FIRST OMAHA FUNDS INC
AW, 1996-04-03
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<PAGE>   1

(letterhead)
FIRST OMAHA FAMILY OF FUNDS
P.O. BOX 419022
KANSAS CITY, MISSOURI  64141-6022
1-800-OMAHA-03


April 3, 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Rule 485(a), as identified below by its accession number, be withdrawn.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 me at (414) 226-2522.

Sincerely,



Richard P. Snyder
Vice President and Treasurer

RPS/kg

cc:      Randy Pavlick
         Don Burt


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