<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION on November 17, 1995
File No. 33-94412
File No. 811-9068
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 1
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No.
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TRANS ADVISER FUNDS, INC.
(Exact Name of Registrant as Specified in its Charter)
P.O. Box 90001, Bowling Green, Kentucky 42102-9001
(Address of Principal Executive Office)
Registrant's Telephone Number, including Area Code: 502-781-5000
Thomas A. Trantum
Mastrapasqua & Associates
1801 West End Avenue, 18th Floor
Nashville, Tennessee 37203
(Name and Address of Agent for Service)
Copies of Communications to:
Carl Frischling, Esq.
Kramer, Levin, Naftalis, Nessen, Kamin & Frankel
919 Third Avenue
New York, New York 10022
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It is proposed that this filing will become effective:
X immediately upon filing pursuant to Rule 485, paragraph (b)
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on [ ] pursuant to Rule 485, paragraph (b)
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60 days after filing pursuant to Rule 485, paragraph (a)(i)
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on [ ] pursuant to Rule 485, paragraph (a)(i)
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75 days after filing pursuant to Rule 485, paragraph (a)(ii)
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on [ ] pursuant to Rule 485, paragraph (a)(ii)
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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 beneficial interest
under the Securities Act of 1933 pursuant to Rule 24f-2 under the Investment
Company Act of 1940. Accordingly, no fee is payable herewith. A Rule 24f-2
Notice for the Registrant's fiscal year ending August 31, 1996 will be filed
with the Commission on or before December 31, 1996.
<PAGE>
Calculation of Registration Fee
TRANS ADVISER FUNDS, INC.
<TABLE>
<CAPTION>
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Proposed
Title of Amount of Maximum Proposed Amount
Securities Securities Offering Maximum of
Being Being Price per Offering Registration
Series of Registrant Registered Registered Share (1) Price (2) Fee (3)
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<S> <C> <C> <C> <C> <C>
Money Market Fund Common Stock 175,000,000 $ 1.00 $ 175,000,000 $35,000.00
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</TABLE>
(1) Computed under Rule 457(d) of the Securities Act of 1933, as amended, on
the basis of the offering price per share at the close of business on November
3, 1995.
(2) Registrant elects to calculate the maximum aggregate offering price
pursuant to Rule 24e-2 under the Investment Company Act of 1940, as amended.
(3) During the previous fiscal year, no shares were redeemed. Accordingly, no
shares were used for reductions pursuant to Rule 24e-2(a) or Rule 24f-2(c) and
no shares are used for the reduction of the fee herewith.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this amendment to
the Registration Statement on Form N-1A to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Louisville, and the State
of Kentucky on this 14th day of November, 1995.
TRANS ADVISER FUNDS, INC.
By: /S/ THOMAS A. TRANTUM
Thomas A. Trantum
President (Principal Executive
Officer)
As required by the Securities Act of 1933, this amendment to the Registration
Statement has been signed by the following persons in the capacities indicated
on the 14th day of November, 1995.
SIGNATURES TITLE
/S/ THOMAS A. TRANTUM President (Principal
--------------------------- Executive Officer)
Thomas A. Trantum
/S/ MICHAEL D. MARTINS Treasurer (Principal
--------------------------- Financial Officer)
Michael D. Martins
* GORDON B. DAVIDSON Chairman of the Board and Director
---------------------------
Gordon B. Davidson
Director
---------------------------
Jerry E. Baker
* WILLIAM H. LOMICKA Director
---------------------------
William H. Lomicka
* CHARLES K. MCCLURE, III Director
---------------------------
Charles K. McClure, III
Director
---------------------------
Aubrey B. Preston
*By: /S/ JULES BUCHWALD
---------------------------
Power of Attorney (filed in pre-effective
amendment number 2)
<PAGE>
INDEX TO EXHIBITS
Exhibit Description
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10 Opinion of Counsel
Other Exhibit Power of Attorney of William H. Lomicka
Other Exhibit Power of Attorney of Charles K. McClure III
Other Exhibit Power of Attorney of Gordon B. Davidson
<PAGE>
Exhibit 10.
November 14, 1995
Trans Adviser Funds, Inc.
P.O. Box 90001
Bowling Green, Kentucky 42102-9001
Dear Sirs:
As assistant secretary of Trans Adviser Funds, Inc. (the "Fund"), a
Maryland corporation, and counsel for Forum Financial Services, Inc. ("Forum"),
administrator of the Fund, I have acted as counsel for the Fund in connection
with the registration of the additional shares of common stock, $0.001 par value
(the "Shares"), as listed in Post-Effective Amendment Number 1 to the Fund's
Registration Statement under the Securities Act of 1933, as amended (the "1933
Act").
As such, I have participated in the preparation of Post-Effective
Amendment No. 1 to the Fund's Registration Statement (File No. 33-94412) on Form
N-1A relating to the Shares and have examined and relied upon such corporate
records of the Fund and other documents and certificates as to factual matters I
have deemed to be necessary to render the opinion expressed herein.
Based on such examination, I am of the opinion that the Shares being
registered by Post-Effective Amendment No. 1 to the Fund's Registration
Statement are duly authorized and unissued shares of common stock, and when the
Shares have been duly sold, issued and paid for as contemplated in a Prospectus
forming a part of an effective Registration Statement of the Fund under the 1933
Act, the Shares will have been validly and legally issued (assuming that none of
the Shares is sold at a time when such sale would cause the fund to have
outstanding more than the number of shares of common stock authorized to be
issued by the Fund's Articles of Incorporation) and will be fully paid and non-
assessable shares of common stock of the Fund under the laws of the State of
Maryland.
My opinion above stated is expressed as a member of the bar of the
State of Maine. I hereby consent to the filing of this opinion with the
Securities and Exchange Commission as an exhibit to said Post-Effective
Amendment No. 1 to the Fund's Registration Statement.
Sincerely,
/s/ David I. Goldstein
David I. Goldstein
Counsel, Forum Financial Services, Inc.
Assistant Secretary, Trans Adviser Funds,
Inc.
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and appoints
Carl Frischling, Jules Buchwald or Joanne Doldo, and each of them, his true and
lawful attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities as a director of TRANS ADVISER FUNDS, INC.. a Maryland corporation,
to sign on his or its behalf any and all Registration Statements (including any
pre-effective and post-effective amendments) under the Securities Act of 1933,
the Investment Company Act of 1940 and any amendments or supplements thereto,
and other documents in connection therewith, and to file the same, with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, and each of them, may lawfully do or cause to be done by virtue hereof.
DATED this 12 day of September, 1995
/s/ William H. Lomicka
----------------------
William H. Lomicka
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and appoints
Carl Frischling, Jules Buchwald or Joanne Doldo, and each of them, his true and
lawful attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities as a director of TRANS ADVISER FUNDS, INC.. a Maryland corporation,
to sign on his or its behalf any and all Registration Statements (including any
pre-effective and post-effective amendments) under the Securities Act of 1933,
the Investment Company Act of 1940 and any amendments or supplements thereto,
and other documents in connection therewith, and to file the same, with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, and each of them, may lawfully do or cause to be done by virtue hereof.
DATED this 8th day of September, 1995.
/s/ Charles K. McClure, III
---------------------------
Charles K. McClure, III
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and appoints
Carl Frischling, Jules Buchwald or Joanne Doldo, and each of them, his true and
lawful attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities as a director of TRANS ADVISER FUNDS, INC.. a Maryland corporation,
to sign on his or its behalf any and all Registration Statements (including any
pre-effective and post-effective amendments) under the Securities Act of 1933,
the Investment Company Act of 1940 and any amendments or supplements thereto,
and other documents in connection therewith, and to file the same, with all
exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and
agents, and each of them, full power and authority to do and perform each and
every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents, and each of them, may lawfully do or cause to be done by virtue hereof.
DATED this 8th day of September, 1995.
/s/ Gordon B. Davidson
----------------------
Gordon B. Davidson
