BILTMORE FUNDS
497, 1996-06-17
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BILTMORE BALANCED FUND
(A PORTFOLIO OF THE BILTMORE FUNDS)

SUPPLEMENT TO THE BILTMORE FUNDS AND THE BILTMORE MUNICIPAL FUNDS COMBINED
PROSPECTUS DATED JANUARY 31, 1996
Please delete the  thirteenth paragraph of the sub-section entitled
"ADVISER'S BACKGROUND"  which begins on page 22 of the combined prospectus
and replace it with the following information:

"Harold (Rick) Nelson III  is a Senior Vice President and fixed-income
portfolio manager of Wachovia Asset Management in Atlanta.  Mr. Nelson joined
Wachovia in June, 1985 as a fixed income portfolio manager. He became a
portfolio manager of the BALANCED FUND in May, 1996.  Mr. Nelson is a native
of Mountainside, New Jersey.  He received a bachelor of science degree in
Management from St. Francis College and an MBA in Finance at Mercer
University in 1990."

                                                                 June 5, 1996
FEDERATED SECURITIES CORP.

Distributor
A subsidiary of FEDERATED INVESTORS
Federated Investors Tower
Pittsburgh, PA  15222-3779
090297821
G01727-02(6/96)




BILTMORE BALANCED FUND
(A PORTFOLIO OF THE BILTMORE FUNDS)

SUPPLEMENT TO THE PROSPECTUS DATED JANUARY 31, 1996
Please delete the fourth and fifth paragraphs of the sub-section entitled
"ADVISER'S BACKGROUND"  which begins on page 10 of the prospectus and replace
it with the following information:

"The Fund's portfolio managers are Alfred R. Guenthner, John F. Hageman,
Daniel S. Earthman, and Harold (Rick) F. Nelson III.  Messrs. Guenthner,
Hageman, and Earthman have co-managed the Fund since inception.  Mr. Nelson
began to co-manage the Fund in May, 1996.

Harold (Rick) Nelson III is a Senior Vice President and fixed-income
portfolio manager of Wachovia Asset Management in Atlanta.  Mr. Nelson joined
Wachovia in June, 1985 as a fixed income portfolio manager.  Mr. Nelson is a
native of Mountainside, New Jersey.  He received a bachelor of science degree
in Management from St. Francis College and an MBA in Finance at Mercer
University in 1990."
                                                                 June 5, 1996
FEDERATED SECURITIES CORP.

Distributor
A subsidiary of FEDERATED INVESTORS
Federated Investors Tower
Pittsburgh, PA  15222-3779
090297821
G01727-01(6/96)



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