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AMENDMENT NO. 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
I. General Identifying Information
1. Reason fund is applying to deregister (check only one; for descriptions,
see Instruction 1 a)
[ ] MERGER
[X] LIQUIDATION
[ ] ABANDONMENT OF REGISTRATION
(Note: Abandonments of Registration answer only questions 1 through 15, 24
and this form and complete verification at the end of the form.)
[ ] Election of status as a BUSINESS DEVELOPMENT COMPANY (Note:
Business Development Companies answer only questions 1 thorough 10
of this form and complete verification at the end of the form.)
2. Name of fund: THE PLANTERS FUNDS - TENNESSEE TAX-FREE BOND FUND
3. Securities and Exchange Commission File No. 811-7065
4. Is this an initial Form N-8F or an amendment to a previously filed
Form N-8F?
[ ] Initial Application [X] Amendment
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5. Address of Principal Executive Office
(include No. & Street, City , State, Zip Code):
5800 CORPORATE DRIVE, PITTSBURGH, PENNSYLVANIA 15237-7010
6. Name, address and telephone number of individual the Commission staff
should contact with any questions regarding this form:
CATHY C. RYAN
FEDERATED INVESTORS TOWER, 12TH FLOOR
1001 LIBERTY AVENUE
PITTSBURGH, PA 15222
(412) 288-8116
7. Name, address and telephone number of individual or entity responsible for
maintenance and preservation of fund records in accordance with rules
31a-1 and 31a-2 under the Act [17 CFR 270.31a, .31a-2]:
REGISTRANT FEDERATED INVESTORS TOWER 1001 LIBERTY
AVENUE PITTSBURGH, PA 15222-3779
(NOTICES SHOULD BE SENT TO THE AGENT
FOR SERVICE AT ABOVE ADDRESS)
5800 CORPORATE DRIVE
PITTSBURGH, PA 15237-7010
FEDERATED SHAREHOLDER FEDERATED INVESTORS TOWER
SERVICES COMPANY 1001 LIBERTY AVENUE
("TRANSFER AGENT AND PITTSBURGH, PA 15222-3779
DIVIDEND DISBURSING AGENT")
FEDERATED SERVICES COMPANY FEDERATED INVESTORS TOWER
("ADMINISTRATOR") 1001 LIBERTY AVENUE
PITTSBURGH, PA 15222-3779
UNION PLANTERS NATIONAL BANK P.O. BOX 387
("ADVISER") MEMPHIS, TENNESSEE 38147
STATE STREET BANK AND P.O. BOX 8600
TRUST COMPANY BOSTON, MA 02266-8600
("CUSTODIAN")
NOTE: ONCE DEREGISTERED, A FUND IS STILL REQUIRED TO MAINTAIN AND PRESERVE
THE RECORDS DESCRIBED IN RULES 31A-1 AND 31A-2 FOR THE PERIODS SPECIFIED IN
THOSE RULES.
8. Classification of fund (check only one):
[X] Management company;
[ ] Unit investment trust; or
[ ] Face-amount certificate company.
9. Subclassification if the fund is a management company (check only one):
[X] Open-end [ ] Closed-end
10. State law under which the fund was organized or formed (e.g., Delaware,
Massachusetts): MASSACHUSETTS
11. Provide the name and address of each investment adviser of the fund
(including sub-advisers) during the last five years, even if the fund's
contracts with those advisers have been terminated: UNION PLANTERS
NATIONAL BANK, 6200 POPLAR AVENUE, MEMPHIS, TN 38119, HAS BEEN THE FUND'S
ADVISER FOR THE PAST FIVE YEARS.
12. Provide the name and address of each principal underwriter of the fund
during the last five years, even if the fund's contracts with those
underwriters have been terminated: FEDERATED SECURITIES CORP., FEDERATED
INVESTORS TOWER, 1001 LIBERTY AVENUE, PITTSBURGH, PA 15222, HAS BEEN THE
FUND'S PRINCIPAL UNDERWRITER FOR THE PAST FIVE YEARS.
13. If the fund is a unit investment trust ("UIT") provide:
(a) Depositor's name(s) and address(es):
(b) Trustee's name(s) and address(es):
14. Is there a UIT registered under the Act that served as a vehicle for
investment in the fund (e.g., an insurance company separate account)?
[ ] Yes [X] No
If Yes, for each UIT state:
Name(s):
File No.: 811-_______
Business Address:
15. (a) Did the fund obtain approval from the board of directors concerning
the decision to engage in a Merger, Liquidation or Abandonment of
Registration?
[X] Yes [ ] No
If Yes, state the date on which the board vote took place: NOVEMBER 16, 1999
If No, explain:
(b) Did the fund obtain approval from the shareholders concerning the
decision to engage in a Merger, Liquidation or Abandonment of
Registration?
[ ] Yes [X] No
If Yes, state the date on which the shareholder vote took place:
If No, explain: SHAREHOLDERS VOLUNTARILY REDEEMED THEIR SHARES.
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II. DISTRIBUTIONS TO SHAREHOLDERS
16. Has the fund distributed any assets to its shareholders in connection
with the Merger or Liquidation?
[X] Yes [ ] No
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(a) If Yes, list the date(s) on which the fund made those distributions:
LAST SHAREHOLDER REDEMPTION: DECEMBER 28, 1999
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(b) Were the distributions made on the basis of net assets?
[X] Yes [ ] No
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(c) Were the distributions made pro rata based on share ownership?
[X] Yes [ ] No
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(d) If No to (b) or (c) above, describe the method of distributions to
shareholders. For Mergers, provide the exchange ratio(s) used and
explain how it was calculated:
(e) Liquidations only:
Were any distributions to shareholder made in kind?
[ ] Yes [X] No
If Yes, indicate the percentage of fund shares owned by affiliates,
or any other affiliation of shareholders:
17. Closed-end funds only:
Has the fund issued senior securities?
[ ] Yes [ ] No
If Yes, describe the method of calculating payments to senior
securityholders and distributions to other shareholders:
18. Has the fund distributed all of its assets to the fund's shareholders?
[X] Yes [ ] No
If No,
(a) How many shareholders does the fund have as of the date this form is
filed?
(b) Describe the relationship of each remaining shareholder to the fund:
19. Are there any shareholders who have not yet received distributions in
complete liquidation of their interests?
[ ] Yes [X] No
If Yes, describe briefly the plans (if any) for distributing to, or
preserving the interests of, those shareholders:
III. ASSETS AND LIABILITIES
20. Does the fund have any assets as of the date this form is filed?
(See question 18 above)
[ ] Yes [X] No
If Yes,
(a) Describe the type and amount of each asset retained by the fund as
of the date this form is filed:
(b) Why has the fund retained the remaining assets?
(c) Will the remaining assets be invested in securities?
[ ] Yes [ ] No
21. Does the fund have any outstanding debts (other than face-amount
certificates if the fund is a face-amount certificate company) or any
other liabilities?
[ ] Yes [X] No
If Yes,
(a) Describe the type and amount of each debt or other liability:
(b) How does the fund intend to pay these outstanding debts or other
liabilities?
IV. INFORMATION ABOUT EVENT(S) LEADING TO REQUEST FOR DEREGISTRATION
22. (a) List the expenses incurred in connection with the Merger or
Liquidation:
(i) Legal expenses: NONE
(ii) Accounting expenses: NONE
(iii) Other expenses (list and identify separately): NONE
(iv) Total expenses (sum of lines (i)-(iii) above): NONE
(b) How were those expenses allocated?
(c) Who paid those expenses?
(d) How did the fund pay for unamortized expenses (if any)?
23. Has the fund previously filed an application for an order of the
Commission regarding the Merger or Liquidation?
[ ] Yes [X] No
If Yes, cite the release numbers of the Commission's notice and order or,
if no notice or order has been issued, the file number and date the application
was filed:
V. CONCLUSION OF FUND BUSINESS
24. Is the fund a party to any litigation or administrative proceeding?
[ ] Yes [X] No
If Yes, describe the nature of any litigation or proceeding and the
position taken by the fund that litigation:
25. Is the fund now engaged, or intending to engage, in any business
activities other than those necessary for winding up its affairs?
[ ] Yes [X] No
If Yes, describe the nature and extent of those activities:
VI. MERGERS ONLY
26. (a) State the name of the fund surviving the Merger:
(b) State the Investment Company Act file number of the fund surviving the
Merger: 811-______
(c) If the merger or reorganization agreement has been filed with the
Commission, state the file number(s), form type used and date the
agreement was filed:
(d) If the merger or reorganization agreement has not been filed with the
Commission, provide a copy of the agreement as an exhibit to this
form.
VERIFICATION
The undersigned stated that (i) he has executed this AMENDMENT NO. 1 TO
Form N-8F application for an order under section 8(f) of the Investment Company
Act of 1940 on behalf of TENNESSEE TAX-FREE BOND FUND (ii) he is the SECRETARY
of THE PLANTERS FUNDS and (iii) all actions by shareholders, directors, and any
other body necessary to authorize the undersigned to execute and file this Form
N-8F application have been taken. The undersigned also states that the facts set
forth in this Form N-8F application are true to the best of his knowledge,
information and belief.
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John W. McGonigle
Secretary
