretary
The Biltmore Funds
