<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 18, 1998
Securities Act Registration No. 33--66080
Investment Company Act Registration No. 811-7874
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-lA
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ X ]
POST-EFFECTIVE AMENDMENT NO. 9 [ X ]
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT [ X ]
OF 1940
AMENDMENT NO. 11 [ X ]
THE ONE GROUP(R) INVESTMENT TRUST
(Exact Name of Registrant as Specified in Charter)
THREE NATIONWIDE PLAZA
COLUMBUS, OHIO 43215
(Address of Principal Executive Offices)
(614) 249-7111
(Registrant's Telephone Number)
CHRISTOPHER A. CRAY
THREE NATIONWIDE PLAZA
COLUMBUS, OHIO 43215
(Name and Address of Agent for Service)
Copies To:
Alan G. Priest, Esquire Elizabeth Davin, Esquire
Ropes & Gray Druen, Dietrich, Reynolds & Koogler
One Franklin Square One Nationwide Plaza
1301 K Street, N.W., Suite 800E Columbus, Ohio 43216
Washington, D.C. 20005
Approximate Date of Proposed Public Offering: Immediately upon effectiveness
It is proposed that this filing will become effective (check appropriate box)
<PAGE> 2
Immediately upon filing pursuant to paragraph (b)
----
X on January 14, 1999 pursuant to paragraph (b)
----
60 days after filing pursuant to paragraph (a)(1)
----
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 post-effective amendment designates a new effective date for
---- a previously filed post-effective amendment.
<PAGE> 3
THE ONE GROUP(R) INVESTMENT TRUST
CROSS REFERENCE SHEET
<TABLE>
<CAPTION>
Form N-1A Part A Item Prospectus Caption
- --------------------- ------------------
<S> <C> <C>
1. Cover Page .................................. Cover Page
2. Synopsis .................................... About the Funds
3. Financial Highlights ........................ Not Applicable; New Funds
4. General Description About the Funds, More About the
of Registrant ............................. Funds, Details About the Funds' Investment Practices and Policies
5. Management of the Fund ...................... About the Funds; More About the Funds; Organization & Management of the Funds;
6. Capital Stock and Other ..................... More About the Funds
Securities
7. Purchase of Securities ...................... More About the Funds
Being Offered
8. Redemption or Repurchase .................... More About the Funds
9. Pending Legal Proceedings ................... Inapplicable
<CAPTION>
STATEMENT OF
ADDITIONAL INFORMATION
FORM N-1A PART B ITEM CAPTION
- --------------------- -------
<S> <C> <C>
10. Cover Page Cover Page
11. Table of Contents Table of Contents
12. General Information and History The Trust; Additional Information -
Description of Shares
13. Investment Objective and Policies Investment Objectives and Policies
14. Management of the Funds Management of the Trust
15. Control Persons and Principal Additional Information -
</TABLE>
<PAGE> 4
<TABLE>
<S> <C> <C>
Holders of Securities Miscellaneous
16. Investment Advisory and Other
Services Management of the Trust
17. Brokerage Allocation Management of the Trust - Portfolio
Transactions
18. Capital Stock and Other Securities Valuation; Additional
Information Regarding the
Calculation of Per Share Net Asset Value;
Additional Purchase and
Redemption Information;
Additional Information
19. Purchase, Redemption and Pricing of Valuation; Additional
Securities Being Offered Information Regarding the
Calculation Per Share Net Asset Value;
Additional Purchase and Redemption
Information; Management of the
Trust
20. Tax Status Investment Objectives and Policies -
Additional Tax Information Concerning
All Funds
21. Underwriters Not applicable
22. Calculation of Performance Data Additional Information - Calculation of
Performance Data
23. Financial Statements New Funds -- None Available
</TABLE>
PART C
Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C of the Registration Statement.
<PAGE> 5
EXPLANATORY NOTE
This post-effective amendment no. 9 (the "Amendment") to the Registrant's
registration statement on Form N-1A (File no. 33-66080) (the "Registration
Statement") is being filed solely for the purpose of delaying the effectiveness
of Post-Effective Amendment No. 8 to the Registration Statement which was filed
on October 7, 1998. Accordingly, Post-Effective Amendment No. 8 is incorporated
in its entirety (including all documents incorporated by reference into
Post-Effective Amendment No. 8) into this filing.
<PAGE> 6
PART C
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) Because The One Group Investment Trust Bond Fund, The One
Group Investment Trust Value Growth Fund, The One Group
Investment Trust Mid Cap Opportunities Fund, and The One
Group Investment Trust Mid Cap Value Fund (the "Funds") are
a series without assets or an operating history, there are
no financial statements for the Funds.
(b) Exhibits
--------
(1)(a) Amended Declaration of Trust dated February 18,
1998 is incorporated by reference to Post-Effective
Amendment No. 8 to the Registrant's registration
statement on Form N-1A, filed October 7, 1998.
(1)(b) Form of Amended Declaration of Trust dated
November 19, 1998 is incorporated by reference to
Post-Effective Amendment No. 8 to the Registrant's
registration statement on Form N-1A, filed October
7, 1998.
(2) Registrant's Bylaws Dated July 8, 1993, are
incorporated by reference to Registrant's
registration statement on Form N-1A, filed
on July 14, 1993.
(3) None
(4) None
(5)(a) Investment Advisory Agreement is incorporated by
reference to Pre-Effective Amendment No. 2 to the
Registrant's registration statement on Form N-1A,
filed on July 29, 1994.
(5)(b) Amended Appendix A to the Investment Advisory
Agreement, dated February 18, 1998, is incorporated
by reference to Post-Effective Amendment No. 8 to
the Registrant's registration statement on Form
N-1A, filed October 7, 1998.
(5)(c) Form of Amended Appendix A to the Investment
Advisory Agreement dated November 19, 1998 is
incorporated by reference to Post-Effective
Amendment No. 8 to the Registrant's registration
statement on Form N-1A, filed October 7, 1998.
(6) None
(7) Deferred Compensation Plan for Trustees of The One
Group Investment Trust is incorporated by reference
to Post-Effective Amendment No. 8 to the
Registrant's registration statement on Form N-1A,
filed October 7, 1998.
(8)(a) Custodian Agreement with State Street Bank and
Trust Company, is incorporated by reference to
Pre-Effective Amendment No. 1 to the Registrant's
registration statement on Form N-1A, filed on May
26, 1994.
(8)(b) Subcustodian Agreement for The One Group
Investment Trust between State Street Bank and Trust
Company, Bank One Trust Company, N.A. and the
Registrant dated as of June 11, 1998 is incorporated
by reference to Post-Effective Amendment No. 8 to
the Registrant's registration statement on Form
N-1A, filed October 7, 1998.
(9)(a) Transfer and Dividend Disbursing Agent Agreement
between Registrant and Nationwide Investors
Services, Inc., is incorporated by reference to
Pre-Effective Amendment No. 1 to the Registrant's
registration statement on Form N-1A, filed on May
26, 1994.
(9)(b) Amended Appendix A to the Transfer and Dividend
Disbursing Agent Agreement, dated February 18, 1998,
is incorporated by reference to Post-Effective
Amendment No. 8 to the Registrant's registration
statement on Form N-1A, filed October 7, 1998.
(9)(c) Form of Amended Appendix A for the Transfer and
Dividend Disbursing Agent Agreement dated November
19, 1998 is incorporated by reference to
Post-Effective Amendment No. 8 to the Registrant's
registration statement on Form N-1A, filed October
7, 1998.
(9)(d) Amended and Restated Fund Participation
Agreement among the Registrant, Nationwide Life and
Annuity Insurance Company, and Nationwide Advisory
Services, Inc. is dated as of May 20, 1998 is
incorporated by reference to Post-Effective
Amendment No. 8 to the Registrant's registration
statement on Form N-1A, filed October 7, 1998.
(9)(e) Form of Amended Appendix A to the Fund
Participation Agreement dated November 19, 1998 is
incorporated by reference to Post-Effective
Amendment No. 8 to the Registrant's registration
statement on Form N-1A, filed October 7, 1998.
(9)(f) Amended and Restated Administrative Services
<PAGE> 7
Agreement between Registrant and Nationwide Advisory
Services, Inc. dated August 19, 1998, is
incorporated by reference to Post-Effective
Amendment No. 8 to the Registrant's registration
statement on Form N-1A, filed October 7, 1998.
(9)(g) Form of Amended and Restated Administrative
Services Agreement between Registrant and Nationwide
Advisory Services, Inc. dated as of November 19,
1998 is incorporated by reference to Post-Effective
Amendment No. 8 to the Registrant's registration
statement on Form N-1A, filed October 7, 1998.
(9)(h) Securities Lending Agreement for The One Group
Investment Trust between the Registrant, Banc One
Investment Advisors Corporation, and Bank One Trust
Company, N.A. dated as of June 15, 1998 is
incorporated by reference to Post-Effective
Amendment No. 8 to the Registrant's registration
statement on Form N-1A, filed October 7, 1998.
(10) Opinion of Ropes & Gray is incorporated by reference
to Post-Effective Amendment No. 8 to the
Registrant's registration statement on Form N-1A,
filed October 7, 1998.
(11)(a)Consent of Ropes & Gray is filed herewith.
(11)(b)Consent of PricewaterhouseCoopers LLP, Independent
Accountants, is filed herewith.
(12) None
(13) None
(14) None
(15) None
(16) None
(17) Because the Funds are series without assets or an
operating history, there are no financial data
schedules for the Funds
Copies of powers of attorney of Registrant's trustees and
officers whose names are signed to this Registration.
Statement pursuant to said powers of attorneys are filed
herewith.
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT As of
the effective date of this Registration Statement, there are no persons
controlled or under common control with the Registrant.
ITEM 26. NUMBER OF HOLDERS OF SECURITIES No longer required by new N-1A.
ITEM 27. INDEMNIFICATION
Limitation of Liability and Indemnification provisions for Trustees,
Shareholders, officers, employees and agents of Registrant are set
forth in Article V, Sections 5.1 through 5.3 of the Declaration of
Trust. No Trustee, officer, employee or agent of the Trust shall be
subject to any personal liability whatsoever to any Person other than
the Trust or its Shareholders, in connection with Trust Property or the
affairs of the Trust, save only that arising from bad faith, willful
misfeasance, gross negligence or reckless disregard for his duty to
such Person; and all such Persons shall look solely to the Trust
Property for satisfaction of claims of any nature arising in connection
with the affairs of the Trust. If any Shareholder, Trustee, officer,
employee or agent, as such, of the Trust is made a party to any suit or
proceeding to enforce any such liability, he shall not, on account
thereof, be held to any personal liability. The Trust shall indemnify
and hold each Shareholder harmless from and against all claims and
liabilities, to which such Shareholder may become subject by reason of
his being or having been a Shareholder, and shall reimburse such
Shareholder for all legal and other expenses reasonably incurred by him
in connection with any such claim or liability. The rights accruing to
a Shareholder under Section 5.1 of the Declaration of Trust shall not
exclude any other right to which such Shareholder may be lawfully
entitled, nor shall anything herein contained restrict the right of the
Trust to indemnify or reimburse a Shareholder in any appropriate
situation even though not specifically provided herein.
No Trustee, officer, employee or agent of the Trust shall be liable to
the Trust, its Shareholders, or to any Shareholder, Trustee, officer,
employee or agent thereof for any action or failure to act
<PAGE> 8
(including without limitation the failure to compel in any way any
former or acting Trustee to redress any breach of trust) except for his
own bad faith, willful misfeasance, gross negligence or reckless
disregard of his duties.
(a) Subject to the exceptions and limitations contained in
paragraph (b) below:
(i) every person who is or has been a Trustee or officer of
the Trust shall be indemnified by the Trust against all liability and
against all expenses reasonably incurred or paid by him in connection
with any claim, action, suit or proceeding in which he becomes involved
as a party or otherwise by virtue of his being or having been a Trustee
or officer and against amounts paid or incurred by him in the
settlement thereof:
(ii) the words "claim," "action," "suit" or "proceeding" shall
apply to all claims, actions, suits or proceedings (civil, criminal, or
other, including appeals), actual or threatened; and the words
"liability" and "expenses" shall include, without limitation,
attorneys' fees, costs, judgments, amounts paid in settlement, fines,
penalties and other liabilities.
(b) No indemnification shall be provided hereunder to a Trustee or
officer:
(i) against any liability to the Trust or the Shareholders by
reason of a final adjudication by the court or other body before which
the proceeding was brought that he engaged in willful misfeasance, bad
faith, gross negligence or reckless disregard of the duties involved in
the conduct of his office;
(ii) with respect to any matter as to which he shall have been
finally adjudicated not to have acted in good faith in the reasonable
belief that his action was in the best interest of the Trust:
(iii) in the event of a settlement of other disposition not
involving a final adjudication as provided in paragraphs (b) (i) or (b)
(ii) resulting in a payment by a Trustee or officer, unless there has
been either a determination that such Trustee or officer did not engage
in willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of his office by the
court or other body approving the settlement or other disposition or a
reasonable determination, based upon a review of readily available
facts (as opposed to a full trial-type inquiry) that he did not engage
in such conduct:
(A) by vote of a majority of the Disinterested Trustees acting
on the matter (provided that a majority of the Disinterested Trustees
then in office act on the matter); or
(B) by written opinion of independent legal counsel.
(c) The rights of indemnification herein provided may be insured
against by policies maintained by the Trust, shall be severable, shall
not affect any other rights to which any Trustee or officer may now or
hereafter be entitled, shall continue as to a Person who has ceased to
be such Trustee or officer and shall inure to the benefit of the heirs,
executors and administrators of such Person. Nothing contained herein
shall affect any rights to indemnification to which personnel other
than Trustees and officers may be entitled by contract or otherwise
under law.
(d) Expenses of preparation and presentation of a defense to any claim,
action, suit or proceeding of the character described in paragraph (a)
of Section 5.3 of the Declaration of Trust shall be advanced by the
Trust prior to final disposition thereof upon
<PAGE> 9
receipt of an undertaking by or on behalf of the recipient to repay
such amount if it is ultimately determined that he is not entitled to
indemnification under Section 5.3 of the Declaration of Trust, provided
that either:
(i) such undertaking is secured by a surety bond or some other
appropriate security or the Trust shall be insured against losses
arising out of any such advances; or
(ii) a majority of the Disinterested Trustees acting on the
matter (provided that a majority of the Disinterested Trustees then in
office act on the matter) or an independent legal counsel in a written
opinion, shall determine, based upon a review of readily available
facts (as opposed to a full trial-type inquiry), that there is reason
to believe that the recipient ultimately will be found entitled to
indemnification.
As used in Section 5.3 of the Declaration of Trust, a "Disinterested
Trustee" is one (i) who is not an "Interested Person" by any rule,
regulation or order of the Commission), and (ii) against whom none of
such actions, suits or other proceedings or another action, suit or
other proceeding on the same or similar grounds is then or had been
pending. See Item 24(b)(1) (Exhibit 1) above, whose terms and
conditions as summarized herein are hereby incorporated by reference.
Limitation of liability provisions for the Investment Advisor are set
forth in paragraph 4 of the Investment Advisory Agreement. The
Investment Advisor shall not be liable for any instructions, action or
failure to act, or for any loss sustained by reason of the adoption of
any investment policy or the purchase, sale or retention of any
security on the recommendation of the Investment Advisor, whether or
not such recommendation shall have been based upon its own
investigation and research made by any other individual, firm or
corporation, if such recommendation shall have been made and such other
individual, firm or corporation shall have been selected with due care
and in good faith; but nothing herein contained shall be construed to
protect the Manager against any liability to the Trust or its security
holders by reason of willful misfeasance, bad faith or gross negligence
in the performance of its duties or by reason of its reckless disregard
of its obligations and duties under this agreement. See item 24(b)(5)
above (Exhibit 3), whose terms and conditions as summarized herein are
hereby incorporated by reference.
Registrant undertakes that it will comply with the indemnification
provisions of its Declaration of Trust, Investment Advisory Agreement,
and any other agreement to which the Registrant is a party containing
indemnification provisions in accordance with the provisions of
Investment Company Act of 1940 Release No. 11330, as modified from time
to time.
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to Trustees, officers and controlling
persons of the Registrant pursuant to the Registrant's Bylaws, or
otherwise, the Registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against
public policy as expressed in the Act and is, therefore, unenforceable.
In the event that a claim for indemnification against such liabilities
(other than the payment by the Registrant of expenses incurred or paid
by a Trustee, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by
such director, officer or controlling person in connection with the
securities being registered, the Registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in
<PAGE> 10
the Act and will be governed by the final adjudication of such issue.
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISOR
Banc One Investment Advisors Corporation (the "Advisor") performs
investment advisory services for all of the Funds of the Group. As of
June 30, 1998, the Advisor, an indirect wholly-owned subsidiary of BANK
ONE CORPORATION, a bank holding company located in the state of,
Delaware, managed over $59 billion in assets. BANK ONE CORPORATION has
affiliate banking organizations in Arizona, Colorado, Illinois,
Indiana, Kentucky, Louisiana, Michigan, Ohio, Oklahoma, Texas, Utah,
West Virginia and Wisconsin. In addition, BANK ONE CORPORATION has
several affiliates that engage in data processing, venture capital,
investment and merchant banking, and other diversified services
including trust management, investment management, brokerage, equipment
leasing, mortgage banking, consumer finance, and insurance.
To the knowledge of Registrant, none of the directors or officers of
the Advisor, except as set forth herein, is or has been, at any time
during the past two calendar years, engaged in any other business,
profession, vocation or employment of a substantial nature. Set forth
below are the names and principal businesses of the directors of the
Advisor who are engaged in any other business, profession, vocation or
employment of a substantial nature.
BANC ONE INVESTMENT ADVISORS CORPORATION
<TABLE>
<CAPTION>
POSITION WITH
BANC ONE INVESTMENT OTHER SUBSTANTIAL TYPE OF
ADVISORS CORPORATION OCCUPATION BUSINESS
- -------------------- ---------- --------
<S> <C> <C>
David J. Kundert Chairman, Bank One Trust Investment
Chairman & CEO Company, NA, 100 East Broad Street, Advisor
Columbus, Ohio 43215
Frederick L. Cullen Chairman/CEO, Bank One Banking
Director NA; Chairman and ,
Chief Operating Officer,
Banc One Ohio Corporation
100 East Broad Street, Columbus,
Ohio 43215
Garrett Jamison President & Chief Executive Banking
Director Officer, Bank One Trust Company,
NA, 100 East Broad Street, Columbus,
Ohio 43215
Geoffrey von Kuhn Vice Chairman Investment
Director Banc One Capital Corporation Banking
150 East Gay Street, Columbus,
Ohio 43215
David R. Meuse Chairman/CEO Banc One Investment
Director Capital Holding Corporation Banking
150 East Gay Street, Columbus,
Ohio 43215
</TABLE>
ITEM 29. PRINCIPAL UNDERWRITER
Not applicable.
<PAGE> 11
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
Trust Agreements, Bylaws and Minute Books:
Alan G. Priest
Ropes & Gray
One Franklin Square
1301 K Street, N.W.
Suite 800 East
Washington, D.C. 20005-3333
Records relating to investment advisory services:
Banc One Investment Advisors Corporation
1111 Polaris Parkway, Suite 100
Columbus, OH 43271-0211
All other Accounts and Records:
Christopher A. Cray
Nationwide Advisory
Services, Inc.
Three Nationwide Plaza
Columbus, OH 43215
ITEM 31. MANAGEMENT SERVICES
All management-related service contracts entered into by Registrant are
discussed in Parts A and B of this Registration Statement.
ITEM 32. UNDERTAKINGS
Registrant undertakes to furnish to each person to whom a prospectus is
delivered a copy of Registrant's latest annual report to shareholders upon
request and without charge.
Registrant undertakes to call a meeting of Shareholders, at the request
of at least 10% of the Registrant's outstanding shares, for the purpose of
voting upon the question of removal of a trustee or trustees and to assist in
communications with other shareholders as required by Section 16(c) of the
Investment Company Act of 1940.
<PAGE> 12
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933 AND THE
INVESTMENT COMPANY ACT OF 1940, AS AMENDED, THE REGISTRANT HAS DULY CAUSED THIS
AMENDMENT TO THE REGISTRATION STATEMENT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED, THERETO DULY AUTHORIZED, IN THE CITY OF WASHINGTON, DISTRICT OF
COLUMBIA ON THE 18TH DAY OF DECEMBER, 1998.
THE ONE GROUP(R) INVESTMENT TRUST (Registrant)
By: James F. Laird, Jr. *
PURSUANT TO THE REQUIREMENT OF THE SECURITIES ACT OF 1933, THIS AMENDMENT TO THE
REGISTRATION STATEMENT OF THE ONE GROUP(R) INVESTMENT TRUST HAS BEEN SIGNED
BELOW BY THE FOLLOWING PERSONS IN THE CAPACITIES INDICATED ON THE 18TH DAY OF
DECEMBER, 1998.
SIGNATURE TITLE
--------- -----
/S/PETER C. MARSHALL* Trustee
Peter C. Marshall
/S/CHARLES I. POST* Trustee
Charles I. Post
/S/FREDERICK W. RUEBECK* Trustee
Frederick W. Ruebeck
/S/ROBERT A. ODEN JR.* Trustee
Robert A. Oden Jr.
/S/JOHN F. FINN* Trustee
John F. Finn
PRINCIPAL ACCOUNTING AND FINANCIAL OFFICER
/S/CHRISTOPHER A. CRAY* Vice President
Christopher A. Cray and Assistant Treasurer
*By ALAN PRIEST
Alan Priest
Attorney-in-fact
PRINCIPAL EXECUTIVE OFFICER
JAMES F. LAIRD, JR.* President
James F. Laird, Jr.
<PAGE> 13
POWER OF ATTORNEY
-----------------
Frederick W. Ruebeck, whose signature appears below, does hereby
constitute and appoint Martin E. Lybecker, Alan G. Priest, and Alyssa
Albertelli, each individually, his true and lawful attorneys and agents, with
power of substitution or resubstitution, to do any and all acts and things and
to execute any and all instruments which said attorneys and agents, each
individually, may deem necessary or advisable or which may be required to enable
The One Group(R) Investment Trust (the "Trust"), to comply with the Investment
Company Act of 1940, as amended, and the Securities Act of 1933, as amended
("Acts"), and any rules, regulations or requirements of the Securities and
Exchange Commission in respect thereof, in connection with the filing and
effectiveness of any and all instruments and/or documents pertaining to the
federal registration of the shares of the Trust, including specifically, but
without limiting the generality of the foregoing, the power and authority to
sign in the name and on behalf of the undersigned as a director and/or officer
of the Trust any and all amendments to the Trust's Registration Statement as
filed with the Securities and Exchange Commission under said Acts, and the
undersigned does hereby ratify and confirm all that said attorneys and agents,
or either of them, shall do or cause to be done by virtue thereof.
Dated: May 21, 1998
/s/ Frederick W. Ruebeck
------------------------
Frederick W. Ruebeck
<PAGE> 14
POWER OF ATTORNEY
-----------------
John F. Finn, whose signature appears below, does hereby constitute and
appoint Martin E. Lybecker, Alan G. Priest, and Alyssa Albertelli, each
individually, his true and lawful attorneys and agents, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable The One Group(R)
Investment Trust (the "Trust"), to comply with the Investment Company Act of
1940, as amended, and the Securities Act of 1933, as amended ("Acts"), and any
rules, regulations or requirements of the Securities and Exchange Commission in
respect thereof, in connection with the filing and effectiveness of any and all
instruments and/or documents pertaining to the federal registration of the
shares of the Trust, including specifically, but without limiting the generality
of the foregoing, the power and authority to sign in the name and on behalf of
the undersigned as a director and/or officer of the Trust any and all amendments
to the Trust's Registration Statement as filed with the Securities and Exchange
Commission under said Acts, and the undersigned does hereby ratify and confirm
all that said attorneys and agents, or either of them, shall do or cause to be
done by virtue thereof.
Dated: May 27, 1998
/s/ John F. Finn
----------------
John F. Finn
<PAGE> 15
POWER OF ATTORNEY
-----------------
Charles I. Post, whose signature appears below, does hereby constitute
and appoint Martin E. Lybecker, Alan G. Priest, and Alyssa Albertelli, each
individually, his true and lawful attorneys and agents, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable The One Group(R)
Investment Trust (the "Trust"), to comply with the Investment Company Act of
1940, as amended, and the Securities Act of 1933, as amended ("Acts"), and any
rules, regulations or requirements of the Securities and Exchange Commission in
respect thereof, in connection with the filing and effectiveness of any and all
instruments and/or documents pertaining to the federal registration of the
shares of the Trust, including specifically, but without limiting the generality
of the foregoing, the power and authority to sign in the name and on behalf of
the undersigned as a director and/or officer of the Trust any and all amendments
to the Trust's Registration Statement as filed with the Securities and Exchange
Commission under said Acts, and the undersigned does hereby ratify and confirm
all that said attorneys and agents, or either of them, shall do or cause to be
done by virtue thereof.
Dated: May 21, 1998
/s/ Charles I. Post
-------------------
Charles I. Post
<PAGE> 16
POWER OF ATTORNEY
-----------------
Peter C. Marshall, whose signature appears below, does hereby
constitute and appoint Martin E. Lybecker, Alan G. Priest, and Alyssa
Albertelli, each individually, his true and lawful attorneys and agents, with
power of substitution or resubstitution, to do any and all acts and things and
to execute any and all instruments which said attorneys and agents, each
individually, may deem necessary or advisable or which may be required to enable
The One Group(R) Investment Trust (the "Trust"), to comply with the Investment
Company Act of 1940, as amended, and the Securities Act of 1933, as amended
("Acts"), and any rules, regulations or requirements of the Securities and
Exchange Commission in respect thereof, in connection with the filing and
effectiveness of any and all instruments and/or documents pertaining to the
federal registration of the shares of the Trust, including specifically, but
without limiting the generality of the foregoing, the power and authority to
sign in the name and on behalf of the undersigned as a director and/or officer
of the Trust any and all amendments to the Trust's Registration Statement as
filed with the Securities and Exchange Commission under said Acts, and the
undersigned does hereby ratify and confirm all that said attorneys and agents,
or either of them, shall do or cause to be done by virtue thereof.
Dated: May 21, 1998
/s/ Peter C. Marshall
---------------------
Peter C. Marshall
<PAGE> 17
POWER OF ATTORNEY
-----------------
Robert A. Oden, Jr., whose signature appears below, does hereby
constitute and appoint Martin E. Lybecker, Alan G. Priest, and Alyssa
Albertelli, each individually, his true and lawful attorneys and agents, with
power of substitution or resubstitution, to do any and all acts and things and
to execute any and all instruments which said attorneys and agents, each
individually, may deem necessary or advisable or which may be required to enable
The One Group(R) Investment Trust (the "Trust"), to comply with the Investment
Company Act of 1940, as amended, and the Securities Act of 1933, as amended
("Acts"), and any rules, regulations or requirements of the Securities and
Exchange Commission in respect thereof, in connection with the filing and
effectiveness of any and all instruments and/or documents pertaining to the
federal registration of the shares of the Trust, including specifically, but
without limiting the generality of the foregoing, the power and authority to
sign in the name and on behalf of the undersigned as a director and/or officer
of the Trust any and all amendments to the Trust's Registration Statement as
filed with the Securities and Exchange Commission under said Acts, and the
undersigned does hereby ratify and confirm all that said attorneys and agents,
or either of them, shall do or cause to be done by virtue thereof.
Dated: May 21, 1998
/s/ Robert A. Oden, Jr.
-----------------------
Robert A. Oden, Jr.
<PAGE> 18
POWER OF ATTORNEY
-----------------
Christopher A. Cray, whose signature appears below, does hereby
constitute and appoint Martin E. Lybecker, Alan G. Priest, and Alyssa
Albertelli, each individually, his true and lawful attorneys and agents, with
power of substitution or resubstitution, to do any and all acts and things and
to execute any and all instruments which said attorneys and agents, each
individually, may deem necessary or advisable or which may be required to enable
The One Group(R) Investment Trust (the "Trust"), to comply with the Investment
Company Act of 1940, as amended, and the Securities Act of 1933, as amended
("Acts"), and any rules, regulations or requirements of the Securities and
Exchange Commission in respect thereof, in connection with the filing and
effectiveness of any and all instruments and/or documents pertaining to the
federal registration of the shares of the Trust, including specifically, but
without limiting the generality of the foregoing, the power and authority to
sign in the name and on behalf of the undersigned as a director and/or officer
of the Trust any and all amendments to the Trust's Registration Statement as
filed with the Securities and Exchange Commission under said Acts, and the
undersigned does hereby ratify and confirm all that said attorneys and agents,
or either of them, shall do or cause to be done by virtue thereof.
Dated: February 12, 1998
/s/ Christopher A. Cray
-----------------------
Christopher A. Cray
<PAGE> 19
<TABLE>
<CAPTION>
EXHIBIT INDEX DESCRIPTION
- ------------- -----------
<S> <C>
(11)(a) Consent of Ropes & Gray
(11)(b) Consent of PricewaterhouseCoopers LLP, Independent
Accountants
</TABLE>
<PAGE> 1
Exhibit 11(a)
CONSENT OF COUNSEL
We hereby consent to the use of our name and to the reference to our
firm under the caption "Legal Counsel" included in or made a part of
Post-Effective Amendment No. 9 to the Registration Statement of The One Group(R)
Investment Trust on Form N-1A (Nos. 33-66080 and 811-7874) under the Securities
Act of 1933, as amended.
/s/ ROPES & GRAY
ROPES & GRAY
Washington, D.C.
December 18, 1998
<PAGE> 1
Exhibit 11(b)
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Statement of
Additional Information constituting part of this Post-Effective Amendment No. 9
to the registration statement on Form N-1A (the "Registration Statement") of our
report dated February 11, 1998, relating to the financial statements and
financial highlights appearing in the December 31, 1997 Annual Report to
Shareholders of The One Group Investment Trust, which is incorporated by
reference into the Registration Statement. We also consent to the reference to
us under the heading "Experts" in such Statement of Additional Information.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Columbus, Ohio
December 18, 1998
