SHAWMUT FUNDS
N14AE24/A, 1995-02-24
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1933 Act File No. 33-57465
1940 Act File No. 811-58437


                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549
                                    
                                FORM N-14
                                    
                         REGISTRATION STATEMENT
                                  UNDER
                       THE SECURITIES ACT OF 1933
                                    
                     x  Pre-Effective Amendment No. 1
                        Post-Effective Amendment No.
                                    
                            THE SHAWMUT FUNDS
           (Exact Name of Registrant as Specified in Charter)
                                    
                             (412) 288-1900
                    (Area Code and Telephone Number)
                                    
                        Federated Investors Tower
                   Pittsburgh, Pennsylvania 15222-3779
                (Address of Principal Executive Offices)
                                    
                       JOHN W. MCGONIGLE, ESQUIRE
                        Federated Investors Tower
                   Pittsburgh, Pennsylvania 15222-3779
                 (Name and Address of Agent for Service)
                                    
Copies to:
Matthew G. Maloney, Esquire
Dickstein, Shapiro & Morin, L.L.P.
2101 L. Street, N.W.
Washington, D.C.  20037


Approximate date of commencement of proposed sale to the public:  As
soon as is practicable after the effective date of this Registration
Statement.
                                    
      Registrant has filed with the Securities and Exchange Commission a
declaration pursuant to Rule 24f-2 under the Investment Company Act of
1940 that it elects to register an indefinite amount of securities under
the Securities Act of 1933 and filed the Notice required by that Rule on
December 21, 1994 for Registrant's most recent fiscal year October 31,
1994.  Therefore, a filing fee will not be submitted because of the
Registrant's reliance on Rule 24f-2.
      
            The Registrant hereby amends this Registration Statement on
such date or dates as may be necessary to delay its effective date until
the Registrant shall file a further amendment which specifically states
that this Registration Statement shall thereafter become effective in
accordance with Section 8(a) of the Securities Act of 1933, as amended,
or until the Registration Statement shall become effective on such date
as the Securities and Exchange Commission, acting pursuant to said
Section 8(a), may determine.
                          CROSS-REFERENCE SHEET
         Pursuant to Item 1(a) of Form N-14 Showing Location in
             Prospectus of Information Required by Form N-14
                                    
Item of Part A of Form N-14 and Caption      Caption or Location in
Prospectus

1. Beginning of Registration Statement
   and Outside Front Cover Page
   of Prospectus..........................   Cross-Reference Sheet;
Cover Page

2. Beginning and Outside Back Cover
   Page of Prospectus....................    Table of Contents

3. Synopsis Information and Risk Factors.    Summary; Comparison of
                                             Investment Policies and
                                             Risk Factors

4. Information About the Transaction.....    Information About the
                                             Reorganization

5. Information About the Registrant......    Information About the
                                             Trust, Quantitative Equity
                                             Fund, and Growth Equity
                                             Fund

6. Information About the Company
   Being Acquired........................    Information About the
                                             Trust, Quantitative Equity
                                             Fund, and Growth Equity
                                             Fund

7. Voting Information....................    Voting Information

8. Interest of Certain Persons
   and Experts...........................    Not Applicable

9. Additional Information Required
   for Reoffering by Persons Deemed
   to be Underwriters....................    Not Applicable

      The Registration Statement on Form N-14 of The Shawmut Funds,
which was filed and accepted by the Securities and Exchange Commission
on or about January 27, 1995 (File No. 33-57465), is hereby incorporated
by reference into this Pre-Effective Amendment No. 1 to the Registration
Statement on Form N-14 of The Shawmut Funds.

                               SIGNATURES
      Pursuant to the requirements of the Securities Act of 1933, the
Registrant, The Shawmut Funds, has duly caused this Amendment to its
Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Pittsburgh, Commonwealth of
Pennsylvania, on February 24, 1995.

                              THE SHAWMUT FUNDS
                              (Registrant)

                              By:/s/ Robert C. Rosselot
                              Robert C. Rosselot, Assistant Secretary
                              Attorney in Fact for John F. Donahue
                              February 24, 1995

      Pursuant to the requirements of the Securities Act of 1933, this
Amendment to its Registration Statement has been signed below by the
following persons in the capacities and on the date indicated:

    NAME                            TITLE                         DATE

By: /s/Robert C. Rosselot
    Robert C. Rosselot           Attorney In Fact     February 24, 1995
    ASSISTANT SECRETARY          For the Persons
                                 Listed Below

    NAME                            TITLE

John F. Donahue*                 Chairman and Trustee
                                 (Chief Executive Officer)

Edward C. Gonzales*              President, Treasurer and Trustee
                                 (Principal Financial and
                                 Accounting Officer)

John T. Conroy, Jr.*             Trustee

William J. Copeland*             Trustee

James E. Dowd*                   Trustee

Lawrence D. Ellis, M.D.*         Trustee

Edward L. Flaherty, Jr.*         Trustee

Peter E. Madden*                 Trustee

Gregor F. Meyer*                 Trustee

Wesley W. Posvar*                Trustee

Marjorie P. Smuts*               Trustee

* By Power of Attorney





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