As filed with the Securities and Exchange Commission on June 23, 1997
Registration No. 33-44909
File No. 811-6520
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
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REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 /X/
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Pre-Effective Amendment No. / /
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Post-Effective Amendment No. 10 / X/
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY / X/
ACT OF 1940
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Amendment No. 12 / X/
(Check appropriate box or boxes)
SMITH BREEDEN TRUST
(Exact name of registrant as specified in charter)
100 Europa Drive, Suite 200
Chapel Hill, North Carolina 27514
(Address of principal executive offices)
(919) 967-7221
(Registrant's Telephone Number, including Area Code)
_______________
MICHAEL J. GIARLA
100 Europa Drive, Suite 200
Chapel Hill, North Carolina 27514
(Name and address of agent for service)
_________________
Copy to:
MARIANTHE S. MEWKILL
Smith Breeden Associates, Inc.
100 Europa Drive, Suite 200
Chapel Hill, North Carolina 27514
______________
It is proposed that this filing will become effective (check
appropriate box):
immediately upon filing pursuant to paragraph (b)
/ X/ on July 23, 1997 pursuant to paragraph (b)
60 days after filing pursuant to paragraph (a)
on (date) pursuant to paragraph (a)(1)
75 days after filing pursuant to paragraph (a)(2)
on (date) pursuant to paragraph (a)(2) of Rule 485
If appropriate, check the following box:
/X/ This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
The Registrant has previously registered an indefinite amount of
securities under the Securities Act of 1933 pursuant to Rule 24f-2 of
the Investment Company Act of 1940. A Rule 24f-2 notice in respect
of the Registrant was filed on May 29, 1997.
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The Registrant's Post-Effective Amendment No. 9 to its
Registration Statement on Form N-1A filed with the Commission on
April 25, 1997, is incorporated by reference herein.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
as amended, and the Investment Company Act of 1940, as amended,
the Registrant certifies that it meets all the requirements for
effectiveness of this Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has duly caused this
Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City
of Chapel Hill, the State of North Carolina, on the 23rd day of
June, 1997.
SMITH BREEDEN TRUST
By
Michael J. Giarla
President
Pursuant to the requirements of the Securities Act of 1933,
this Amendment to the Registration Statement has been signed
below by the following persons in the capacities and on the dates
indicated.
SIGNATURE TITLE DATE
Michael J. Giarla President, Trustee June 23, 1997
Douglas T. Breeden* Trustee June 23, 1997
Stephen M. Schaefer*Trustee June 23, 1997
Myron S. Scholes* Trustee June 23, 1997
William F. Sharpe* Trustee June 23, 1997
Marianthe S. Mewkill Principal Financial June 23, 1997
and Accounting Officer
*By:
Marianthe S. Mewkill
*Attorney-in-Fact pursuant to power-of-attorney filed previously.
