As filed via EDGAR with the Securities and Exchange Commission on October 24,
1997
Registration Nos. 33-84842
ICA No. 811-8798
==============================================================================
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. 16 [X]
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 16 [X]
(Check appropriate box or boxes)
THE BEAR STEARNS FUNDS
(Exact Name of Registrant as Specified in Charter)
245 Park Avenue
New York, New York 10167
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (212) 272-2000
copy to:
Ellen Arthur, Esq. Jay G. Baris, Esq.
Bear, Stearns & Co. Inc. Kramer, Levin, Naftalis & Frankel
245 Park Avenue 919 Third Avenue
New York, New York 10167 New York, New York 10022
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box)
_____ immediately upon filing pursuant to paragraph (b)
__X__ on November 26, 1997 pursuant to paragraph (b)
_____ 60 days after filing pursuant to paragraph (a)(1)
_____ on (date) pursuant to paragraph (a)(1)
_____ 75 days after filing pursuant to paragraph (a)(2)
_____ on (date) pursuant to paragraph (a)(2) of Rule 485.
If appropriate, check the following box:
__X__ this post-effective amendment designates a new effective date
for a previously filed post-effective amendment.
Registrant has registered an indefinite number of shares of its beneficial
interest under the Securities Act of 1933 pursuant to Section 24(f) of the
Investment Company Act of 1940. Registrant's Rule 24f-2 Notice for the fiscal
year ended March 31, 1997 was filed on May 27, 1997.
<PAGE>
THE BEAR STEARNS FUNDS
LARGE CAP VALUE PORTFOLIO
SMALL CAP VALUE PORTFOLIO
TOTAL RETURN BOND PORTFOLIO
THE INSIDERS SELECT FUND
S&P STARS PORTFOLIO
FOCUS LIST PORTFOLIO
CROSS REFERENCE SHEET
Pursuant to Rule 495(a)
under the Securities Act of 1933
N-1A Item No. Location
- ------------- --------
Part A Prospectus Caption
- ------ ------------------
The Registrant has filed the information required in the prospectuses in the
Post-Effective Amendment No. 14 to its Registration Statement on Form N-1A on
August 29, 1997, (accession #0000922423-97-000702) and is hereby incorporated by
reference. The Registrant has not amended its prospectuses.
Item 1. Cover Page Cover Page
Item 2. Synopsis Fee Table
Item 3. Condensed Financial Information Condensed Financial
Information
Item 4. General Description of Description of the
Registrant Fund; General
Information; Appendix
Item 5. Management of the Fund Management of the Fund
Item 5A. Management's Discussion of Performance Information
Fund's Performance
Item 6. Capital Stock and Other Not Applicable
Securities
Item 7. Purchase of Securities Being Alternative Purchase
Offered Methods; How to Buy
Shares
Item 8. Redemption or Repurchase How to Redeem Shares
Item 9. Pending Legal Proceedings Not Applicable
-ii-
<PAGE>
Statement of Additional
Part B Information Caption
- ------ -------------------
The Registrant has filed the information required in the statement of additional
information in the Post-Effective Amendment No. 14 to its Registration Statement
on Form N-1A on August 29, 1997, (accession #0000922423-97-000702) and is hereby
incorporated by reference. The Registrant has not amended its statements of
additional information.
Item 10. Cover Page Cover Page
Item 11. Table of Contents Table of Contents
Item 12. General Information and History Information About the
Fund
Item 13. Investment Objectives and Investment Objective
Policies and Management
Policies; Appendix
Item 14. Management of the Fund Management of the Fund
Item 15. Control Persons and Principal Information About the
Holders of Securities Fund
Item 16. Investment Advisory and Other Management
Services Arrangements;
Custodian, Transfer and
Dividend Disbursing
Agent, Counsel and
Independent Auditors
Item 17. Brokerage Allocation Portfolio Transactions
Item 18. Capital Stock and Other Not Applicable
Securities
Item 19. Purchase, Redemption and Pricing Management of the Fund;
of Securities Purchase and Redemption
of Shares; Determi-
nation of Net Asset
Value
Item 20. Tax Status Dividends,
Distributions and Taxes
Item 21. Underwriters Cover Page
Item 22. Calculation of Performance Data Performance Information
Item 23. Financial Statements Financial Statements
Part C
Information required to be included in Part C is set forth under the appropriate
Item, so numbered, in Part C of the Registration Statement.
-iii-
<PAGE>
EXPLANATORY NOTE
THE PURPOSE OF THIS FILING IS SOLELY TO DESIGNATE A NEW EFFECTIVE DATE FOR
POST-EFFECTIVE AMENDMENT NO. 14 TO REGISTRATION STATEMENT ON FORM N-1A OF THE
REGISTRANT. THE PROSPECTUSES AND STATEMENTS OF ADDITIONAL INFORMATION FOR EACH
FUND SUBJECT TO SUCH POST-EFFECTIVE AMENDMENT HAVE NOT BEEN AMENDED AND ARE
INCORPORATED BY REFERENCE HEREIN IN THEIR ENTIRETY.
-iv-
<PAGE>
THE BEAR STEARNS FUNDS
PART C. OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements:
Part A:
None.
Part B:
None.
(b) Exhibits:
EX-99.B1(a) Agreement and Declaration of Trust is
incorporated by reference to Exhibit
(1)(a) of Post-Effective Amendment No.
7 to the Registration Statement on
Form N- 1A filed electronically on
November 9, 1995, accession number
0000950130-95- 002359.
EX-99.B1(b) Amendment to Agreement and Declaration
of Trust is incorporated by reference
to Exhibit (1)(b) of Post-Effective
Amendment No. 7 to the Registration
Statement on Form N-1A filed
electronically on November 9, 1995,
accession number 0000950130-95-002359.
EX-99.B2 By-Laws are incorporated by reference
to Exhibit (2) of Post-Effective
Amendment No. 7 to the Registration
Statement on Form N-1A filed
electronically on November 9, 1995,
accession number 0000950130-95-002359.
EX-99.B3 None.
EX-99.B4 None.
EX-99.B5(a) Investment Advisory Agreement between
the Registrant and Bear Stearns Funds
Management Inc. ("BSFM") is
incorporated by reference to Exhibit
(5)(a) of Post- Effective Amendment
No. 7 to the Registration Statement on
Form N-1A filed electronically on
November 9, 1995, accession number
0000950130-95-002359.
EX-99.B5(b) Investment Advisory Agreement between
the Registrant and BSFM, with respect
to Prime Money Market Portfolio, is
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<PAGE>
incorporated by reference to Exhibit
(5)(b) of Post-Effective Amendment No.
13 to the Registration Statement on
Form N- 1A filed electronically on
July 29, 1997, accession number
0000922423-97-000633.
EX-99.B5(c) Form of Investment Advisory Agreement
between the Registrant and BSFM, with
respect to Balanced Portfolio, High
Yield Total Return Portfolio and
International Equity Portfolio is
incorporated by reference to Exhibit
(5)(c) of Post- Effective Amendment
No. 15 to the Registration Statement
on Form N-1A filed electronically on
October 1, 1997, accession number
0000922423-97-000815.
EX-99.B5(d) Administration Agreement between the
Registrant and BSFM is incorporated by
reference to Exhibit (5)(b) of Post-
Effective Amendment No. 7 to the
Registration Statement on Form N-1A
filed electronically on November 9,
1995, accession number 0000950130-95-
002359.
EX-99.B5(e) Administrative Services Agreement, as
amended, between the Registrant and
PFPC Inc. is incorporated by reference
to Exhibit (5)(c) of Post-Effective
Amendment No. 7 to the Registration
Statement on Form N-1A filed
electronically on November 9, 1995,
accession number 0000950130-95-002359.
EX-99.B6(a) Form of Distribution Agreement between
the Registrant and Bear, Stearns & Co.
Inc. is incorporated by reference to
Exhibit (6)(a) of Post-Effective
Amendment No. 15 to the Registration
Statement on Form N-1A filed
electronically on October 1, 1997,
accession number 0000922423-97-000815.
EX-99.B6(b) Form of Dealer Agreement is
incorporated by reference to Exhibit
(6)(b) of Post- Effective Amendment
No. 9 to the Registration Statement on
Form N-1A filed electronically on June
20, 1996, accession number
0000899681-96-000180.
EX-99.B7 None.
EX-99.B8 Custody Agreements between the
Registrant and Custodial Trust Company
are incorporated by reference to
Exhibit (8) of Post-Effective
Amendment No. 7 to the
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<PAGE>
Registration Statement on Form N-1A
filed electronically on November 9,
1995, accession number 0000950130-95-
002359.
EX-99.B9 None.
EX-99.B10 Opinion (including consent) of Stroock
& Stroock & Lavan is incorporated by
reference to Exhibit (10) of Post-
Effective Amendment No. 7 to the
Registration Statement on Form N-1A
filed electronically on November 9,
1995, accession number 0000950130-95-
002359.
EX-99.B11(a) None.
EX-99.B11(b) None.
EX-99.B12 None.
EX-99.B13 None.
EX-99.B14 None.
EX-99.B15(a) Form of Distribution and Shareholder
Servicing Plan is incorporated by
reference to Exhibit (15)(a) of Post-
Effective Amendment No. 15 to the
Registration Statement on Form N-1A
filed electronically on October 1,
1997, accession number 0000922423-97-
000815.
EX-99.B15(b) Form of Distribution Plan is
incorporated by reference to Exhibit
(15)(b) of Post-Effective Amendment
No. 15 to the Registration Statement
on Form N-1A filed electronically on
October 1, 1997, accession number
0000922423-97- 000815.
EX-99.B16 Schedules of Computation of
Performance Data are incorporated by
reference to Exhibit (16) of Post
Effective Amendment No. 5 to the
Registration Statement on Form N-1A
filed September 1, 1995 and to Exhibit
(16) of Post-Effective Amendment No. 7
to the Registration Statement on Form
N-1A filed electronically on November
9, 1995, accession number
0000950130-95-002359.
EX-99.B17 None.
EX-99.B18 Rule 18f-3 Plan, as revised is
incorporated by reference to Exhibit
18 of Post-Effective Amendment No. 15
to the
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<PAGE>
Registration Statement on Form N-1A
filed electronically on October 1,
1997, accession number 0000922423-97-
000815.
Other Exhibits:
EX-99.A Certificate of Corporate Secretary is
incorporated by reference to Other
Exhibit (a) of Post-Effective
Amendment No. 7 to the Registration
Statement on Form N-1A filed
electronically on November 9, 1995,
accession number 0000950130-95-002359.
EX-99.B Power of Attorney of Michael Minikes
is incorporated by reference to Other
Exhibit (b) of Post-Effective
Amendment No. 15 to the Registration
Statement on Form N-1A filed
electronically on October 1, 1997,
accession number 0000922423-97-
000815. Powers of attorney are
incorporated by reference to Other
Exhibit (b) of Post-Effective
Amendment No. 7 to the Registration
Statement on Form N-1A filed
electronically on November 9, 1995,
accession number 0000950130-95-002359
and to Other Exhibit (b) of
Post-Effective Amendment No. 8 to the
Registration Statement on Form N-1A
filed electronically on April 12,
1996, accession number 0000950130-96-
001230.
Item 25. Persons Controlled by or Under Common Control with
Registrant
--------------------------------------------------
Not Applicable
Item 26. Number of Holders of Securities
-------------------------------
(1) (2)
Number of Record
Holders as of
Title of Class September 23, 1997
-------------- ------------------
Shares of beneficial interest,
$.001 par value per share,
of the following portfolios:
S&P STARS Portfolio--Class A 4,751
S&P STARS Portfolio--Class C 2,899
S&P STARS Portfolio--Class Y 485
Large Cap Value Portfolio--Class A 197
Large Cap Value Portfolio--Class C 211
Large Cap Value Portfolio--Class Y 120
Small Cap Value Portfolio--Class A 946
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<PAGE>
Small Cap Value Portfolio--Class C 869
Small Cap Value Portfolio--Class Y 327
Total Return Bond Portfolio--Class A 102
Total Return Bond Portfolio--Class C 73
Total Return Bond Portfolio--Class Y 40
The Insiders Select Fund--Class A 1,420
The Insiders Select Fund--Class C 639
The Insiders Select Fund--Class Y 102
Focus List Fund--Class A 0
Focus List Fund--Class Y 0
Prime Money Market Portfolio--Class Y 4
Item 27. Indemnification
---------------
Reference is made to Article VIII of the Registrant's
Declaration of Trust (filed as Exhibit 1(a) to Registrant's Post- Effective
Amendment No. 7 filed electronically on November 9, 1995, accession number
0000950130-95-002359 and incorporated herein by reference). The application of
these provisions is limited by Article 10 of the Registrant's By-Laws (filed as
Exhibit 2 to Registrant's Post-Effective Amendment No. 7 filed electronically on
November 9, 1995, accession number 0000950130-95-002359 and incorporated herein
by reference) and by the following undertaking set forth in the rules
promulgated by the Securities and Exchange Commission:
Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to trustees, officers
and controlling persons of the registrant pursuant to the
foregoing provisions, or otherwise, the registrant has been
advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as
expressed in such Act and is, therefore, unenforceable. In the
event that a claim for indemnification against such
liabilities (other than the payment by the registrant of
expenses incurred or paid by a trustee, officer or controlling
person of the registrant in the successful defense of any
action, suit or proceeding) is asserted by such trustee,
officer or controlling person in connection with the
securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it
is against public policy as expressed in such Act and will be
governed by the final adjudication of such issue.
Reference also is made to the Distribution Agreement
previously filed as Exhibit 6(a) to Registrant's Post-Effective Amendment No. 7
filed electronically on November 9, 1995, accession number 0000950130-95-002359
and incorporated herein by reference.
Item 28(a). Business and Other Connections of Investment Adviser
----------------------------------------------------
Registrant is fulfilling the requirement of this Item 28(a) to
provide a list of the officers and directors of Bear Stearns Funds
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<PAGE>
Management Inc. ("BSFM"), the investment adviser of the Registrant, together
with information as to any other business, profession, vocation or employment of
a substantial nature engaged in by BSFM or those of its officers and directors
during the past two years, by incorporating by reference the information
contained in the Form ADV filed with the SEC pursuant to the Investment Advisers
Act of 1940 by BSFM (SEC File No. 801-29862).
Item 29. Principal Underwriters
----------------------
(a) Bear, Stearns & Co. Inc. ("Bear Stearns") acts as
principal underwriter or depositor for the following investment
companies:
o Bear Stearns Investment Trust -- Emerging Markets Debt
Portfolio
o Managed Income Securities Plus Fund, Inc.
(b) Set forth below is a list of each executive officer and
director of Bear Stearns. All Directors and Executive Officers are also Senior
Managing Directors. The principal business address of each such person is 245
Park Avenue, New York, New York 10167, except as set forth below.
Positions and Positions and
Offices with Offices with
Name Bear Stearns Registrant
- ---- ------------ ----------
Directors
- ---------
James E. Cayne
Alan C. Greenberg Chairman of the Board
John L. Knight
Mark E. Lehman
Alan D. Schwartz
Warren J. Spector
John H. Slade Director Emeritus
Executive Officers
Alan C. Greenberg Chairman of the Board
James E. Cayne Chief Executive
Officer/President
William J. Montgoris Chief Operating Executive Vice
Officer President
Mark E. Lehman Executive Vice President/
General Counsel/Chief Legal
Officer
Alan D. Schwartz Executive Vice
President
Warren J. Spector Executive Vice
President
Kenneth L. Edlow Secretary
Michael Minikes Treasurer Trustee
Michael J. Abatemarco1 Controller/Assistant
Secretary
Samuel L. Molinaro, Jr. Chief Financial Officer/
Senior Vice President -
Finance
Frederick B. Casey Assistant Treasurer
- ---------------
1 Michael J. Abatemarco's principal business address is 1 Metrotech
Center North, Brooklyn, New York 11201-3859.
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<PAGE>
Item 30. Location of Accounts and Records
--------------------------------
1. Bear Stearns Funds Management Inc.
245 Park Avenue
New York, New York 10167
2. The Bear Stearns Funds
245 Park Avenue
New York, New York 10167
3. Custodial Trust Company
101 Carnegie Center
Princeton, New Jersey 08540
4. PFPC Inc.
Bellevue Corporate Center
400 Bellevue Parkway
Wilmington, Delaware 19809
Item 31. Management Services
-------------------
Not Applicable
Item 32. Undertakings
------------
Registrant hereby undertakes
(1) to call a meeting of shareholders for the purpose of
voting upon the question of removal of a trustee or
trustees when requested in writing to do so by the
holders of at least 10% of the Registrant's
outstanding shares of beneficial interest and in
connection with such meeting to comply with the
provisions of Section 16(c) of the Investment Company
Act of 1940 relating to shareholder communications;
and
(2) to furnish each person to whom a prospectus is
delivered with a copy of its most current annual
report to shareholders, upon request and without
charge.
(3) None.
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and
the Investment Company Act of 1940, the Registrant certifies that it meets all
of the requirememtns for effectiveness of the Amendment to the Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly
caused this Amendment to Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of New York and State of
New York on the 24th day of October, 1997.
THE BEAR STEARNS FUNDS
(Registrant)
By: /s/Robert S. Reitzes
---------------------
Robert S. Reitzes
President
Pursuant to the requirements of the Securities Act of 1933,
this Amendment to Registration Statement has been signed below by the following
persons in the capacities and on the dates indicated.
/s/Robert S. Reitzes President (Principal October 24, 1997
- --------------------- Executive Officer)
Robert S. Reitzes
/s/Frank J. Maresca Vice President and October 24, 1997
- --------------------- Treasurer (Principal
Frank J. Maresca Financial and
Accounting Officer)
*
- --------------------- Trustee
Peter M. Bren
*
- --------------------- Trustee
Alan J. Dixon
*
- --------------------- Trustee
John R. McKernan, Jr.
*
- --------------------- Trustee
M.B. Oglesby, Jr.
*
- --------------------- Trustee
Michael Minikes
*By: /s/Frank J. Maresca October 24, 1997
-------------------
Frank J. Maresca,
Attorney-in-Fact
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