N-14/A 1 file002.txt FIFTH THIRD FUNDS As filed with the Securities and Exchange Commission on September 28, 2007 Registration No. 333-______ U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X PRE-EFFECTIVE AMENDMENT NO. 2 POST-EFFECTIVE AMENDMENT NO. ____ (Check appropriate box or boxes) FIFTH THIRD FUNDS (Exact Name of Registrant as Specified in Charter) 38 Fountain Square Plaza Cincinnati, Ohio 45263 (Address of Principal Executive Offices) (Zip code) Registrant's Telephone Number: (800) 282-5706 E. Keith Wirtz President Fifth Third Funds 38 Fountain Square Plaza Cincinnati, Ohio 45263 (Name and Address of Agent for Service) Copy to: Alan G. Priest, Esquire Ropes & Gray LLP 700 12th Street, N.W., Suite 900 Washington, D.C. 20005 Approximate Date of Proposed Public Offering: As soon as practicable after this Registration Statement becomes effective. It is proposed that this Registration Statement become effective on September 28, 2007 pursuant to Rule 488. Title of securities being offered: Units of beneficial interest. An indefinite amount of the Registrant's securities has been registered under the Securities Act of 1933 pursuant to Rule 24f-2 under the Investment Company Act of 1940. In reliance upon such Rule, no filing fee is being paid at this time. FIFTH THIRD FUNDS PART A. INFORMATION REQUIRED IN A PROSPECTUS Part A is incorporated by reference to Part A of Registration Statement on Form N-14 of Fifth Third Funds (the "Registrant") under the Securities Act of 1933, filed with the Securities and Exchange Commission (the "SEC") on August 30, 2007 ("N-14"). PART B. INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION Part B is incorporated by reference to Part B of the Registrant's N-14. PART C. OTHER INFORMATION Part C is incorporated by reference to Part C of the Registrant's N-14. SIGNATURES As required by the Securities Act of 1933, this Registration Statement has been signed on behalf of the Registrant in the City of Washington, District of Columbia, on the 28th day of September 2007. FIFTH THIRD FUNDS * /s/ E. Keith Wirtz -------------------- E. Keith Wirtz President As required by the Securities Act of 1933, this Registration Statement has been signed in the capacities and on the dates indicated.
SIGNATURE TITLE DATE * /s/ E. Keith Wirtz President September 28, 2007 -------------------------- (Principal Executive Officer) E. Keith Wirtz * /s/ Christopher Bell Treasurer September 28, 2007 -------------------------- (Principal Financial and Accounting Officer) Christopher Bell * /s/ Edward Burke Carey Chairman and Trustee September 28, 2007 -------------------------- Edward Burke Carey * /s/ David J. Durham Trustee September 28, 2007 -------------------------- David J. Durham * /s/ J. Joseph Hale, Jr. Trustee September 28, 2007 -------------------------- J. Joseph Hale, Jr. * /s/ John E. Jaymont Trustee September 28, 2007 -------------------------- John E. Jaymont * /s/ David J. Gruber Trustee September 28, 2007 -------------------------- David J. Gruber *By: /s/ Alyssa Albertelli --------------------- Alyssa Albertelli, as Attorney-in-fact pursuant to Powers of Attorney incorporated herein by reference.