FIRST OMAHA FUNDS INC
AW, 1996-04-10
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[LETTERHEAD]

First National Bank of Omaha
One First National Center
Omaha, Nebraska 68102-1596
402-341-0500
Member FDIC

April 10, 1996



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Company:         First Omaha Funds, Inc.
File Number:     033-85982

Gentlemen:

Pursuant to Rule 477(a) of the Securities Act of 1933 (the "Act"), the above
named Registrant requests that the Post-Effective Amendment filed pursuant to
Rule 485(a), as identified below by its accession number, be withdrawn.

Registrant                         Accession Number                   Form Type
- ----------                         ----------------                   ---------
First Omaha Funds, Inc.            0000950137-96-000393               485APOS

This amendment, filed at 10:28 a.m. on March 29, 1996, incorrectly indicated
that it was being filed pursuant to Rule 485(a).  A corrected Post-Effective
Amendment filed under Rule 485(b) was transmitted at 8:56 p.m. on March 29,
1996 and was accepted by the SEC at 8:00 a.m. on April 1, 1996.  If you have
any questions, please do not hesitate to call Richard Snyder at (414) 226-2522.

Sincerely,



Marc Diehl
Trust Division Head

MD/kg

cc:     Randy Pavlick
        Don Burt
        Richard Synder


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