0000021847-01-500189.txt : 20011101 0000021847-01-500189.hdr.sgml : 20011101 ACCESSION NUMBER: 0000021847-01-500189 CONFORMED SUBMISSION TYPE: 485APOS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011031 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIBERTY FUNDS TRUST II CENTRAL INDEX KEY: 0000315665 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 046452949 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 485APOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-66976 FILM NUMBER: 1772311 BUSINESS ADDRESS: STREET 1: ONE FINANCIAL CTR CITY: BOSTON STATE: MA ZIP: 02111 BUSINESS PHONE: 6174263750 FORMER COMPANY: FORMER CONFORMED NAME: COLONIAL MONEY MARKET FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: COLONIAL TRUST II DATE OF NAME CHANGE: 19920505 FORMER COMPANY: FORMER CONFORMED NAME: COLONIAL TRUST II / DATE OF NAME CHANGE: 19950926 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIBERTY FUNDS TRUST II CENTRAL INDEX KEY: 0000315665 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 046452949 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 485APOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-03009 FILM NUMBER: 1772312 BUSINESS ADDRESS: STREET 1: ONE FINANCIAL CTR CITY: BOSTON STATE: MA ZIP: 02111 BUSINESS PHONE: 6174263750 FORMER COMPANY: FORMER CONFORMED NAME: COLONIAL MONEY MARKET FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: COLONIAL TRUST II DATE OF NAME CHANGE: 19920505 FORMER COMPANY: FORMER CONFORMED NAME: COLONIAL TRUST II / DATE OF NAME CHANGE: 19950926 485APOS 1 pea57_extension.txt N-1A FILING Registration Numbers: 2-66976 811-3009 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. 57 [ X ] -------------- REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ X ] Amendment No. 57 [ X ] ------------ LIBERTY FUNDS TRUST II ---------------------- (Exact Name of Registrant as Specified in Charter) One Financial Center, Boston, Massachusetts 02111 ------------------------------------------------- (Address of Principal Executive Offices) (617) 426-3750 (Registrant's Telephone Number, Including Area Code) Name and Address of Agent for Service: Copy to: -------------------------------------- -------- William J. Ballou, Esquire John M. Loder, Esquire Colonial Management Associates, Inc. Ropes & Gray One Financial Center One International Place Boston, Massachusetts 02111 Boston, Massachusetts 02110-2624 It is proposed that this filing will become effective (check appropriate box): [ ] immediately upon filing pursuant to paragraph (b) [ ] on [date] pursuant to paragraph (b) [ X ] 60 days after filing pursuant to paragraph (a)(1) [ ] on [date] pursuant to paragraph (a)(1) of Rule 485 [ ] 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: [ ] this post-effective amendment designates a new effective date for a previously filed post-effective amendment. This Post-Effective Amendment hereby incorporates by reference the following documents that are contained in Post-Effective Amendment No. 49 to the registration statement on Form N-1A of Liberty Funds Trust II (File Nos. 811-3009 and 2-66976), filed with the Securities and Exchange Commission on January 26, 2001, (Accession Number 0000021832-01-000029)(the "Registration Statement") : With respect to the Liberty Daily Income Fund (formerly, Liberty Income II Fund), Part A (Prospectus) and Part B (Statement of Additional Information) of the Registration Statement. PART C. OTHER INFORMATION Item 23. Exhibits: Liberty Daily Income Fund (LDIF) (a)(1) Amendment No. 5 to the Agreement and Declaration of Trust (6) (a)(2) Amendment No. 6 to the Agreement and Declaration of Trust (7) (a)(3) Amendment No. 7 to the Agreement and Declaration of Trust (9) (b) Amended By-Laws dated 6/20/01 (c) Form of Specimen of Share Certificate - filed as Exhibit 4 in Part C, Item 24(b) of Post-Effective Amendment No. 45 to the Registration Statement on Form N-1A of Liberty Funds Trust IV (File Nos. 2-62492 and 811-2865), filed with the Commission on or about March 21, 1997, and is hereby incorporated by reference and made a part of this Registration Statement (d) Management Agreement between Liberty Funds Trust II on behalf of LDIF and Stein Roe and Farnham, Incorporated* (e)(1) Distribution Agreement between the Registrant and Liberty Funds Distributor, Inc. - filed as Exhibit 6.(a) in Part C, Item 24(b) of Post-Effective Amendment No. 17 to the Registration Statement on Form N-1A of Liberty Funds Trust VI (File Nos. 33-45117 and 811-6529), filed with the Commission on or about May 24, 1999, and is hereby incorporated by reference and made a part of this Registration Statement (e)(2) Appendix I to the Distribution Agreement between the Registrant and Liberty Funds Distributor, Inc.* (e)(3) 12b-1 Plan Implementing Agreement between the Registrant and Liberty Funds Distributor, Inc. - filed as Exhibit 6.(b) in Part C, Item 24(b) of Post-Effective Amendment No. 17 to the Registration Statement on Form N-1A of Liberty Funds Trust VI (File Nos. 33-45117 and 811-6529), filed with the Commission on or about May 24, 1999, and is hereby incorporated by reference and made a part of this Registration Statement (e)(4) Appendix I to the 12b-1 Plan Implementing Agreement between the Registrant and Liberty Funds Distributor, Inc.* (e)(5) Form of Selling Agreement with Liberty Funds Distributor, Inc. - filed as Exhibit 6.(b) in Part C, Item 24(b) of Post-Effective Amendment No. 49 to the Registration Statement on Form N-1A of Liberty Funds Trust I (File Nos. 2-41251 and 811-2214), filed with the Commission on or about November 20, 1998, and is hereby incorporated by reference and made a part of this Registration Statement (e)(6) Form of Asset Retention Agreement - filed as Exhibit 6.(d) in Part C, Item 24(b) of Post-Effective Amendment No. 10 to the Registration Statement on Form N-1A of Liberty Funds Trust VI (File Nos. 33-45117 and 811-6529), filed with the Commission on or about September 27, 1996, and is hereby incorporated by reference and made a part of this Registration Statement (f) Not Applicable (g) Form of Custodian Contract between Registrant and State Street Bank and Trust Company* (h)(1) Amended and Restated Shareholders' Servicing and Transfer Agent Agreement as amended with Liberty Funds Services, Inc. - filed as Exhibit 9(b) in Part C, Item 24(b) of Post-Effective Amendment No. 10 to the Registration Statement on Form N-1A of Liberty Funds Trust VI (File Nos. 33-45117 and 811-6529), filed with the Commission on or about September 27, 1996, and is hereby incorporated by reference and made a part of this Registration Statement (h)(2) Amendment No. 18 to Schedule A of Amended and Restated Shareholders' Servicing and Transfer Agent Agreement as amended - filed as Exhibit (h)(2) in Part C, Item 23 of Post-Effective Amendment No. 62 to the Registration Statement on Form N-1A of Liberty Funds Trust I (File Nos. 2-41251 and 811-2214), filed with the Commission on or about May 17, 2000, and is hereby incorporated by reference and made a part of this Registration Statement (h)(3) Amendment No. __ to Appendix I of Amended and Restated Shareholders' Servicing and Transfer Agent Agreement as amended* (h)(4) Pricing and Bookkeeping Agreement with Colonial Management Associates, Inc. - filed as Exhibit 9(b) in Part C, Item 24(b) of Post-Effective Amendment No. 10 to the Registration Statement of Form N-1A of Liberty Funds Trust VI (File Nos. 33-45117 and 811-6529), filed with the Commission on or about September 27, 1996, and is hereby incorporated by reference and made a part of this Registration Statement (h)(5) Amendment to Pricing and Bookkeeping Agreement dated July 1, 2001 - filed as Exhibit (h)(5) in Part C, Item 23 of Post- Effective Amendment No. 23 to the Registration Statement on Form N-1A of Liberty Funds Trust VI (File Nos. 33-45117 & 811-6529), filed with the Commission on or about August 31, 2001, and is hereby incorporated by reference and made a part of this Registration Statement (h)(6) Amendment to Appendix I of Pricing and Bookkeeping Agreement* (h)(7) Amended and Restated Credit Agreement with Bank of America - filed as Exhibit (h)(7) in Part C, Item 23 of Post-Effective Amendment No. 110 to the Registration Statement on Form N-1A of Liberty Funds Trust III (File Nos. 2-15184 and 811-881), filed with the Commission on or about August 12, 1999, and is hereby incorporated by reference and made part of this Registration Statement (h)(8) Amendment dated June 30, 2000 to the Amended and Restated Credit Agreement - filed as Exhibit (h)(9) in Part C, Item 23 of Post-Effective Amendment No. 115 to the Registration Statement on Form N-1A of Liberty Funds Trust III (File Nos. 2-15184 and 811-881), filed with the Commission on or about October 4, 2000, and is hereby incorporated by reference and made part of this Registration Statement (h)(9) Second Amendment dated January 26, 2001 to the Amended and Restated Credit Agreement with Bank of America, N.A. - filed as Exhibit (h)(8) in Part C, Item 23 of Post-Effective Amendment No. 64 to the Registration Statement on Form N-1A of Liberty Funds Trust I (File Nos. 2-41251 and 811-2214), filed with the Commission on or abut February 27, 2001, and is hereby incorporated by reference and made a part of this Registration Statement (h)(10) Third Amendment dated May 14, 2001 to the Amended and Restated Credit Agreement with Bank of America, N.A. - filed as Exhibit (h)(9) in Part C, Item 23 of Post-Effective Amendment No. 30 to the Registration Statement on Form N-1A of Liberty Funds Trust V (File Nos. 33-12109 and 811-5030), filed with the Commission on or about May 23, 2001, and is hereby incorporated by reference and made a part of this Registration Statement. (h)(11) Fourth Amendment dated June 1, 2001 to the Amended and Restated Credit Agreement with Bank of America, N.A. - filed as Exhibit (h)(11) in Part C, Item 23 of Post- Effective Amendment No. 23 to the Registration Statement on Form N-1A of Liberty Funds Trust VI (File Nos. 33-45117 & 811-6529), filed with the Commission on or about August 31, 2001, and is hereby incorporated by reference and made a part of this Registration Statement (h)(12) Administration Agreement with Colonial Management Associates Inc. (LDIF)* (i) Opinion and Consent of Counsel (with respect to LDIF)* (j) Not Applicable (k) Not Applicable (l) Not Applicable (m) Rule 12b-1 Distribution Plan* (n) Not applicable (o) Plan pursuant to Rule 18f-3(d) under the Investment Company Act of 1940 - filed as Exhibit (o) in Part C, Item 23 of Post-Effective Amendment No. 63 to the Registration Statement on Form N-1A of Liberty Funds Trust I (File Nos. 2-41251 and 811-2214), filed with the Commission on or about July 19, 2000, and is hereby incorporated by reference and made a part of this Registration Statement (p) Code of Ethics of the Liberty Financial Companies: Colonial, Stein Roe, Crabbe Huson, Newport, the Funds and Liberty Funds Distributor, Inc. (10) Power of Attorney for: Douglas A. Hacker, Janet Langford Kelly, Richard W. Lowry, Salvatore Macera, William E. Mayer, Charles R. Nelson, John J. Neuhauser, Joseph R. Palombo, Thomas E. Stitzel, Thomas C. Theobald and Anne-Lee Verville (10) * To be filed by amendment. Not all footnotes listed below will be applicable to this filing. (1) Incorporated by reference from Post-Effective Amendment No. 24 filed on December 11, 1995. (2) Incorporated by reference from Post-Effective Amendment No. 25 filed on March 20, 1996. (3) Incorporated by reference to Post-Effective Amendment No. 29 filed on March 11, 1997. (4) Incorporated by reference to Post-Effective Amendment No. 30 filed on June 23, 1997. (5) Incorporated by reference to Post-Effective Amendment No. 33 filed on December 22, 1997. (6) Incorporated by reference to Post-Effective Amendment No. 36 filed on October 30, 1998. (7) Incorporated by reference to Post-Effective Amendment No. 41 filed on August 27, 1999. (8) Incorporated by reference to Post-Effective Amendment No. 45 filed on December 29, 1999. (9) Incorporated by reference to Post-Effective Amendment No. 50 filed on April 10, 2001. (10) Incorporated by reference to Post-Effective Amendment No. 56 filed on October 26, 2001. Item 24. Persons Controlled by or under Common Group Control with Registrant None Item 25. Indemnification See Article VIII of Amendment No. 5 to the Agreement and Declaration of Trust filed as Exhibit (a)(1) hereto. ITEM 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER. Stein Roe & Farnham Incorporated ("Stein Roe"), the investment advisor, is a wholly owned subsidiary of Liberty Funds Group LLC ("LFG"), which is a wholly owned subsidiary of Liberty Financial Services, Inc., which is a wholly owned subsidiary of Liberty Financial Companies, Inc., which is a majority owned subsidiary of LFC Management Corporation, which is a wholly owned subsidiary of Liberty Corporate Holdings, Inc., which is a wholly owned subsidiary of LFC Holdings, Inc., which is a wholly owned subsidiary of Liberty Mutual Equity Corporation, which is a wholly owned subsidiary of Liberty Mutual Insurance Company. Stein Roe acts as investment adviser to individuals, trustees, pension and profit- sharing plans, charitable organizations, and other investors. In addition to Registrant, it also acts as investment adviser to other investment companies having different investment policies. For a two-year business history of officers and directors of Stein Roe, please refer to the Form ADV of Stein Roe & Farnham Incorporated and to the section of the statement of additional information (Part B) entitled "Investment Advisory and Other Services," or "Management of the Funds," as applicable. Certain directors and officers of Stein Roe also serve and have during the past two years served in various capacities as officers, directors, or trustees of Liberty Funds Services, Inc., of Colonial Management Associates, Inc. (which is a subsidiary of LFG), and of the Registrant and other investment companies managed wholly or in part by Stein Roe. (The listed entities are located at One South Wacker Drive, Chicago, Illinois 60606, except for Colonial Management Associates, Inc., each Trust and Stein Roe Floating Rate Limited Liability Company, are located at One Financial Center, Boston, MA 02111). A list of such capacities is given below.
POSITION FORMERLY HELD WITHIN CURRENT POSITION PAST TWO YEARS ------------------- -------------- LIBERTY FUNDS SERVICES INC. Stephen E. Gibson Director Joseph R. Palombo Director COLONIAL MANAGEMENT ASSOCIATES, INC. Stephen E. Gibson Chairman, President and Chief Executive Officer Loren A. Hansen Senior Vice President Joseph R. Palombo Executive Vice President Michael Bissonnette Senior Vice President Bonny E. Boatman Senior Vice President Carl C. Ericson Senior Vice President Leslie W. Finnemore Senior Vice President Fred J. Franklin Senior Vice President Brian Hartford Senior Vice President Harvey B. Hirschhorn Senior Vice President Michael T. Kennedy Senior Vice President Sharon Lenzi Senior Vice President William C. Loring, Jr. Senior Vice President Maureen Newman Senior Vice President Laura Ostrander Senior Vice President David O'Brien Senior Vice President Scott B. Richards Senior Vice President Scott Schermerhorn Senior Vice President Gary Swayze Senior Vice President LIBERTY-STEIN ROE FUNDS INCOME TRUST; LIBERTY-STEIN ROE FUNDS INVESTMENT TRUST, LIBERTY-STEIN ROE ADVISOR TRUST, LIBERTY-STEIN ROE FUNDS MUNICIPAL TRUST, LIBERTY-STEIN ROE FUNDS INSTITUTIONAL TRUST, LIBERTY-STEIN ROE FUNDS TRUST, STEINROE VARIABLE INVESTMENT TRUST, LIBERTY FLOATING RATE FUND, LIBERTY-STEIN ROE INSTITUTIONAL FLOATING RATE INCOME FUND, STEIN ROE FLOATING RATE LIMITED LIABILITY COMPANY, LIBERTY VARIABLE INVESTMENT TRUST, SR&F BASE TRUST, LIBERTY FUNDS TRUST I, LIBERTY FUNDS TRUST II, LIBERTY FUNDS TRUST V, LIBERTY FLOATING RATE ADVANTAGE FUND William J. Ballou Secretary Asst. Secy. Stephen E. Gibson President Joseph R. Palombo Trustee VP
ITEM 27. PRINCIPAL UNDERWRITER. (a) Liberty Funds Distributor, Inc. (LFDI), a subsidiary of Colonial Management Associates, Inc., is the Registrant's principal underwriter. LFDI acts in such capacity for each series of Liberty Funds Trust I, Liberty Funds Trust II, Liberty Funds Trust III, Liberty Funds Trust IV, Liberty Funds Trust V, Liberty Funds Trust VI, Liberty Funds Trust VII, Liberty Variable Investment Trust, SteinRoe Variable Investment Trust, Liberty-Stein Roe Advisor Trust, Liberty-Stein Roe Funds Income Trust, Liberty-Stein Roe Funds Municipal Trust, Liberty-Stein Roe Funds Investment Trust, Liberty Floating Rate Fund, Liberty-Stein Roe Institutional Floating Rate Income Fund, Liberty Variable Investment Trust, Liberty-Stein Roe Funds Trust, Liberty Floating Rate Advantage Fund, Wanger Advisors Trust and Liberty Acorn Trust. (b) The table below lists each director or officer of the principal underwriter named in the answer to Item 20. (1) (2) (3) Position and Offices Positions and Name and Principal with Principal Offices with Business Address* Underwriter Registrant ------------------ ------------------- -------------- Abusheery, Greg V.P. None Aldi, Andrew V.P. None Anderson, Judith V.P. None Anguilla, Carol Clerk None Antone, Louis E. V.P. None Ash, James V.P. None Babbitt, Debra Sr. V.P. and None Comp. Officer Bartlett, John Managing Director None Bertrand, Thomas V.P. None Blakeslee, James Sr. V.P. None Blumenfeld, Alexander V.P. None Bozek, James Sr. V.P. None Brown, Beth Sr. V.P. None Bruneau, Brian Sr. V.P. None Burtman, Stacy Sr. V.P. None Campbell, Patrick V.P. None Carinio, Angela V.P. None Carroll, Sean V.P. None Chrzanowski, Daniel V.P. None Clapp, Elizabeth A. Managing Director None Claiborne, Doug V.P. None Climer, Quentin V.P. None Conley, Brook V.P. None Cook, Edward V.P. None Costello, Matthew V.P. None Couto, Scott V.P. None Cox, Michael V.P. None Davey, Cynthia Sr. V.P. None Denny, Jeffrey V.P. None Desilets, Marian V.P. Asst. Sec Devaney, James Sr. V.P. None DiMaio, Stephen V.P. None Donohue, Jordan V.P. None Downey, Christopher V.P. None Dupree, Robert V.P. None Ellis, Thomas V.P. None Emerson, Kim P. Sr. V.P. None Erickson, Cynthia G. Sr. V.P. None Evans, C. Frazier Managing Director None Evitts, Stephen V.P. None Feldman, David Managing Director None Feloney, Joseph Sr. V.P. None Ferullo, Jeanne V.P. None Fifield, Robert V.P. None Fisher, James V.P. None Ford, David V.P. None Fragasso, Philip Managing Director None Gentile, Russell V.P. None Gerokoulis, Sr. V.P. None Stephen A. Gibson, Stephen E. Director; Chairman President of the Board Goldberg, Matthew Sr. V.P. None Grace, Anthony V.P. None Gubala, Jeffrey V.P. None Guenard, Brian V.P. None Harrell, John V.P. None Harrington, Tom Sr. V.P. None Hartnett, Kelly V.P. None Helwig, Kevin V.P. None Hodgkins, Joseph Sr. V.P. None Huennekens, James V.P. None Hussey, Robert Managing Director None Iudice, Jr., Philip Treasurer and CFO None Ives, Curt V.P. None Jackson, Lyman V.P. None Jarstfer, Marlys V.P. None Johnston, Kenneth V.P. None Jones, Cynthia V.P. None Kelley, Terry M. V.P. None Kelson, David W. Sr. V.P. None Kelson, Jr., David V.P. None Lal, Ishwar V.P. None Lewis, Blair V.P. None Lynch, Andrew Managing Director None Lynn, Jerry V.P. None Marcelonis, Sheila V.P. None Marsh, Curtis Sr. V.P. None Martin, Peter Sr. V.P. None McCombs, Gregory Sr. V.P. None McGlinn, Stephen V.P. None McKenzie, Mary V.P. None Menchin, Catherine Sr. V.P. None Miller, Anthony V.P. None Moberly, Ann R. Sr. V.P. None Morse, Jonathan V.P. None Nickodemus, Paul V.P. None O'Donnell, John V.P. None O'Shea, Kevin Managing Director None Palombo, Joseph R. Director Trustee and Chairman of the Board Perullo, Deborah V.P. None Piken, Keith Sr. V.P. None Place, Jeffrey Managing Director None Raftery-Arpino, Linda Sr. V.P. None Ratto, Gregory V.P. None Reed, Christopher B. Sr. V.P. None Riegel, Joyce V.P. None Ross, Gary Sr. V.P. None Santosuosso, Louise Sr. V.P. None Schomburg, James V.P. None Schug, Derek V.P. None Schulman, David Sr. V.P. None Scully-Power, Adam V.P. None Sellers, Gregory V.P. None Shea, Terence V.P. None Sideropoulos, Lou Sr. V.P. None Sinatra, Peter V.P. None Sippel, Dick Managing Director None Smith, Darren V.P. None Snyder, Kimberly V.P. None Soester, Trisha V.P. None Sprieck, Susan V.P. None Studer, Eric V.P. None Sullivan, Paul V.P. None Sweeney, Maureen V.P. None Tambone, James CEO; Co-President None Tasiopoulos, Lou Co-President None Torrisi, Susan V.P. None Tressler, Ronald V.P. None Tufts, Peter V.P. None Turcotte, Frederick J. V.P. None Vail, Norman V.P. None VanEtten, Keith H. Sr. V.P. None Wagner, Rebecca V.P. None Warfield, James V.P. None Wess, Valerie Sr. V.P. None White, John V.P. None Widder, Mary-Lee V.P. None Yates, Susan V.P. None Young, Deborah Sr. V.P. None -------------------------- * The address for each individual is One Financial Center, Boston, MA 02111. Item 28. Location of Accounts and Records Person maintaining physical possession of accounts, books and other documents required to be maintained by Section 31(a) of the Investment Company Act of 1940 and the Rules thereunder include Registrant's Secretary; Registrant's investment adviser and/or administrator, Colonial Management Associates, Inc.; Registrant's principal underwriter, Liberty Funds Distributor, Inc.; Registrant's transfer and dividend disbursing agent, Liberty Funds Services, Inc.; and the Registrant's custodian, The Chase Manhattan Bank. The address for each person except the Registrant's custodian is One Financial Center, Boston, MA 02111. The address for The Chase Manhattan Bank is 270 Park Avenue, New York, NY 10017-2070. Item 29. Management Services See Item 5, Part A and Item 16, Part B Item 30. Undertakings Not applicable NOTICE A copy of the Agreement and Declaration of Trust, as amended, of Liberty Funds Trust II is on file with the Secretary of The Commonwealth of Massachusetts and notice is hereby given that the instrument has been executed on behalf of the Trust by an officer of the Trust as an officer and by its Trustees as trustees and not individually and the obligations of or arising out of the instrument are not binding upon any of the Trustees, officers, or shareholders individually but are binding only upon the assets and property of the Trust. SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, Liberty Funds Trust II, has duly caused this Post-Effective Amendment No. 57 to its Registration Statement under the Securities Act of 1933 and the Post-Effective Amendment No. 57 to its Registration Statement under the Investment Company Act of 1940, to be signed in this City of Boston, and The Commonwealth of Massachusetts on this 31st day of October, 2001. LIBERTY FUNDS TRUST II By: /s/STEPHEN E. GIBSON ----------------------------- Stephen E. Gibson, President Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment has been signed below by the following persons in their capacities and on the date indicated. SIGNATURES TITLE DATE /s/STEPHEN E. GIBSON President October 31, 2001 ----------------------- (chief executive officer) Stephen E. Gibson /s/J. KEVIN CONNAUGHTON Treasurer and CFO October 31, 2001 ----------------------- (chief financial officer) J. Kevin Connaughton /s/VICKI BENJAMIN Chief Accounting Officer October 31, 2001 ----------------------- (chief accounting officer) Vicki Benjamin DOUGLAS A. HACKER* Trustee ----------------------- Douglas A. Hacker JANET LANGFORD KELLY* Trustee ----------------------- Janet Langford Kelly RICHARD W. LOWRY* Trustee ----------------------- Richard W. Lowry SALVATORE MACERA* Trustee ----------------------- Salvatore Macera WILLIAM E. MAYER* Trustee ----------------------- /s/WILLIAM J. BALLOU William E. Mayer -------------------- William J. Ballou Attorney-in-fact October 31, 2001 DR. CHARLES R. NELSON* Trustee ----------------------- Dr. Charles R. Nelson JOHN J. NEUHAUSER* Trustee ----------------------- John J. Neuhauser JOSEPH R. PALOMBO* Trustee ----------------------- JOSEPH R. PALOMBO THOMAS E. STITZEL* Trustee ----------------------- Thomas E. Stitzel THOMAS C. THEOBALD* Trustee ----------------------- Thomas C. Theobald ANNE-LEE VERVILLE* Trustee ----------------------- Anne-Lee Verville EXHIBITS None.