1933 Act File No. 33-50635
1940 Act File No. 811-7101
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
Pre-Effective Amendment No.
Post-Effective Amendment No. 3 X
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X _
Amendment No. 3 X
PEACHTREE FUNDS
Peachtree Government Money Market Fund
(Exact Name of Registrant as Specified in Charter)
Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779
(Address of Principal Executive Offices)
(412) 288-1900
(Registrant's Telephone Number)
John W. McGonigle, Esquire,
Federated Investors Tower,
Pittsburgh, Pennsylvania 15222-3779
(Name and Address of Agent for Service)
It is proposed that this filing will become effective:
immediately upon filing pursuant to paragraph (b)
on _________________ pursuant to paragraph (b)
X 60 days after filing pursuant to paragraph (a)
on pursuant to paragraph (a) of Rule 485.
Registrant has filed with the Securities and Exchange Commission a
declaration pursuant to Rule 24f-2 under the Investment Company Act of
1940, and:
filed the Notice required by that Rule on _________________; or
X intends to file the Notice required by that Rule on or about November
15, 1994; or
during the most recent fiscal year did not sell any securities pursuant
to Rule 24f-2 under the Investment Company Act of 1940, and, pursuant to
Rule 24f-2(b)(2), need not file the Notice.
Copies to:
Thomas J. Donnelly, Esquire Charles H. Morin, Esquire
Houston, Houston & Donnelly Dickstein, Shapiro & Morin
2510 Centre City Tower 2101 L Street, N.W.
650 Smithfield Street Washington, D.C. 20037
Pittsburgh, Pennsylvania 15222
This Amendment to the Registration Statement of PEACHTREE FUNDS, which
consists of five portfolios, (1) Peachtree Georgia Tax-Free Income Fund;
(2) Peachtree Government Money Market Fund; (3) Peachtree Prime Money
Market Fund; (4) Peachtree Bond Fund; and (5) Peachtree Equity Fund;
relates only to Peachtree Government Money Market Fund and is comprised of
the following:
Note: Although this filing relates only to Peachtree Government Money
Market Fund, the Cross-Reference Sheet contains information pertaining to
all five portfolios. This will facilitate the cross reference process to
the other portfolios.
PART A. INFORMATION REQUIRED IN A PROSPECTUS.
Prospectus Heading
(Rule 404(c) Cross Reference)
Item 1. Cover Page (1-5) Cover Page
Item 2. Synopsis (1-5) Summary of Fund Expenses.
Item 3. Condensed Financial
Information (1-5) Performance Information.
Item 4. General Description of
Registrant (1-5) General Information; (1-5)
Investment Information; (1-5)
Investment Objective; (1-5)
Investment
Policies; (1,3) Investment Risks;
(4-5) Foreign Securities; (1-5)
Investment Limitations.
Item 5. Management of the Fund (1-5) Peachtree Funds Information;
(1-5) Management of the Trust; (1-5)
Administration of the Trust; (1-5)
Administrative Services; (2-5)
Brokerage Transactions; (1-5)
Expenses
of the Fund.
Item 6. Capital Stock and Other
Securities (1,4,5) Dividends and Distributions;
(2-3) Dividends; (1-5) Shareholder
Information; (1-5) Voting Rights;
(1-5) Massachusetts Partnership Law;
(1-5) Effect of Banking Laws; (1-5)
Tax Information; (1-5) Federal
Income
Tax; (2-5) State and Local Taxes;
(1)
State of Georgia Income and
Intangible
Taxes; (1) Other State and Local
Taxes.
Item 7. Purchase of Securities Being
Offered (1-5) Net Asset Value; (1-5)
Investing
in the Fund; (1-5) Share Purchases;
(1-5) Minimum Investment Required;
(1-5) What Shares Cost (1,4,5)
Reducing the Sales Charge; (1-5)
Systematic Investment Program; (1-5)
Distribution of Fund Shares; (1-5)
Exchanging Securities for Fund
Shares;
(1-5) Certificates and
Confirmations;
(1-5) Exchange Privilege.
Item 8. Redemption or Repurchase (1-5) Redeeming Shares; (1-5)
Redemption Before Purchase
Instruments
Clear; (1-5) Systematic Withdrawal
Program; (1-5) Accounts with Low
Balances.
Item 9. Pending Legal Proceedings None.
PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION.
Item 10. Cover Page (1-5) Cover Page.
Item 11. Table of Contents (1-5) Table of Contents.
Item 12. General Information and
History (1-5) General Information About the
Fund.
Item 13. Investment Objectives and
Policies (1-5) Investment Objective and
Policies.
Item 14. Management of the Fund (1-5) BankSouth Select Funds
Management.
Item 15. Control Persons and Principal
Holders of Securities (1-5) Fund Ownership.
Item 16. Investment Advisory and Other
Services (1-5) Investment Advisory Services;
(1-5) Administrative Services.
Item 17. Brokerage Allocation (2-5) Brokerage Transactions.
Item 18. Capital Stock and Other
Securities Not applicable.
Item 19. Purchase, Redemption and
Pricing of Securities
Being Offered (1-5) Purchasing Shares; (1-5)
Determining Net Asset Value; (1-5)
Exchange Privilege; (1-5) Redeeming
Shares.
Item 20. Tax Status (1-5) Tax Status.
Item 21. Underwriters (1-5) Distribution Plan.
Item 22. Calculation of Performance
Data (1-5) Yield; (1,4,5) Total Return;
(2,3) Effective Yield; (1)
Tax-Equivalent Yield; (1-5)
Performance Comparisons.
Item 23. Financial Statements (To be filed by amendment.)
Peachtree Government Money Market Fund
(A Portfolio of Peachtree Funds)
Prospectus
The shares of the Peachtree Government Money Market Fund (the "Fund") offered by
this Prospectus represent interests in a portfolio of Peachtree Funds (the
"Trust"), an open-end management investment company (a mutual fund). The
investment objective of the Fund is to achieve current income consistent with
stability of principal and liquidity. The Fund pursues this objective by
investing in a portfolio of short term securities either issued directly by the
U.S. government or issued by agencies or instrumentalities of the U.S.
government and backed by the full faith and credit of the U.S. government.
The Fund attempts to maintain a stable net asset value of $1.00 per share; there
can be no assurance that the Fund will be able to do so.
This Prospectus contains the information you should read and know before you
invest in the Fund. Keep this prospectus for future reference.
The Fund has also filed a Statement of Additional Information dated February 28,
1994, with the Securities and Exchange Commission. The information contained in
the Statement of Additional Information is incorporated by reference into this
prospectus. You may request a copy of the Statement of Additional Information
free of charge, obtain other information, or make inquiries about the Fund by
contacting the Peachtree Funds Service Center at 1-404-989-6200 or 1-800-621-
8969.
SHARES OF THE FUND ARE NOT DEPOSITS OR OTHER OBLIGATIONS OF, AND ARE NOT ISSUED,
ENDORSED OR GUARANTEED BY, THE BANK OR ANY OF ITS AFFILIATES. SUCH SHARES ARE
NOT ISSUED, INSURED OR GUARANTEED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT
INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER GOVERNMENT AGENCY.
AN INVESTMENT IN THE FUND INVOLVES CERTAIN RISKS, INCLUDING POSSIBLE LOSS OF
PRINCIPAL.
THE BANK IS THE INVESTMENT ADVISER TO THE FUND. THE FUND IS DISTRIBUTED BY
FEDERATED SECURITIES CORP., WHICH IS NOT AFFILIATED WITH THE BANK.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
February 28, 1994
Table of Contents
- --------------------------------------------------------------------------------
Summary of Fund Expenses 1
- ------------------------------------------------------
General Information 2
- ------------------------------------------------------
Investment Information 2
- ------------------------------------------------------
Investment Objectives 2
Investment Policies 2
Acceptable Investments 2
Repurchase Agreements 3
Lending of Portfolio Securities 3
When-Issued and Delayed
Delivery Transactions 3
Investing in Securities of
Other Investment Companies 3
Certain Borrowing and Investment
Limitations 3
Regulatory Compliance 4
Peachtree Funds Information 4
- ------------------------------------------------------
Management of the Trust 4
Board of Trustees 4
Investment Adviser 4
Advisory Fees 4
Adviser's Background 4
Distribution of Shares 5
Distribution Plan 5
Administrative Arrangements 6
Administration of the Trust 6
Administrative Services 6
Shareholder Services Plan 6
Custodian 6
Transfer Agent, Dividend Disbursing
Agent, and Portfolio Accounting
Services 6
Legal Counsel 7
Independent Auditors 7
Expenses of the Fund 7
Net Asset Value 7
- ------------------------------------------------------
Investing in the Fund 7
- ------------------------------------------------------
Share Purchases 7
By Telephone 7
By Mail 8
Payment by Check 8
Payment by Wire 8
Minimum Investment Required 8
Systematic Investment Program 8
What Shares Cost 8
Certificates and Confirmations 8
Dividends 9
Purchasing Fund Shares with Securities 9
Exchange Privilege 9
- ------------------------------------------------------
Peachtree Funds 9
By Telephone 10
Redeeming Shares 11
- ------------------------------------------------------
By Telephone 11
By Mail 11
Signatures 11
Receiving Payment 12
Redemption Before Purchase
Instruments Clear 12
Systematic Withdrawal Program 12
Accounts with Low Balances 12
Shareholder Information 13
- ------------------------------------------------------
Voting Rights 13
Massachusetts Partnership Law 13
Effect of Banking Laws 13
- ------------------------------------------------------
Tax Information 14
- ------------------------------------------------------
Federal Income Tax 14
State and Local Taxes 14
Performance Information 14
- ------------------------------------------------------
Statement of Assets and Liabilities 15
- ------------------------------------------------------
Report of Ernst & Young, Independent
Auditors 16
- ------------------------------------------------------
Addresses Inside Back Cover
- ------------------------------------------------------
Peachtree Government Money Market Fund
Summary of Fund Expenses
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
Shareholder Transaction Expenses
Maximum Sales Load Imposed on Purchases
(as a percentage of offering price)................................................................... None
Maximum Sales Load Imposed on Reinvested Dividends
(as a percentage of offering price)................................................................... None
Deferred Sales Load (as a percentage of original
purchase price or redemption proceeds, as applicable)................................................. None
Redemption Fees (as a percentage of amount redeemed, if applicable)..................................... None
Exchange Fee............................................................................................ None
Annual Fund Operating Expenses*
(As a percentage of projected average net assets)
Management Fee (after waiver)(1)........................................................................ 0.35%
12b-1 Fees(2)........................................................................................... 0.00%
Other Expenses (after waiver)(3)........................................................................ 0.15%
Total Fund Operating Expenses(4).................................................................... 0.50%
</TABLE>
- ---------
(1) The estimated management fee has been reduced to reflect the anticipated
voluntary waiver of a portion of the management fee by the investment
adviser. The investment adviser can terminate this voluntary waiver at any
time in its sole discretion. The maximum management fee is 0.50%.
(2) As of the date of this prospectus, the Fund is not paying or accruing 12b-1
fees. The Fund can pay up to 0.25% as a 12b-1 fee to the distributor.
Certain trust clients of the Bank or its affiliates, including ERISA plans,
will not be affected by the distribution plan because the distribution plan
will not be activated unless and until a second, "Trust," class of shares of
the Fund (which would not have a Rule 12b-1 plan) is created and such trust
clients' investments in the Fund are converted to such Trust class.
(3) Total Other Expenses are estimated to be 0.21% absent the anticipated
voluntary waiver by the transfer agent.
(4) The Total Fund Operating Expenses are estimated to be 0.71% absent the
anticipated voluntary waivers by the adviser and transfer agent.
* Expenses are estimated based on average expenses expected to be incurred
during the fiscal year ending September 30, 1994. During the course of this
period, expenses may be more or less than the average amount shown.
The purpose of this table is to assist an investor in understanding the
various costs and expenses that a shareholder of the Fund will bear, either
directly or indirectly. For more complete descriptions of the various costs and
expenses, see "Peachtree Funds Information" and "Investing in the Fund." Wire
transfer redemptions may be subject to an additional fee.
<TABLE>
<CAPTION>
EXAMPLE 1 year 3 years
<S> <C> <C>
You would pay the following expenses on a $1,000 investment assuming (1) 5% annual return and
(2) redemption at the end of each time period. As noted in the table above, the Fund charges no
redemption fees................................................................................ $5 $16
</TABLE>
The above example should not be considered a representation of past or
future expenses. Actual expenses may be greater or less than those shown. This
example is based on estimated data for the Fund's fiscal year ending September
30, 1994.
General Information
- --------------------------------------------------------------------------------
The Trust was established as a Massachusetts business trust under a Declaration
of Trust dated September 22, 1993, as amended and restated dated December 20,
1993. The Declaration of Trust permits the Trust to offer separate series of
shares of beneficial interest representing interests in separate portfolios of
securities. This prospectus relates only to the Trust's Peachtree Government
Money Market Fund. The Fund is designed as a convenient means of accumulating an
interest in a professionally managed, diversified portfolio of short-term U.S.
government securities. A minimum initial investment of $1,000 is required ($500
for Individual Retirement Accounts ("IRAs")), and subsequent investments must be
in amounts of at least $100. See "Investing in the Fund".
The Fund attempts to stabilize the value of a share at $1.00. Shares are
currently sold and redeemed at that price.
Investment Information
- --------------------------------------------------------------------------------
Investment Objective
The Fund's investment objective is to achieve current income consistent with
stability of principal and liquidity. The investment objective cannot be changed
without the approval of the Fund's shareholders. While there is no assurance
that the Fund will achieve its investment objective, it endeavors to do so by
following the investment policies described in this Prospectus.
Investment Policies
The Fund pursues its investment objective by investing in a portfolio of short
term securities either issued directly by the U.S. government or issued by
agencies and instrumentalities of the U.S. government and backed by the full
faith and credit of the U.S. government, and, in either case, maturing in 13
months or less from the date of acquisition unless they are purchased under a
repurchase agreement that provides for repurchase by the seller within one year
from the date of acquisition. The Fund invests only in instruments denominated
and payable in U.S. dollars. The average maturity of U.S. government securities
in the Fund's portfolio, computed on a dollar-weighted basis, will be 90 days or
less. Unless indicated otherwise, the investment policies may be changed by the
Board of Trustees without the approval of shareholders. Shareholders will be
notified before any material changes in these policies become effective.
Acceptable Investments. The U.S. government securities in which the Fund
invests are either issued directly by the U.S. government or are issued by
agencies or instrumentalities of the U.S. government and are backed by the full
faith and credit of the U.S. government. These securities include, but are not
limited to:
direct obligations of the U.S. Treasury, such as U.S. Treasury bills,
notes, and bonds; and
notes, bonds, and discount notes of U.S. government agencies and
instrumentalities, such as the Government National Mortgage Association,
the Small Business Administration and the Federal Financing Bank.
Repurchase Agreements. The U.S. government issued and guaranteed securities in
which the Fund invests may be purchased pursuant to repurchase agreements.
Repurchase agreements are arrangements in which banks, broker-dealers, and other
financial institutions sell U.S. government and agency securities to the Fund
and agree at the time of sale to repurchase them at a mutually agreed upon time
and price including interest. As collateral for the obligation of the seller to
repurchase the securities from the Fund, the Fund or its custodian will take
possession of the securities subject to repurchase agreements, and these
securities will be marked to market daily. To the extent that the original
seller does not repurchase the securities from the Fund, the Fund could receive
less than the repurchase price on any sale of such securities.
Lending of Portfolio Securities. In order to generate additional income, the
Fund may lend its portfolio securities on a short-term basis to securities
broker-dealers, banks, or other institutional borrowers of securities. The Fund
will limit the amount of portfolio securities it may lend to not more than 50%
of its total assets. The Fund will only enter into loan arrangements with
broker-dealers, banks, or other institutions which the investment adviser has
determined are creditworthy under guidelines established by the Trust's Board of
Trustees, where loaned securities are marked to market daily and where the Fund
receives collateral at least equal to the value of the securities loaned at all
times. The Fund does not intend to lend portfolio securities during its first
fiscal year.
When-Issued and Delayed Delivery Transactions. The Fund may purchase short-term
U.S. government securities on a when-issued or delayed delivery basis. These
transactions are arrangements in which the Fund purchases securities with
payment and delivery scheduled for a future time. The seller's failure to
complete these transactions may cause the Fund to miss a price or yield
considered to be advantageous.
Investing in Securities of Other Investment Companies
The Fund may invest in the securities of other investment companies, but will
not own more than 3% of the total outstanding voting stock of any investment
company, invest more than 5% of total assets in any one investment company, or
invest more than 10% of total assets in investment companies in the aggregate.
The Fund will invest in other investment companies that are money market funds
having investment objectives and policies similar to its own and primarily for
the purpose of investing short-term cash which has not yet been invested in
other portfolio instruments. It should be noted that investment companies incur
certain expenses, and therefore, any investment by the Fund in shares of another
investment company would be subject to certain duplicate expenses, particularly
transfer agent and custodian fees. The adviser will waive its investment
advisory fee on assets invested in securities of open-end investment companies.
Certain Borrowing and Investment Limitations
The Fund will not:
borrow money directly or through reverse repurchase agreements
(arrangements in which the Fund sells a portfolio instrument for a
percentage of its cash value with an agreement to buy it back on a set
date) or pledge securities except, under certain circumstances, the Fund
may borrow up to 33 1/3% of the value of its total assets and secure such
borrowings with up to 15% of the value of its total assets at the time of
borrowing.
The above limitation cannot be changed without shareholder approval. The
following limitation, however, may be changed by the Trustees without
shareholder approval. Shareholders will be notified before any material change
in this limitation becomes effective.
The Fund will not:
invest more than 10% of the value of its net assets in illiquid
securities, including repurchase agreements providing for settlement more
than seven days after notice.
Regulatory Compliance
The Fund may follow non-fundamental operational policies that are more
restrictive than its fundamental investment limitations, as set forth in this
Prospectus and its Statement of Additional Information, in order to comply with
applicable laws and regulations, including the provisions of and regulations
under the Investment Company Act of 1940, as amended (the "Act"). The Fund may
change these operational policies to reflect changes in the laws and regulations
without the approval of its shareholders.
Peachtree Funds Information
- --------------------------------------------------------------------------------
Management of the Trust
Board of Trustees. The Trust is managed by a Board of Trustees (the "Board" or
"Trustees"). The Board is responsible for managing the Trust's business affairs
and for exercising all the Trust's powers except those reserved for the
shareholders. The Executive Committee of the Board handles various of the
Board's delegable responsibilities between meetings of the Board.
Investment Adviser. Investment decisions for the Fund are made by the Bank, as
the Fund's investment adviser (the "Adviser"), subject to direction by the
Board. The Adviser conducts investment research and supervision for the Fund and
is responsible for the purchase or sale of portfolio instruments, for which it
receives an annual fee from the Fund's assets. From time to time, to the extent
consistent with the investment objective, policies and restrictions of the Fund,
the Fund may invest in securities of issuers with which the Adviser has a
lending relationship. However, at this time, the Adviser has no intention to
invest in securities of issuers that have a lending relationship with the
investment Adviser or its affiliates.
Advisory Fees. The Adviser receives an annual investment advisory fee
equal to 0.50% of the Fund's average daily net assets. The Adviser has
undertaken to reimburse the Fund up to the amount of the advisory fee, for
operating expenses in excess of limitations established by certain states.
The Adviser also may voluntarily choose to waive a portion of its fee or
reimburse other expenses of the Fund, but reserves the right to terminate
such waiver or reimbursement at any time at its sole discretion.
Adviser's Background. The Adviser, a national bank headquartered in
Atlanta, Georgia, is a wholly owned subsidiary of Bank South Corporation, a
Georgia corporation which is a registered bank holding company. The Adviser
serves consumers through its network of banking offices with a full range
of deposit and lending products, as well as investment services. The
principal executive offices of the Adviser are located at 3350 Cumberland
Circle, Marietta, GA 30339.
The Adviser has managed discretionary assets for its customers since 1931.
As of September 30, 1993 the Adviser managed in excess of $1 billion of
discretionary assets. Prior to the date hereof, the Adviser has not served
as an investment adviser to mutual funds.
Distribution of Shares
Federated Securities Corp. (the "Distributor") is the principal distributor for
shares of the Fund. It is a Pennsylvania corporation organized on November 14,
1969, and is the principal distributor for a number of investment companies. The
Distributor is a subsidiary of Federated Investors.
Distribution Plan. Under a distribution plan (the "Plan") adopted in accordance
with Securities and Exchange Commission ("SEC") Rule 12b-1 under the Investment
Company Act of 1940, as amended, the Fund will pay an amount computed at an
annual rate of up to 0.25% of the average daily net asset value of the shares to
finance any activity which is principally intended to result in the sale of
shares subject to the Plan. Certain trust clients of the Bank, including ERISA
plans, will not be affected by the Plan because the Plan will not be activated
unless and until a second, "Trust" class of shares of the Fund (which would not
have a Rule 12b-1 plan) is created and such trust clients' investments in the
Fund are converted to such Trust class.
The Distributor may select other financial institutions (such as broker-dealers
or banks) to provide sales support services as agents for their clients or
customers who beneficially own shares. These financial institutions (including
the Bank) will receive fees from the Distributor based upon shares subject to
the Plan and owned by their clients or customers. The schedules of such fees and
the basis upon which such fees will be paid will be determined from time to time
by the Distributor.
The Fund's Plan is a compensation type plan. As such, the Fund pays the
Distributor the fee described above as opposed to reimbursing the Distributor
for actual expenses incurred. Therefore, the Fund does not pay for amounts
expended by the distributor in excess of amounts received by it from the Fund,
which may include interest, carrying or other financing charges in connection
with excess amounts expended, or the Distributor's overhead expenses. However,
the Distributor may be able to recover such amounts or may earn a profit from
future payments made by the Fund under the Plan.
The Glass-Steagall Act prohibits a depository institution (such as a commercial
bank or a savings and loan association) from being an underwriter or distributor
of most securities. In the event the Glass-Steagall Act is deemed to prohibit
depository institutions from acting in the capacities described above or should
Congress relax current restrictions on depository institutions, the Trustees
will consider appropriate changes in the services.
State securities laws on this issue may differ from the interpretations of
federal law expressed herein and banks and financial institutions may be
required to register as dealers pursuant to certain states' securities laws.
Administrative Arrangements. The Distributor may also pay administrators a fee
based upon the average net asset value of shares of their customers invested in
the Trust for providing administrative services. This fee, if paid, will be
reimbursed by the Adviser and not the Trust.
Adminstration of the Trust
Administrative Services. Federated Administrative Services, Pittsburgh,
Pennsylvania, a subsidiary of Federated Investors, provides certain
administrative personnel and services necessary to operate the Fund. Such
services include certain legal and accounting services. Federated Administrative
Services provides these at the annual rates specified below:
<TABLE>
<CAPTION>
Maximum Average Aggregate Daily
Administrative Fee Net Assets of the Trust
<C> <S>
.150 of 1% on the first $250 million
.125 of 1% on the next $250 million
.100 of 1% on the next $250 million
.075 of 1% on assets in excess of $750 million
</TABLE>
The administrative fee received during any fiscal year shall be at least
$100,000 per portfolio. Federated Administrative Services may voluntarily choose
to waive a portion of its fee.
Shareholder Services Plan. The Fund has adopted a Shareholder Services Plan
(the "Services Plan") with respect to the shares. Under the Services Plan,
financial institutions will enter into shareholder service agreements with the
Fund to provide administrative support services to their customers who from time
to time may be owners of record or beneficial owners of the shares. In return
for providing these support services, a financial institution may receive
payments from the Fund at a rate not exceeding 0.25% of the average daily net
assets of the shares beneficially owned by the financial institution's customers
for whom it is holder of record or with whom it has a servicing relationship.
These administrative services may include, but are not limited to, the following
functions: providing office space, equipment, telephone facilities, and various
personnel including clerical, supervisory, and computer, as necessary or
beneficial to establish and maintain shareholder accounts and records;
processing purchase and redemption transactions and automatic investments of
client account cash balances; answering routine client inquiries regarding the
Fund; assisting clients in changing dividend options, account designations, and
addresses; and providing such other services as the Fund reasonably requests.
Certain trust clients of the Bank, including ERISA plans, will not be affected
by the Services Plan because the Services Plan will not be activated unless and
until a second, "Trust" class of shares of the Fund (which would not have a
Services Plan) is created and such trust clients' investments in the Fund are
converted to such Trust class.
Custodian. The Bank of New York, New York, New York is custodian for the
securities and cash of the Fund.
Transfer Agent, Dividend Disbursing Agent, and Portfolio Accounting Services.
Federated Services Company, Pittsburgh, Pennsylvania, a subsidiary of Federated
Investors, is transfer agent (the "Transfer Agent") for the shares of, and
dividend disbursing agent for, the Fund. It also
provides certain accounting and recordkeeping services with respect to the
Fund's portfolio investments.
Legal Counsel. Legal counsel is provided by Houston, Houston & Donnelly,
Pittsburgh, Pennsylvania and Dickstein, Shapiro & Morin, Washington, DC.
Independent Auditors. The independent auditors for the Fund are Ernst & Young,
Pittsburgh, Pennsylvania.
Expenses of the Fund
The Fund pays all of its own expenses and its allocable share of the Trust's
expenses. The expenses borne by the Fund include, but are not limited to, the
cost of: organizing the Trust and continuing its existence; Trustees' fees;
investment advisory and administrative services; printing prospectuses and other
Fund documents for shareholders; registering the Trust, the Fund, and shares of
the Fund with federal and state securities authorities; taxes and commissions;
issuing, purchasing, repurchasing, and redeeming shares; fees for custodians,
transfer agents, dividend disbursing agents, shareholder servicing agents, and
registrars; printing, mailing, auditing, accounting, and legal expenses; reports
to shareholders and governmental agencies; meetings of Trustees and shareholders
and proxy solicitations therefor; insurance premiums; association membership
dues; and such nonrecurring and extraordinary items as may arise.
Net Asset Value
- --------------------------------------------------------------------------------
The Fund attempts to stabilize the net asset value of its shares at $1.00 by
valuing the portfolio securities using the amortized cost method. The net asset
value per share is determined by subtracting total liabilities from total assets
and dividing the remainder by the number of shares outstanding. The Fund, of
course, cannot guarantee that its net asset value will always remain at $1.00
per share.
Investing in the Fund
- --------------------------------------------------------------------------------
Share Purchases
Fund shares are sold on days on which the New York Stock Exchange and the
Federal Reserve Wire System are open for business. Shares of the Fund may be
purchased through the Bank. In connection with the sale of Fund shares, the
Distributor may from time to time offer certain items of nominal value to any
shareholder or investor. The Fund reserves the right to reject any purchase
request.
By Telephone. To place an order to purchase Fund shares, call the Peachtree
Funds Service Center toll free at 1-800-621-8969 or 1-404-989-6200. Texas
residents must purchase shares of the Fund through Bank South Securities
Corporation at 1-404-989-6181 or 1-800-621-8967. Your purchase order will be
taken directly over the telephone. The order must be place by 4:00 p.m. (Eastern
time) for shares to be purchased at that day's price.
By Mail. Provide a letter of instruction to the Fund indicating your purchase
order, including the dollar amount of your order, your account title and/or
name, and your account number, and include a check made payable to the Fund.
Payment by Check. Mail to Peachtree Government Money Market Fund, c/o Peachtree
Funds Service Center, MC 684, P.O. Box 4387, Atlanta, Georgia 30302.
Payment By Wire. To purchase shares by Federal Wire, contact your account
officer for wiring instructions. Wire orders will only be accepted on days on
which the Fund, the Bank and the Federal Reserve Banks are open for business.
Payment by federal funds must be received before 12:00 noon (Eastern time) on
the same day as the order to earn dividends for that day.
Minimum Investment Required
The minimum initial investment in the Fund by an investor is $1,000 ($500 for
IRAs). Subsequent investments must be in amounts of at least $100. The Fund may
choose to waive its minimum investment requirement from time to time and for
accounts which select the Systematic Investment Program.
Systematic Investment Program
Once a Fund account has been opened, shareholders may add to their investment on
a regular basis in minimum amounts of $100, unless waived. Under this program,
funds may be withdrawn periodically from the shareholder's checking or other
transaction deposit account and invested in Fund shares at the net asset value
next determined after an order is received by the Bank. A shareholder may apply
for participation in this program through the Bank.
What Shares Cost
Fund shares are sold at their net asset value next determined after an order is
received. There is no sales charge imposed by the Fund.
The net asset value is determined at 12:00 noon (Eastern time) and 4:00 p.m.
(Eastern time), Monday through Friday, except on: (i) days on which changes (if
any) in the value of the Fund's portfolio securities do not materially affect
its net asset value; (ii) days during which no shares are tendered for
redemption and no orders to purchase shares are received; or (iii) on the
following holidays: New Year's Day, Martin Luther King Day, Presidents' Day,
Good Friday, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans'
Day, Thanksgiving Day, and Christmas Day.
Certificates and Confirmations
The Transfer Agent for the Fund maintains a share account for each shareholder
of record. Share certificates are not issued, unless requested in writing from
the Fund or the Transfer Agent.
Monthly confirmations are sent to report transactions, such as all purchases and
redemptions, as well as dividends paid during the month.
Dividends
Dividends are declared daily and paid monthly. Dividends are automatically
reinvested on payment dates in additional shares of the Fund, unless a
shareholder makes a written request for cash payments to the Bank or the Fund.
Shares purchased by wire before 12:00 (Eastern time) begin earning dividends
that day. Shares purchased by check begin earning dividends the day after the
check is converted into available federal funds.
The Fund does not expect to realize any capital gains or losses. If capital
gains or losses were to occur, they could result in an increase or decrease in
dividends. The Fund will distribute in cash or additional shares any realized
net long-term capital gains at least once every 12 months.
Purchasing Fund Shares with Securities
The Fund in its sole discretion, may sell Fund shares to investors that desire
to purchase Fund shares with certain securities or a combination of certain
securities and cash. The Fund reserves the right to determine the acceptability
of securities used to effect such purchases. On the day securities are accepted
by the Fund, they are valued based upon independent bid and in the same manner
as the Fund values its assets. Investors wishing to use securities to purchase
Fund shares should first contact the Bank. Any such transfer of securities is
treated as a sale of the securities and will result in the recognition of any
gain or loss for federal income tax purposes by the seller of such securities,
except to the extent the seller is an ERISA plan or similar entity not subject
to tax.
Exchange Privilege
- --------------------------------------------------------------------------------
Peachtree Funds
All shareholders of the Fund are shareholders of Peachtree Funds. Peachtree
Funds currently include the Fund, Peachtree Bond Fund, Peachtree Prime Money
Market Fund, Peachtree Equity Fund, and Peachtree Georgia Tax-Free Income Fund.
Shareholders have easy access to each of the portfolios of Peachtree Funds
through a telephone exchange program. All Peachtree Funds are advised by the
Bank and distributed by the Distributor.
Shareholders may exchange shares of the Fund for shares of the other Peachtree
Funds. In addition, shares of the Fund may also be exchanged for certain other
funds designated by the Bank which are distributed by the Distributor, but that
are not advised by the Bank ("Federated Funds"). For further information on the
availability of Federated Funds for exchanges, please call the Peachtree Funds
Service Center at 1-404-989-6200 or 1-800-621-8969. Shares of funds with a sales
charge may be exchanged at net asset value for shares of other funds with an
equal sales charge or no sales charge. Shares of funds with a sales charge may
be exchanged for shares of funds with a higher sales charge at net asset value,
plus the additional sales charge. Shares of funds with no sales charge, whether
acquired by direct purchase, reinvestment of dividends on such shares, or
otherwise, may be exchanged for shares of funds with a sales charge at net asset
value, plus the applicable sales charge.
When an exchange is made from a fund with a sales charge to a fund with no sales
charge, the shares exchanged and additional shares which have been purchased by
reinvesting dividends or
capital gains on such shares retain the character of the exchanged shares for
purposes of exercising further exchange privileges; thus, an exchange of such
shares for shares of a fund with a sales charge would be at net asset value.
Shareholders who exercise this exchange privilege must exchange shares having a
net asset value of at least $1,000. Prior to any exchange, the shareholder must
receive a copy of the current prospectus of the fund into which an exchange is
to be effected.
The exchange privilege is available to shareholders residing in any state in
which the fund shares being acquired may legally be sold. Upon receipt of proper
instructions and all necessary supporting documents, shares submitted for
exchange will be redeemed at the next-determined net asset value for the
applicable fund. Written exchange instructions may require a signature
guarantee. Exercise of this privilege is treated as a sale for federal income
tax purposes and, depending on the circumstances, a short or long-term capital
gain or loss may be realized.
The Fund reserves the right to terminate the exchange privilege at any time on
60 days notice. Shareholders will be notified if this privilege is terminated. A
shareholder may obtain further information on the exchange privilege by calling
the Peachtree Funds Service Center at 1-404-989-6200 or 1-800-621-8969.
By Telephone. Instructions for exchanges between funds which are part of the
Trust may be given by telephone to the Peachtree Funds Service Center at
1-404-989-6200 or 1-800-621-8969; or to the Distributor. Shares may be exchanged
by telephone only between fund accounts having identical shareholder
registrations.
Any shares held in certificate form cannot be exchanged by telephone but must be
forwarded to the Transfer Agent by the Bank and deposited to the shareholder's
mutual fund account before being exchanged. (See "Addresses").
An authorization form permitting the Fund to accept telephone exchanges must
first be completed. It is recommended that investors request this privilege at
the time of their initial application. If not completed at the time of initial
application, authorization forms and information regarding this service are
available from the Bank. Telephone exchange instructions may be recorded. If
reasonable procedures are not followed by the Fund, it may be liable for losses
due to unauthorized or fraudulent telephone instructions.
Telephone exchange instructions must be received before 4:00 p.m. (Eastern time)
for shares to be exchanged the same day. The telephone exchange privilege may be
modified or terminated at any time. Shareholders will be notified of such
modification or termination. Shareholders may have difficulty in making
exchanges by telephone through the Bank during times of drastic economic or
market changes. If a shareholder cannot contact the Bank by telephone, it is
recommended that an exchange request be made in writing and sent by overnight
mail to Peachtree Funds, 3350 Cumberland Circle, 10th Floor, Marietta, GA 30339.
Redeeming Shares
- --------------------------------------------------------------------------------
The Fund redeems shares at their net asset value next determined after the Bank
receives the redemption request. Redemptions will be made on days on which the
Fund computes its net asset value. Telephone or written requests for redemption
must be received in proper form and can be made through the Bank or directly to
the Fund.
By Telephone. A shareholder may redeem shares of the Fund by contacting his
account officer or by calling the Peachtree Funds Service Center to request the
redemption. (Call 1-404-989-6200 or 1-800-621-8969.) Shares will be redeemed at
the net asset value next determined after the Fund receives the redemption
request from the Bank. Redemption requests to the Bank must be received before
4:00 p.m. (Eastern time) in order for shares to be redeemed at that day's net
asset value, and the Bank will promptly submit such redemption requests and
provide proper written redemption instructions to the Fund. If, at any time, the
Fund should determine it necessary to terminate or modify this method of
redemption, shareholders would be promptly notified.
An authorization form permitting the Fund to accept telephonic redemption
requests must first be completed. It is recommended that investors request this
privilege at the time of their initial application. If not completed at the time
of initial application, authorization forms and information on this service are
available from the Bank. Telephone redemption instructions may be recorded. If
reasonable procedures are not followed by the Fund, it may be liable for losses
due to unauthorized or fraudulent telephone instructions.
A shareholder may have the redemption proceeds directly deposited by electronic
funds transfer or wired directly to a domestic commercial bank previously
designated by the shareholder. Wire redemption orders will only be accepted on
days on which the Fund, the Bank and the Federal Reserve Wire System are open
for business. Wire-transferred redemptions may be subject to an additional fee.
In the event of extraordinary economic or market changes, a shareholder may
experience difficulty in redeeming by telephone. If such a case should occur, it
is recommended that a redemption request be made in writing and be hand
delivered or sent by overnight mail to your account officer at the Bank.
By Mail. Shareholders may redeem shares by sending a written request to the
Bank. The written request should include the shareholder's name, the Fund name,
the account number, and the share or dollar amount requested. If share
certificates have been issued, they must be properly endorsed and should be sent
by registered or certified mail with the written request to the Bank.
Shareholders should call the Bank for assistance in redeeming shares by mail.
Signatures. Shareholders requesting a redemption of $50,000 or more, a
redemption requesting payment to an address other than that on record with the
Fund, or other than to the shareholder of record must make written redemption
requests with signatures guaranteed by:
a trust company or commercial bank whose deposits are insured by the
FDIC's BIF;
a member of the New York, American, Boston, Midwest, or Pacific Stock
Exchange;
a savings bank or savings and loan association whose deposits are insured
by the FDIC's SAIF; or
any other "eligible guarantor institution," as defined in the Securities
Exchange Act of 1934, as amended.
The Fund does not accept signatures guaranteed by a notary public.
The Fund and its Transfer Agent have adopted standards for accepting signature
guarantees from the above institutions. The Fund may elect in the future to
limit eligible signature guarantors to institutions that are members of a
signature guarantee program. The Fund and its Transfer Agent reserve the right
to amend these standards at any time without notice.
Receiving Payment. Normally, a check for the proceeds is mailed to the
shareholder within one business day, but in no event more than seven calendar
days, after receipt of a proper written redemption request, provided that the
Transfer Agent has received payment for shares from the shareholder.
Redemption Before Purchase Instruments Clear
When shares are purchased by check or through an Automated Clearing House
("ACH"), the proceeds from the redemption of those shares are not available, and
the shares may not be exchanged, until the Bank is reasonably certain that the
check or clearing house funds have cleared, which could take up to 10 calendar
days.
Systematic Withdrawal Program
Shareholders who desire to receive payments of a predetermined amount may take
advantage of the Systematic Withdrawal Program. Under this program, Fund shares
are redeemed to provide for periodic withdrawal payments in an amount directed
by the shareholder. Depending upon the amount of the withdrawal payments and the
amount of dividends paid with respect to Fund shares, redemptions may reduce,
and eventually deplete, the shareholder's investment in the Fund. For this
reason, payments under this program should not be considered as yield or income
on the shareholder's investment in the Fund. To be eligible to participate in
this program, a shareholder must have an account value of at least $10,000. A
shareholder may apply for participation in this program through the Bank.
Accounts with Low Balances
Due to the high cost of maintaining accounts with low balances, the Fund may
redeem shares in any account and pay the proceeds to the shareholder if, due to
shareholder redemptions, the account balance falls below the required minimum of
$1,000.
Before shares are redeemed to close an account, the shareholder is notified in
writing and allowed 30 days to purchase additional shares to meet the minimum
requirement.
Shareholder Information
- --------------------------------------------------------------------------------
Voting Rights
Each share of the Fund entitles shareholders to one vote in Trustee elections
and other matters submitted to shareholders of the Trust for vote. All shares of
each portfolio in the Trust have equal voting rights except that, in matters
affecting only a particular Fund, only shareholders of that Fund are entitled to
vote. As a Massachusetts business trust, the Trust is not required to hold
annual shareholder meetings. Shareholder approval will be sought only for
certain changes in the Trust's or the Fund's operation and for the election of
Trustees under certain circumstances.
Any Trustee may be removed by the Board of Trustees or by the shareholders at a
special meeting. A special meeting of the shareholders shall be called by the
Trustees upon the written request of shareholders owning at least 10% of the
Trust's outstanding shares.
Massachusetts Partnership Law
Under certain circumstances, shareholders may be held personally liable as
partners under Massachusetts law for obligations of the Trust. To protect its
shareholders, the Trust has filed legal documents with Massachusetts that
expressly disclaim the liability of shareholders of the Fund for such acts or
obligations of the Trust. These documents require notice of this disclaimer to
be given in each agreement, obligation, or instrument the Trust or its Trustees
enter into or sign on behalf of the Fund.
In the unlikely event a shareholder is held personally liable for the Trust's
obligations, the Trust is required by the Declaration of Trust to use its
property to indemnify, protect or compensate the shareholder. On request, the
Trust will defend any claim made and pay any judgment against a shareholder for
any act or obligation of the Trust. Therefore, financial loss resulting from
liability as a shareholder will occur only if the Trust itself cannot meet its
obligations to indemnify shareholders and pay judgments against it from assets
of the Fund.
Effect of Banking Laws
- --------------------------------------------------------------------------------
Banking laws and regulations presently prohibit a bank holding company
registered under the federal Bank Holding Company Act of 1956, as amended or any
affiliate thereof from sponsoring, organizing, controlling or distributing the
shares of a registered, open-end investment company continuously engaged in the
issuance of its shares, and prohibit banks generally from underwriting or
distributing securities in general. However, such banking laws and regulations
do not prohibit such a holding company affiliate or banks generally from acting
as investment adviser, transfer agent, or custodian to such an investment
company or from acting as agent for their customers in purchasing securities.
The Fund's Adviser, is subject to such banking laws and regulations.
The Bank believes, based on the advice of its counsel, that it may perform the
services for the Fund contemplated by its advisory agreement with the Fund
without violating the Glass-Steagall Act or other applicable banking laws or
regulations. Changes in either federal or state statutes and regulations
relating to the permissible activities of banks and their affiliates, as well as
further
judicial or administrative decisions or interpretations of present or future
statutes and regulations, could prevent the Bank from continuing to perform all
or a part of the above services for its customers and/or the Fund. If it were
prohibited from engaging in these customer-related activities, the Trustees
would consider alternative investment advisers and means of continuing available
investment services. In such event, changes in the operation of the Fund may
occur, including possible termination of any automatic or other Fund share
investment and redemption services then being provided by the Bank. It is not
expected that shareholders would suffer any adverse financial consequences as a
result of any of these occurrences.
Tax Information
- --------------------------------------------------------------------------------
Federal Income Tax
The Fund expects to pay no federal income tax because it intends to meet
requirements of the Internal Revenue Code applicable to regulated investment
companies and to receive the special tax treatment afforded to such companies.
The Fund will be treated as a single, separate entity for federal income tax
purposes so that income (including capital gains) and losses realized by the
Trust's other portfolios will not be combined for tax purposes with those
realized by the Fund.
Unless otherwise exempt, shareholders are required to pay federal income tax on
any dividends and other distributions received. This applies whether dividends
and distributions are received in cash or as additional shares.
State and Local Taxes
Shareholders are urged to consult their own tax advisers regarding the status of
their accounts under state and local tax laws.
Performance Information
- --------------------------------------------------------------------------------
From time to time the Fund advertises its yield and effective yield.
Yield represents the annualized rate of income earned on an investment over a
seven-day period. It is the annualized dividends earned during the period on an
investment shown as a percentage of the investment. The effective yield is
calculated similarly to the yield, but when annualized, the income earned by an
investment is assumed to be reinvested daily. The effective yield will be
slightly higher than the yield because of the compounding effect of this assumed
reinvestment.
Advertisements and sales literature may also refer to total return. Total return
represents the change, over a specified period of time, in the value of an
investment in the Fund after reinvesting all income distributions. It is
calculated by dividing that change by the initial investment and is expressed as
a percentage.
From time to time, the Fund may advertise its performance using certain
reporting services and/or compare its performance to certain indices.
Peachtree Government Money Market Fund
(A Portfolio of Peachtree Funds)
Statement of Assets and Liabilities
January 3, 1994
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
Assets:
- ------------------------------------------------------------------------------------------------------
Cash $100,000
- ------------------------------------------------------------------------------------------------------
Liabilities: 1/2
- ------------------------------------------------------------------------------------------------------ ----------
Net Assets for 100,000 shares of beneficial interest outstanding $100,000
- ------------------------------------------------------------------------------------------------------ ----------
Net Asset Value, Offering Price, and Redemption Price Per Share ($100,000 / 100,000 shares of
beneficial interest outstanding) $1.00
- ------------------------------------------------------------------------------------------------------ ----------
</TABLE>
Notes:
(1) Peachtree Funds (the "Trust"), which includes Peachtree Government Money
Market Fund (the "Fund"), was established as a Massachusetts business trust
under a Declaration of Trust dated September 22, 1993, as amended and
restated dated December 20, 1993. The Fund has had no operations since that
date other than those relating to organizational matters, including the
issuance on January 3, 1994, of 100,000 shares at $1.00 per share to
Federated Administrative Services, the Administrator to the Fund. Expenses
of organization incurred by the Fund, $41,500, were borne initially by the
Administrator. The Fund has agreed to reimburse the Administrator for the
organization expenses initially borne by the Administrator during the
five-year period following the date the Fund's registration statement first
became effective.
Report of Ernst & Young, Independent Auditors
- --------------------------------------------------------------------------------
To the Board of Trustees and Shareholders of
Peachtree Funds:
We have audited the accompanying statement of assets and liabilities of
Peachtree Government Money Market Fund, as of January 3, 1994. This statement of
assets and liabilities is the responsibility of the Trust's management. Our
responsibility is to express an opinion on this statement of assets and
liabilities based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the statement of assets and liabilities is free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the statement of assets and
liabilities. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
statement of assets and liabilities presentation. We believe that our audit
provides a reasonable basis for our opinion.
In our opinion, the statement of assets and liabilities presents fairly, in all
material respects, the net assets of the Peachtree Government Money Market Fund
as of January 3, 1994 in conformity with generally accepted accounting
principles.
ERNST & YOUNG
Pittsburgh, Pennsylvania
January 5, 1994
Addresses
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
Peachtree Government Money Federated Investors Tower
Market Fund Pittsburgh, Pennsylvania 15222-3779
- ---------------------------------------------------------------------------------------------------------------------
Distributor
Federated Securities Corp. Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
- ---------------------------------------------------------------------------------------------------------------------
Investment Adviser
Bank South, N.A. MC 676
P.O. Box 4387
Atlanta, Georgia 30302
- ---------------------------------------------------------------------------------------------------------------------
Custodian
The Bank of New York 48 Wall Street
New York, New York 10286
- ---------------------------------------------------------------------------------------------------------------------
Transfer Agent, Dividend Disbursing Agent,
and Portfolio Accounting Services
Federated Services Company Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
- ---------------------------------------------------------------------------------------------------------------------
Legal Counsel
Houston, Houston & Donnelly 2510 Centre City Tower
Pittsburgh, Pennsylvania 15222
- ---------------------------------------------------------------------------------------------------------------------
Legal Counsel
Dickstein, Shapiro & Morin 2101 L Street, N.W.
Washington, D.C. 20037
- ---------------------------------------------------------------------------------------------------------------------
Independent Auditors
Ernst & Young One Oxford Centre
Pittsburgh, Pennsylvania 15219
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>
Peachtree
Government Money Market
Fund
Prospectus
A Portfolio of
Peachtree Funds, an Open-End
Management Investment Company
(A Mutual Fund)
February 28, 1994
3350 Cumberland Circle
Marietta, GA 30339
<logo> FEDERATED SECURITIES CORP.
-------------------------
Distributor
A subsidiary of FEDERATED INVESTORS
FEDERATED INVESTORS TOWER
PITTSBURGH, PA 15222-3779
3093003A (3/94)
Peachtree Government Money Market Fund
(A Portfolio of Peachtree Funds)
Statement of Additional Information
This Statement of Additional Information should be read with the
prospectus of Peachtree Government Money Market Fund (the "Fund")
dated February 28, 1994. This Statement is not a prospectus itself.
To receive a copy of the prospectus, write or call the Peachtree
Funds Service Center at 1-404-989-6200 or 1-800-621-8969.
SHARES OF THE FUND ARE NOT DEPOSITS OR OTHER OBLIGATIONS OF, AND ARE
NOT ISSUED, ENDORSED OR GUARANTEED BY THE BANK OR ANY OF ITS
AFFILIATES. SUCH SHARES ARE NOT ISSUED, INSURED OR GUARANTEED BY THE
U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE
FEDERAL RESERVE BOARD OR ANY OTHER GOVERNMENT AGENCY. AN INVESTMENT
IN THE FUND INVOLVES CERTAIN RISKS, INCLUDING POSSIBLE LOSS OF
PRINCIPAL.
THE BANK IS INVESTMENT ADVISER TO THE FUND. THE FUND IS DISTRIBUTED
BY FEDERATED SECURITIES CORP., WHICH IS NOT AFFILIATED WITH THE
BANK.
Statement dated February 28, 1994
FEDERATED SECURITIES CORP.
--------------------------------------------
Distributor
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
Table of Contents
- --------------------------------------------------------------------------------
General Information About the Fund 1
- ---------------------------------------------------------------
Investment Objective and Policies 1
- ---------------------------------------------------------------
Types of Investments 1
When-Issued and Delayed Delivery
Transactions 1
Repurchase Agreements 1
Reverse Repurchase Agreements 1
Lending of Portfolio Securities 2
Investment Limitations 2
Peachtree Funds Management 3
- ---------------------------------------------------------------
Officers and Trustees 3
The Funds 5
Fund Ownership 5
Trustee Liability 5
Investment Advisory Services 5
- ---------------------------------------------------------------
Adviser to the Fund 5
Advisory Fees 5
Administrative Services 6
- ---------------------------------------------------------------
Brokerage Transactions 6
- ---------------------------------------------------------------
Purchasing Shares 6
- ---------------------------------------------------------------
Administrative Arrangements 6
Distribution Plan 6
Purchasing Fund Shares with Securities 7
Determining Net Asset Value 7
- ---------------------------------------------------------------
Use of the Amortized Cost Method 7
Exchange Privilege 8
- ---------------------------------------------------------------
Requirements for Exchange 8
Making an Exchange 8
Redeeming Shares 8
- ---------------------------------------------------------------
Redemption in Kind 8
Tax Status 9
- ---------------------------------------------------------------
The Fund's Tax Status 9
Shareholders' Tax Status 9
Yield 9
- ---------------------------------------------------------------
Effective Yield 9
- ---------------------------------------------------------------
Performance Comparisons 9
- ---------------------------------------------------------------
General Information About the Fund
- --------------------------------------------------------------------------------
Peachtree Government Money Market Fund (the "Fund") is a portfolio of Peachtree
Funds (the "Trust") which was established as a Massachusetts business trust
under a Declaration of Trust dated as of September 22, 1993, as amended and
restated dated December 20, 1993.
Investment Objective and Policies
- --------------------------------------------------------------------------------
The Fund's investment objective is to achieve current income consistent with
stability of principal and liquidity. The investment objective cannot be changed
without approval of shareholders.
Types of Investments
The Fund invests in short term U.S. government securities.
Variable Rate U.S. Government Securities
Some of the short-term U.S. government securities the Fund may purchase
carry variable interest rates. These securities have a rate of interest
subject to adjustment at least annually. This adjusted interest rate is
ordinarily tied to some objective standard, such as the 91-day U.S.
Treasury bill rate.
Variable interest rates will reduce the changes in the market value of
such securities from their original purchase prices. Accordingly, the
potential for capital appreciation or capital depreciation should not be
greater than the potential for capital appreciation or capital
depreciation of fixed interest rate U.S. government securities having
maturities equal to the interest rate adjustment dates of the variable
rate U.S. government securities.
When-Issued and Delayed Delivery Transactions
These transactions are made to secure what is considered to be an advantageous
price or yield for the Fund. Settlement dates may be a month or more after
entering into these transactions, and the market values of the securities
purchased may vary from the purchase prices.
No fees or other expenses, other than normal transaction costs, are incurred.
However, liquid assets of the Fund sufficient to make payment for the securities
to be purchased are segregated at the trade date. These securities are marked to
market daily and are maintained until the transaction is settled. The Fund may
engage in these transactions to an extent that would cause the segregation of an
amount up to 20% of the total value of its assets at any time.
Repurchase Agreements
As collateral for the obligation of the seller to repurchase the securities from
the Fund, the Fund or its custodian will take possession of the securities
subject to repurchase agreements, and these securities will be marked to market
daily. In the event that such a defaulting seller filed for bankruptcy or became
insolvent, disposition of such securities by the Fund might be delayed pending
court action. The Fund believes that under the regular procedures normally in
effect for custody of the Fund's portfolio securities subject to repurchase
agreements, a court of competent jurisdiction would rule in favor of the Fund
and allow retention or disposition of such securities. The Fund will only enter
into repurchase agreements with banks and other financial institutions, such as
broker-dealers, which are deemed by the Fund's Adviser to be creditworthy
pursuant to guidelines established by the Trustees.
Reverse Repurchase Agreements
The Fund may enter into reverse repurchase agreements. These transactions are
similar to borrowing cash and pledging securities as collateral. In a reverse
repurchase agreement, the Fund transfers possession of a portfolio instrument to
another person, such as a financial institution or broker-dealer, in return for
a percentage of the instrument's market value in cash, and agrees that on a
stipulated date in the future the Fund will repurchase the portfolio instrument
by remitting the original consideration plus interest at an agreed upon rate.
The use of reverse repurchase agreements may enable the Fund to avoid selling
portfolio instruments at a time when a sale may be deemed to be disadvantageous,
but the ability to enter into reverse repurchase agreements does not ensure that
the Fund will be able to avoid selling portfolio instruments at a disadvantaged
time.
When effecting reverse repurchase agreements, liquid assets of the Fund, in a
dollar amount sufficient to make payment for the obligations to be purchased,
are segregated at the trade date. These assets are marked to market daily and
maintained until the transaction is settled.
- --------------------------------------------------------------------------------
Lending of Portfolio Securities
The collateral received when the Fund lends portfolio securities must be valued
daily and, should the market value of the loaned securities increase, the
borrower must furnish additional collateral to the Fund. During the time
portfolio securities are on loan, the borrower pays the Fund any dividends or
interest paid on such securities. Loans are subject to termination at the option
of the Fund or the borrower. The Fund may pay reasonable administrative and
custodial fees in connection with a loan and may pay a negotiated portion of the
interest earned on the cash or equivalent collateral to the borrower or placing
broker. The Fund does not intend to lend portfolio securities during its first
fiscal year.
Investment Limitations
Selling Short and Buying on Margin
The Fund will not sell any securities short or purchase any securities on
margin but may obtain such short-term credits as may be necessary for
clearance of transactions.
Issuing Senior Securities and Borrowing Money
The Fund will not issue senior securities except that the Fund may borrow
money directly or through reverse repurchase agreements in amounts up to
33 1/3% of the value of its total assets, including the amounts borrowed.
The Fund will not borrow money or engage in reverse repurchase agreements
for investment leverage, but rather as a temporary, extraordinary, or
emergency measure or to facilitate management of the portfolio by
enabling the Fund to meet redemption requests when the liquidation of
portfolio securities is deemed to be inconvenient or disadvantageous. The
Fund will not purchase any securities while borrowings in excess of 5% of
the value of its total assets are outstanding.
Pledging Assets
The Fund will not mortgage, pledge, or hypothecate any assets except to
secure permitted borrowings. In those cases, it may pledge assets having
a value not exceeding the lesser of the dollar amounts borrowed or 15% of
the value of total assets at the time of the pledge.
Lending Cash or Securities
The Fund will not lend any of its assets, except portfolio securities up
to 50% of the value of its total assets. This shall not prevent the Fund
from purchasing or holding bonds, debentures, notes, certificates of
indebtedness, or other debt securities, entering into repurchase
agreements, or engaging in other transactions where permitted by the
Fund's investment objective, policies, limitations, or its Declaration of
Trust. The Fund does not intend to lend portfolio securities during its
first fiscal year.
The above investment limitations cannot be changed without shareholder approval.
The following limitations, however, may be changed by the Board of Trustees
without shareholder approval. Shareholders will be notified before any material
change in the following limitations becomes effective.
Investing in Securities of Other Investment Companies
The Fund will limit its investment in other investment companies to no
more than 3% of the total outstanding voting stock of any investment
company, will not invest more than 5% of its total assets in any one
investment company, or invest more than 10% of its total assets in
investment companies in the aggregate. However, these limitations are not
applicable if the securities are acquired in a merger, consolidation, or
acquisition of assets.
Investing in Illiquid Securities
The Fund will not invest more than 10% of the value of its net assets in
illiquid securities, including repurchase agreements providing for
settlement in more than seven days after notice, non-negotiable fixed
time deposits with maturities over seven calendar days, and certain
restricted securities not determined by the Trustees to be liquid.
Except with respect to borrowing money, if a percentage limitation is adhered to
at the time of investment, a later increase or decrease in percentage resulting
from any change in value or net assets will not result in a violation of such
restriction.
The Fund does not expect to borrow money or pledge securities in excess of 5% of
the value of its net assets during its first fiscal year.
Peachtree Funds Management
- --------------------------------------------------------------------------------
Officers and Trustees
Officers and Trustees of the Trust are listed with their addresses, principal
occupations, and present positions. Except as listed below, none of the Trustees
or officers are affiliated with Bank South, N.A., Federated Investors, Federated
Securities Corp., Federated Services Company, Federated Administrative Services,
or the Funds (as defined below).
<TABLE>
<CAPTION>
Positions with Principal Occupations
Name and Address the Trust During Past Five Years
<S> <C> <C>
John F. Donahue*/ Chairman and Chairman and Trustee, Federated Investors; Chairman and Trustee,
Federated Investors Trustee Federated Advisers, Federated Management, and Federated Research;
Tower Director, tna Life and Casualty Company; Chief Executive Officer and
Pittsburgh, PA Director, Trustee, or Managing General Partner of the Funds; formerly,
Director, The Standard Fire Insurance Company.
John T. Conroy, Jr. Trustee President, Investment Properties Corporation; Senior Vice-President,
Wood/IPC Commercial John R. Wood and Associates, Inc., Realtors; President, Northgate
Department Village Development Corporation; General Partner or Trustee in private
John R. Wood and real estate ventures in Southwest Florida; Director, Trustee, or
Associates, Inc., Realtors Managing General Partner of the Funds; formerly, President, Naples
3255 Tamiami Trail North Property Management, Inc.
Naples, FL
William J. Copeland Trustee Director and Member of the Executive Committee, Michael Baker, Inc. (an
One PNC Plaza-23rd Floor engineering firm); Director, Trustee, or Managing General Partner of the
Pittsburgh, PA Funds; formerly, Vice Chairman and Director, PNC Bank, N.A., and PNC
Bank Corp. and Director, Ryan Homes, Inc.
James E. Dowd Trustee Attorney-at-law; Director, The Emerging Germany Fund, Inc.; Director,
571 Hayward Mill Road Trustee, or Managing General Partner of the Funds; formerly, Director,
Concord, MA Blue Cross of Massachusetts, Inc.
Lawrence D. Ellis, M.D. Trustee Hematologist, Oncologist, and Internist, Presbyterian and Montefiore
3471 Fifth Avenue Hospitals; Clinical Professor of Medicine and Trustee, University of
Suite 1111 Pittsburgh; Director, Trustee, or Managing General Partner of the Funds.
Pittsburgh, PA
Edward L. Flaherty, Jr./ Trustee Attorney-at-law; Partner, Meyer and Flaherty; Director, Eat'N Park
5916 Penn Mall Restaurants, Inc., and Statewide Settlement Agency, Inc.; Director,
Pittsburgh, PA Trustee, or Managing General Partner of the Funds; formerly, Counsel,
Horizon Financial, F.A., Western Region.
Edward C. Gonzales* President, Vice President, Treasurer, and Trustee, Federated Investors; Vice
Federated Investors Treasurer President and Treasurer, Federated Advisers, Federated Management, and
Tower and Trustee Federated Research; Executive Vice President, Treasurer, and Director,
Pittsburgh, PA Federated Securities Corp.; Trustee, Federated Services Company;
Chairman, Treasurer, and Director, Federated Administrative Services;
Trustee or Director of some of the Funds; Vice President and Treasurer
of the Funds.
</TABLE>
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<TABLE>
<CAPTION>
Positions with Principal Occupations
Name and Address the Trust During Past Five Years
<S> <C> <C>
Peter E. Madden Trustee Consultant; State Representative, Commonwealth of Massachusetts;
225 Franklin Street Director, Trustee, or Managing General Partner of the Funds; formerly,
Boston, MA President, State Street Bank and Trust Company and State Street Boston
Corporation and Trustee, Lahey Clinic Foundation, Inc.
Gregor F. Meyer Trustee Attorney-at-law; Partner, Meyer and Flaherty; Chairman, Meritcare, Inc.;
5916 Penn Mall Director, Eat'N Park Restaurants, Inc.; Director, Trustee, or Managing
Pittsburgh, PA General Partner of the Funds; formerly, Vice Chairman, Horizon
Financial, F.A.
Wesley W. Posvar Trustee Professor, Foreign Policy and Management Consultant; Trustee, Carnegie
1202 Cathedral of Endowment for International Peace and RAND Corporation, Online Computer
Learning Library Center, Inc., and U.S. Space Foundation; Chairman, Czecho Slovak
University of Pittsburgh Management Center; Director, Trustee, or Managing General Partner of the
Pittsburgh, PA Funds; President Emeritus, University of Pittsburgh; formerly, Chairman,
National Advisory Council for Environmental Policy and Technology.
Marjorie P. Smuts Trustee Public relations/marketing consultant; Director, Trustee, or Managing
4905 Bayard Street General Partner of the Funds.
Pittsburgh, PA
Richard B. Fisher Vice President Executive Vice President and Trustee, Federated Investors; Chairman and
Federated Investors Tower Director, Federated Securities Corp.; President or Vice President of the
Pittsburgh, PA Funds; Director or Trustee of some of the Funds.
Charles L. Davis, Jr. Vice President Vice President, Federated Administrative Services; Vice President and
Federated Investors and Assistant Assistant Treasurer of some of the Funds; formerly, Vice President and
Tower Treasurer Director of Investor Relations, MNC Financial, Inc. and Vice President,
Pittsburgh, PA Product Management, MNC Financial, Inc.
John W. McGonigle Vice President and Vice President, Secretary, General Counsel, and Trustee, Federated
Federated Investors Secretary Investors; Vice President, Secretary, and Trustee, Federated Advisers,
Tower Federated Management, and Federated Research; Trustee, Federated
Pittsburgh, PA Services Company; Executive Vice President, Secretary, and Director,
Federated Administrative Services; Executive Vice President and
Director, Federated Securities Corp.; Vice President and Secretary of
the Funds.
John A. Staley, IV Vice President Vice President and Trustee, Federated Investors; Executive Vice
Federated Investors Tower President, Federated Securities Corp.; President and Trustee, Federated
Pittsburgh, PA Advisers, Federated Management, and Federated Research; Vice President
of the Funds; Director, Trustee, or Managing General Partner of some of
the Funds; formerly, Vice President, The Standard Fire Insurance Com-
pany and President of its Federated Research Division.
</TABLE>
- --------------------------------------------------------------------------------
*This Trustee is deemed to be an "interested person" of the Trust as defined in
the Investment Company Act of 1940.
/Members of the Board's Executive Committee. The Executive Committee of the
Board
of Trustees handles various of the delegable responsibilities of the Board of
Trustees between meetings of the Board.
The Funds
"The Funds" and "Funds" mean the following investment companies: A.T. Ohio
Tax-Free Money Fund; American Leaders Fund, Inc.; Annuity Management Series;
Automated Cash Management Trust; Automated Government Money Trust; The Boulevard
Funds; California Municipal Cash Trust; Cash Trust Series, Inc.; Cash Trust
Series II; DG Investor Series; Edward D. Jones & Co. Daily Passport Cash Trust;
FT Series, Inc.; Federated ARMs Fund; Federated Exchange Fund, Ltd.; Federated
GNMA Trust; Federated Government Trust; Federated Growth Trust; Federated High
Yield Trust; Federated Income Securities Trust; Federated Income Trust;
Federated Index Trust; Federated Intermediate Government Trust; Federated Master
Trust; Federated Municipal Trust; Federated Short-Intermediate Government Trust;
Federated Short-Intermediate Municipal Trust; Federated Short-Term U.S.
Government Trust; Federated Stock Trust; Federated Tax-Free Trust; Federated
U.S. Government Bond Fund; First Priority Funds; Fixed Income Securities, Inc.;
Fortress Adjustable Rate U.S. Government Fund, Inc.; Fortress Municipal Income
Fund, Inc.; Fortress Utility Fund, Inc.; Fund for U.S. Government Securities,
Inc.; Government Income Securities, Inc.; High Yield Cash Trust; Insurance
Management Series; Intermediate Municipal Trust; Investment Series Funds, Inc.;
Investment Series Trust; Liberty Equity Income Fund, Inc.; Liberty High Income
Bond Fund, Inc.; Liberty Municipal Securities Fund, Inc.; Liberty Term Trust,
Inc.-1999; Liberty U.S. Government Money Market Trust; Liberty Utility Fund,
Inc.; Liquid Cash Trust; Mark Twain Funds; Money Market Management; Money Market
Obligations; Money Market Trust; Municipal Securities Income Trust; New York
Municipal Cash Trust; 111 Corcoran Funds; The Planters Funds; Portage Funds;
RIMCO Monument Funds; The Shawmut Funds; Short-Term Municipal Trust; Signet
Select Funds; Star Funds; The Starburst Funds; The Starburst Funds II; Stock and
Bond Fund, Inc.; Sunburst Funds; Targeted Duration Trust; Tax-Free Instruments
Trust; Trademark Funds; Trust for Financial Institutions; Trust for Government
Cash Reserves; Trust for Short-Term U.S. Government Securities; and Trust for
U.S. Treasury Obligations.
Fund Ownership
Officers and Trustees own less than 1% of the Fund's outstanding shares.
Trustee Liability
The Trust's Declaration of Trust provides that the Trustees are not liable for
errors of judgment or mistakes of fact or law. However, they are not protected
against any liability to which they would otherwise be subject by reason of
willful misfeasance, bad faith, gross negligence, or reckless disregard of the
duties involved in the conduct of their office.
Investment Advisory Services
- --------------------------------------------------------------------------------
Adviser to the Fund
The Fund's investment adviser is Bank South, N.A. (the "Adviser"). The Adviser
shall not be liable to the Trust, the Fund, or any shareholder of the Fund for
any losses that may be sustained in the purchase, holding, or sale of any
security, or for anything done or omitted by it, except acts or omissions
involving willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties imposed upon it by its contract with the Trust.
Advisory Fees
For its advisory services, the Adviser receives an annual investment advisory
fee as described in the Prospectus.
State Expense Limitations
The Fund has undertaken to comply with the expense limitations
established by certain states for investment companies whose shares are
registered for sale in those states. If the Fund's normal operating
expenses (including the investment advisory fee, but not including
brokerage commissions, interest, taxes, and extraordinary expenses)
exceed 2.50% per year of the first $30 million of average net assets,
2.00% per year of the next $70 million of average net assets, and 1.50%
per year of the remaining average net assets, the Adviser has agreed to
reimburse the Fund for its expenses over the limitation.
If the Fund's monthly projected operating expenses exceed this
limitation, the investment advisory fee paid will be reduced by the
amount of the excess, subject to an annual adjustment. If the expense
- --------------------------------------------------------------------------------
limitation is exceeded, the amount to be reimbursed by the Adviser will
be limited, in any single fiscal year, by the amount of the investment
advisory fee.
This arrangement is not part of the advisory contract and may be amended
or rescinded in the future.
Administrative Services
- --------------------------------------------------------------------------------
Federated Administrative Services, a subsidiary of Federated Investors, provides
administrative personnel and services to the Fund for the fees set forth in the
prospectus. John A. Staley, IV, an officer of the Trust, holds approximately 15%
of the outstanding common stock and serves as a director of Commercial Data
Services, Inc., a company which provides computer processing services to
Federated Administrative Services.
Brokerage Transactions
- --------------------------------------------------------------------------------
When selecting brokers and dealers to handle the purchase and sale of portfolio
instruments, the Adviser looks for prompt execution of the order at a favorable
price. In working with dealers, the Adviser will generally utilize those who are
recognized dealers in specific portfolio instruments, except when a better price
and execution of the order can be obtained elsewhere. The Adviser makes
decisions on portfolio transactions and selects brokers and dealers subject to
review by the Trustees.
The Adviser may select brokers and dealers who offer brokerage and research
services. These services may be furnished directly to the Fund or to the Adviser
and may include:
advice as to the advisability of investing in securities;
security analysis and reports;
economic studies;
industry studies;
receipt of quotations for portfolio evaluations; and
similar services.
The Adviser exercises reasonable business judgment in selecting brokers who
offer brokerage and research services to execute securities transactions. The
Adviser determines in good faith that commissions charged by such persons are
reasonable in relationship to the value of the brokerage and research services
provided.
Research services provided by brokers and dealers may be used by the Adviser in
advising the Fund and other accounts. To the extent that receipt of these
services may supplant services for which the Adviser might otherwise have paid,
it would tend to reduce its expenses.
Purchasing Shares
- --------------------------------------------------------------------------------
Shares are sold at their net asset value without a sales charge on days the New
York Stock Exchange and the Federal Reserve Wire System are open for business.
The procedure for purchasing shares of the Fund is explained in the prospectus
under "Investing in the Funds."
Administrative Arrangements
The administrative services include, but are not limited to, providing office
space, equipment, telephone facilities, and various personnel, including
clerical, supervisory, and computer, as is necessary or beneficial to establish
and maintain shareholders' accounts and records, process purchase and redemption
transactions, process automatic investments of client account cash balances,
answer routine client inquiries regarding the Fund, assist clients in changing
dividend options, account designations, and addresses, and providing such other
services as the Fund may reasonably request.
Distribution Plan
With respect to the Fund, the Trust has adopted a Plan pursuant to Rule 12b-1
which was promulgated by the Securities and Exchange Commission ("SEC") pursuant
to the Investment Company Act of 1940, as amended (the "Act"). The Plan provides
for payment of fees to the Distributor to finance any activity which is
principally intended to result in the sale of the Fund's shares subject to the
Plan. Such activities may include the advertising and marketing of shares;
preparing, printing, and distributing prospectuses and sales literature to
prospective shareholders, brokers, or administrators; and implementing and
operating the Plan. Pursuant to the Plan, the Distributor may pay fees to
brokers and others for such services.
- --------------------------------------------------------------------------------
The Trustees expect that the adoption of the Plan will result in the sale of
sufficient number of shares so as to allow the Fund to achieve economic
viability. It is also anticipated that an increase in the size of the Fund will
facilitate more efficient portfolio management and assist the Fund in seeking to
achieve its investment objective.
Purchasing Fund Shares with Securities
The Fund in its sole discretion, may sell Fund shares to investors that desire
to purchase Fund shares with certain securities or a combination of certain
securities and cash. The Fund reserves the right to determine the acceptability
of securities used to effect such purchases. On the day securities are accepted
by the Fund, they are valued based upon independent bid and in the same manner
as the Fund values it assets. Investors wishing to use securities to purchase
Fund shares should first contact the Bank. Any such transfer of securities is
treated as a sale of the securities and will result in the recognition of any
gain or loss for federal income tax purposes by the seller of such securities,
except to the extent the seller is an ERISA plan or similar entity not subject
to tax.
Tax Consequences
Exercise of this exchange privilege is currently treated as a sale for
federal income tax purposes. Depending upon the cost basis of the
securities exchanged for Fund shares, a gain or loss may be realized by
the investor.
Determining Net Asset Value
- --------------------------------------------------------------------------------
The Fund attempts to stabilize the value of a share at $1.00. The days on which
net asset value is calculated by the Fund are described in the prospectus.
Use of the Amortized Cost Method
The Trustees have decided that the best method for determining the value of
portfolio instruments is amortized cost. Under this method, portfolio
instruments are valued at the acquisition cost as adjusted for amortization of
premium or accumulation of discount rather than at current market value.
The Fund's use of the amortized cost method of valuing portfolio instruments
depends on its compliance with certain conditions of SEC Rule 2a-7 under the
Act. Under this Rule, the Trustees must establish procedures reasonably designed
to stabilize the net asset value per share, as computed for purposes of
distribution and redemption, at $1.00 per share, taking into account current
market conditions and the Fund's investment objective.
Under such Rule, the Fund is permitted to purchase instruments which are subject
to demand features or standby commitments. As defined by this Rule, a demand
feature entitles the Fund to receive the principal amount of the instrument from
the issuer or a third party (1) on no more than 30 days' notice or (2) at
specified intervals not exceeding one year on no more than 30 days' notice. A
standby commitment entitles the Fund to achieve same day settlement and to
receive an exercise price equal to the amortized cost of the underlying
instrument plus accrued interest at the time of exercise.
Monitoring Procedures
The Trustees' procedures include monitoring the relationship between the
amortized cost value per share and the net asset value per share based
upon available indications of market value. The Trustees will decide
what, if any, steps should be taken if there is a difference of more than
0.50% between the two values. The Trustees will take any steps they
consider appropriate (such as redemption in kind or shortening the
average portfolio maturity) to minimize any material dilution or other
unfair results arising from differences between the two methods of
determining net asset value.
Investment Restrictions
Rule 2a-7 requires that the Fund limit its investments to instruments
that, in the opinion of the Trustees, present minimal credit risks and
have received the requisite rating from one or more nationally recognized
statistical rating organizations. If the instruments are not rated, the
Trustees must determine that they are of comparable quality. The Rule
also requires the Fund to maintain a dollar-weighted average portfolio
maturity (not more than 90 days) appropriate to the objective of
maintaining a stable net asset value of $1.00 per share. In addition, no
instruments with a remaining maturity of more than 13 months days can be
purchased by the Fund.
- --------------------------------------------------------------------------------
Should the disposition of a portfolio security result in a
dollar-weighted average portfolio maturity of more than 90 days, the Fund
will invest its available cash to reduce the average maturity to 90 days
or less as soon as possible.
The Fund may attempt to increase yield by trading portfolio securities to take
advantage of short-term market variations. This policy may, from time to time,
result in high portfolio turnover. Under the amortized cost method of valuation,
neither the amount of daily income nor the net asset value is affected by any
unrealized appreciation or depreciation of the portfolio.
In periods of declining interest rates, the indicated daily yield on shares of
the Fund computed by dividing the annualized daily income on the Fund's
portfolio by the net asset value computed as above may tend to be higher than a
similar computation made by using a method of valuation based upon market prices
and estimates.
In periods of rising interest rates, the indicated daily yield on shares of the
Fund computed the same way may tend to be lower than a similar computation made
by using a method of calculation based upon market prices and estimates.
Exchange Privilege
- --------------------------------------------------------------------------------
Shareholders of the Fund may exchange shares of the Fund for shares of other
Funds advised by the Bank and certain other funds designated by the Bank and
distributed by the Distributor, subject to certain conditions. Exchange
procedures are explained in the Prospectus under "Exchange Privilege".
Requirements for Exchange
Shareholders using the exchange privilege must exchange shares having a net
asset value of at least $1,000. Before the exchange, the shareholder must
receive a prospectus of the fund for which the exchange is being made.
This privilege is available to shareholders resident in any state in which
shares being acquired may be sold. Upon receipt of proper instructions and
required supporting documents, shares submitted for exchange are redeemed and
the proceeds invested in shares of the other fund. Further information on the
exchange privilege and prospectuses may be obtained by calling the Bank at the
number on the cover of this Statement of Additional Information.
Making an Exchange
Instructions for exchanges may be given in writing. Written instructions may
require a signature guarantee.
Redeeming Shares
- --------------------------------------------------------------------------------
The Fund redeems shares at the next computed net asset value after the Bank
receives the redemption request. Redemption will be made on days on which the
Fund computes its net asset value. Redemption requests cannot be executed on
days on which the New York Stock Exchange is closed or on federal holidays
restricting wire transfers. Redemption procedures are explained in the
prospectus under "Redeeming Shares."
Redemption in Kind
Although the Fund intends to redeem shares in cash, it reserves the right under
certain circumstances to pay the redemption price, in whole or in part, by a
distribution of securities from the Fund's portfolio. To satisfy registration
requirements in a particular state, redemption in kind will be made in readily
marketable securities to the extent that such securities are available. If such
a state's policy changes, the Fund reserves the right to redeem in kind by
delivering those securities it deems appropriate.
Redemption in kind will be made in conformity with applicable SEC rules, taking
such securities at the same value employed in determining net asset value and
selecting the securities in a manner the Trustees determine to be fair and
equitable.
The Trust has elected to be governed by SEC Rule 18f-1 under the Act under which
the Fund is obligated to redeem shares for any one shareholder in cash only up
to the lesser of $250,000 or 1% of the Fund's net asset value during any 90-day
period.
Tax Status
- --------------------------------------------------------------------------------
The Fund's Tax Status
The Fund will pay no federal income tax because it expects to meet the
requirements of Subchapter M of the Internal Revenue Code applicable to
regulated investment companies and to receive the special tax treatment afforded
to such companies. To qualify for this treatment, the Fund must, among other
requirements:
derive at least 90% of its gross income from dividends, interest, and gains
from the sale of securities;
derive less than 30% of its gross income from the sale of securities held less
than three months;
invest in securities within certain statutory limits; and
distribute to its shareholders at least 90% of its net income earned during the
year.
Shareholders' Tax Status
Shareholders are subject to federal income tax on dividends received as cash or
additional shares. No portion of any income dividend paid by the Fund is
eligible for the dividends received deduction available to corporations. These
dividends and any short-term capital gains are taxable as ordinary income.
Capital Gains
Capital gains experienced by the Fund could result in an increase in
dividends. Capital losses could result in a decrease in dividends. If,
for some extraordinary reason, the Fund realizes net long-term capital
gains, it will distribute them at least once every 12 months.
Yield
- --------------------------------------------------------------------------------
The Fund calculates its yield daily based upon the seven days ending on the day
of the calculation, called the "base period." This yield is computed by:
determining the net change in the value of a hypothetical account with a
balance of one share at the beginning of the base period, with the net change
excluding capital changes but including the value of any additional shares
purchased with dividends earned from the original one share and all dividends
declared on the original and any purchased shares;
dividing the net change in the account's value by the value of the account at
the beginning of the base period to determine the base period return; and
multiplying the base period return by (365/7).
To the extent that financial institutions and brokers/dealers charge fees in
connection with services and provided in conjunction with an investment in the
Fund, the performance will be reduced for those shareholders paying those fees.
Effective Yield
- --------------------------------------------------------------------------------
The Fund's effective yield is computed by compounding the unannualized base
period return by:
adding 1 to the base period return;
raising the sum of the 365/7th power; and
subtracting 1 from the result.
Performance Comparisons
- --------------------------------------------------------------------------------
The Fund's performance depends upon such variables as:
portfolio quality;
average portfolio maturity;
type of instruments in which the portfolio is invested;
changes in interest rates on money market instruments;
changes in Fund expenses; and
the relative amount of Fund cash flow.
From time to time the Fund may advertise its performance using certain reporting
services and/or compare its performance to certain indices. These may include
the following:
- --------------------------------------------------------------------------------
Lipper Analytical Services, Inc., ranks funds in various fund categories by
making comparative calculations using total return. Total return assumes the
reinvestment of all income dividends and capital gains distributions, if any.
From time to time, the Fund will quote its Lipper ranking in the "short-term
U.S. government funds" category in advertising and sales literature.
Money, a monthly magazine, regularly ranks money market funds in various
categories based on the latest available seven-day compound (effective) yield.
From time to time, the Fund will quote its Money ranking in advertising and
sales literature.
Salomon 30-day Treasury Bill Index is a weekly quote of the most representative
yields for selected securities, issued by the U.S. Treasury, maturing in 30
days.
Investors may use such indices or reporting services in addition to the Fund's
prospectus to obtain a more complete view of the Fund's performance before
investing. Of course, when comparing Fund performance to any indices and
reporting service factors, such as composition of indices and prevailing market
conditions should be considered in assessing the significance of such
comparisons.
When comparing funds using reporting services or total return and yield,
investors should take into consideration any relevant differences in funds, such
as permitted portfolio compositions and methods used to value portfolio
securities and compute offering price.
Advertisements and other sales literature for the Fund may refer to total
return. Total return is the historic change in the value of an investment in the
Fund based on the monthly reinvestment of dividends over a specified period of
time.
3093003B (2/94)
PART C. OTHER INFORMATION.
Item 24. Financial Statements and Exhibits:
(a) Financial Statements (to be filed by amendment)
(b) Exhibits:
(1) (i) Conformed Copy of Declaration of Trust of
the Registrant (1.);
(ii) Conformed Copy of Amended and Restated
Declaration of Trust of the Registrant (2);
(iii) Conformed Copy of Amendment No. 2 to the
Declaration of Trust;+
(2) Copy of By-Laws of the Registrant (2);
(3) Not applicable;
(4) a. Copy of Specimen Certificates for Shares of
Beneficial Interest of the Registrant (2);
(i) BankSouth Select Georgia Tax-Free Income Fund (2);
(ii) BankSouth Select Government Money Market Fund (2);
(iii) BankSouth Select Prime Money Market Fund (2);
(iv) BankSouth Select Bond Fund (2);
(v) BankSouth Select Equity Fund (2);
b. Copy of Revised Specimen Certificates for Shares
of Beneficial Interest of the Registrant; to be
filed by Amendment;
(5) Conformed Copy of Investment Advisory Contract of the
Registrant (2);
(6) (i) Conformed Copy of Distributor's
Contract of the Registrant (2);
(ii) Conformed Copy of Administrative Services
Agreement (2);
(7) Not applicable;
(8) Conformed Copy of Custodian Agreement of the
Registrant (2);
(9) (i) Conformed Copy of Agreement for Fund
Accounting,
Shareholder Recordkeeping and Custody Services
Procurment Agreement of the Registrant (2);
(ii) Conformed Copy of Shareholder Services Plan
of the Registrant (2);
(10) Conformed Copy of Opinion and Consent of
Counsel as to legality of shares being
registered (2);
(11) (i) Conformed Copy of Consent of
Independent Public Accountants (2);
(12) Not applicable;
(13) Conformed Copy of Initial Capital
Understanding (2);
(14) Not applicable;
(15) (i) Conformed Copy of Distribution Plan
(2);
(ii) Copy of Form of 12b-1 Agreement (2);
(16) Schedule for Computation of Fund
Performance Data; (to be filed by amendment)
(17) Power of Attorney (1.);
Item 25. Persons Controlled by or Under Common Control with Registrant
None
+ All Exhibits have been filed electronically.
1. Response is incorporated by reference to Registrant's Initial
Registration Statement on Form N-1A filed October 15, 1993. (File
Nos. 33-50635).
2. Response is incorporated by reference to Registrant's Initial
Registration Statement on Form N-1A filed January 7, 1994. (File
Nos. 33-50635).
Item 26. Number of Holders of Securities:
Number of Record Holders
Title of Class as of April 6, 1994
Shares of
beneficial interest
(no par value)
Peachtree Georgia Tax-Free Income Fund 6
Peachtree Government Money Market Fund 5
Peachtree Prime Money Market Fund 12
Peachtree Bond Fund 10
Peachtree Equity Fund 22
Item 27. Indemnification:
Indemnification is provided to Officers and Trustees of the
Registrant pursuant to (Section 4 of Article XI of Registrant's
Declaration of Trust. The Investment Advisory Contract between
the Registrant and Bank South National Association ("Adviser")
provides that, in the absence of willful misfeasance, bad faith,
gross negligence, or reckless disregard of the obligations or
duties under the Investment Advisory Contract on the part of
Adviser, Adviser shall not be liable to the Registrant or to any
shareholder for any act or omission in the course of or connected
in any way with rendering services or for any losses that may be
sustained in the purchase, holding, or sale of any security.
Registrant's Trustees and Officers are covered by an Investment
Trust Errors and Omissions Policy.
Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to Trustees, Officers, and
controlling persons of the Registrant by the Registrant pursuant
to the Declaration of Trust or otherwise, the Registrant is aware
that in the opinion of the Securities and Exchange Commission,
such indemnification is against public policy as expressed in the
Act and, therefore, is 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
Trustees, Officers, or controlling persons of the Registrant in
connection with the successful defense of any act, suit, or
proceeding) is asserted by such Trustees, Officers, or controlling
persons in connection with the shares 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 the Act and will be
governed by the final adjudication of such issues.
Insofar as indemnification for liabilities may be permitted
pursuant to Section 17 of the Investment Company Act of 1940 for
Trustees, Officers, and controlling persons of the Registrant by
the Registrant pursuant to the Declaration of Trust or otherwise,
the Registrant is aware of the position of the Securities and
Exchange Commission as set forth in Investment Company Act Release
No. IC-11330. Therefore, the Registrant undertakes that in
addition to complying with the applicable provisions of the
Declaration of Trust or otherwise, in the absence of a final
decision on the merits by a court or other body before which the
proceeding was brought, that an indemnification payment will not
be made unless in the absence of such a decision, a reasonable
determination based upon factual review has been made (i) by a
majority vote of a quorum of non-party Trustees who are not
interested persons of the Registrant or (ii) by independent legal
counsel in a written opinion that the indemnitee was not liable
for an act of willful misfeasance, bad faith, gross negligence, or
reckless disregard of duties. The Registrant further undertakes
that advancement of expenses incurred in the defense of a
proceeding (upon undertaking for repayment unless it is ultimately
determined that indemnification is appropriate) against an
Officer, Trustee, or controlling person of the Registrant will not
be made absent the fulfillment of at least one of the following
conditions: (i) the indemnitee provides security for his
undertaking; (ii) the Registrant is insured against losses arising
by reason of any lawful advances; or (iii) a majority of a quorum
of disinterested non-party Trustees or independent legal counsel
in a written opinion makes a factual determination that there is
reason to believe the indemnitee will be entitled to
indemnification.
Item 28. Business and Other Connections of Investment Adviser:
(a) Bank South National Association (the "Bank") is headquartered
in Atlanta Georgia and is a wholly owned subsidiary of Bank
South Corporation, a Georgia corporation which is a
registered bank holding company. The Bank serves consumers
through its network of banking offices with a full range of
deposit and lending products, as well as investment services.
The principal executive offices of the Adviser are located at
55 Marietta Street N.W., Atlanta, GA 30303. The Bank has
managed discretionary assets for its consumers since 1931.
As of December 17, 1993, the Bank managed in excess of $1
billion of discretionary assets. Prior to the date hereof,
the Bank has not served as an investment adviser to mutual
funds.
The principal executive offices and directors of the Trust's
Investment Adviser are set forth in the following tables.
Unless otherwise noted, the position listed under Other
Substantial Business, Profession, Vocation or Employment is
with the Bank.
(1) (2) (3)
Other Substantial
Position with Business Profession,
Name the Adviser Vocation or Employment
Bernard W. Abrams Director Chairman of the Board and
Chief Executive Officer
of Abrams Industries,
Inc., a holding company
for subsidiaries doing
business in general
contracting, real estate
development and
manufacturing of store
fixtures.
(1) (2) (3)
Other Substantial
Position with Business Profession,
Name the Adviser Vocation or Employment
Ray C. Anderson Director Chairman and Chief
Executive Officer of
Interface, Inc., a
manufacturer of carpet,
textiles and chemicals.
Kenneth W. Cannestra Director President of Lockheed
Aeronautical Systems Co.
John S. Carr Director President of John S. Carr
and Associates, Inc., a
real estate development
company.
Patrick L. Flinn Director and
Chief Executive
Officer
Ralph E. Hutchens, Jr. Senior Executive
Vice President
and Chief
Financial Officer
Sidney E. Jennette, Jr. Director Management consultant.
Lynn H. Johnston Director Chairman of Life
Insurance Company of
Georgia.
William M. McClatchey, M.D. Director President of Piedmont
Internal Medicine
Associates, P.A. and is a
doctor of internal
medicine and rheumatology
John E. McKinley, III Director and
Senior Executive
Vice President,
Credit Policy
and Corporate
Banking
Julia W. Morgan Director President and Chief
Executive Officer of Ed
Morgan & Associates, an
insurance company.
Barry Phillips Director Partner of Kilpatrick &
Cody, attorneys.
Ben. G. Porter Director Chairman of Piedmont
Communications
Corporation.
(1) (2) (3)
Other Substantial
Position with Business Profession,
Name the Adviser Vocation or Employment
John W. Robinson, Jr. Director President of Southern
Waistbands, Inc.
Lee M. Sessions, Jr. Senior Executive
Vice President,
Consumer
Investment
and Trust
Banking
Felker W. Ward, Jr. Director President of Ward &
Associates, investment
bankers.
Virgil R. Williams Director President of Equipment
Technology, Inc.,
President of
International Banking
Technologies, Inc. and
the President and
Publisher of Georgia
Trend.
Item 29. Principal Underwriters:
(a) Federated Securities Corp., the Distributor for shares of the
Registrant, also acts as principal underwriter for the
following open-end investment companies: A.T. Ohio Municipal
Money Fund; Alexander Hamilton Funds; American Leaders Fund,
Inc.; Annuity Management Series; Automated Cash Management
Trust; Automated Government Money Trust; BayFunds; The
Biltmore Funds; The Biltmore Municipal Funds; The Boulevard
Funds; California Municipal Cash Trust; Cambridge Series
Trust; Cash Trust Series, Inc.; Cash Trust Series II; DG
Investor Series; Edward D. Jones & Co. Daily Passport Cash
Trust; Federated ARMs Fund; Federated Exchange Fund, Ltd.;
Federated GNMA Trust; Federated Government Trust; Federated
Growth Trust; Federated High Yield Trust; Federated Income
Securities Trust; Federated Income Trust; Federated Index
Trust; Federated Intermediate Government Trust; Federated
Master Trust; Federated Municipal Trust; Federated
Short-Intermediate Government Trust; Federated Short-Term
U.S. Government Trust; Federated Stock Trust; Federated
Tax-Free Trust; Federated U.S. Government Bond Fund;
Financial Reserves Fund; First Priority Funds; First Union
Funds; Fixed Income Securities, Inc.; Fortress Adjustable
Rate U.S. Government Fund, Inc.; Fortress Municipal Income
Fund, Inc.; Fortress Utility Fund, Inc.; Fountain Square
Funds; Fund for U.S. Government Securities, Inc.; Government
Income Securities, Inc.; High Yield Cash Trust; Independence
One Mutual Funds; Insight Institutional Series, Inc.;
Insurance Management Series; Intermediate Municipal Trust;
International Series, Inc.; Investment Series Funds, Inc.;
Investment Series Trust; Liberty Equity Income Fund, Inc.;
Liberty High Income Bond Fund, Inc.; Liberty Municipal
Securities Fund, Inc.; Liberty U.S. Government Money Market
Trust; Liberty Utility Fund, Inc.; Liquid Cash Trust; Managed
Series Trust; Money Market Trust; Mark Twain Funds; Marshall
Funds, Inc.; Money Market Management, Inc.; Money Market
Obligations Trust; Money Market Trust; The Monitor Funds;
Municipal Securities Income Trust; New York Municipal Cash
Trust; 111 Corcoran Funds; Peachtree Funds; The Planters
Funds; Portage Funds; RIMCO Monument Funds; The Shawmut
Funds; Short-Term Municipal Trust; Signet Select Funds;
SouthTrust Vulcan Funds; Star Funds; The Starburst Funds; The
Starburst Funds II; Stock and Bond Fund, Inc.; Sunburst
Funds; Targeted Duration Trust; Tax-Free Instruments Trust;
Tower Mutual Funds; Trademark Funds; Trust for Financial
Institutions; Trust for Government Cash Reserves; Trust for
Short-Term U.S. Government Securities; Trust for U.S.
Treasury Obligations; Vision Fiduciary Funds, Inc.; and
Vision Group of Funds, Inc.
Federated Securities Corp. also acts as principal underwriter
for the following closed-end investment company: Liberty
Term Trust, Inc.- 1999.
(b)
(1) (2) (3)
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
Richard B. Fisher Director, Chaiman, Cheif Vice President
Federated Investors Tower Executive Officer, Chief
Pittsburgh, PA 15222-3779 Operating Officer, and
Asst. Treasurer, Federated
Securities Corp.
Edward C. Gonzales Director, Executive Vice Trustee, President,
Federated Investors Tower President, and Treasurer, and Treasurer
Pittsburgh, PA 15222-3779 Federated Securities
Corp.
John W. McGonigle Director, Executive Vice Vice President and
Federated Investors Tower President, and Assistant Secretary
Pittsburgh, PA 15222-3779 Secretary, Federated
Securities Corp.
John A. Staley, IV Executive Vice President Vice President
Federated Investors Tower and Assistant Secretary,
Pittsburgh, PA 15222-3779 Federated Securities Corp.
John B. Fisher President-Broker/Dealer, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
James F. Getz President-Institutional Sales, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Mark R. Gensheimer Executive Vice President of --
Federated Investors Tower Bank/Trust
Pittsburgh, PA 15222-3779 Federated Securities Corp.
(1) (2) (3)
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
James S. Hamilton Senior Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
James R. Ball Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Mark W. Bloss Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Richard W. Boyd Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Mary J. Combs Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Laura M. Deger Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Jill Ehrenfeld Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Theodore Fadool, Jr. Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Bryant R. Fisher Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Christopher T. Fives Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Joseph D. Gibbons Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
James M. Heaton Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
William E. Kugler Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Dennis M. Laffey Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
J. Michael Miller Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
R. Jeffery Niss Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Keith Nixon Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Michael P. O'Brien Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Solon A. Person, IV Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Robert F. Phillips Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Timothy C. Pillion Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Eugene B. Reed Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Paul V. Riordan Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Charles A. Robison Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
David W. Spears Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Brian L. Sullivan Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Thomas E. Territ Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Richard B. Watts Vice President, --
Federated Investors Tower Federated Securities Corp
Pittsburgh, PA 15222-3779
Name and Principal Positions and Offices Positions and Offices
Business Address With Underwriter With Registrant
R. Edmond Connell, Jr. Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Philip C. Hetzel Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
H. Joseph Kennedy Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
Sharon M. Morgan Assistant Vice President, --
Federated Investors Tower Federated Securities Corp.
Pittsburgh, PA 15222-3779
S. Elliott Cohan Secretary, Federated Assistant
Federated Investors Tower Securities Corp. Secretary
Pittsburgh, PA 15222-3779
(c) Not applicable.
Item 30. Location of Accounts and Records:
All accounts and records required to be maintained by Section 31(a)
of the Investment Company Act of 1940 and Rules 31a-1 through 31a-3
promulgated thereunder are maintained at one of the following
locations:
Registrant Federated Investors Tower
Federated Services Company Pittsburgh, PA
Federated Administrative Services 15222-3779
Bank of New York 48 Wall Street
("Custodian") New York, New York 10286
Bank South National Association
("Adviser") MC 676
P.O. Box 5092
Atlanta, Georgia 30302
Item 31. Management Services: Not applicable.
Item 32. Undertakings:
Registrant hereby undertakes to file a post-effective amendment,
using financial statements which need not be certified, within
four to six months from the effective date of Registrant's 1933
Act Registration Statement.
Registrant undertakes to hold a meeting of shareholders of
BankSouth Select Funds within sixteen months from its effective
date to provide, where appropriate, for election of Trustees,
approval of the investment advisory contract, ratification of the
selection of independent public accountants, and approval of the
12b-1 plan.
Registrant hereby undertakes to comply with the provisions of
Section 16(c) of the 1940 Act with respect to the removal of
Trustees and the calling of special shareholder meetings by
shareholders.
Registrant hereby undertakes to furnish each person to whom a
prospectus is delivered with a copy of the Registrant's latest
annual report to shareholders, upon request and without charge.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, PEACHTREE FUNDS, has
duly caused this Amendment to its Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, all in the
City of Pittsburgh and Commonwealth of Pennsylvania, on the 8th day of
April, 1994.
PEACHTREE FUNDS
BY: /s/C. Grant Anderson
C. Grant Anderson, Assistant Secretary
Attorney in Fact for John F. Donahue
April 8, 1994
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to its Registration Statement has been signed below by the
following person in the capacity and on the date indicated:
NAME TITLE DATE
By: /s/C. Grant Anderson
C. Grant Anderson Attorney In Fact April 8,
1994
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
Exhibit 1(iii) under Form N-1A
Exhibit 3 (a) under Item 601/Reg. S-K
PEACHTREE FUNDS
Amendment No. 2
DECLARATION OF TRUST
dated February 11, 1994
This Declaration of Trust is amended as follows:
A. Strike Section 2 (b) of Article I from the
Declaration of Trust and substitute in its place the
following:
"Section 2 . Definitions.
(b) The 'Trust' refers to 'Peachtree Funds'."
B. Strike Section 9 of Article XII from the Declaration of
Trust and substitute in its place the following:
"Section 9. Use of Name
The Trust acknowledges that Bank South, N.A. has reserved the
right to grant the
non-exclusive use of the name 'Peachtree Funds' or any derivative
thereof and all
other marks developed for and/or used in connection with the Trust
and/or any
Series or Class to any other investment company, investment
company portfolio,
investment adviser, distributor, or other business enterprise, and
to withdraw from the Trust or one or more Series or Classes any
right to the use of the name 'Peachtree Funds'. The name
'Peachtree Funds' and all such other marks shall belong solely to
Bank South, N.A. The use of the name 'Peachtree Funds' and such
marks shall be governed by a separate licensing agreement."
The undersigned Assistant Secretary of Peachtree
Funds hereby certifies that the above stated Amendment is a
true and correct Amendment to the Declaration of Trust, as
adopted by the Board of Trustees on the 11th day of February,
1994.
WITNESS the due execution hereof this 11th day of
February, 1994.
/s/ C. Grant Anderson
C. Grant Anderson
Assistant Secretary
