PEACHTREE FUNDS
Federated Investors
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
November 16, 1995
EDGAR Operations Branch
Securities and Exchange Commission
Division of Investment Management
450 Fifth Street, Northwest
Washington, DC 20549
RE: Rule 24f-2 Notice for PEACHTREE FUNDS
1933 Act File No. 33-50635
1940 Act File No. 811-7101
Dear Sir or Madam:
Pursuant to the provisions of Rule 24f-2 of the Investment Company Act of
1940, I enclose the Rule 24f-2 Notice for Peachtree Funds.
Since the aggregate sales price of securities sold by the fund during the
period for which the Rule 24f-2 Notice is filed exceeded the aggregate
redemption price of securities redeemed, an additional filing fee in the amount
of $9,555 pursuant to Rule 24f-2(c) has been remitted to the U.S. Treasury
Lockbox at Mellon Bank in Pittsburgh.
As required by Rule 24f-2(b)(1)(v), a conformed opinion of counsel has been
electronically filed herewith which indicates whether the securities, the
registration of which this Notice makes definite in number, were legally issued,
fully paid and non-assessable.
Very truly yours,
/s/ C. Grant Anderson
C. Grant Anderson
Assistant Secretary
Enclosures
cc: Charles H. Morin, Esquire
Matthew G. Maloney, Esquire
FEDERATED ADMINISTRATIVE
SERVICES
FEDERATED INVESTORS TOWER
PITTSBURGH, PA 15222-3779
412-288-1900
November 16, 1995
The Peachtree Funds
Federated Investors Tower
Pittsburgh, PA 15222-3779
Gentlemen:
You have requested my opinion for use in conjunction with a Rule 24f-2
Notice for The Peachtree Funds ("Trust") to be filed in respect of shares of the
Trust ("Shares") sold for the fiscal year ended September 30, 1995, pursuant to
the Trust's registration statement filed with the Securities and Exchange
Commission ("SEC") under the Securities Act of 1933 (File No. 33-50635)
("Registration Statement").
In its Registration Statement, the Trust elected to register an indefinite
number of shares pursuant to the provisions of Investment Company Act Rule 24f-
2.
As counsel I have participated in the preparation and filing of the Trust's
amended Registration Statement under the Securities Act of 1933. Further, I have
examined and am familiar with the provisions of the Declaration of Trust dated
September 22, 1993 ("Declaration of Trust"), the Bylaws of the Trust and such
other documents and records deemed relevant. I have also reviewed questions of
law and consulted with counsel thereon as deemed necessary or appropriate by me
for the purposes of this opinion.
On the basis of the foregoing, it is my opinion the Shares sold for the
fiscal year ended September 30, 1995, registration of which the Rule 24f-2
Notice makes definite in number, were legally issued, fully paid and non-
assessable by the Trust.
I hereby consent to the filing of this opinion as an exhibit to the Rule
24f-2 Notice referred to above, the Registration Statement of the Trust and to
any application or registration statement filed under the securities laws of any
of the States of the United States.
The foregoing opinion is limited to the Federal laws of the United States
and the laws of the Commonwealth of Massachusetts, and I am expressing no
opinion as to the effect of the laws of any other jurisdiction.
Very truly yours,
/s/ C. Grant Anderson
C. Grant Anderson