BILTMORE EMERGING MARKETS FUND
(A Portfolio of The Biltmore Funds)
Supplement to Prospectus dated December 10, 1994
A. Please delete the final sentence of the section "Purchases at Net Asset
Value" on page 12 of the Prospectus, and replace it with the following:
"Trustees, officers, directors and employees of the Distributor
and its affiliates , and any bank or investment dealer who has a
sales agreement with the Distributor relating to the Fund, may
also purchase shares at their net asset value. Finally,
effective July 31, 1995, purchases made by participants in
401(k) Defined Contribution Plans (each a "Delaware/Wachovia
401(k) Plan" or "Plan") which have in excess of an aggregate
investment of $1 million in certain Delaware Group Funds
("Eligible Delaware Funds") and certain portfolios of the Trust,
including the Fund ("Eligible Biltmore Funds" together, the
"Eligible Funds") by offering investment options that include
the Eligible Funds will be made at net asset value, without the
imposition of the sales charge otherwise provided in the table
above. "Eligible Biltmore Funds" refers to the Fund, the
Biltmore Balanced Fund, the Biltmore Equity Fund, the Biltmore
Fixed Income Fund, the Biltmore Special Values Fund, and the
Investment Shares class of the Biltmore Money Market Fund (the
"Money Fund")."
B. Please insert the following section after "Concurrent Purchases" and
before "Systematic Investment Program" on page 13 of the Prospectus:
"Plan Right of Accumulation. Effective July 31, 1995, purchases
of the Fund by a Delaware/Wachovia 401(k) Plan will be
aggregated with the current value of all shares of the Eligible
Funds already held by, and being concurrently purchased by, the
Plan in order to compute reduced sales charges as shown in the
table in this prospectus under the section entitled "What Shares
Cost." However, participants in a Delaware/Wachovia 401(k) Plan
or any other employee benefit plan may not combine their
holdings in, or purchases through, the Plan with Fund purchases
made outside the Plan for the purpose of obtaining reduced sales
charges."
C. Please insert the following paragraph as the sixth paragraph in the
section "Exchange Privilege" on page 15 of the Prospectus:
"In addition to the exchange privilege described above,
effective July 31, 1995, participants in a Delaware/Wachovia
401(k) Plan are, with respect to the Plan, permitted to: (1)
exchange all or part of their Class A shares of other Eligible
Delaware Funds, as well as Eligible Biltmore Funds, at net asset
value; and (2) exchange all or part of their Eligible Biltmore
Fund shares into Class A shares of the Eligible Delaware Funds,
at net asset value, without payment of a front-end sales charge.
However, a participant in any Plan that has an aggregate
investment of $1 million or less in the Eligible Funds who
exchanges into an Eligible Fund from the Money Fund must pay the
applicable front-end sales charge at the time of the exchange
(unless the Money Fund shares were acquired in an exchange from
an Eligible Fund subject to a front-end sales charge or by
reinvestment of dividends)."
July 31, 1995
FEDERATED SECURITIES CORP.
Distributor
A subsidiary of Federated Investors
Federated Investors Tower
Pittsburgh, PA 15222-3779
Cusip 090297797
G00807-12 (7/95)
