Riggs Funds 485BPOS 6/28/02

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VcPVL6mFAguS8R3dWPPtYVOEIb0BPFbVHMoEpKUsmN7HCaPvKfDsEfq1lOl08WHK S1+J9rw+81aQ34NqszhyEQ== 0001056288-02-000393.txt : 20020628 0001056288-02-000393.hdr.sgml : 20020628 20020628110038 ACCESSION NUMBER: 0001056288-02-000393 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 21 FILED AS OF DATE: 20020628 EFFECTIVENESS DATE: 20020628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RIGGS FUNDS CENTRAL INDEX KEY: 0000873929 IRS NUMBER: 251655044 STATE OF INCORPORATION: MA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 033-40428 FILM NUMBER: 02690395 BUSINESS ADDRESS: STREET 1: FEDERATED INVESTORS TOWER CITY: PITTSBURGH STATE: PA ZIP: 15222-3779 BUSINESS PHONE: 8009343883 MAIL ADDRESS: STREET 1: FEDERATED INVESTORS TOWER CITY: PITTSBURGH STATE: PA ZIP: 15222-3779 FORMER COMPANY: FORMER CONFORMED NAME: RIMCO MONUMENT FUNDS DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RIGGS FUNDS CENTRAL INDEX KEY: 0000873929 IRS NUMBER: 251655044 STATE OF INCORPORATION: MA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-06309 FILM NUMBER: 02690396 BUSINESS ADDRESS: STREET 1: FEDERATED INVESTORS TOWER CITY: PITTSBURGH STATE: PA ZIP: 15222-3779 BUSINESS PHONE: 8009343883 MAIL ADDRESS: STREET 1: FEDERATED INVESTORS TOWER CITY: PITTSBURGH STATE: PA ZIP: 15222-3779 FORMER COMPANY: FORMER CONFORMED NAME: RIMCO MONUMENT FUNDS DATE OF NAME CHANGE: 19920703 485BPOS 1 form.htm Riggs Funds 485BPOS 6/28/02



                                          1933 Act File No. 33-40428
                                          1940 Act File No. 811-6309

                       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.  22 .......................       X
                                 ----                             ---

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940    X
                                                                  ---

    Amendment No.  22 ......................................       X
                  ----                                            ---

                                  RIGGS FUNDS
               (Exact Name of Registrant as Specified in Charter)

                              5800 Corporate Drive
                      Pittsburgh, Pennsylvania 15237-7010
                    (Address of Principal Executive Offices)

                                 (412) 288-1900
                        (Registrant's Telephone Number)

                          John W. McGonigle, Esquire,
                           Federated Investors Tower,
                              1001 Liberty Avenue
                      Pittsburgh, Pennsylvania 15222-3779
                    (Name and Address of Agent for Service)
               (Notices should be sent to the Agent for Service)

It is proposed that this filing will become effective:

 X immediately upon filing pursuant to paragraph (b).
- --
   on ____________ pursuant to paragraph (b).
- --
   60 days after filing pursuant to paragraph (a) (i).
- --
   on                pursuant to paragraph (a) (i).
- --    --------------
   75 days after filing pursuant to paragraph (a)(ii).
- --
   on ____________ pursuant to paragraph (a)(ii) 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.

Copies To:

Matthew G. Maloney, Esquire
Dickstein Shapiro Morin & Oshinsky LLP
2101 L Street, N.W.
Washington, D.C.  20037

COMBINED PROSPECTUS

<R>

June 30, 2002

</R>

Class R Shares

Riggs Stock Fund

Riggs Small Company Stock Fund

Riggs Large Cap Growth Fund

Riggs U.S. Government Securities Fund

Riggs Bond Fund

Riggs Intermediate Tax Free Bond Fund

Riggs Long Term Tax Free Bond Fund

Riggs Prime Money Market Fund

Riggs U.S. Treasury Money Market Fund

[Logo of Riggs Funds]

RIGGS FUNDS JUNE 30, 2002

Federated Securities Corp., Distributor

PROSPECTUS

Riggs Funds

CLASS R SHARES

Riggs Stock Fund
Riggs Small Company Stock Fund
Riggs Large Cap Growth Fund
Riggs U.S. Government Securities Fund
Riggs Bond Fund
Riggs Intermediate Tax Free Bond Fund
Riggs Long Term Tax Free Bond Fund
Riggs Prime Money Market Fund
Riggs U.S. Treasury Money Market Fund

As with all mutual funds, the Securities and Exchange Commission (SEC) has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.

Fund Goals, Strategies, Performance and Risk		1
What are the Funds' Fees and Expenses?		12
Principal Securities in Which the Funds Invest		14
Specific Risks of Investing in the Funds		17
What do Shares Cost?		19
How are the Funds Sold?		20
How to Purchase Shares		21
How to Redeem and Exchange Shares		22
Account and Share Information		24
Who Manages the Funds?		25
Financial Information		25

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE

<R>

June 30, 2002

</R>

Fund Goals, Strategies, Performance and Risk

Riggs Funds offer nine portfolios, including three equity funds, four income funds, and two money market funds. The following describes the investment goals, strategies, and principal risks of the Riggs Stock Fund (Stock Fund), Riggs Small Company Stock Fund (Small Company Stock Fund), Riggs Large Cap Growth Fund (Large Cap Growth Fund), Riggs U.S. Government Securities Fund (U.S. Government Securities Fund), Riggs Bond Fund (Bond Fund), Riggs Intermediate Tax Free Bond Fund (Intermediate Tax Free Bond Fund), Riggs Long Term Tax Free Bond Fund (Long Term Tax Free Bond Fund), Riggs Prime Money Market Fund (Prime Money Market Fund), and Riggs U.S. Treasury Money Market Fund (U.S. Treasury Money Market Fund) (collectively, the "Funds"). There can be no assurance that a Fund will achieve its goal.

The investment goal of each Fund described in this section may only be changed upon the approval of a majority of the outstanding Shares of the Fund which would be affected by the change. The investment strategies may be changed without Shareholder approval.

<R>

The Shares offered by this prospectus are not deposits or obligations of any bank, including Riggs Bank, N.A., are not endorsed or guaranteed by any bank and are not insured or guaranteed by the U.S. government, the Federal Deposit Insurance Corporation, the Federal Reserve Board, or any other government agency.

</R>

RIGGS STOCK FUND

Goal

Seeks to provide growth of capital and income.

Strategy

<R>

The Fund pursues its investment objective by investing primarily in common stocks of improving quality, large capitalization U.S. companies. These will generally be companies whose market capitalizations are $5 billion or more, at time of purchase, and whose earnings and dividends are growing at above average rates relative to the historic growth rates of such companies, and relative to the current growth rates of other companies comprising the Standard & Poor's 500 Index. The Fund's sub-adviser (Sub-Adviser) selects stocks which it believes are undervalued based on such factors as low price/earnings ratios relative to earnings growth and history; rising earnings estimates; relative price strength; high or improved earnings, and credit quality. The Sub-Adviser may sell a portfolio security if it determines that the issuer's prospects have deteriorated or if it finds an attractive security which it deems to have superior risk and return characteristics to a security held by the Fund.

Under normal circumstances, the Fund will invest at least 80% of the value of its net assets plus the amount of any borrowings for investment purposes in equity investments. The Fund will provide Shareholders with at least 60 days prior notice of any changes in this policy as required by Rule 35d-1. This policy shall be interpreted and implemented in accordance with its purpose, which is solely to comply with Rule 35d-1.

</R>

Risk/Return Bar Chart and Table

<R>

The performance information shown below will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Class R Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

The total returns shown in the bar chart for the Fund's Class R Shares do not reflect the payment of any sales charges or recurring shareholder account fees. If these charges or fees had been included, the returns shown would have been lower.

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was (0.64)%.

Within the period shown in the bar chart, the Fund's Class R Shares highest quarterly return was 22.00% (quarter ended December 31, 1998). Its lowest quarterly return was (17.49)% (quarter ended September 30, 2001).

</R>

Average Annual Total Return Table

<R>

The Average Annual Total Returns for the Fund's Class R Shares are reduced to reflect applicable sales charges. Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class R Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Standard & Poor's 500 Index ("S&P 500"), a broad-based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	5 Years		Start of Performance¹
Class R Shares:
Return Before Taxes	(17.52)%		3.22%	9.86%
Return After Taxes on Distributions²	(17.68)%	(	0.48)%	6.66%
Return After Taxes on Distributions and Sale of Fund Shares²	(10.52)%		2.30%	7.62%
S&P 500	(11.88)%		10.70%	13.28%

1 The Fund's Class R Shares start of performance date was May 11, 1992.

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401(K) plans.

</R>

RIGGS SMALL COMPANY STOCK FUND

Goal

Seeks to provide long-term capital appreciation.

Strategy

<R>

The Fund pursues its investment objective by investing primarily in a diversified portfolio of stocks of small-sized U.S. companies which are either listed on the New York or American Stock Exchange or Nasdaq, or trade in the over-the-counter market and which, in the opinion of the Fund's Sub-Adviser, have potential to become significant factors in their respective industries in terms of market share. The Fund seeks to invest primarily in companies whose market capitalizations are less than $2 billion. In selecting securities, the Sub-Adviser uses a similar style of investing described on the previous page with respect to Riggs Stock Fund. The Sub-Adviser may sell a portfolio security if it determines that the issuer's prospects have deteriorated or if it finds an attractive security which it deems to have superior risk and return characteristics to a security held by the Fund.

Under normal circumstances, the Fund will invest at least 80% of the value of its net assets plus the amount of any borrowings for investment purposes in small capitalization equity investments. The Fund will provide Shareholders with at least 60 days prior notice of any changes in this policy as required by Rule 35d-1. This policy shall be interpreted and implemented in accordance with its purpose, which is solely to comply with Rule 35d-1.

</R>

Risk/Return Bar Chart and Table

<R>

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 3.19%.

Within the period shown in the bar chart, the Fund's Class R Shares highest quarterly return was 24.61% (quarter ended December 31, 2001). Its lowest quarterly return was (29.19)% (quarter ended September 30, 1998).

</R>

Average Annual Total Return Table

<R>

The Average Annual Total Returns for the Fund's Class R Shares are reduced to reflect applicable sales charges. Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class R Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Russell 2000 Index ("RUS2"), a broad-based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	5 Years	Start of Performance¹
Class R Shares:
Return Before Taxes	11.12%	7.03%	11.88%
Return After Taxes on Distributions²	11.12%	3.53%	8.71%
Return After Taxes on Distributions and Sale of Fund Shares²	6.77%	4.11%	8.40%
RUS2	2.49%	7.52%	11.57%

1 The Fund's Class R Shares start of performance date was February 27, 1995.

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401(K) plans.

</R>

RIGGS LARGE CAP GROWTH FUND

Goal

Seeks to provide capital appreciation.

Strategy

<R>

The Fund pursues its investment objective by investing primarily in common stocks (or American Depository Receipts of foreign companies) of large capitalization growth companies (companies having market capitalizations in excess of $10 billion) traded in the U.S. stock markets. The Fund will invest primarily in companies which, in the Fund's investment adviser's (Adviser) opinion, have strong sustainable competitive advantages in their respective industries. To identify these companies, the Adviser will perform a fundamental analysis of the issuer, focusing on the issuer's historical and projected future growth of revenues and earnings. The Adviser uses a "growth" style of investing, seeking stocks with high earnings growth which, in the opinion of the Adviser, will lead to appreciation in stock price. The Adviser may sell a portfolio security if it determines that the issuer's prospects have deteriorated or if it finds an attractive security which it deems to have superior risk and return characte ristics to a security held by the Fund.

</R>

Companies with similar characteristics may be grouped together in broad categories called sectors. The Adviser may from time-to-time allocate a substantial portion of the Fund's securities to a small number of sectors (e.g. technology, capital goods, health care and/or communications services), or to a single sector.

<R>

Under normal circumstances, the Fund will invest at least 80% of the value of its net assets plus the amount of any borrowings for investment purposes in large capitalization equity investments. The Fund will provide Shareholders with at least 60 days prior notice of any changes in this policy as required by Rule 35d-1. This policy shall be interpreted and implemented in accordance with its purpose, which is solely to comply with Rule 35d-1.

</R>

Risk/Return Bar Chart and Table

<R>

The performance information shown above will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Class R Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was (6.83)%.

Within the period shown in the bar chart, the Fund's Class R Shares highest quarterly return was 20.09% (quarter ended March 31, 2000). Its lowest quarterly return was (37.66)% (quarter ended March 31, 2001).

</R>

Average Annual Total Return Table

<R>

(For the periods ended December 31, 2001)

	1 Year	Start of Performance¹
Class R Shares:
Return Before Taxes	(48.33)%	(30.75)%
Return After Taxes on Distributions²	(48.33)%	(30.76)%
Return After Taxes on Distributions and Sale of Fund Shares²	(29.43)%	(23.57)%
S&P 500	(11.88)%	(8.78)%

1 The Fund's Class R Shares start of performance date was December 20, 1999.

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding Shares through tax-deferred programs, such as IRA or 401(K) plans.

</R>

RIGGS U.S. GOVERNMENT SECURITIES FUND

Goal

Seeks to achieve current income.

Strategy

<R>

The Fund pursues its investment objective by investing primarily in U.S. Treasury and government agency securities, including mortgage backed securities and collateralized mortgage obligations. The Fund may also invest in non-governmental debt securities, such as investment grade debt securities issued by corporations or banks, and in privately issued collateralized mortgage obligations. The Sub-Adviser uses a broad, overall analysis of the U.S. credit markets as a basis for its selection of portfolio securities. In so doing, it assesses a variety of factors, including the current and expected U.S. economic growth, interest rates and inflation rates. Under ordinary market conditions, the portfolio's average duration will be equal to not less than 80%, nor more than 120%, of the duration of the Merrill Lynch U.S. Treasury Agency Master Index. The Sub-Adviser may sell a portfolio security if it determines that the issuer's prospects have deteriorated or if it finds an attractive security which it deems to have superior risk and return characteristics to a security held by the Fund.

Under normal circumstances, the Fund will invest at least 80% of the value of its net assets plus the amount of any borrowings for investment purposes in U.S. government investments. The Fund will provide Shareholders with at least 60 days prior notice of any changes in this policy as required by Rule 35d-1. This policy shall be interpreted and implemented in accordance with its purpose, which is solely to comply with Rule 35d-1.

</R>

Risk/Return Bar Chart and Table

<R>

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was (0.68)%.

Within the period shown in the bar chart, the Fund's Class R Shares highest quarterly return was 6.49% (quarter ended June 30, 1995). Its lowest quarterly return was (3.03)% (quarter ended March 31, 1994).

</R>

Average Annual Total Return Table

<R>

The Average Annual Total Returns for the Fund's Class R Shares are reduced to reflect applicable sales charges. Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class R Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Merrill Lynch U.S. Treasury Agency Master Index ("MLTAM"), a broad based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	5 Years	Start of Performance¹
Class R Shares:
Return Before Taxes	3.51%	6.12%	6.63%
Return After Taxes on Distributions²	1.49%	3.87%	4.02%
Return After Taxes on Distributions and Sale of Fund Shares²	2.12%	3.77%	4.01%
MLTAM	7.18%	7.40%	7.42%

1 The Fund's Class R Shares start of performance date was May 11, 1992.

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401(K) plans.

</R>

RIGGS BOND FUND

Goal

Seeks to provide as high a level of current income as is consistent with the preservation of capital.

Strategy

<R>

The Fund pursues its investment objective by investing primarily in a diversified portfolio of fixed income securities consisting primarily of U.S. government securities; corporate obligations rated A or higher by a national rating agency; and mortgage backed securities. The Sub-Adviser allocates the Fund's portfolio among the various types of fixed income securities, and adjusts the maturity of the portfolio, by analyzing the expected relative value of the securities types invested in by the Fund, and the expected changes in interest rates. In selecting a corporate debt obligation, the Sub-Adviser analyzes the business, competitive position and financial condition of the issuer to assess whether the security's potential return outweighs its risk. The Sub-Adviser may sell a portfolio security if it determines that the issuer's prospects have deteriorated or if it finds an attractive security which it deems to have superior risk and return characteristics to a security held by the Fund.

As a matter of investment policy, under normal market conditions, the portfolio's average duration will be equal to not less than 80%, nor more than 120%, of the duration of Lehman Brothers Government/Credit (Total) Index. The Sub-Adviser adjusts the portfolio's duration within the duration limitation based upon the Sub-Adviser's interest rate outlook, generally maintaining a longer duration when rates are expected to fall, and a shorter duration when they are expected to increase.

Under normal circumstances, the Fund will invest at least 80% of the value of its net assets plus the amount of any borrowings for investment purposes in fixed income investments. The Fund will provide Shareholders with at least 60 days prior notice of any changes in this policy as required by Rule 35d-1. This policy shall be interpreted and implemented in accordance with its purpose, which is solely to comply with Rule 35d-1.

</R>

Risk/Return Bar Chart and Table

<R>

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was (0.54)%.

Within the period shown in the bar chart, the Fund's Class R Shares highest quarterly return was 4.41% (quarter ended December 31, 2000). Its lowest quarterly return was (0.78)% (quarter ended December 31, 2001).

</R>

Average Annual Total Return Table

<R>

The Average Annual Total Returns for the Fund's Class R Shares are reduced to reflect applicable sales charges. Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class R Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Lehman Brothers Government Credit (Total) Index ("LBGCT"), a broad-based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	Start of Performance¹
Class R Shares:
Return Before Taxes	3.85%	7.45%
Return After Taxes on Distributions²	1.80%	5.17%
Return After Taxes on Distributions and Sale of Fund Shares²	2.33%	4.82%
LBGCT	8.50%	9.68%

1 The Fund's Class R Shares start of performance date was December 20, 1999.

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding Shares through tax-deferred programs, such as IRA or 401(K) plans.

</R>

RIGGS INTERMEDIATE TAX FREE BOND FUND

Goal

Seeks to provide a high level of current income which is exempt from federal income tax consistent with the preservation of principal.

Strategy

<R>

The Fund pursues its investment objective by investing primarily in a portfolio of investment grade (BBB or higher) tax exempt securities so that at least 80% of the income the Fund distributes will be exempt from federal regular income tax and not subject to federal alternative minimum tax for individuals and corporations (AMT). Not all distributions will be free from AMT. As a matter of investment policy, under normal market conditions, the portfolio's average duration will be equal to not less than 80%, nor more than 120%, of the duration of the Lehman Brothers 5 Year Municipal Bond Index. The Sub-Adviser adjusts the portfolio's duration within the duration limitation based upon the Sub-Adviser's interest rate outlook, generally maintaining a longer duration when rates are expected to fall, and a shorter duration when they are expected to increase.

In selecting individual securities, the Sub-Adviser performs a fundamental analysis of the issuer's ability to pay principal and interest on the security to assess whether the security's potential return outweighs its potential risk. The Sub-Adviser attempts to enhance the Fund's income, subject to the Fund's quality and duration constraints, by purchasing securities offering the highest expected returns. The Sub-Adviser may sell a portfolio security if it determines that the issuer's prospects have deteriorated or if it finds an attractive security which it deems to have superior risk and return characteristics to a security held by the Fund.

As a fundamental investment policy, the Fund will invest its assets so that at least 80% of the income it distributes will be exempt from federal income taxes.

</R>

Risk/Return Bar Chart and Table

<R>

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 0.30%.

Within the period shown in the bar chart, the Fund's Class R Shares highest quarterly return was 2.76% (quarter ended December 31, 2000). Its lowest quarterly return was (0.18)% (quarter ended December 31, 2001).

Average Annual Total Return Table

The Average Annual Total Returns for the Fund's Class R Shares are reduced to reflect applicable sales charges. Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class R Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Lehman Brothers 5 Year Municipal Bond Index ("LB5MB"), a broad-based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	Start of Performance¹
Class R Shares:
Return Before Taxes	2.71%	4.88%
Return After Taxes on Distributions²	2.70%	4.87%
Return After Taxes on Distributions and Sale of Fund Shares²	3.26%	4.75%
LB5MB	6.21%	6.68%

1 The Fund's Class R Shares start of performance date was December 20, 1999.

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding Shares through tax-deferred programs, such as IRA or 401(K) plans.

</R>

RIGGS LONG TERM TAX FREE BOND FUND

Goal

Seeks to provide a high level of current income which is exempt from federal income tax.

Strategy

<R>

The Fund pursues its investment objective by investing primarily in a portfolio of investment grade (BBB or higher) tax exempt securities so that at least 80% of the income the Fund distributes will be exempt from federal regular income tax and not subject to federal alternative minimum tax for individuals and corporations (AMT). Not all distributions will be free from AMT. The Fund will invest primarily in long term securities. As a matter of investment policy, under normal market conditions, the portfolio's average duration will be equal to not less than 80%, nor more than 120%, of the Lehman Brothers 10 Year Municipal Bond Index. The Sub-Adviser adjusts the portfolio's duration within the duration limitation based on the Sub-Adviser's interest rate outlook, generally maintaining a longer duration when rates are expected to fall, and a shorter duration when they are expected to rise.

In selecting individual securities, the Sub-Adviser performs a fundamental analysis of the issuer's ability to pay principal and interest on the security to assess whether the security's potential return outweighs its potential risk. The Sub-Adviser attempts to provide high levels of after tax total return relative to tax free bond funds with shorter average durations. After tax total return consists of two components: (1) changes in the market value of the Fund's portfolio securities and attendant increase or decrease in the market value of Fund Shares; and (2) income received from the Fund's portfolio securities. The Sub-Adviser may sell a portfolio security if it determines that the issuer's prospects have deteriorated, or if it finds an attractive security which it deems to have superior risk and return characteristics to a security held by the Fund.

As a fundamental investment policy, the Fund will invest its assets so that at least 80% of the income it distributes will be exempt from federal income taxes.

</R>

Risk/Return Bar Chart and Table

<R>

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 0.43%.

Within the period shown in the bar chart, the Fund's highest quarterly return was 4.21% (quarter ended December 31, 2000). Its lowest quarterly return was (0.62)% (quarter ended December 31, 2001).

</R>

Average Annual Total Return Table

<R>

The Average Annual Total Returns for the Fund's Class R Shares are reduced to reflect applicable sales charges. Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class R Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Lehman Brothers 10 Year Municipal Bond Index ("LB10MB"), a broad-based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	Start of Performance¹
Class R Shares:
Return Before Taxes	1.92%	5.66%
Return After Taxes on Distributions²	1.70%	5.49%
Return After Taxes on Distributions and Sale of Fund Shares²	3.02%	5.42%
LB10MB	4.62%	7.25%

1 The Fund's Class R Shares start of performance date was December 20, 1999.

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding Shares through tax-deferred programs, such as IRA or 401(K) plans.

</R>

RIGGS PRIME MONEY MARKET FUND

Goal

Seeks to provide current income consistent with stability of principal and liquidity.

Strategy

<R>

The Fund pursues its investment objective by investing exclusively in a portfolio of corporate, U.S. government and other money market instruments (high-quality, short-term debt securities) maturing in 397 days or less. The dollar-weighted average maturity of the Fund's portfolio will be 90 days or less. The securities in which the Fund invests must be rated in the highest short-term category by two recognized rating services or be of comparable quality to securities having such ratings. The Sub-Adviser uses a broad, overall analysis of the U.S. credit markets as a basis for its selection of portfolio securities. In so doing, it assesses a variety of factors including the current and expected U.S. economic growth, interest rates and inflation rates.

Risk/Return Bar Chart and Table

Historically, the Fund has maintained a constant $1.00 net asset value per share. The bar chart shows the variability of the Fund's Class R Shares total returns on a calendar year-end basis.

The Fund's Class R Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 0.24%.

Within the period shown in the bar chart, the Fund's Class R Shares highest quarterly return was 1.43% (quarter ended December 31, 2000). Its lowest quarterly return was 0.41% (quarter ended December 31, 2001).

</R>

Average Annual Total Return Table

<R>

The following table represents the Fund's Class R Shares Average Annual Total Returns for the calendar periods ended December 31, 2001.

Calendar Period		Class R Shares
1 Year		3.18%
5 Years		4.48%
Start of Performance¹		4.46%

1 The Fund's Class R Shares start of performance dates was December 12, 1995.

The Fund's Class R Shares 7-Day Net Yield as of December 31, 2001 was 1.21%. You may call the Fund at (202) 835-5300 or outside the Washington D.C. metropolitan area toll-free 1-800-934-3883 for current 7-Day Net Yield.

Past performance is no guarantee of future results. This information provides you with historical performance information so that you can analyze whether the Fund's investment risks are balanced by its potential returns.

</R>

RIGGS U.S. TREASURY MONEY MARKET FUND

Goal

Seeks to provide current income consistent with stability of principal and liquidity.

Strategy

<R>

The Fund pursues its investment objective by investing only in a portfolio of short-term U.S. Treasury obligations maturing in 397 days or less and repurchase agreements fully collateralized by U.S. Treasury obligations. The dollar-weighted average maturity of the Fund's portfolio will be 90 days or less. U.S. Treasury obligations are issued by the U.S. government, and are fully guaranteed as to payment of principal and interest by the United States. The Sub-Adviser uses a broad, overall analysis of the U.S. credit markets as a basis for its selection of portfolio securities. In doing so, it assesses a variety of factors, including the current and expected U.S. economic growth interest rates and inflation rates.

Under normal circumstances, the Fund will invest at least 80% of the value of its net assets plus the amount of any borrowings for investment purposes in U.S. Treasury investments, including repurchase agreements fully collateralized by U.S. Treasury obligations. The Fund will provide Shareholders with at least 60 days prior notice of any changes in this policy as required by Rule 35d-1. This policy shall be interpreted and implemented in accordance with its purpose, which is solely to comply with Rule 35d-1.

Risk/Return Bar Chart and Table

Historically, the Fund has maintained a constant $1.00 net asset value per share. The bar chart shows the variability of the Fund's Class R Shares total returns on a calendar year-end basis.

The Fund's Class R Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.

The Fund's Class R Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 0.20%.

Within the period shown in the bar chart, the Fund's Class R Shares highest quarterly return was 1.36% (quarter ended December 31, 2000). Its lowest quarterly return was 0.33% (quarter ended December 31, 2001).

</R>

Average Annual Total Return Table

<R>

The following table represents the Fund's Class R Shares Average Annual Total Returns for the calendar periods ended December 31, 2001.

Calendar Period		Class R Shares
1 Year		2.99%
Start of Performance¹		4.06%

1 The Fund's Class R Shares start of performance date was July 7, 1998.

The Fund's Class R Shares 7-Day Net Yield as of December 31, 2001 was 0.97%. You may call the Fund at (202) 835-5300 or outside the Washington D.C. metropolitan area toll-free 1-800-934-3883 for current 7-Day Net Yield.

</R>

PRINCIPAL RISKS OF THE FUNDS

Set forth below are risks specific to an investment in a particular Fund or Funds. For more information on these risks, see "Specific Risks of Investing in the Funds."

<R>

In addition, all Funds are subject to the risk that a Fund's Share price may decline and an investor could lose money. Thus, although Prime Money Market Fund and Treasury Money Market Fund seek to preserve the value of your investment at $1.00 per Share, it is possible to lose money by investing in any of the Riggs Funds. Also, there is no assurance that a Fund will achieve its investment objective.

Risks

Stock
Fund

Small
Company
Stock
Fund

Large
Cap
Growth
Fund

U.S.
Government
Securities
Fund

Bond
Fund

Intermediate
Tax Free
Bond Fund

Long Term
Tax Free
Bond Fund

Prime
Money
Market
Fund

U.S. Treasury
Money
Market
Fund

Stock Market Risks¹

Liquidity Risks²

Risks of Foreign Investing³

Credit Risks⁴

Interest Rate Risks⁵

Call Risks⁶

Sector Risks⁷

Risks Related to Investing for Growth⁸

Risks Related to Company Size⁹

Prepayment Risks¹⁰

Tax Risks¹¹

</R>

1 The value of equity securities rise and fall.

2 Limited trading opportunities for certain securities and the inability to sell a security at will could result in losses to a Fund.

3 Foreign economic, political or regulatory conditions may be less favorable than those of the United States.

4 An issuer may possibly default on a security by failing to pay interest or principal when due.

5 Prices of fixed income securities rise and fall in response to interest rate changes. Interest rate changes have a greater effect on the price of fixed income securities with longer durations.

6 A Fund's performance may be adversely affected by the possibility that an issuer of a security held by a Fund may redeem the security prior to maturity at a price below its current market value.

7 Because a Fund may allocate relatively more assets to certain industry sectors than others, a Fund's performance may be more susceptible to any developments which affect those sectors emphasized by a Fund. In addition, because companies providing credit enhancement with regard to Prime Money Market Fund's securities may be concentrated in certain industry sectors, the creditworthiness of Prime Money Market Fund's securities may be adversely affected by developments which adversely affect such sectors.

8 Growth stocks may experience a larger decline than value stocks on a forecast of lower earnings, a negative fundamental development or an adverse market development.

9 The smaller the capitalization of a company, the less liquid its stock and the more volatile its price. Companies with smaller market capitalizations also tend to have unproven track records and are more likely to fail than companies with larger market capitalizations.

10 When interest rates decline, unscheduled prepayments of principal could accelerate and require the Fund to reinvest the proceeds of the prepayments at lower interest rates.

11 Any failure of municipal securities invested in by a Fund to meet certain applicable legal requirements, or any proposed or actual changes in the federal or a state's tax law, could cause the interest received and distributed by the Fund to Shareholders to be taxable.

<R>

WHAT ARE THE FUNDS' FEES AND EXPENSES?

</R>

RIGGS STOCK FUND, RIGGS SMALL COMPANY STOCK FUND, RIGGS LARGE CAP GROWTH FUND, RIGGS U.S. GOVERNMENT SECURITIES FUND, RIGGS BOND FUND AND RIGGS INTERMEDIATE TAX FREE BOND FUND CLASS R SHARES

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold Class R Shares of the Funds.

<R>

Shareholder Fees
Fees Paid Directly From Your Investment

Stock
Fund

Small Company
Stock Fund

Large Cap
Growth Fund

U.S. Government
Securities Fund

Bond
Fund

Intermediate
Tax Free
Bond Fund

Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)

None

Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)

2.00%

Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)

None

Redemption Fee (as a percentage of amount redeemed, if applicable)

None

Exchange Fee

None

Annual Fund Operating Expenses (Before Waivers)¹
Expenses That are Deducted From Fund Assets (as percentage of average net assets)

Management Fee

0.75%

0.80%

0.75%²

Distribution (12b-1) Fee

0.25%

0.25%³

0.25%

0.25%³

Shareholder Services Fee

0.25%

0.25%⁴

Other Expenses

0.36%

0.41%

0.26%

0.32%

0.29%

Total Annual Fund Operating Expenses

1.61%

1.66%

1.51%

1.57%

1.54%

1 Although not contractually obligated to do so, the Adviser, distributor and shareholder services provider voluntarily waived certain amounts. These are shown below along with the net expenses the Funds actually paid for the fiscal year ended April 30, 2002.

Total Waiver of Fund Expenses

0.00%

0.33%

0.55%

0.67%

0.61%

Total Actual Annual Fund Operating Expenses (after waivers)

1.61%

1.66%

1.33%

0.96%

0.90%

0.93%

2 The Adviser voluntarily waived a portion of the management fee. The Adviser can terminate this voluntary waiver at any time. The management fee paid by the Large Cap Growth Fund, U.S. Government Securities Fund, Bond Fund and Intermediate Tax Free Bond Fund (after the voluntary waiver) was 0.67%, 0.35%, 0.48% and 0.54%, respectively, for the fiscal year ended April 30, 2002.

3 The distribution (12b-1) fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The distribution (12b-1) fee paid by the Class R Shares of the Large Cap Growth Fund, Bond Fund and Intermediate Tax Free Bond Fund (after the voluntary waiver) was 0.00%, 0.00% and 0.00%, respectively, for the fiscal year ended April 30, 2002.

4 A portion of the shareholder services fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The shareholder services fee paid by the Class R Shares of U.S. Government Securities Fund, Bond Fund and Intermediate Tax Free Bond Fund (after the voluntary waiver) was 0.10%, 0.10% and 0.10%, respectively, for the fiscal year ended April 30, 2002.

WHAT ARE THE FUNDS' FEES AND EXPENSES?

</R>

RIGGS LONG TERM TAX FREE BOND FUND, RIGGS PRIME MONEY MARKET FUND AND RIGGS U.S. TREASURY MONEY MARKET FUND CLASS R SHARES

FEES AND EXPENSES

This table describes the fees and expenses that you may pay if you buy and hold Class R Shares of the Funds.

<R>

Shareholder Fees Fees Paid Directly From Your Investment	Long Term Tax Free Bond Fund	Prime Money Market Fund	U.S. Treasury Money Market Fund
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)	None	None	None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)	2.00%	None	None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price)	None	None	None
Redemption Fee (as a percentage of amount redeemed, if applicable)	None	None	None
Exchange Fee	None	None	None

Annual Fund Operating Expenses (Before Waivers)¹ Expenses That are Deducted From Fund Assets (as percentage of average net assets)
Management Fee	0.75%²	0.50%	0.50%
Distribution (12b-1) Fee	0.25%³	0.50%³	0.50%³
Shareholder Services Fee	0.25%⁴	0.25%⁴	0.25%⁴
Other Expenses	0.28%	0.22%	0.23%
Total Annual Fund Operating Expenses	1.53%	1.47%	1.48%

1 Although not contractually obligated to do so, the Adviser, distributor and shareholder services provider voluntarily waived certain amounts. These are shown below along with the net expenses the Funds actually paid for the fiscal year ended April 30, 2002.
Total Waiver of Fund Expenses	0.60%	0.40%	0.40%
Total Actual Annual Fund Operating Expenses (after waivers)	0.93%	1.07%	1.08%

2 The Adviser voluntarily waived a portion of the management fee. The Adviser can terminate this voluntary waiver at any time. The management fee paid by the Long Term Tax Free Bond Fund (after the voluntary waiver) was 0.55% for the fiscal year ended April 30, 2002.

3 All or a portion of the distribution (12b-1) fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The distribution (12b-1) fee paid by the Class R Shares of Long Term Tax Free Bond Fund, Prime Money Market Fund and U.S. Treasury Money Market Fund (after the voluntary waiver) was 0.00%, 0.25% and 0.25%, respectively, for the fiscal year ended April 30, 2002.

4 A portion of the shareholder services fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The shareholder services fee paid by the Class R Shares of Long Term Tax Free Bond Fund, Prime Money Market Fund and U.S. Treasury Money Market Fund (after the voluntary waiver) was 0.10%, 0.10% and 0.10%, respectively, for the fiscal year ended April 30, 2002.

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Class R Shares with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds' Class R Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. Expenses assuming no redemption are also shown. The Example also assumes that your investment has a 5% return each year and that the Funds' Class R Shares operating expenses are before waivers as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years
Stock Fund
Expenses assuming redemption	$364	$708	$1,076	$1,911
Expenses assuming no redemption	$164	$508	$ 876	$1,911
Small Company Stock Fund
Expenses assuming redemption	$369	$723	$1,102	$1,965
Expenses assuming no redemption	$169	$523	$ 902	$1,965
Large Cap Growth Fund
Expenses assuming redemption	$369	$723	$1,102	$1,965
Expenses assuming no redemption	$169	$523	$ 902	$1,965
U.S. Government Securities Fund
Expenses assuming redemption	$354	$677	$1,024	$1,802
Expenses assuming no redemption	$154	$477	$ 824	$1,802
Bond Fund
Expenses assuming redemption	$360	$696	$1,055	$1,867
Expenses assuming no redemption	$160	$496	$ 855	$1,867
Intermediate Tax Free Bond Fund
Expenses assuming redemption	$357	$686	$1,039	$1,834
Expenses assuming no redemption	$157	$486	$ 839	$1,834
Long Term Tax Free Bond Fund
Expenses assuming redemption	$356	$683	$1,034	$1,824
Expenses assuming no redemption	$156	$483	$ 834	$1,824
Prime Money Market Fund
Expenses assuming redemption	$150	$465	$ 803	$1,757
Expenses assuming no redemption	$150	$465	$ 803	$1,757
U.S. Treasury Money Market Fund
Expenses assuming redemption	$151	$468	$ 808	$1,768
Expenses assuming no redemption	$151	$468	$ 808	$1,768

</R>

PRINCIPAL SECURITIES IN WHICH THE FUNDS INVEST

EQUITY SECURITIES

Equity securities held represent a Share of an issuer's earnings and assets, after the issuer pays its liabilities. The Funds cannot predict the income they will receive from equity securities, because issuers generally have discretion as to the payment of any dividends or distributions. However, equity securities offer greater potential for appreciation than many other types of securities, because their value increases directly with the value of the issuer's business.

<R>

The following describes the principal type of equity security in which a Fund may invest:

</R>

Common Stocks

Common stocks are the most prevalent type of equity security. Common stocks receive the issuer's earnings after the issuer pays its creditors and any preferred stockholders. As a result, changes in an issuer's earnings directly influence the value of its common stock.

FIXED INCOME SECURITIES

Fixed income securities pay interest, dividends, or distributions at a specified rate. The rate may be a fixed percentage of the principal or adjusted periodically. In addition, the issuer of a fixed income security must repay the principal amount of the security, normally within a specified time. Fixed income securities provide more regular income than equity securities. However, the returns on fixed income securities are limited and normally do not increase with the issuer's earnings. This limits the potential appreciation of fixed income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a percentage of its price. A security's yield will increase or decrease depending upon whether it costs less (a discount) or more (a premium) than the principal amount. If the issuer may redeem the security before its scheduled maturity, the price and yield on a discount or premium security may change based upon the probability of an early redemption. Securities with higher risks generally have higher yields.

<R>

The following describes the principal types of fixed income securities in which a Fund may invest, where that security has been referred to in each Fund's strategy section above:

</R>

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities held by the Funds are generally regarded as having the lowest credit risks.

Agency Securities

Agency securities are issued or guaranteed by a federal agency or other government sponsored entity acting under federal authority (a GSE). The United States supports some GSEs with its full faith and credit. Other GSEs receive support through federal subsidies, loans or other benefits. A few GSEs have no explicit financial support, but are regarded as having implied support because the federal government sponsors their activities. Agency securities are generally regarded as having low credit risks, but not as low as Treasury securities.

The Funds treat mortgage backed securities guaranteed by GSEs as agency securities. Although a GSE guarantee protects against credit risks, it does not reduce the market and prepayment risks of these mortgage backed securities.

Corporate Debt Securities

<R>

Corporate debt securities are fixed income securities issued by businesses. Notes, bonds, debentures, and commercial paper are the most prevalent types of corporate debt securities. A Fund may also purchase interests in bank loans to companies. The credit risks of corporate debt securities vary widely among issuers. In addition, the credit risk of an issuer's debt security may vary based on its priority for repayment. For example, higher ranking (senior) debt securities have a higher priority than lower ranking (subordinated) securities. This means that the issuer might not make payments on subordinated securities while continuing to make payments on senior securities. In addition, in the event of bankruptcy, holders of senior securities may receive amounts otherwise payable to the holders of subordinated securities. Some subordinated securities, such as trust preferred and capital securities notes, also permit the issuer to defer payments under certain circumstances. For example, insurance companies issue s ecurities known as surplus notes that permit the insurance company to defer any payment that would reduce its capital below regulatory requirements.

</R>

COMMERCIAL PAPER

Commercial paper is an issuer's obligation with a maturity of less than nine months. Companies typically issue commercial paper to pay for current expenditures. Most issuers constantly reissue their commercial paper and use the proceeds (or bank loans) to repay maturing paper. If the issuer cannot continue to obtain liquidity in this fashion, its commercial paper may default. The short maturity of commercial paper reduces both the market and credit risks as compared to other debt securities of the same issuer.

DEMAND INSTRUMENTS

Demand instruments are corporate debt securities that the issuer must repay upon demand. Other demand instruments require a third party, such as a dealer or bank, to repurchase the security for its face value upon demand. The Funds treat demand instruments as short-term securities, even though their stated maturity may extend beyond one year.

MUNICIPAL SECURITIES

<R>

Municipal securities are issued by states, counties, cities, and other political subdivisions and authorities. Although many municipal securities are exempt from federal income tax, the Funds may invest in taxable municipal securities.

</R>

MORTGAGE BACKED SECURITIES

<R>

Mortgage backed securities represent interests in pools of mortgages. The mortgages that comprise a pool normally have similar interest rates, maturities, and other terms. Mortgages may have fixed or adjustable interest rates. Interests in pools of adjustable rate mortgages are known as ARMs.

Mortgage backed securities come in a variety of forms. Many have extremely complicated terms. The simplest form of mortgage backed securities is a pass-through certificate. An issuer of pass-through certificates gathers monthly payments from an underlying pool of mortgages. Then, the issuer deducts its fees and expenses and passes the balance of the payments on to the certificate holders once a month. Holders of pass-through certificates receive a pro rata share of all payments and pre-payments from the underlying mortgages. As a result, the holders assume all the prepayment risks of the underlying mortgages.

</R>

Collateralized Mortgage Obligations (CMOs)

<R>

CMOs, including interests in real estate mortgage investment conduits (REMICs), allocate payments and prepayments from an underlying pass-through certificate among holders of different classes of mortgage backed securities. This creates different prepayment and interest rate risks for each CMO class. The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

</R>

SEQUENTIAL CMOs

In a sequential pay CMO, one class of CMOs receives all principal payments and prepayments. The next class of CMOs receives all principal payments after the first class is paid off. This process repeats for each sequential class of CMO. As a result, each class of sequential pay CMOs reduces the prepayment risks of subsequent classes. The degree of increased or decreased prepayment risks depends upon the structure of the CMOs. However, the actual returns on any type of mortgage backed security depend upon the performance of the underlying pool of mortgages, which no one can predict and will vary among pools.

BANK INSTRUMENTS

Bank instruments are unsecured interest bearing deposits with banks. Bank instruments include bank accounts, time deposits, certificates of deposit and banker's acceptances. Yankee instruments are denominated in U.S. dollars and issued by U.S. branches of foreign banks. Eurodollar instruments are denominated in U.S. dollars and issued by non-U.S. branches of U.S. or foreign banks.

CREDIT ENHANCEMENT

<R>

Credit enhancement consists of an arrangement in which a company agrees to pay amounts due on a fixed income security if the issuer defaults. In some cases the company providing credit enhancement makes all payments directly to the security holders and receives reimbursement from the issuer. Normally, the credit enhancer has greater financial resources and liquidity than the issuer. For this reason, the Sub-Adviser usually evaluates the credit risk of a fixed income security based solely upon its credit enhancement.

Common types of credit enhancement include guarantees, letters of credit, bond insurance and surety bonds. Credit enhancement also includes arrangements where securities or other liquid assets secure payment of a fixed income security. If a default occurs, these assets may be sold and the proceeds paid to security's holders. Either form of credit enhancement reduces credit risks by providing another source of payment for a fixed income security.

</R>

TAX EXEMPT SECURITIES

<R>

Tax exempt securities are fixed income securities that pay interest that is not subject to regular federal income taxes. Typically, states, counties, cities, and other political subdivisions and authorities issue tax exempt securities. The market categorizes tax exempt securities by their source of repayment.

</R>

General Obligation Bonds

General obligation bonds are supported by the issuer's power to exact property or other taxes. The issuer must impose and collect taxes sufficient to pay principal and interest on the bonds. However, the issuer's authority to impose additional taxes may be limited by its charter or state law.

Special Revenue Bonds

Special revenue bonds are payable solely from specific revenues received by the issuer such as specific taxes, assessments, tolls or fees. Bondholders may not collect from the municipality's general taxes or revenues. For example, a municipality may issue bonds to build a toll road, and pledge the tolls to repay the bonds. Therefore, a shortfall in the tolls normally would result in a default on the bonds.

PRIVATE ACTIVITY BONDS

Private activity bonds are special revenue bonds used to finance private entities. For example, a municipality may issue bonds to finance a new factory to improve its local economy. The municipality would lend the proceeds from its bonds to the company using the factory, and the company would agree to make loan payments sufficient to repay the bonds. The bonds would be payable solely from the company's loan payments, not from any other revenues of the municipality. Therefore, any default on the loan normally would result in a default on the bonds.

The interest on many types of private activity bonds is subject to the federal alternative minimum tax (AMT). Intermediate Tax Free Bond Fund and Long Term Tax Free Bond Fund may invest in bonds subject to AMT.

Tax Increment Financing Bonds

Tax increment financing (TIF) bonds are payable from increases in taxes or other revenues attributable to projects financed by the bonds. For example, a municipality may issue TIF bonds to redevelop a commercial area. The TIF bonds would be payable solely from any increase in sales taxes collected from merchants in the area. The bonds could default if merchants' sales, and related tax collections, failed to increase as anticipated.

Municipal Notes

Municipal notes are short-term tax exempt securities. Many municipalities issue such notes to fund their current operations before collecting taxes or other municipal revenues. Municipalities may also issue notes to fund capital projects prior to issuing long-term bonds. The issuers typically repay the notes at the end of their fiscal year, either with taxes, other revenues or proceeds from newly issued notes or bonds.

Variable Rate Demand Instruments

<R>

Variable rate demand instruments are tax exempt securities that require the issuer or a third party, such as a dealer or bank, to repurchase the security for its face value upon demand. The securities also pay interest at a variable rate intended to cause the securities to trade at their face value. The Funds treats demand instruments as short-term securities, because their variable interest rate adjusts in response to changes in market rates, even though their stated maturity may extend beyond thirteen months.

</R>

Municipal Leases

Municipalities may enter into leases for equipment or facilities. In order to comply with state public financing laws, these leases are typically subject to annual appropriation. In other words, a municipality may end a lease, without penalty, by not providing for the lease payments in its annual budget. After the lease ends, the lessor can resell the equipment or facility but may lose money on the sale.

<R>

The Fund may invest in securities supported by pools of municipal leases. The most common type of lease backed securities are certificates of participation (COPs). However, a Fund may also invest directly in individual leases.

</R>

FOREIGN SECURITIES

Foreign securities are securities of issuers based outside the United States. A Fund considers an issuer to be based outside the United States if:

it is organized under the laws of, or has a principal office located in, another country;
the principal trading market for its securities is in another country; or
it (or its subsidiaries) derived in its most current fiscal year at least 50% of its total assets, capitalization, gross revenue or profit from goods produced, services performed, or sales made in another country.

Depositary Receipts

<R>

Depositary receipts represent interests in underlying securities issued by a foreign company. Depositary receipts are not traded in the same market as the underlying security. The foreign securities underlying American Depositary Receipts (ADRs) are traded outside the United States. ADRs provide a way to buy Shares of foreign-based companies in the United States rather than in overseas markets. ADRs are also traded in U.S. dollars, eliminating the need for foreign exchange transactions. Depositary receipts involve many of the same risks of investing directly in foreign securities, including risks of foreign investing.

</R>

SPECIAL TRANSACTIONS

Repurchase Agreements

<R>

Repurchase agreements are transactions in which a Fund buys a security from a dealer or bank and agrees to sell the security back at a mutually agreed upon time and price. The repurchase price exceeds the sale price, reflecting a Fund's return on the transaction. This return is unrelated to the interest rate on the underlying security. A Fund will enter into repurchase agreements only with banks and other recognized financial institutions, such as securities dealers, deemed creditworthy by the Sub-Adviser.

A Fund's custodian or subcustodian will take possession of the securities subject to repurchase agreements. The Sub-Adviser or subcustodian will monitor the value of the underlying security each day to ensure that the value of the security always equals or exceeds the repurchase price.

</R>

Repurchase agreements are subject to credit risks.

Delayed Delivery Transactions

<R>

Delayed delivery transactions, including when-issued transactions, are arrangements in which a Fund buys securities for a set price, with payment and delivery of the securities scheduled for a future time. During the period between purchase and settlement, no payment is made by a Fund to the issuer and no interest accrues to a Fund. A Fund records the transaction when it agrees to buy the securities and reflects their value in determining the price of its Shares. Settlement dates may be a month or more after entering into these transactions so that the market values of the securities bought may vary from the purchase prices. Therefore, delayed delivery transactions create interest rate risks for a Fund. Delayed delivery transactions also involve credit risks in the event of a counterparty default.

</R>

Investment Ratings for Prime Money Market Fund

The securities in which Prime Money Market Fund invests must be rated in the highest short-term category by two nationally recognized statistical rating organizations (NRSROs) or be of comparable quality to securities having such ratings.

Investment Ratings for Corporate Fixed Income Securities

<R>

The Sub-Adviser will determine a security's rating based upon the credit ratings given by one or more NRSROs. For example, Standard & Poor's, a rating service, assigns ratings to securities (AAA, AA, A, BBB, and below) based on their assessment of the likelihood of the issuer's inability to pay interest or principal (default) when due on each security. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, a Fund must rely entirely upon the Sub-Adviser's credit assessment that the security is comparable to a rated security.

If a security is downgraded below the minimum quality grade discussed in a Fund's investment strategy, the Sub-Adviser will reevaluate the security, but will not be required to sell it.

</R>

Portfolio Turnover

Each Fund actively trades its portfolio securities in an attempt to achieve their investment objectives. Active trading will cause a Fund to have an increased portfolio turnover rate, which is likely to generate shorter-term gains (losses) for its Shareholders, which are taxed at a higher rate than longer-term gains (losses). Actively trading portfolio securities increases a Fund's trading costs and may have an adverse impact on a Fund's performance.

Temporary Defensive Investments

<R>

Each Fund may temporarily depart from its principal investment strategy by investing its assets in cash and shorter-term debt securities and similar obligations. The Funds may do this to minimize potential losses and maintain liquidity to meet Shareholder redemptions during adverse market conditions. This may cause the Funds to give up greater investment returns to maintain the safety of principal, that is, the original amount invested by Shareholders. Temporary investments will be of comparable quality to other debt securities in which the Funds may invest. For Intermediate Tax Free Bond Fund and Long Term Tax Free Bond Fund, these securities may be subject to federal income tax and may cause these Funds to receive and distribute taxable income to investors.

</R>

SPECIFIC RISKS OF INVESTING IN THE FUNDS

STOCK MARKET RISKS

The value of equity securities in a Fund's portfolio will rise and fall. These fluctuations could be a sustained trend or a drastic movement. A Fund's portfolio will reflect changes in prices of individual portfolio stocks or general changes in stock valuations. Consequently, a Fund's Share price may decline.

<R>

The Adviser or Sub-Adviser attempts to manage market risk by limiting the amount a Fund invests in each company's equity securities. However, diversification will not protect a Fund against widespread or prolonged declines in the stock market.

</R>

LIQUIDITY RISKS—FIXED INCOME SECURITIES

Trading opportunities are more limited for fixed income securities that have not received any credit ratings, have received ratings below investment grade or are not widely held.

<R>

Trading opportunities are more limited for CMOs that have complex terms or that are not widely held. These features may make it more difficult to sell or buy a security at a favorable price or time. Consequently, a Fund may have to accept a lower price to sell a security, sell other securities to raise cash or give up an investment opportunity, any of which could have a negative effect on a Fund's performance. Infrequent trading of securities may also lead to an increase in their price volatility.
Liquidity risk also refers to the possibility that a Fund may not be able to sell a security when it wants to. If this happens, a Fund will be required to continue to hold the security or keep the position open, and a Fund could incur losses.

</R>

LIQUIDITY RISKS—EQUITY SECURITIES

Trading opportunities are more limited for equity securities that are not widely held. This may make it more difficult to sell or buy a security at a favorable price or time. Consequently, a Fund may have to accept a lower price to sell a security, sell other securities to raise cash or give up an investment opportunity, any of which could have a negative effect on a Fund's performance. Infrequent trading of securities may also lead to an increase in their price volatility.
Liquidity risk also refers to the possibility that a Fund may not be able to sell a security when it wants to. If this happens, a Fund will be required to continue to hold the security or keep the position open, and a Fund could incur losses.

RISKS OF FOREIGN INVESTING

Foreign securities pose additional risks because foreign economic or political conditions may be less favorable than those of the United States. Securities in foreign markets may also be subject to taxation policies that reduce returns for U.S. investors.

<R>

Foreign companies may not provide information (including financial statements) as frequently or to as great an extent as companies in the United States. Foreign companies may also receive less coverage than United States companies by market analysts and the financial press. In addition, foreign countries may lack uniform accounting, auditing, and financial reporting standards or regulatory requirements comparable to those applicable to U.S. companies. These factors may prevent a Fund and its Adviser or Sub-Adviser from obtaining information concerning foreign companies that is as frequent, extensive, and reliable as the information available concerning companies in the United States.

</R>

Foreign countries may have restrictions on foreign ownership of securities or may impose exchange controls, capital flow restrictions or repatriation restrictions which could adversely affect the liquidity of a Fund's investments.

CREDIT RISKS

Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, a Fund will lose money.

<R>

Many fixed income securities receive credit ratings from services such as Standard & Poor's and Moody's Investors Service. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, a Fund must rely entirely upon the Sub-Adviser's credit assessment.

</R>

Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security's rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.
Credit risk includes the possibility that a party to a transaction involving a Fund will fail to meet its obligations. This could cause a Fund to lose the benefit of the transaction or prevent a Fund from selling or buying other securities to implement its investment strategy.

INTEREST RATE RISKS

Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.
Interest rate changes have a greater effect on the price of fixed income securities with longer durations.

CALL RISKS

Call risk is the possibility that an issuer may redeem a fixed income security before maturity (a call) at a price below its current market price. An increase in the likelihood of a call may reduce the security's price.

<R>

If a fixed income security is called, a Fund may have to reinvest the proceeds in other fixed income securities with lower interest rates, higher credit risks, or other less favorable characteristics.

</R>

SECTOR RISKS

A substantial part of a Fund's portfolio may be comprised of securities issued or credit enhanced by companies in similar businesses or with other similar characteristics. As a result, a Fund will be more susceptible to any economic, business, political, or other developments which generally affect these issuers.

<R>

Companies with similar characteristics may be grouped together in broad categories called sectors. Sector risk is the possibility that a certain sector may underperform other sectors or the market as a whole. As the Adviser or Sub-Adviser allocates more of a Fund's portfolio holdings to a particular sector, a Fund's performance will be more susceptible to any economic, business or other developments which generally affect that sector.

</R>

RISKS RELATED TO INVESTING FOR GROWTH

Due to their relatively high valuations, growth stocks are typically more volatile than value stocks. For instance, the price of a growth stock may experience a larger decline on a forecast of lower earnings, a negative fundamental development, or an adverse market development. Further, growth stocks may not pay dividends or may pay lower dividends than value stocks. This means they depend more on price changes for returns and may be more adversely affected in a down market compared to value stocks that pay higher dividends.

RISKS RELATED TO INVESTING FOR VALUE

Due to their relatively low valuations, value stocks are typically less volatile than growth stocks. For instance, the price of a value stock may experience a smaller increase on a forecast of higher earnings, a positive fundamental development, or positive market development. Further, value stocks tend to have higher dividends than growth stocks. This means they depend less on price changes for returns and may lag behind growth stocks in an up market.

RISKS RELATED TO COMPANY SIZE

<R>

Generally, the smaller the market capitalization of a company, the fewer the number of shares traded daily, the less liquid its stock and the more volatile its price. Market capitalization is determined by multiplying the number of its outstanding shares by the current market price per share.

</R>

Companies with smaller market capitalizations also tend to have unproven track records, a limited product or service base, and limited access to capital. These factors also increase risks and make these companies more likely to fail than companies with larger market capitalizations.

PREPAYMENT RISKS

Generally, homeowners have the option to prepay their mortgages at any time without penalty. Homeowners frequently refinance high interest rate mortgages when mortgage rates fall. This results in the prepayment of mortgage backed securities with higher interest rates. Conversely, prepayments due to refinancings decrease when mortgage rates increase. This extends the life of mortgage backed securities with lower interest rates. Other economic factors can also lead to increases or decreases in prepayments. Increases in prepayments of high interest rate mortgage backed securities, or decreases in prepayments of lower interest rate mortgage backed securities, may reduce their yield and price. These factors, particularly the relationship between interest rates and mortgage prepayments, makes the price of mortgage backed securities held by a Fund more volatile than many other types of fixed income securities with comparable credit risks.
Mortgage backed securities generally compensate for greater prepayment risk by paying a higher yield. The difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security is perceived to have an increased prepayment risk or perceived to have less market demand. An increase in the spread will cause the price of the security to decline.

<R>

A Fund may have to reinvest the proceeds of mortgage prepayments in other fixed income securities with lower interest rates, higher prepayment risks or other less favorable characteristics.

</R>

TAX RISKS

<R>

In order to be tax-exempt, municipal securities must meet certain legal requirements. Failure to meet such requirements may cause the interest received and distributed by a Fund to Shareholders to be taxable.

</R>

Changes or proposed changes in federal tax laws may cause the prices of municipal securities to fall.

<R>

Income from a Fund may be subject to the AMT.

</R>

WHAT DO SHARES COST?

<R>

You can purchase, redeem or exchange Shares any day the New York Stock Exchange (NYSE) is open. When a Fund receives your transaction request in proper form (as described in this prospectus) it is processed at the next calculated net asset value (NAV). The Funds do not charge a front-end sales charge. The NAV for Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax Free Bond Fund is determined at the end of regular trading (normally 4:00 p.m. Eastern time) each day the NYSE is open. The NAV for Prime Money Market Fund and U.S. Treasury Money Market Fund (together, the "Money Market Funds") is determined at 12:00 noon and 4:00 p.m. (Eastern time). A Fund's NAV is determined as follows: The Money Market Funds attempt to stabilize the NAV of their Shares at $1.00 by valuing the portfolio securities using the amortized cost method. The Money Market Funds cannot guarantee that their NAVs will always re main at $1.00 per Share. Equity securities are generally valued at the last sale price in the market in which they are primarily traded (either a national securities exchange or the over-the-counter market). The Fund generally values fixed income securities according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost.

Outside of Automatic Investment Programs, the minimum initial investment in each Fund is $1000, except for an Individual Retirement Account ("IRA"), which requires a minimum initial investment of $500. Subsequent investments must be in amounts of at least $100, except for an IRA, which must be in amounts of at least $50. An investor's minimum investment will be calculated by combining all accounts it maintains in the Riggs Funds. Within Automatic Investment Programs, the minimum investment requirements would be specified in the Riggs Bank, N.A. or Riggs Investment Corp. Service Agreement.

</R>

The minimum investment required may be waived for purchases by employees or retirees of the Riggs National Corporation and/or its subsidiaries, and their spouses and children under the age of 21. The minimum investment may also be waived for investors participating in a payroll deduction program. Keep in mind that investment professionals may charge you fees for their services in connection with your Share transactions.

SALES CHARGE WHEN YOU REDEEM

<R>

Your redemption proceeds may be reduced by a sales charge, commonly referred to as a contingent deferred sales charge (CDSC). Shareholders redeeming Class R Shares from the Funds (with the exception of the Money Market Funds, unless the Money Market Fund Shares were acquired in exchange for Class R Shares of a Fund which is not a Money Market Fund) within five years of the purchase date will be charged a CDSC equal to 2.00% on the lesser of the NAV of the redeemed Shares at the time of purchase or the NAV of the redeemed Shares at the time of redemption. The CDSC will be deducted from the redemption proceeds otherwise payable to the Shareholder and will be retained by the Fund's distributor. In determining the applicability of the CDSC, the required holding period for new Shares received through an exchange will include the period for which the original Shares were held.

</R>

You will not be charged a CDSC when redeeming Shares:

as a Shareholder who acquired Shares prior to July 1, 1998 (including Shares acquired in exchange for Shares acquired prior to July 1, 1998);
purchased with reinvested dividends or capital gains;
following the death or disability, as defined in Section 72(m)(7) of the Internal Revenue Code of 1986, of the last surviving Shareholder;
representing minimum required distributions from an IRA or other retirement plan to a Shareholder who has attained the age of 70 1/2;

<R>

if a Fund redeems your Shares and closes your account for not meeting the minimum balance requirement; and

</R>

which are qualifying redemptions of Shares under a Systematic Withdrawal Program.

In addition, you will not be charged a CDSC:

on Shares held by Trustees, employees and retired employees of the Funds, Riggs National Corporation and/or its subsidiaries, or Federated Securities Corp. and/or its affiliates, and their spouses and children under the age of 21;

<R>

on Shares originally purchased (i) through the Trust Division or the Private Banking Division of Riggs Bank, N.A.; (ii) through an investment adviser registered under the Investment Advisers Act of 1940; (iii) through retirement plans where the third party administrator has entered into certain arrangements with Riggs Bank, N.A. or its affiliates; or (iv) by any bank or dealer (in each case for its own account) having a sales agreement with Federated Securities Corp.; and
on Shares purchased through entities having no transaction fee agreements or wrap accounts with Riggs Bank, N.A. or its affiliates.

</R>

To keep the sales charge as low as possible, the Funds redeem your Shares in this order:

Shares that are not subject to a CDSC; and
Shares held the longest.

The CDSC is then calculated using the Share price at the time of purchase or redemption, whichever is lower.

HOW ARE THE FUNDS SOLD?

<R>

U.S. Government Securities Fund, Stock Fund, Small Company Stock Fund, and the Money Market Funds offer Class R Shares and Class Y Shares; Large Cap Growth Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax Free Bond Fund offer Class R Shares. Each class represents interests in a single portfolio of securities. This prospectus relates only to Class R Shares. Each Share class has different sales charges and other expenses which affect their performance. Class Y Shares impose a 0.25% Shareholder services fee, are not subject to a Rule 12b-1 fee and do not impose a CDSC. For more information concerning Class Y Shares, contact Riggs Investment Corp. at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883.

The Funds' Distributor, Federated Securities Corp., markets the Shares described in this prospectus. Class R Shares of the Money Market Funds are sold primarily to retail customers of Riggs Bank, N.A. through Riggs Bank, N.A. and its affiliates, and to other retail customers through non-affiliated, authorized broker/dealers. Class R Shares of the Money Market Funds are also available to retail and institutional investors in connection with an Asset Management Program for automatic investment.

Class R Shares of Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, Long Term Tax Free Bond Fund are sold primarily to retail customers of Riggs Bank, N.A. through Riggs Bank, N.A. and its affiliates.

</R>

When the Distributor receives marketing fees, it may pay some or all of them to investment professionals. The Distributor and its affiliates may pay out of their assets other amounts (including items of material value) to investment professionals for marketing and servicing Shares. The Distributor is a subsidiary of Federated Investors, Inc. (Federated).

RULE 12B-1 PLAN

<R>

The Funds have adopted a Rule 12b-1 Plan, which allows them to pay marketing fees to the Distributor and investment professionals for the sale, distribution, and customer servicing of the Funds' Class R Shares at an annual rate of up to 0.25% of the average daily assets of Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax Free Bond Fund; and up to 0.50% of the average daily assets of the Money Market Funds. Because these Shares pay marketing fees on an ongoing basis, your investment cost may be higher over time than other shares with different sales charges and marketing fees.

</R>

HOW TO PURCHASE SHARES

<R>

You may purchase Shares through Riggs Investment Corp., Riggs Bank, N.A., a Riggs-affiliated broker/dealer or through an exchange from another Riggs Fund. The Funds reserve the right to reject any request to purchase or exchange Shares.

</R>

THROUGH RIGGS INVESTMENT CORP.

<R>

To place an order to purchase Shares of a Fund, an investor may write to or call Riggs Investment Corp. at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883. Representatives are available from 8:30 a.m. to 5:00 p.m. (Eastern time). Payment may be made either by mail or federal funds or by debiting a customer's account at Riggs Bank, N.A. With respect to U.S. Treasury Money Market Fund and Prime Money Market Fund, purchase orders must be received by Riggs Investment Corp. before 11:00 a.m. (Eastern time). Payment is normally required on the same business day. With respect to Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax Free Bond Fund, purchase orders must be received by Riggs Investment Corp. before 4:00 p.m. (Eastern time). Payment is normally required on the next business day.

</R>

By Wire

<R>

Shares of the Riggs Funds may be purchased by wire. For wiring instructions, call Riggs Funds Shareholder Services (RFSS) at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883.

With respect to Prime Money Market Fund and U.S. Treasury Money Market Fund, payment by wire must be received by Riggs Investment Corp. before 12:30 p.m. (Eastern time) on the same day as the order is placed to earn dividends for that day. With respect to Large Cap Growth Fund, Stock Fund, Small Company Stock Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax Free Bond Fund, payment by wire must be received by Riggs Investment Corp. before 3:00 p.m. (Eastern time) on the next business day after placing the order. You cannot purchase Shares by wire on holidays when wire transfers are restricted.

</R>

By Check

Make your check payable to Riggs Funds, note the name of the Fund and the Share class on the check, and mail it to:

Riggs Investment Corp.
P.O. Box 96656
Washington, D.C. 20090-6656

If you send your check by a private courier or overnight delivery service that requires a street address, mail it to:

Riggs Investment Corp.
808 17th Street, N.W.
Washington, D.C. 20006

<R>

Payment should be made in U.S. dollars and drawn on a U.S. bank. The Fund reserves the right to reject any purchase request. For example, to protect against check fraud the Fund may reject any purchase request involving a check that is not made payable to The Riggs Funds (including, but not limited to, requests to purchase Shares using third-party checks), or involving temporary checks or credit card checks.

Orders received by mail are considered received after payment by check is converted by Riggs Bank, N.A. into federal funds. This is normally the next business day.

</R>

THROUGH RIGGS-AFFILIATED BROKER/DEALERS

<R>

An investor may place an order through Riggs-affiliated broker/dealers to purchase Shares of a Fund. Shares will be purchased at the public offering price next determined after a Fund receives the purchase request from the broker/dealer. Purchase requests through Riggs-affiliated broker/dealers must be received by the broker/dealer before 3:00 p.m. (Eastern time) in order for Shares to be purchased at that day's public offering price.

THROUGH AUTOMATIC INVESTING PROGRAMS OFFERED THROUGH RIGGS BANK, N.A.

You may establish an account with Riggs Investment Corp. or Riggs Bank, N.A. to automatically purchase Class R Shares of Prime Money Market Fund or U.S. Treasury Money Market Fund when your bank account reaches a certain level. Prospective investors in an Automatic Investing Program should refer to the Riggs Investment Corp. or Riggs Bank, N.A. Service Agreement for details regarding the services, fees, restrictions, and limitations related to the Automatic Investment Program. You should read this prospectus along with the Service Agreement.

</R>

THROUGH AN EXCHANGE

You may purchase Class R Shares of the Funds (with the exception of Prime Money Market Fund) through an exchange from Class R Shares of another Riggs Fund. You must meet the minimum initial investment requirement for purchasing Shares and both accounts must have identical registrations.

BY SYSTEMATIC INVESTMENT PROGRAM

<R>

Once a Fund account has been opened, Shareholders may add to their investment on a regular basis in a minimum amount of $50. Under this program, funds may be automatically withdrawn on a periodic schedule from the Shareholder's checking or savings account or an account in one of the Riggs Funds and invested in Fund Shares at the NAV next determined after an order is received. Shareholders may apply for participation in this program through Riggs Investment Corp., Riggs Bank, N.A. or an authorized broker/dealer.

</R>

Due to the nature of the Automatic Investing Programs, systematic investment privileges are unavailable to participants in these programs.

BY AUTOMATED CLEARING HOUSE (ACH)

Once you have opened an account, you may purchase additional Shares through a depository institution that is an ACH member. This purchase option can be established by completing the appropriate sections of the New Account Form.

<R>

AUTOMATIC INVESTING PROGRAMS

Clients who have executed a Riggs Bank, N.A. or Riggs Investment Corp. Service Agreement should refer to the Agreement for information about redeeming Class R Shares of Prime Money Market Fund and U.S. Treasury Money Market Fund purchased through that program.

</R>

RETIREMENT INVESTMENTS

Shares of the Funds can be purchased as an investment for retirement plans or for IRA accounts. For further details, contact Riggs Investment Corp. and consult a tax adviser.

HOW TO REDEEM AND EXCHANGE SHARES

Each Fund redeems Class R Shares at their NAV, less (with the exception of the Money Market Funds, unless the Money Market Funds' Shares were acquired in exchange for Class R Shares or Class B Shares of a Fund which is not a Money Market Fund) any applicable CDSC, next determined after Riggs Investment Corp. receives the redemption request.

<R>

Redemptions will be made on days on which both the NYSE and Federal Reserve Wire system are open for business. Telephone or written requests for redemption must be received in proper form by Riggs Bank, N.A.

DIRECTLY FROM THE FUND

</R>

By Telephone

<R>

You may redeem or exchange Shares by calling Riggs Investment Corp. at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883. An authorization form permitting a Fund to accept telephone redemption requests must first be completed. Although Riggs Investment Corp. does not charge for telephone redemptions, it reserves the right to charge a fee for the cost of wire-transferred redemptions of less than $5,000, or in excess of one per month.

With respect to the Money Market Funds, if you call before 11:00 a.m. (Eastern time) your redemption will be wired to you the same day. You will not receive that day's dividend. If you call after 11:00 a.m. (Eastern time) your redemption will be wired to you the following business day. You will receive that day's dividend.

With respect to Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax Free Bond Fund, if you call before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time) you will receive a redemption amount based on that day's NAV.

</R>

By Mail

You may redeem or exchange Shares by mailing a written request to:

Riggs Investment Corp.
P.O. Box 96656
Washington, D.C. 20090-6656

Send requests by private courier or overnight delivery service to:

Riggs Investment Corp.
808 17th Street, N.W.
Washington, D.C. 20006

All requests must include:

<R>

Fund Name, Share Class, account number and account registration;

</R>

amount to be redeemed or exchanged;
signatures of all Shareholders exactly as registered; and
if exchanging, the Fund Name and Share Class, account number and account registration into which you are exchanging.

<R>

Call your investment professional or the Fund if you need special instructions.

</R>

Signature Guarantees

Signatures must be guaranteed if:

your redemption will be sent to an address other than the address of record;
your redemption will be sent to an address of record that was changed within the last 30 days;

<R>

a redemption is payable to someone other than the Shareholder(s) of record; or

</R>

if exchanging (transferring) into another fund with a different Shareholder registration.

A signature guarantee is designed to protect your account from fraud. Obtain a signature guarantee from a bank or trust company, savings association, credit union or broker, dealer, or securities exchange member. A notary public cannot provide a signature guarantee.

PAYMENT METHODS FOR REDEMPTIONS

Your redemption proceeds will be mailed by check to your address of record. The following payment options are available if you complete the appropriate section of the New Account Form or an Account Service Options Form. These payment options require a signature guarantee if they were not established when the account was opened:

an electronic transfer to your account at a financial institution that is an ACH member; or
wire payment to your account at a domestic commercial bank that is a Federal Reserve System member.

Redemption in Kind

Although the Funds intend to pay Share redemptions in cash, they reserve the right to pay the redemption price in whole or in part by a distribution of the Funds' portfolio securities.

LIMITATIONS ON REDEMPTION PROCEEDS

Redemption proceeds normally are wired or mailed within one business day after receiving a request in proper form. Payment may be delayed up to seven days:

to allow your purchase to clear;
during periods of market volatility; or
when a Shareholder's trade activity or amount adversely impacts the Funds' ability to manage its assets.

You will not accrue interest or dividends on uncashed checks from a Fund if those checks are undeliverable and returned to a Fund.

REDEMPTIONS FROM RETIREMENT ACCOUNTS

<R>

In the absence of your specific instructions, 10% of the value of your redemption from a retirement account in a Fund may be withheld for taxes. This withholding only applies to certain types of retirement accounts.

</R>

EXCHANGE PRIVILEGE

<R>

A Shareholder may generally exchange Class R Shares of one Fund for Class R Shares of any of the other Funds in the Riggs Funds (with the exception of Prime Money Market Fund) at NAV by writing to or calling RFSS at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883. A CDSC is not assessed in connection with such exchanges, but if the Shareholder redeems Shares (other than Shares of a Money Market Fund, unless a Money Market Fund's Shares were acquired in exchange for Class R Shares of a Fund which is not a Money Market Fund) within five years of the original purchase, a CDSC will be imposed. For purposes of computing the CDSC, the length of time the Shareholder has owned Shares will be measured from the date of original purchase and will not be affected by the exchange.

Orders for exchanges received by a Fund prior to 4:00 p.m. (Eastern time) on any day that Fund is open for business will be executed as of the close of business that day. Orders for exchanges received after 4:00 p.m. (Eastern time) on any business day will be executed at the close of the next business day.

</R>

To execute an order to exchange you must first:

complete an authorization form permitting the Fund to accept telephone exchange requests;
ensure that the account registrations are identical;
meet any minimum initial investment requirements;
specify the dollar value or number of Shares to be exchanged; and

<R>

receive a prospectus for the Fund into which you wish to exchange.

</R>

An exchange is treated as a redemption and a subsequent purchase, and is a taxable transaction.

<R>

The Funds may modify or terminate the exchange privilege at any time. The Funds' management or Adviser may determine from the amount, frequency, and pattern of exchanges that a Shareholder is engaged in excessive trading that is detrimental to a Fund and other Shareholders. If this occurs, a Fund may terminate the availability of exchanges to that Shareholder.

</R>

Shareholders may obtain further information on the exchange privilege by calling RFSS at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883.

SYSTEMATIC WITHDRAWAL PROGRAM

<R>

You may automatically redeem Shares in a minimum amount of $50 on a regular basis. To be eligible to participate in this program, a Shareholder must have an account value of at least $10,000. A Shareholder may make arrangements to have amounts systematically withdrawn from their accounts in the Money Market Funds and automatically invested in Class R Shares of one of the other Funds in the Riggs Funds. A Shareholder may apply for participation in this program through Riggs Investment Corp., Riggs Bank, N.A. or an authorized broker/dealer. This program may reduce, and eventually deplete, your account. Payments should not be considered yield or income.

</R>

Due to the nature of the Automatic Investment Programs, systematic withdrawal privileges are not available to participants in those programs.

<R>

SYSTEMATIC EXCHANGE PROGRAM

</R>

Shareholders who desire to automatically exchange Shares of a predetermined amount on a monthly, quarterly or annual basis may take advantage of a systematic exchange privilege. The minimum amount that may be exchanged is $50. This privilege is not available to Shareholders of Class R Shares of the Money Market Funds. Shareholders interested in participating in this program should contact RFSS.

<R>

CHECKWRITING

Class R Shareholders who at June 30, 1998 were Class A Shareholders of Prime Money Market Fund and U.S. Treasury Money Market Fund with a minimum balance of $5,000 can redeem Shares by writing a check in the amount of at least $100. Shareholders must complete the checkwriting section of the account application or complete a subsequent checkwriting application form which can be obtained from Riggs Investment Corp. The Fund will then provide checks. Checks cannot be used to close a Shareholder's account. Checkwriting is not permitted with respect to Shares held in IRA accounts, corporate accounts or an Automatic Investing Program. For further information, contact RFSS.

</R>

ADDITIONAL CONDITIONS

Telephone Transactions

The Funds will record your telephone instructions. If a Fund does not follow reasonable procedures, it may be liable for losses due to unauthorized or fraudulent telephone instructions.

Share Certificates

The Funds do not issue Share certificates. If you are redeeming or exchanging Shares represented by certificates previously issued by a Fund, you must return the certificates with your written redemption or exchange request. For your protection, send your certificates by registered or certified mail, but do not endorse them.

ACCOUNT AND SHARE INFORMATION

<R>

CONFIRMATIONS AND ACCOUNT STATEMENTS

You will receive confirmation of purchases, redemptions, and exchanges (except for systematic transactions). In addition, you will receive periodic statements reporting all account activity, including systematic transactions, dividends, and capital gains paid.

</R>

DIVIDENDS AND CAPITAL GAINS

<R>

With respect to the Money Market Funds and U.S. Government Securities Fund, dividends are declared daily and paid monthly. With respect to Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax Free Bond Fund, dividends are declared daily and paid monthly. Unless Shareholders request cash payments by so indicating on the account application or by writing to one of these Funds, dividends are automatically reinvested in additional Shares of the respective Fund on payment dates at NAV on the ex-dividend date without a sales charge. With respect to Stock Fund, Small Company Stock Fund, and Large Cap Growth Fund, dividends are declared and paid quarterly. Unless cash payments are requested by Shareholders in writing to the appropriate Fund or by indication on the account application, dividends are automatically reinvested in additional Shares of the Fund on payment dates at the ex-dividend date NAV without a sales charge.

</R>

In addition, the Funds pay any capital gains at least annually. Your dividends and capital gains distributions will be automatically reinvested in additional Shares without a sales charge, unless you elect cash payments.

<R>

If you purchase Shares just before a Fund declares a dividend or capital gain distribution, you will pay the full price for the Shares and then receive a portion of the price back in the form of a taxable distribution, whether or not you reinvest the distribution in Shares. Therefore, you should consider the tax implications of purchasing Shares shortly before a Fund declares a dividend or capital gain. Contact your investment professional or the Fund for information concerning when dividends and capital gains will be paid.

</R>

ACCOUNTS WITH LOW BALANCES

<R>

Due to the high cost of maintaining accounts with low balances, non-retirement accounts may be closed if redemptions or exchanges cause the account balance to fall below the minimum initial investment amount. Before an account is closed, you will be notified and allowed 30 days to purchase additional Shares to meet the minimum. The required minimum may be waived for employees or retirees of the Riggs National Corporation and/or its subsidiaries, employees of any broker/dealer operating on the premises of Riggs Bank, N.A., and their spouses and children under 21.

</R>

TAX INFORMATION

<R>

The Funds send an annual statement of your account activity to assist you in completing your federal, state, and local tax returns. Fund distributions of dividends and capital gains are taxable to you whether paid in cash or reinvested in a Fund. Dividends are taxable as ordinary income; capital gains are taxable at different rates depending upon the length of time a Fund holds its assets.

</R>

Fund distributions are expected to be both dividends and capital gains. Redemptions and exchanges are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

With respect to Intermediate Tax Free Bond Fund and Long Term Tax Free Bond Fund, an annual statement of your account activity will be sent to assist you in completing your federal, state, and local tax returns. It is anticipated that a Fund's distributions will be primarily dividends that are exempt from federal income tax, although a portion of a Fund's dividends may not be exempt. Dividends may be subject to state and local taxes. Capital gains and non-exempt dividends are taxable whether paid in cash or reinvested in the Fund. Redemptions and exchanges are taxable sales. Please consult your tax adviser regarding your federal, state, and local tax liability.

WHO MANAGES THE FUNDS?

The Board of Trustees governs the Funds. The Board selects and oversees the Adviser, Riggs Investment Corp. The Adviser manages the Funds' assets, including buying and selling portfolio securities. The Adviser's address is 808 17th Street N.W., Washington, D.C. 20006.

<R>

The Adviser has delegated daily management of the Funds to the following sub-adviser: Riggs Investment Management Corp. ("RIMCO") (with respect to Stock Fund, Small Company Stock Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, Long Term Tax Free Bond Fund, Prime Money Market Fund, and U.S. Treasury Money Market Fund). The sub-adviser, which is paid by the Adviser and not by the Funds, is a subsidiary of Riggs National Corporation, a bank holding company. The sub-adviser's address is: Riggs Investment Management Corp., 808 17th Street N.W., Washington, D.C. 20006. Large Cap Growth Fund is managed directly by the Adviser.

The Adviser or its affiliates have advised the Riggs Funds since September 1991, and as of April 30, 2002, provide investment advice for assets of over $2.0 billion. RIMCO has a varied client base of approximately 200 other relationships including corporate pension plans, foundations, endowments, associations, and management assets of over $1.2 billion.

</R>

THE FUNDS' PORTFOLIO MANAGERS ARE:

<R>

A team, composed of investment managers with extensive equity research and stock selection experience at Riggs, are jointly and primarily responsible for the day-to-day management of Stock Fund, Small Company Stock Fund and Large Cap Growth Fund.

A team composed of investment managers with extensive fixed income research and security selection experience at Riggs, are jointly and primarily responsible for the day-to-day management of U.S. Government Securities fund, Bond Fund, Intermediate Tax Free Bond Fund, Long Term Tax Free Bond Fund, Prime Money Market Fund and U.S. Treasury Money Market Fund.

ADVISORY FEES

</R>

The Adviser receives an annual investment advisory fee at annual rates equal to percentages of the relevant Fund's average net assets as follows: Stock Fund, Large Cap Growth Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax Free Bond Fund--0.75%; Small Company Stock Fund--0.80%; and Prime Money Market Fund and U.S. Treasury Money Market Fund--0.50%. The Adviser may voluntarily waive a portion of its fee or reimburse the Funds for certain operating expenses.

FINANCIAL INFORMATION

FINANCIAL HIGHLIGHTS

<R>

The Financial Highlights will help you understand the Funds' financial performance for the past five fiscal years, or since inception, if the life of a Fund is shorter. Some of the information is presented on a per Share basis. Total returns represent the rate an investor would have earned (or lost) on an investment in the Funds, assuming reinvestment of any dividends and capital gains. This information for the year ended April 30, 2002, has been audited by KPMG LLP (KPMG), whose report, along with the Funds' audited financial statements, is included in the Annual Report. Information for all other years and periods was audited by the Funds' previous auditors.

Riggs Funds
Financial Highlights Class R Shares

(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)

Beginning with the fiscal year ended April 30, 2002 the Funds were audited by KPMG. Each of the previous years was audited by other auditors. KPMG's report dated June 21, 2002, on the Funds' financial statements for the year ended April 30, 2002, is included in the Combined Annual Report, which is incorporated herein by reference. This table should be read in conjunction with the Funds' financial statements and notes thereto, which may be obtained free of charge from the Trust.


Year Ended April 30,	Net Asset Value, beginning of period	Net Investment Income (Net Operating Loss)	Net Realized and Unrealized Gain (Loss) on Investments	Total From Investment Operations	Distributions from Net Investment Income	Distributions from Net Realized Gain on Investments	Distributions from Paid-in Capital¹
Stock Fund
1998	$15.41	0.11	5.20	5.31	(0.11)	(4.04)	—
1999	$16.57	0.04	0.94	0.98	(0.04)	(1.71)	—
2000	$15.80	0.01	(0.38)	(0.37)	(0.01)	(2.20)	—
2001⁴	$13.22	(0.03)⁵	(1.53)	(1.56)	—	(2.71)	—
2002	$8.95	(0.04)⁵	(1.54)	(1.58)	—	(0.08)	—
Small Company Stock Fund
1998	$12.80	(0.04)	9.23	9.19	—	(3.19)	—
1999	$18.80	(0.02)	(5.66)	(5.68)	—	(1.85)	—
2000	$11.27	(0.05)⁵	1.94	1.89	—	—	—
2001⁴	$13.16	(0.02)	(0.15)	(0.17)	—	(1.77)	—
2002	$11.22	(0.09)⁵	1.16	1.07	—	—	—
Large Cap Growth Fund
2000⁷	$10.00	—	1.73	1.73	—	—	(0.01)
2001⁴	$11.72	0.00⁹	(5.26)	(5.26)	—	—	—
2002	$6.46	(0.03)⁵	(2.28)	(2.31)	—	—	—
U.S. Government Securities Fund
1998	$9.41	0.56	0.37	0.93	(0.57)	—	—
1999	$9.77	0.52	0.06	0.58	(0.50)	—	—
2000	$9.85	0.50	(0.37)	0.13	(0.51)	—	—
2001	$9.47	0.52	0.45	0.97	(0.51)	—	—
2002	$9.93	0.45^5,10	0.11¹⁰	0.56	(0.49)	—	—
Bond Fund
2000⁷	$10.00	0.21	0.01	0.22	(0.21)	—	—
2001	$10.01	0.58	0.49	1.07	(0.58)	—	—
2002	$10.50	0.54^5,10	0.07¹⁰	0.61	(0.52)	—	—

1 Represents a return of capital for federal income tax purposes.

2 Based on net asset value, which does not reflect the sales charge or contingent deferred sales charge, if applicable.

3 This voluntary expense decrease is reflected in both the expense and the net investment income (net operating loss) ratios shown above.

4 As of July 21, 2000, Class B Shares were no longer offered. All Class B Shares were converted to Class R Shares.

5 Per share amount is based upon the average number of shares outstanding.

6 Percentage amount does not round to 0.01%.

7 Reflects operations for the period from December 20, 1999 (date of initial public investment) to April 30, 2000.

8 Computed on an annualized basis.

9 Per share amount does not round to $0.01 or $(0.01).

10 Effective May 1, 2001, the U.S. Government Securities Fund and Bond Fund adopted the provisions of the American Institute of Certified Public Accountants ("AICPA") Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended April 30, 2002 was as follows:

		Net Investment Income per Share		Net Realized and Unrealized Gain/Loss per Share		Ratio of Net Investment Income to Average Net Assets
U.S. Government Securities Fund R Shares		$(0.07)		$0.07		(0.57)%
Bond Fund R Shares		(0.04)		0.04		(0.24)%

Per share, ratios and supplemental data for periods prior May 1, 2001 have not been restated to reflect this change in presentation.

			Ratios to Average Net Assets
Total Distributions	Net Asset Value, end of period	Total Return²	Expenses	Net Investment Income (Net Operating Loss)	Expense waiver/ reimbursement³	Net Assets, end of period (000 omitted)	Portfolio Turnover

(4.15)	$16.57	39.68%	0.93%	0.63%	0.07%	$117,115	94%
(1.75)	$15.80	6.50%	1.22%	0.26%	0.26%	$101,474	52%
(2.21)	$13.22	(1.04)%	1.41%	0.08%	0.14%	$51,968	79%
(2.71)	$8.95	(12.59)%	1.52%	(0.29)%	0.01%	$30,385	95%
(0.08)	$7.29	(17.75)%	1.61%	(0.46)%	—	$21,064	49%

(3.19)	$18.80	77.85%	1.09%	(0.26)%	0.09%	$58,223	108%
(1.85)	$11.27	(30.33)%	1.37%	(0.14)%	0.26%	$38,728	100%
—	$13.16	16.77%	1.60%	(0.44)%	0.13%	$33,163	116%
(1.77)	$11.22	0.37%	1.60%	(0.14)%	0.00%⁶	$16,637	146%
—	$12.29	9.54%	1.66%	(0.75)%	—	$15,114	183%

(0.01)	$11.72	17.31%	1.31%⁸	(0.15)%⁸	0.36%⁸	$102,961	19%
—	$6.46	(44.88)%	1.22%	(0.42)%	0.26%	$44,019	62%
—	$4.15	(35.76)%	1.33%	(0.56)%	0.33%	$15,864	40%

(0.57)	$9.77	10.14%	0.82%	5.87%	0.40%	$34,521	175%
(0.50)	$9.85	6.03%	0.91%	5.12%	0.67%	$38,928	55%
(0.51)	$9.47	1.39%	1.06%	5.19%	0.55%	$29,898	55%
(0.51)	$9.93	10.44%	0.93%	5.27%	0.55%	$25,415	58%
(0.49)	$10.00	5.78%	0.96%	4.51%¹⁰	0.55%	$20,861	64%

(0.21)	$10.01	2.18%	1.00%⁸	5.73%⁸	0.67%⁸	$41,597	16%
(0.58)	$10.50	10.94%	0.87%	5.63%	0.67%	$37,858	42%
(0.52)	$10.59	5.54%	0.90%	5.04%¹⁰	0.67%	$29,606	83%

Riggs Funds
Financial Highlights Class R Shares

(For a share outstanding throughout each period)


Year Ended April 30,	Net Asset Value, beginning of period	Net Investment Income	Net Realized and Unrealized Gain (Loss) on Investments	Total From Investment Operations	Distributions from Net Investment Income	Distributions from Net Realized Gain on Investments
Intermediate Tax Free Bond Fund
2000³	$10.00	0.15	(0.02)	0.13	(0.15)	—
2001	$9.98	0.43	0.27	0.70	(0.43)	—
2002	$10.25	0.42^{5, 6}	0.12⁶	0.54	(0.41)	—
Long Term Tax Free Bond Fund
2000³	$10.00	0.16	0.01	0.17	(0.16)	—
2001	$10.01	0.45	0.34	0.79	(0.46)	(0.05)
2002	$10.29	0.43⁶	0.18⁶	0.61	(0.43)	(0.10)
Prime Money Market Fund
1998	$1.00	0.05	(0.00)⁷	0.05	(0.05)	—
1999	$1.00	0.04	0.00⁷	0.04	(0.04)	—
2000	$1.00	0.04	(0.00)⁷	0.04	(0.04)	—
2001	$1.00	0.05	0.00⁷	0.05	(0.05)	—
2002	$1.00	0.02	(0.00)⁷	0.02	(0.02)	—
U.S. Treasury Money Market Fund
1999⁸	$1.00	0.03	—	0.03	(0.03)	—
2000	$1.00	0.04	(0.00)⁷	0.04	(0.04)	—
2001	$1.00	0.05	0.00⁷	0.05	(0.05)	—
2002	$1.00	0.02	—	0.02	(0.02)	—

1 Based on net asset value, which does not reflect the sales charge or contingent deferred sales charge, if applicable.

2 This voluntary expense decrease is reflected in both the expense and the net investment income (net operating loss) ratios shown above.

3 Reflects operations for the period from December 20, 1999 (date of initial public investment) to April 30, 2000.

4 Computed on an annualized basis.

5 Per share amount is based upon the average number of shares outstanding.

6 Effective May 1, 2001, the Intermediate Tax Free Bond Fund and Long Term Tax Free Bond Fund adopted the provisions of the American Institute of Certified Public Accountants ("AICPA") Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended April 30, 2002 was as follows:

		Net Investment Income per Share		Net Realized and Unrealized Gain/Loss per Share		Ratio of Net Investment Income to Average Net Assets
Intermediate Tax Free Bond Fund R Shares		0.01		(0.01)		0.07%
Long Term Tax Free Bond Fund R Shares		—		—		0.01%

Per share, ratios and supplemental data for periods prior May 1, 2001 have not been restated to reflect this change in presentation.

7 Per share amount does not round to $0.01 or $(0.01).

8 Reflects operations for the period from July 7, 1998 (date of initial public investment) to April 30, 1999.

			Ratios to Average Net Assets
Total Distributions	Net Asset Value, end of period	Total Return¹	Expenses	Net Investment Income	Expense waiver/ reimbursement²	Net Assets, end of period (000 omitted)	Portfolio Turnover

(0.15)	$9.98	1.31%	1.00%⁴	4.16%⁴	0.61%⁴	$66,582	9%
(0.43)	$10.25	7.08%	0.89%	4.18%	0.61%	$59,483	25%
(0.41)	$10.38	5.37%	0.93%	4.05%⁶	0.61%	$56,280	27%

(0.16)	$10.01	1.76%	1.00%⁴	4.57%⁴	0.60%⁴	$69,119	0%
(0.51)	$10.29	8.00%	0.91%	4.48%	0.60%	$57,481	48%
(0.53)	$10.37	6.02%	0.93%	4.09%⁶	0.60%	$48,389	25%

(0.05)	$1.00	4.92%	1.00%	4.51%	0.18%	$508	—
(0.04)	$1.00	4.49%	1.03%	4.25%	0.46%	$8,422	—
(0.04)	$1.00	4.53%	1.07%	4.55%	0.40%	$23,842	—
(0.05)	$1.00	5.32%	1.07%	5.13%	0.40%	$103,460	—
(0.02)	$1.00	1.96%	1.07%	1.90%	0.40%	$43,742	—

(0.03)	$1.00	3.35%	1.08%⁴	3.86%⁴	0.47%⁴	$3,309	—
(0.04)	$1.00	4.20%	1.10%	4.20%	0.40%	$4,373	—
(0.05)	$1.00	5.11%	1.08%	5.03%	0.40%	$5,449	—
(0.02)	$1.00	1.77%	1.08%	1.02%	0.40%	$42,919	—

Riggs Funds

CLASS R SHARES

June 30, 2002

A Statement of Additional Information (SAI) dated June 30, 2002 is incorporated by reference into this prospectus. Additional information about the Funds' and their investments is contained in the Funds' SAI, and Annual and Semi-Annual Reports to Shareholders as they become available. The Annual Report discusses market conditions and investment strategies that significantly affected the Funds' performance during their last fiscal year. To obtain the SAI, Annual Report, Semi-Annual Report, and other information without charge, call your investment professional or Riggs Funds Shareholder Services at (202) 835-5300 or outside the Washington, DC metropolitan area toll-free at 1-800-934-3883.

You can obtain information about the Funds (including the SAI) by writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov. or by writing to the SEC's Public Reference Section, Washington, DC 20549-0102. Call 1-202-942-8090 for information on the SEC's Public Reference Room's operations and copying fees.

Investment Company Act File No. 811-6309

Cusip 76656A 609 Riggs Stock Fund RISTX
Cusip 76656A 807 Riggs Small Company Stock Fund RISCX
Cusip 76656A 849 Riggs Large Cap Growth Fund RILCX
Cusip 76656A 500 Riggs U.S. Government Securities Fund RIBDX
Cusip 76656A 872 Riggs Bond Fund RIBRX
Cusip 76656A 864 Riggs Intermediate Tax Free Bond Fund RIIBX
Cusip 76656A 856 Riggs Long Term Tax Free Bond Fund RILTX
Cusip 76656A 203 Riggs Prime Money Market Fund RPRXX
Cusip 76656A 401 Riggs U.S. Treasury Money Market Fund RGSXX

1061803A (06/02)

</R>

Cusip 76656A 609
Cusip 76656A 807
Cusip 76656A 849
Cusip 76656A 500
Cusip 76656A 872
Cusip 76656A 864
Cusip 76656A 856
Cusip 76656A 203
Cusip 76656A 401

<R>

1061803A (06/02)

</R>

COMBINED PROSPECTUS

June 30, 2002

Class Y Shares

Riggs Stock Fund

Riggs Small Company Stock Fund

Riggs U.S. Government Securities Fund

Riggs Prime Money Market Fund

Riggs U.S. Treasury Money Market Fund

[Logo of Riggs Funds]

RIGGS FUNDS JUNE 30, 2002

PROSPECTUS

Federated Securities Corp., Distributor

<R>

Riggs Funds

</R>

CLASS Y SHARES

Riggs Stock Fund
Riggs Small Company Stock Fund
Riggs U.S. Government Securities Fund
Riggs Prime Money Market Fund
Riggs U.S. Treasury Money Market Fund

<R>

Fund Goals, Strategies, Performance and Risk		1
What are the Funds' Fees and Expenses?		8
Principal Securities in Which the Funds Invest		9
Specific Risks of Investing in the Funds		11
What Do Shares Cost?		12
How are the Funds Sold?		13
How to Purchase Shares		13
How to Redeem Shares		14
Account and Share Information		15
Who Manages the Funds?		16
Financial Information		16

</R>

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE

<R>

JUNE 30, 2002

</R>

Fund Goals, Strategies,
Performance and Risk

Riggs Funds offer nine portfolios, including three equity funds, four income funds, and two money market funds. The following describes the investment goals, strategies, and principal risks of Riggs Stock Fund (Stock Fund), Riggs Small Company Stock Fund (Small Company Stock Fund), Riggs U.S. Government Securities Fund (U.S. Government Securities Fund), Riggs Prime Money Market Fund (Prime Money Market Fund) and Riggs U.S. Treasury Money Market Fund (U.S. Treasury Money Market Fund) (collectively, the "Funds"). There can be no assurance that a Fund will achieve its goal.

<R>

</R>

RIGGS STOCK FUND

Goal

Seeks to provide growth of capital and income.

Strategy

<R>

Risk/Return Bar Chart and Table

The performance information shown below will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Class Y Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

The Fund's Class Y Shares are sold without a sales charge (load). The total returns shown in the bar chart are based upon net asset value.

The Fund's Class Y Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was (0.51)%.

Within the period shown in the bar chart, the Fund's Class Y Shares highest quarterly return was 9.76% (quarter ended December 31, 2001). Its lowest quarterly return was (17.37)% (quarter ended September 30, 2001).

Average Annual Total Return Table

Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class Y Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Standard & Poor's 500 Index ("S&P 500"), a broad-based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	Start of Performance ¹
Class Y Shares:
Return Before Taxes	(15.57)%	(8.85)%
Return After Taxes on Distributions ²	(15.74)%	(11.09)%
Return After Taxes on Distributions and Sale of Fund Shares ²	(9.33)%	(6.83)%
S&P 500:	(11.88)%	(8.78)%

1 The Fund's Class Y Shares start of performance date was December 20, 1999.

</R>

RIGGS SMALL COMPANY STOCK FUND

Goal

Seeks to provide long-term capital appreciation.

Strategy

<R>

Risk/Return Bar Chart and Table

The performance information shown below will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Class Y Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

The Fund's Class Y Shares are sold without a sales charge (load). The total returns shown in the bar chart are based upon net asset value.

The Fund's Class Y Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 3.24%.

Within the period shown in the bar chart, the Fund's Class Y Shares highest quarterly return was 24.69% (quarter ended December 31, 2001). Its lowest quarterly return was (19.26)% (quarter ended September 30, 2001).

Average Annual Total Return Table

Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class Y Shares to illustrate the effect of federal taxes on Fund returns. In addition, Return After Taxes is shown for Class Y Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Russell 2000 Index ("RUS2"), a broad-based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	Start of Performance ¹
Class Y Shares:
Return Before Taxes	13.80%	10.74%
Return After Taxes on Distributions ²	13.77%	7.63%
Return After Taxes on Distributions and Sale of Fund Shares ²	8.40%	7.04%
RUS2	2.49%	3.60%

1 The Fund's Class Y Shares start of performance date was December 20, 1999.

</R>

RIGGS U.S. GOVERNMENT SECURITIES FUND

Goal

Seeks to achieve current income.

Strategy

<R>

</R>

Risk/Return Bar Chart and Table

<R>

The performance information shown above will help you analyze the Fund's investment risks in light of its historical returns. The bar chart shows the variability of the Fund's Class Y Shares total returns on a calendar year-by-year basis. The Average Annual Total Return table shows returns averaged over the stated periods, and includes comparative performance information. The Fund's performance will fluctuate, and past performance (before and after taxes) is no guarantee of future results.

The Fund's Class Y Shares are sold without a sales charge (load). The total returns shown in the bar chart are based upon net asset value.

The Fund's Class Y Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was (0.62)%.

Within the period shown in the bar chart, the Fund's Class Y Shares highest quarterly return was 4.61% (quarter ended December 31, 2000). Its lowest quarterly return was (0.61)% (quarter ended December 31, 2001).

</R>

Average Annual Total Return Table

<R>

Return Before Taxes is shown. In addition, Return After Taxes is shown for the Fund's Class Y Shares to illustrate the effect of federal taxes on Fund returns. Actual after-tax returns depend on each investor's personal tax situation, and are likely to differ from those shown. The table also shows returns for the Merrill Lynch U.S. Treasury Agency Master Index ("MLTAM"), a broad based market index. Index returns do not reflect taxes, sales charges, expenses or other fees that the SEC requires to be reflected in the Fund's performance. Indexes are unmanaged, and it is not possible to invest directly in an index.

(For the periods ended December 31, 2001)

	1 Year	State of Performance ¹
Class Y Shares:
Return Before Taxes	5.78%	8.60%
Return After Taxes on Distributions ²	3.64%	6.34%
Return After Taxes on Distributions and Sale of Fund Shares ²	3.49%	5.77%
MLTAM:	7.18%	9.94%

1 The Fund's Class Y Shares start of performance date was December 20, 1999.

2 After-tax returns are calculated using a standard set of assumptions. The stated returns assume the highest historical federal income and capital gains tax rates. Return After Taxes on Distributions assumes a continued investment in the Fund and shows the effect of taxes on Fund distributions. Return After Taxes on Distributions and Sale of Fund Shares assumes all shares were redeemed at the end of each measurement period, and shows the effect of any taxable gain (or offsetting loss) on redemption, as well as the effects of taxes on Fund distributions. These after-tax returns do not reflect the effect of any applicable state and local taxes. After-tax returns are not relevant to investors holding shares through tax-deferred programs, such as IRA or 401(K) plans.

RIGGS PRIME MONEY MARKET FUND

</R>

Goal

Seeks to provide current income consistent with stability of principal and liquidity.

Strategy

<R>

Risk/Return Bar Chart and Table

Historically, the Fund has maintained a constant $1.00 net asset value per share. The bar chart shows the variability of the Fund's Class Y Shares total returns on a calendar year-end basis.

The Fund's Class Y Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.

The Fund's Class Y Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 0.33%.

Within the period shown in the bar chart, the Fund's Class Y Shares highest quarterly return was 1.52% (quarter ended December 31, 2000). Its lowest quarterly return was 0.50% (quarter ended December 31, 2001).

</R>

Average Annual Total Return Table

<R>

The following table represents the Fund's Class Y Shares Average Annual Total Returns for the calendar periods ended December 31, 2001.

Calendar Period		Class Y Shares
1 Year		3.54%
5 Year		4.83%
10 Years		4.59%

The Fund's Class Y Shares 7-Day Net Yield as of December 31, 2001 was 1.56%. You may call the Fund at (202) 835-5300 or outside the Washington D.C. metropolitan area toll-free 1-800-934-3883 for current 7-Day Net Yield.

</R>

RIGGS U.S. TREASURY MONEY MARKET FUND

Goal

Seeks to provide current income consistent with stability of principal and liquidity.

Strategy

<R>

Under normal circumstances, the Fund will invest at least 80% of the value of its net assets plus the amount of any borrowings for investment purposes in U.S. Treasury investments, including repurchase agreements fully collateralized by U.S. Treasury obligtions. The Fund will provide Shareholders with at least 60 days prior notice of any changes in this policy as required by Rule 35d-1. This policy shall be interpreted and implemented in accordance with its purpose, which is solely to comply with Rule 35d-1.

Risk/Return Bar Chart and Table

Historically, the Fund has maintained a constant $1.00 net asset value per share. The bar chart shows the variability of the Fund's Class Y Shares total returns on a calendar year-end basis.

The Fund's Class Y Shares are sold without a sales charge (load). The total returns displayed above are based upon net asset value.

The Fund's Class Y Shares total return for the three-month period from January 1, 2002 to March 31, 2002 was 0.28%.

Within the period shown in the bar chart, the Fund's Class Y Shares highest quarterly return was 1.45% (quarter ended December 31, 2000). Its lowest quarterly return was 0.42% (quarter ended December 31, 2001).

</R>

Average Annual Total Return Table

<R>

The following table represents the Fund's Class Y Shares Average Annual Total Returns for the calendar periods ended December 31, 2001.

Calendar Period		Class Y Shares
1 Year		3.35%
5 Years		4.58%
10 Years		4.26%

The Fund's Class Y Shares 7-Day Net Yield as of December 31, 2001 was 1.32%. You may call the Fund at (202) 835-5300 or outside the Washington D.C. metropolitan area toll-free 1-800-934-3883 for current 7-Day Net Yield.

</R>

PRINCIPAL RISKS OF THE FUNDS

Set forth below are risks specific to an investment in a particular Fund, or Funds. For more information on these risks, see "Specific Risks of Investing in the Funds."

<R>

Risks	Stock Fund	Small Company Stock Fund	U.S. Government Securities Fund	Prime Money Market Fund	U.S. Treasury Money Market Fund
Stock Market Risks¹	X	X
Liquidity Risks²		X	X
Risks Related to Company Size³		X
Credit Risks⁴			X	X
Interest Rate Risks⁵			X	X	X
Prepayment Risks⁶			X
Sector Risks⁷				X

</R>

1 The value of equity securities rise and fall.

2 Limited trading opportunities for certain securities and the inability to sell a security at will could result in losses to a Fund.

3 The smaller the capitalization of a company, the less liquid its stock and the more volatile its price. Companies with smaller market capitalizations also tend to have unproven track records and are more likely to fail than companies with larger market capitalizations.

4 An issuer may possibly default on a security by failing to pay interest or principal when due.

5 Prices of fixed income securities rise and fall in response to interest rate changes. Interest rate changes have a greater effect on the price of fixed income securities with longer durations.

6 When interest rates decline, unscheduled prepayments of principal could accelerate and require the Fund to reinvest the proceeds of the prepayments at lower interest rates.

7 Because companies providing credit enhancement with regard to Prime Money Market Fund's securities may be concentrated in certain industry sectors, the creditworthiness of the Prime Money Market Fund's securities may be adversely affected by developments which adversely affect such sectors.

<R>

What are the Funds' Fees and Expenses?

</R>

RIGGS STOCK FUND, RIGGS SMALL COMPANY STOCK FUND, RIGGS U.S. GOVERNMENT SECURITIES FUND, RIGGS PRIME MONEY MARKET FUND AND RIGGS U.S. TREASURY MONEY MARKET FUND CLASS Y SHARES

FEES AND EXPENSES

<R>

This table describes the fees and expenses that you may pay if you buy and hold Class Y Shares of the Funds.

Shareholder Fees Fees Paid Directly From Your Investment	Stock Fund	Small Company Stock Fund	U.S. Government Securities Fund	Prime Money Market Fund	U.S. Treasury Money Market Fund
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)	None	None	None	None	None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, as applicable)	None	None	None	None	None
Maximum Sales Charge (Load) Imposed on Reinvested Dividends (and other Distributions) (as a percentage of offering price).	None	None	None	None	None
Redemption Fee (as a percentage of amount redeemed, if applicable)	None	None	None	None	None
Exchange Fee	None	None	None	None	None

Annual Fund Operating Expenses (Before Waivers)¹
Expenses That are Deducted From Fund Assets (as percentage of average net assets)
Management Fee	0.75%	0.80%	0.75%²	0.50%	0.50%
Distribution (12b-1) Fee	None	None	None	None	None
Shareholder Services Fee	0.25%	0.25%	0.25%3	0.25%3	0.25%³
Other Expenses	0.36%	0.36%	0.26%	0.22%	0.23%
Total Annual Fund Operating Expenses	1.36%	1.41%	1.26%	0.97%	0.98%
1 Although not contractually obligated to do so, the Adviser and shareholder services provider voluntarily waived certain amounts. These are shown below along with the net expenses the Funds actually paid for the fiscal year ended April 30, 2002.
Total Waiver of Fund Expenses	0.00%	0.00%	0.55%	0.25%	0.25%
Total Actual Annual Fund Operating Expenses (after waivers)	1.36%	1.41%	0.71%	0.72%	0.73%
2 The Adviser voluntarily waived a portion of the management fee. The Adviser can terminate this voluntary waiver at any time. The management fee paid by the U.S. Government Securities Fund (after the voluntary waiver) was 0.35% for the fiscal year ended April 30, 2002.
3 All or a portion of the shareholder services fee has been voluntarily waived. This voluntary waiver can be terminated at any time. The shareholder services fee paid by the Class Y Shares of the U.S. Government Securities Fund, Prime Money Market Fund and U.S. Treasury Money Market Fund (after the voluntary waiver) was 0.10%, 0.00% and 0.00%, respectively, for the fiscal year ended April 30, 2002.

EXAMPLE

This Example is intended to help you compare the cost of investing in the Fund's Class Y Shares with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Funds' Class Y Shares for the time periods indicated and then redeem all of your Shares at the end of those periods. The Example also assumes that your investment has a 5% return each year and the Fund's Class Y Shares operating expenses are before waivers as shown in the table and remain the same. Although your actual costs and returns may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years
Stock Fund	$138	$431	$745	$1,635
Small Company Stock Fund	$144	$446	$771	$1,691
U.S. Government Securities Fund	$128	$400	$692	$1,523
Prime Money Market Fund	$99	$309	$536	$1,190
U.S. Treasury Money Market Fund	$100	$312	$542	$1,201

</R>

Principal Securities in Which the Funds Invest

Equity Securities

<R>

The following describes the principal type of equity security in which a Fund may invest:

</R>

Common Stocks

FIXED INCOME SECURITIES

<R>

The following describes the principal types of fixed income securities in which a Fund may invest, where that security has been referred to in each Fund's strategy section above:

</R>

Treasury Securities

Treasury securities are direct obligations of the federal government of the United States. Treasury securities held by the Funds are generally regarded as having the lowest credit risks.

Agency Securities

<R>

</R>

Corporate Debt Securities

Commercial Paper

Demand Instruments

MUNICIPAL SECURITIES

MORTGAGE BACKED SECURITIES

<R>

</R>

Collateralized Mortgage Obligations (CMOs)

</R>

SEQUENTIAL CMOs

</R>

BANK INSTRUMENTS

CREDIT ENHANCEMENT

<R>

</R>

TAX EXEMPT SECURITIES

Variable Rate Demand Instruments

SPECIAL TRANSACTIONS

Repurchase Agreements

<R>

</R>

A Fund's custodian or subcustodian will take possession of the securities subject to repurchase agreements. The Adviser or subcustodian will monitor the value of the underlying security each day to ensure that the value of the security always equals or exceeds the repurchase price.

Repurchase agreements are subject to credit risks.

Investment Ratings for Prime Money Market Fund

<R>

</R>

Investment Ratings for Corporate Fixed Income Securities

<R>

If a security is downgraded below the minimum quality grade discussed in a Fund's investment strategy, the Sub-Adviser will reevaluate the security, but will not be required to sell it.

</R>

Portfolio Turnover

<R>

Each Fund actively trade their portfolio securities in an attempt to achieve their investment objectives. Active trading will cause a Fund to have an increased portfolio turnover rate, which is likely to generate shorter-term gains (losses) for its shareholders, which are taxed at a higher rate than longer-term gains (losses). Actively trading portfolio securities increases a Fund's trading costs and may have an adverse impact on a Fund's performance.

</R>

Temporary Defensive Investments

<R>

Each Fund may temporarily depart from their principal investment strategy by investing their assets in cash and shorter-term debt securities and similar obligations. The Funds may do this to minimize potential losses and maintain liquidity to meet shareholder redemptions during adverse market conditions. This may cause the Funds to give up greater investment returns to maintain the safety of principal, that is, the original amount invested by shareholders. Temporary investments will be of comparable quality to other debt securities in which the Funds may invest.

</R>

Specific Risks of Investing in the Funds

STOCK MARKET RISKS

<R>

The value of equity securities in a Fund's portfolio will rise and fall. These fluctuations could be a sustained trend or a drastic movement. A Fund's portfolio will reflect changes in prices of individual portfolio stocks or general changes in stock valuations. Consequently, a Fund's Share price may decline.
The Sub-Adviser attempts to manage market risk by limiting the amount a Fund invests in each company's equity securities. However, diversification will not protect a Fund against widespread or prolonged declines in the stock market.

LIQUIDITY RISKS--FIXED INCOME SECURITIES

Trading opportunities are more limited for fixed income securities that have not received any credit ratings, have received ratings below investment grade or are not widely held.
Trading opportunities are more limited for CMOs that have complex terms or that are not widely held. These features may make it more difficult to sell or buy a security at a favorable price or time. Consequently, a Fund may have to accept a lower price to sell a security, sell other securities to raise cash or give up an investment opportunity, any of which could have a negative effect on a Fund's performance. Infrequent trading of securities may also lead to an increase in their price volatility.
Liquidity risk also refers to the possibility that a Fund may not be able to sell a security when it wants to. If this happens, a Fund will be required to continue to hold the security or keep the position open, and a Fund could incur losses.

LIQUIDITY RISKS--EQUITY SECURITIES

Trading opportunities are more limited for equity securities that are not widely held. This may make it more difficult to sell or buy a security at a favorable price or time. Consequently, a Fund may have to accept a lower price to sell a security, sell other securities to raise cash or give up an investment opportunity, any of which could have a negative effect on a Fund's performance. Infrequent trading of securities may also lead to an increase in their price volatility.
Liquidity risk also refers to the possibility that a Fund may not be able to sell a security when it wants to. If this happens, a Fund will be required to continue to hold the security or keep the position open, and a Fund could incur losses.

</R>

RISKS RELATED TO INVESTING FOR VALUE

Due to their relatively low valuations, value stocks are typically less volatile than growth stocks. For instance, the price of a value stock may experience a smaller increase on a forecast of higher earnings, a positive fundamental development, or positive market development. Further, value stocks tend to have higher dividends than growth stocks. This means they depend less on price changes for returns and may lag behind growth stocks in an up market.

RISKS RELATED TO COMPANY SIZE

<R>

Generally, the smaller the market capitalization of a company, the fewer the number of shares traded daily, the less liquid its stock and the more volatile its price. Market capitalization is determined by multiplying the number of its outstanding shares by the current market price per share.
Companies with smaller market capitalizations also tend to have unproven track records, a limited product or service base, and limited access to capital. These factors also increase risks and make these companies more likely to fail than companies with larger market capitalizations.

</R>

CREDIT RISKS

<R>

Credit risk is the possibility that an issuer will default on a security by failing to pay interest or principal when due. If an issuer defaults, a Fund will lose money.
Many fixed income securities receive credit ratings from services such as Standard & Poor's and Moody's Investors Service. These services assign ratings to securities by assessing the likelihood of issuer default. Lower credit ratings correspond to higher credit risk. If a security has not received a rating, a Fund must rely entirely upon the Sub-Adviser's credit assessment.
Fixed income securities generally compensate for greater credit risk by paying interest at a higher rate. The difference between the yield of a security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security's rating is lowered, or the security is perceived to have an increased credit risk. An increase in the spread will cause the price of the security to decline.
Credit risk includes the possibility that a party to a transaction involving a Fund will fail to meet its obligations. This could cause a Fund to lose the benefit of the transaction or prevent a Fund from selling or buying other securities to implement its investment strategy.

</R>

INTEREST RATE RISKS

Prices of fixed income securities rise and fall in response to changes in the interest rate paid by similar securities. Generally, when interest rates rise, prices of fixed income securities fall. However, market factors, such as the demand for particular fixed income securities, may cause the price of certain fixed income securities to fall while the prices of other securities rise or remain unchanged.
Interest rate changes have a greater effect on the price of fixed income securities with longer durations.

PREPAYMENT RISKS

<R>

Generally, homeowners have the option to prepay their mortgages at any time without penalty. Homeowners frequently refinance high interest rate mortgages when mortgage rates fall. This results in the prepayment of mortgage backed securities with higher interest rates. Conversely, prepayments due to refinancings decrease when mortgage rates increase. This extends the life of mortgage backed securities with lower interest rates. Other economic factors can also lead to increases or decreases in prepayments. Increases in prepayments of high interest rate mortgage backed securities, or decreases in prepayments of lower interest rate mortgage backed securities, may reduce their yield and price. These factors, particularly the relationship between interest rates and mortgage prepayments, makes the price of mortgage backed securities held by a Fund more volatile than many other types of fixed income securities with comparable credit risks.
Mortgage backed securities generally compensate for greater prepayment risk by paying a higher yield. The difference between the yield of a mortgage backed security and the yield of a U.S. Treasury security with a comparable maturity (the spread) measures the additional interest paid for risk. Spreads may increase generally in response to adverse economic or market conditions. A security's spread may also increase if the security is perceived to have an increased prepayment risk or perceived to have less market demand. An increase in the spread will cause the price of the security to decline.
A Fund may have to reinvest the proceeds of mortgage prepayments in other fixed income securities with lower interest rates, higher prepayment risks or other less favorable characteristics.

</R>

SECTOR RISKS

A substantial part of Prime Money Market Fund's portfolio may be comprised of securities issued or credit enhanced by companies in similar businesses or with other similar characteristics. As a result, the Fund will be more susceptible to any economic, business, political, or other developments which generally affect these issuers.

What Do Shares Cost?

<R>

You can purchase or redeem Shares any day the New York Stock Exchange (NYSE) is open. When a Fund receives your transaction request in proper form (as described in this prospectus) it is processed at the next calculated net asset value (NAV). The Funds do not charge a front-end sales charge. The NAV for Stock Fund, Small Company Stock Fund and U.S. Government Securities Fund is determined at the end of regular trading (normally 4:00 p.m. Eastern time) each day the NYSE is open. The NAV for the Prime Money Market Fund and U.S. Treasury Money Market Fund (together, the "Money Market Funds") is determined at 12:00 noon and 4:00 p.m. (Eastern time).

A Fund's NAV is determined as follows: The Money Market Funds attempt to stabilize the NAV of their Shares at $1.00 by valuing the portfolio securities using the amortized cost method. The Money Market Funds cannot guarantee that their NAVs will always remain at $1.00 per Share. Equity securities are generally valued at the last sale price in the market in which they are primarily traded (either a national securities exchange or the over-the-counter market). The Fund generally values fixed income securities according to the mean between bid and asked prices as furnished by an independent pricing service, except that fixed income securities with remaining maturities of less than 60 days at the time of purchase may be valued at amortized cost.

</R>

The minimum initial investment in each Fund is $100,000. Subsequent investments must be in amounts of at least $100. An investor's minimum investment will be calculated by combining all mutual fund accounts it maintains in the Riggs Funds.

How are the Funds Sold?

<R>

The Funds offer two share classes: Class R Shares and Class Y Shares, each represents interests in a single portfolio of securities. This prospectus relates only to Class Y Shares. Each Share class has different sales charges and expenses which affect their performance. Class R Shares are subject to a 0.25% Rule 12b-1 fee (0.50% in the case of Prime Money Market Fund and U.S. Treasury Money Market Fund), and a 0.25% shareholder services fee, and impose a 2% CDSC. For more information concerning Class R Shares, contact Riggs Investment Corp. at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883.

The Funds' Distributor, Federated Securities Corp., markets the Shares described in this prospectus. Class Y Shares of the Funds are sold primarily to trusts, fiduciaries and institutions, and to persons and entities ("Class A shareholders") who held Class Y Shares (formerly known as "Class A Shares") of U.S. Treasury Money Market Fund and Prime Money Market Fund (together, the "Money Market Funds") on June 30, 1998.

The Distributor and its affiliates may pay out of their assets other amounts (including items of material value) to investment professionals for marketing and servicing Shares. The Distributor is a subsidiary of Federated Investors, Inc. (Federated).

</R>

How to Purchase Shares

<R>

You may purchase Shares through Riggs Investment Corp. or Riggs Bank, N.A. The Funds reserve the right to reject any request to purchase or exchange Shares.

</R>

THROUGH RIGGS INVESTMENT CORP.

<R>

To place an order to purchase Shares of a Fund, an investor may write to or call Riggs Investment Corp. at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883. Representatives are available from 8:30 a.m. to 5:00 p.m. (Eastern time). Payment may be made either by mail or federal funds or by debiting a customer's account at Riggs Bank, N.A. With respect to U.S. Treasury Money Market Fund and Prime Money Market Fund, purchase orders must be received by Riggs Investment Corp. before 11:00 a.m. (Eastern time). Payment is normally required on the same business day. With respect to Stock Fund, Small Company Stock Fund and U.S. Government Securities Fund, purchase orders must be received by Riggs Investment Corp. before 4:00 p.m. (Eastern time). Payment is normally required on the next business day.

</R>

By Wire

<R>

With respect to Prime Money Market Fund and U.S. Treasury Money Market Fund, payment by wire must be received by Riggs Investment Corp. before 12:30 p.m. (Eastern time) on the same day as the order is placed to earn dividends for that day. With respect to Stock Fund, Small Company Stock Fund and U.S. Government Securities Fund, payment by wire must be received by Riggs Investment Corp. before 3:00 p.m. (Eastern time) on the next business day after placing the order. You cannot purchase Shares by wire on holidays when wire transfers are restricted.

</R>

By Check

Make your check payable to Riggs Funds, note the name of the Fund and the Share class on the check, and mail it to:

Riggs Investment Corp.
P.O. Box 96656
Washington, D.C. 20090-6656

If you send your check by a private courier or overnight delivery service that requires a street address, mail it to:

Riggs Investment Corp.
808 17th Street, N.W.
Washington, D.C. 20006

<R>

Orders received by mail are considered received after payment by check is converted by Riggs Bank, N.A. into federal funds. This is normally the next business day.

THROUGH AUTOMATIC INVESTING PROGRAMS OFFERED THROUGH RIGGS BANK, N.A.

If you were a holder of Class Y Shares of a Money Market Fund at December 31, 1999, you may establish an account with Riggs Investment Corp., or Riggs Bank, N.A. to automatically purchase Class Y Shares of Prime Money Market Fund or U.S. Treasury Money Market Fund when your bank account reaches a certain level. Prospective investors in an Automatic Investing Program should refer to the Riggs Investment Corp. or Riggs Bank, N.A. Service Agreement for details regarding the services, fees, restrictions, and limitations related to the Automatic Investment Program. You should read this prospectus along with the Service Agreement.

</R>

BY SYSTEMATIC INVESTMENT PROGRAM

<R>

If you were a holder of Class Y Shares of a Money Market fund at December 31, 1999 you may add to your investment on a regular basis in a minimum amount of $50. Under this program, funds may be automatically withdrawn on a periodic schedule from the shareholder's checking or savings account or an account in one of the Riggs Funds and invested in Fund Shares at the NAV next determined after an order is received. Shareholders may apply for participation in this program through Riggs Investment Corp., Riggs Bank, N.A. or an authorized broker/dealer.

</R>

Due to the nature of the Automatic Investing Programs, systematic investment privileges are unavailable to participants in these programs.

BY AUTOMATED CLEARING HOUSE (ACH)

If you were a holder of Class Y Shares of a Money Market Fund at December 31, 1999 you may purchase additional Shares through a depository institution that is an ACH member. This purchase option can be established by completing the appropriate sections of the New Account Form.

<R>

AUTOMATIC INVESTING PROGRAMS

</R>

RETIREMENT INVESTMENTS

Shares of the Funds can be purchased as an investment for retirement plans or for IRA accounts. For further details, contact Riggs Investment Corp. and consult a tax adviser.

<R>

How to Redeem Shares

</R>

Each Fund redeems Class Y Shares at their NAV (with the exception of the Money Market Funds, unless the Money Market Fund Shares were acquired in exchange for Class R Shares of a Fund which is not a Money Market Fund) next determined after Riggs Investment Corp. receives the redemption request.

<R>

</R>

DIRECTLY FROM THE FUND

By Telephone

<R>

You may redeem Shares by calling Riggs Investment Corp. at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883. An authorization form permitting a Fund to accept telephone redemption requests must first be completed. Although Riggs Investment Corp. does not charge for telephone redemptions, it reserves the right to charge a fee for the cost of wire-transferred redemptions of less than $5,000, or in excess of one per month.

With respect to Stock Fund, Small Company Stock Fund and U.S. Government Securities Fund, if you call before the end of regular trading on the NYSE (normally 4:00 p.m. Eastern time) you will receive a redemption amount based on that day's NAV.

</R>

By Mail

<R>

You may redeem Shares by mailing a written request to:

</R>

Riggs Investment Corp.
P.O. Box 96656
Washington, D.C. 20090-6656

Send requests by private courier or overnight delivery service to:

Riggs Investment Corp.
808 17th Street, N.W.
Washington, D.C. 20006

All requests must include:

<R>

Fund Name, Share Class, account number and account registration;
amount to be redeemed; and
signatures of all shareholders exactly as registered.

Call your investment professional or the Fund if you need special instructions.

</R>

Signature Guarantees

Signatures must be guaranteed if:

<R>

your redemption will be sent to an address other than the address of record;
your redemption will be sent to an address of record that was changed within the last 30 days; or
a redemption is payable to someone other than the Shareholder(s) of record.

</R>

PAYMENT METHODS FOR REDEMPTIONS

an electronic transfer to your account at a financial institution that is an ACH member; or
wire payment to your account at a domestic commercial bank that is a Federal Reserve System member.

Redemption in Kind

Although the Funds intend to pay Share redemptions in cash, they reserve the right to pay the redemption price in whole or in part by a distribution of the Funds' portfolio securities.

LIMITATIONS ON REDEMPTION PROCEEDS

Redemption proceeds normally are wired or mailed within one business day after receiving a request in proper form. Payment may be delayed up to seven days:

<R>

to allow your purchase to clear;
during periods of market volatility; or
when a shareholder's trade activity or amount adversely impacts the Funds' ability to manage its assets.

</R>

You will not accrue interest or dividends on uncashed checks from a Fund if those checks are undeliverable and returned to a Fund.

REDEMPTIONS FROM RETIREMENT ACCOUNTS

CHECKWRITING

<R>

If you were a holder of Class Y Shares of a Money Market Fund at December 31, 1999, and have a minimum balance of $5,000, you can redeem Shares by writing a check in the amount of at least $100. Shareholders must complete the checkwriting section of the account application or complete a subsequent checkwriting application form which can be obtained from Riggs Investment Corp. The Fund will then provide checks. Checks cannot be used to close a shareholder's account. Checkwriting is not permitted with respect to Shares held in IRA accounts, corporate accounts, or an Automatic Investing Program. For further information, contact RFSS at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883.

</R>

SYSTEMATIC WITHDRAWAL PROGRAM

<R>

If you were a holder of Class Y Shares of a Money Market Fund at December 31, 1999, you may automatically redeem Shares in a minimum amount of $50 on a regular basis. To be eligible to participate in this program, a shareholder must have an account value of at least $10,000. A shareholder may apply for participation in this program through Riggs Investment Corp., Riggs Bank, N.A. or an authorized broker or dealer. This program may reduce, and eventually deplete, your account. Payments should not be considered yield or income.

</R>

Due to the nature of the Automatic Investment Programs, systematic withdrawal privileges are not available to participants in those programs.

SYSTEMATIC EXCHANGE PROGRAM

<R>

If you were a holder of Class Y Shares of a Money Market Fund at December 31, 1999, you may automatically exchange Shares of a predetermined amount on a monthly, quarterly or annual basis and may take advantage of a systematic exchange privilege. The minimum amount that may be exchanged is $50. Shareholders interested in participating in this program should contact RFSS.

</R>

ADDITIONAL CONDITIONS

Telephone Transactions

The Funds will record your telephone instructions. If a Fund does not follow reasonable procedures, it may be liable for losses due to unauthorized or fraudulent telephone instructions.

Share Certificates

The Funds no longer issues Share certificates. If you are redeeming or exchanging Shares represented by certificates previously issued by a Fund, you must return the certificates with your written redemption or exchange request. For your protection, send your certificates by registered or certified mail, but do not endorse them.

Account and Share Information

<R>

CONFIRMATIONS AND ACCOUNT STATEMENTS

</R>

You will receive confirmation of purchases and redemptions except for systematic transactions. In addition, you will receive periodic statements reporting all account activity, including systematic transactions, dividends and capital gains paid.

DIVIDENDS AND CAPITAL GAINS

<R>

With respect to the Money Market Funds and U.S. Government Securities Fund, dividends are declared daily and paid monthly. With respect to the Stock Fund and Small Company Stock Fund, dividends are declared and paid quarterly. Unless shareholders request cash payments by so indicating on the account application or by writing to one of these Funds, dividends are automatically reinvested in additional Shares of the respective Fund on payment dates at NAV on the ex-dividend date without a sales charge.

</R>

ACCOUNTS WITH LOW BALANCES

<R>

Due to the high cost of maintaining non-retirement accounts with low balances, accounts may be closed if redemptions or exchanges cause the account balance to fall below the minimum initial investment amount. Before an account is closed, you will be notified and allowed 30 days to purchase additional Shares to meet the minimum. The required minimum may be waived for employees or retirees of the Riggs National Corporation and/or its subsidiaries, employees of any broker/dealer operating on the premises of Riggs Bank, N.A., and their spouses and children under 21.

</R>

TAX INFORMATION

Who Manages the Funds?

<R>

</R>

The Adviser has delegated daily management of the Funds' assets to the Sub-Adviser, Riggs Investment Management Corp. ("RIMCO"), which is paid by the Adviser and not by the Funds. The Sub-Adviser's address is: Riggs Investment Management Corp. 808 17th Street N.W., Washington, D.C. 20006.

<R>

THE FUNDS' PORTFOLIO MANAGERS ARE:

A team composed of investment managers with extensive equity research and stock selection experience at Riggs, are jointly and primarily responsible for the day-to-day management of Stock Fund and Small Company Stock Fund.

A team composed of investment managers with extensive fixed income research and security selection experience at Riggs, are jointly and primarily responsible for the day-to-day management of U.S. Government Securities fund, Prime Money Market Fund and U.S. Treasury Money Market Fund.

</R>

Advisory Fees

The Adviser receives an annual investment advisory fee at annual rates equal to percentages of the relevant Fund's average net assets as follows: Stock Fund--0.75%; Small Company Stock Fund-- 0.80%; U.S. Government Securities Fund--0.75%; Prime Money Market Fund and U.S. Treasury Money Market Fund--0.50%. The Adviser may voluntarily waive a portion of its fee or reimburse the Funds for certain operating expenses.

Financial Information

FINANCIAL HIGHLIGHTS

<R>

The following Financial Highlights will help you understand the Funds' financial performance for the past five fiscal years, or since inception, if the life of a Fund is shorter. Some of the information is presented on a per Share basis. Total returns represent the rate an investor would have earned (or lost) on an investment in the Funds, assuming reinvestment of any dividends and capital gains. This information for the year ended April 30, 2002, has been audited by KPMG LLP (KPMG), whose report, along with the Funds' audited financial statements, is included in the Annual Report. Information for all other years and periods was audited by the Funds' previous auditors.

Riggs Funds
Financial Highlights Class Y Shares

(For a Share outstanding throughout each period)

Year Ended April 30,	Net Asset Value, beginning of period	Net Investment Income (Net Operating Loss)	Net Realized and Unrealized Gain (Loss) on Investments	Total From Investment Operations	Distributions from Net Investment Income	Distributions from Net Realized Gain on Investments
Stock Fund
2000 ³	$12.38	0.01	0.85	0.86	(0.01)	--
2001	$13.23	0.00 ^5,6	(1.50)	(1.50)	--	(2.71)
2002	$9.02	(0.02) 5	(1.56)	(1.58)	--	(0.08)
Small Company Stock Fund
2000 ³	$11.50	0.00 ^5,6	1.68	1.68	--	--
2001	$13.18	0.02	(0.11)	(0.09)	--	(1.77)
2002	$11.32	(0.06) ⁵	1.17	1.11	(0.01)	--
U.S. Government Securities Fund
2000 ³	$9.42	0.19	0.05	0.24	(0.19)	--
2001	$9.47	0.54	0.45	0.99	(0.53)	--
2002	$9.93	0.48 ^5,8	0.11 ⁸	0.59	(0.52)	--
Prime Money Market Fund
1998	$1.00	0.05	(0.00) ⁶	0.05	(0.05)	--
1999	$1.00	0.05	0.00 ⁶	0.05	(0.05)	--
2000	$1.00	0.05	(0.00) ⁶	0.05	(0.05)	--
2001	$1.00	0.06	0.00 ⁶	0.06	(0.06)	--
2002	$1.00	0.02	(0.00) ⁶	0.02	(0.02)	--
U.S. Treasury Money Market Fund
1998	$1.00	0.05	--	0.05	(0.05)	--
1999	$1.00	0.04	--	0.04	(0.04)	--
2000	$1.00	0.04	(0.00) ⁶	0.04	(0.04)	--
2001	$1.00	0.05	0.00 ⁶	0.05	(0.05)	--
2002	$1.00	0.02	--	0.02	(0.02)	--

1 Based on net asset value, which does not reflect the sales charge or contingent deferred sales charge, if applicable.

2 This voluntary expense decrease is reflected in both the expense and the net investment income (net operating loss) ratios shown above.

3 Reflects operations for the period from December 20, 1999 (date of initial public investment) to April 30, 2000.

4 Computed on an annualized basis.

5 Per share amount is based upon the average number of shares outstanding.

6 Per share amount does not round to $0.01 or $(0.01).

7 Percentage amount does not round to 0.01%.

8 Effective May 1, 2001, the U.S. Government Securities Fund adopted the provisions of the American Institute of Certified Public Accountants ("AICPA") Audit and Accounting Guide for Investment Companies and began accreting discount/amortizing premium on long-term debt securities. The effect of this change for the year ended April 30, 2002 was to decrease net investment income per share by $0.07, increase net realized and unrealized gain/loss per share by $0.07 and decrease the ratio of net investment income to average net assets from 5.35% to 4.77%. Per share, ratios and supplemental data for periods prior May 1, 2001 have not been restated to reflect this change in presentation.

			Ratios to Average Net Assets
Total Distributions	Net Asset Value, end of period	Total Return¹	Expenses	Net Investment Income (Net Operating Loss)	Expense waiver/ reimbursement ²	Net Assets, end of period (000 omitted)	Portfolio Turnover

(0.01)	$13.23	6.98%	1.20% ⁴	0.14% ⁴	0.12% ⁴	$107,045	79%
(2.71)	$9.02	(12.01)%	1.27%	(0.03)%	0.01%	$57,861	95%
(0.08)	$7.36	(17.61)%	1.36%	(0.21)%	--	$32,406	49%

--	$13.18	14.61%	1.37%⁴	0.02%⁴	0.11% ⁴	$57,182	116%
(1.77)	$11.32	1.04%	1.35%	0.12%	0.00% ⁷	$38,893	146%
(0.01)	$12.42	9.79%	1.41%	(0.50)%	--	$29,114	183%

(0.19)	$9.47	2.58%	0.81%⁴	5.57% ⁴	0.55% ⁴	$102,968	55%
(0.53)	$9.93	10.72%	0.68%	5.52%	0.55%	$84,298	58%
(0.52)	$10.00	6.04%	0.71%	4.77% ⁸	0.55%	$69,463	64%

(0.05)	$1.00	5.22%	0.58%	5.11%	0.11%	$318,122	--
(0.05)	$1.00	4.76%	0.69%	4.65%	0.25%	$425,054	--
(0.05)	$1.00	4.90%	0.72%	4.83%	0.25%	$323,076	--
(0.06)	$1.00	5.69%	0.72%	5.56%	0.25%	$243,367	--
(0.02)	$1.00	2.31%	0.72%	2.30%	0.25%	$230,531	--

(0.05)	$1.00	5.00%	0.63%	4.88%	0.08%	$117,424	--
(0.04)	$1.00	4.49%	0.72%	4.39%	0.25%	$138,097	--
(0.04)	$1.00	4.57%	0.75%	4.52%	0.25%	$150,085	--
(0.05)	$1.00	5.48%	0.73%	5.35%	0.25%	$159,287	--
(0.02)	$1.00	2.12%	0.73%	2.26%	0.25%	$81,867	--

Riggs Funds

Class Y Shares

Riggs Stock Fund
Riggs Small Company Stock Fund
Riggs U.S. Government Securities Fund
Riggs Prime Money Market Fund
Riggs U.S. Treasury Money Market Fund

June 30, 2002

A Statement of Additional Information (SAI) dated June 30, 2002 is incorporated by reference into this prospectus. Additional information about the Funds' and their investments is contained in the Funds' SAI, and Annual and Semi-Annual Reports to shareholders as they become available. The Annual Report discusses market conditions and investment strategies that significantly affected the Funds' performance during their last fiscal year. To obtain the SAI, the Annual Report, Semi-Annual Report and other information without charge, call your investment professional or Riggs Funds Shareholder Services at (202) 835-5300 or outside the Washington, D.C. metropolitan area toll-free at 1-800-934-3883.

You can obtain information about the Funds (including the SAI) by writing to or visiting the SEC's Public Reference Room in Washington, DC. You may also access Fund information from the EDGAR Database on the SEC's Internet site at http://www.sec.gov. You can purchase copies of this information by contacting the SEC by email at publicinfo@sec.gov. or by writing to the SEC's Public Reference Section, Washington, D.C. 20549-0102. Call 1-202-942-8090 for information on the SEC's Public Reference Room's operations and copying fees.

</R>

Investment Company Act File No. 811-6309

<R>

Cusip 76656A 781 Riggs Stock Fund RIYSX
Cusip 76656A 799 Riggs Small Company Stock Fund RISYX
Cusip 76656A 773 Riggs U.S. Government Securities Fund RIUSX
Cusip 76656A 104 Riggs Prime Money Market Fund RYPXX
Cusip 76656A 302 Riggs U.S. Treasury Money Market Fund RYTXX

G00355-02 (06/02)

</R>

Cusip 76656A 781
Cusip 76656A 799
Cusip 76656A 773
Cusip 76656A 104
Cusip 76656A 302

G00355-02 (6/02)

RIGGS FUNDS

Riggs Stock Fund
Class R Shares
Class Y Shares
Riggs Small Company Stock Fund
Class R Shares
Class Y Shares
Riggs Large Cap Growth Fund
Class R Shares
Riggs U.S. Government Securities Fund
Class R Shares
Class Y Shares
Riggs Bond Fund
Class R Shares
Riggs Intermediate Tax Free Bond Fund
Class R Shares
Riggs Long Term Tax Free Bond Fund
Class R Shares
Riggs Prime Money Market Fund
Class R Shares
Class Y Shares
Riggs U.S. Treasury Money Market Fund
Class R Shares
Class Y Shares

Statement of Additional Information
<R>
June 30, 2002

This Statement of Additional Information (SAI) is not a prospectus. Read this
SAI in conjunction with the prospectuses for Riggs Funds
dated June 30, 2002.
</R>
This SAI incorporates by reference the Funds' Annual Report. Obtain the
prospectuses or the Annual Report without charge by calling
Riggs Funds Shareholder Services at (202) 835-5300 or outside the Washington,
D.C. metropolitan area toll-free at 1-800-934-3883.
<R>
================================================================================
CONTENTS
How Are the Funds Organized?..........................................
1
Securities in Which the Funds Invest..................................
1
What Do Shares Cost?..................................................16
How Are the Funds Sold?...............................................17
Subaccounting Services................................................18
Redemption in Kind....................................................18
Massachusetts Partnership Law.........................................18
Account and Share Information.........................................19
Tax Information.......................................................20
Who Manages and Provides Services to the Funds?.......................21
Fees Paid by the Funds for Services...................................29
How Do the Funds Measure Performance?.................................31
Financial Information.................................................35
Investment Ratings....................................................36
Addresses.......................................................Back
Cover
</R>
Federated Securities Corp.,
Distributor,
subsidiary of Federated Investors,
Inc.
<R>
1061803B (06/02)
</R>
HOW ARE THE FUNDS ORGANIZED?
================================================================================

Riggs Funds (the "Trust") is a diversified, open-end management investment
company that was established under the laws of the Commonwealth of
Massachusetts on April 1, 1991. The Trust may offer separate series of Shares
representing interests in separate portfolios of securities. The Trust changed
its name from RIMCO Monument Funds to Riggs Funds on June 30, 1998. The Board
of Trustees (the Board) has established two classes of Shares, known as Class R
Shares and Class Y Shares. This SAI relates to both classes of Shares. The
Funds' investment adviser is Riggs Bank, N.A. (Adviser).

SECURITIES IN WHICH THE FUNDS INVEST
================================================================================

In pursuing their investment strategy, the Funds may invest in the following
securities for any purpose that is consistent with their investment objective.

The following table indicates which types of securities are a:

P = Principal investment of a Fund;
A = Acceptable (but not principal) investment of a Fund; or
N = Not an acceptable investment of a Fund.
<R>
- -----------------------------------------------------------------------------------------
- --------------------- Stock Small Large U.S. Bond IntermediLong Prime U.S.
Securities Fund Company Cap GovernmenFund Tax Term Money Treasury
Stock Growth Securities Free Tax MarketMoney
Fund Fund Fund Bond Free Fund Market
Fund Bond Fund
Fund
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Agency Securities A A A P A A A P N
- -----------------------------------------------------------------------------------------
American Depository A A A N A N N N N
Receipts 1
----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Asset Backed N N N A A N N N N
Securities
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Bank Instruments A A A A A A A P N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Collateralized N N N P A N N N N
Mortgage Obligations
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Commercial Paper 2, 3 A A A A P A A P N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Common Stocks P P P N A N N N N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Convertible A A A N P A A N N
Securities
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Corporate Debt A A A A P A A P N
Obligations 4
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Credit Enhancement 5 A A A N A P P P N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Demand Instruments A A A A A A A A N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Foreign Securities A A A N A N N N N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Futures and Options A A A A A A A N N
Transactions
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
General Obligation N N N N A P P N N
Bonds
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Insurance Contracts N N N N A N N A N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Inverse Floaters N N N N A A A N N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Mortgage Backed N N N P A N N N N
Securities
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Municipal Securities N N N N P P P N N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Preferred Stocks A A A N P N N N N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Private Activity N N N N N P P A N
Bonds
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Real Estate A A A N A N N N N
Investment Trusts
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Repurchase Agreements A A A A P P P A P
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Reverse Repurchase A A A A A A A A A
Agreements
- -----------------------------------------------------------------------------------------

- -----------------------------------------------------------------------------------------
Securities of Other A A A A A A A A A
Investment Companies
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Special Revenue Bonds N N N N A P P N N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Treasury Securities A A A P A A A P P
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Variable Rate Demand A A A A A P P P N
Notes
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Warrants A A A N A N N N N
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
When-Issued A A A A P P P A A
Transactions
- -----------------------------------------------------------------------------------------
- -----------------------------------------------------------------------------------------
Zero Coupon N N N A A A A A N
Securities
- -----------------------------------------------------------------------------------------
</R>

1. Stock Fund and Small Company Stock Fund may invest up to 20% of their
total assets in American Depositary Receipts (ADRs).
2. U.S. Government Securities Fund may invest in commercial paper that has
at least two high quality ratings by a nationally recognized statistical
rating organization (NRSRO).
<R>
3. Stock Fund and Small Company Stock Fund may invest in commercial
paper rated A-1 by Standard & Poor's (S&P), Prime-1 by
Moody's Investors Service (Moody's) or F-1+ or F-1 by Fitch Ratings
(Fitch).
</R>
4. U.S. Government Securities Fund may invest in corporate debt obligations
and U.S. dollar denominated debt obligations of foreign corporations and
governments rated Baa or better, Aaa, Aa or A by Moody's; BBB or
better, AAA, AA or A by S&P; or BBB or better, AAA, AA, or A by Fitch. The Fund
will limit its investment in bonds rated in the lowest investment grade
category to 10% of its total assets. In the event that any such security is
downgraded below the fourth highest rating category, the Fund will
dispose of the security.
5. Prime Money Market Fund may have more than 25% of its total assets
invested in securities credit-enhanced by banks.

SECURITIES DESCRIPTIONS AND TECHNIQUES

Equity Securities
Equity securities represent a Share of an issuer's earnings and assets, after
the issuer pays its liabilities. A Fund cannot predict the income it will
receive from equity securities, because issuers generally have discretion as to
the payment of any dividends or distributions. However, equity securities
offer greater potential for appreciation than many other types of securities,
because their value increases directly with the value of the issuer's
business. The following describes the types of equity securities in which a
Fund invests:

Common Stocks
Common stocks are the most prevalent type of equity security. Common stocks
receive the issuer's earnings after the issuer pays its creditors and any
preferred stockholders. As a result, changes in an issuer's earnings
directly influence the value of its common stock.

Preferred Stocks
Preferred stocks have the right to receive specified dividends or
distributions before the issuer makes payments on its common stock. Some
preferred stocks also participate in dividends and distributions paid on
common stock. Preferred stocks may also permit the issuer to redeem the
stock. A Fund may treat such redeemable preferred stock as a fixed income
security.

Real Estate Investment Trusts (REITs)
REITs are real estate investment trusts that lease, operate, and finance
commercial real estate. REITs are exempt from federal corporate income tax
if they limit their operations and distribute most of their income. Such
tax requirements limit a REIT's ability to respond to changes in the
commercial real estate market.

Warrants
Warrants give a Fund the option to buy the issuer's equity securities at a
specified price (the exercise price) at a specified future date (the
expiration date). A Fund may buy the designated securities by paying the
exercise price before the expiration date. Warrants may become worthless if
the price of the stock does not rise above the exercise price by the
expiration date. This increases the market risks of warrants as compared to
the underlying security.

Rights are the same as warrants, except companies typically issue rights to
existing stockholders.

Fixed Income Securities
Fixed income securities pay interest, dividends, or distributions at a
specified rate. The rate may be a fixed percentage of the principal or adjusted
periodically. In addition, the issuer of a fixed income security must repay
the principal amount of the security, normally within a specified time. Fixed
income securities provide more regular income than equity securities. However,
the returns on fixed income securities are limited and normally do not increase
with the issuer's earnings. This limits the potential appreciation of fixed
income securities as compared to equity securities.

A security's yield measures the annual income earned on a security as a
percentage of its price. A security's yield will increase or decrease
depending upon whether it costs less (a discount) or more (a premium) than the
principal amount. If the issuer may redeem the security before its scheduled
maturity, the price and yield on a discount or premium security may change
based upon the probability of an early redemption. Securities with higher
risks generally have higher yields.

The following describes the types of fixed income securities in which a Fund
may invest:

Treasury Securities
Treasury securities are direct obligations of the federal government of the
United States. Treasury securities are generally regarded as having the
lowest credit risks.

Agency Securities
Agency securities are issued or guaranteed by a federal agency or other
government sponsored entity acting under federal authority (a GSE). The
United States supports some GSEs with its full faith and credit. Other GSEs
receive support through federal subsidies, loans, or other benefits. A few
GSEs have no explicit financial support, but are regarded as having implied
support because the federal government sponsors their activities. Agency
securities are generally regarded as having low credit risks, but not as low
as Treasury securities.

A Fund treats mortgage backed securities guaranteed by GSEs as agency
securities. Although a GSE guarantee protects against credit risks, it does
not reduce the market and prepayment risks of these mortgage backed
securities.

Corporate Debt Securities
Corporate debt securities are fixed income securities issued by businesses.
Notes, bonds, debentures, and commercial paper are the most prevalent types
of corporate debt securities. A Fund may also purchase interests in bank
loans to companies. The credit risks of corporate debt securities vary
widely among issuers. In addition, the credit risk of an issuer's debt
security may vary based on its priority for repayment. For example, higher
ranking (senior) debt securities have a higher priority than lower ranking
(subordinated) securities. This means that the issuer might not make
payments on subordinated securities while continuing to make payments on
senior securities. In addition, in the event of bankruptcy, holders of
senior securities may receive amounts otherwise payable to the holders of
subordinated securities. Some subordinated securities, such as trust
preferred and capital securities notes, also permit the issuer to defer
payments under certain circumstances. For example, insurance companies issue
securities known as surplus notes that permit the insurance company to defer
any payment that would reduce its capital below regulatory requirements.

Commercial Paper
Commercial paper is an issuer's obligation with a maturity of less than
nine months. Companies typically issue commercial paper to pay for
current expenditures. Most issuers constantly reissue their commercial
paper and use the proceeds (or bank loans) to repay maturing paper. If
the issuer cannot continue to obtain liquidity in this fashion, its
commercial paper may default.

Demand Instruments
Demand instruments are corporate debt securities that the issuer must
repay upon demand. Other demand instruments require a third party, such
as a dealer or bank, to repurchase the security for its face value upon
demand. A Fund treats demand instruments as short-term securities, even
though their stated maturity may extend beyond one year.

Municipal Securities
Municipal securities are issued by states, counties, cities, and other
political subdivisions and authorities. Although many municipal securities
are exempt from federal income tax, a Fund may invest in taxable municipal
securities.

Mortgage Backed Securities
Mortgage backed securities represent interests in pools of mortgages. The
mortgages that comprise a pool normally have similar interest rates,
maturities, and other terms. Mortgages may have fixed or adjustable
interest rates. Interests in pools of adjustable rate mortgages are known
as ARMs.

Mortgage backed securities come in a variety of forms. Many have extremely
complicated terms. The simplest form of mortgage backed securities is a
pass-through certificate. An issuer of pass-through certificates gathers
monthly payments from an underlying pool of mortgages. Then, the issuer
deducts its fees and expenses and passes the balance of the payments on to
the certificate holders once a month. Holders of pass-through certificates
receive a pro rata Share of all payments and pre-payments from the
underlying mortgages. As a result, the holders assume all the prepayment
risks of the underlying mortgages.

Collateralized Mortgage Obligations (CMOs)
CMOs, including interests in real estate mortgage investment conduits
(REMICs), allocate payments and prepayments from an underlying
pass-through certificate among holders of different classes of mortgage
backed securities. This creates different prepayment and interest rate
risks for each CMO class. The degree of increased or decreased prepayment
risks depends upon the structure of the CMOs. However, the actual
returns on any type of mortgage backed security depend upon the
performance of the underlying pool of mortgages, which no one can predict
and will vary among pools.

Sequential CMOs
In a sequential pay CMO, one class of CMOs receives all principal
payments and prepayments. The next class of CMOs receives all
principal payments after the first class is paid off. This process
repeats for each sequential class of CMO. As a result, each class of
sequential pay CMOs reduces the prepayment risks of subsequent classes.

PACs, TACs and Companion Classes
More sophisticated CMOs include planned amortization classes (PACs)
and targeted amortization classes (TACs). PACs and TACs are issued
with companion classes. PACs and TACs receive principal payments and
prepayments at a specified rate. The companion classes receive
principal payments and prepayments in excess of the specified rate.
In addition, PACs will receive the companion classes' share of
principal payments, if necessary, to cover a shortfall in the
prepayment rate. This helps PACs and TACs to control prepayment risks
by increasing the risks to their companion classes.

IOs and POs
CMOs may allocate interest payments to one class (Interest Only or
IOs) and principal payments to another class (Principal Only or POs).
POs increase in value when prepayment rates increase. In contrast,
IOs decrease in value when prepayments increase, because the
underlying mortgages generate less interest payments. However, IOs
tend to increase in value when interest rates rise (and prepayments
decrease), making IOs a useful hedge against interest rate risks.

Floaters and Inverse Floaters
Another variant allocates interest payments between two classes of
CMOs. One class (Floaters) receives a Share of interest payments
based upon a market index such as the London Interbank Offered Rate
(LIBOR). The other class (Inverse Floaters) receives any remaining
interest payments from the underlying mortgages. Floater classes
receive more interest (and Inverse Floater classes receive
correspondingly less interest) as interest rates rise. This shifts
prepayment and interest rate risks from the Floater to the Inverse
Floater class, reducing the price volatility of the Floater class and
increasing the price volatility of the Inverse Floater class.

Z Classes and Residual Classes
CMOs must allocate all payments received from the underlying mortgages
to some class. To capture any unallocated payments, CMOs generally
have an accrual (Z) class. Z classes do not receive any payments from
the underlying mortgages until all other CMO classes have been paid
off. Once this happens, holders of Z class CMOs receive all payments
and prepayments. Similarly, REMICs have residual interests that
receive any mortgage payments not allocated to another REMIC class.

The degree of increased or decreased prepayment risks depends upon the
structure of the CMOs. However, the actual returns on any type of
mortgage backed security depend upon the performance of the underlying
pool of mortgages, which no one can predict and will vary among pools.

Asset Backed Securities
Asset backed securities are payable from pools of obligations other than
mortgages. Most asset backed securities involve consumer or commercial
debts with maturities of less than ten years. However, almost any type of
fixed income assets (including other fixed income securities) may be used to
create an asset backed security. Asset backed securities may take the form
of commercial paper, notes, or pass through certificates. Asset backed
securities have prepayment risks. Like CMOs, asset backed securities may be
structured like Floaters, Inverse Floaters, IOs and POs.

Zero Coupon Securities
Zero coupon securities do not pay interest or principal until final maturity
unlike debt securities that provide periodic payments of interest (referred
to as a coupon payment). Investors buy zero coupon securities at a price
below the amount payable at maturity. The difference between the purchase
price and the amount paid at maturity represents interest on the zero coupon
security. Investors must wait until maturity to receive interest and
principal, which increases the market and credit risks of a zero coupon
security. A zero coupon step-up security converts to a coupon security
before final maturity.

There are many forms of zero coupon securities. Some are issued at a
discount and are referred to as zero coupon or capital appreciation bonds.
Others are created from interest bearing bonds by separating the right to
receive the bond's coupon payments from the right to receive the bond's
principal due at maturity, a process known as coupon stripping. Treasury
STRIPs, IOs and POs are the most common forms of stripped zero coupon
securities. In addition, some securities give the issuer the option to
deliver additional securities in place of cash interest payments, thereby
increasing the amount payable at maturity. These are referred to as
pay-in-kind or PIK securities.

Bank Instruments
Bank instruments are unsecured interest bearing deposits with banks. Bank
instruments include bank accounts, time deposits, certificates of deposit,
and banker's acceptances. Yankee instruments are denominated in U.S.
dollars and issued by U.S. branches of foreign banks. Eurodollar
instruments are denominated in U.S. dollars and issued by non-U.S. branches
of U.S. or foreign banks.

Insurance Contracts
Insurance contracts include guaranteed investment contracts, funding
agreements, and annuities. A Fund treats these contracts as fixed income
securities.

<R>
Credit Enhancement
Credit enhancement consists of an arrangement in which a company agrees to
pay amounts due on a fixed income security if the issuer defaults. In some
cases the company providing credit enhancement makes all payments directly
to the security holders and receives reimbursement from the issuer.
Normally, the credit enhancer has greater financial resources and liquidity
than the issuer. For this reason, the Funds' Adviser or sub-adviser
(Sub-Adviser) usually evaluates the credit risk of a fixed income security
based solely upon its credit enhancement.

Common types of credit enhancement include guarantees, letters of credit,
bond insurance, and surety bonds. Credit enhancement also includes
arrangements where securities or other liquid assets secure payment of a
fixed income security. If a default occurs, these assets may be sold and
the proceeds paid to a security's holders. Either form of credit
enhancement reduces credit risks by providing another source of payment for
a fixed income security.
</R>

Convertible Securities
Convertible securities are fixed income securities that a Fund has the option
to exchange for equity securities at a specified conversion price. The option
allows a Fund to realize additional returns if the market price of the equity
securities exceeds the conversion price. For example, a Fund may hold fixed
income securities that are convertible into Shares of common stock at a
conversion price of $10 per Share. If the market value of the Shares of
common stock reached $12, a Fund could realize an additional $2 per Share by
converting its fixed income securities.

Convertible securities have lower yields than comparable fixed income
securities. In addition, at the time a convertible security is issued the
conversion price exceeds the market value of the underlying equity
securities. Thus, convertible securities may provide lower returns than
non-convertible fixed income securities or equity securities depending upon
changes in the price of the underlying equity securities. However,
convertible securities permits Fund to realize some of the potential
appreciation of the underlying equity securities with less risk of losing its
initial investment, but the value of the convertible security may also be
adversely affected by the source of the potential depreciation of the equity
security.

A Fund treats convertible securities as both fixed income and equity
securities for purposes of its investment policies and limitations, because of
their unique characteristics.

Tax Exempt Securities
Tax exempt securities are fixed income securities that pay interest that is
not subject to regular federal income taxes. Typically, states, counties,
cities, and other political subdivisions and authorities issue tax exempt
securities. The market categorizes tax exempt securities by their source of
repayment.

General Obligation Bonds
General obligation bonds are supported by the issuer's power to exact
property or other taxes. The issuer must impose and collect taxes
sufficient to pay principal and interest on the bonds. However, the
issuer's authority to impose additional taxes may be limited by its charter
or state law.

Special Revenue Bonds
Special revenue bonds are payable solely from specific revenues received by
the issuer such as specific taxes, assessments, tolls, or fees. Bondholders
may not collect from the municipality's general taxes or revenues. For
example, a municipality may issue bonds to build a toll road, and pledge the
tolls to repay the bonds. Therefore, a shortfall in the tolls normally
would result in a default on the bonds.

Private Activity Bonds
Private activity bonds are special revenue bonds used to finance private
entities. For example, a municipality may issue bonds to finance a new
factory to improve its local economy. The municipality would lend the
proceeds from its bonds to the company using the factory, and the company
would agree to make loan payments sufficient to repay the bonds. The bonds
would be payable solely from the company's loan payments, not from any other
revenues of the municipality. Therefore, any default on the loan normally
would result in a default on the bonds.

The interest on many types of private activity bonds is subject to the
federal alternative minimum tax (AMT). A Fund may invest in bonds subject
to AMT.

Tax Increment Financing Bonds
Tax increment financing (TIF) bonds are payable from increases in taxes or
other revenues attributable to projects financed by the bonds. For example,
a municipality may issue TIF bonds to redevelop a commercial area. The TIF
bonds would be payable solely from any increase in sales taxes collected
from merchants in the area. The bonds could default if merchants' sales,
and related tax collections, failed to increase as anticipated.

Variable Rate Demand Instruments
Variable rate demand instruments are tax exempt securities that require the
issuer or a third party, such as a dealer or bank, to repurchase the
security for its face value upon demand. The securities also pay interest
at a variable rate intended to cause the securities to trade at their face
value. A Fund treats demand instruments as short-term securities, because
their variable interest rate adjusts in response to changes in market rates,
even though their stated maturity may extend beyond thirteen months.

Municipal Notes
Municipal notes are short-term tax exempt securities. Many municipalities
issue such notes to fund their current operations before collecting taxes or
other municipal revenues. Municipalities may also issue notes to fund
capital projects prior to issuing long-term bonds. The issuers typically
repay the notes at the end of their fiscal year, either with taxes, other
revenues, or proceeds from newly issued notes or bonds.

Foreign Securities
Foreign securities are securities of issuers based outside the United States.
A Fund considers an issuer to be based outside the United States if:

o it is organized under the laws of, or has a principal office located in,
another country;

o the principal trading market for its securities is in another country; or

o it (or its subsidiaries) derived in its most current fiscal year at least
50% of its total assets, capitalization, gross revenue, or
profit from goods produced, services performed, or
sales made in another country.

The foreign securities in which a Fund invests are primarily denominated in
U.S. dollars. Along with the risks normally associated with domestic
securities of the same type, foreign securities are subject to risks of
foreign investing.

Depositary Receipts
Depositary receipts represent interests in underlying securities issued by a
foreign company. Depositary receipts are not traded in the same market as
the underlying security. The foreign securities underlying American
Depositary Receipts (ADRs) are traded outside the United States. ADRs
provide a way to buy Shares of foreign-based companies in the United States
rather than in overseas markets. ADRs are also traded in U.S. dollars,
eliminating the need for foreign exchange transactions. The foreign
securities underlying European Depositary Receipts (EDRs), Global Depositary
Receipts (GDRs), and International Depositary Receipts (IDRs), are traded
globally or outside the United States. Depositary receipts involve many of
the same risks of investing directly in foreign securities, including
currency risks and risks of foreign investing.

Derivative Contracts
Derivative contracts are financial instruments that require payments based upon
changes in the values of designated (or underlying) securities, currencies,
commodities, financial indices, or other assets. Some derivative contracts
(such as futures, forwards, and options) require payments relating to a future
trade involving the underlying asset. Other derivative contracts (such as
swaps) require payments relating to the income or returns from the underlying
asset. The other party to a derivative contract is referred to as a
counterparty.

Many derivative contracts are traded on securities or commodities exchanges.
In this case, the exchange sets all the terms of the contract except for the
price. Investors make payments due under their contracts through the
exchange. Most exchanges require investors to maintain margin accounts through
their brokers to cover their potential obligations to the exchange. Parties to
the contract make (or collect) daily payments to the margin accounts to reflect
losses (or gains) in the value of their contracts. This protects investors
against potential defaults by the counterparty. Trading contracts on an
exchange also allows investors to close out their contracts by entering into
offsetting contracts.

For example, a Fund could close out an open contract to buy an asset at a
future date by entering into an offsetting contract to sell the same asset on
the same date. If the offsetting sale price is more than the original purchase
price, a Fund realizes a gain; if it is less, a Fund realizes a loss.
Exchanges may limit the amount of open contracts permitted at any one time.
Such limits may prevent a Fund from closing out a position. If this happens, a
Fund will be required to keep the contract open (even if it is losing money on
the contract), and to make any payments required under the contract (even if it
has to sell portfolio securities at unfavorable prices to do so). Inability to
close out a contract could also harm a Fund by preventing it from disposing of
or trading any assets it has been using to secure its obligations under the
contract.

A Fund may also trade derivative contracts over-the-counter (OTC) in
transactions negotiated directly between the Fund and the counterparty. OTC
contracts do not necessarily have standard terms, so they cannot be directly
offset with other OTC contracts. In addition, OTC contracts with more
specialized terms may be more difficult to price than exchange traded contracts.

Depending upon how a Fund uses derivative contracts and the relationships
between the market value of a derivative contract and the underlying asset,
derivative contracts may increase or decrease a Fund's exposure to market and
currency risks, and may also expose a Fund to liquidity and leverage risks.
OTC contracts also expose a Fund to credit risks in the event that a
counterparty defaults on the contract.

A Fund may trade in the following types of derivative contracts:

Futures Contracts
Futures contracts provide for the future sale by one party and purchase by
another party of a specified amount of an underlying asset at a specified
price, date, and time. Entering into a contract to buy an underlying asset
is commonly referred to as buying a contract or holding a long position in
the asset. Entering into a contract to sell an underlying asset is commonly
referred to as selling a contract or holding a short position in the asset.
Futures contracts are considered to be commodity contracts. Futures
contracts traded OTC are frequently referred to as forward contracts.

Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government
Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term
Tax Free Bond Fund may buy/sell the following types of futures contracts:
Financial Futures and Stock Index Futures.

Options
Options are rights to buy or sell an underlying asset for a specified price
(the exercise price) during, or at the end of, a specified period. A call
option gives the holder (buyer) the right to buy the underlying asset from
the seller (writer) of the option. A put option gives the holder the right
to sell the underlying asset to the writer of the option. The writer of the
option receives a payment, or premium, from the buyer, which the writer
keeps regardless of whether the buyer uses (or exercises) the option.

Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government
Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term
Tax Free Bond Fund may:

o Buy call options on portfolio securities and on futures contracts in
anticipation of an increase in the value of the underlying asset.;

o Buy put options on portfolio securities and on futures contracts in
anticipation of a decrease in the value of the underlying asset.; and

o Buy or write options to close out existing options positions.

Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government
Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term
Tax Free Bond Fund may also write call options to generate income from
premiums, and in anticipation of a decrease or only limited increase in the
value of the underlying asset. If a call written by a Fund is exercised, the
Fund foregoes any possible profit from an increase in the market price of
the underlying asset over the exercise price plus the premium received.

When a Fund writes options on futures contracts, it will be subject to
margin requirements similar to those applied to futures contracts.

Special Transactions

Repurchase Agreements
Repurchase agreements are transactions in which a Fund buys a security from a
dealer or bank and agrees to sell the security back at a mutually agreed upon
time and price. The repurchase price exceeds the sale price, reflecting a
Fund's return on the transaction. This return is unrelated to the interest
rate on the underlying security. A Fund will enter into repurchase agreements
only with banks and other recognized financial institutions, such as securities
dealers, deemed creditworthy by the Adviser.

A Fund's custodian or subcustodian will take possession of the securities
subject to repurchase agreements. The Adviser or subcustodian will monitor the
value of the underlying security each day to ensure that the value of the
security always equals or exceeds the repurchase price.

Repurchase agreements are subject to counterparty risks.

Reverse Repurchase Agreements
Reverse repurchase agreements are repurchase agreements in which a Fund is the
seller (rather than the buyer) of the securities, and agrees to repurchase them
at an agreed upon time and price. A reverse repurchase agreement may be viewed
as a type of borrowing by a Fund. Reverse repurchase agreements are subject to
credit risks. In addition, reverse repurchase agreements create leverage risks
because a Fund must repurchase the underlying security at a higher price,
regardless of the market value of the security at the time of repurchase.

Delayed Delivery Transactions
Delayed delivery transactions, including when issued transactions, are
arrangements in which a Fund buys securities for a set price, with payment and
delivery of the securities scheduled for a future time. During the period
between purchase and settlement, no payment is made by the Fund to the issuer
and no interest accrues to the Fund. The Fund records the transaction when it
agrees to buy the securities and reflects their value in determining the price
of its Shares. Settlement dates may be a month or more after entering into
these transactions so that the market values of the securities bought may vary
from the purchase prices. Therefore, delayed delivery transactions create
market risks for the Fund. Delayed delivery transactions also involve credit
risks in the event of a counterparty default. These transactions create
leverage risks.

<R>
Securities Lending
A Fund may lend portfolio securities to borrowers that the Adviser or
Sub-Adviser deems creditworthy. In return, the Fund receives cash or liquid
securities from the borrower as collateral. The borrower must furnish
additional collateral if the market value of the loaned securities increases.
Also, the borrower must pay the Fund the equivalent of any dividends or
interest received on the loaned securities.

A Fund will reinvest cash collateral in securities that qualify as an
acceptable investment for the Fund. However, a Fund must pay interest to the
borrower for the use of cash collateral. Loans are subject to termination at
the option of the Fund or the borrower. The Fund will not have the right to
vote on securities while they are on loan, but they will terminate a loan in
anticipation of any important vote. The Fund may pay administrative and
custodial fees in connection with a loan and may pay a negotiated portion of
the interest earned on the cash collateral to a securities lending agent or
broker.

Securities lending activities are subject to market risks and credit risks.
These transactions create leverage risks.
</R>

Asset Coverage
In order to secure their obligations in connection with derivatives contracts
or special transactions, a Fund will either own the underlying assets, enter
into an offsetting transaction, or set aside readily marketable securities with
a value that equals or exceeds the Fund's obligations. Unless a Fund has other
readily marketable assets to set aside, it cannot trade assets used to secure
such obligations without entering into an offsetting derivative contract or
terminating a special transaction. This may cause a Fund to miss favorable
trading opportunities or to realize losses on derivative contracts or special
transactions.

Hedging
Hedging transactions are intended to reduce specific risks. For example, to
protect a Fund against circumstances that would normally cause a Fund's
portfolio securities to decline in value, a Fund may buy or sell a derivative
contract that would normally increase in value under the same circumstances. A
Fund may also attempt to hedge by using combinations of different derivatives
contracts, or derivatives contracts and securities. A Fund's ability to hedge
may be limited by the costs of the derivatives contracts. A Fund may attempt to
lower the cost of hedging by entering into transactions that provide only
limited protection, including transactions that (1) hedge only a portion of its
portfolio, (2) use derivatives contracts that cover a narrow range of
circumstances, or (3) involve the sale of derivatives contracts with different
terms. Consequently, hedging transactions will not eliminate risk even if they
work as intended. In addition, hedging strategies are not always successful,
and could result in increased expenses and losses to a Fund.

Investing in Securities of Other Investment Companies
A Fund may invest its assets in securities of other investment companies,
including the securities of affiliated money market funds, as an efficient
means of carrying out its investment policies and managing its uninvested cash.

<R>
Investment Ratings
A nationally recognized statistical rating organization's (NRSRO) highest
rating category is determined without regard for sub-categories and gradations.
For example, securities rated A-1 or A-1+ by Standard & Poor's ("S&P"), Prime-1
by Moody's Investors Service ("Moody's"), or F-1+ or F-1 by Fitch Ratings
("Fitch"), are all considered rated in the highest short-term rating category.
</R>

<R>
Investment Ratings for Corporate Fixed Income Securities
The Sub-Adviser will determine whether a security is investment grade based
upon the credit ratings given by one or more nationally recognized rating
services. For example, S&P, a rating service, assigns ratings to securities
(AAA, AA, A, BBB, and below) based on their assessment of the likelihood of the
issuer's inability to pay interest or principal (default) when due on each
security. Lower credit ratings correspond to higher credit risk. If a security
has not received a rating, a Fund must rely entirely upon the Sub-Adviser's
credit assessment that the security is comparable to a rated security.

If a security is downgraded below the minimum quality grade discussed in a
Fund's investment strategy, the Sub-Adviser will reevaluate the security, but
will not be required to sell it.
</R>

INVESTMENT RISKS

There are many factors that may affect an investment in the Funds. The Funds'
risks are described below:

<R>
Stock Market Risks
The value of equity securities in a Fund's portfolio will rise and fall. These
fluctuations could be a sustained trend or a drastic movement. A Fund's
portfolio will reflect changes in prices of individual portfolio stocks or
general changes in stock valuations. Consequently, a Fund's Share price may
decline.

The Adviser or Sub-Adviser attempts to manage market risk by limiting the
amount a Fund invests in each company's equity securities. However,
diversification will not protect a Fund against widespread or prolonged
declines in the stock market.
</R>

Interest Rate Risks
Prices of fixed income securities rise and fall in response to changes in the
interest rate paid by similar securities. Generally, when interest rates rise,
prices of fixed income securities fall. However, market factors, such as the
demand for particular fixed income securities, may cause the price of certain
fixed income securities to fall while the prices of other securities rise or
remain unchanged.

Interest rate changes have a greater effect on the price of fixed income
securities with longer durations. Duration measures the price sensitivity of a
fixed income security to changes in interest rates.

Prepayment Risks
Generally, homeowners have the option to prepay their mortgages at any time
without penalty. Homeowners frequently refinance high interest rate mortgages
when mortgage rates fall. This results in the prepayment of mortgage backed
securities with higher interest rates. Conversely, prepayments due to
refinancings decrease when mortgage rates increase. This extends the life of
mortgage backed securities with lower interest rates. Other economic factors
can also lead to increases or decreases in prepayments. Increases in
prepayments of high interest rate mortgage backed securities, or decreases in
prepayments of lower interest rate mortgage backed securities, may reduce their
yield and price. These factors, particularly the relationship between interest
rates and mortgage prepayments makes the price of mortgage backed securities
more volatile than many other types of fixed income securities with comparable
credit risks.

Mortgage backed securities generally compensate for greater prepayment risk by
paying a higher yield. The difference between the yield of a mortgage backed
security and the yield of a U.S. Treasury security with a comparable maturity
(the spread) measures the additional interest paid for risk. Spreads may
increase generally in response to adverse economic or market conditions. A
security's spread may also increase if the security is perceived to have an
increased prepayment risk or perceived to have less market demand. An increase
in the spread will cause the price of the security to decline.

A Fund may have to reinvest the proceeds of mortgage prepayments in other fixed
income securities with lower interest rates, higher prepayment risks, or other
less favorable characteristics.

Risks Related to Investing for Growth
Due to their relatively high valuations, growth stocks are typically more
volatile than value stocks. For instance, the price of a growth stock may
experience a larger decline on a forecast of lower earnings, a negative
fundamental development, or an adverse market development. Further, growth
stocks may not pay dividends or may pay lower dividends than value stocks.
This means they depend more on price changes for returns and may be more
adversely affected in a down market compared to value stocks that pay higher
dividends.

Risks Related to Investing for Value
Due to their relatively low valuations, value stocks are typically less
volatile than growth stocks. For instance, the price of a value stock may
experience a smaller increase on a forecast of higher earnings, a positive
fundamental development, or positive market development. Further, value stocks
tend to have higher dividends than growth stocks. This means they depend less
on price changes for returns and may lag behind growth stocks in an up market.

Risks Related to Company Size
Generally, the smaller the market capitalization of a company, the fewer the
number of Shares traded daily, the less liquid its stock, and the more volatile
its price. Market capitalization is determined by multiplying the number of its
outstanding Shares by the current market price per Share.

Companies with smaller market capitalizations also tend to have unproven track
records, a limited product or service base, and limited access to capital.
These factors also increase risks and make these companies more likely to fail
than companies with larger market capitalizations.

Liquidity Risks
Trading opportunities are more limited for equity securities that are not
widely held and for fixed income securities that have not received any credit
ratings, have received ratings below investment grade, or are not widely held.
This may make it more difficult to sell or buy a security at a favorable price
or time. Consequently, a Fund may have to accept a lower price to sell a
security, sell other securities to raise cash, or give up an investment
opportunity, any of which could have a negative effect on a Fund's performance.
Infrequent trading of securities may also lead to an increase in their price
volatility.

Liquidity risk also refers to the possibility that a Fund may not be able to
sell a security or close out a derivative contract when it wants to. If this
happens, a Fund will be required to continue to hold the security or keep the
position open, and a Fund could incur losses.

OTC derivative contracts generally carry greater liquidity risk than
exchange-traded contracts.

o Trading opportunities are more limited for fixed income securities that
have not received any credit ratings, have received ratings below investment
grade or are not widely held.

o Trading opportunities are more limited for CMOs that have complex terms
or that are not widely held. These features may make it more difficult to
sell or buy a security at a favorable price or time. Consequently, a Fund may
have to accept a lower price to sell a security, sell other securities to
raise cash or give up an investment opportunity, any of which could have a
negative effect on a Fund's performance. Infrequent trading of securities may
also lead to an increase in their price volatility.

o Liquidity risk also refers to the possibility that a Fund may not be able
to sell a security when it wants to. If this happens, a Fund will be required
to continue to hold the security or keep the position open, and a Fund could
incur losses.

Leverage Risks
Leverage risk is created when an investment exposes a Fund to a level of risk
that exceeds the amount invested. Changes in the value of such an investment
magnify a Fund's risk of loss and potential for gain.

Investments can have these same results if their returns are based on a
multiple of a specified index, security, or other benchmark.

<R>
Credit Risks
Credit risk is the possibility that an issuer will default on a security by
failing to pay interest or principal when due. If an issuer defaults, a Fund
will lose money.

Many fixed income securities receive credit ratings from services such as S&P's
and Moody's. These services assign ratings to securities by assessing the
likelihood of issuer default. Lower credit ratings correspond to higher credit
risk. If a security has not received a rating, a Fund must rely entirely upon
the Sub-Adviser's credit assessment.

Fixed income securities generally compensate for greater credit risk by paying
interest at a higher rate. The difference between the yield of a security and
the yield of a U.S. Treasury security with a comparable maturity (the spread)
measures the additional interest paid for risk. Spreads may increase generally
in response to adverse economic or market conditions. A security's spread may
also increase if the security's rating is lowered, or the security is perceived
to have an increased credit risk. An increase in the spread will cause the
price of the security to decline.

Credit risk includes the possibility that a party to a transaction involving a
Fund will fail to meet its obligations. This could cause a Fund to lose the
benefit of the transaction or prevent a Fund from selling or buying other
securities to implement its investment strategy.
</R>

Currency Risks
o Exchange rates for currencies fluctuate daily. The combination of
currency risk and market risks tends to make securities traded in foreign
markets more volatile than securities traded exclusively in the U.S.

o The Adviser attempts to manage currency risk by limiting the amount a
Fund invests in securities denominated in a particular currency. However,
diversification will not protect a Fund against a general increase in the
value of the U.S. dollar relative to other currencies.

<R>
Risks of Foreign Investing
Foreign securities pose additional risks because foreign economic or political
conditions may be less favorable than those of the United States. Securities in
foreign markets may also be subject to taxation policies that reduce returns
for U.S. investors.

Foreign companies may not provide information (including financial statements)
as frequently or to as great an extent as companies in the United States.
Foreign companies may also receive less coverage than United States companies
by market analysts and the financial press. In addition, foreign countries may
lack uniform accounting, auditing, and financial reporting standards or
regulatory requirements comparable to those applicable to U.S. companies. These
factors may prevent a Fund and its Adviser or Sub-Adviser from obtaining
information concerning foreign companies that is as frequent, extensive, and
reliable as the information available concerning companies in the United States.

Foreign countries may have restrictions on foreign ownership of securities or
may impose exchange controls, capital flow restrictions, or repatriation
restrictions that could adversely affect the liquidity of a Fund's investments.
</R>

Tax Risks
In order to be tax-exempt, municipal securities must meet certain legal
requirements. Failure to meet such requirements may cause the interest received
and distributed by a Fund to Shareholders to be taxable.

Changes or proposed changes in federal tax laws may cause the prices of
municipal securities to fall.

Sector Risks
A substantial part of a Fund's portfolio may be comprised of securities issued
or credit enhanced by companies in similar businesses, or with other similar
characteristics. As a result, a Fund will be more susceptible to any economic,
business, political, or other developments that generally affect these issuers.

Noninvestment Grade Securities Risks
Securities rated below investment grade, also known as junk bonds, generally
entail greater market, credit, and liquidity risks than investment grade
securities. For example, their prices are more volatile, economic downturns and
financial setbacks may affect their prices more negatively, and their trading
market may be more limited.

Call Risks
Call risk is the possibility that an issuer may redeem a fixed income security
before maturity (a call) at a price below its current market price. An increase
in the likelihood of a call may reduce the security's price.

If a fixed income security is called, a Fund may have to reinvest the proceeds
in other fixed income securities with lower interest rates, higher credit
risks, or other less favorable characteristics.

fundamental investment objectiveS

Riggs Stock Fund seeks to provide growth of capital and income.

Riggs Small Company Stock Fund seeks to provide long-term capital appreciation.

Riggs Large Cap Growth Fund seeks to provide capital appreciation.

Riggs U.S. Government Securities Fund seeks to achieve current income.

Riggs Bond Fund seeks to provide as high a level of current income as is
consistent with the preservation of capital.

Riggs Intermediate Tax Free Bond Fund seeks to provide a high level of current
income which is exempt from federal income tax consistent with the preservation
of principal.

Riggs Long Term Tax Free Bond Fund seeks to provide a high level of current
income which is exempt from federal income tax.

Riggs Prime Money Market Fund seeks to provide current income consistent with
stability of principal and liquidity.

Riggs U.S. Treasury Money Market Fund seeks to provide current income
consistent with stability of principal and liquidity.

The above listed fundamental investment objectives cannot be changed by the
Funds' Board without Shareholder approval.

INVESTMENT LIMITATIONS
Borrowing Money and Issuing Senior Securities
The Funds may borrow money, directly or indirectly, and issue senior securities
to the maximum extent permitted under the Investment Company Act of 1940 (1940
Act).

Lending
The Funds may not make loans, provided that this restriction does not prevent
the Funds from purchasing debt obligations, entering into repurchase
agreements, lending its assets to broker/dealers or institutional investors,
and investing in loans, including assignments and participation interests.

Investing in Commodities
The Funds may not purchase or sell physical commodities, provided that the
Funds may purchase securities of companies that deal in commodities. For
purposes of this restriction, investments in transactions involving futures
contracts and options, forward currency contracts that settle by payment of
cash are not deemed to be investments in commodities.

Investing in Real Estate
The Funds may not purchase or sell real estate, provided that this restriction
does not prevent the Funds from investing in issuers which invest, deal, or
otherwise engage in transactions in real estate or interests therein, or
investing in securities that are secured by real estate or interests therein.
The Funds may exercise their rights under agreements relating to such
securities, including the right to enforce security interests and to hold real
estate acquired by reason of such enforcement until that real estate could be
liquidated in an orderly manner.

Diversification
With respect to securities comprising 75% of the value of its total assets, the
Funds will not purchase securities of any one issuer (other than cash; cash
items; securities issued or guaranteed by the government of the United States
or its agencies or instrumentalities and repurchase agreements collateralized
by such U.S. government securities; and securities of other investment
companies) if, as a result, more than 5% of the value of their total assets
would be invested in securities of that issuer, or the Funds would own more
than 10% of the outstanding voting securities of that issuer.

Concentration
The Funds will not make investments that will result in the concentration of
its investments in the securities of issuers primarily engaged in the same
industry. Government securities, municipal securities, and bank instruments
will not be deemed to constitute an industry.

Underwriting
The Funds may not underwrite the securities of other issuers, except that the
Funds may engage in transactions involving the acquisition, disposition, or
resale of their portfolio securities, under circumstances where they may be
considered to be an underwriter under the Securities Act of 1933.

The above limitations cannot be changed unless authorized by the Board and by
the "vote of a majority of its outstanding voting securities", as defined by
the 1940 Act. The following limitations, however, may be changed by the Board
without Shareholder approval. Shareholders will be notified before any material
change in these limitations becomes effective.
Pledging Assets
The Funds will not mortgage, pledge, or hypothecate any of their assets,
provided that this shall not apply to the transfer of securities in connection
with any permissible borrowing or to collateral arrangements in connection with
permissible activities.

Buying on Margin
Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government
Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax
Free Bond Fund will not purchase securities on margin, provided that the Funds
may obtain short-term credits necessary for the clearance of purchases and
sales of securities, and further provided that the Funds may make margin
deposits in connection with their use of financial options and futures, forward
and spot currency contracts, swap transactions, and other financial contracts
or derivative instruments.
Prime Money Market Fund and U.S. Treasury Money Market Fund will not purchase
securities on margin, provided that the Funds may obtain short-term credits
necessary for the clearance of purchases and sales of securities.

Illiquid Securities
Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government
Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, Long Term Tax Free
Bond Fund, and Prime Money Market Fund will not purchase securities for which
there is no readily available market, or enter into repurchase agreements, or
purchase time deposits maturing in more than seven days if immediately after
and as a result, the value of such securities would exceed, in the aggregate,
15% of the net assets of Stock Fund, Small Company Stock Fund, Large Cap Growth
Fund, U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond
Fund, and Long Term Tax Free Bond Fund, and 10% of the nets assets of Prime
Money Market Fund.

Investing in Other Investment Companies
Each Fund may invest its assets in securities of other investment
companies as an efficient means of carrying out its investment policies. It
should be noted that investment companies incur certain expenses, such as
management fees, and, therefore, any investment by a Fund in Shares of other
investment companies may be subject to such duplicate expenses. At the present
time, each Fund expects that its investments in other investment companies may
include Shares of money market funds, including funds affiliated with the
Funds' Adviser.

The Funds may invest in the securities of affiliated money market funds
as an efficient means of managing the Funds' uninvested cash.

In applying Stock Fund, Small Company Stock Fund, U.S. Government Securities
Fund, Prime Money Market Fund, and U.S. Treasury Money Market Fund's
concentration restriction: (a) utility companies will be divided according to
their services, for example, gas, gas transmission, electric, and telephone
will each be considered a separate industry; (b) financial service companies
will be classified according to the end users of their services, for example,
automobile finance, bank finance, and diversified finance will each be
considered a separate industry; and (c) asset-backed securities will be
classified according to the underlying assets securing such securities.

For purposes of the concentration policy, to conform to the current view of the
Securities and Exchange Commission (SEC) staff that only domestic bank
instruments may be excluded from industry concentration limitations the Funds
will not exclude foreign bank instruments from industry concentration tests so
long as the policy of the SEC remains in effect. The Funds will consider
concentration to be the investment of more than 25% of the value of its total
assets in any one industry.

<R>
FUNDAMENTAL INVESTMENT POLICIES
Intermediate Tax Free Bond Fund and Long Term Tax Free Bond Fund will each, as
a fundamental investment policy, invest its assets so that at least 80% of the
income it distributes will be exempt from federal income taxes. These
fundamental investment policies may not be changed by the Funds' Board without
shareholder approval.

REGULATORY COMPLIANCE
With respect to Prime Money Market Fund and U.S. Treasury Money Market Fund,
each Fund may follow non-fundamental operational policies that are more
restrictive than its fundamental investment limitations, as set forth in the
prospectus and this SAI, in order to comply with applicable laws and
regulations, including the provisions of and regulations under the 1940 Act. In
particular, the Fund will comply with the various requirements of Rule 2a-7
(the Rule), which regulates money market mutual funds. The Fund will determine
the effective maturity of its investments according to the Rule. The Fund may
change these operational policies to reflect changes in the laws and
regulations without the approval of its shareholders.
</R>

DETERMINING MARKET VALUE OF SECURITIES
With respect to Prime Money Market Fund and U.S. Treasury Money Market Fund,
the Board has decided that the best method for determining the value of
portfolio instruments is amortized cost. Under this method, portfolio
instruments are valued at the acquisition cost as adjusted for amortization of
premium or accumulation of discount rather than at current market value.
Accordingly, neither the amount of daily income nor the net asset value (NAV)
is affected by any unrealized appreciation or depreciation of the portfolio. In
periods of declining interest rates, the indicated daily yield on Shares of a
Fund computed by dividing the annualized daily income on a Fund's portfolio by
the NAV computed as above may tend to be higher than a similar computation made
by using a method of valuation based upon market prices and estimates. In
periods of rising interest rates, the opposite may be true.

The Funds' use of the amortized cost method of valuing portfolio instruments
depends on its compliance with certain conditions in Rule 2a-7 (the "Rule")
promulgated by the SEC under the 1940 Act. Under the Rule, the Board must
establish procedures reasonably designed to stabilize the NAV per Share, as
computed for purposes of distribution and redemption, at $1.00 per Share,
taking into account current market conditions and a Fund's investment
objective. The procedures include monitoring the relationship between the
amortized cost value per Share and the NAV per Share based upon available
indications of market value. The Board will decide what, if any, steps should
be taken if there is a difference of more than 0.5 of 1% between the two
values. The Board will take any steps it considers appropriate (such as
redemption in kind or shortening the average portfolio maturity) to minimize
any material dilution or other unfair results arising from differences between
the two methods of determining NAV.

With respect to Stock Fund, Small Company Stock Fund, Large Cap Growth Fund,
U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Fund, and
Long Term Tax Free Bond Fund, the market values of the Funds' portfolio
securities are determined as follows:

o for equity securities, according to the last sale price in the market in
which they are primarily traded (either a national securities exchange or the
OTC market), if available;

o in the absence of recorded sales for equity securities, according to the
mean between the last closing bid and asked prices;

o futures contracts and options are generally valued at market values
established by the exchanges on which they are traded at the close of trading
on such exchanges. Options traded in the OTC market are generally valued
according to the mean between the last bid and the last asked price for the
option as provided by an investment dealer or other financial institution
that deals in the option. The Board may determine in good faith that another
method of valuing such investments is necessary to appraise their fair market
value;

o for fixed income securities, according to the mean between bid and asked
prices as furnished by an independent pricing service, except that fixed
income securities with remaining maturities of less than 60 days at the time
of purchase may be valued at amortized cost; and

o for all other securities at fair value as determined in good faith by
the Board.

Prices provided by independent pricing services may be determined without
relying exclusively on quoted prices and may consider institutional trading in
similar groups of securities, yield, quality, stability, risk, coupon rate,
maturity, type of issue, trading characteristics, and other market data or
factors. From time to time, when prices cannot be obtained from an independent
pricing service, securities may be valued based on quotes from broker/dealers
or other financial institutions that trade the securities.

WHAT DO SHARES COST?
================================================================================

Stock Fund, Small Company Stock Fund, Large Cap Growth Fund, U.S. Government
Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, and Long Term Tax
Free Bond Fund's NAV per Share fluctuates and is based on the market value of
all securities and other assets of the Funds.

The NAV for each class of Shares may differ due to the variance in daily net
income realized by each class. Such variance will reflect only accrued net
income to which the Shareholders of a particular class are entitled.

REDUCING OR ELIMINATING THE CONTINGENT DEFERRED SALES CHARGE

You will not be charged a CDSC when redeeming Shares:
o as a Shareholder who acquired Shares prior to July 1, 1998 (including
Shares acquired in exchange for Shares acquired prior to July 1, 1998);

o purchased with reinvested dividends or capital gains;

o following the death or disability, as defined in Section 72(m)(7) of the
Internal Revenue Code of 1986, of the last surviving Shareholder;

o representing minimum required distributions from an Individual Retirement
Account or other retirement plan to a Shareholder who has attained the age
of 701/2;

o if a Fund redeems your Shares and closes your account for not meeting the
minimum balance; and

o which are qualifying redemptions of Shares under a Systematic Withdrawal
Program.

In addition, you will not be charged a CDSC:
o on Shares held by Trustees, employees, and retired employees of the
Funds, Riggs National Corp. and/or its subsidiaries, or Federated Securities
Corp. and/or its affiliates, and their spouses and children under the age of
21;

o on Shares originally purchased (i) through the Trust Division or the
Private Banking Division of Riggs Bank; (ii) through an investment adviser
registered under the Investment Advisers Act of 1940; (iii) through
retirement plans where the third party administrator has entered into certain
arrangements with Riggs Bank or its affiliates; or (iv) by any bank or dealer
(in each case for its own account) having a sales agreement with Federated
Securities Corp.; and

o on Shares purchased through entities having no transaction fee agreements
or wrap accounts with Riggs Bank or its affiliates.

HOW ARE THE FUNDS SOLD?
================================================================================

Under the Distributor's Contract with the Funds, the Distributor (Federated
Securities Corp.) offers Shares on a continuous, best-efforts basis.

RULE 12B-1 PLAN (Class R Shares)
As a compensation-type plan, the Rule 12b-1 Plan is designed to pay the
Distributor (who may then pay investment professionals such as banks,
broker/dealers, trust departments of banks, and registered investment advisers)
for marketing activities (such as advertising, printing and distributing
prospectuses, and providing incentives to investment professionals) to promote
sales of Shares so that overall Fund assets are maintained or increased. This
helps the Funds achieve economies of scale, reduce per Share expenses, and
provide cash for orderly portfolio management and Share redemptions. In
addition, the Funds' service providers that receive asset-based fees also
benefit from stable or increasing Fund assets.

The Funds may compensate the Distributor more or less than its actual marketing
expenses. In no event will the Funds pay for any expenses of the Distributor
that exceed the maximum Rule 12b-1 Plan fee.

For some classes of Shares, the maximum Rule 12b-1 Plan fee that can be paid in
any one year may not be sufficient to cover the marketing-related expenses the
Distributor has incurred. Therefore, it may take the Distributor a number of
years to recoup these expenses.

SHAREHOLDER SERVICES
The Funds may pay Federated Shareholder Services Company, a subsidiary of
Federated Investors, Inc. (Federated), for providing shareholder services and
maintaining Shareholder accounts. Federated Shareholder Services Company may
select others to perform these services for their customers and may pay them
fees.

SUPPLEMENTAL PAYMENTS
Investment professionals (such as broker/dealers or banks) may be paid fees, in
significant amounts, out of the assets of the Distributor and/or Federated
Shareholder Services Company. (These fees do not come out of Fund assets.) The
Distributor and/or Federated Shareholder Services Company may be reimbursed by
the Adviser or its affiliates.

Investment professionals receive such fees for providing distribution-related
and/or shareholder services, such as advertising, providing incentives to their
sales personnel, sponsoring other activities intended to promote sales, and
maintaining shareholder accounts. These payments may be based upon such factors
as the number or value of Shares the investment professional sells or may sell;
the value of client assets invested; and/or the type and nature of sales or
marketing support furnished by the investment professional.

SUBACCOUNTING SERVICES
================================================================================

Certain investment professionals may wish to use the transfer agent's
subaccounting system to minimize their internal recordkeeping requirements. The
transfer agent may charge a fee based on the level of subaccounting services
rendered. Investment professionals holding Shares in a fiduciary, agency,
custodial, or similar capacity may charge or pass through subaccounting fees as
part of or in addition to normal trust or agency account fees. They may also
charge fees for other services that may be related to the ownership of Shares.
This information should, therefore, be read together with any agreement between
the customer and the investment professional about the services provided, the
fees charged for those services, and any restrictions and limitations imposed.

REDEMPTION IN KIND
================================================================================

Although the Funds intend to pay Share redemptions in cash, they reserve the
right, as described below, to pay the redemption price in whole or in part by a
distribution of the Funds' portfolio securities.

Because the Funds have elected to be governed by Rule 18f-1 under the 1940 Act,
the Funds are obligated to pay Share redemptions to any one Shareholder in cash
only up to the lesser of $250,000 or 1% of the net assets represented by such
Share class during any 90-day period.

Any Share redemption payment greater than this amount will also be in cash
unless the Funds' Board determines that payment should be in kind. In such a
case, the Funds will pay all or a portion of the remainder of the redemption in
portfolio securities, valued in the same way as the Funds determine their NAV.
The portfolio securities will be selected in a manner that the Funds' Board
deems fair and equitable and, to the extent available, such securities will be
readily marketable.

Redemption in kind is not as liquid as a cash redemption. If redemption is made
in kind, Shareholders receiving the portfolio securities and selling them
before their maturity could receive less than the redemption value of the
securities and could incur certain transaction costs.

MASSACHUSETTS PARTNERSHIP LAW
================================================================================

Under certain circumstances, Shareholders may be held personally liable as
partners under Massachusetts law for obligations of the Fund. To protect its
Shareholders, the Fund has filed legal documents with Massachusetts that
expressly disclaim the liability of its Shareholders for acts or obligations of
the Fund.

In the unlikely event a Shareholder is held personally liable for the Fund's
obligations, the Fund is required by the Declaration of Trust to use its
property to protect or compensate the Shareholder. On request, the Fund will
defend any claim made and pay any judgment against a Shareholder for any act or
obligation of the Trust. Therefore, financial loss resulting from liability as
a Shareholder will occur only if the Fund itself cannot meet its obligations to
indemnify Shareholders and pay judgments against them.

ACCOUNT AND SHARE INFORMATION
================================================================================

VOTING RIGHTS
Each Share of each Fund gives the Shareholder one vote in Trustee elections and
other matters submitted to Shareholders for vote. All Shares of the each Fund
have equal voting rights, except that in matters affecting only a particular
Fund or class, only Shares of that Fund or class are entitled to vote.
Trustees may be removed by the Board or by Shareholders at a special meeting. A
special meeting of Shareholders will be called by the Board upon the written
request of Shareholders who own at least 10% of a Fund's outstanding Shares of
all series entitled to vote.

<R>
As of June 3, 2002, the following Shareholders owned of record, beneficially,
or both, 5% or more of outstanding Shares of the following Funds:
Stock Fund - Class R Shares
- ---------------------------

EAMCO - Riggs Funds, Washington, D.C., owned approximately 1,001,149 Shares
(34.99%); Carn & Co., Washington D.C., owned approximately 549,551 Shares
(19.21%); and FISERV Securities, Inc., Philadelphia, P.A., owned approximately
171,319 Shares (5.99%).

Stock Fund - Class Y Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 4,344,810 Shares
(99.19%).

Small Company Stock Fund - Class R Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 816,735 Shares
(66.92%); and Carn & Co., Washington, D.C., owned approximately 216,385 Shares
(17.73%).

Small Company Stock Fund - Class Y Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 2,270,162 Shares
(99.44%).

Large Cap Growth Fund - Class R Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 3,102,084 Shares
(88.96%).

U.S. Government Securities Fund - Class R Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 1,320,604 Shares
(66.10%); Carn & Co., Washington, D.C., owned approximately 165,153 Shares
(8.27%); and FISERV Securities, Inc., Philadelphia, P.A., owned approximately
107,821 Shares (5.40%).

U.S. Government Securities Fund - Class Y Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 6,711,529 Shares
(99.20%).

Bond Fund - Class R Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 2,720,857 Shares
(99.10%).

Intermediate Tax Free Bond Fund - Class R Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 5,312,220 Shares
(99.56%).

Long Term Tax Free Bond Fund - Class R Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 4,619,618 Shares
(99.38%).

Prime Money Market Fund - Class R Shares

FISERV Securities, Inc., Philadelphia, P.A., owned approximately 45,255,788
Shares (93.43%); and EAMCO - Riggs Funds, Washington, D.C., owned approximately
2,522,964 Shares (5.21%).

Prime Money Market Fund - Class Y Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 100,483,257 Shares
(46.19%); Riggs Bank, N.A., Washington, D.C., owned approximately 55,300,000
Shares (25.42%); National Geographic Society, Washington, D.C., owned
approximately 21,507,300 Shares (9.89%),
U.S. Treasury Money Market Fund - Class R Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 30,554,320 Shares
(84.15%); and Peter N.G. Schwartz, Washington, D.C., owned approximately
3,568,856 Shares (9.83%).

U.S. Treasury Money Market Fund - Class Y Shares

EAMCO - Riggs Funds, Washington, D.C., owned approximately 33,270,275 Shares
(51.26%); and Riggs Bank, N.A., Washington, D.C., owned approximately
19,400,000 Shares (29.89%).
</R>
Shareholders owning 25% or more of outstanding Shares may be in control and be
able to affect the outcome of certain matters presented for a vote of
Shareholders.

TAX INFORMATION
================================================================================

FEDERAL INCOME TAX
The Funds intend to meet requirements of Subchapter M of the Internal Revenue
Code applicable to regulated investment companies. If these requirements are
not met, it will not receive special tax treatment and will pay federal
corporate income tax.

Each Fund will be treated as a single, separate entity for federal income tax
purposes so that income earned and capital gains and losses realized by the
Trust's other portfolios will be separate from those realized by a Fund.

FOREIGN INVESTMENTS
If the Funds purchase foreign securities, their investment income may be
subject to foreign withholding or other taxes that could reduce the return on
these securities. Tax treaties between the United States and foreign countries,
however, may reduce or eliminate the amount of foreign taxes to which a Fund
would be subject. The effective rate of foreign tax cannot be predicted since
the amount of Fund assets to be invested within various countries is uncertain.
However, the Funds intend to operate so as to qualify for treaty-reduced tax
rates when applicable.

Distributions from a Fund may be based on estimates of book income for the
year. Book income generally consists solely of the coupon income generated by
the portfolio, whereas tax-basis income includes gains or losses attributable
to currency fluctuation. Due to differences in the book and tax treatment of
fixed income securities denominated in foreign currencies, it is difficult to
project currency effects on an interim basis. Therefore, to the extent that
currency fluctuations cannot be anticipated, a portion of distributions to
Shareholders could later be designated as a return of capital, rather than
income, for income tax purposes, which may be of particular concern to simple
trusts.

If a Fund invests in the stock of certain foreign corporations, they may
constitute Passive Foreign Investment Companies (PFIC), and a Fund may be
subject to federal income taxes upon disposition of PFIC investments.

If more than 50% of the value of a Fund's assets at the end of the tax year is
represented by stock or securities of foreign corporations, a Fund intends to
qualify for certain Code stipulations that would allow Shareholders to claim a
foreign tax credit or deduction on their U.S. income tax returns. The Code may
limit a Shareholder's ability to claim a foreign tax credit. Shareholders who
elect to deduct their portion of a Fund's foreign taxes rather than take the
foreign tax credit must itemize deductions on their income tax returns.

<R>
WHO MANAGES AND PROVIDES SERVICES TO THE FUNDS?
================================================================================

BOARD OF TRUSTEES
The Board is responsible for managing the Trust's business affairs and for
exercising all the Trust's powers except those reserved for the shareholders.
The following tables give information about each Board member and the senior
officers of the Funds. Where required, the tables separately list Board members
who are "interested persons" of the Funds (i.e., "Interested" Board members)
and those who are not (i.e., "Independent" Board members). Unless otherwise
noted, the address of each person listed is Federated Investors Tower, 1001
Liberty Avenue, Pittsburgh, PA. The Riggs Fund Complex consists of nine
investment company portfolios. Unless otherwise noted, each Board member
oversees all portfolios in the Riggs Fund Complex; serves for an indefinite
term; and also serves as a Board member of the following investment company
complexes: Banknorth Funds-six portfolios; CCMI Funds-two portfolios; Federated
Investors Funds-139 portfolios; FirstMerit Funds-two portfolios; Regions
Funds-eight portfolios; and WesMark Funds-five portfolios.

As of June 3, 2002, the Funds' Board and Officers as a group owned less than 1%
of the Funds' outstanding Class R and Y Shares.

INTERESTED TRUSTEES BACKGROUND AND COMPENSATION

rincipal Occupation(s) for Past ggregate Total
Name ive Years, Other Directorships Aompensation Compensation
Birth Date eld and Previous Positions Crom Trust From Trust and
Address Fpast Federated Fund
Positions Held with P (iscal Complex
Trust F fear) (past calendar
Date Service Began H y year)
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Principal Occupations: Chief $0
John F. Donahue* Executive Officer and Director $0
Birth Date: July or Trustee of the Federated Fund
28, 1924 Complex; Chairman and Director,
CHAIRMAN AND TRUSTEE Federated Investors, Inc.;
Began serving: Chairman, Federated Investment
April 1991 Management Company, Federated
Global Investment Management
Corp. and Passport Research, Ltd.

Previous Positions: Trustee,
Federated Investment Management
Company and Chairman and
Director, Federated Investment
Counseling.

Principal Occupations: President $0
J. Christopher or Executive Vice President of $0
Donahue* the Federated Fund Complex;
Birth Date: April Director or Trustee of some of
11, 1949 the Funds in the Federated Fund
EXECUTIVE VICE Complex; President, Chief
PRESIDENT AND Executive Officer and Director,
TRUSTEE Federated Investors, Inc.;
Began serving: July President, Chief Executive
1999 Officer and Trustee, Federated
Investment Management Company;
Trustee, Federated Investment
Counseling; President, Chief
Executive Officer and Director,
Federated Global Investment
Management Corp.; President and
Chief Executive Officer,
Passport Research, Ltd.;
Trustee, Federated Shareholder
Services Company; Director,
Federated Services Company.

Previous Position: President,
Federated Investment Counseling.

Principal Occupations: Director $1526.88
Lawrence D. Ellis, or Trustee of the Federated Fund $117,117.17
M.D.* Complex; Professor of Medicine,
Birth Date: October University of Pittsburgh;
11, 1932 Medical Director, University of
3471 Fifth Avenue Pittsburgh Medical Center
Suite 1111 Downtown; Hematologist,
Pittsburgh, PA Oncologist and Internist,
TRUSTEE University of Pittsburgh Medical
Began serving: Center.
April 1991
Other Directorships Held:
Member, National Board of
Trustees, Leukemia Society of
America.

Previous Positions: Trustee,
University of Pittsburgh;
Director, University of
Pittsburgh Medical Center.

* Family relationships and reasons for "interested" status: John F. Donahue is
the father of J. Christopher Donahue; both are "interested" due to the
positions they hold with Federated Investors, Inc. and its subsidiaries.
Lawrence D. Ellis, M.D. is "interested" because his son-in-law is employed by
the Fund's principal underwriter, Federated Securities Corp.
- --------------------------------------------------------------------------------

INDEPENDENT TRUSTEES BACKGROUND AND COMPENSATION

rincipal Occupation(s) for Past ggregate Total
Name ive Years, Other Directorships Aompensation Compensation
Birth Date eld and Previous Positions Crom Trust From Trust and
Address Fpast Federated Fund
Positions Held with P (iscal Complex
Trust F fear) (past calendar
Date Service Began H y year)
Principal Occupation: Director $1679.72
Thomas G. Bigley or Trustee of the Federated Fund $128,847.72
Birth Date: Complex.
February 3, 1934
15 Old Timber Trail Other Directorships Held:
Pittsburgh, PA Director, Member of Executive
TRUSTEE Committee, Children's Hospital
Began serving: of Pittsburgh; Director, Member
October 1995 of Executive Committee,
University of Pittsburgh.

Previous Position: Senior
Partner, Ernst & Young LLP.

Principal Occupations: Director $1679.72
John T. Conroy, Jr. or Trustee of the Federated Fund $128,847.66
Birth Date: June Complex; Chairman of the Board,
23, 1937 Investment Properties
Grubb & Corporation; Partner or Trustee
Ellis/Investment in private real estate ventures
Properties in Southwest Florida.
Corporation
3838 Tamiami Trail Previous Positions: President,
N. Investment Properties
Naples, FL Corporation; Senior Vice
TRUSTEE President, John R. Wood and
Began serving: Associates, Inc., Realtors;
August 1991 President, Naples Property
Management, Inc. and Northgate
Village Development Corporation.

Principal Occupation: Director $1679.72
Nicholas P. or Trustee of the Federated Fund $126,923.53
Constantakis Complex; Partner, Andersen
Birth Date: Worldwide SC (prior to 9/1/97).
September 3, 1939
175 Woodshire Drive Other Directorships Held:
Pittsburgh, PA Director and Chairman of the
TRUSTEE Audit Committee, Michael Baker
Began serving: Corporation (engineering and
February 1998 energy services worldwide).

Principal Occupation: Director $1526.88
John F. Cunningham or Trustee of the Federated Fund $115,368.16
Birth Date: March Complex.
5, 1943
353 El Brillo Way Other Directorships Held:
Palm Beach, FL Chairman, President and Chief
TRUSTEE Executive Officer, Cunningham &
Began serving: July Co., Inc. (strategic business
1999 consulting); Trustee Associate,
Boston College.

Previous Positions: Director,
Redgate Communications and EMC
Corporation (computer storage
systems); Chairman of the Board
and Chief Executive Officer,
Computer Consoles, Inc.;
President and Chief Operating
Officer, Wang Laboratories;
Director, First National Bank of
Boston; Director, Apollo
Computer, Inc.

Principal Occupation: Director $1526.88
Peter E. Madden or Trustee of the Federated Fund $117,117.14
Birth Date: March Complex; Management Consultant.
16, 1942
One Royal Palm Way Previous Positions:
100 Royal Palm Way Representative, Commonwealth of
Palm Beach, FL Massachusetts General Court;
TRUSTEE President, State Street Bank and
Began serving: Trust Company and State Street
August 1991 Corporation (retired); Director,
VISA USA and VISA International;
Chairman and Director,
Massachusetts Bankers
Association; Director,
Depository Trust Corporation;
Director, The Boston Stock
Exchange.

Principal Occupations: Director $1679.72
Charles F. or Trustee of the Federated Fund $128,847.66
Mansfield, Jr. Complex; Management Consultant;
Birth Date: April Executive Vice President, DVC
10, 1945 Group, Inc. (marketing,
80 South Road communications and technology)
Westhampton Beach, (prior to 9/1/00).
NY
TRUSTEE Previous Positions: Chief
Began serving: Executive Officer, PBTC
January 2000 International Bank; Partner,
Arthur Young & Company (now
Ernst & Young LLP); Chief
Financial Officer of Retail
Banking Sector, Chase Manhattan
Bank; Senior Vice President,
HSBC Bank USA (formerly, Marine
Midland Bank); Vice President,
Citibank; Assistant Professor of
Banking and Finance, Frank G.
Zarb School of Business, Hofstra
University.

John E. Murray, Principal Occupations: Director $1746.31
Jr., J.D., S.J.D. or Trustee of the Federated Fund $117,117.14
Birth Date: Complex; Chancellor and Law
December 20, 1932 Professor, Duquesne University;
Chancellor, Consulting Partner, Mollica &
Duquesne University Murray.
Pittsburgh, PA
TRUSTEE Other Directorships Held:
- -------------------- Director, Michael Baker Corp.
Began serving: (engineering, construction,
February 1995 operations and technical
services).

Previous Positions: President,
Duquesne University; Dean and
Professor of Law, University of
Pittsburgh School of Law; Dean
and Professor of Law, Villanova
University School of Law.

Principal Occupations: Director $1526.88
Marjorie P. Smuts or Trustee of the Federated Fund $117,117.17
Birth Date: June Complex; Public
21, 1935 Relations/Marketing
4905 Bayard Street Consultant/Conference
Pittsburgh, PA Coordinator.
TRUSTEE
Began serving: Previous Positions: National
April 1991 Spokesperson, Aluminum Company
of America; television producer;
President, Marj Palmer Assoc.;
Owner, Scandia Bord.

Principal Occupations: Director $1526.88
John S. Walsh or Trustee of the Federated Fund $117,117.17
Birth Date: Complex; President and Director,
November 28, 1957 Heat Wagon, Inc. (manufacturer
2604 William Drive of construction temporary
Valparaiso, IN heaters); President and
TRUSTEE Director, Manufacturers
Began serving: Products, Inc. (distributor of
January 1999 portable construction heaters);
President, Portable Heater
Parts, a division of
Manufacturers Products, Inc.

Other Directorships Held:
Director, Walsh & Kelly, Inc.
(heavy highway contractor).

Previous Position: Vice
President, Walsh & Kelly, Inc.

- --------------------------------------------------------------------------------

OFFICERS**

Name rincipal Occupation(s) and Previous Positions
Birth Date
Address
Positions Held with Trust P
Principal Occupations: Senior Vice President, Federated
Peter J. Germain Services Company; President, Edgewood Service, Inc.
Birth Date: September 3, 1959 Previous Positions: Senior Corporate Counsel and Vice
PRESIDENT President of Federated Services Company.

Principal Occupations: Executive Vice President and
John W. McGonigle Secretary of the Federated Fund
Birth Date: October 26, 1938 --------------------------------------------------------
EXECUTIVE VICE PRESIDENT AND Complex; Executive Vice President, Secretary and
SECRETARY Director, Federated Investors, Inc.

Previous Positions: Trustee, Federated Investment
Management Company and Federated Investment Counseling;
Director, Federated Global Investment Management Corp.,
Federated Services Company and Federated Securities
Corp.

Principal Occupations: Treasurer of the Federated Fund
Richard J. Thomas Complex; Senior Vice President, Federated
Birth Date: June 17, 1954 Administrative Services.
TREASURER
Previous Positions: Vice President, Federated
Administrative Services; held various
--------------------------------------------------------
management positions within Funds Financial Services
Division of Federated Investors, Inc.

Principal Occupations: Vice President and Director of
Judith J. Mackin Administration and Business
Birth Date: May 30, 1960 --------------------------------------------------------
VICE PRESIDENT Management for Mutual Fund Services Group, Federated
Services Company.

Principal Occupations: Vice President, Business Manager
James E. Ostrowski and Relationship Manager for
Birth Date: November 13, 1959 --------------------------------------------------------
VICE PRESIDENT Mutual Fund Services, Federated Services Company.

** Officers do not receive any compensation from the Funds.
- --------------------------------------------------------------------------------
Thomas R. Donahue, Chief Financial Officer, Vice President, Treasurer and
Assistant Secretary of Federated Investors, Inc. and an officer of its various
advisory and underwriting subsidiaries, has served as a Term Member on the
Board of Directors of Duquesne University, Pittsburgh, Pennsylvania, since May
12, 2000. Mr. John E. Murray, Jr., an Independent Trustee of the Funds, served
as President of Duquesne from 1988 until his retirement from that position in
2001, and became Chancellor of Duquesne on August 15, 2001. It should be noted
that Mr. Donahue abstains on any matter that comes before Duquesne's Board that
affects Mr. Murray personally.

COMMITTEES of the board
- --------------------------------------------------------------------------------------
ommittee Functions Meetings
Held
During
Last
Board Committee Fiscal
Committee Members C Year
Executive John F. Donahue In between meetings of the full Board, One
John E. Murray, the Executive Committee generally may
Jr., J.D., S.J.D. exercise all the powers of the full Board
in the management and direction of the
business and conduct of the affairs of
the Trust in such manner as the Executive
Committee shall deem to be in the best
interests of the Trust. However, the
Executive Committee cannot elect or
remove Board members, increase or
decrease the number of Trustees, elect or
remove any Officer, declare dividends,
issue shares or recommend to shareholders
any action requiring shareholder approval.

Audit Thomas G. Bigley The Audit Committee reviews and Four
John T. Conroy, recommends to the full Board the
Jr. independent auditors to be selected to
Nicholas P. audit the Funds' financial statements;
Constantakis meet with the independent auditors
Charles F. periodically to review the results of the
Mansfield, Jr. audits and report the results to the full
Board; evaluate the independence of the
auditors, review legal and regulatory
matters that may have a material effect
on the financial statements, related
compliance policies and programs, and the
related reports received from regulators;
review the Funds' internal audit
function; review compliance with the
Funds' code of conduct/ethics; review
valuation issues; monitor inter-fund
lending transactions; review custody
services and issues and investigate any
matters brought to the Committee's
attention that are within the scope of
its duties.

- --------------------------------------------------------------------------------
Board ownership of shares in the funds and in
the RIGGS family of Investment companies AS OF dECEMBER 31, 2001
- -------------------------------------------------------
Dollar Aggregate
Range of Dollar Range of
Shares Shares Owned in
Interested Owned Federated Family of
Board Member Name in Funds Investment Companies
John F. Donahue None Over $100,000
J. Christopher None Over $100,000
Donahue
Lawrence D. Ellis, None Over $100,000
M.D.

Independent
Board Member Name
Thomas G. Bigley None Over $100,000
John T. Conroy, Jr. None Over $100,000
Nicholas P. None Over $100,000
Constantakis
John F. Cunningham None Over $100,000
Peter E. Madden None Over $100,000
Charles F. None $50,001 - $100,000
Mansfield, Jr.
John E. Murray, None Over $100,000
Jr., J.D., S.J.D.
Marjorie P. Smuts None Over $100,000
John S. Walsh None Over $100,000

</R>
- --------------------------------------------------------------------------------

INVESTMENT ADVISER
The Adviser conducts investment research and makes investment decisions for the
Funds. The Adviser, Riggs Investment Corp. is a subsidiary of Riggs National
Corp., a bank holding company.

The Adviser shall not be liable to the Trust or any Fund Shareholder for any
losses that may be sustained in the purchase, holding, or sale of any security
or for anything done or omitted by it, except acts or omissions involving
willful misfeasance, bad faith, gross negligence, or reckless disregard of the
duties imposed upon it by its contract with the Trust.

<R>
Sub-Adviser
Stock Fund, Small Company Stock Fund, U.S. Government Securities Fund, Bond
Fund, Intermediate Tax Free Bond Fund, Long Term Tax Free Bond Fund, Prime
Money Market Fund, and U.S. Treasury Money Market Fund are sub-advised by
RIMCO. Pursuant to the terms of an investment sub-advisory agreement between
the Adviser and RIMCO (Sub-Adviser), the Sub-Adviser manages the Funds' assets,
including buying and selling portfolios securities. For all services rendered
by the Sub-Adviser, the Adviser shall pay a Sub-Advisory fee equal to 0.30%,
0.40%, 0.22%, 0.22%, 0.22%, 0.22%, 0.13%, and 0.13% of the average daily net
assets of Stock Fund, Small Company Stock Fund, U.S Government Securities Fund,
Bond Fund, Intermediate Tax Free Bond Fund, Long Term Tax Free Bond Fund, Prime
Money Market Fund, and U.S. Treasury Money Market Fund, respectively. These
fees are paid by the Adviser out of the fees it receives and are not a Fund
expense.

As required by the 1940 Act, the Funds' Board has reviewed the Funds'
investment advisory contract and sub-advisory contracts. The Board's decision
to approve these contracts reflects the exercise of its business judgment on
whether to continue the existing arrangements. During its review of these
contracts, the Board considers many factors, among the most material of which
are: each Fund's investment objective and long term performance; the Adviser's
and Sub-Adviser's management philosophy, personnel, and processes; the
preferences and expectations of Fund Shareholders and their relative
sophistication; the continuing state of competition in the mutual fund
industry; comparable fees in the mutual fund industry; the range and quality of
services provided to the Funds and their Shareholders by the Federated
organization in addition to investment advisory services; and the Funds'
relationship to other funds in the Federated fund family.

In assessing the Adviser's and Sub-Adviser's performance of its obligations,
the Board also considers whether there has occurred a circumstance or event
that would constitute a reason for it to not renew an advisory contract. In
this regard, the Board is mindful of the potential disruptions of the Funds'
operations and various risks, uncertainties and other effects that could occur
as a result of a decision to terminate or not renew an advisory contract. In
particular, the Board recognizes that most shareholders have invested in a Fund
on the strength of the Adviser's industry standing and reputation and in the
expectation that the Adviser will have a continuing role in providing advisory
services to the Fund.

The Board also considers the compensation and benefits received by the Adviser
and Sub-Adviser. This includes fees received for services provided to the
Funds by other entities in the Federated organization and research services
received by the Adviser from brokers that execute Fund trades, as well as
advisory fees. In this regard, the Board is aware that various courts have
interpreted provisions of the 1940 Act and have indicated in their decisions
that the following factors may be relevant to an Adviser's compensation: the
nature and quality of the services provided by the Adviser, including the
performance of a Fund; the Adviser's cost of providing the services; the extent
to which the Adviser may realize "economies of scale" as a Fund grows larger;
any indirect benefits that may accrue to the Adviser and its affiliates as a
result of the Adviser's relationship with a Fund; performance and expenses of
comparable funds; and the extent to which the independent Board members are
fully informed about all facts bearing on the Adviser's service and fee. The
Funds' Board is aware of these factors and takes them into account in its
review of the Funds' advisory contract.

The Board considers and weighs these circumstances in light of its substantial
accumulated experience in governing a Fund and working with Federated on
matters relating to its funds, and is assisted in its deliberations by the
advice of independent legal counsel. In this regard, the Board requests and
receives a significant amount of information about the Funds and the Federated
organization. Federated provides much of this information at each regular
meeting of the Board, and furnishes additional reports in connection with the
particular meeting at which the Board's formal review of the advisory contracts
occurs. In between regularly scheduled meetings, the Board may receive
information on particular matters as the need arises. Thus, the Board's
evaluation of an advisory contract is informed by reports covering such matters
as: the Adviser's investment philosophy, personnel, and processes; a Fund's
short- and long-term performance (in absolute terms as well as in relationship
to its particular investment program and certain competitor or "peer group"
funds), and comments on the reasons for performance; a Fund's expenses
(including the advisory fee itself and the overall expense structure of a Fund,
both in absolute terms and relative to similar and/or competing funds, with due
regard for contractual or voluntary expense limitations); the use and
allocation of brokerage commissions derived from trading the Funds' portfolio
securities; the nature and extent of the advisory and other services provided
to the Funds by the Adviser and its affiliates; compliance and audit reports
concerning the Funds and the Federated companies that service them; and
relevant developments in the mutual fund industry and how the funds and/or
Federated are responding to them.

The Board also receives financial information about Federated, including
reports on the compensation and benefits Federated derives from its
relationships with the Funds. These reports cover not only the fees under the
advisory contracts, but also fees received by Federated's subsidiaries for
providing other services to the Funds under separate contracts (e.g., for
serving as the Funds' administrator and transfer agent). The reports also
discuss any indirect benefit Federated may derive from its receipt of research
services from brokers who execute fund trades.

The Board bases its decision to approve an advisory contract on the totality of
the circumstances and relevant factors, and with a view to past and future
long-term considerations. Not all of the factors and considerations identified
above are relevant to every Fund, nor does the Board consider any one of them
to be determinative. Because the totality of circumstances includes
considering the relationship of each Fund to the Federated family of funds, the
Board does not approach consideration of every Fund's advisory contract as if
that were the only fund offered by Federated.
</R>

Other Related Services
Affiliates of the Adviser may, from time to time, provide certain electronic
equipment and software to institutional customers in order to facilitate the
purchase of Fund Shares offered by the Distributor.

Code of Ethics Restrictions on Personal Trading
As required by SEC rules, the Funds, its Adviser, and its Distributor have
adopted codes of ethics. These codes govern securities trading activities of
investment personnel, Fund Trustees, and certain other employees. Although they
do permit these people to trade in securities, including those that the Funds
could buy, they also contain significant safeguards designed to protect the
Funds and their Shareholders from abuses in this area, such as requirements to
obtain prior approval for, and to report, particular transactions.

<R>
BROKERAGE TRANSACTIONS
With respect to Stock Fund, Small Company Stock Fund, Large Cap Growth Fund,
and Bond Fund, when selecting brokers and dealers to handle the purchase and
sale of portfolio instruments, the Adviser or Sub-Adviser looks for prompt
execution of the order at a favorable price. The Adviser or Sub-Adviser will
generally use those who are recognized dealers in specific portfolio
instruments, except when a better price and execution of the order can be
obtained elsewhere. The Adviser or Sub-Adviser may select brokers and dealers
based on whether they also offer research services (as described below). In
selecting among firms believed to meet these criteria, the Adviser or
Sub-Adviser may give consideration to those firms that have sold or are selling
Shares of the Funds and other funds distributed by the Distributor and its
affiliates. The Adviser or Sub-Adviser may also direct certain portfolio trades
to a broker that, in turn, pays a portion of the Fund's operating expenses. The
Adviser or Sub-Adviser makes decisions on portfolio transactions and selects
brokers and dealers subject to review by the Funds' Board.

Investment decisions for the Funds are made independently from those of other
accounts managed by the Adviser or Sub-Adviser. Except as noted below, when the
Funds and one or more of those accounts invests in, or disposes of, the same
security, available investments or opportunities for sales will be allocated
among the Funds and the account(s) in a manner believed by the Adviser or
Sub-Adviser to be equitable. While the coordination and ability to participate
in volume transactions may benefit the Funds, it is possible that this
procedure could adversely impact the price paid or received and/or the position
obtained or disposed of by the Funds. Investments for Federated Kaufmann Fund
and other accounts managed by that fund's portfolio managers in initial public
offerings ("IPO") are made independently from any other accounts, and much of
their non-IPO trading may also be conducted independently from other accounts.

With respect to Prime Money Market Fund and U.S. Treasury Money Market Fund,
when selecting brokers and dealers to handle the purchase and sale of portfolio
instruments, the Adviser looks for prompt execution of the order at a favorable
price. The Adviser or Sub-Adviser will generally use those who are recognized
dealers in specific portfolio instruments, except when a better price and
execution of the order can be obtained elsewhere. In selecting among firms
believed to meet these criteria, the Adviser or Sub-Adviser may give
consideration to those firms which have sold or are selling Shares of the Fund
and other funds distributed by the Distributor and its affiliates. The Adviser
or Sub-Adviser makes decisions on portfolio transactions and selects brokers
and dealers subject to review by the Fund's Board.

Investment decisions for the Fund are made independently from those of other
accounts managed by the Adviser or Sub-Adviser. When the Fund and one or more
of those accounts invests in, or disposes of, the same security, available
investments or opportunities for sales will be allocated among the Fund and the
account(s) in a manner believed by the Adviser or Sub-Adviser to be equitable.
While the coordination and ability to participate in volume transactions may
benefit the Fund, it is possible that this procedure could adversely impact the
price paid or received and/or the position obtained or disposed of by the Fund.
</R>

Research Services
Research services may include advice as to the advisability of investing in
securities; security analysis and reports; economic studies; industry studies;
receipt of quotations for portfolio evaluations; and similar services. Research
services may be used by the Adviser or Sub-Adviser in advising other accounts.
To the extent that receipt of these services may replace services for which the
Adviser or its affiliates might otherwise have paid, it would tend to reduce
their expenses. The Adviser and its affiliates exercise reasonable business
judgment in selecting those brokers who offer brokerage and research services
to execute securities transactions. They determine in good faith that
commissions charged by such persons are reasonable in relationship to the value
of the brokerage and research services provided.

<R>
For the fiscal year ended April 30, 2002, Stock Fund paid total brokerage
commissions of $124,568, Small Company Stock Fund paid total brokerage
commissions of $311,272, Large Cap Growth Fund paid total brokerage commissions
of $44,215, and U.S. Government Securities Fund paid total brokerage
commissions of $32,953.
</R>

CO-ADMINISTRATORS, TRANSFER aGENT AND dIVIDEND DISBURSING AGENT
As of August 1, 2002, Federated Services Company ("FServ") and Riggs Bank, N.A.
serve as co-administrators to the Trust and provide the Funds with certain
administrative personnel and services necessary to operate the Funds. In
addition, FServ serves as transfer agent and fund accountant for the Trust, and
provides the Funds with certain transfer agency and fund accounting services.
These services are provided for an aggregate annual fee as specified below:

Fees Payable to FServ:

Maximum..... Average Daily Net Assets of the
Administrative Fee Riggs Group of Funds
- ------------------------------------------------------------------------------
0.140%...... on the first $1.2 billion
- ------------------------------------------------------------------------------
0.120%...... on the next $1.3 billion
- ------------------------------------------------------------------------------
0.100%...... on the next $1.0 billion
- ------------------------------------------------------------------------------
0.080%...... on assets in excess of $3.5
- ----------------------------------------------------------------------
billion

Fees Payable to Riggs Bank, N.A.:

Riggs Bank, N.A. provides these services for an annual fee of 0.02% of the
average daily net assets of the Funds.

Service Arrangements Prior To August 1, 2001
Prior to August 1, 2001, FServ served as sole administrator for the Trust, and
provided the Funds with certain administrative personnel and services necessary
to operate the Funds. FServ served as transfer agent and fund accountant for
the Trust, and provided the Funds with certain administrative, transfer agency,
and fund accounting services. These services were provided for an aggregate
annual fee of 0.16% of the average daily net assets of the Trust.

CUSTODIAN
Riggs Bank, N.A., Washington, D.C., is custodian for the securities and cash of
the Funds. Under the Custodian Agreement, Riggs Bank holds the Funds' portfolio
securities in safekeeping and keeps all necessary records and documents
relating to its duties.

TRANSFER AGENT AND DIVIDEND DISBURSING AGENT
FServ, through its registered transfer agent subsidiary, Federated Shareholder
Services Company, maintains all necessary Shareholder records. The Funds pay
the transfer agent a fee based on the size, type, and number of accounts and
transactions made by Shareholders.

<R>
INDEPENDENT auditors
The independent auditors for the Trust, KPMG LLP, conduct their audits in
accordance with auditing standards generally accepted in the United States of
America, which require them to plan and perform their audits to provide
reasonable assurance about whether each Fund's financial statements and
financial highlights are free of material misstatement.
</R>

<R>
FEES PAID BY THE FUNDS FOR SERVICES
================================================================================

- ----------------------------------------------------------------------------------
Fund Advisory Fee Paid/ Shareholder Services Fee Administrative Fee
Advisory Fee Waived Paid Paid

-----------------------------------------------
------------------------------------------------------------------------
For the fiscal year For the fiscal year ended For the fiscal year
ended April 30, ended
April 30, April 30,
------------------------------------------------------------------------
------------------------------------------------------------------------
2002 2001 2000 2002 2001 2000 2002 2001 2000
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Stock $489,565/$931,417$875,835$61,616(R$100,354$85,867(R$104,44$198,70$185,132
Fund

0 0 0 101,573(Y201,485(51,543(Y)

352(B)
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Small $377,454/$576,162$461,712$38,463(R$ $41,857(R$75,491$115,23$
Company 57,182(R) 91,667
Stock
Fund 0 0 0 79,491(Y) 29,957(Y)
120,998(Y)

119(B)
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Large $199,417/$649,714$263,366$66,472(R$ $49,204(R$42,543$138,60$
Cap 12(R) 56,195
Growth
Fund 21,545 0 0 6(B)

- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
U. S. $754,480/$879,741$551,645$23,355(R$27,679($35,142(R$160,95$187,67$117,012
Government
Securities 402,389 $89,620(Y)
Fund 469,195 294,157 77,242(Y) 38,396(Y)

- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Bond Fund $242,231/$295,562$113,141$32,298(R$39,409($15,086(R$51,676$63,053$
24,137

87,203 106,402 40,731

- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Intermedia$428,550/$476,515$193,249$57,140(R$63,535($25,766(R$91,424$101,65$
Tax Free 41,226
Bond Fund
119,994/ 133,424/54,110

11,030 12,276
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Long $405,452/$ $ $54,061(R$61,331($26,500(R$86,496$ $
Term Tax 459,981/198,746/ 98,129 42,399
Free
Bond Fund 108,121/
122,662/52,999/

10,616 12,802
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Prime $1,472,44$1,606,5$1,866,0$49,894(R$39,584($18,075(R$471,18$514,10$590,859
Money
Market
Fund 0/ 0/ 0/ 0(Y) 0(Y) 0(Y)

36,175 45,149
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
U.S. $775,808/$ $ $22,123(R$ $ $248,25$277,36$229,069
Treasury 866,756/723,348/ 4,757(R)4,061(R)
Money
Market 0/ 0(Y)
Fund 0/ 0/ 0(Y) 0(Y)

15,702 15,096
- ----------------------------------------------------------------------------------
(R) Class R Shares (Y) Class Y Shares (B) Class B Shares (1)

(1) As of July 21, 2000, Class B Shares were no longer offered.

- ----------------------------------------------
Funds For the fiscal year
ended
April 30, 2002
-----------------------
-----------------------
12b-1 Fee
-----------------------
-----------------------
Class R Shares
- ----------------------------------------------
- ----------------------------------------------
Stock Fund $61,616
- ----------------------------------------------
- ----------------------------------------------
Small Company Stock 38,463
Fund
- ----------------------------------------------
- ----------------------------------------------
Large Cap Growth Fund 0
- ----------------------------------------------
- ----------------------------------------------
U.S. Government 58,389
Securities Fund
- ----------------------------------------------
- ----------------------------------------------
Bond Fund 0
- ----------------------------------------------
- ----------------------------------------------
Intermediate Tax Free 0
Bond Fund
- ----------------------------------------------
- ----------------------------------------------
Long Term Tax Free 0
Bond Fund
- ----------------------------------------------
- ----------------------------------------------
Prime Money Market 124,737
Fund
- ----------------------------------------------
- ----------------------------------------------
U.S. Treasury Money 55,308
Market Fund
- ----------------------------------------------
</R>

Fees are allocated among classes based on their pro rata Share of Fund assets,
except for marketing
(Rule 12b-1) fees and shareholder services fees, which are borne only by the
applicable class of Shares.

HOW DO THE FUNDS MEASURE PERFORMANCE?
================================================================================

The Funds may advertise Share performance by using the SEC's standard methods
for calculating performance applicable to all mutual funds. The SEC also
permits this standard performance information to be accompanied by non-standard
performance information.

Share performance reflects the effect of non-recurring charges, such as maximum
sales charges, which, if excluded, would increase the total return and yield.
The performance of Shares depends upon such variables as: portfolio quality;
average portfolio maturity; type and value of portfolio securities; changes in
interest rates; changes or differences in the Funds' or any class of Shares'
expenses; and various other factors.

Share performance fluctuates on a daily basis largely because net earnings
and/or the value of portfolio holdings fluctuate daily. Both net earnings and
offering price per Share are factors in the computation of yield and total
return.

<R>
average Annual Total Returns, Yield and effective yield

- ----------------------------------------------------------------------------------
Fund Average Annual Total Yield Effective Yield
Return for the 7-day period for the 7-day
for the following ended period ended
periods ended April 30, 2002/ April 30, 2002
April 30, 2002 for the 30-day period
ended
April 30, 2002
---------------------------------------------------------------------
---------------------------------------------------------------------
Class R Class Y Class R Class Y Class R Class Y
Shares Shares Shares Shares Shares Shares
One Year One Year
Five Year Five Year
Since Since
Inception Inception
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Stock Fund (19.38)% (17.61)% NA NA NA NA
0.96% NA
8.78% (10.20)%
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Small 7.54% 9.79% NA NA NA NA
Company 9.46% NA
Stock Fund 11.81% 10.70%
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Large Cap (37.04)% NA NA NA NA NA
Growth Fund NA
(31.65)%
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
U.S. 3.78% 6.04% 4.83% 5.08% NA NA
Government 6.39% NA 4.93% 5.18%
Securities 6.59% 8.19%
Fund
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Bond Fund 3.54% NA 5.22% NA NA NA
NA 5.24%
7.12%
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Intermediate 3.37% NA 3.96% NA NA NA
Tax Free NA 4.01%
Bond Fund 5.04%
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Long Term 4.02% NA 4.15% NA NA NA
Tax Free NA 4.24%
Bond Fund 5.91%
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
Prime Money 1.96% 2.31% 0.84% 1.19% 0.85% 1.20%
Market Fund 4.24% 4.57% 0.88% 1.23%
4.27% 4.49%
- ----------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------
U.S. 1.77% 2.12% 0.72% 1.07% 0.72% 1.08%
Treasury NA 4.33% 0.70% 1.05%
Money 3.77% 4.17%
Market Fund
- ----------------------------------------------------------------------------------
</R>

TOTAL RETURN
Total return represents the change (expressed as a percentage) in the value of
Shares over a specific period of time, and includes the investment of income
and capital gains distributions.

The average annual total return for Shares is the average compounded rate of
return for a given period that would equate a $10,000 initial investment to the
ending redeemable value of that investment. The ending redeemable value is
computed by multiplying the number of Shares owned at the end of the period by
the NAV per Share at the end of the period. The number of Shares owned at the
end of the period is based on the number of Shares purchased at the beginning
of the period with $10,000, less any applicable sales charge, adjusted over the
period by any additional Shares, assuming the annual reinvestment of all
dividends and distributions. Total returns after taxes are calculated in a
similar manner, but reflect additional standard assumptions required by the SEC.

YIELD AND EFFECTIVE YIELD
With respect to Stock Fund, Small Company Stock Fund, Large Cap Growth Fund,
U.S. Government Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund,
and Long Term Tax Free Bond Fund, the yield of Shares is calculated by
dividing: (i) the net investment income per Share earned by the Shares over a
30-day period; by (ii) the maximum offering price per Share on the last day of
the period. This number is then annualized using semi-annual compounding. This
means that the amount of income generated during the 30-day period is assumed
to be generated each month over a 12-month period and is reinvested every six
months. The yield does not necessarily reflect income actually earned by Shares
because of certain adjustments required by the SEC and, therefore, may not
correlate to the dividends or other distributions paid to Shareholders.

With respect to Prime Money Market Fund and U.S. Treasury Money Market Fund,
the yield of Shares is based upon the seven days ending on the day of the
calculation, called the "base period." This yield is calculated by: determining
the net change in the value of a hypothetical account with a balance of one
Share at the beginning of the base period, with the net change excluding
capital changes but including the value of any additional Shares purchased with
dividends earned from the original one Share and all dividends declared on the
original and any purchased Shares; dividing the net change in the account's
value by the value of the account at the beginning of the base period to
determine the base period return; and multiplying the base period return by
365/7. The effective yield is calculated by compounding the unannualized
base-period return by: adding one to the base-period return, raising the sum to
the 365/7th power; and subtracting one from the result. To the extent
investment professionals and broker/dealers charge fees in connection with
services provided in conjunction with an investment in Shares, the Share
performance is lower for Shareholders paying those fees.

To the extent investment professionals and broker/dealers charge fees in
connection with services provided in conjunction with an investment in Shares,
the Share performance is lower for Shareholders paying those fees.

PERFORMANCE COMPARISONS
Advertising and sales literature may include:

o references to ratings, rankings, and financial publications and/or
performance comparisons of Shares to certain indices;

o charts, graphs, and illustrations using a Fund's returns, or returns in
general, that demonstrate investment concepts such as tax-deferred
compounding, dollar-cost averaging, and systematic investment;

o discussions of economic, financial, and political developments and their
impact on the securities market, including the portfolio manager's views
on how such developments could impact a Fund; and

o information about the mutual fund industry from sources such as the
Investment Company Institute.

Advertising and sales literature for the Funds may also include statements
describing the history of Riggs Bank. For example, reference may be made to
Riggs Bank's heritage of serving historical and political figures and financing
projects that have been important to the growth of the United States.

The Funds may compare their performance, or performance for the types of
securities in which they invest, to a variety of other investments, including
federally insured bank products such as bank savings accounts, certificates of
deposit, and Treasury bills.

The Funds may quote information from reliable sources regarding individual
countries and regions, world stock exchanges, and economic and demographic
statistics.

You may use financial publications and/or indices to obtain a more complete
view of Share performance. When comparing performance, you should consider all
relevant factors such as the composition of the index used, prevailing market
conditions, portfolio compositions of other funds, and methods used to value
portfolio securities and compute offering price. The financial publications
and/or indices that the Funds use in advertising may include:

Consumer Price Index (CPI) is the measure of change in consumer prices, as
determined by a monthly survey of the U.S. Bureau of Labor Statistics. Many
pension and employment contracts are tied to changes in consumer prices, as
protection against inflation and reduced purchasing power. Among the CPI
components are housing costs, food, transportation, and electricity. The CPI
is also known as the cost-of-living index.

STOCK FUND:

o Standard & Poor's Daily Stock Price Index of 500 Common Stocks (S&P 500)
is a composite index of common stocks in industry, transportation, and
financial and public utility companies. Can be used to compare to the
total returns of funds whose portfolios are invested primarily in common
stocks. In addition, the S&P 500 assumes reinvestments of all dividends
paid by stocks listed on its index. Taxes due on any of these
distributions are not included, nor are brokerage or other fees calculated
in the S&P figures.

o Dow Jones Industrial Average ("DJIA") is an unmanaged index, which
represents Share prices of selected blue-chip industrial corporations, as
well as public utility and transportation companies. The DJIA indicates
daily changes in the average price of stock any of its categories. It also
reports total sales for each of its industries. Because it represents the
top corporations of America, the DJIA's index movements are a leading
economic indicator for the stock market as a whole.

o Lipper, Inc. ranks funds in various fund categories by making comparative
calculations using total return. Total return assumes the reinvestment of
all capital gains distributions and income dividends and takes into
account any change in NAV over a specific period of time. From time to
time, the Funds will quote its Lipper ranking in advertising and sales
literature.

SMALL COMPANY STOCK FUND:

o Russell 2000 Index measures the performance of the 2,000 smallest
companies in the Russell 3000 Index, which represents 10% of the total
market capitalization of the Russell 3000 Index.

o Standard & Poor's Small Stock Index is a broadly diversified, unmanaged,
index consisting of approximately 600 small capitalization common stocks
that can be used to compare to the total returns of funds whose portfolios
are invested primarily in small capitalization common stocks.

o Morningstar, Inc., an independent rating service, is the publisher of the
bi-weekly Mutual Fund Values. Mutual Fund Values rates more than 1,000
NASDAQ listed mutual funds of all types, according to their risk-adjusted
returns. The maximum rating is five stars, and ratings are effective for
two weeks.

LARGE CAP GROWTH FUND:

o Standard & Poor's Daily Stock Price Index of 500 Common Stocks (S&P 500),
is a composite index of common stocks in industry, transportation, and
financial and public utility companies. Can be used to compare to the
total returns of funds whose portfolios are invested primarily in common
stocks. In addition, the S&P 500 assumes reinvestments of all dividends
paid by stocks listed on its index. Taxes due on any of these
distributions are not included, nor are brokerage or other fees calculated
in the S&P figures.
o Nasdaq Composite Index is an unmanaged index that measures all Nasdaq
domestic and non-U.S.-based common stocks listed on the Nasdaq Stock
Market.

U.S. Government Securities Fund:

o Merrill Lynch U.S. Treasury/Agency Master Index is an unmanaged index
comprised of long-term bonds publicly issued by the U.S. government or its
agencies.

o Lehman Brothers Government/Credit (Total) Index is comprised of
approximately 5,000 issues which include non-convertible bonds publicly
issued by the U.S. government or its agencies; corporate bonds guaranteed
by the U.S. government and quasi-federal corporations; and publicly
issued, fixed rate, non-convertible domestic bonds of companies in
industry, public utilities and finance. The average maturity of these
bonds approximates nine years. Tracked by Shearson Lehman Brothers, Inc.,
the index calculates total returns for one month, three month, twelve
month, and ten year periods and year-to-date.

o Lehman Brothers Aggregate Bond Index is an unmanaged index composed of
securities from the Lehman Brothers Government/Corporate Bond Index,
Mortgage-Backed Securities Index, and the Asset-Backed Securities Index.
Total return comprises price appreciation/depreciation and income as a
percentage of the original investment. Indices are rebalanced monthly by
market capitalization.

o Lipper, Inc., ranks funds in various fund categories by making
comparative calculations using total return. Total return assumes the
reinvestment of all capital gains distributions and income dividends and
takes into account any change in NAV over a specific period of time. From
time to time, the Funds will quote its Lipper ranking in advertising and
sales literature.

Bond Fund:

o Merrill Lynch U.S. Treasury/Agency Master Index is an unmanaged index
comprised of long-term bonds publicly issued by the U.S. government or its
agencies.

o Lehman Brothers Government/Credit (Total) Index is comprised of
approximately 5,000 issues which include non-convertible bonds publicly
issued by the U.S. government or its agencies; corporate bonds guaranteed
by the U.S. government and quasi-federal corporations; and publicly
issued, fixed rate, non-convertible domestic bonds of companies in
industry, public utilities, and finance. The average maturity of these
bonds approximates nine years. Tracked by Shearson Lehman Brothers, Inc.,
the index calculates total returns for one month, three month, twelve
month, and ten year periods and year-to-date.

Intermediate Tax Free Bond Fund:

o Lehman Brothers 3 Year Municipal Bond Index is an unmanaged index of
municipal bonds issued after January 1, 1991 with a minimum credit rating
of at least Baa, been issued as part of a deal of at least $50 million,
have a maturity value of at least $5 million and a maturity range of 1-5
years. As of January 1996, the index also includes zero coupon bonds and
bonds subject to the Alternative Minimum Tax.

o Lehman Brothers 5 Year Municipal Bond Index is an unmanaged index of
municipal bonds issued after January 1, 1991 with a minimum credit rating
of at least Baa, been issued as part of a deal of at least $50 million,
have a maturity value of at least $3 million and a maturity range of
1-9.99 years. As of January 1996 the index also includes zero coupon
bonds and bonds subject to the Alternative Minimum Tax.

Long Term Tax Free Bond Fund:

o Lehman Brothers 7 Year Municipal Bond Index is an unmanaged index of
municipal bonds issued after January 1, 1991 with a minimum credit rating
of at least Baa, been issued as part of a deal of at least $50 million,
have a maturity value of at least $5 million and a maturity range of 6-8
years. As of January 1996 the index also includes zero coupon bonds and
bonds subject to the Alternative Minimum Tax.

o Lehman Brothers 10 Year Municipal Bond Index is an unmanaged index of
municipal bonds issued after January 1, 1991 with a minimum credit rating
of at least Baa, been issued as part of a deal of at least $50 million,
have a maturity value of at least $3 million and a maturity range of 10
years or greater. As of January 1996 the index also includes zero coupon
bonds and bonds subject to the Alternative Minimum Tax.

Prime Money Market Fund:

o iMoneyNet, Inc.'s Money Fund Report publishes annualized yields of money
market funds weekly. iMoneyNet Inc.'s Money Market Insight publication
reports monthly and 12-month-to-date investment results for the same money
funds.

o Salomon 30-Day Treasury Bill Index is a weekly quote of the most
representative yields for selected securities, issued by the U.S.
Treasury, maturing in 30 days.

o Money, a monthly magazine, regularly ranks money market funds in various
categories based on the latest available seven-day effective yield. From
time to time, the Funds will quote its Money ranking in advertising and
sales literature.

o Bank Rate Monitor National Index, Miami Beach, Florida, published weekly,
is an average of the interest rate of personal money market deposit
accounts at ten of the largest banks and thrifts in each of the five
largest Standard Metropolitan Statistical Areas. If more than one rate is
offered, the lowest rate is used. Account minimums and compounding methods
may vary.

U.S. Treasury Money Market Fund:

o Salomon 30-Day Treasury Bill Index is a weekly quote of the most
representative yields for selected securities, issued by the U.S.
Treasury, maturing in 30 days.

<R>
FINANCIAL INFORMATION
================================================================================

The Financial Statements for the Funds for the fiscal year ended April 30,
2002, are incorporated herein by reference to the Annual Reports to
Shareholders of the Riggs Funds dated April 30, 2002.
<R>

<R>
INVESTMENT RATINGS
================================================================================
</R>

Standard and Poor's Long-Term Debt Rating Definitions
AAA--Debt rated AAA has the highest rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.

AA--Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the higher-rated issues only in small degree.

A--Debt rated A has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than debt in higher-rated categories.

BBB--Debt rated BBB is regarded as having an adequate capacity to pay interest
and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions, or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher-rated categories.

BB--Debt rated BB has less near-term vulnerability to default than other
speculative issues. However, it faces major ongoing uncertainties or exposure
to adverse business, financial, or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The BB
rating category is also used for debt subordinated to senior debt that is
assigned an actual or implied BBB rating.

B--Debt rated B has a greater vulnerability to default but currently has the
capacity to meet interest payments and principal repayments. Adverse business,
financial, or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or BB-
rating.

CCC--Debt rated CCC has a currently identifiable vulnerability to default, and
is dependent upon favorable business, financial, and economic conditions to
meet timely payment of interest and repayment of principal. In the event of
adverse business, financial, or economic conditions, it is not likely to have
the capacity to pay interest and repay principal. The CCC rating category is
also used for debt subordinated to senior debt that is assigned an actual or
implied B or B- rating.

CC--The rating CC typically is applied to debt subordinated to senior debt that
is assigned an actual or implied CCC debt rating.

C--The rating C typically is applied to debt subordinated to senior debt which
is assigned an actual or implied CCC debt rating. The C rating may be used to
cover a situation where a bankruptcy petition has been filed, but debt service
payments are continued.

Moody's Investors Service Long-Term Bond Rating Definitions
AAA--Bonds which are rated AAA are judged to be of the best quality. They carry
the smallest degree of investment risk and are generally referred to as gilt
edged. Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.

AA--Bonds which are rated AA are judged to be of high quality by all standards.
Together with the AAA group, they comprise what are generally known as
high-grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in AAA securities or fluctuation of
protective elements may be of greater amplitude or there may be other elements
present which make the long-term risks appear somewhat larger than in AAA
securities.

A--Bonds which are rated A possess many favorable investment attributes and are
to be considered as upper-medium-grade obligations. Factors giving security to
principal and interest are considered adequate but elements may be present
which suggest a susceptibility to impairment sometime in the future.

BAA--Bonds which are rated BAA are considered as medium-grade obligations,
(i.e., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

BA--Bonds which are BA are judged to have speculative elements; their future
cannot be considered as well assured. Often the protection of interest and
principal payments may be very moderate and thereby not well safeguarded during
both good and bad times over the future. Uncertainty of position characterizes
bonds in this class.

B--Bonds which are rated B generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.
CAA--Bonds which are rated CAA are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.

CA--Bonds which are rated CA represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.

C--Bonds which are rated C are the lowest-rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining any
real investment standing.

<R>
Fitch Ratings Long-Term Debt Rating Definitions
</R>
AAA--Bonds considered to be investment grade and of the highest credit quality.
The obligor has an exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably foreseeable events.

AA--Bonds considered to be investment grade and of very high credit quality.
The obligor's ability to pay interest and repay principal is very strong,
although not quite as strong as bonds rated AAA. Because bonds rated in the AAA
and AA categories are not significantly vulnerable to foreseeable future
developments, short-term debt of these issuers is generally rated F-1+.

A--Bonds considered to be investment grade and of high credit quality. The
obligor's ability to pay interest and repay principal is considered to be
strong, but may be more vulnerable to adverse changes in economic conditions
and circumstances than bonds with higher ratings.

BBB--Bonds considered to be investment grade and of satisfactory credit
quality. The obligor's ability to pay interest and repay principal is
considered to be adequate. Adverse changes in economic conditions and
circumstances, however, are more likely to have adverse impact on these bonds,
and therefore impair timely payment. The likelihood that the ratings of these
bonds will fall below investment grade is higher than for bonds with higher
ratings.

BB--Bonds are considered speculative. The obligor's ability to pay interest and
repay principal may be affected over time by adverse economic changes. However,
business and financial alternatives can be identified which could assist the
obligor in satisfying its debt service requirements.

B--Bonds are considered highly speculative. While bonds in this class are
currently meeting debt service requirements, the probability of continued
timely payment of principal and interest reflects the obligor's limited margin
of safety and the need for reasonable business and economic activity throughout
the life of the issue.

CCC--Bonds have certain identifiable characteristics which, if not remedied,
may lead to default. The ability to meet obligations requires an advantageous
business and economic environment.

CC--Bonds are minimally protected. Default in payment of interest and/or
principal seems probable over time.

C--Bonds are imminent default in payment of interest or principal.

Moody's Investors Service Commercial Paper Ratings
Prime-1--Issuers rated Prime-1 (or related supporting institutions) have a
superior capacity for repayment of short-term promissory obligations. Prime-1
repayment capacity will normally be evidenced by the following characteristics:

o Leading market positions in well-established industries;

o High rates of return on funds employed;

o Conservative capitalization structure with moderate reliance on debt and
ample asset protection;

o Broad margins in earning coverage of fixed financial charges and high
internal cash generation; and

o Well-established access to a range of financial markets and assured
sources of alternate liquidity.

Prime-2--Issuers rated Prime-2 (or related supporting institutions) have a
strong capacity for repayment of short-term promissory obligations. This will
normally be evidenced by many of the characteristics cited above but to a
lesser degree. Earnings trends and coverage ratios, while sound, will be more
subject to variation. Capitalization characteristics, while still appropriate,
may be more affected by external conditions. Ample alternate liquidity is
maintained.

Standard and Poor's Commercial Paper Ratings
A-1--This designation indicates that the degree of safety regarding timely
payment is strong. Those issues determined to possess extremely strong safety
characteristics are denoted with a plus sign (+) designation.

A-2--Capacity for timely payment on issues with this designation is
satisfactory. However, the relative degree of safety is not as high as for
issues designated A-1.

<R>
Fitch Ratings Commercial Paper Rating Definitions
</R>
FITCH-1-- (Highest Grade) Commercial paper assigned this rating is regarded as
having the strongest degree of assurance for timely payment.

FITCH-2-- (Very Good Grade) Issues assigned this rating reflect an assurance of
timely payment only slightly less in degree than the strongest issues.

ADDRESSES
================================================================================

riggs funds
Class R Shares
Class Y Shares
5800 Corporate Drive
Pittsburgh, PA 15237-7010

Distributor
Federated Securities Corp.
Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Investment Adviser
Riggs Investment Corp.
808 17th Street N.W.
Washington, D.C. 20006-3950

Sub-Adviser
Riggs Investment Management Corp.
808 17th Street N.W.
Washington, D.C. 20006-3950
(Sub-Adviser to Stock Fund, Small Company Stock Fund, U.S. Government
Securities Fund, Bond Fund, Intermediate Tax Free Bond Fund, Long Term Tax Free
Bond Fund, Prime Money Market Fund, and U.S. Treasury Money Market Fund)

<R>

</R>

Custodian
Riggs Bank N.A.
Riggs Funds
5700 RiverTech Court
Riverdale, MD 20737-1250

Transfer Agent and Dividend Disbursing Agent
Federated Shareholder Services Company
P.O. Box 8600
Boston, MA 02266-8600

Independent Public Accountants
KPMG LLP
99 High Street
Boston, MA 02110
</R>

Cusip 76656A 609 Riggs Stock Fund R Shares RISTX
Cusip 76656A 781 Riggs Stock Fund Y Shares RIYSX
Cusip 76656A 807 Riggs Small Company Stock Fund R Shares RISCX
Cusip 76656A 799 Riggs Small Company Stock Fund Y Shares RISYX
Cusip 76656A 849 Riggs Large Cap Growth Fund R Shares RILCX
Cusip 76656A 500 Riggs U.S. Government Securities Fund R Shares RMBDR
Cusip 76656A 773 Riggs U.S. Government Securities Fund Y Shares RIUSX
Cusip 76656A 872 Riggs Bond Fund R Shares RIBRX
Cusip 76656A 864 Riggs Intermediate Tax Free Bond Fund R Shares RIIBX
Cusip 76656A 856 Riggs Long Term Tax Free Bond Fund R Shares RILTX
Cusip 76656A 203 Riggs Prime Money Market Fund R Shares RYPXX
Cusip 76656A 104 Riggs Prime Money Market Fund Y Shares RRPXX
Cusip 76656A 401 Riggs U.S. Treasury Money Market Fund R Shares RYTXX
Cusip 76656A 302 Riggs U.S. Treasury Money Market Fund Y Shares RRTXX

PART C. OTHER INFORMATION.
- ------------------------------

Item 23. Exhibits:
---------
(a) (i) Conformed Copy of the Declaration of Trust of
the Registrant; (1)
(ii) Conformed copy of Amendment No. 1 to the
Declaration of Trust of the Registrant; (16)
(iii) Conformed copy of Amendment No. 2 to the
Declaration of Trust of the Registrant; (16)
(iv) Conformed copy of Amendment No. 3 to the
Declaration of Trust of the Registrant; (8)
(v) Conformed copy of Amendment No. 4 to the
Declaration of Trust of the Registrant; (8)
(vi) Conformed copy of Amendment No. 5 to the
Declaration of Trust of the Registrant;(8)
(vii) Conformed copy of Amendment No. 6 to the
Declaration of Trust of the Registrant; (15)
(viii) Conformed copy of Amendment No. 7 to the
Declaration of Trust of the Registrant; (15)
(ix) Conformed copy of Amendment No. 8 to the
Declaration of Trust of the Registrant; (8)
(x) Conformed copy of Amendment No. 9 to the Declaration of Trust of the
Registrant; (8)
(xi) Conformed copy of Amendment No. 10 to the
Declaration of Trust of the Registrant; (17)
(xii) Conformed copy of Amendment No. 11 to the Declaration
of Trust of the Registrant; (17)
(b) (i) Copy of the By-Laws of the Registrant;(1)
(ii) Copy of Amendment No. 1 to the By-Laws of the
Registrant; (16)
(iii) Copy of Amendment No. 2 to the By-Laws of the
Registrant; (16)
(iv) Copy of Amendment No. 3 to the By-Laws of the
Registrant; (16)
(v) Copy of Amendment No. 4 to the By-Laws of the
Registrant; (16)

1. Response is incorporated by reference to Registrant's Initial Registration
Statement on Form N-1A filed May 9, 1991. (File Nos.
33-40428 and 811-6309).
8. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 8 on Form N-1A filed October 10, 1995. (File Nos.
33-40428 and 811-6309).
15.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 17 on Form N-1A filed September 10, 1999. (File Nos. 33-40428
and 811-6309).
16.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 20 on Form N-1A filed June 29, 2000. (File Nos.
33-40428 and 811-6309).
17.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 on Form N-1A filed June 27, 2000. (File Nos.
33-40428 and 811-6309).

(c) (i) Copy of the Specimen Certificate for Shares of
Beneficial Interest of RIMCO Monument U.S.
Treasury Money Market Fund, RIMCO Monument Bond
Fund and RIMCO Monument Stock Fund;(2)
(ii) Copy of the Specimen Certificate for Shares of
Beneficial Interest of RIMCO Monument Small
Capitalization Equity Fund;(6)
(iii) Copy of the Specimen Certificate for Shares of
Beneficial Interest of RIMCO Monument Prime Money Market
Fund - Class A Shares and Class B Shares; (8)
(d) (i) Conformed copy of the Investment Advisory Contract of
the Registrant and Exhibits A through I of the
Investment Advisory
Contract; (17)
(ii) Conformed copy of the Sub-Advisory Contract
between Riggs Bank, N.A. and J. Bush & Co. and
Exhibit A of the Sub-Advisory Contract;
(16)
(iii) Conformed copy of the Sub-Advisory Contract between
Riggs Investment Corp. and Riggs Investment
Management Corporation and Exhibits A through H of
the Sub-Advisory Contract; (17)
(e) (i) Conformed copy of the Distributor's Contract of
the Registrant and Exhibits A and B thereto;(7)
(ii) Conformed copy of Exhibit C to the Distributor's
Contract of the Registrant;(10)
(iii) Conformed copy of Exhibits D & E to the Distributor's
Contract of the Registrant; (13)

2. Response is incorporated by reference to Registrant's Pre-Effective
Amendment No. 1 on Form N-1A filed July 19, 1991. (File Nos. 33-40428 and
811-6309).
6. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 4 on Form N-1A filed June 28, 1994. (File Nos. 33-40428 and
811-6309).
7. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 7 on Form N-1A filed June 27, 1995. (File Nos. 33-40428 and
811-6309).
8. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 8 on Form N-1A filed October 10, 1995. (File Nos.
33-40428 and 811-6309).
10.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 10 on Form N-1A filed June 26, 1997. (File Nos.
33-40428 and 811-6309).
13.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 13 on Form N-1A filed June 18, 1999. (File Nos.
33-40428 and 811-6309).
16.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 20 on Form N-1A filed June 29, 2000. (File Nos.
33-40428 and 811-6309).
17.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 on Form N-1A filed June 27, 2000. (File Nos.
33-40428 and 811-6309).

(iv) Conformed copy of Exhibits F &
G to the Distributor's Contract of the Registrant; (15)
(v) Conformed copy of Exhibit H to the Distributor's
Contract of the Registrant; (16)
(vi) Conformed copy of Exhibit I to the
Distributor's Contract of the Registrant; (17)
(vii) Conformed copy of Amendment to Distributor's
Contract of the Registrant; +
(f) Not applicable;
(g) (i) Conformed copy of the Custody Agreement of the
Registrant;(1)
(ii) Copy of the Custodial Compensation;(11)
(iii) Conformed copy of Custody Agreement between Riggs
Bank N.A and The Bank of New York dated June 8, 1998; (13)
(iv) Conformed copy of Appendix A to the Custody
Agreement of the Registrant; (16)
(v) Conformed copy of Amendment No. 2 to Appendix B to
the Custody Agreement of the Registrant; (16)
(vi) Conformed copy of Appendix C to the Custody
Agreement of the Registrant; (16)
(vii) Conformed copy of Exhibit A to the Custody
Agreement of the Registrant; (16)
(viii) Conformed copy of Exhibit B to the Custody
Agreement of the Registrant; (16)
(ix) Conformed copy of Exhibit B-1 to the Custody
Agreement of the Registrant; (16)
(x) Conformed copy of Exhibit C to the Custody
Agreement of the Registrant; (16)
(xi) Conformed copy of Exhibit D to the Custody
Agreement of the Registrant; (16)

+ All exhibits are being filed electronically.

1. Response is incorporated by reference to Registrant's Initial Registration
Statement on Form N-1A filed May 9, 1991. (File Nos. 33-40428 and 811-6309).
11.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 11 on Form N-1A filed April 24, 1998. (File Nos.
33-40428 and 811-6309).
13.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 13 on Form N-1A filed June 18, 1999. (File Nos.
33-40428 and 811-6309).
15.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 17 on Form N-1A filed September 10, 1999. (File Nos. 33-40428
and 811-6309).
16.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 20 on Form N-1A filed June 29, 2000. (File Nos.
33-40428 and 811-6309).
17.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 on Form N-1A filed June 27, 2000. (File Nos.
33-40428 and 811-6309).

(h) (i) Conformed copy of the Agreement for Fund
Accounting Services, Administrative Services,
Transfer Agency Services and Custody Services
Procurement;(5)
(ii) Conformed copy of Amendment No. 1 and
Exhibit 1 to the Agreement for Fund Accounting
Services, Administrative Services, Transfer Agency
Services and Custody Services Procurement; (17)
(iii) Conformed copy of Amendment No. 1 to the
Schedule of Compensation for the Agreement for
Fund Accounting Services, Administrative
Services, Transfer Agency Services and Custody
Services Procurement; (17)
(iv) Conformed copy of Amendment to the Agreement
for Fund Accounting Services, Administrative
Services, Transfer Agency Services and Custody
Services Procurement; +
(v) Conformed copy of the Administrative Services
Agreement of the Registrant and Exhibit 1; +
(vi) Conformed copy of the Shareholder Services Agreement of the
Registrant;(12)
(vii) Conformed copy of Amendment No. 1 to Exhibit 1 to the
Shareholder Services Agreement of the Registrant; (16)
(viii) Conformed copy of Amendment No. 2 to Exhibit 1 to the
Shareholder Services Agreement of the Registrant; (16)
(ix) Conformed copy of Shareholder Services Plan of the
Registrant;(12)
(x) Conformed copy of Exhibit A to the Shareholder
Services Plan of the Registrant; (16)
(xi) Conformed copy of Exhibit B to the Shareholder
Services Plan of the Registrant; (16)
(xii) Conformed copy of Exhibit C to the Shareholder
Services Plan of the Registrant; (16)
(xiii) Conformed copy of Exhibit D to the Shareholder
Services Plan of the Registrant; (16)
(xiv) Conformed copy of Exhibit E to the Shareholder
Services Plan of the Registrant; (16)
(xv) Conformed copy of Exhibit F to the Shareholder
Services Plan of the Registrant; (16)

+ All exhibits are being filed electronically.

5. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 4 on Form N-1A filed June 28, 1994. (File Nos. 33-40428 and
811-6309).
12.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 12 on Form N-1A filed June 29, 1998. (File Nos. 33-40428 and
811-6309).
16.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 20 on Form N-1A filed June 29, 2000. (File Nos.
33-40428 and 811-6309).
17.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 on Form N-1A filed June 27, 2000. (File Nos.
33-40428 and 811-6309).

(xvi) Conformed copy of Exhibit G to the Shareholder
Services Plan of the Registrant; (16)
(xvii) Conformed copy of Exhibit H to the Shareholder
Services Plan of the Registrant; (16)
(xviii)Conformed copy of Exhibit I to the Shareholder
Services Plan of the Registrant; (16)
(xix) Conformed copy of Exhibit J to the Shareholder
Services Plan of the Registrant; (16)
(xx) Conformed copy of Exhibit K to Shareholder Services
Plan of the Registrant; (16)
(xxi) Conformed copy of Exhibit L to the Shareholder
Services Plan of the Registrant; (16)
(xxii) Conformed copy of Exhibit M to the Shareholder
Services Plan of the Registrant; (16)
(xxiii)Conformed copy of Exhibit N to the Shareholder
Services Plan of the Registrant; (17)
(i) Conformed copy of the Opinion and Consent of Counsel as to
legality of shares being registered; (9)
(j) Conformed copy of the Consent of Independent Auditors; +
(k) Not applicable;
(l) Conformed copy of the Initial Capital
Understanding; (9)
(m) (i) Conformed copy of the Distribution Plan of the
Registrant; (8)
(ii) Conformed copy of Exhibit A to the
Distribution Plan of the Registrant; (16)
(iii) Conformed copy of Exhibits B & C to the
Distribution Plan of the Registrant;(13)
(iv) Conformed copy of Exhibit D to the
Distribution Plan of the Registrant; (16)
(v) Conformed copy of Exhibit E to the
Distribution Plan of the Registrant; (16)
(vi) Copy of Registrant's Rule 12b-1 Agreement of
the Registrant; (8)
(vii) Conformed copy of Exhibit A to the Rule 12b-1
Agreement of the Registrant; (16)

+ All exhibits are being filed electronically.

8. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 8 on Form N-1A filed October 10, 1995. (File Nos. 33-40428 and
811-6309).
9. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 9 on Form N-1A filed June 27, 1996. (File Nos. 33-40428 and
811-6309).
13.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 13 on Form N-1A filed June 18, 1999. (File Nos. 33-40428 and
811-6309).
16.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 20 on Form N-1A filed June 29, 2000. (File Nos.
33-40428 and 811-6309).
17.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 on Form N-1A filed June 27, 2000. (File Nos.
33-40428 and 811-6309).

(n) (i) Conformed copy of the Multiple Class Plan of
the Registrant, as Amended, Effective
September 1, 1998; (13)
(ii) Conformed copy of Exhibit A to the Multiple
Class Plan of the Registrant; (16)
(iii) Conformed copy of Exhibit B to the Multiple
Class Plan of the Registrant; (16)
(iv) Conformed copy of Exhibit C to the Multiple
Class Plan of the Registrant; (16)
(o) Conformed copy of Power of Attorney of the
Registrant; (17)
(p) (i) Copy of the Code of Ethics for Adviser; (16)
(ii) Copy of the Code of Ethics for Sub-Adviser; +
(iii) Copy of the Code of Ethics for Access Persons; +

Item 24. Persons Controlled by or Under Common Control with the Fund:
------------------------------------------------------------

None

Item 25. Indemnification: (2)
----------------

+ All exhibits are being filed electronically.

2. Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 1 on Form N-1A filed July 19, 1991. (File Nos. 33-40428 and
811-6309).
13.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 13 on Form N-1A filed June 18, 1999. (File Nos. 33-40428 and
811-6309).
16.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 20 on Form N-1A filed June 29, 2000. (File Nos.
33-40428 and 811-6309).
17.Response is incorporated by reference to Registrant's Post-Effective
Amendment No. 21 on Form N-1A filed June 27, 2000. (File Nos.
33-40428 and 811-6309).

Item 26. Business and Other Connections of the Investment Adviser:
--------------------------------------------------------

(a) The Board of Trustees (the Board) governs the Funds.
The Board selects and oversees the Adviser, Riggs
Investment Corp. The Adviser manages the Funds'
assets, including buying and selling portfolio
securities. The Adviser's address is 808 17th Street
N.W., Washington, D.C. 20006.
The Adviser has delegated daily management of the Funds
to the following Sub-Adviser: Riggs Investment
Management Corp. ("RIMCO") (with respect to the Stock
Fund, U.S. Government Securities Fund, Bond Fund,
Intermediate Tax Free Bond Fund, Long Term Tax Free
Bond Fund, Prime Money Market Fund and U.S. Treasury
Money Market Fund. The Sub-Adviser, which is paid by
the Adviser and not by the Funds, is a subsidiary of
Riggs National Corporation, a bank holding company.
Riggs Investment Corp. or its subsidiary RIMCO, has
advised the Riggs Funds since September 1991, and as of
April 30, 2001, provides investment advice for assets
of over $2.0 billion. RIMCO has a varied client base
of approximately 200 other relationships including
corporate pension plans, foundations, endowments and
associations.
The business address of the Sub-Adviser's is: Riggs
Investment Management Corp. 808 17th Street N.W.
Washington, D.C. 20006-3950.

Other Substantial Business, Profession,
Name Position with the Vocation or Employment
Adviser
- ---------------------------------------------------------------------------------

Henry A. Dudley, Jr. Chairman and Director- Executive Vice President,
Board of Directors Riggs Bank, N.A.

Mark N. Hendrix Director - Board of Executive Vice President and
Directors Chief Marketing Officer, Riggs
Bank, N.A.

Elizabeth F. Hicks Director - Board of President, Riggs Investment
Directors Corp.

Henry D. Morneault Director - Board of Executive Vice President,
Directors Riggs Bank, N.A.
Robert C. Roane Director - Board of Executive Vice President and
Directors Chief Operating Officer, Riggs
Bank, N.A.
Steven T. Tamburo Director - Board of Executive Vice President,
Directors Riggs Bank, N.A.

Other Substantial Business, Profession,
Name Position with the Vocation or Employment
Adviser
- ---------------------------------------------------------------------------------

Timothy C. Coughlin Chairman and Director- President, Riggs National Corp.
RIMCO Board of
Directors
Henry A. Dudley, Jr. Director - RIMCO Board Executive Vice President,
of Directors Riggs Bank, N.A.

Lawrence I. Hebert Director - RIMCO Board President, Perpetual Corp.
of Directors

Henry D. Morneault Director - RIMCO Board Executive Vice President,
of Directors Riggs Bank, N.A.

Nathan Reischer Director - RIMCO Board Managing Director, RIMCO
of Directors

Robert Roane Director - RIMCO Board Executive Vice President and
of Directors Chief Operating Officer, Riggs
Bank, N.A.

Pierre (Pete) G. Trinque Director - RIMCO Board Senior Managing Director and
of Directors Chief Operating Officer, RIMCO

Item 27. Principal Underwriters:
-----------------------

(a) Federated Securities Corp. the Distributor for shares of the
Registrant, acts as principal underwriter for the following open-end
investment companies, including the Registrant:

Cash Trust Series II; Cash Trust Series, Inc.; CCMI Funds; Edward Jones Money
Market Fund; Edward Jones Tax-Free Money Market Fund; Federated Limited
Duration Government Fund, Inc.; Federated American Leaders Fund, Inc.;
Federated ARMs Fund; Federated Core Trust; Federated Core Trust II, L.P.;
Federated Equity Funds; Federated Equity Income Fund, Inc.; Federated Fixed
Income Securities, Inc.; Federated Fund for U.S. Government Securities, Inc.;
Federated GNMA Trust; Federated Government Income Securities, Inc.; Federated
High Income Bond Fund, Inc.; Federated High Yield Trust; Federated Income
Securities Trust; Federated Income Trust; Federated Index Trust; Federated
Institutional Trust; Federated Insurance Series; Federated International
Series, Inc.; Federated Investment Series Funds, Inc.; Federated Managed
Allocation Portfolios; Federated Municipal Opportunities Fund, Inc.; Federated
Municipal Securities Fund, Inc.; Federated Municipal Securities Income Trust;
Federated Short-Term Municipal Trust; Federated Stock and Bond Fund, Inc.;
Federated Stock Trust; Federated Total Return Series, Inc.; Federated U.S.
Government Bond Fund; Federated U.S. Government Securities Fund: 1-3 Years;
Federated U.S. Government Securities Fund: 2-5 Years; Federated Total Return
Government Bond Fund; Federated Utility Fund, Inc.; Federated World Investment
Series, Inc.; FirstMerit Funds; Hibernia Funds; Independence One Mutual Funds;
Intermediate Municipal Trust; Marshall Funds; Money Market Obligations Trust;
Regions Morgan Keegan Select Funds; RIGGS Funds; SouthTrust Funds; The Wachovia
Variable Insurance Funds; The Wachovia Funds; The Wachovia Municipal Funds; and
Vision Group of Funds.

(b)

(1) (2) (3)
Positions and Offices Positions and Offices
With Distributor Name With Registrant
- --------------------- ----------------- ----------------------

Chairman: Richard B. Fisher

Director: Arthur L. Cherry

President-Institutional
Sales and Director: John B. Fisher

Director, Executive Vice
Vice President and Assistant
Secretary: Thomas R. Donahue

President-Broker/Dealer
And Director: James F. Getz

Senior Vice Presidents:
Mark W. Bloss
Richard W. Boyd
Laura M. Deger
Peter W. Eisenbrandt
Theodore Fadool, Jr.
Christopher T. Fives
James S. Hamilton
James M. Heaton
Keith Nixon
Solon A. Person, IV
Ronald M. Petnuch
Timothy C. Pillion
Thomas E. Territ
Robert F. Tousignant

Vice Presidents: Teresa M. Antoszyk
John B. Bohnet
Jane E. Broeren-Lambesis
David J. Callahan
Mark Carroll
Scott Charlton
Steven R. Cohen
Mary J. Combs
R. Edmond Connell, Jr.
Kevin J. Crenny
Daniel T. Culbertson
G. Michael Cullen
Marc C. Danile
Robert J. Deuberry
Ron Dorman
William C. Doyle
Donald C. Edwards
Timothy Franklin
Peter J. Germain
Joseph D. Gibbons
G. Tad Gullickson
Scott Gundersen
(1) (2) (3)
Positions and Offices Positions and Offices
With Distributor Name With Registrant
- --------------------- ----------------- ----------------------

Vice Presidents: Dayna C. Haferkamp
Raymond J. Hanley
Vincent L. Harper, Jr.
Bruce E. Hastings
Charlene H. Jennings
Christopher L. Johnston
H. Joseph Kennedy
Stephen Kittel
Michael W. Koenig
Ed Koontz
Christopher A. Layton
Michael H. Liss
Michael R. Manning
Martin J. McCaffrey
Maurice W. McKinney
Amy Michaliszyn
Mark J. Miehl
Richard C. Mihm
Vincent T. Morrow
Alec H. Neilly
Thomas A. Peter III
Raleigh Peters
Robert F. Phillips
Richard A. Recker
Christopher Renwick
John Rogers
Brian S. Ronayne
Thomas S. Schinabeck
Edward J. Segura
Edward L. Smith
David W. Spears
John A. Staley
Colin B. Starks
Jeffrey A. Stewart
Timothy A. Rosewicz
Greg Spralding
William C. Tustin
Paul A. Uhlman
Richard B. Watts
G. Walter Whalen
Patrick M. Wiethorn
Edward J. Wojnarowski
Michael P. Wolff
Scott F. Wright

Assistant Vice Presidents: Lisa Arcuri
Robert W. Bauman
Edward R. Bozek
Charles L. Davis, Jr.
Beth C. Dell
Jennifer Fetteroff
Renee L. Gebben
John T. Glickson
Ernest L. Linane
Lynn Sherwood-Long

(1) (2) (3)
Positions and Offices Positions and Offices
With Distributor Name With Registrant
- --------------------- ----------------- ----------------------

Secretary: Kirk A. Montgomery

Treasurer: Denis McAuley, III

Assistant Secretaries: Thomas R. Donahue
Timothy S. Johnson
Victor R. Siclari

The business address of each of the Officers of Federated Securities Corp. is
Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, Pennsylvania
15222-3779.

Item 28. Location of Accounts and Records:
All accounts and records required to be maintained by Section 31(a) of the
Investment Company Act of 1940 and Rules 31a-1 through 31a-3 promulgated
thereunder are maintained at one of the following locations:

Registrant Federated Investors Tower
1001 Liberty Avenue
Pittsburgh, PA 15222-3779
(Notices should be sent to the
Agent for Service at above address)

5800 Corporate Drive
Pittsburgh, PA 15237-7010

Federated Shareholder Services Company Federated Investors Tower
("Transfer Agent, Dividend 1001 Liberty Avenue
Disbursing Agent and Portfolio Pittsburgh, PA 15222-3779
Recordkeeper")

Federated Services Company Federated Investors Tower
("Administrator") 1001 Liberty Avenue
Pittsburgh, PA 15222-3779

Riggs Investment Corp. 808 17th Street, N.W.
("Adviser") Washington, D.C. 20006-3950

RIMCO 808 17th Street, N.W.
(Sub-Adviser to the Stock Fund, Washington, D.C. 20006-3950
U.S. Government Securities Fund,
Bond Fund, Intermediate Tax Free
Bond Fund, Long Term Tax Free
Bond Fund, Prime Money Market Fund
And U.S. Treasury Money Market Fund)

Riggs Investment Corp. RIMCO Funds
("Custodian") 1120 Vermont Avenue, N.W.
Washington, D.C. 20005-3598

Item 29. Management Services: Not applicable.
--------------------

Item 30. Undertakings:

Registrant hereby undertakes to comply with the provisions
of Section 16(c) of the 1940 Act with respect to the removal of
Trustees and the calling of special shareholder meetings by
shareholders.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, RIGGS FUNDS, certifies that it
meets all of the requirements for effectiveness of this Amendment to its
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933
and has duly caused this Amendment to its Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized, in the City of
Pittsburgh and Commonwealth of Pennsylvania, on the 28th day of June, 2002.

RIGGS FUNDS
BY: /s/ C. Grant Anderson
C. Grant Anderson, Assistant Secretary
Attorney in Fact for John F. Donahue
June 28, 2002

Pursuant to the requirements of the Securities Act of 1933, this Amendment
to its Registration Statement has been signed below by the following person in
the capacity and on the date indicated:

NAME TITLE DATE
---- ----- ----

By: /s/C. Grant Anderson
C. Grant Anderson Attorney In Fact June 28, 2002
ASSISTANT SECRETARY For the Persons
Listed Below

NAME TITLE

John F. Donahue* Chairman and Trustee
(Chief Executive Officer)

Peter J. Germain* President

Richard J. Thomas* Treasurer
(Principal Financial and
Accounting Officer)

J. Christopher Donahue* Executive Vice President
And Trustee

Thomas G. Bigley* Trustee
John T. Conroy, Jr.* Trustee
Nicholas P. Constantakis* Trustee
John F. Cunningham* Trustee
Lawrence D. Ellis, M.D.* Trustee
Peter E. Madden* Trustee
Charles F. Mansfield, Jr.* Trustee
John E. Murray, Jr.* Trustee
Marjorie P. Smuts* Trustee
John S. Walsh* Trustee

* By Power of Attorney

GRAPHIC 3 g65006ja.gif GRAPHIC begin 644 g65006ja.gif M1TE&.#EA(`3V`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````@!/8```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R*1RR6PZG]"H=$JM6J^2@&#+Y088`H*8(/@:MJ.P6,`9 M#")C\7M#QMKO^+Q^S^_[_V`%@H.#;`L"!5L#@E]B(H@#`8ML6AB.$`5D7!R) M@)Z?H*&BHZ2E>8B$A(8*B(>=))<&!6^Q%;4-F2"OIKR]OK_`P<+#9ZFJ@0L! MG6ZL!+,$7Y*9S`"+=0S.9@'2N=7.DL3#9WFG(-@(9H5;%9VL0T2H2(7$-V!1":(P``_Q>Y M0Q^5?1&T95:Q2//VJ5S)LJ7+EZ3Z&7,H\Y6C=PI$*C.T$.&7,@TP9NKH:">K M`AMS0AN#U$&J+2$'RN))KJ>"?S"S:MW*M:M7&S6/N=I648&C5R(1F0GS\%S0 M1;3(BTK&K##PZA3JU[-.J8_DHL-&,7,V"C"J5=7*9MSVQ$` MNXMN%V-G$6LZT<-Q1S:PJ*/MUM"C2Y].'4EBV*X8Y')4<9'4;\ZJ)EIDQNPL MRFS@"E!O$E+92P?1A3Z)BO3RW>BKZ]_/O[]_$_]:=-%%>;+1),!DE'0Q$(** MD#.9&P2RLA`XLD%XAANZK7?@&89H02`:8`Q0!E!`%2AA)"7^I^**++;HX@9V M(0+`7.;P]N*-..:HXXY"6.-9.>'%Q^.01!9IY)$@!%@>@@'DA>234$8IY914 M5FGEE5AFJ>667';IY9=@ABGFF&26:>:9:*:IYIILMNGFFW#&*>><=-9IYYUX MYJGGGGSVZ>>?@`8JZ*"$%FKHH8@FJNBBC#;JZ*.01BKII)16:NFEF/K@X5[7 M>+-*BIF&*NJH*33G"CQO8"C57*2VZNJK&NRVS55S!-=)'>O!JNNNO`9BVRNM M?'?@0%M$",%UKR6K[++_S#;K[+/01BOMM-16:^VUV&:K[;;<=NOMM^"&*^ZX MY)9K[KGHIJONNNR:>UI`)G5B6["--$@&9+WFJV^E:N$V;T9UW#L7OOL6;/"B M$LGZ+W/O)$*.5`0?+/'$@"KSE'*MR+9-'1`;2_''(-.*[/>[=(((7;OGE M_Z%TS=%O!TKBQ@"*"Z+XYTA5`_IOA%2.^>JLZZ$Y/`?VC^00UZZB(GK[OORS%^1-S0S"C+[(*@F'WSRJ3>O_?9.=(WB M[:)/%@<\F[]C#?:48^.;(LU-[]-FSK__^.Y"]N/@#D48D M9)4X5/PO++OCGP(76`*Y?2N!#(R@!#?@0&]!<((8S&`$*MBM"VKP@Q_D(+<\ M",(22E"$VR*A"5?(/Q1J2X4LC*'Z7)@M&,KPALRC(;9LB,,>MDZ'U^*A#X=H M.2!:2XA$3*+=C%@M)"KQB6EC(K6<",4J@DV*TZ*B%?^W.#4L2DN+7`RCSKP8 M+3"*\8PM(R.TS.B?I+GQC6Y$HQREH,9GL;$_Z)JC'KMWKCOR)X][#&02ZN@L M/^X'D(),)!$(V2Q#Z@>1BHSD#QC)+$=6!Y*2S*0.*+DL2U('DYH,90TXJ2Q/ M3@>4HDPE#$B9+%-*QQ^?LT8LX2$]TM62EJE0I2YEP,K7N#(ZQF@2X];S./PA M#GX+8AS9=LE,%_32'[^$CNZL-[\Q-`D5BBL?-5%'B&9Z4P7/#%R6`O<-])6/ M$::+GAAF@;Y!?/.=`.KC.*$9.G0^[73UO-WDW`G/?H8@G,K#$BP+2+WYX<4; MV#M=8OS)4`\`-']7,L;I]@G_/_--;WX3?4U#-QHK>0HT=<7\S>RTB:#YA=08 M'$VI!1Z:OH]2;I9P(9\;UD`6.G1Q M4LB\VM.KAM43!R&/2`OR&`4PXV5L7:I/WPJ(&!$+,A+)B#)D$[$)!$A`B$VL M8A?+V,8Z]K&0C:QD)TO9REKVLIB%[#Z]EMG.>O:SH`VM:$MRKM&:]K2H3:UJ M5\O:UKKVM;"-K619M@#R],LG-\O(>KSSK@<<5K;`#:YPAVO:S9:-N)U%%W(S MJ]SE_SKWN="-KG2G2UWITO8D`#$+-`2+E$0@)6,@RRL3I&H$\O+U#LHP*W@# MJP6'L66P:^5I$\Q+!/J>UPH6R\MMN9,)M;SW9N&5[WCWZ@3[WO=W\6`,K?9R M'P"#A6\0CK"$)QR'WD9)O$LPLC"4,*P$ M#O_`Q1V>;RI^0CT&FR>>RPX7+J;F5;S@,UU75"GH";(Q#/HK#9I6=]Y)EAJ=7T?/8U(F^.E MSLZS2`2"ZP+KVM&\]K4,@&W,&9VYF,2C]L58W>@6,SN;)JT&NN7'CCUCVMI^ MEG&VM1WJ&>/OFM?0IVKL6$G90W@UZO`ID-%)#IT$?;>\P9KK>=/;!=Q. M;_)R1[GPB+G?BUYQN7]<26.GSN-Z4_BN&0[ONY&N;.]XC)]?)4?X(>UL,<>O_3L3!2>V/-Q<)X$+0=`Z4C@-T[9SG(-!Q MR#_N<649G4A(W[#-.8YS;+\4VINUZ$QO6?7"0MT$;<[6U8>4=2`P_09OMP$A MOGP[81*"X,\NWK-G?/85I!U;:^=1VU^\]9IW_>;GP5[L%B3K2C-EV`LR[M/[ MSH&_7ROP.QJ\#^)>`\[3@-G7''M!26;KG=S:U)3_=6F33?,N%][UA^?Z4+$G M3&$VOH`&+WTP4X\"RUL+\U5KO9QC;WB2+QQ\"U*+N)FRYTH+7?*\/X'OJP7\ M'&D^R*\?OO%S3G%W-W\AB8X\Y-W-]^B78/K4JCZ.KL\#S\_`_3)@MD)=CCC$ MB0'W>T>]__E3OGIRF\O$)`!_,2"`,*`[N#1`E#%V"-@W(J(%93=Y^U@"3A>!:=!_,_=_?;9]7D"57*!.K"!+:"#+-"!-/@!$R@M%?@B.+ATV>=J1[AL#O>#E6>#5%*$ M39>$`2>%27"LC>#6+@!01@M0^@B4`AW5*AU7JA] M8CB&&5"&T'*&+9*&&;H>'A+>$<'@!KAYA8A]?-B'$JB% M4C*(GW>([0>)&&B%BAB'C,AH+5AR,:B)XW*"XW*%BOB'SA*(*__BB.\GB3F( MBD:8B)4H`:+8+*0(!-OP:9Y@BO&GBE'8AEUH`!M-X M%]9`C-[A/%S(C)MX?)TH@Y\(CA3PBLP2BYHR"`227NE5#HR`9OBUCMX(AL77 MCCD7C_+HBK\8!5K@.)UQ'N)0$18#BHL$D%78C14ID%_XA@<9CN5BC_U3%(PP MBS,!XH+IZ(DO`H+A()A_2X+!ZI`ZAC.W5!+%#QD(K@;PAFD@6IDISH MDR<9+BTYAB]I=79`&?TE"_A2C73A8#O_"34I&2Y1"2Y3^2U#B85%F2PQR1_9 MJ(';2(@6R8;-N)$/D)6OL97[T94<^)6/&)9Y^(UD:99%QX)0N9)2:9=4B9=6 M29;'DI#M0V&`&9@09B-+H)8[R):GZ)9[.)9\&0CBR`2&N0*1N0(\2)F(>8MP MN9%RB6Q\Q)-*,)DJ4)FA>9G(F)D'N9GCU@2@B0*KB0*BF0*OZ9J4V)C4Z)<3 MZ9F#1)%B29`E^(X_*92T69N/69BZ.4G%N9B\"8.^&93@0*Q:9VDJ8VF*8_0N6JJ.9T\4)TF<)WCF9U>N9V[=%B'`"(FH@/=J9/$B9M( M()XE0)[U:9YK_XF>JI1>D:B8ALBAB,B8_70):E$'(@*@/C./@IFB$]9'*MJB M+OJB$(8N,#JC-!J8,EJC.)JCZ\2B.MJC,'JC/AJD*@JD0EJD1GJD2)JD2KJD M3-JD27IU:#$0)&H084`>%-!I6)JE6KJE7-JE7OJE8!JF8CJF9%JF9GJF:)JF M:KJF;-JF;OJF<-JE90.HMBWH#`QJ@&>`8?S4)W54OAPI/C=HMCPH6%LJ!']$OQ?]2HL*2 MJ>^TJ=S2J340J3MP":8R&@`:JZ;J3<;V/9U4=GVSD.77!*Q:H0UC(WW0`98!K3?0-QQA M,>'Z.<8:9GEG/+-';$\@K=C*0JC`$.#Z:19S%4^1JU+`@/A3::(7DLX@9I!W M4/K'JY_:K@ST(S/9GW=1,WI#8P!8`OCJ'7A7=?8G/?@3/L:ZK@-+L`HD.H2E M6THU:-MZ5DV!.O=*L1#;7N17"/GTKQ:+CQ@[G!K[0?ZXC_-:6PX#&3^'#D[9 M!`];2]D0G.7?]ZZ;1D;L_HSL[FPCTW_^6QFP)#T6K+L]',S0C][5GL; M0[%6TTY%&P/LBK0:I+0>&QI3EK,Z*[44!ST$M6@1?"[88Q+$1 MR1XV:4!G-1\D&P6R5G]!)$P4];(=2;<@-#.3PQ'E2*_;H)-,^02U2EK6HJV[ MR@1S:[@19$#:`(K<(*DO@*K;TK7U!K.8&T':>I7L0"%1D*A,*KK\<+2E&[M) M<+FR6[N$2RZ>:[NZ"W&PN[N^RP.T^[O"*P3!.[S&VP/%>[S*BP/)N[S.FV.] M^[S2*WW1.[W6JX*%>[W:Z[75N[W>:XFD^[WB^X'A.[[FZP'->[[J:P'IN[[N M&P'M^[[RZYC9.[_V_SN/W7N_XAN_^NN^%6$0E&-'>(HB;M&_!BPA!?0.LYBK MCV,U0"<0RUJU4G;`%,P*Y/<_#+Q;B3L_G9-\MB1,%4S!0=NRQX-+*[=XHS,Y MIQ/"!XPX7K9WQ60U!->O#4RQM,C"\NO"0\N`$V).][,;/3QPB8/#_:O#!Q4> MY#-Q]X<[&'4^0GS#1+R^(XQG^M0Y)%4_]-/!J1;%][L%IT?%$)'`N4-HWR!E M#.RZ7"R[80`YH&N&\).[:4RWW;$0%@0[<9S#^7O'PLN_>NR\?-S'ROM;JH7& M@%S(AGS(B)S(BKS(C-S(COS(D!S)DCS)E%S)2K%J2%DKV`%?EFR^V8`13?_" M3A?Q5W8%QYV,K7Z%LK0R6*PK8`W7^&P65PSK1)@R/8P^`EB9,!36:,H/=AP5@;@RLRJ5.X[AX0KK MQ!-MK0UM#=8YW3=R/3-KG0AD(]4V(!3M_`U',=>%/8S8:*^$]=6''3.&?0=] MK@31=L4"/)L1LV M"]B06HVN?1LB-E>AS=S"(0NT0-=__Q`SQ9Q=PB%2MV`'Z<`JK2`CQ\W*5CT%E_`OJAS< MMK$I>,#;N5$;FM$4=('7XPA@E%H&]JT<';#&XR6Z54>W#AP4W.C+'?T1@5='W@O%T1:*4' M!1[BD!$<.]'#1$[AH>W="D:,[>VIZ+`.?GWA:_`9I[#AJBW?1V'A3;X'_:KC M1@[?8%[BQTVIY7%;7!$S;S"O(B;;+NL'4=KF:/;FZ4`;>M#?)A&1G^'FSU?1 M]ZK;X?K)>XYF@W:.>3#C2TSH@XZS)W[9#>EN;#`4H-RQ\(D%MV6E\[#H0D?I M0O]R!_,@YAUBS/&MX0I-W((:T%VQ"WRV=V,`TY^>YUD=P$!2<T-?^ M$&4=Y=!+XO`MJ#J>Y:&JY6BNZFL^TP3AU/+M;5TNY^@N$"Q]&V-MXSW.`-X& M7@LL%^4!Z'[+MZBVN?#NWR[NMPXV,K=U[S?#M'L`7DYM&P8?0#A>[1G]ZPT/ M&0^?Y;P!7KDPYE>QW2U0$?I%[GQA[EL!X_P8%ZK]X7V`XSAQVK_>!6N0YSY^ MW`#.Y46.UC5P\\28'.Y`Y\:>Z$R^\[:!W=PNY0*M%K;]@>01?Y1:GAROT!Q# M[_%^5XS]\NO8G1P4K]QFO>4V/^YI/O`J,>?20&,WJ7C8Y.YT`0U6"@F5C@U2 MS]UIG]JRHND4$>OE+>AR+PXIX1F/:P>*3A$F@3MY__:OVY`E,0?]]9]\3^\3 M7LPE<3*`_P:"O]#JZ#>-J_;#'OF+/?9X,%36)/AK#_CSH>9;<0YJH+JGKPV) MJKI\8/IC\"ER8"QWE>B\H:VNK\`!D?I[,/NV#_LQ'Q")NB%YD,Z]GPS!WPQ% M_V!`$_QY4?PYL?K)[[7;Z@UY]OR_7R'7G]A\$PW'7PZGW_S=?P<0QOW7__U[ 2$?T/G?[JO_[LW_[NKU,)```[ ` end GRAPHIC 4 g65006jb.gif GRAPHIC begin 644 g65006jb.gif M1TE&.#EA(@3P`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````B!/````/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R*1RR6PZG]"H=$JM6J^7@&#+[38(8,)`H-".`@/P`+`1 M$`P!0L#A5K-W:/5<$X_4PWL9`@-8A8:'B(F*BXR-<`60D9%O#`4$6P0%9`(% M(@&66Y9MG9^!"@,%`UJB.I^7G&\``J83GWZ:7+06;HZ]OK_`P<+#Q)^2DI0+ MF@H`K".<>ZBCCZ:?A`K0.MD&G-19G1#='[S$Y>;GZ.GJZRG&QY#)"LL*8-R4 M;JECIVIR]JEWV.8%F.,FS254_0"D24605`%3G,B4Z8?O$IQ+F<9D(A,'_]\: M`PHS$L1H<<`U`!8#2AP8!Y2_E&A9`2S'E2'.UBI!4 M3F%5H8K)AA/`9J#8R-+4UFPS.64[-64@#NN>>F7G&@"S2JG1QY`C2YY,N032 M8TJ/7>MFEQX9K]2:;FD0$ZW3??3>F$Q]NA3AFPSJ/9KUT%NW3Q*EK5[\1EPI MW#2O,N,$B6/MGR"[1J,]^+4DU[Q/4P-.TW'EZ]BS:]^^[C*R!@Q;-JR^P*+` MARW_/=@K&!RY>B$S]1;[6A?HI;3GN+8%O5M(>/_2N28&?N%`L,-*L+M1M-#XKRGFB8H MS6=B0(%T!%HS^7G#7VVG;11C@+5%5`!`P2T`C8#)=$5:*E0UL""$,H;&8X4; M5FGEE5AFR4*'`%:B581.S8%C=&&2@UQJ=\S5(B7UL`(F=%A=!8UL@>E7VXZY MO0$:F#I:(MR*=QQYW)"S-87CCDH].0^?O\USII:01BKII)1RZ8P\6JG9R5_X M;.*G@7#!]=I!7JW)&HH(M<;C`B@.4FHJ=?1IYR.:2+58K:+XQN-&3H*2JC6J MP)H)&QM1-5-STBE#:I3_`N)J':701BOMM(]IT<6U3M8XBQG63L51%T&:I-4" M>>@#QTH2C:;0&*-Q.PL=:9@+A[AL:*'?N]S6:BX:['Y;QKO),E"N5H-P).X> MLHQQKY'CFB&PN.VB*R;$XU)K\<489TQ99\"!-B(4<&:`TI\:EVSRR2BG[(`K M\K&!$*\`2)X]A#?N^.-16[--)D;R12@O M_V-"KOGFG-^LZ6$WX79L;W)$4C$<+*6N^NJLM^[ZZ[#'+OOLM-=N^^VXYZ[[ M[KSW[OOOP`)))T($F\Y9\((8Q-)?:"2/T"U##9HPSZPR M2,(2FC`[Q#D&&2BGDG-Q@5!WJF`&$ZB^TYWPACBD0;<\@J`I`6Y`2QG/"=]! MQ"(:\8A(+*(-<\C$)KZ`0EYI"9&@XY5'D3")6,RB%O]5Z,0N>K$%V[B5Z;X@ M)TO,PX1;3*,:E?C%-KJ1!`.98AQ7)L>?77"->,3C$M_(QS[Z$01Y#.06]_C' M0AKRD`\0I"*32$A$.O*1?,RBPO`!*RV@`AFS<-7>!G+)+#82DJ`,90ZQ*``` M:`$`?T%E*14R"56B*'E,K?)3<=I$97LD:4X,P%,4Z(R M#L2\IA:1V=I M5\M:":3VI:V-K6Q?JTW9VG:UM/WH;7=;VMPB\;.\#2Y7?7M$X`KWN$\EKA&- MB]SF_QI5N39UKG3]"ETB,G>ZV(5I=8^9W>["=;M<]*YXQPK>GH[WO,,M;X/0 MR][DJO>,[8UO4-\+7_G:]Z;TO>Y]]WO(_/+WOR+U+X`'_%`!$_C`[C0P@A>\ M3`4S^,&(B`,-T:??*C@8P@,VY4`:H&$Y$ND(QO1MA:EP80SSUZ-E'*-3FD0B M(H0XMR.>0HE-;%^X6',9U@CF0#](B4]\&`@OIFV,I3!C&L?7<%M)W"DL-Q)Z M+/`'07[MD*-09".S=VY)9N%7W/.&"6$9R%4V1YBMW-Z-]A![M,&&:O@F*M)< MZ\UPCK.E.>_K3H`ZUJ`U]`11U$,VNJ4)3AM+,V>@I.5LE8EH%W-:T@KNM?`#K:PATWL8AO[V,A.MK*7S>PW[V*> MIX9@-?$EJ3H<2L+5#&3.;QP@(@6@;.)?TVAQ@*`=ML M#C='/:K.:ZH41MG\[5#(7>[NGCLV-QF,*1E7[05=.XW7[*1"D:%*64^3V_H6 M"K_[/5WB?!AQBEE`YE@=A"B7,X7SUHPXPYU1D$?\JN^=,L4I"P_P&<=93DH& M8X`(9DE"/.264`.*P/U+V(X[Y2O_E^_X5A*&M[%**^6R8PZBG-%;1V+A]FYX MPFZM8]VB7+TJ#[K6/\#TU9DN+6=16$Q4D3J3+W??0-^ZVCL^\6"T?>UP=X'' M1YMU)[P][GAOQ]U]L?>\^_T,?7=$X/].^`[,O;-U;\+@"\]X#!S>LHF?:]H; M3WD4//ZQD5_"XBO/^0=H-/_I$M'[UE/^\8$.? MA-?#GO&RWROMD6#[VQ,^]W3=_1%Z[WN_`[^MPC<"\8O?-`E/V'Q*A];QS9K\ M(BR?^4N;_E>C7ZGKLW7RV#>;]K'*_4F-/ZK5)X+WPW^T\RNU_))R/U%17][T ML]]B\N[:!Z[9*Z9%%$9@E$UA7%0A=%XB!\1=/X'1)KR1. M#%=KJK1*6U2"6'*"?)6"RK6"+'B`@+9PZ%%,F`%UZ21ON50R.CA8/$A#5[*$BB5QX`>%7.-Q4R@'NG8,4XAOL!9K2KA^)/:% M8*@U8LA*]Z9M9MASJY2&:J@Q7`A932AB;^@U<8@0/(<>Y"2$LC8(>%A$6K@S M;"AC;OB'5Q.(!G)KJ"!0(7=-3B>%:_B(Z="(D*B'6A0&DR"*.?\WBN0D/C>X MB:EW=?7WB5NSAVJTB%4"BY[5AS#FBG!(7[*X(;1(6EZXBKAH-;VHB:#(B>C@ MB<%(+<-(@JK8BK_HC,E8-#X--.81+NH(>EX(CN*8,>U87-XH9?%X`C4S-*B3.C^&'?5H1.N8 M(0$97>_8C?DH`G]&&BXE!WLVD.E0D$0$D1=@D6;(C0MXCZGUA*MG#$[R+C"S(L]R'23Y'"9I@2A)=QKI"0_D(#QB#"KI M!#/Y=#6I@C>)>#D9`BS)DYER*=P1E`;_,I0]6)20=Y0@D)1#*9)-J9>29XY]631_"95.*)685YA*9*9 MF9K0M9IXR01(5B<$]Y4U1YB=>)KQB)O*I9OO-9HTD&Z6HV;VT!+]P';$Z573 M"8[&25S(J5[*.0,[*3J7LSUUD`<\25_D69[F>9[HF9[JN9[LV9[N^9[P&9]; M))N=RP`*(?09([2?[^6?F9D=6M84 M>4`;;.!NC<>?T,6@#7H=+(8LBW$-02)#?F>ARH6A&;HQ7K%14V0]W4-Y(DI< M)%JBDK%1Y%0Q*H(0P)EW+>I;+PJCDI$+*],SVWE@.9I;.\JC1GH(0TI;17JD M3&H%2?I:2ZH.O_0OI<1A/LH,&W8KJM"D.+J@VH$0*T23IO>4*W(-:<&E>/>D MJ16EZ(`7=2$*IK9DA,`K>`$PMQ*D:,I>:CI:;#J2#P0+*\8P/>0IEU0>-YJG MY;:GG=6GYN`*`3$?CA&2>)&4MV*7B+I9BFI9C%H.CAJH@'HX#0(+Q/\A$2]Y MJ2N7J8^UJ<7`"H#JD7$4DO2`&;%JJ:9*6:B:6*HZ#%:Y-Z#R*3V5.F3*8K5* M<;98@: MU4N2@(0<-:.S)+54&[8RD*_[F8F[F:N[F^[F@&[JB.[JD6[JF>[JHF[JJN[JLV[JN^[JP&[NR M.[NT6[NV>[NXF[NZN[N\V[N^^[O`JWI92AK1&KR@"W(I9AI.H;R+0:O&FXVP MH`6\PA86E[1`%#+/.[F]N0P9)Q6I1@DJDKV4FR!-\:#-R3B_8:?B6[F\PIQI MQCCX:48DLT/-5K_V_WN_^)N_^KN__-N__ON_`!S``EQHI<8*!'J?I6,-*])J M`]S`#OS`$!S!$CS!%%S!%GS!R.:L1><<=W#`P$%M'[J^;QL^*18([@N3JX:@ MCR#"CDL+H"L:1Q5PH24\P-YAHM7S;%Y(HOSA9_#<,%E*F^52R!7_QE MW1+&3QP477`'6ZPM6-;&7KP%VQVD4(T+(N>'(D))"E9-2:(:PZA&30#"NJ9!@%.%3#%#=! M.5H6(7LPO)/""OW1'H9:'Y,B&ZL\A'MP&XN2S.A0&.?!'#12SOR7$IJB#(3` MS7NASY"2$M`P.=O38ZL21E;#S:"SP/)0RTL,+>3L*"RR*[`1R_],T.E"S4LV MJ!R*)?*\&99ST6?QR-"R0?*L)R!=TI."H@*]RX91.:EL,>W_*\1#W=.4TB0HC=`H+2FV M0L0FW=(A$\XG GRAPHIC 5 g65006jc.gif GRAPHIC begin 644 g65006jc.gif M1TE&.#EA$@+L`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````2`NP```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[_^Z@&!()`88`H*2,#@:!$Y0DA48%`I,``()&6LK.TLW*81TE8D0%>!82[ M#5S`PEBJQL";3W.K"Z,+0@;16%I+5]:BK0I"1\^;5N"LA-BWP.M>8XW3Y/2J M!M_W3_&QM?[_`'>XPZ4I@$$OWOB<8F80&8``B)A0T\6@2P``R*@-,38F_]JV M>Z<8O'*@Y.&]8`Q%TFN`14BG4['RF$*CKR7$9`J"&6RXX&2K43=-H@E(M*A1 M%@,S(<&TJM>Z>H><1%)RY.+2!D-RHOD$<96?4X?"]4.BB(_$CV*GN3/7="C& M(05,GN13L^V\.6/LF1WJ1X[4H4<#"QY,"E>NJ]2&.M4'\=""2+><(LZ6#A'7 M<7[X*1$+&,FQN3W3DHO*RJX":*K46&Q5\^\\!A!#XQL:^]-LPKASZ\9J6*8R M<4<6KVHL)TP_`5;"V=8:?.NTQ@HR=YX79J+#TOA6O:TX[B-;K;*9]+HSM#5X ME;#CGMY;C]KCZ;OCRP>8M,[D3DYC^>T$B.8J??_1K?34;9>Q@TXK72VE'57W M;*=?=QKM\ITIZB68#@`8980=*ZZAETV#)]&V22ACS6?BB974=]AO!F"$AE-R M*"$3/Q$A$\Q29PS3A67T6"'C)A#U@M`\:@3"BHT9Q>-C&5@,P]IP399$#2$W M'IE7AX^MY.(P['W4HA<[PH?BF&3ZL-.9.U6W#1D&K;GF3HN@&0D`1C2`ID%T M0M%FFRV>^4F>`JC)29W;;-3F9ED]4`2>;I)#1!@/.<%GH8%:U6@VC+BT4Z,/ M*9#GIF6&*JI1&H[B%UHE)`@(3K"(.>JKL,9:0XQ&_A*/H"'$TQ())= M++?L\LLPQRSSS#37;//-..>L\\X\]^SSST`'+?301-^9P<8EJ7)'$T`*R-$9 M4$M]MILMWWVVW#'+7?4 M#%.`]%:;Q8F&PL!"U/;?@`>^=MT["&[XX8C3X>JT"0X8W=Y-*^MWXI17KC;A M_SI8KOGF7B\NK8MAB535(EU(SOGIJ*L#1.JL:^ZYM-%(1DXR/B;[ZN2MYVXX MYCGH[KO@KX]L%.Z_%Y\V[S@8KWS:P0M/%/'+1]\;\C=(;SW7S3L/$/377T^] M#=V'CY?VNG$O_O+?UW!^^-F37XOYZQ>?/@WQ7]^^^[/`7[_N\\^PO_3WPY\E M]/<_UO5/!@5<7@`%2`D")O!T!XS!`XVW0`9*PH$3U%P$89#!WU70@F_`8``)%&A*1L@AD(1EI`D>N[9"07($D!4G)$EA2;9C,9`HVR<=. MDN"3S!-E`U$Y-E..@)5D4^4D2(E'5XH`EF$+97R@@(2->&H(U;&4Z7!91D(2 M$WO5.D84K+"CX!2)'+HL"BWE:,L0'+-SU4+..%2%#(`I3';#O.;TC"E.3$0S M-Q&[V\0:("Z@&ECJ]:$6NS_UZ$MH;EJM]*JUAR;C2UQ>W`<1.[UZ[>5KG5,(A9P21>HG97LXA;+`>& MB]WL;F"[M>TJ:,GZC2)YE@D7HA,PD+M%ZPZTO>[-`'QUV]7G[H&LO`7K&$R" M6-P"EKK]/:U;`1S@"^!ULTE1[H*_.@C:(E;!H_UJ908;7!^PM\)LN#!BM8F] M'Q'4Q7CYS(&]&V'AHA;%-:S<3B],D(>H=:W^G2>%<3P!'E=1O1LX,9%[8&0I M(CD5-UXR$H?[Y`PH6Q.MZ.(R MNM&J?+2LD-/:7U9Z&S#E1,`@S0-)PVH0M_!&:I[4CC!SV@*>?A5Q_2)7ILD4 MG*>V\82IQ;Z67%2O<8^2Y<4D M"I5I-N9&[6I;^]K8SK:VMWWMX1*#V^`.-]32XE@*>06?+S+#'F+*-T]U^=WP MCK>\YTWO,[&WWOC>V022(R'P?*IB5SUVIY/]+&:FQQ=S-45=I2WPWA'<603! M!Y*B`)V;G*7A#I_UM%`:'5]FPQJZQGCF'B[R3*:ZY"`\.3G_Z MNZ(N]791O>KKNCK6TZ7UK9^KZUXO%]C#/JZQDSU<9C_[M]*N]FZQO>W;>OOV MU!V&HDHF"9(!Q*[A?F:2+PMT@V`.OY6FEG[R/ MH@6#380YN$X";&T'^0G(?7O#<(9Q\G(:8E.Z\XC7^+)#`H+Z=O] M$6_;_O:XA^"TE\"P5U!51EV`0L!1CX'/UV(*`;K\;=X$I.$3']62!Q9_7I&@ MQN6$#[41T/,]'_U?V4IU/NI7/2H/_.WW7?6P8Q2Q[!2%2)G__$HU]?N99?SY M+ZO^]@\6__[S_ZO]\U]6_O=_L!*``C@J!%B`H7*`"$@F"KB`*-*`#F@B$!B! M\C&!%+@;%GB!N9&!&D@8'-B!@O&!('@4(CB"15&")A@0*)B"_[""+%@++OB" MLQ"#,F@)-%B#E'"#."@).KB#;]"#-S`2C_,%6G`+4,)Y_P>$-6!]!J-?@;(( MGX`<(*B$-)`<\A`Q)H,1&`(A%$B%,F`PT'%KIR$$:J`Z$>B%,'?OB'B[1[B((,VM0$5%56O` M:/@">"RB'Z,Y7/\XD.!U./JHD+3`D.D`D-XXCO5A8!#Y M630V1QA)+1I)A.888IH%DM$C=V%CW]SD25I@_T(C?@U8\RD5\]EC?9FD/$% MDVXSD]("006Y7QFRDSYICDWHDD:)7MK_*)304D1:E5,_D@_?(#7?ICB(Q6,R M"94\>#K4J#E;:3E=Z94_R$-..44J_&)9=*8'AT MN9=\V9=^:2Y&,QI0!1M[]Y=AY%,!M(J724-5Z0S"UC%<8`8)]YEKU!(QXAYM"#`+I5_+D&^R.9NT69NV M>9NXF9NZ.2QUB'U.8`7!IA5OL325*(AX>9S(F9S*N9S,V9S.^9S0:34@MRB\ M01H$DC<'P7"HB46-`Q0U,8E717O;>41!<@AK`'@`@@^C4P5M.9[>,@Q9`$U- M`ANTLRON>9_X_QEK3@(&+9(.L;4-\:`=_NF9[`*?`DJ$0R@[0O!XCHDPG7`' MJPDZ(0&AQ"4P=U!49D%XV-=-0W(D7.B7;,@*Z18@P?D49Q&B^O(OJK`=MX$- MUAJ5@;<>..IL&[(Q`\-O2.H>6RI5 MJ/FEIT$(Q;$Q,^JFZE&F3:H/D>"B==JE,QDC406QA8OS!15B&!Y MIT*F3OJ7F@4YS[`*X2 GRAPHIC 6 g65006jd.gif GRAPHIC begin 644 g65006jd.gif M1TE&.#EA&`3P`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````8!/````/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R*1RR6PZG]"H=$JM6H\!@7:[#3`$A#!!X#5H16!&@%!6 M"`9A`2`2@!,&;24X3CJK!1MB80,<;%>'B(F*BXR-CD$"!9*3DX`+D5H#DEYA M:`5J!6T!!6.1A`^1I02A1&0-IED%EB&=66Z?&J1<'*R/OK_`P<+#Q$^1E)2S M9KC+RB&1H&V1-8$(!PE<`U<`:`V7/J_XXF M/!\5`.PW1V/`A!8;&EA5)J$!@*L&S(&9;XXA>V;NC/&'CTV:G+KCLI7;J'6 M2[+"`LAW%$^^6`EU:;G;U8"DO:6ZK=H+:/`:`@`8YCF&9X&FO80&F_);II,I M+6'X!0``37%7L'<::/U6T*]90F#[6EW-NK7KU[`'9CV+S%*GT`A#U2N[TI`K MN-'4:"*E,+?M02OOA;(V=R^UN`?1EJ;KUQ)T2W"2WU+P%N%PQ,V/%IA[CU`O MR\S0;[=F'),99[5)LSIXFV+NXK'SZ]_/O[\4K/_Q*!-)0F3U5IU;>`FU3%#P M$%5:`YR1\L!NF%%TD#:83`,@=$WA,IUU(*Y%R4H/X=+=0B?%\V!1E7V5GHO; MK9(,`#+*))HR\GEQGH6S/.7?CT`&*>20,FPH#W"W>.77*04-J.!+^`CX%%K@ M-,1>`PPQT,F%W>2#%)4(;G??@61RZ$V)W#DC$#BA^+@;B^#`&.=66X7S14@, MC&;?="TN*9*/1`8JZ*"$%BI;5E*F51A%WPRXVY8@PC/+E0:*!P$IU-#(J'U. MPM&-D]4]*-U\D89Z4'9KHO66A'&2)YZKO-$GIX%H0:/)'!C:1RF9DL9A)>QFJ! M<^VD6R^CZEAJ-Q\]1J*8_3#P4;:`M$N7O855&^Z+RVC4F2XLB:L2K_T.]^N< MX@I[[,(,-^RP(EEPP44>MEPBQQD1[[49%]EQYH]"'H_1DBMUW/'0-B7[^Q!/ M1/F!T!LD_U9Q%E[\9G-3/+DQLAL:O9*1-#GSW+-W*K]L,90:S0PSSAH1I3,# M'I/ABLTKX_';PUAGK?76OE`W36DT#LSUV&27;?;94P4TV$L6L83VVW#'+??< M5D3>@AR[ZZ*27;CH'=O]Q-O&+8`RC&,=( MQC*:\8QH3*,:U\C&-KKQC7",HQSG2,,RC'O?(QS[Z\8^`#*0@!TG( M0AKRD(A,I"(7R&97YDF6%!!C"'20PR/`:<&TOF<'9YSGK:TP7I1.8D9#*[71Z3(?_4)SGO2=""DB"? MG&2G-#5-24`TF;>TJ$A'>E%DJ%,2 MX'&4/Y29D?&,))X#):E,9XI166C4I<949#A+-TA-997#6L*/#6.N%11.\=; M$QQ5N;^)BO6M'=`J=\[A/0Y^%8!NA:M>,2!7)]YA#G4U5_@.2-C"&O:PB$VL M8A?+V,8Z]K&0C:QD)TO9`Y:CKW\)B/38((M00%"-;-5?7O=*V@GT]28L"!Q&(PGDUA:]'X6OS%=K;`C=;1Q+./S7Q)MV_L[?U^ M&US9_\I5-;4M31"3"];F6O<:S%B+IP2T)VDQ]XO*M=]WKPO7+F;L'*O3@MY` M6UWRNC>1X:W?>-]+WSK&EW[SK:]^U]K>_?J7C_>=7W[_2^`S!EA^`RZP@L5X MX/@E>,$0GF*#X??@"%NXB!-^7X4OS&$<9MA]&^ZPB%?XX?:%>,0HIF")V7?B M%+OX>BM>7XM?3&/EQ5A],ZZQCGEWX_3E>,=`/EV/T??C(!M9=$,^7Y&/S.3. M)=E\2VXR.B1&Y2I;^%VN4Q[P?,^Q.SF6/PY/)% M>'QZUE:H=4)N'1=?-Q6< M#JV)-@2J,*TIQ*@\V%"I48IF0?32ET=R7+%CBNS5;)2?R'!V39J#S).B>Q*K M'E86:HL50XS";169`:\96B.>QH.?N7:HNH==N''3L]RL.3>S/3I.52^3)J%XS3DG#FI MNQ<>;V+)%53/$PAKUXM5B=X4WM3_7C='_TJ>;9\H<2G_Z;CL51=_949!R"ZT6!OM,_[N8F@O[OD.MU0V-?.]K:[_>UPC[O< MYTYW`=+][GC/N][WSO>^^_WO@`^\X`=/^,(;7NPMK_K+<1KMD?^O.I7S_K6N_[UL(^][&,? M;/'._O:XS[WN=\_[WOO^]\`/OO"'3_SB&[_S34_W."$*'F6*T..5.+[TI\_[ M!V`=.,93*FLY/O:-GC3Q0T>WZ)7UZ#LO_1T;Y:5$?4E M2\54^T2#`\@X("B""!A`)E@H M&>$,5P,&C=&""(1RYJ>$Z<"$\^.$G5-[]7.$@I.$BR1]/'-_$;FLPCO`&D/TCD)+CD>L#DG(CDH-# M/@+7<)2@4%*GDKN%!%D!CE(G!C,W%Q__97(UN9'+R#PZJ3X\&3<^*3@D22/1 M=I(05P?L1%4LN6Y-0R,0Y5!E"5+-E"PXJ36UV#YM"3E5F3Y7"3=9&3CC/,Y?H4Y=O``Y39-)B6F2Q&"9ASEIAIMIA&B(68Z#B_N`2< MR#BZ3B@>3ZBB3:D^3>UJ02WN9F:^3N]:3Z_>3;!Z3?#F03%J3BYJ3Z[ MV3C)63[+:3;-V3?/B93'F3C3F3[5R3C7"92R^3\AV##=>031"9[?V3OE.3[9 M63;;R3?K:03M_XDXX8D^X[DX\0F9Y]E)F1A`K+EGKMF:E1B;EXB>`PI`!5IH M!VJ@"?H_\TDV];DW]UD$^8F&[\D[_XDH`4I*#?H_#VII$0JA$^H_%3HV%THW M&4H$&VHX^WD^_6D"&8-E.)JC79`#$1D6-V%#,?"A`1*BJS2B_E.B"GBB)NH$ M0EH;/*HR]9)!1[&B$="D-[@X+3HW+SH$,5HX,VH^-5H"5DI^-P`H.J=;9[@" M8WIR"RJ@M$F@F3F54FF.QL"8-8`A?K!U&G$'UZ:C?DIE7^IF?SJHA%JHAGJH MB)JHBNJG\-=6B_JHD!JIDCJICRI`E'JI."I`4(JIG-JIGOJI5Q:HU/\(JITJ MJI'FJ72V%K=C'H``!IJ7'5C"J:;J::1:J[9ZJY':J**%J[S:J[Z*99;ZJY4: M0)LJK,9ZK*5*K,B*J+/Z2ZA*`8\R'@(!5=MGA0K:F+/9.%LJ!%U*.,V*F$SJ M:8GV;>K7#VA&I1HP(!]A?]6:?W:*@XZ9D'"ZB1TJH_5J!.(#<,XFCRBI3.=Z M3091,UOP%2SHKM=*@/$ZDO.:BO?JK0W;"JJ8&.X73J>V;&1WI3(`75GW)S53 ML!1(H43:5D;:/TA:@DJ:I.$JBQX3@T#G?N/GI#>0"MFB$C^!";!JL"#;IB+Z MI@X:IW0ZIP%9IRKK3`X'?2^+L44B!LXP-&7_484XJZ(A*UHCRS\EVX0G:[(I M&R":$8_\H(%'2Z90L:9'QVD)^Y,+"XP/*SC?JI$[)*Z#06V^]'U?RZ91(;;H M:FUEJY5G:YMI&SAK2XY9JWP#XC$H\5&Y-K=CJPYV&[6P-;7[4[5=>+56&[@3 MZ:_H)H\B@KAW*[0YBZT,RK,DZK-!"[0WR;G&1H.\Y!&B)F>;2[G\T[H/DZ5R MLZU!T*V#\[=1V;8'&T+OBJ5YJP381@]G!36P2P.T"P2VJ[9]"PF]VPZ+J[-% M2@5DY0P7"PB'@9F)<+SV/!IML_Q;L$+*PXLKN]V&$N+H(NV(L( M$LP#%-R].+P#/\P.3VR_+HR_]`$=#FR`$)R]-NR=)FR<7>S#*CQE8?R!'8RO M5+,/N\!%/2P#2;P#2^PW.NRZ^[/&21#%'*S`C[C%'OS%[LG'=3S&Q&#'Q%;& M/B!]D"L_AYR'DANYHR?E:RA33PW<:R[G4N_&4R^>/\, MP"3,L*.,MG[,H:=\!)%<#*N,A).LQ)<,H[',I9DL-YL,OH`\#*T\AJ_LQK/, MK;]=]\ MN^%,`_/\0O'\A_5L`^F,SOD,R_NLO`DM!/_<"`T=D@-=`P5MS^M\PPM=P?VL M;P&-`OR`&S!A(]ZAT<=\QU-LRJ%;PB=-RNWLQ2MMS)U,`^4"&66!$74ATB_= MPFZ*TDTQS>U=5T_=>*2M:^!=B$7=B&?=B(G=AO/<#%JMB._=BV MFM>7]PG3NJ?MRC5!K(6'4,QPA'D:Q*X>NS69K=G)EM%%!"K,`3/3$]IX&\JD M70R<_4;N42D+<*83*-I+_=I1$-MN=&^QP%U)C03='=YT`-[D703C?=Z< M9][J+03IW=YI\=SPO=G8_ZV%VCW?0_#>\WW?^!T$^@W?_-W?/_#?[1W@`MX# M!*[>!G[@.V"&#%[>\OW@$JX?G%2N%)9^$Y[A0"(B/?5^26F#,A@0_U1K&JX( M4?(2-+->!$(Q6:2^(%WB\?UX9*5N&:A/ZJ27CZ=T,&X%V;@A3+1+7A!14M-4 M.Q[?OC9RZ>>-IF>9,G)3Z5GD+5`[?E$34JZ^9'"-F]!QZINF#[X6^Y>2BG<[ MC5=Z_>2/3P[E*_!K71?"%4$10-B_,LP=!'S@]\9L%P<>_T:1^DB9]'CF:)X" MW[L@Y6`PYT&R.`I$:9#L5O9:=9?RX%W\L8#[!4"Z*^97#H&9[H M%?^H4YD;5>!A!W;PM%V1` M`JK*Y5W.WO7>`I$4`O_^YPO>[P1/!`-?\&%%92^1$=GPR`C_\,"82S.])L<# M\18O%69:+VZN[1??\4`?]$(_]$1?]$9_]$C_G_1*O_1,W_1.__10 M'_6'1W!9LA;OHD%+<4$>O_6/P%6)00U=@?4;<=E<7_8FGL;P8%PF0["W;?9N MOPC80%Q:DM5M__9V?P7&6"!N,0<:0L-W__=0$'I.L]PR`KOSMCL-UQ#Z)Q0H M)>MLMGF.L4^7H&R@X/`MD`64\HK90/G4`KA7@/FJ7H%)@5*S$$TW@0B@+PV< MGY'YPK96$#*JW_C70J;UYO@K$#*E7VN6D/AP(?J'D/A@3Z;S-"E@^_J"+QZK MWOG4\3*[PG(&J$#4OI"YH92-@$0]U`S3'W7RPO'3SK]T,1GE@A+V,18M?@A8 MT1+A>`K$(1?$PP96GPCG[Q;4_Q\M_GBC^&#[*L#A;N'^WX``5`&S%LH`D9B+ ML]Z\^P^&6%04P@441!`H@.&<,211DHCG^KXI0F,R"$S`@)#H,`Y_29[S"<7$ M`L/!D1E<`D\&12D*#HO%!,M%A;DU886CL=L>R^>]>-=\=U_6D8&`2Q<(IH!! M>$&X=#%D5";H*+:X5_#"1L.5F*CWN*D3J9G4=Q$!2(/'>?H1\989>4-CY6F( M.KLQ*AIT98!V9N5`Z4`;S(N"UFB9=VQL*TR[JVL!;)#2&S>=(YR%U^*LN=_F9;)D`@\.9^&JN^H'HKHPT+?<'6]6.!2Y<5 M*0\(]I MD*@E&E:UVK!HUH5#\*1`^C4*1+$G7%5H.L!'VC`9M;8U$DJV%-8O@/"#` M5!HFAI!6]-,T#D\55(O6U;K$"043WLKF09NR:T:YG67ZK4.C;M>[6T>5QILW M\AS+IX-PL%"P^)?>9[M*/!A9T_($N0&18,S_YX`U#/.Q#X$M M+OPX/J4^,&;1?75D(%\T+:@P0P;+",B!)T+PUH1M_C7WAB\,>N!@?Q$Z<`\N M>5WH`4001#4#$!U:()9](!XC"H0(^32B9%9==<7D>J(\*1`#L+$0$HM,TI8/,!108DLT MFE0))@:+4#`/+@E6>D9F M()9%B7I'Z6@EG)O<9$:95#6R!GV2PE/I#;%8P"8+9:BX(CS5>.KF9&3%MN)5 MEUJP3!.N2JK)IZ]L60JM<<+&!2'6_^22:9X7UL5%$VYA]^J7KA3"WU;-WIG+ MD(QF8*&E+RP(AZZ/0-99"2^4Y=D)X'*H;;:2^,$7:&]ZLVD_Z#Z@+BZ\38MF M6)25J)N-TN2[;+UMWI.@#^2RH2B3R@$L;[>=WE,6G-7QNQ!XTX++UY`EE%'/ M$>]^VYD+&OO4Z(H78PP+97Q1W%UCY88Q'P8`V"-5/I7%K";&/Y0;%X%EI#9" MC`6W#&?.-=/<8L9%2Q6RM"L,S?/1I*AFM*3VY`/U/3W7,TY*M+9`M<\NQSC! MU4@[;+73+L/<](-$#XFQS8KL+#/<3)-Z8=L[O[TVVBH*O7+??O\->.""#TYX KX88?CGCBBB$OSGCCCC\.>>223TYYY99?CGGFFF_.>>>>?PYZZ**'D0``.S\_ ` end GRAPHIC 7 g65006je.gif GRAPHIC begin 644 g65006je.gif M1TE&.#EA#@+P`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````.`O````/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[_^P@&!()`88`H*2,#@:!$Y0V>NE;6S"VZF6[ND:'V> MRLO,S2R]H`6B`=22N5EV`0#9`7<`W9=,;:)#JP;=`]_#JZB3Z&V_2M34D`;K MTNWGPXW._?[_`"=``R5*S1Y`=Q1T$R+-4JTCVF;I(@"@%+`N;3)&BJ=&_P^M M=;(6U+9L*EC':Y+/ MFBB3*EW:0V4HE@:R_;0'4]H9*\!(V:E4CZK,K(OL+$#J4R/5J1DEC?W%M*W; MM\^BP8'*#Q!/J\-071IVEA&M1J4`)+P[SH!@H+.LX$0KLN%AN)`C2YXCMZ'? M!8+#93FC9*ZDSN'NF/,[$4"[5D<(@VN%^*:J8EDR+5HMB>WDV[ASWYS'FQI6 MA6RHG8/(6UKO+A6'L!G.&[,1X-#/*1?.@/K-Z<2C"X%B7;?W[^`S)(PZJ=3B M\.C3JV_&N;;ASZI^KY]/O_Z8>0WPV]_/O[____\`!BC@@`06:."!"":HX((, M-NC@@Q!&*.&$%%9HX8489JCAAAQVZ.&'((8HXH@DEFCBB2BFJ.**++;HXHLP MRI#<=45D48&&*GSE5]F9:*:IYIILMNGFFW#&*>><=-9IYYUX MYJGGGGSB^0N7_)S1Q)("#&`H'EMHJ>B%7%JGUATX20-($HM6.B&7#:@UQ:%3 M46KIIPYRR659@H5Y"ZBH+LBE5/PP8HNA4L\,(,-^SPPQ!'C*)3?59L\4H26TCQQ1SWN5S&$6[<\:UB,4 M3A-DVM3@3&W:TG9SM0]6GWK&M_,TXC35;0SLM9;#]BUG%^/39': M:IBVQ:W:H!/UVFT[^+;7>R,3>!I6V^U-17FKS';?`/X-9]P=#8Z&:0%\#8XV M_U/;0?+BC/OG^)N0>RFY*[69AH_>='/,>>?\?>YFZ(*KS44U;IA.>7RI7[PZ MZ_:YWB;LN*="^=Q)W)ZW'J-7O/O"PE;7G6^8+?^6[VP"/[?PZJ0]/.Y34S_S MUJT$90J9%)$W&JSK>:^F+D'?RC[I[8_-=]*@^67C,/C?+[U;ZN>L>-^K^LB7 M"/4$6:FG?_Z;W]9&%11Y$.HPGS$9+(A&P0I:$(8S*`&-\A!"B;P@VSJH`A' M2,(2FO"$*$RA"E?(PA8F(U<-C&&5])"$1*&O`67KC0YWR,,>^O"'0`RB$'FC M.1`:L3+<&:(2E\C$)CKQB5",HA2G2,4J-H"!8]E+%?_&!(O-B.\["#RBQP`8 MPRR:3P^:.15ZPBC&/>T/8:,2('3LXL7TL+&->7KCP0((D3*I41R)6B,>!\FK MI#4*&7-9RS%:%9X[$K).>C38$*I#!"=5@1&3M.,CVQA)WC5RDV+LI"?!",HC MBG*4NG%D*>%T2E3B1I6K_)XK"03+6+*IE;.43"UMJ29;_$D^?6Z.G_WT9\?N"5!/U%.8 M!"UH2@0Z4(4*DJ&Z<^@G(6K_L81*M!`'Y:5%+SJ(C-IRHQP-A$=C"=*0DF&D MJRRI2<6`TE*J=*5@:"DH7PK3'\ATDS2M:5,H6E&=ZI*GRO-I9&[ZR)P*-0=$ M):11CWJ#I`YRJ4RM@5/Q"-6HSF"JG+3J,H$Z1JU&DZM\JJI77X#54(Y5*64U MY5F3DE8CBG6M*V@K"-_*!Q?:]:XHM,V\Y/I!N@H#K'K2J[SXFD"_#@6P>1)L MO`CK/\/:`[%^TA=CD0D&R$8V7Y/%F6-5]C6J(:*S%8%#X7ZT,L7"*[,RVRS) MJL";@1#O:]G((4-B9EKP3'`)>&B%K#)Y0,MFK;*;VX9<5H&"/DQ%0R8X20&RK:)^]QM$Y)(W3DGDKQ0Y:ZC#N<]N7Q,4;$P7 MLR8(^,$0]J$$:+*+&9:C$>)PP&WQRN$.O^^_-4 M@IAE.^Z8]K0K7,R!K796\^_(C*P;1TTB.5WL5)-SD^-]_J#%A^H1T`Z%W4/E MC,NYD5)FJE-<,6ORR7$R+Y[;!&?FYTFAB-+K*_$\@8)I-FCX7IQ7H@T^O*=3F&G5#/6WJ-*&Z M7*I6791;+9=7DRO6$64UK9$HV5V?Z=*^3H.MQX7KGNHZV(@8MKB*'=1C(UO8 MO7XVQA(M;6ACMMK9I#:VE1TN9G=5V]7F-KB\'=992UO.>1W?..-K8+V8-]&^/:_I9WL.G-+7N7#-\#US>V!>YK@F_+X+]U M]KD57FV&[]KAVH*XG2Q.:XQG2^.01'C#*2YMCK?:X]@">7E%?G&2/]ODID;Y MM50.98FWV^7(AOFG96XMFLM)YYC_YGFU?)YGEG<J6%3BVBL]+H)T>Z MKY6N:*9/R^EOHOJAK2XMK".ZU/[F>K2\WB:M[UGLT"+[+:$>CZF]\\N+WJ"T&;)7G$"4,"#^NC@7K([IX04GD'`9MD^X"[/N[\4)'G@(K-V0AS;$;$:&`\C$/]Q4A#N@\RP$L M-Y$BMV)`]C![9.)8*-$.J;`'=I`*3A""B42"N.<@L$`FC@$?Y>.!\:$5:*`B M%.@`S7,A_"`8[C`,[[`8.ZB#XR$AR9<0`[@9^\`7Q4`+5L5_FF(92PA\Y<&$ M2`@AHA(:PD"%T\<'48Y&%**B!>.`32(*&XL-_9Q5H M_"<6;V@4M`"&%-(.J5%&[S>&<"4H7K@`<#B'GA6G($5 M8*@6C?B%.C&(#O)G9N00>=B'8[6(?N&$A1&&0B*)#$*)B6B(86%XA:-H59IH M/X8AA'G!BED@&!CX(*(HB'V$#0UQ'IBH5?+S925F#NU0#$?PBZ,A(:!P"3^B M.8J!!LB(A9E8(WN0'/*%7\\AC$!,<7@-[XC>`8CN*(+`D` "`#L_ ` end GRAPHIC 8 g65006jf.gif GRAPHIC begin 644 g65006jf.gif M1TE&.#EA!@+H`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````&`N@```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[_^6@&!()`88`H*2,#@:!$Y0\A8@'*&>I39*26X]7J4`T"$(&@/M@&,& MNM]PFJ!`K]>Y`4+>26`$(65);$32D&<&I)B3X_Y`HJ"/80_^&1 M`FG$&4SH\)C)DZ22*3MH$%PV,FT:!0`(#B2`0A*9/%2EP%VA-;1:-0(@"1RU M<#7/R(PF<:G,>6=LMO*EQ.BV!?YV,GW(2"(S*.#F61F":ZC0`OP,#J&í MB#-M96W%H*I+7O+<;6U%%Z7?OT!4*E-EQT\;MVV%'+15%5O:CE`W2J25!MRE M.?RH>CW<)$"C>9IHT7."RQ8`D.`^]\,E1$&:C7L:"%XUS.XEVRP?HB-`%*WD M7IH`J8YCQA7#=<(N+GS&K/M\-2],:J?6+QLD7/XJO9D>=:6*/:T>7-4 M+1*'B1YGK?1W]`ZRL@NO`*<#70@->ZL:OC$W;O]DD==+#.0-"%-YUU;3.#4B$1` MFCB.(YD\-,"-4&E*J8V.,`*2A_&5!9(U>;9U59TJ,C&0I@,QLUL^YUR8($[U M$$FBJ2O^FJHTA2*J[++__;CD+#B/A875$6$]:\BSIAG1;'U.2`N*$$.0(2TV MW99;'RCG@B4NM92$1106X,IRTSM&N,3/N.1&&P6X8Z3;KXS/+O`N)-(6W.X@ M^&(3[DSDL\\X\]^SSST`'+?301!=M]-%()ZWTTDQ#J)(F M[5P'4=-45[WL3[T))(17?5CM]==+;ECJ=VT]!O;9:)MT,2=3%&+CJ.X\$,Y* M=-=M]]UXYZWWWGSW[???@`!%&DX6.NFLM^Z"-%Y.]`3HKM=NNPJM_%17 M-3:N?OOOP&\`#ZRL>,64@\$GKSP%*P=B]O+01R_]]-17;_WUV&>O_?;<=^_] M]^"'+_[XY)=O_OGHIZ_^^NRW[_[[\,&FPD`ECB;%BUQB9M2(A2):,3R(9%P3F3"$O_U00$GP M97*%V*,JMG@`-J$`'2M""&O2@ MC>-&0LK)N5O/I5KX55K'8C M:UFK=E:TTDVM:VU:6]TZF+@F;ZYTE8Y=@X?7O%YPK[;KJU_A"EBD"3:OA"VL MT0Y+U\0JEFB,=:MC'RNTR*)ULI0%FF7%BMG,^FRS7.VL9WD&6JR*=K0Z*ZU3 M3XM:G*DVJ*QMK:]/8RI9FM&6I;6\KL]R"=+>\!:I?F1E$;X$E>\$Z$M!^YX1OP/5KP3XRSC_5A'``A5P!`B\ M.`,;$<$!53`$O-E*5,R1F(WJ0UQ2Z.`=0AB@$GZ`-YFHC`L3DY.P%&&':?CA M>H;8`3@49!M+3.)4I;B[.6VQ4-W054EV,A4ISB*'<\Q@Q;VX`3?,XDR6R4G! M"'F$*VZACM5YY!3%,)0R6@3+I>W9K&RT#9Q6^0.\CB&&!YE'9S8Q!M_ MF-HBRQ*7NSR@B)X:A&]<@O(L7-3U9QS3Z!TGAR;O^>93XH"#2.9^8/[9!MSW%K5:(WS6FL[@9D0YPF%SL]4Q#F-?@ZI-(5U2X&@ZUC/+!->.(-)VY92D[7ZAHN>1Z__)FMEI4&: M,:5=1UF][!6^NMI[:W;$.-(+GQ:;J=A^ZK7#C3=M,ZM(Q@.9N9ET["N/F]P) M%1K#>@MO&;Z[WBM9]__:74T?X+O<1/YW6N\M\#KHVW_\_B;!"XX\:R8\EC]@ M.-T.WK^'KY/7$E<&Q?EG<4(NO.`;WU_'B1OQC*,BY/H;^0:3;?*3![SE?^T! MS`W^='O=W3&)=WD2[=? MTQ?W](Q'O7Y3-_+'!7YU^F7=S!CW>>*X/7N*%E_OA&9YX?.?]?7LO7./K M_7CW13ZD?5?ZX@L^>7A7OGV75V/<';]Y@7>>W)]G7^AW77*QNW3U@3M]N%._ M/MC?=/24+_V_98]MVI="RRW2IM00/7/>5]OWHR@*.4\Z9^+;'/>>GQE>K$"V M0Y,9Y\9?-O(S%^=;NPW3V=1TW<=/_O)#^0'4B!RA*/=MDMG>VIF'NLU856O/ MR93>V(<^_^IK%BK8.)38^%=\^C=[---_LB%M[=!9C";*=[^-:`NO:`$E1W+`AK M+FA%,#B`O:>"]1:#I#:#Y'.!?*.#G<:#(%2#*"AXKT>$K>=W1WB"2:AY2RB` M16AX3QB"32A_4TAV-GA\.`AO0,AI0B@^/IA54:AX5PAX6:A]6TAN7;AI7WA" M2.AO>)>&X;:&B=:&IO2&=^=Z(A6&]C:&I%>&A'>&#BB'V$:'96:'+H2'/%!W MB#A+BK@#C$B(U6:(1=:(S@2%5:B!@(AX@MB"DKALE,A@EL@]?/^8-Z%(8*/( M0X^H`Y&XB8S7B3+XB;UVBOR5BMI3BF,%BSLHB[I&B_1EBT>TBCG0BGLHC#A` MC#1%$6(V?->'B7"HAS#S$XI1$\S7-N0 M!!WY4/]2'R!).LT#"U65-,#"%I+`*HU2#V3PDCEG7""1#)&B*M1RD[DR-\GV M6'*2%8BA'?(@E!41D%8S)@+A!VZA&GC+`DD_J5B*`",8(QP0$4K#X".B`PEY M0`NGXQ5>N1,.60,R495(J96D MPRHP)189LI%V-Y`&952N0\90B#+D99VLI>(89=? M^9?06X`)I(R5:769BQ0B=Q&9B"B0(4PA:X,BNLV9HF4$!.H"W^DA;"R3K`Z0R4@!7HHIR GRAPHIC 9 g65006jg.gif GRAPHIC begin 644 g65006jg.gif M1TE&.#EA#@+R`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````.`O(```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[_^P@&!()`88`H*2,#@:!$Y0TI1<*@=2ZQ6CQ7JLSLUN M+P2%N%Q^AA/CQX%`!#<)JT0@?P0%@1<%!$4?!7I)!6=H!0T!C$8;?6Z9FILT M<'-S=9(*=B68)THFA!N((X6CCQRF"I20&K*$BB3[")!@"$B+". M2P9E<5YOP;/'!$=P`\[2<:@.V\V,"LB/C,[7KMRBCM_7U=$&K&]*A=X#`,S' M]`WF<$<`Y=3"_NIY4T4&U@)]!`!J$SBMW:Z'$"-"Z.4K5("+A.H16]?O_Q$E M>I02,A$6JH$2C`E)<42$\@$J`(P`4-K#$HJK:P*,.31`\-L^F-3,':1V44@A M*$IDNDHZ,U^B:UXXJB)%ZF2S2?(NNMOS)*6KJD0)2AQ+%B+%3Z'F<"7VC=FC M?0I0G616#UI!KGTPT6IJ8$!";EZAE,%BCE(]3+?B2A)RA):PM@P^#?D[$V7E M,G^'+G'5=I\I>?K:49JS=937@S;Q[BS+NK6:LZ"`O?K+EBLM4Z@\$9.]P+&P MWVZ-.DG#(#>B)81MHUON$ATA0DZ@.WAG>M;Q*R&1Y^-J+&'AM\%`#Q=M$!S> MT^9])W;-OGT.V'1X]QU&4[G1NMN>X)0?_!7PV_\&$;>`<76A9IU_P)FT6$SN M-*;-=)EU9=T9OCT@U#6E!?=9:@CV5EZ&4VS(UWKNE6CB"_#]8MQ"SC6>N M=)>A4`FZY<54HNQE3G[%)<372-\AN)XJCL'%!"F113C&CT&M%6&&,KZSSH8P M147>&6T9AUJ5"F!XXI=@LI#BAZ8`Q=,><,0SS'&L$.(7F=<]QL%R33Q/ MQD4;(](%"=R0"S)!R!`%:/0A=1)VR>=-BW*EV3%HSNE3>'M`50Y69[CY7(*, M#G!IF*"&.D)1I!95(#,4-J9J41Z1^I(E9)1:S1!.:%5,``#(5)1?#]CZ!*VS M."%3L,0Z8.L?I0:;:JS_2``[BK.QDMJ;(;[::@0D,IT*`*U:53LL\,(,-^SPPQ!'+/'$%%=L\<489ZSQQAQW[/''((L\\X\]^SSST`'G?&V>B"QQ'F[_2KTTDQ;&(>C M4#F2TU'J?MCTU4%?)-0[0%$"3C5Y8BVVST(-85T3HL#REMF]RNKVVW#'+??< M=-=M]]UXYZWWWGSW[???@`8A!V*FZ;%Y)17;OGE M_YAGKOGFG'?N^>>@AR[ZZ*27;OKIJ*>N^NJL0Q)YFFY]G8B+SXQM>\Z*IUE/ ME3AY!_;MP.-,8T@%!N!I&33]'OSR,PM%?*^%EN8I\]3#O'4EAL2U%CU)5^]] MRM?/D9EAV1"@[_?HIZ_^^NRW[_[[\,X MPQ[Z[(=$3*(2EYA#(_8,B4R,HA27Z$2>07&*6,QB$_^KJ+,K:O&+8)0#%T>P M+>Q(SE%L8Y@7E\@$3]&PC>60PV;"J,,QBF!0CL@5U?AAM82M,8DYR56NCB&' M0`J2D+CZXQ?M*(C.@.9KB6J8(H5HOHXD<@[TZ$BNRI%)0M*1AXST`%^JU#BU M_<%1`3N<*E=IO$_62R>X@HD<,JD-->&J*)YT9458R^O*7P`SFV\YG'>4$ MY6N/*T3DNL*Z9CI3"ZZL)$=DZ8Q+R'CD M.:5$'NT6-DDA"C*6U(P)T7+U$\/H9)LS#.4'>N$FWA7"=Y%$6#N#F`C&Z'&6 M![5F)2^B4'SZ0I^"4,H>C-?_!+8HSX_1Q,@CE(*K+O@K6D8JU960M MZS;/BE:UNG6+;%596M]*Q[BN;*YT!:-=Y9K7OC)UKRC#JU^Q"-C`#G:PA3V9 M8`][U<26;+&,I:)C20;9R"9QLI2U+%TQ.[+*:E:(G!699S\+Q-"&;+2DK:-I M/X;:U.)PM:QU+5AAZ['6RK:&M.V8;6^;S]QN;+>\_:MO,P;S'I&I>Z%K-N<+%;,>WREKL4\^YMP3LQ\'[,/E^%K;&4P+2T!A4C#IWK:8-R4MCLL=B]%&@_P5P:->A MIW0&E*H)=N5J\\,J2*ZMO\H2IH;K%L<(AW'#(`ZQB$<,8F*"@PG53&$2^E$(8RXLTK36,@DJ?<@_#3@:S7E<;Q]J1 M3ZKF^[*:"4M?2%/3FR?9;SGID8:#\/>O^*A?;OH0F=:*$N MFM&-+MB?&1OI*S]:LI7NUZ0/F^DT7UJ)G=;TIT$=ZGUM&K&E?M>I_9IJ58_Z MLJUNUZK[&FM9OYJ(M6;7K/.:ZW'M>K.]#M>OWQIL8=]ZB,46U;#=FFQX'1NT MS0[3LM4:;6D_.XC5!M.TRZH&S.3XVY8K9PBW/5L@C.;:.A0W",F]U6ZC>X?J M_B"[N6KN=Z<;A?.NJKL=:H4WSE&.:JIJO#V8[[#6&Y^&5`I:0.H)HBI\J0/O M8,&7>_"A;I*F".U'(),RSVT)'-_VAJL/SNW*)NBN(X748S8[N5&2XS/B')RX M67_@\F@VX>'5W-8MY0F=@]X4YAO_E/ES*[Y-HL(&GAY?J"$_+K$RZO>,;T"S MI4-NPWW?%.-/TR--FV#0FNL2Z`7#8\\+#!.PNTOH"AXYPHU2*([V?#0R]=3; MF1XQ1_JX0596--5I:'57!M)3,AWDQF%*>*3^O+SCN;LILY=*$CN^PWO?I>-+ M!5QJ@)1XW4&Z)S1O5<%,_O.XFH!,'*$U9"9"F1AV,;AQ''ENKAZ:_/YWP/L- M\(`O]?6X'_BYL9#.V;5(R))N/=^)+OSX5,SC4W/CDB^*X.(+5^W.CTW$=#44 M9E`Y>7GW=/3CT/?HFYU?Z$)4ERL%?.UOO_O.__Z^9`F%_0QH>T`5M//17WSU MFWH:J'QS_S/B;.CM!UPF=_%81VND1_!RB`_L>`K8>`%*2` M$@:`]>>`YV>!#7A"%/A)$!AY$CA!'9AE-#>`!S9N)OB!>Q>"$C2"8:2"5,>" M$>2":U:"`RB#$$2#86:#_H>##Z2#>*:!$8B!T0>#(>>##@2$662$]H:$#:2$ M?`9]/4B$\R>$($B%Q<>$[^:$#`2%B&:%*XB%PJ>%Z,:%"^2%4D2&UV:&"H2& MC<6#V\>&">2&D":%<2B&K:>&SR:'"$2'F&:'WH>'D:>'Q\:'!^2'I`:'@T>(MV:(!H2(L*:(`B0&>>G'C1>1C#OD>>`X M8B;F#IG!$M"X8LND>KCWCO`8C_(XC_18CZ03;]=X3`WB>T&6;9>&23.CX01^Z1U\&2&`66GNQQ/!(!>3*1*5:3." M67W@T)8'43N/V6B1*9G5)Q9M$AYIR3*9J9E>21E@"9=Y=B?20@I-(9M?X0KH M$C,ZP75:P6`JD0RM&6J^D!`Q&6?#N3OTPG\R4W,3I0UM@4V0H1BAYC;3`@F, B,0D<63.ZDBRW9[MD0``.S\_ ` end GRAPHIC 10 g65006jh.gif GRAPHIC begin 644 g65006jh.gif M1TE&.#EA#@3P`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````.!/````/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R*1RR6PZG]"H=$JM6J_8K';+[7J_X+!8&BB74>9`RMQ@ MH\\,]P2N2=,S`OUM?8V=K;1+&'#,R6!@!YG[EPO>=ZZ;K2G@4#9@+DBV7! MN+JXP0T$`_`+_4;IRJ<1M)LJ3)DR@E>"LT"V`D1FK\(;.E::8:9/X:@GL'K1!%`YV"6E)3:Z:S M2=`^3=I4U%)#1LB&&FB*M(">C<8("/"GM%9#JI26:=WDC^BEH?YL@;& MLYN@VDQ)MZ[=NWC%K"2$2*N`9+<:_00:R9\>F&ZY[E3@R]*Z3<@4\(*,*>E: M7P:24E90UNW/?@HR,K7*P"_9`ALC10;ZE31%S(-!K]Z),-=JM_\(9W8M,J_O MW\"#"]^Q%_7.F00.-ZIU-?)LP9?V@3.D^AVEU5HE4XK^U[BT>?]`;Q((_3M4 MA.)`#]#Y?6-#\2_M1?[K+C>C`>BK2_)KN^VI4?_.O:/1<`06:."!"%907$N! M/;6<=Y'EMA%1:1U%@!O/78=)=EB=5UM+#_VW'43E:7=?;6%9-0U6N^$625%_ MO?C.):=XA:)N#(;FGQH`1B)A;PD&*>201-*UX%HN!89+-0$J`(!@E`"@F#O\ M6(>?@`;JQY'M<0:=F'!"-566986Y6U]5MH==*)0!`,!LVDDVBBW( MZ,$5(Y(F=^F&$A8*F&[_*.HFBU[=UZ!N[4QC6(MY1E86K8+FJNNNO`ZR5XX4 MN2569%(24M:EA5@8::;_DV:*$2$7,GAK:K=8,@RHSEH;[:+.Y#FMK=#.9V6+ MRUSB:3%V*@6MB&LB2V.?O<8K[[ST.K&J>B02!.\(Y'1P1P3]`A,-!O]64$XF M%NS;QE7U-NSPPQ#WT"IF#SW+L!4(K1CQQAQW[#$KW7$8@$SQ:`$-G!^GK/+* M++?L\LLPQRSSS#37;//-..>L\\X\]XP%+EHY\J%$/A=M]-%(!W'>4']A!I3" M24S`K1=EEMVK57'?M]=?+WH+1=60C!#78:*>MMLQP059V/P&=O?;< M=-?M<#'/C@U4TUEW:_??@`>NJUJOP;/4A'L+KOCBC`NIEI93V;;=3>@AR[ZZ*27;OKIJ*>N^NJLM^[ZZ[#'+OOLM-=N^^VXY]XY M`]#HX71@>O3=^/#$%W_7>6IQIM/)0!KO_//0MZ+//`SL8U#TV&>O_?;<=^_] M]^"'+_[XY)=O_OGHIZ_^^NRW[_[[\,$(TRA"J=00A.N!(4KC*$,D]!"%\8"AC/,H0Y_4,.]V&%DL8C'LXQU MCNYT#H<[3*(2:]##E5CJB<5*1!XL!Z>"6,IS2%RB%O^WN((F>L-2T(@*),`X M$TO=QU+6VEP6NHXR4,60I!I5&,C-\E)/`1R)HV89"&@^$29 M/#&3FNRD*E?Y@$<6HHJ2W$HD20G&*DH)E)Q;(RMWJ4170LN,>;@4+`T!1JO0 M$I68TR4OESE#7T*KB$Z)I"'*T!D[(/-RRF2F-E/HS-QE.\73G/R4X%IM-VZVRG/`OXSMK% M!&7%-6W(DH2FPJ"S0ZA#4['_4(:B::)_@*CL)(K10%24H=:XH`='2M*28I"> M%GUA1_/R41M:HUPI_<8`-1H[CJ[4#RUUX4MC&@N4\G2:-[U+3DVXTY\V=*9& M]4E0[3+42^(2$F)TZE,Y5]2D^C2I-@6@/@7*U:YZE9_L>453"XE,05JJ**0D MY.:JNKFH4L>?T,JCYZYJU*S^;ZRW&U@KQFI';\SC4G\-Y=BN.-=7P%1S>3@L M/&B)$5(J]G)T_:E=_8=7V^E5H8$$YF&GN%C``C&PA77%8XLSS$0(\8[IF&1I M-1=9GDZV?Y6MW657T50[)LJT9SWK*_\Z6L@:]HAR'&(L_AHTK^QQK02D*>Q> MR[_8_])NMJH8JJC6(\I+!K.8BBCEY]B*.5%YUQNBHB)O=Y?$-(G996U[S#EA_L94K)-9#8CJ6&*\'%H1THV+' M?J!QBEI!HQDOI%_DBK:MM!P5*(-IK6).U[Y(];`.*_O=.$(QNU`<:XH]VKG; MPM*L>$SK=N_[21<7R\>Z1?)[ZYNY`*?TP_FK+&& MJ\`3SMQWB\ECZPZ2O$'&ZI`Y%][J&HL<_4C+CS?!/,2E/LZ2=\/K[;UQRSG'?MZU[_]-=Z#C:JC=<8LB7NV*_&+RDQDD?.3G>8TB[T-=@<.U%;%-MU M?86P6T=LFT7(VS&>A!Z%H&06`QJ6[N5Q%2V.-?)>_PK?(UU7467XN"AMC9/X2W9A0.;>+,B"YS&XA8.`8'=KULR M(&#^NH2[U.2GC%WH65KQ$>4:0(\?.OWI4(]Z MU&G>NJ-+_>I8S[K6M\[UJ9>ZZV`/N]C'[O2=?YGL:$^[VJ'N<=QRN1AGK;,9 MW9OSM=O][F1ON^[.@?>^^_WO@`]\VC.QS^B4AD=+C\-7%\_XPA^Z\9"/O.0G M']!#GX7RF,^\Y@'Z^,U[_O.8!RZ#$Z%;6@]3YWP&O>I7_]7.L_[UL(^][&?_ M3PA,PTTN;I[%S2OS/U"]=3;7J="["T;"2C7"L!1Q*AM^0^JKSOI],+_J@D_4X5,8VF\O)+*&Z>S, MU=L(\V;=__WEI_Y%4_O:V3=J[K<7MG1DLS9C?_8D@A5TVM9\Y<=[_S=R`?AN M`[@2IW5K1V=EO9!']%=P]E>!%K5_\=-_IX-^?$""I\-^NK-]@^7_@Y71@&:3AE M-Q9R2CATS+>$,M2&G;.&8&"'>-8*>@>$96A"9P@$^;OAI(,=K;ZB( M`*W2(:I:(U;:(E=B()1>'F$8/'8?O-8BO5H3_>8 M4OFH!?OH#;E8.[N(CO_HB^$(C.,H@,5(C@VIC!6IC@_)C!%)@1,ID=V(C!=I MC_(F>&17(`?Y<=G(C2"CC8](AZLPB*ICBCYP:'[C&R=)'1OIBMO(B"WIB"]) M?JM`DR:)C6+%DHEFE*H`DZDCDSR@E*C_PY0\()0$:5XUR5)$Z0IAR1?]N((!>5!U&5'6$7" M$9<%F05QB6BJT(=4>)<;19@UE9>!Q'>YAA,9PW%F8';%T99XP9=CZ8]E:8QI M:8V9"8YKF3ES1VBA9$:_1`\SB#F2*51ON5=(F0J"*8:&N5RO66F(27S((IJS M]EZ:4$5GUCFGR52IB5DJ>93!F91`^5#%F0IMU0F@F5VY&6NE>3F]61>4Z8F8 MN9+#:9R0B)TN&90X5G_35%T:%T4Y-Y3B2)T4>9GG>98@N9D,V9ERAA_>R9P) MB!#+"9WD"9'F_^F1ULF3/YF=J."4IP.5Q/&>:1%,WC!FH!6?]CF5OTE;JXD* MK:F+L3EL$TIOLWDYZ%9)0+>`H4D(]1F9]ZF1^.C.=!60F1$RF=FST1-L46C M*6&C17F=$*JC@0"DI".D-T"EHV.E-Z"7P>&D<"FE@!"A"EFA^D>FA'BA/\6D M*.&EJ@FE@B"FM+.0]!B2`OD*7`H<;`J<.,J:8)I1Q[FC?RH(=_H;>>J@;AH( M<#H[<@J0=&J7=LJ6(*J-FZ!]_*1XV*EX^:5/T:`]-S%6:3"5;ZKP@VL&.0KK!#JA9IJOI*JPHK M!$4A$]P"(`LK`Q*K8A0K!A9;<^WZE"L;H._*KT*@%F$B/%O#;]4ZL><:JB<; M!@7+@!I;JAQK5"/K`M#7",+#'SY:LDR6LWW_D+*N@[$8^;,9&[2I2@2UV3=C M8S@"JK0SM[-@X+3`U[(]*K9!^K(I-;0P\!")DW1-DSC+=K,FR[1\`+:L`[4B M*;512[7P.@0YP1ACP1RGX'(_P+6^Y[5?0+>K8[=UBK=WJ[&[J,![JB6[I<1;JFF[IPQ7NJNT_54RJ90+EN MNP!-1Y)7QY>VF[M_]Y>ZV[MK!YDVZ+O".W:(JSI\-[S(JW7%FSK'F[S.*W6' M=H'/>P=OMBV9L3PL9[/%^J5RNP?+BSJ*ZZB,N[B.>[8>BT&Z8#WK@;8M0+C7 MU[T5:[A>T+/B=Z(J_ZH*TXJ:V]NF`8NM\"L&](M89%NE9FM1[*L-[IM^\ML% MWYN"`YRE#PRL!IJK.?J_/-NK?NJ?J,## MT@FW2]N_Z)K!6Q#`'WBPA9FP0CO"#%7"5W#"<]FJ'^S!-SRU.URK8*G$72O$ M7^O$6@#%-"C%ATG%53O&/FRH3*RS9OP%:HQ-+,RM+NQ",#RB-H3%5J#%-6R9 M7YRW.=R5(4S!5OS',SRF@TRI73S%D=S&^VJ^MHJ?N&J6N@K$*:K#Q&G$@O\J MQGM)QH5;QUZPP3Z8Q^!:R(T;QAU[R2*:R=6YR9K\R2C*JZ`<"$A,EJQ,OJY]SPG-O?[LO0!M!0]]0Q%=OROJS@@=RPI=RWS:T$_,S-)5`-12&-51/,D%?3=>Y#`A@3:YB#85D305F+3I"3V-=3\-=@B-9KK-:R.=6&7=5)7=GH M+->8[:N:#09/#52J+=FLC=BNO=0,/=>;+ M,AW-T`RHY\T'GET2%SS66HT%[QU:_5VF_^W?`1[.`ZX[!3X%![[8BEW/^$SB MCMW2^ES-_`RPXTW'ODW;LVW',?X%#TX2$<[7$WX%%;Z'V$W?/0[@$RW@WHW? MX'W=(L[,)M[1VAVKW"WD]\W(1<[?"&[9"F[/55[B^)O>G;KB./OBA]O>4%#; M2I7A&+[A>]?AN?/A4A#BL)W@#%[>Y+W@H?S*3V[1^3VJ^^V:9'ZF>\ZNMQW= MN4W95^WF`IOC*#WC)(3H75#C(W'CH6WH90WF3R#FYW7A?&[FN2/.)R!HBZ"< MC/^AZ2C@Z,<-Z7XMZ4Y`Z;IWY2>>Y73^`[[`8-<+6..0ZM.WWK9HZDVPXT!F MZ7[.Z^[ZY_8]N)@PL]ZV%48@ZNQ-ZJ.-ZTR`ZMW*L(K.!8S>`O9AM&2C)2W,P^:=&>QN&N!=/.`N2A-WX1:(/Q!>6^`N=>$_0ANPQ0N\^+N]-; M\5[G81:?\6D`O%BH\1X?[YK3O![_O"#?7B.O\='K\8NQ*`LQ.;/[":T;\S(_ M\S1?\S9_\SB?\SJ_\SS?\S[_\T#?3[P3N-&`>]ZV5$C_OTC"E16T'QQ`\PZD\BJCHB/GLO8$`C00,OJW MHA:.L?&T#AS&WVHU4BFTTCN[0?S`L15S<@H_<2N.TBG5'R3'QD_X309L_M[_^D?32\FT)\IMR`=0E(+TH``8Q8E+98H81E0 MB-V\^P^&XDB6Y@E.E4%HEV,4"@.W$H7F^L[W?K,:%"PRE@L3@=%6OJ;S"279 M:`^E;>""0!;3J/<+UA&&BTPL8IBDR>>-,@R/R[_3[3H`7`BI6`%@#A@8IU8V MHZ6D8I$HR-C(LSB%H5!$92"$U^6HN0F2Q\)F%@FC9,=I>KHQ414T)+JJQX8J MJZG:=D<8,U.&-MOK*]*5`0`PAE?44`"`/"#D\OL\A]OR)Y2D08SSX@S-[;5X M:5DT'1Z!7/#6G?Z3G3BA`5YM-!RO7K^NX:D6_+IF[Z_3@(`R1!3&$-F&[I]" M.5TFG/\K%N[AD`8SA/Q9B'$$+H?G8'"$N(97QI$<%ID;$X'CN0C%`(`C"=,3 MMH?X.J)M/60K/.VI(S2; M4KWUC!)!HP87NK:$&P-&L\>3#4DWF#2VIWB&"CM*:UWV!\E%+4J)*)7Z#$UR MEAJB<1"TC/H7!JQVKI`!4EML[%F&B50^8/PM9('&//G M.V/WC83$1UY!>L?($,!+N_"7%3,6%)B!+NIEP(M+YPQP$8*]J+>@$#).&&%+&K20HX>=NC@&"OR>.,F M6.@8@80;?@@A!R`&R6233CX)99123DEEE59>B6666F[)99=>?@EFF&*.26:9 09IZ)9IIJKLEFFVY"F0``.S\_ ` end GRAPHIC 11 g65006ji.gif GRAPHIC begin 644 g65006ji.gif M1TE&.#EA"`+N`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````(`NX```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R`P@P&2>E@&&4RH01!_-[)769$`!J>[B2UF"-=#L9IEL MN]^-0&%.IQ.D]7E44!#)!0P%@`L#!00$!0,/B'F#-'.*"WP%6R:0#).5$'*: M%G)UCAAR<*2E19]Y0G;/#^T>LCK:1)&=3R6-OV,-&[/@`,"4`$2&,A2@`#X@FU[),`8.U6J:(D4]NK M0HI>(6)",ETP0XA6\?E'--)4@DAU:IRD`.E2=U,#!0#K$!"B`4N?'IH*X!`8 MFHB\R<33'F8Z2'38S\QR!1O0JI;B M8*O^N.W,$A`ZEH4)S+K;ZK?FNW^C2Y>5R@Z>C848`]]E7&!C0[S/\0SEBM%E M!IFO1#U4L0JO[#]9FMY>W"FS/Z]Q$GSY+OCWPO^&Q*0(.OE9(<@Z5=2RD60T M=055@\VWB%#J M*=>$7-C=X8TPSSA%XEJ<,0/<9_E%A)A_W.#4!5J.T?5C'ZVC@M;8=,X>X!4WBYDS259D1"**]N=+BJ8SBX+>&9@4G%%$Z*)]%5Y1"YI> M=NIE8-:)NH\>]04(4'__A@($["!SD)?,)YI*JBNDAKXDJ;;9\`9,1W32RJ2% MJ#(1FZ?H:CA6-O82UY):\70==5@ARWVV&27;?;9:*>M]MILM^WVVW#'+??< M=-=M]]UXYZWWWGSW[???@`>@L_!D/UIFN&#HJ*>.0IRECS*3.!+(L\_LM-=N^^VXYZ[[ M[KSW[OOOP`O_?;<=^_] M]^"'+_[XM(\1E2&E<;(1J9ZK[O[[%HPN($"B;51HCO#GKW\$$F^'T"_W:\K^ M!DC`IY'H9,RR%0$7J#_"1$T=%=&<]1A(0=1YQC54D,0`XE/!#GKP@R`,H0A' M2,(2FO"$*$RA"E?(PA:Z\(4PC*$,9TC#&MKPACC,H0YWR,,>^O"'0`RB$(=( MQ"(:\8A(3*(2E\C$)CKQB5",HA2G2,4J6O&*6,RB%O^WR,4N>O&+8`RC&,=( MQC*:\8QH3*,:U\C&-KKQC7",HQRG@Y"/A(URQ@4: MR@'2BW%J`B%?5X78D>^1D(RD)"=)R4I:\I+TD(3F?B6]$2EE@G;$I"A'2:NS7KW&]BWV'#./HIE0]^\E,@+'D8IS,]+\;92B7711DQ&H"2V!Z MD28ZR99P0&E,*]X(:Q_1X!V;2^KSGP`%DR'YJ3A_!O2@ M!QTH01%G4(0Z-)\*7:CA&OK_T(K",Z(2)1Q%XPF9CJ*E.@FC@T=1J[JWL#Y55TQ= MF1V"^E6M%BNA9$V<6=O)JL!$5:20^%[N\U6X%HR>?9YR.B]`%KT!E MR#E"NBY>"I5=*N=+W^:E5[T@K:]^2XD)2L2FDR6J7@3DN]\"&[AW]\6O2@[, M8$FBYP[_=>7ZF*7%!"N8#N)=8%@BC!8D!;!+%K[P<9(0X@MGF(`&+8>!?(D_ M#958P2>FP8OQ&^/]92$MA"`FA3DT8_766`8]!N^/42S`:4D0Q"*VZ)"%EN2* M+GE_U(VF*S9X'ND$&;M/=L&5HYME:FZ9N:3X\G&[W,S=;I`)EAKE_EQ%39^F=(-YFUDP[H3/UL6*W2!*R"-:T^!YV"2-N6 MU;$,+F3P#`J>8CJK,'VT&UQ=6U@?$K8`$JP]@RIL5;B%IIW>]:>-&FI]>E78 MH$WTH9535$[ZKZV\D#)_BYUZUP@:.[X24% M.,2E^_")QY/??M""QC?.\8Y[_.,@IQ+J#@[JBEO\MF\XN3Q31W)FFUSEZW4# MS.')\IF[$^,C:+FZDV!S=]:\YQ[_PKD(=([O(P`=3#\_>B,2KG0,ISR@9TZS M8.;-SJC?-^E-G^?+FR[T#P24I3-U*9]GJ@=O(SN@6,]ZUT%`]&L;_9_%IG5, M&\W3NV(:H6GG.M/5_G1]%E;NF18J6L'*:(?F7>EK_T#;,=MWOG*:T:*INU?) MCO>19QVYGKZ\UMM04\"_5*NY<"NB_WGXHR?>`XLO..<=+Y=J0,;1';7T04L/ M]--W(/4.7WUO"5N8UV,ZU78'5N7KJ?G-*[OXMM>`8T4_%IY:]M:5?3Q`:=_S MY&\`]POG.=PU_KK/-F%E&T$SO?5)?9M;7P/8C[C,BX_+RZ7_GN?/P/OE&7\+ ML+_]EIO__\7WKO?U%[_\,U=_%Z!_%*=[F@>`,">`%D"`*.=_!Z@#D!,.&"$) MGL*`-\=_B-=XEP>!-L-']E(>%"UK""\L%(\=5@M?."6'5@/IA?^W5_D?0`2$-(U--A`\:#M!.$U0"$ M[&<_^D6$D`0RVM!)K[1C&^*$2[=U&>B`&S@-R$(_'G9+2(9\&&AZ)]AT8N@B MO?1A7,*%F'=\,KB&2@>!.-8`&Y1`?P0T(IB&M6>'1Z<#V=%[/K),9UB'7JB& M8(B".5`[K%`/5):(ES>#$R"'3M>(;&AY:+B(@:B)=\B)BAB#E?\HB$"'@"IG MB1*`B<87!&ZE`#4HBJ7HB=5'!*('!K%(?)U(BGPG!%K5#RN5#>R'BB>GBNWP MA[[(4L"(B\,HB[W(B_U7!+^8B_V$C-#XA;8XC(;=8(!/&HCF%(C^](8O>(!-3X.:PX M8D@PD,;H``'I?O_HC[NH??-8C0UICQ'Y=@\ID`M9D!=9!`F9?QEI!`9IBCU' MC!9WD(O0D4.PD97SD;1H?B!IO(D^WHDT,)E#MID1.)D4FID=LHE/7_R)`_:00UV3@WZ8[8Z)!!B911>015 M"9!-J95%J91;2013R3A="95AR905J9!+Z9$S&01E:55O*01G*95?R99C601U MJ999B9=IZ99M>9)WR9&!201[29:#60,2(3D4Z()S&02'*9AK60-GL3E]!(*. M69A#$)DTF9@H40MZ8CHQF7./"02<"9>>&0-)TBT`IH..Q(3[,)!2N%^R66!4 M^$B:-"H`EH1#$P>P^9O`&9S".9S%DYMT@H43ID#.M4(_PRNUY!Z_M)PJM)HN M\89F*)W,Z1OHL(>%HIS8>4+%HBJ'>&1IHPFQP`J:``5QHYY2D)ZL$@?-4#;G MV0_OV9X/4&5O_W!!T%0.TH2?57-!UH`QR/(2`&,P`>(V_+)3-3.@_+(Q[!2? M8*-6@\`O*%.@67-`.509UG!LO+`L'@J:!&DVH\,T:`%6MR0LN,!4&$HVSI(Y MW*(;;K$L_1$F/>0.R_$=5T`H/;*B9W,NV>`KD:"C8.`<08I_8M,19B(Q>E(; M`L2C.&2C%(*C#L(?H&&D:3,Z45HDM#`@=B$U9[,F].$H^_$S8HH:?.I#!T01$JBE_?`-3FHVF>,(44JE3M&I:M.H]'JA&$C: MI'U80S9*,4,2(SO6)FN33+!8I,1!I%-ZI:ZJI,%")Y%:HZO0:$P!"[\RHA?R M-*\J$^80/=7Y*[J!K,P$-CZ1240%HS+BJIEJ0R229@H#,VU"H6[C3[!B6-I: >H0>*-H%A,* GRAPHIC 12 g79643ja.gif GRAPHIC begin 644 g79643ja.gif M1TE&.#EA$@+N`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````2`NX```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R&)@N4PQ`QQ```!Y+JF:9G++[7J_D()X3&Z0Q=!``1H: M%`B$@F"C9CL$9SL&#^[[_X`Y9V=F(T:?(&< MG9Z?'X-E#'(+<0926(M,"@`"C%.HKXUJA@$$BW)LBP)8BK.*E%<,F`RQBFE3 MP`J\FZ#/T-'/HF.%IHF6;G!OP6]Q4'!ND`MJ!(:*<>8`Z6]4VM]UZP2^AY0+ M]G#UVP7NWF+2``,*[$+M'RES`N+,J5-+03Y)P990$>NET54*_T"! M`;7@T*LWX-448/7"5+J-/ M`P1*VF/RIE3%CR8-H*S7"J@]9S*S:MV:@J:U8)!TUG28Z.,]*`+<.&5FQXU$ M<(G(8NW&[:F>J\DCJ73RR;GG$]+ID#P*7#L1&SQ96J="\C M.7C.*2AVEBS5GQ(-\05,NC1IP??.N67X<5)*.8W7%'-U(@2*%ES,&Q#?_Y59!)?`06"!@>(.7F!B-Q MC&3@@Q!&F$-"%S&C#4@29JCAAAQVZ.&'((8HXH@DEFCBB2BFJ.**++;HXHLP MQBCCC#36:..-..:HXXX\]NCCCT`&*>201!9IY)%;-`.,2:IHAN234$90SDV7 M)=32.%%FJ>5]>B1T2"**;2EFE#IAY*4:AR3HY`()W>3FFW#&*>><=-9IYYUX MYJGGGGSVZ>>?@`8JZ*"$%FKHH8@*NJ:4XJ%QYCQRR&'.`U94:NFEF&:JZ::< M=NKIIZ"&*NJHI)9JZJFHIJKJJJRVZBHK%EA2BY<)U9J2>6/F6N0;CTBZ""1> MZBKLCZ_<@XU)*0&+Z[#_S-[8(&\,3$KKLLU6*R,BVO@2;&9K6>NMC,W0(]1F MQ7YK[KGHIJONNNRVZ^Z[\,8K[[STUFOOO?CFJ^^^_/;K[[\`!RSPP`07;/#! M"">L\,(,-^SPPQ!'+/'$%%=L\<489ZSQQAQW[/''((M-BYBM^VVJG&H+??< M=-=M-DAOLWJ!UJ_.]1^G/%=.I+]^"7GC M_YAG/C?B'RJN^>>@#_*X'RYYQ-ABR5H>>.BLMUY7B9Z[+OOBH_>A4K>4>%GT MY;/WOCCG'L;N^_!RUPX&"/`7R'WX-SJ/[ZT*,OY/OP#]_^AO37W[O\0>:OO^SWTY#_ M_M+7$QBCL"8 M12_"AXQ4%"..C*@.-=3M)N*1PG=Z9\;WH#&*:G16X^8AQSABAPP`"*0@Y3'( MQJAC$KZKHWONR,0\VBB(4W!C=A"9!R8($A=2P*1'VO%'`'Z0BYIS9(V"&,CO M\#$M]\K7OH8/?4'YQK1"TIBO_4P(8"WA M6UF@I%]0@24[H5E)`'=8(B06A(M=0=*6U0YQRD99E2W"93N861CL3CCH`6VP M0HM8O\ZMM"_X36ZJ@I9$G):U01@M!F'K@C\J;QR3ZQYN=:#;"?+V!5H8[A>* MZ\#C_RKWBZX=ZG-;&%VU.7>ZBZRN6[%+7>WZD+M`].YWP3M&\9KMNN0M#7,3 MB-[T`F:]!&RO>_T"W__)=[YBW?OSMKTS^"[\`"Q@F!%Z?@0\\ MD`2;;\$,#HB#_QIA@IJW;!"N<#0F?#X-Y_3"9,NPAT'!8>N)>,2>*'$(4;PB M%4?OQ"P.A(OC%^,4S9AX,*[QZD!6MH,,FX/E,?R)1" MLCLIEI5+_8%3LT[3>X;,3J"U`/M0EM:U7O3U..&,F/WF/E1(R#H,"^P-V#IT MN(Z`E2DT*389(C9A;G:PA2U%;9./V]WV-O[`?89HB[L'SP:=N<^]@W0_D-T" M)#<9U@UO'+@[E/6VH+RUF&\9[CL[_?;WO^D=\!G<.W,$+W@,#KY,A3_QW]UR M>'8'+G'H4KSB=H1XPC&^`H9GD.,3W_?&03YFC9,`C:N7HD&0R[5C_[8^CHW^NZKOQ=S4T_Z&`K)4$X.4G#!_(Y" M\6WVOQ@Q[5U?Y\U5+KZG%S/O&N4ZPNMN=[2WG9WKA./<6=IU-\8]\.NT.N'S M:_A4\IUM"^IH."3"3C?R?0R+E_P?7+&`_3SA%^<(4-VSGE'`<_(6D8QFW!__ M^,#S-)Y;CALYRAW7<:1E\D>?YN=!FLE][MPB2M]ZU3_^AT5`F:Q(]5*8"&_S M`[2=@XW6<*8[$;IC!7I'9U---H2/@F,X=F4/$-NY=L M7C-YYC)MFT<,YV`E/B.%6KB%7-B%7OB%8!B&8CB&9%B&9GB&:)B&:KB&;-B& M;OB&)B'>KB'?-B'?OB'@!B(AX5*&*$(DF49A;@(@OA- M'Z$-J'`1#1(25[*(,"*$%'$[.2A]P4&)++(*4=9JJ1%^:G()2?]8BJ9XBJB8 MBJJXBDU3.^6`%*Z6@[=@.I*R*'EVB[B8B[JXB[S8B[Y(*FRA/<@!%Z$(@K_& MB2*"@JB@$(^1&KTR:;\W:\AH(LBA&K&(>K0"6M.8(@L"'&C1+=)2A-MH(K<7 M#.;P.JK#+42'7.-G2<;0CL-0,*;WCGJP'PY"@,RA).42+L1@!U'Q(#*#$_J` M!LLH99O1%)L(,(C`C*U6%.;(D+UD$)4E6Z5@%BQQ'L5@D>`1,!<)B[7QD?D@ M#PP(98?E$]'A%`\1%R=I"$1(MT9:LE3Q6!8N@-E9IKF```.S\_ ` end GRAPHIC 13 g79643jb.gif GRAPHIC begin 644 g79643jb.gif M1TE&.#EA!@+N`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````&`NX```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R$A@N4PQ`QQ``&!H.IX^[$9*?4B?W8PU22Z;7X6T>MU8 MIZ&!`C0T*!`(!<$F#LTW`GAW!0,\`G9XA!I\$'%K'-UH#:B"H90!*T2BP^V'9&5N[R]$)=L#*@&>`9<"@&? M5@`"RE3,GW^H@%-3S0#07=!SIYK(@PMQFLW>3-'-W$O-"]L*7.A5CV/BR+/B MW-?A\(M?#+CQR*"\BX:L61U?"!-6`J8FTX([5>08J".H4R-!L@C42?2-_X"W MB!4%$8HC,F*?C_3"30EDATJ:D&E<'@)'$A%(C*04#&M4+A`A1*HVS?PD!\"= M4O]0";!X*"@G/`442IV*A&&:-AZ7^N&3$F).KA(/,C!D1P"51:PF1C5$Y6"W ML1(;Q(JHAR:XN>#4,BO0EBF4N0`&)4ZDD4]:?X/(&5#JE^[D M45&I:M[LPVKF!4U;FA1,K!-$PR0)-F`6*"*LS)',%7N[8&Z#TY/80"X/?[YCBXF=8>$BKZ/L6B?1<9\Y:]\^P[/#B"/EZ"J=V_"F M.M#'L`HN]#7(`;,E0C>$$E`GG9U0\9:OB0\G^/_`?>8'6^D]0M]DRCTT2US? M'%**2<*,PY1PMHS'W848JN!=A`J.%A=$IR6FCC%B*5#,-TO`IN)$!%`1&W^0 M<20.;G[H]]=)K]GG'GNZ@9>=4%W<(]%XS"EUW2N0@4(=CX`I]6.&4$;YP8;" M+;">'*)(88=09K$R5XE:=:`XB3$U`%KI,9B;CDS6)>>)4C;J:`946A<=48@14$%'0#H M$5:=+B^^-&::X6CJD0*=)F(CA,^](92H*>)Y8`.=H@*56FDD0E9+MN`1QC]D MW3&AI+LR^NBQR*:PU$/_A`S07UQ20-"/!=%BP,1JM$201[7N9.O`LHRT`@HM MV'3`[03>)JONNAX8,NB!=7SBZR[07=!,O>SFJ^]F6IU:!46#\H)O!?`-\."^ M"">L\,(,-^SPPQ!'+/'$%%=L\<489ZSQQAQW[/''((/Y5]BR MP0GP[LQ+5VWU"4V+*IY%+>:1A[]7ARTV"%G_U8S1'J6]R7UCM^VVO4_B)\K7 MR1`"[MMXY_WM9^O@Y\G9YZV]MK"$%V[XX8@GKOCBC#?N^..01R[YY)17;OGE M_YAGKOGFG'?N.>8?$C<_=C+^Q#R6@7T[;_WUV&>O_?;<=^_] M]^"'+_[XY)=O_OGHIZ_^^NRW[_[[\,,(1_8R$4_,@^0ZQ/D`NNH$0!)L9!D%.(>V^A(3T$R?I)4("6Q6$-% M3Y8(K"2FE*A"J$BS%P) M4W_'U*4GS9`,M@W.7TN9!3*,P\M&^5*9V*P@,QORFD'%RS'W<58UCW7-;)K3 M#:T$PGC$DAC`06UTXW14.<])SW3^8#Q]$\<[B[,4@\4S2O.DISGMZ0,+/61K M55@0?7KV3PP%5*#8)&@/#*K_%M.A36JG95KV+C:U\C^%?`7DVP@U5@ M80U;-<0F%H&+9:S2'/O8`$96LD&C;&4%B-GO:7:S_;ML9VWV6=#N3[2CI5EI M36L5U*969:ME+1-?N[W8RK:KM,V>;6^K!M?FUF2[Y6U8?SNVX/+6M\0=F7%O MB]SD_X9LN;)MKG,_!EW62G>Z':NN::^+W8UI%[3<[6[&OKO9\(KW8N2MK'G/ M6['T/G:][)V8>Q,+W_A&;+Z#K:]]'X;?ONH7!7WT)%0DM-\D]/>N_ST!*_J8 M#+[`QT0)+K`&#AS7")?@-/KD6D(EC`0*E]7")-B2,?*PSTK:H:THF>(>K!BH+1;!4PC#EH*Y4Z,UYL&-?YIC$23C.BR,A=1.&F0? M#'FE108!-`VEU(R^2KA8SK*6M\QE\$9`%6>*Z9"22N,FJ[C+;^R%G4X\ED2` M%<5FGL&3/1KE$(PAS@9&\Q+KC&E,OY70(^RTIQ.RZ8B.&KB@-NNI2U9J98IZ MU;QH]4=AK=Q4A_#5M*:$K%F9Z^?:6JZ]!MFN61ILZOY:@[@N=AF&[<=D*SO/ MQZ:@LY]]!&:GF=H:L_:>L9WM:$N;V^/UME_!C3%M%YKO&(Q5B8&G/6-`7[?NA>V(<>$H$9P$1@8XS[G.=\YSUI&<@EC_[;GM(F`;W$S$HH*+IE"7SO2F._WI4#^< MRP<9]@Y"^?@LQSEO/(\KS_-@]Z>2,^\J4GY^DMGWIYKE[SK7?]ZTVO.GO:U!^CM0YM[W>_^M+WW\^^!'_Q!#[^UQ3?^\6>;?$0O'X?-=_[S+T'Z MZ&=`]+SO!30*\S=V#%SQV">AFNV`'BT5#!9>!WWXB;^+G-#'RDCK_?JUV7XW MDWCA]OB^_]_GCWQ?+(%-&N81F%)]R<5_T.<+:D!3:[,4RQ)RK6>`S.<+>\$S M\+%RL0>!U*=FC[`E5@G-D+Q."(CB")%B")GB"*)B"*KB"+-B"+OB",!B# M,CB#-*B"&.@&65&#.IB"Z2)BBY$*2`=X3=A;VA=-`5,;WM!/!\-Y6;A,UF=ITY>!9;@98SA<:5@) M:TB`;3@!;QB'5#&'=/AI9_A'=SA6>:B'>X@0=OB'OA"(@AAK?:B%A6ARA\B& MB5AMB\B(02-TDB@[OK:(<"A]APADWO6(E\A1CZB)W6:)>;.&H/\8;J*(-Z18 MB8?8B8WVB:K8AZS(&<:%0H)05J58;IPXBKKD+-7`1'D$'WGD0N=TB^EVBG6E M2[.$,PE(1:F4?[,TC*^8A[&HAKIT%$/D"&PT3)ATC=A$C/F3BZB(345T"47T M"3-$&*N43=[87N!XC,HTCFC$!:LD)\K8C=%XAM-HAN_(C7R4)4F6CNIXC].7 MCW4HCOS(%XQT)O0H4.M(,818"2W3&+"0#YXP";L%CYK4C,U8%"P$C<+6CI40 M*%JA)?V$*E=8!!0BA])E+K_)B"``PCM]#5]QY1#N8HV6&NV)18R0M&J0<@:#0*J'15]SB/")1UF9>? M9B(F9B*N9C7P@AE(6+)\QJSTHC.`X*EH!J2 M09F:N9F-&1!3X`]WQ@1A&$=?,"YW]@4'DY.892?((11`9`PLH2NMPIKU MLV.:0!$B5A/3@![LE18'`@X_")A]0`@_^$G'60QMX@<0,2<%82S8A6%-H@DR M]PW782(Q:3\I<1"ZT$X]HA9J4F#T80L'$2)-L@IQ`TC.29;7V1X'M5^<`"'M M02.4XA[C%"]YB4(A3A*>\;5%\AD)]%DAZ0E&(Y6?UI$2%@*=V-4(W!`7Y?E5 MYXDJ`ZI#,"6A^HD=_"E>##HIV`F>0I$BU)F=]E.AKW$6-8(9&=I=B$`.LD!B M`T)#\^)QD*B=/+8.6)<6,FH<"NI"` ...G=FD3OJD4!JE*Y,``#L_ ` end GRAPHIC 14 g79643jc.gif GRAPHIC begin 644 g79643jc.gif M1TE&.#EA#`+N`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````,`NX```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R%1@N40U%\\%@#F91I-0ZH_)!&RNV+!X_"B8S^@&VAPP M!`KM4$'`(!`8`C.A<(?D^6QB>78%`R-O<0MS&G]GB1@"?623E%AK:VIT!H-N M`H\>BPMV#'Q>>9H-;P1>`*-#>:F%"GF?'0&>!@2:N!FP'Y&5P<)#EVFDJ'L& M4UZ=6@`"G@<+6A"JX*LLJZ#Z<+>)Q3./IZ-+0`,^HF[S+U&X# M<,QNH0$$Z-`,XLC%6>9FB;HIA=H\.0?%70-?"@@6+!BP(31)PS)JO%'L_TPF M47<0&;A'**2>/6WLW#-TK`Y&,^,D),OBA23*>Q'GJ-I#9P^;DXL&[;&SQU`K M0":)PADP--$;:]>0;D/ZK(](/7#@##44E`_*D87LY-M4`""<:W>$\E%@<^W& MMW!A=#2C1E>D18C>:!IUCQP#0YI+TEP\OP8);6O5=%T=JP26H8`?# M?:2/(8A`-(HVVK4AP#U0:JDD<@J,MO'C6VKXC;A:?@+N9YL]>HP5FDC9\4AB>@@NZ.23$S0(W2@1 M#IB=,G\Q%I@B+Z&"63;_L44;LFW20"! M/4.?C^KQ^9J`]X%F(51'6JFD@6SY!N6BC$HYXP+WM-;:``BE-0<`D6*VI9B: M1"K/&Y22Y)WQ%;":_;2LO^G.V0"& M1#7+9R/82.OPPY!(0H`A^_&IS&%91``&!!XZ($T5&-M"P3L/;%S+)R&G\L`4 MJ8PE`Q!:<:!Z?HLAJK=N^^T40/1/ M-B'9EA;M;Q(E_/#$%V_\\<@GK_SRS#?O_//01R_]]-17;_WUV&>O_?;<7S]Y MBU'Y%0\WJ4O"Q?GHIZ_^^NRW[_[[\,^O"'0`RB$(=( MQ"(:\8A(3*(2E\C$)CKQB5",HA2G2,4J6O&*6,RB%O^WR,4N>O&+8`RC&,=( MQC*&D"G=2Z,:E=]0@Z M/@;RD(A,I"`):3M#*O*1D`SD(!E).4=&\I*8E.,D*:DX2V;RDZ#4`R=7YTE$ M3LP3[3+,%.ZR!E7BB5S26`*_0HF&38[R;Z64Y#O>X9-Q+.,=:_"E,`OQ#D_P MDI9KL.4MZ99+0)[RF)1Y!C'#%Q6SFG"9)?;0F8MVUFY=_8QGG",)S7C:<[&"&L_ MY-0G._EI-G_>$:#D>L>I:OG_CH+BXRD5U:>_&+HXA]H1HM-\ACCA5,R+XJ,Q M!-6H*#F:.(_B$9KXW&4_@.E+:6Q+6!Z2)RT7RE*QN92.$V,*M[A#5*80E5NC M:A?1+O139_84<$U5J50OP=.GN@!E4;""%!!'A*A.]:MNL2H.\"2BR0P%2SPI M7"6\"E:I5E6L3KA+;415OFMP=0AL;:M&WPI7%.B..,,"!JT$>U<@Y%6OR.1K M7TU0HAD)MC^#4"`2#HO84"IVL220D)K*A[H[V"D,E*WL)R^+61$T%DRG&&E= MQQ!:T6*2M*4%`42V)*?]4.9""IM/`'>[A-:Z=IN\#:YPATOZV,VN=K?+71@I=T2&^&$,^TS#&YY+ASW,,Q"'N!@C)C'-3'SB M9*J8:RQN\49?K+48RSBL-+Z:C66AKJRF3^V#5"-V MU:SF@:OU"NM8ZV#6;:VUK7&`:[#J>MC_1ABW?M-SW)'1$%#J0!!UM%`/`RPVVA8-2X&0` M58[`(9_/_;G?F;PWFS&.28B/@7`*>VPP'.[OAG/\DAX7@][(![G]&'7>/2!Y MQO]]\DBF/`RJN,N>(J$W3"6@F)WI,&Q/1F$(='AE5J=/)4(I>D@AX%[]Z(C4^C!A3BIX=.2A$ MPZ[1L2.!.XKH&V[W_B:U^_WO@!^..F(Y2S38M)P'#?P?4^XI$!U.87@_K^+A M.72-VG3IADQ\2!'2]+=,E$*Y585D)3UYRF==HT=-YR4.C_B2BCTN6H"`1"1? M>@:?7I]'3>G1PXY-D[Z^@C)_;>7U*=%IQO,IK#=^-3L/_-H_=/CZCJFM0$5W M@?KK>/Z. MSA^HT+]__T?JWTG]:S+__A=,[A>`BW1[!"B`S7>`*`:`"LA_+:6`"VB`$#AZ M_#:!^R2!$.B`4&6!%[A^')@O"?B!\6=G'TB!;U2".-8U[_=(&HA+*#B"E+"" MBM2"?B.#:\>`!TB#S/2".$B`.C@W-FA*/1B`/^A-/(B!#3B`)0B#DQ"$AU2$ M:N.$_(6$.:B$(CB$_@>%[G2$'EB"6H@V4NA45.B#5LB!3)AV'_B%9Q.&`8:% M^J>&#<6%7L.&?@2'_B6'*HB"=D@V='A@8TB$96B!9TA['+B'"8:',*:'@3B! M@VAU7KB($-B(B/:((6B&;GA_ANA@2WB)\Y>)G)A^DH@%?7A'GO_XA_X7BHVF MB)4HB)_H?*78A5=HBF\(B0J(BD"7AK1X@+9(>I28?8BX-:-H1Z\XA[]88ZKH MBYLHBYB8BP2XBT80C/3'C`'HC)=VC`T$C?BGC)THC:?8BK4WC'F8C+!8B-RH M?]385=:8$61E&+/@$'$3@\68-=@X1^#X`BAU%XMA7I'7A/&(-?,H1_7H`IQA M.@K3&##W`__(8=Y8>@'9`K1U$?5R(>+`C^)(C+VX<8ZU.S($%>^95F>99HF9:Z!1`=DP6/T`5&9`5O>056L#,'>46G,A2F M``AG<11%,1[3041JT2E242II123L84:-!QM&(0L#N1J-^7,\9%"(\1B+,`K& MDAAR14BNH!>>D1WRX9GA<8YH\YF;`5BP09AUD)B$=`I(@A.N,"ROR9I!E)DO M"2CR@ABX"3[2Z4;8.2(L$AB=,9J""7K)X1G[4IW! M*4;^40_FT17A.J4;]UF6"_04`?(@KY02J`%ZUDE&Q+,L).$E18%PSD%$!)
GRAPHIC 15 g79643jd.gif GRAPHIC begin 644 g79643jd.gif M1TE&.#EA$`3T`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````0!/0```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R*1RR6PZG]"H=$JM6E\!@7:[#3`$A#!!X#5H1>#P0`!H M9#^!<%F13L4)>R&/ M:YB$E7"0H`H$D':C#*8%?*P3`&0-CUR!%GV-N+FZN[R]OK^5DI*4"X_%EB6/ M99@F`06;!LZFJ,P*TJX3QA/.@=H>M\#AXN/DY>;G(X_"DZ'6R`.@8`4#>-&8 M!/`&`/?$QV6S^/#UB4//4AIB<9[UHV.IP+*&UDR-40#OWC^)9";J8>!L_Q;# M:O(TC@FC#5Z;D`$2:F3(L9Z!?&#H:0QPCQZZFSASZMS)LXJZ= M60DUC7E$X"4>C_XH.E2HA96S`33G)8RF%5.>1P#FE5IC5:M'4QF;7LU*D&+3 M!<["@A+H<&TUA61?%D5J"I:EK]BXECGZUZO1I\]Z*E[,N+'CQR1^KELH.>@> M?.Y2!K4IQPQ@3UJ#&N-F9B\KL`J"LF3&S9BR4DTQE]8[U!*F-JIGLS98ET`; MTJ(;$MO$C72P2,8)9^[H%K+SY]"C2S]7>5BEE$QA&PC:NNA&=2L9BF%C?'11 M9ZN%43YMNZEK;)>)&5LUJ2-JH;-LOAZTRHOWG__#":-9-X$EYYXKW5TTW8(, M-NC@@TQ4QXY0#"FU'2@)TO$6+&A=Q]%_97F!GFZ!R>+*/,B`Y4U\+$&S`#[Y MM#,/9LIT,N!V_UC2UW9OP>4=A9EIITV&&T%HY)%()JGD"1)"LIZ/E%SVEC+, M';8=,;F]YF..@G'%TFMA/:F7:5EX)Y9&QMRF3XI.FBC5>0YI\QJ(7!&R"94_ ML@2ED`C695F/2P8JZ*"$)MEDEH$E1A@^F1@U8V*8#)*GED'.1MJ(YHTT:9]3 M.A36&(:A69:F(I[B)E=O=0=/HW265M4:>UQ%RFP,X)78D$6A=4^AO/;JZZ^* M9<$%+1Q1QL89PE85`"S_6]@$"SR!9)&'M-900NT;T2`T2"S%%E/&M6!PRRVV M6:PQAVS=TO%M+.%2.VX_R&[;AAEKI`L7/%MD6ZT7^ZQQ!K``!RSPP(N)51H` MI`&`;B'&$>SPPQ!'+/$$]W2H\#.FU#*%2A-W[/''(!L\\X\]^SSST`'+?301!=M]-%()ZWTTDPW[?33 M4$M" M;M=M]]U(5HEP6+@-J$7*>`8FF=^_] M]SLPU6%M@\D$_OGHIQ_#R`P@#)<6\ZHO__STUV___?CGK__^_/?O__]&2HD` M!TC``AKP@`A,2?P`R,`&,FUZHG.@!"<8-`@"CH(8S"#-+*A!LOWA(1C3B/)3:IAT)<&A"-=\,HODQV74-92O^2N,0C%G$01L3$.J!H M1:1-L7A5+"/+L(@P(AH1C!=;5N0$I$:I'0H/!*3/*`0HQGF0(0MZ%$8:ZQ@R M-BK0+T!9EL*RF#$FCI&04+MC%R\6B2RRP2]%/&0@(S%(2'J,C;!09!\Y^<9G M&#$+1TRD)W_XNB)^3ABES&(3/X5$UW5RE1(CXJJ*.,I,U'*6"IRC),B(RY\= MRI*`A.6S"C)+?/QR';Y1&'6DZ!%N^,.K4G_%'Y>DY'OI&@O.0G1C]&N(JL0@S:A"0^!-JJC M0SN4(DVYCS]2=!9,7*E&;8G2CLFPIL;$YRE7NM)+*K(3.WVF("&6P*(:]:C$ M]-Y-<=JSUIDKF1798[DJ^4=YT/1A)ET>.KNW5*;N[(S4@UA6E;=5TW75JSD# MZ_#*&JBQNC!_9T7KS=0J/+:R`*EXS6M*?.!6&\)U>DF5J\OH&CR[KH"PP#.L M"OH:1/S%5;`T0^SO%)L"R?J.LBA@+!7_*KW`0G9EENT=9IDTO=&:P*UX'*`@ M_Y@5J;86FIR-GF<_&[+0\LZTR2@M7PTZ24DH\:?^5*1#!]H#F93PN,@M(=T$ M]EC:_Y9-MSVP[>YP2P*W=NT.$QU%+>7(2W^><[?26V[`FNO:+9YX`4;>\K(LO;E;+QID5\!>JD%2H_CC1HG+ M@_9V4:"7'.5"[]O@Z>T76/WUK\H`C#L!A?*UO]QE+H<)8!VX=->IY4H* M\"=CP(Y):>RK*$MY8E2NG96_<>000Y/+1'%ED<$<.Y^:6/^.!SUB'"9IWZ&B MF+>45#(L3)Q)=@*%SKVR\YTCEF?:[;D#+<1C7[BYY8I>4]".=C+LGDKBDE;D MU3!Z]8(_S8&^075YD+>DY(8=I>M,/Z_3L:+V!4$\THZ46XT6]G)A'1X_8 M&G`P>90)5%W;%]G6F29@@?U*UK!@HCKRN,1&^WBR_& M-*]^K6^!"9N(_29B5252TO@RTX]35;>1^>WL1$[2H28,N!SBW>L=&#>Y,(^Y MQ&-`\8H#[.)'SCC)U_V\=E]@K*S__6D^OWCF?]IWG^I)^/-F#H.:V_Q7.(>= MSVUQWI$_6^DZO0H2A9MK35X:Z\UC^@N<_O1>1;V5.K]ZR7L.]G/NLN/Y1+!" MY.PZL;O@X,*S>PO(7O9"G;W)X:LZH7=N=>CIG05X#][A5\#WO@_J[R+7`>0' M;7#!5_[):U>O2;.Z>!4TWO&!FGRJ`T_XP:N=Y\[K?`H82_!99M-<+,\V#SX/ M>B6)7LW1M3P.$I_8MB]/]9D%Y29YN>)ROKA-/:!][9%T>X[FOO27/WWAE^Y[ MY""LFI5T9,=7?OS/\[X)_`P42V?I9'B>VD M)S_?X>>T_^YO8'[U4X#]EU5]R>-^I[5.'.)(\G=(?51_LK<#X)=_#M)_:<=N M`NA7F1=VU?=%$<901U=1X_8Z!%@"#PB!#"*!SR=]ID>!%\@\(5A=J\9HDB9O M'LB`+?=]^)$ M(C"".%$E5T(:X,"#)HA>0%@#0GA;1&@\4!@"FE5$+.45#<503^@#4G@3D?(6 M%--"%TZ6',R:)PZ.('["&U!$GAX@C8Z")6.B(,\"(=LAV*__X>Y28=VHX MB!`B%H9(!CJR.B0HBC_H@S<`B>IUBHJ'B\!CB1Z`B>5@-FB13.VRB=4R+,9X MC,B8C,JXC,S8C,[XC-`8C=(XC=18C<;XJ0&^.#!F>3QH M>21Y:3QM^58G>(?3)Y1SR3MUF0%@^77W=Y,^TY?%LY[=Y0PD)CW%I?(0&F&3#!*3S#V2`_F4D(Z(0L11^QB9G-"9VUZ9RC:)ZYF8?1J5^]Z3S;.3&L MR5H;%6@;%FBA76BN).BZ]>4B_F4 MC4E$$C&AO-1=3'B9-XJ7/,1H]%6CXAE[D@"D)BJD;DFDO2>F-4FFOH.D%'"= M`&.62E0=EY1-)X>A5BJ93+1P;X1M/MJE8`J8YZF>STF@>&B*9DJ7#ZJ9Z_\YI(': ME49Z.V@Z`6I:FBY:!=UY;-])9.]42JUY./NIEJ%*FW1HF^D)J*-JJH-JF(6Z M/(QZB:U*!3^)G#%%$\K*#0K%;,4*'=D9/)\ZIGWJJW]JH,%*G:=J.ZDJ`:MJ MG<>Z,7TFH9.Z#Y6V;'O#I='Z'-,*/-4Z6?$*EZ7*I[\JE]NJ.]\:`>%J`?TZ M`_.)':V&$0)+52F1D.WJ'._Z._,ZA+G*G/4JJMDJJ!'+FTLZEL.J/`F;`POK M.QO[&!W;.PWKA0\KHOD:8-U:._L*`2O:@#;(F(((LX80LKSSL8Y!L[LSLI%8 MLB1:L1![KZ.9LK2SL@_PKVFZ:F\62/GT9IS_5&ZO8[,V@+.Z`[6,(;6YH[,( M>JW:ZK,FR[4*ZK4,>K&^.:R7=*$^0(M6X.]RIXQ MRZ25"TT[5']R]%ZK4&+==[@R4+BW`[IN.SU8B[(\&Z1X"ZJKNXM".SM$ZP!M M"ZZQHVB!Q'7["[Q8,+L0D"P2V:B)VXAU&XJ/>W?CVP*1BWRM6Z:7.[;.^PQP M)U0BQ4B,=GS8ZP+"_TL[]>L`]SL[WFNZJ?NE52I110`X10KI._=Z6]#["_LM._TF.\5<;!>L:\4@?"("C"89G`&CNLN.NL M88&[E4&#)W4(&+Q.4?F]'$O#L\B9_%>^B*?#*W"^WC>Y%-NB,ONRKF,N"%:9 M1KQ1E2FG;#NN`&O#-Q##GOJ_K*NXV`K$`ES`TJF\J`J]9^G%>ID(4ORT,^R_ M/##&LDG%UFK%6ZO%7>O&7PO'8;N^>VO"R4/!*X#&3(P#4HMW&AP]'NQI@3QL M)!QY6(RO!RRL=OS%BQS&B*#'EJH#W6E\@200R^)FMIO&9PS%-M"XG3YRANLQO*JRP0\L5GL MRXALS70[ST:)>8G,K>$LG-\LSOY,SNMC MSGDJ4_*7D-S#QYQ<`YXLTJ(\S?E,Q/U\RH8ZSD,,TJU4;GZ+SC8J M2E,\S0A=S22[T+J*SS\+U.[9S2I;T10]T=H)T_O_7,.M1*-,%)LRU:;^PLZ2 M'-(T,-)77=+OI]4%"-'"[+I('3RK;#T8_03N;*OM;(`CML[PI%T01]5,G.B]DJO<6=?<*!_3N#?0*%S;M1*]KE M3-J[[=N?K-KD*]WFR]J_'3U\72MEW73;W03)/=C)?=#/D]`YQ],[&]%9^]7J MJ]YG&MO&[=X>.]NZ?WXC MSAW7N%W:#)W#U+W##][#UDW/V"W@-6OANW/*-KBA@ODHRO? M=9S6'A[:1Q[=J"V^$1[*33[*P,W?NCG<=RSDOTODJ&SD,_[A-1[B;>SE\1S< MNBWFFDWF<\S/\[W913ZS',X525X#X8W?J)O;/UFSGBNSCRUO<\@R[GQ6OHQYOB"HWG$JWG7>SG%P[I&;X"S/(O)0,VA-WF<2[HS4/> M(?^,Z!VLZ.7MZ-XLZDIIY;5#X-W]E=%[)JOR&]:$"JM>P6].N,P=`UC-Y$MN MST]NTBA.ZD4MZ2PN["[.RI8Q.?[A!?4BZZ"]W+4^VEONX+N.ZY9]A+V^U5%> MXJF'ZOC+[;/3KG$P&)/3-ZW!+3"NZ;<.`YMNXW0]XB:>VM->V=FNX]1'[$%N M[T/>`E>!.#CB:C:QX;-NX,_>W-&NY#N>U=?>U?&^VO/.X_5.Y8P,\8XL\,E^ M)0W11@LD`C'.Z,[U=.Z1D#&Y&"%<1( M`ANOY2!.X_=-YZK+[F,NY5]NYJ;,Z/KJ[01&]#*L`G'_M``EXR>IP3J*.D(0 M]/12#W-1/_563T)5?_5:[X?/MO5>[\/:]/56#T%A+_92G_5F/_5HG_9/O_9L MGZAN+_4G-!0O[P`#84TC8@UZA4#F]Q=[__=XU?>`/_A')?B$?_@'Y-%DA?B, M3T"*[T*-'_D)X6V2W_@^O+253_B7G_F(#T%!Q_E_[_F1KX]EKPIE$+T[5O/T MG?,VW^4X_NZZ?O`S@->%')HFK^(LG^I&ST.L;(SO$Y",JOHX7^@W?JLO_K$S_-U#N:2[?-A_R[_P'K[LI/=9-WL-M#FR(T`I6IB>F*G.V+B>L@R2/A@>'BB&%+66/(($BEYV4;I8'FID:G)TEGR":H@6H)7J@!XFI&JRMIZ MD5@:*UM!"\IX.ZO:L,MKYYNK MV2W[30D9SWAWKWCU==:. M6$*!X;2]4GC-X2AO53[-%A5RW+I-^D;)N\>R$J[K_L+RC"W>8B6)S8Q>0O9Q MMGT8<:6JC[OV/C90&1GL?+IA;@LAV('90^]@@?E?+]2,Y]1[:V)9(G*%F)D]*)F9Z4 M568C(E)86F%=68#*4/`.H&B%^DV>F;!A(*I*A^-*I%I)>H*JFF MFY!)(*Q_"AH:FCH:>FLUBZZ`:A6[_ZK0ZQ9UOGB,I:^YVH"Q56$:#+*AV,HC MM%'B&JVN0_+R:PK!.L%J<<-**DVW>C59&[.\@&H6I^F22AV[Z)C*DI;%RCN, MLG4YNX"]5.!KBJREJ#N&IUJ@&S"\@5)[HL%,T>N+OL)V">Z=XF9F[BW\%@`P M%P)70;#&"J^+L'8?J\6P*@YS^VW$%5Q\\GCD;EBQ+!TCEC'-[JX7LB_;-I&M M"#L?,?$>05/(LK_0&$T-K856,W,4&U/1LQXW)S2R6R4S,V/ MTKM).V7.@YKMYM2G9JW)UD8,O5_1Y;YL8\RM-$U:S4Y7;3/:NO#-&-M=RS6O MRG;!O:?=-/_2G0S>0SSMA.-"0,YSKM%$#<+/1F`N@>8_("YGRBK+#3/CS2HN MDN6-JVX.Z]A>N]!O@C_B]N>B1TQZW::7AWHGDN]`^1&_ZQ#\YJ['GK#:\1)> M[^R*U*X[Q+SO;G'OEPP_0_$_8"^#]GP<+P[LX*[1+YDTAM9>/HHK)^5]@7P??*KW^H,V#H$OBY_UF(@>/K')0CZ M+UP`/,3%_/0OL;6+;&=JX+0\*#+ES<%S/@`=&$Q(F=QE2H`69&%8YI"40,(;H#!5%?22"D]'P,4]B8-G8QH,37)$QS@P&9PKQ/G__``]'?80 M23^D$4Q04UR"8BUJJ& M1;3?$A-8Q@@VKWPFF^#_TMB*-\XMBP?\H!;#R!T9CB^/=F0D&L]()$"F;XW. M<"'%VN@[1+Y0D?@S)!/'R!90PD62="+EZ':X+TLZ1Y5PV*(*NG@'33J(DV0, MH=]*Q4>LY5)K?O0$*L/`R@QA\GJR%$PQ#7-,(=UQ@8Z,)"3YM\=>7H"2@0QF MXH8IE&2:P95TN.'CO#D<<-IGEVU[8AZB"$138L*:E\)F([@I`EB^`)Y2N^4& MZ9@V>[Z+G(,S8S2EN;)?5H:=-B'HP+09_R*$?J&)$)`G(D2IQ&9"TWS\I!U` MIRE0EQ$RG6.2X](.2J2H/WUZ46H*L:-8)"I(/1D,>OY!G,1C*J*V4*N;1.JY%*H%AO(`JKPB*["D>A6TC@%Z`4@"`0!@@!P,P`($<)M0W0C3 M5')U#TJ5@$-;T-<(_!4(8/451&\JT5M8U7;J_`$!ZOJ!N19``!^@@`"T=]>, MY!68>S4F3@\1V(::M9LB7%AITY!#&RRVA%/DSV1Q48.)3*2NJVPM@#8[T,ZV MLK!4".U83ULPX/]:3;A72&U5;=LBY(YB(@88`,8P9H`)7/:RKVUG8P>X42L: MM9`T/&IW/_E9^APVIXDEUC\?>-Z"9B$&T:7`!`@0@P"PU[I8K:9NA9G=6_C6 M`8,UP7X;T-\2B)6_H_59@4-@7!>L5HK7M4%E*\#>R7[@LA\P``"8NRSETK=, M5^7P3+VJ7]XZ8<``/G#F3-PYM>)%Q5>HW8.;BS&YPK?"[9U4`&Z,XQSK>,`SD(`MYR$#V,3&(C.0D)]G(^5*RDY^L8^>"!,I4?K*4@5+E+".9Q$30 MLI>#S.4%#.#+9-9QF!4PYC*K62*457.9V:QF7T[AL1@%`(T+`%<(/W;_SWSN MLY__#.A`"WK0A"ZTH0^-Z$0K>M&,;K2C'PWI2$MZTI2NM*4OC>E,:WK3G.ZT MIS\-ZE"+>M2D7O1<-5"`MT;V`@-@0F7GR])8RWK6M*ZUK6^-ZUSK>C]R>&M+ MLR#E4^]ZV,0NMK&/C>QD*WO9Y:E'GID-[6A+>]K4KK:UKXWM;&M[V]SNMK>_ M#>YPBWO".>Q_QC![XEK?(+W?KB\&ZYO MPRD^,(+GO%WT]O>T:9N$6+PV.HZ-^84_VAKJN$1,9=;8.9!`/;-)_*! MF`<8#`,(PA0`$(2DP]7F2;=&=556]*Y"*T4DY"TPOP*F#'H13 M6UWI4#?ZSE/=@5FCG.=0UL`E^W!A0E?@PE;V/'.K?G=[43Y5`>4 M"4BO00Q<[?C'PK7S*A.`<_L.=,Y/Y/1T'?HV7V]XU,^5]9J_K!JIZW.XTE[U M=;=L[!/<2MKKX[67+_[R,>YXW%&W]H^?0/,-$`0K]"#[TN=^='O@W.5CONZD MCWZKHI_]^)(?^]LW_?_L/X\DVE^X!LY=/9XUO^JXPGS:='Z^X>7+7-G7?YIG M.**W?#Y7=]1'`'(7>.<'>PI8!-4U8?UW2@\(6^QG`8[G>Q$'6@$8@4P0?9I' M@925/M6E?MB',>%W@=K0@(*7@5,P802H?C*G=Q'#?3(X`2_&7C&09Q1H)R\6 M?BIX80(PA-4'8Q50A.`":W36?_%U@CYH@-$V@"8H70%8@^M7@#T`A#&&9[A0 M@S9';S](A1"(A`98?SX(+CC8@QA#@:)W9?`'>AY8AI+U=:_U6)PF5@75(67O(?@`H;#8(73AX8W]7A7QXA>`R?RCX@CA(B5:`?!3_ M0X%NPQP3[QWHS MMWESA88.F'MUEX*OM7^EF':MYX@4@(L]!P"XMPK`5X(PR(JFX(I1J'R&LX36 MIXRJEG9X((M"DH%O976-.%=B@(C+%XF2@GMM6(CKQ88?F#X7)EO."(#4UXW\ M]W(+D'97YGUB$(:2$H7X"%UO6`0WQGH5B(100&M=O!\EU<$A%=_>4`>E>(&AWYI>&5$D!%-AOC!>5'+A;#(>3$"=;[%B`'5=Z M-H9]#+B-NR4-C9@%17E_AJ@RWN=PG8B$\&:4\,:02.)/HW>!3SA7[BB6@6"`3^A^<-5\(2B5,4*`0FB'6`>,E%=YA[DL M%MA\4PB"#%B9VR2'ZQ=]"[F*IIDJL,>'N[>(S#>2)&D%K/F9F6>7B@B91_AB M=,:#N4B,B7B"\46`6KF;RB:*J19ZJ%=7MXAV=UB"J]B= MC.=U`,!%EW8W:/D_]5>1GPEU,)>V/&>J=7>7"%GM?I)2?X>N^)@J'' M@.RIE%XB@>59GUY'7<('G?NI=_EY:MHI?Q"JGR[9H.[YC/!%>Y%EG@,:-ZNP M9^('AO^9H>49!"W):QZZ@.2W?_/G>H$WH<(F8/KZ'A#R:9S,*IFHJI#49D#PZ*7!:HVWZ@WXVIW,I MIV&Z@*WY*7TF=TBZ,GF*"V2J;H5JJ(>*J(FJJ(O*J(WJJ(\*J9$JJ9-*J95J 6J9<1BJF9JJF;RJF=ZJF?"JHOD```.S\_ ` end GRAPHIC 16 g79643je.gif GRAPHIC begin 644 g79643je.gif M1TE&.#EA$`3V`*(&`/___\S,S)F9F69F9C,S,P```/___P```"'Y!`$```8` M+``````0!/8```/_:+K<_C#*2:N]..O-N_]@*(YD:9YHJJYLZ[YP+,]T;=]X MKN]\[__`H'!(+!J/R*1RR6PZG]"H=$JM6E\!@7:[#3`$A#!!X#5H16!&@%!6 M"`9A`>`AKK=E:_8WG,K?P005:1N`8G<7;U>*BXR-CH^0D30"!966E@)?!5H# ME5Y\(91J!6T!!6.4`P];IUJ',*8%J@L$E7V5LPJU!8*\$P!D#917F0NB;ILEU@JF;91S!IT2V#>4H`:FM;?IVZ>^$]H1W,+N'8// M]_CY^OO\S]'2E:A=6V`JTX!98&3I"=")P$$#`!H*'$B05+5Q`8HMP+8&_\R` MB+4^GH,C:T[",>!FK?D$)XZ;8]ED[22U@PW+V.SXO(,D#4=NO/:M%QCRYY-NW9MK]+`YM85R"&[ MC..JAA%]>M0=OJ5,^U,L\WYUC40&G_.3`7.]*,M(M!N'QBG44-:D'/<\^]$0AX[O"QE"B[ M8-)>=IJD6%5X@-C2F4Z8+"<-<(?`H]^*OGQ'(X0%)JGDDDPV.<.!/;;UG(B= MJ>2@A8,`XUB"4HZW`&=R96(*.W$EUQDU>657GQ?J.5091;)@PR(MO#KIZ*.01BKI-0`%5".9U64Z97^9 MCJ->BE_28PZ8#VRXG&"D8+.=/#)5->69^`7I2R<6L=B<*B^6-\=V$<95E"=3 MUN0+EMX9!HI[%G;)Z7[_%0)'C3F31BOMM-1J!:6E7::UFD/`AJ14=V\D"U%( MX8IYY1B!:=J`J=T=9%A`(14V!FFI1,.F0.@X(.PQ,LD;[B=V5CBO1;'H6R1L M1KI+(H\QU0L979=NA&Y:BHZU24/59JSQQAQ#D@47Q*@!EAQG?&QB`,!L414P M![W"\AAE9.$%0YFY$9<;,X-U$)HMEPQ&,&8@)K,9=_A6J$!`#YT%S#AO@^8; M0'MY=#4Q!_/ST$DC+2;4WT`MM]MJ1..>-/``8?86A M+=#-]MUXYZTWM0UM&?>@AR[ZZ*27;OKIJ*>N^NJLM^[ZZ[#'+OOLM-=N^^VXYZ[[ M[KSWWKG)9:0\LN_$%V_\\1[TW2VWU/"*_//01W_\9!4NAHVK]DBO_?;*P>LU3WY)=OONCI9!1S4$32[-3Y\,I!D@>\_?O___24DI2 M3&,1..!/3B<"H`(7R,#:;$E@EQF&;PB6P`9:\((8Q,^O"'0`RB$(=( MQ"(:\8A(3*(2E\C$)CKQB5",HA2G:$1^N>U3J;F>"/]-R,4N>C$)2E$*A=02 MJG1]\8QH3&,0N.``RE7C;&J,HQSG2,,RC'O?(QS[Z\8^`#*0@!TG( M0AKRD(A,I"(7RU1LU"W99LM=NLZ%2]2E+],6S!C] M:)BO`Z82A8E,CM&0`-J)YM\P(Z9VU&<62Z", MG.70SANT0RMS@G-UW43B-]\Y+1I^I#`O1%D[KXG/@Q@SE/0D73R/.,^`3LJ> MXU3GCR8WSM"P,PO[!)9!33?_T"I.M&,(!0;*Q&).=4:3%./5',N9`- MY"SG)1;C%9@M#88%+:FCGNDN:'(4%^ZZ)QO28].(DE2FBCMI-:=Y"7;:+Z3I M>6%,@RK,J);P9TGB)@=\0M6=3`6=4.,F!H#G/3VF63WGPGN2(2'28*=V`I?4L5ZBK',=D#BQ"=+M5)-6&VVK M7`.[N;H.U9CWS,[?SED)O]J/L0>M(4YVT56J2-5^GUTL9DT*P\6@8ZSZE"Q? M8V'92@"66BF-K6QG2]O:NG&/O1SMXDX:ALK>U*;5W"EK;TI6Q/WSB:_U8FYU MFS@7_VY4K!$APTK4-\XQO'6O2C5N+ONX7.;NS;&62\]SB_HWFV;$FMG=VW&= MF-PN=M>[>0.FT%Z*$VE\UJ41+:YZM\O']\+W;A4M8GM58#*0&?C`"$XP@GVP MWB8.V(3^_>_:`DS$!Z.`PD.T\`D:S$0-CS#"$DX;AH7HX6SPEP<<#B9WJ?C3 M$&=LQ$$L,0E@#$09CR#%R4FI5]773M,B!R`V%H%MATQDVR(.Q"[F&(U_&.10 MG'@'.+ZG-'/C4;'<G<-88T"9 MZNQM?JP96;A*>\Z[AFEOXVKHR5ISV-CN@9V/Z&ABLEK9(NYS5WCMT5ATM"#7 M)32'G7T!'%/VJW>-*\J\41HYN/NOV8YBN=&6;'1'BMDXI+<%@,G.Z9!5U%+. M=7I3'<.J;I0;UKSXH1-*W,N*^]AZ*[C!'X7P&RJ\%R^L-GJI&9%[`^>K$S>V M#.=+J_IJNM"F+72Q=6!G,N17NN3_#$U*,SUPC)Y[Y!LKN0U/3@'G#O7?"K7V M+EH+&XI+D>D3X#*P`9+8:*+GL)4JNC./CG0^3Q'K$G`AT*/Y!N!$?:_/A7FX MK1Y%M$>`R^>\MFL-L=>>MODKJYYBB\O>)*77T.X0B.>]Q]0OZOMW[HCW>#;+(3?EJ&?Z8/XEE?-X4H(SV6;J8]3G8).7_-4I_W"NSA[SZ$4I:5:.H,X+?O=F'WX/>G]I MXK/7^E$=ZN7=.LW.4A;PSI?BX&T3./R\3T\NIGX,?S^/X+<>N=@__7G9/$#S M9O]O"@5__\@]SR3JG2IN5C)^9J5^,#5ZZH8#XV91PC=S/(5=(C5J\[=>N`<# M"5A$$_@"ND<;-$$Y\N`JZ)=^!T@.(6@#%5AA\4=6-255-F<_TJ5SS?=^3G2! M+I"!LB$O_8$_$,(-ZK-G!!AS?C:"-5""&7:"2B2#+2"$0F2$+$"#L5$6II(& M<%`.S@&"[K<#/3AW,B=],-A$2K@"2!A$7:@"3,@5Z<,<4%$8:Z`*I")A5QAY M/-"&.Y<#7UAC1-AE=7AG/C"&UC(7YM(8B!$("!1F<`APTP>$-#"'3':'Y*:( MER:$89@">I@5CI$7BZ$:[?`3%"2(AO@DFR@#B$AFC&B!=YA_"__%=J.V>I^B M`Y%X%?_F<>HS")EX-`HVB[18B[9XB[B8B[JXB[S8B[[XB\`8C,+HBY^(9L,X MC,4(:,`8CL,($>BT M%PVP%($HB^*XCNS8CN[XCO`8C[L8C1S54*N'"@(),M[8D!`YC6V4BMYP&""AB57X@QDIAYT8`P!90X^( M`J%&:]<8&%7V0B%Y`JNX%9Q""TCC6@(H4X/(>E;8D11HDR_PD6A%A/MF4RFG M6`UW?"^X`RL)?;,QDZYE@!N)@#CI`CK_.4,I:0(I9E-:8%E7QD]D<'MYR']& M"2E(674UN90W\)35MX!0%)4ED&(1]U$K18I=QY:80@EX5SAA-5!0?L5%66DX8XL5%$MY7/1Y?+MIA:()F^41H20+CYI,] MI7V0)911(I=7VER86,*&UUL)K_U%GZ1Y2?"9I+0IIO*)HJ M0);K%YE#5)DWUI>J&)NRF22T&99:Z)>NIYM)B)Q@J)CB%YP'9YLI,)P\!YTB MZ9L<.46\*0)SZ9S]()WKEI=!2)T;9IU,B9W,&44QR9UU*9XFX)WE69S3:9ZG MR439&0+;J9[Z_^">(@B>A\B>:4F>8PF@-G"?SMF*4*24\/F="?J>=:><0%2? M6R:@-4"@P6F@3X2@#5J(_#D#N%F`\[E$$/H!'8J2YPE%Z8F?$TE%&'J<&KJ@ M`;JAGBBA_2F?GKF8*`H"%NI$*PI_+9JA6]AA#OI#(:IF,CH#%"J;.=I$.VJ: MM0FC'NF?EEFD,4JCL&FC-^H!2I#0UIG4AH#1PJ:6;I$ M7:IB/KJG?+J:)VH$>="G@CJH>OJGD)*F M2K2F8-JF/!JGWC2G/%2G&S"B85>B3V2H)G"G.8"H282ICI*F;F*0H/^%$RI( MJF`%$(KZJ(S*I,;9J*T:@Y"Z0Y*J`9I*J\`9!9R*1)[J)%EJ7G#9;=(4!H_U M0JDJ3\5*4+$*:\F:0[.:`93ZFK]II=':G(V0JT>TJTV2I0YGC?='JL):-J'5 M(:O*I>/JI8YJK%]JA^F*ASU0JQG@KC9@K4:$K?VW?CEU:M?$$%(%;.$JKDWJ MHC:@GWKII#=)I?$I1J@/\:L@=+M->)L,N*0PG+L+?_*@.-.&]S2*\_@*A&]7W\Y%M& M\6:<"5!KTZO;1G62%5&*A:KE"JT-+:P$-6P&E)4TJ%1!T MZPG5E*52ZP.(*FTQVUM?Y2:K52E[FR1Z:TU^YT^4U5.*]K.6$+0"!KF2:;)" M2[+TV;8V]+9RV[1F^D+J=)7="G/G](HQ5+@\D*O19*%2AAN!2;@W"T-5E94\ M2U7J)%)VE5;$6K:+.K1J>[1&RZ!GB;D@::E.9+H=`$,.R'R-J[6H*%J*D*N( MX;@.@9CWEZ/&.R!I*KM\85J3&&TATE`P)+E#J+NJ2KF1B[)&I+D4\*QQ6:4K MZ[YSUKHHB+OGY'6E_^NROO!L1OVJSU7II52M>']-7UF1QKID?KSM%!4R'Y(NNYCNY ME@NB!PR5Q-M$`&RKZV>U?V57@!-L'!;#-T"U',=O#/%X67NW&)PW\EI$)9R( M)XRL"SR^*;R;+2Q##2P.G`L#2C5`VDBQT=!6*HBO0[P(?=N"-9=3+:@4IBJJ M6$7$`IS$E:N1`!N>!)N395JP2-NN4XR!E:%IO!=0Q;:Z<-@J]0PY]>!^-P.;LR2-=T10=J1A]K2D]KQI-S#C0T3K$M\K M+44A[7MU799H'^3,C,S,]._7EEAUFQRF:+?5E;NG.].&7-/[F=-/^L9.*RMAC+='=[=@3C=I*N])%Q-FEHMQ%@-WW MN]MSZVV09XT^)UFIL+5;_U0#ZAV^I&W"W&VN9JW$XNVVJMV9@1W;`_[:Q^S2 M.]R(T;VSID4KP[9>H'VA^5W.8LW?WFWAX(V:DIW:K@W#Y$U$>\M&;W0<`'S? ML4S4-42]]\=08O'@E1+A.CKA)%WA9GOA-9[AE[OAX]WAJ/SAM%P"9O&UED@3 M+LD")NZZ[`W%/RNZWV9E7/RXU\W;-@VE(W#3BNS,.!W9_YVY/BY$YJTAZ*U" MP4%`!F%%=3Z\/+[.7;[- M)0#G3B@:XC.K1][%FSK##64B/6M4"D59_J;;LHW4^WWC4R[U@>PS)1YDNH?NO"_-;GD;MMPG<6NY>C"NI'6NUY6^N_V] MQI[>TUO.YT!-X*QMX"<0"\#1$X(+"+<0YB3@M:QYPZZU@I[5O+6NI;=^VC2N MZS:N[;VNKK^^DZ!^T>&>T2?P-^;B!0:4*ID`#T".YH4BY0E.Z=E>UDO=V$UM M[T_=S]_NPN.NTOW.TB9`:@H000JA"K%8[.X^"O*.X@O?VX]=`U8>S9KNA<2= MZ3L][![^[^5]`F;T$GNQ,!6R[)B-!_`>KR4/\52.!BD?`IQ.D]ON[;NNP,%. M[`6>\230\0[@*BRD+X0ZJ*#4\T`?]'GZ\T)?]$%/]$;_G_2"BO1*W_1#GTM. M'_6N?'927_5,7_5.?_58K_1:O_5&W_5&CRJ%\^[-L>X)5&1$]I6F@?9LW_;E MR&)N'_=LK_9R7_=$UKS+9/=Z3UMX[TU[__>=EDN`/_BU_40^1OAZW_+RA_AV M#TI`Q_AU[_B#[R/MZRJ6F`HBC^`FW_"MSOF_C>63L/(1.O&W6?&;;OHKD/`, ML)T']@>/LP5CU.[,/@*K;MUQGMC7?L^YG\][+M(QS\`!CBTS;_,UW^,'/M2) M[OF;_]6Y3N\.C^^0[=O1S[:]S^_#;_S7[^?'+]B=S_R3[OWU_MV7#MQR#/H2 M?_'=?M;%K_W9'^K;+^S=+^>W_Q_:S8_"\V[_+X__Z9^ROX\`I')`1H*US<:8IJ!.KK*FNKP MBH$8NS@+%NKNU#N'O?*.)[$G`0OT@9_0#L9I`9PU`$,XWDY##124LI!T%,*+$B MM(V1+%ZD9K-7QSP?H85$MC)2R87C6OH)RLAHGI<-8V[+N6SF38Q09^VOHW4_U-M988(,UKI(V4.6Z;!OZ+,4Y M(."6J/O&0%S*[CW9EU".A7Q08#A?D\M>?KXY\UC2]UAG]/[_>H7N2K;;H4_D M>ZKP1_GG&?\&=$L`J(:`2K0G&&ZXQ#?=:/*=YJ!5PM4UH3'EB>OUM8V! M1"`(AX==3!0A7+H]R`>#]U6H$XNX7-C?-S#^M^%EZ;%7HR<@OJ&B'3W*A]\0 M]IWBHH0^R;@9DK/=R.$T(O:P8X$*FHC,D'#\>%V0:*Q6Y"M:\I`A&P26,:.& M3-K8X901U4;BB3*YB:(+7]9@I1ISTJ"?*TJBMTV98N;XVIDZ`DI)E&5@J0:B MIMUI`Y='#M?E*GZ>,>87DP)&Z'&"NI-I(H9^H2BH)<8)RZBF,)I"GIZ$22FK MF&X:6YILPOI0FU7:JDN=OJ&*@J[Y_T1Z*K`D)=DGL4X:ZYF:,,WZE*FFA"H7 MKR#XJH6T'ZBJS9YX3EW;;*8:T>MJO'^96`2W![+8KP;RD.*H5PWEINQ?$32:[I*S(#/P$ MN31@[$3!3WA\D<(K.%P9R>!)C.8T^^(;,(W_NM3R'!P?`3+-!R,LL@/Q4O4H MA3U;B&PO*TN1[Q85'\LLTA?C&LO.']_<;LX-.#U7PY#^+'30+VJ-#M=K+OVR MP$RG0K7-<"(<1,U`2,U`O?^@G%FQ1U/,I]+JA;W4V*.4;83:)I/]MYY76ZVR MUY(:WM3SDN=V M*]J_4@%B._ M/(ZXH^6[\&^FKKH&L*M2?,G9GWQ\Q-U/O#CB:D&.$OG5L>X>^@]>#WP.U[LM M4/*Q%A[ZU\S;[7SSJ3@.A-]FJ`\D_^'@?<.+W_=2YKG.A:]^RP*;_H@1O4>T M+P<"-`;["C@(^&50?IHZ8-SP!S[0.1"$$)Q>KB*8B`E:L((P(.#V]L-!\WA0 M>23\(.GR5T-.F;!I*-1(]=(&0#NY+CA8VQH#33&TVCVO54L4`___?L"X%#R1 M@D%,5!47Q<(7N-!GA$O@_;SHO1S.[X;[TYT3>^@'%<8@BT8Z71N-QT4X@C&$ MLTBB$HIVA"BB`(^/&]T"1S@Y-U+IA#\LE2!7L<45%K&.XN.$';/01'Y%$C1F M)`P:\Z!&&+#12YN\PQ`Y\DE&/'((?`3"*'M02B@VTC!^%&'I$'-%41VRD!=\ MH>#BJ#WZ*="(NQ1=+^V'0S*6T'34@^4L?UA+7')/F3"=Z]PAX-RY-VYBIY,E2&0X MPA$74I'8,:TGP#]9QGA MV3N<_JY:"A!`$JA0`)`28``(56-*<6%/I(;2*ZL42E-O,TU6`C*@-1TD#W4J MO2=XU`L>#<`,1#``*H05$$=EZ#*_N=)\OE2M,TT95,^8- M+JI.92Q4WRK-J4-;&(1>12`4'.&J0R!ZFEP6IQH$<0O#8&L?W`26%06P_< M]@4))0'(8H?0S?^*X*^!_2M1/2K:WEKOM*U3+!*?RE3'/@>Z8C%?)'+;@=VZ M0+F=,*P$@(O2OK=J:35K,W49T7%2URSS35`U93I7N[ZS MLIC-8U[#2]ZA[O6S!E#%#-1[S-`],E41G&4'3#E*E>Y&WS5 M\I;CH64)=%7,V)L`@0L<@?16X*_E;;.;WPSG.,MYSG2NLYWOC.<\ZWG_SWSN MLY__#.A`"WK0A"ZTH0^-Z$0K>M&,;K2C'PWI2$MZTI2NM*7Y3%1R%*#).RAI M+CP=5`.,]:"D+K6I3XWJ5*MZU:QNM:M=8.0F5V"HN>CIJV^-ZUSK>M>\[K6O M?UW(P6XDD\`NMK&/C>QD*WO9S&ZVNRQP8F@3=CY>]33.*B#L.D2;VL2&PV"Y M;8%LF_K;[JJVM+O].FLG;-H4$+:ZUXUNT6+;W.`NM;;9;6)0;/O:]2YW'=R- M,WKG^]P$#_B]#XX=8'_8HXM`1*91Z@A90YP!VI67`!A.`8?+(.*>%ND")+Z^ MOX96`@`P\L@UO8"'(W2VHKWXR45-\5I_U,P-_V"YI<):9H\SX08FWT3/XQ1B MC,L\U`C]^&`K@:*+7\%='"?Y)&Z`"`*\VS0++V_&=]'QB/,\YB@"P"0>;O*M M7\X`)?]XO)V@D39X*UE5YB7@NA$#.0]58E<(7A;AKOH=W!V8T@"+IO M&@!E]W`T-$W4P*KBIW%R!!GN[G$1U)WP=Y]`Y>,D"#(D@:B1#Z_=1UY>GXH^ M3@RXP14B4'>]02IZGYZ>]`N8@.T13V;4*Z"D M=0?KRW?U<6Y\W@N[3SWP._\@CY+4XVD.JNM5[WF]"M_FYQ)^`4IZ]\WSO?H/ M;YNQ]ZY]DN]]!@_/N__S8?YWG!1BS.$EJOCY7O\)@#?I)P=O$B)`?^Q'`='` M5^WR?S3G:0=X@&2'?E97/:R7?60F`E>0@*!7"$D0?T;P?@$8:@MX#!8`@8WW M7_?W@04V?WTW@%4"$EH@II&!NY7@-\5=_+A M@4,X7B7X72WH4U/HA2[(#<=59L"U:2$F`%,G'Q`8AND'7JDG@-7S?E:X=QA( MDWAW=(>BUH>MXPAUC8A"N7=(\76C48`4/(ATMHAM&RA4'_ M:(A+MXA6*(;`1HEKJ(A`R(1%!X=85(78HWB,V(/N(GT&B(;8!X&KR'BR(6EURYR2(HVJ(LO&%1!1E)1,X3`Z`T>&()!B#!)R(RJ$(J&)U[- M2(-DB("&>'?0.(1Q\GO3.(B:)H2(B#/K=W+N=XYQYXF^%HJ9%@7A]7WPF`9> M=WQ4*'MD-HI2AW(A972PF(6J0(]-<']!AE#V=XNFX8%W%Y#`AW)"XW M<'@[`("AM9`[\%E"!W26R%6Q,WG[J'QHDX0?&043")"[AW)NURZA2`51,&(D M%EH*>040>2Z9!HZAZ%4XB8PH^(\Y^8^SUH6]-H0!_^D(^.@(-T"/*H4 MO0=SFP:5+"!L&LE_9("1R;!VFU:4.,B'I.*!5\D$65E>3AF%M4@J(1@%C@>/ M,VF.\>B,&UD(BC>6Z!=D1RF(SUAB=1F5**>6Q5=V2BD?W3B36YF66'F5,]DN M&GF3B&B$>N6#/T"/7M")(3"90'ELW4@.(#:2(-:5,`>8Z].-'P9BE*B99FB- ML/=R;KA97B":FT6,GR5R(.65J9E[0"AZ'G:'5>;%4D&^W>-:U::,E";(56;GVD:#&=MB_F$X2B)I7CP@Y>.BIB^/XG9;XF#$PGA2*?YNHCD'):^#(B'?H?/$I MGRZ:?OZ ME,F(/5`JF43'>*K#C9EVAUP:?.IGHZ:!HP+H?%;JEJ6(BRE*`?3'>A`H@S?X MH7+!H^W)@("%?E+ZB;\&ACW%G7PW`"(G>4S@9B_Z@RV8D>BG>(^1ZF'=PRJ^J5[)7(5MU&"%U2UNJN_JE>ARGMO5GW(JFG,^E.O&D!: MV6;&9UXC)WW&JJ+'1FLR$%9#96T=55ZR"7%PQJA\L*W@T&;'F##=*JXHU:UG MYI7PZEFAEW'L"H=_5:XQ\%>;P&;R"J[>RJWA"JQ:$%9(^:[\VF;%T*\#*R_G M.J^?]:WL&E(.BS"CMJ[ABI25N@G_*J]3JG+_VJXEE[`9-[*-!V=>L+!O5[+H M2J]+&6=(NK(?MK*69ZG.9K,WB[,YJ[,[R[,]Z[,_"[1!-2NT0TNT16NT1XNT L2:NT2\NT3>NT3PNU42NU4TNU56NU5XNU6:NU6\NU7>NU7PNV82NV49L``#L_ ` end EX-99.ADMINSERVAGRE 17 adservagree.txt Exhibit (h)(v) under Form N-1A Exhibit (10) under Item 601/Reg. S-K AGREEMENT For ADMINISTRATIVE SERVICES AGREEMENT made as of May 18, 2001, by and between Riggs Funds, a Massachusetts business trust having its principal office and place of business in Pittsburgh, Pennsylvania ("Investment Company"), on behalf of its portfolios now existing or hereafter created, as identified on Exhibit 1 hereto as the same may be amended from time to time (each a "Fund" and collectively the "Funds"), and Riggs Bank, N.A., a national bank having its principal place of business in Washington, DC ("Riggs Bank"). WHEREAS, the Investment Company is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (the "1940 Act"), with authorized and issued shares of capital stock ("Shares"); and WHEREAS, the Investment Company desires to appoint Riggs Bank as its administrator to provide it with certain Administrative Services (hereinafter defined) exclusively or in conjunction with one or more co-administrators, and Riggs Bank desires to accept such appointment. NOW THEREFORE, in consideration of the premises and mutual covenants herein contained, and intending to be legally bound hereby, the parties hereto agree as follows: Article 1. Appointment. The Investment Company hereby appoints Riggs Bank as administrator for the period on the terms and conditions set forth in this Agreement. Riggs Bank hereby accepts such appointment and agrees to furnish the services set forth in Article 2 of this Agreement in return for the compensation set forth in Article 6 of this Agreement. Article 2. Riggs Bank's Duties. As administrator, in conjunction with any other administrators, and subject to the supervision and control of the Board and in accordance with Proper Instructions (hereinafter defined) from the Investment Company, Riggs Bank will provide facilities, equipment, and personnel to carry out the following administrative services for the operation of the business and affairs of the Investment Company and each of its Funds: A. assist in drafting and reviewing the Investment Company's minutes of meetings of the Board and Shareholders; B. assist in negotiating contracts on behalf of the Investment Company with, among others, the Investment Company's distributor, transfer agent, custodian and fund accountant, subject to any applicable restrictions of the Board or the 1940 Act; C. assist in coordinating the layout and printing of publicly disseminated prospectuses and reports; D. coordinate and assist with the design, development, and operation of the Investment Company and the Funds and new product initiatives; E. provide individuals reasonably acceptable to the Board for nomination, appointment, or election as officers of the Investment Company, who will be responsible for the management of certain of the Investment Company's affairs as determined by the Investment Company's Board; F. consult with the Investment Company, its Board, and any other administrators on matters concerning the Investment Company, its affairs, and operations; G. assist in the development and preparation of due diligence materials to assist the Board's consideration and approval of the Investment Company's fund accountant, custodian, and shareholder servicing agent; H. assist in coordinating with fund counsel, independent auditors (including providing records), custodians and sub-custodians, rating and publication agencies, outside vendors (including printing and mailing income breakdown data to client services and transfer agent), and the SEC regarding inspections (including providing records) and comments on registration statements; I. assist in coordinating board meeting dates, agendas, responsibilities, and deadlines; J. assist in producing operating and compliance reports and in collecting and assembling reports required by board-adopted procedures; K. assist in coordinating custodian presentations (including 17f-5 materials); L. assist in drafting and reviewing shareholder meeting scripts; M. assist in the drafting and production of account applications and operational matters relating to establishing new accounts; N. assist in creating and coordinating strategic and tactical marketing support to the Funds; and O. providing additional assistance to the Investment Company's co-administrator, as Riggs Bank may mutually agree from time to time, and provide general service relating to the Funds' operations. The foregoing, along with any additional services that Riggs Bank shall agree in writing to perform for the Investment Company hereunder, shall hereafter be referred to as "Administrative Services." Article 3. Records. Riggs Bank shall create and maintain all necessary books and records required by Section 31(a) of the Investment Company Act of 1940 and the rules thereunder, as the same may be amended from time to time, pertaining to the Administrative Services performed by it. Where applicable, such records shall be maintained by the Administrator for the periods and in the places required by Rule 31a-2 under the 1940 Act. The books and records pertaining to the Investment Company which are in the possession of Riggs Bank shall be the property of the Investment Company. The Investment Company, or the Investment Company's authorized representatives, shall have access to such books and records at all times during Riggs Bank's normal business hours. Upon the reasonable request of the Investment Company, copies of any such books and records shall be provided promptly by Riggs Bank to the Investment Company or the Investment Company's authorized representatives. Article 4. Duties of the Fund. The Fund assumes full responsibility for the preparation, contents and distribution of its own offering document and for complying with all applicable requirements the 1940 Act, the Internal Revenue Code, and any other laws, rules and regulations of government authorities having jurisdiction. Article 5. Expenses. Riggs Bank shall be responsible for expenses incurred in providing office space, equipment, and personnel as may be necessary or convenient to provide the Administrative Services to the Investment Company, including the compensation of Riggs Bank employees who may serve as trustees or officers of the Investment Company. The Investment Company shall be responsible for all other expenses incurred by Riggs Bank on behalf of the Investment Company, including without limitation postage and courier expenses, printing expenses, travel expenses, registration fees, filing fees, fees of outside counsel and independent auditors, or other professional services, organizational expenses, insurance premiums, fees payable to persons who are not Riggs Bank's employees, trade association dues, and other expenses properly payable by the Funds and/or the classes. Article 6. Compensation. For the Administrative Services provided, the Investment Company hereby agrees to pay and Riggs Bank hereby agrees to accept as full compensation for its services rendered hereunder an administrative fee at an annual rate of ...02% of the average daily net asset value of the Funds. The compensation and out of pocket expenses attributable to the Funds shall be accrued daily by the Funds and paid to Riggs Bank no less frequently than monthly, and shall be paid daily upon request of Riggs Bank. Riggs Bank will maintain detailed information about the compensation and out of pocket expenses by the Funds. Riggs Bank may in its sole discretion waive receipt of all or a part of the foregoing administrative fee from time to time. Article 7. Proper Instructions. As used throughout this Agreement, a "Proper Instruction" means a writing signed or initialed by one or more person or persons as the Board shall have from time to time authorized. Each such writing shall set forth the specific transaction or type of transaction involved. Oral instructions will be deemed to be Proper Instructions if (a) Riggs Bank reasonably believes them to have been given by a person previously authorized in Proper Instructions to give such instructions with respect to the transaction involved, and (b) the Investment Company, or the Fund, and Riggs Bank promptly cause such oral instructions to be confirmed in writing. Proper Instructions may include communications effected directly between electro-mechanical or electronic devices provided that the Investment Company, or the Fund, and Riggs Bank are satisfied that such procedures afford adequate safeguards for the Fund's assets. Proper Instructions may only be amended in writing. Article 8. Assignment. Except as provided herein, neither this Agreement nor any of the rights or obligations under this Agreement may be assigned by either party without the written consent of the other party, except that Riggs Bank may, upon prior written notice but without further consent on the part of the Investment Company, subcontract for the performance of such services with any subsidiary commonly owned or controlled by Riggs National Corporation, but Riggs Bank will remain fully responsible to the Investment Company for the acts and omissions of such affiliated subsidiary. This Agreement shall inure to the benefit of and be binding upon the parties and their respective permitted successors and assigns. Article 9. Documents. A. In connection with the appointment of Riggs Bank under this Agreement, the Investment Company shall file with Riggs Bank the following documents: (1) A copy of the Declaration of Trust and By-Laws of the Investment Company and all amendments thereto ("Charter Documents"); (2) A copy of the resolution of the Board of the Investment Company authorizing this Agreement; and (3) A copy of the current Prospectus for each Fund. - B. The Fund will also furnish from time to time the following documents: (1) Each resolution of the Board of the Investment Company authorizing the original issuance of each Fund's, and/or Class's Shares; (2) Each Registration Statement filed with the SEC and amendments thereof, including current prospectuses and statements of additional information as amended from time to time, and orders relating thereto in effect with respect to the sale of Shares of any Fund, and/or Class; (3) A certified copy of each amendment to the governing document and the By-Laws of the Investment Company; Certified copies of each vote of the Board authorizing officers to give Proper Instructions to the administrators, Custodian and agents for fund accountant and shareholder recordkeeping or transfer agency services; and (5) Such other certifications, documents or opinions which Riggs Bank may, in its discretion, deem necessary or appropriate in the proper performance of its duties. Article 10. Representations and Warranties. A. Representations and Warranties of Riggs Bank Riggs Bank represents and warrants to the Fund that: (1) it is a bank and trust company duly organized and existing and in good standing under the laws of the State of New York; (2) it is duly qualified to carry on its business in each jurisdiction where the nature of its business requires such qualification; (3) it is empowered under applicable laws and by its organizational documents and By-Laws to enter into and perform this Agreement; (4) all requisite proceedings have been taken to authorize it to enter into and perform its obligations under this Agreement; (5) it has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement; and (6) it is in compliance with federal securities law and applicable federal and state banking requirements and in good standing as an administrator; and B. Representations and Warranties of the Investment Company The Investment Company represents and warrants to Riggs Bank that: (1) It is an investment company duly organized and existing and in good standing under the laws of its state of organization; (2) It is empowered under applicable laws and by its Charter Documents to enter into and perform its obligations under this Agreement; (3) All corporate proceedings required by said Charter Documents have been taken to authorize it to enter into and perform its obligations under this Agreement; (4) The Investment Company is an open-end investment company registered under the 1940 Act; and (5) A registration statement under the 1933 Act will be effective, and appropriate state securities law filings have been made and will continue to be made, with respect to all Shares of each Fund being offered for sale. Article 11. Indemnification. A. Riggs Bank shall not be liable for any error of judgment or mistake of law or for any loss suffered by the Investment Company in connection with the matters to which this Agreement relates, except a loss resulting from willful misfeasance, bad faith or gross negligence on Riggs Bank's part in the performance of its duties or from reckless disregard by it of its obligations and duties under this Agreement. B. At any time Riggs Bank may apply to any officer of the Investment Company or Fund for instructions, and may consult with legal counsel experienced in the 1940 Act (who may be counsel for the Investment Company) with respect to any matter arising in connection with the services to be performed by Riggs Bank under this Agreement, and Riggs Bank and its agents or subcontractors shall not be liable and shall be indemnified by the Investment Company or the appropriate Fund for any action reasonably taken or omitted by it in good faith reliance upon such instructions or upon the opinion of such counsel, provided such action is not in violation of applicable federal or state laws or regulations. C. Any person, even though also an officer, director, trustee, partner, employee or agent of Riggs Bank, who may be or become an officer, trustee, partner, employee or agent of the Investment Company, shall be deemed, when rendering services to the Investment Company or acting on any business of the Investment Company (other than services or business in connection with the duties of Riggs Bank hereunder) to be rendering such services to or acting solely for the Investment Company and not as an officer, director, trustee, partner, employee or agent or one under the control or direction of Riggs Bank even though paid by Riggs Bank. D. If at any time another entity performs administrative services to any Fund, including without limitation those services listed herein or services similar to those listed herein, Riggs Bank and such other entity shall in no event be liable for the acts or omissions of the other. E. Riggs Bank shall be kept indemnified by the Investment Company and be without liability for any action taken or thing done by it in performing the Administrative Services in accordance with the above. F. Riggs Bank shall not be responsible for and the Investment Company or Fund shall indemnify and hold Riggs Bank, including its officers, directors, shareholders and their agents, employees and affiliates, harmless against any and all losses, damages, costs, charges, counsel fees, payments, expenses and liabilities arising out of or attributable to: (1) The acts or omissions of any Custodian, Adviser, Sub-adviser, Fund Accountant, Transfer Agent, or other party contracted by or approved by the Investment Company or Fund, (2) The reliance on or use by Riggs Bank or its agents or subcontractors of information, records and documents in proper form which (a) are received by Riggs Bank or its agents or subcontractors from Advisers, Sub-advisers, or other third parties contracted by or approved by the Investment Company or Fund for use in the performance of services under this Agreement; or (b) have been prepared and/or maintained by the Fund or its affiliates or any other person or firm on behalf of the Investment Company. (3) The reliance on, or the carrying out by Riggs Bank or its agents or subcontractors of Proper Instructions of the Investment Company or the Fund. (4) The offer or sale of Shares in violation of any requirement under the federal securities laws or regulations or the securities laws or regulations of any state that such Shares be registered in such state or in violation of any stop order or other determination or ruling by any federal agency or any state with respect to the offer or sale of such Shares in such state. G. In all cases, Riggs Bank shall not be protected by this Article 11 from liability for any act or omission resulting from Riggs Bank's willful misfeasance, bad faith, gross negligence or reckless disregard of its duties. In addition, Riggs Bank shall not be protected from liability for any act or omission resulting from the willful misfeasance, bad faith, gross negligence or reckless disregard of the duties of Riggs Bank's affiliates, agents or employees, of any subcontractor selected by Riggs Bank, or a subsidiary commonly owned or controlled by Riggs National Corporation. H. In order that the indemnification provisions contained in this Article 11 shall apply, however, it is understood that the party seeking indemnification ("Claimant") will use all reasonable care to promptly identify and notify the party against whom indemnification is sought ("Indemnifier") concerning any situation which presents or appears likely to present the probability of a claim for indemnification, and shall advise the Indemnifier of all pertinent facts and developments concerning the situation in question. The Indemnifier shall have the option to defend the Claimant against any claim which may be the subject of this indemnification. In the event that the Indemnifier so elects, it will so notify the Claimant and thereupon the Indemnifier shall take over complete defense of the claim, and the Claimant shall in such situation initiate no further legal or other expenses for which it shall seek indemnification under this Article 11. The Claimant shall in no case confess any claim or make any compromise in any case in which the Indemnifier will be asked to indemnify the Claimant except with the Indemnifier's prior written consent. Article 12. Term and Termination of Agreement. This Agreement shall begin as of the date of execution above, and shall continue in effect with respect to each Fund presently set forth on Exhibit 1 (as it may be amended from time to time) through December 31, 2004, and thereafter for successive periods of one year, subject to the provisions for termination and all of the other terms and conditions hereof, if: (a) such continuation shall be specifically approved at least annually by the vote of a majority of the Trustees of the Investment Company, including a majority of the Trustees who are not parties to this Agreement or interested persons of any such party cast in person at a meeting called for that purpose; and (b) Riggs Bank shall not have notified the Investment Company in writing at least sixty (60) days prior to the anniversary date of this Agreement in any year thereafter that it does not desire such continuation. The termination date for all original or after-added Funds which are, or become, a party to this Agreement shall be coterminous. In the event, however, of willful misfeasance, bad faith, gross negligence or reckless disregard of its duties by Riggs Bank, the Investment Company has the right to terminate the Agreement upon 60 days written notice, if Riggs Bank has not cured such willful misfeasance, bad faith, gross negligence or reckless disregard of its duties within 60 days. Should the Investment Company exercise its rights to terminate, all reasonable out-of-pocket expenses associated with the movement of records and materials will be borne by the Investment Company or the appropriate Fund. The provisions of Article 11 shall survive the termination of this Agreement. In addition, each party reserves the right to immediately terminate this Agreement upon the giving of written notice in the event of: the dissolution or liquidation of either party or other cessation of business other than a reorganization or recapitalization of such party as an ongoing business; financial difficulties on the part of either party which is evidenced by the authorization or commencement of, or involvement by way of pleading, answer, consent, or acquiescence in, a voluntary or involuntary case under Title 11 of the United States Code, as from time to time is in effect, or any applicable law, other than said Title 11, of any jurisdiction relating to the liquidation or reorganization of debtors or to the modification or alteration of the rights of creditors; or a final, unappealable judicial, regulatory or administrative ruling or order in which either party has been found guilty of criminal behavior in the conduct of its business. Article 13. Amendment. This Agreement may be amended or modified only by a written agreement executed by both parties. Article 14. Interpretive and Additional Provisions. In connection with the operation of this Agreement, Riggs Bank and the Investment Company may from time to time agree on such provisions interpretive of or in addition to the provisions of this Agreement as may in their joint opinion be consistent with the general tenor of this Agreement. Any such interpretive or additional provisions shall be in a writing signed by both parties and shall be annexed hereto, provided that no such interpretive or additional provisions shall contravene any applicable federal or state regulations or any provision of the Charter Documents. No interpretive or additional provisions made as provided in the preceding sentence shall be deemed to be an amendment of this Agreement. Article 15. Governing Law. This Agreement shall be construed and the provisions hereof interpreted under and in accordance with the laws of the Commonwealth of Pennsylvania. Article 16. Notices. Except as otherwise specifically provided herein, notices and other writings delivered or mailed postage prepaid to the Investment Company at 5800 Corporate Drive, Pittsburgh, PA 15237-7001, Attention: Secretary, or to Riggs Bank at 800 17th Street, N.W., Washington, DC 20006, Attention: __________________________ or to such other address as the Investment Company or Riggs Bank may hereafter specify, shall be deemed to have been properly delivered or given hereunder to the respective address. Article 17. Counterparts. This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original. Article 18. Merger of Agreement. This Agreement constitutes the entire agreement between the parties hereto and supersedes any prior agreement with respect to the subject hereof whether oral or written. Article 19. Successor Agent. If the Investment Company shall appoint a successor agent for the Investment Company, Riggs Bank shall upon termination of this Agreement deliver to such successor agent at the office of Riggs Bank all properties of the Investment Company held by Riggs Bank hereunder. If no such successor agent shall be appointed, Riggs Bank shall deliver such properties to the Investment Company. Article 20. Force Majeure. Riggs Bank shall have no liability for cessation of services hereunder or any damages resulting there from to the Fund as a result of work stoppage, power or other mechanical failure, natural disaster, governmental action, communication disruption or other impossibility of performance. Article 21. Severability. In the event any provision of this Agreement is held illegal, void or unenforceable, the balance shall remain in effect. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names and on their behalf under their seals by and through their duly authorized officers, as of the day and year first above written. RIGGS FUNDS By: /s/ James E. Ostrowski -------------------------------------- Name: James E. Ostrowski Title: Vice President RIGGS BANK, N.A. By: /s/ Richard B. Coltrane, III -------------------------------------- Name: Richard B. Coltrane, III Title: Managing Director EXHIBIT 1 CONTRACT DATE Riggs Funds - -------------------------------------------------------------------------------- May 18, 2001 Riggs Stock Fund May 18, 2001 Riggs Small Company Stock Fund May 18, 2001 Riggs Large Cap Growth Fund May 18, 2001 Riggs U.S. Government Securities Fund May 18, 2001 Riggs Bond Fund May 18, 2001 Riggs Intermediate Tax Free Bond Fund May 18, 2001 Riggs Long Term Tax Free Bond Fund May 18, 2001 Riggs Prime Money Market Fund May 18, 2001 Riggs U.S. Treasury Money Market Fund EX-99.DISTRIBK 18 amddiscon.txt -1- Exhibit (e) (vii) under Form N-1A Exhibit (1) under Item 601/Reg. S-K Amendment to Distributor's Contract between Riggs Funds and Federated Securities Corp. This Amendment to the Distributor's Contract ("Agreement") dated July 30, 1991, between Riggs Funds ("Fund") and Federated Securities Corp. ("Service Provider") is made and entered into as of the 1st day of June, 2001. WHEREAS, the Fund has entered into the Agreement with the Service Provider; WHEREAS, the Securities and Exchange Commission has adopted Regulation S-P at 17 CFR Part 248 to protect the privacy of individuals who obtain a financial product or service for personal, family or household use; WHEREAS, Regulation S-P permits financial institutions, such as the Fund, to disclose "nonpublic personal information" ("NPI") of its "customers" and "consumers" (as those terms are therein defined in Regulation S-P) to affiliated and nonaffiliated third parties of the Fund, without giving such customers and consumers the ability to opt out of such disclosure, for the limited purposes of processing and servicing transactions (17 CFR ss. 248.14) ("Section 248.14 NPI"); for specified law enforcement and miscellaneous purposes (17 CFR ss. 248.15) ("Section 248.15 NPI") ; and to service providers or in connection with joint marketing arrangements (17 CFR ss. 248.13) ("Section 248.13 NPI"); WHEREAS, Regulation S-P provides that the right of a customer and consumer to opt out of having his or her NPI disclosed pursuant to 17 CFR ss. 248.7 and 17 CFR ss. 248.10 does not apply when the NPI is disclosed to service providers or in connection with joint marketing arrangements, provided the Fund and third party enter into a contractual agreement that prohibits the third party from disclosing or using the information other than to carry out the purposes for which the Fund disclosed the information (17 CFR ss. 248.13); NOW, THEREFORE, the parties intending to be legally bound agree as follows: 0 The Fund and the Service Provider hereby acknowledge that the Fund may disclose shareholder NPI to the Service Provider as agent of the Fund and solely in furtherance of fulfilling the Service Provider's contractual obligations under the Agreement in the ordinary course of business to support the Fund and its shareholders. 1 The Service Provider hereby agrees to be bound to use and redisclose such NPI only for the limited purpose of fulfilling its duties and obligations under the Agreement, for law enforcement and miscellaneous purposes as permitted in 17 CFR ss.ss. 248.15, or in connection with joint marketing arrangements that the Funds may establish with the Service Provider in accordance with the limited exception set forth in 17 CFR ss. 248.13. 2 The Service Provider further represents and warrants that, in accordance with 17 CFR ss. 248.30, it has implemented, and will continue to carry out for the term of the Agreement, policies and procedures reasonably designed to: o insure the security and confidentiality of records and NPI of Fund customers, o protect against any anticipated threats or hazards to the security or integrity of Fund customer records and NPI, and o protect against unauthorized access to or use of such Fund customer records or NPI that could result in substantial harm or inconvenience to any Fund customer. 4. The Service Provider may redisclose Section 248.13 NPI only to: (a) the Funds and affiliated persons of the Funds ("Fund Affiliates"); (b) affiliated persons of the Service Provider ("Service Provider Affiliates") (which in turn may disclose or use the information only to the extent permitted under the original receipt); (c) a third party not affiliated with the Service Provider of the Funds ("Nonaffiliated Third Party") under the service and processing (ss.248.14) or miscellaneous (ss.248.15) exceptions, but only in the ordinary course of business to carry out the activity covered by the exception under which the Service Provider received the information in the first instance; and (d) a Nonaffiliated Third Party under the service provider and joint marketing exception (ss.248.13), provided the Service Provider enters into a written contract with the Nonaffiliated Third Party that prohibits the Nonaffiliated Third Party from disclosing or using the information other than to carry out the purposes for which the Funds disclosed the information in the first instance. 5. The Service Provider may redisclose Section 248.14 NPI and Section 248.15 NPI to: (a) the Funds and Fund Affiliates; (b) Service Provider Affiliates (which in turn may disclose the information to the same extent permitted under the original receipt); and (c) a Nonaffiliated Third Party to whom the Funds might lawfully have disclosed NPI directly. 6. The Service Provider is obligated to maintain beyond the termination date of the Agreement the confidentiality of any NPI it receives from the Fund in connection with the Agreement or any joint marketing arrangement, and hereby agrees that this Amendment shall survive such termination. WITNESS the due execution hereof this 1st day of June, 2001. Riggs Funds By:/s/ James E. Ostrowski ------------------------------------- Name: James E. Ostrowski Title: Vice President Federated Securities Corp. By:/s/ David M. Taylor ------------------------------------- Name: David M. Taylor Title: Executive Vice President EX-99.ADMINOMNI 19 amdfas.txt Exhibit (h)(iv) under Form N-1A Exhibit (10) under Item 601/Reg. S-K Amendment to Agreement for Fund Accounting Services, Administrative Services, Transfer Agency Services and Custody Services Procurement between Riggs Funds and Federated Services Company This Amendment to the Agreement for Fund Accounting Services, Administrative Services, Transfer Agency Services and Custody Services Procurement ("Agreement") dated December 1, 1997, between Riggs Funds ("Fund") and Federated Services Company ("Service Provider") is made and entered into as of the 1st day of June, 2001. WHEREAS, the Fund has entered into the Agreement with the Service Provider; WHEREAS, the Securities and Exchange Commission has adopted Regulation S-P at 17 CFR Part 248 to protect the privacy of individuals who obtain a financial product or service for personal, family or household use; WHEREAS, Regulation S-P permits financial institutions, such as the Fund, to disclose "nonpublic personal information" ("NPI") of its "customers" and "consumers" (as those terms are therein defined in Regulation S-P) to affiliated and nonaffiliated third parties of the Fund, without giving such customers and consumers the ability to opt out of such disclosure, for the limited purposes of processing and servicing transactions (17 CFR ss. 248.14) ("Section 248.14 NPI"); for specified law enforcement and miscellaneous purposes (17 CFR ss. 248.15) ("Section 248.15 NPI") ; and to service providers or in connection with joint marketing arrangements (17 CFR ss. 248.13) ("Section 248.13 NPI"); WHEREAS, Regulation S-P provides that the right of a customer and consumer to opt out of having his or her NPI disclosed pursuant to 17 CFR ss. 248.7 and 17 CFR ss. 248.10 does not apply when the NPI is disclosed to service providers or in connection with joint marketing arrangements, provided the Fund and third party enter into a contractual agreement that prohibits the third party from disclosing or using the information other than to carry out the purposes for which the Fund disclosed the information (17 CFR ss. 248.13); NOW, THEREFORE, the parties intending to be legally bound agree as follows: 1. The Fund and the Service Provider hereby acknowledge that the Fund may disclose shareholder NPI to the Service Provider as agent of the Fund and solely in furtherance of fulfilling the Service Provider's contractual obligations under the Agreement in the ordinary course of business to support the Fund and its shareholders. 2. The Service Provider hereby agrees to be bound to use and redisclose such NPI only for the limited purpose of fulfilling its duties and obligations under the Agreement, for law enforcement and miscellaneous purposes as permitted in 17 CFR ss.ss. 248.15, or in connection with joint marketing arrangements that the Funds may establish with the Service Provider in accordance with the limited exception set forth in 17 CFR ss. 248.13. 3. The Service Provider further represents and warrants that, in accordance with 17 CFR ss. 248.30, it has implemented, and will continue to carry out for the term of the Agreement, policies and procedures reasonably designed to: o insure the security and confidentiality of records and NPI of Fund customers, o protect against any anticipated threats or hazards to the security or integrity of Fund customer records and NPI, and o protect against unauthorized access to or use of such Fund customer records or NPI that could result in substantial harm or inconvenience to any Fund customer. 4. The Service Provider may redisclose Section 248.13 NPI only to: (a) the Funds and affiliated persons of the Funds ("Fund Affiliates"); (b) affiliated persons of the Service Provider ("Service Provider Affiliates") (which in turn may disclose or use the information only to the extent permitted under the original receipt); (c) a third party not affiliated with the Service Provider of the Funds ("Nonaffiliated Third Party") under the service and processing (ss.248.14) or miscellaneous (ss.248.15) exceptions, but only in the ordinary course of business to carry out the activity covered by the exception under which the Service Provider received the information in the first instance; and (d) a Nonaffiliated Third Party under the service provider and joint marketing exception (ss.248.13), provided the Service Provider enters into a written contract with the Nonaffiliated Third Party that prohibits the Nonaffiliated Third Party from disclosing or using the information other than to carry out the purposes for which the Funds disclosed the information in the first instance. 5. The Service Provider may redisclose Section 248.14 NPI and Section 248.15 NPI to: (a) the Funds and Fund Affiliates; (b) Service Provider Affiliates (which in turn may disclose the information to the same extent permitted under the original receipt); and (c) a Nonaffiliated Third Party to whom the Funds might lawfully have disclosed NPI directly. 6. The Service Provider is obligated to maintain beyond the termination date of the Agreement the confidentiality of any NPI it receives from the Fund in connection with the Agreement or any joint marketing arrangement, and hereby agrees that this Amendment shall survive such termination. WITNESS the due execution hereof this 1st day of June, 2001. Riggs Funds By:/s/ James E. Ostrowski ------------------------------------- Name: James E. Ostrowski Title: Vice President Federated Services Company By:/s/ Victor R. Siclari ------------------------------------- Name: Victor R. Siclari Title: Vice President EX-99.CODEOFETHICS 20 rimcoethics.txt Exhibit (p)(ii) under Form N-1A Exhibit (99) under Item 601/Reg. S-K RIGGS INVESTMENT MANAGEMENT CORPORATION PERSONAL SECURITIES TRANSACTIONS POLICY Date of last updates: October 31, 1999 July 31, 2000 INTRODUCTION: Since you have or may have access to investment information in connection with your regular duties, you are required to report certain securities transactions made during the month. The purpose of this Policy is to prevent actual conflicts of interest (or even the appearance of conflict) between your personal securities transactions and those of the funds or clients accounts. Transactions for the client and/or the funds must have priority over an employee's transaction. Employees of RIMCO may not invest in a publicly-held security whenever they know (or have access to knowledge that) RIMCO is in the process of buying or selling the security for the funds or any RIMCO managed accounts of others and when the employee is recommending to Riggs or a customer the purchase of a security. In such circumstances you can buy a security within 24 hours after RIMCO buys if the security is rated "4" through "10" or is not in the RIMCO universe. You must wait 5 business days if the security is rated a "1", "2" or "3" and RIMCO is buying. You can sell any security within 24 hours of pre clearance unless RIMCO is selling or planning on selling the same security for the client or the funds in which case you must wait 5 business days after the completion of RIMCO's selling program. All pre-clearance forms must show that pending RIMCO transactions were checked inasmuch as it is possible for RIMCO trade to be planned regardless of its equity model score. Reporting of your transaction is required under Rule 275.204-2(a)12(i) or the rules promulgated under Investment Advisers Act of 1940- and 17CFR270.17j-1 of the Investment Company Act (for transactions related to the RIGGS Funds). TRANSACTIONS SUBJECT TO THIS POLICY: You must report all transactions or options on securities that are (i) for your own account (including an IRA, 401(k) or other retirement plan), (ii) for the account of any member of your immediate family residing with you, or (iii) for any other account, including a trust or partnership, over which you, or an immediate family member residing with you, exercise investment discretion or voting power except: Mutual (i.e. open-end) fund shares Money market instruments Direct obligations of the United States or U.S. Government Agency or instrumentality Gifts or bequests of securities (if these securities are later sold to a person described in (i)-(iii) above, the reporting requirement will apply) Transactions in accounts over which neither you nor an immediate family member residing with you has direct or indirect control PRECLEARANCE: Prior to buying or selling a security for your personal account, the transaction must be pre cleared by the Chairman, Compliance Officer or others authorized by RIMCO Management to ensure there is not a conflict with trades being processed for RIMCO customers. Pre-clearance authorizations are good for 24 hours. A new pre-clearance form is required if you do not act within the time frames allowed by the original pre-clearance authorization. The attached form (Exhibit A) must be prepared and approved prior to any personal trading. The top copy is retained by the Compliance Officer,while the bottom copy is retained for the employee's records. SPECIAL PROVISIONS FOR NON MANGEMENT ACCESS PERSONS: While members of the RIMCO Board of Directors are considered "Access Person" that are subject to the general provisions of this Policy and Rule 17j-1, non-management directors are exempt from the Policy's pre-clearance, monthly reporting and waiting period provisions. Accordingly, non management directors meet the requirements of the Policy by: 1) making initial and annual reports of their reportable beneficial holdings, 2) making quarterly reports of reportable securities transactions within ten days after the end of a given quarter. The reports should be made to the Secretary of the Board who will retain the records for six years. The reporting requirement may be satisfied by the submission of a memorandum that details holdings. These transactions will be reviewed relative to RIMCO transactions by: the President/CEO or Compliance Officer or other designated individual. COMPLYING WITH THE SPIRIT OF INSIDER TRADING RULES: Section 16 of the RIMCO Compliance manual as well as the Riggs National Corporation Code of Ethics on insider trading discuss rules prohibiting trading in information which may not be known to the general public. While RIMCO follows all provisions of Rule 10b-5 and other applicable rules, no one is to discuss pending or planned RIMCO transactions with anyone other than with staff members who are responsible for their execution or analysis. REPORTING: You must complete a monthly report (Exhibit B) of your securities transactions, specifying, among other things, the trade date, the number of shares and the price at which each transaction was effected. The report is to be returned ten days after the end of each month. After April 10,2000 this report must include the name and opening date of any new broker accounts established during the prior month. The report must be returned even if you did not have any reported transactions. These reports are of course held in confidence. In addition, it is required that you report to the Compliance Officer the existence of each broker account in which you have an interest. You should arrange to have your brokers send a copy of your confirmations and your monthly statements to the Compliance Officer. INITIAL PUBLIC OFFERINGS: An employee of RIMCO cannot buy an equity security as part of an initial public offering (IPO) until three days after the initial public offering date. All proposed transactions of this nature must be submitted in advance on a "pre-clearance" form for approval by RIMCO's CEO and/or Compliance Officer. PRIVATE PLACEMENTS: No employee may purchase a private placement unless the CEO gives expressed approval and documents the reason for such approval. In considering such an approval the CEO will consider, among other factors, whether or not the investment opportunity should be reserved for client accounts and whether the opportunity is being offered by virtue of the employee's position in the company. MARGIN ACCOUNTS: In order to engage in margin transactions, a RIMCO employee must receive written consent from the President and CEO or authorized designate. The New York Stock Exchange, American Stock Exchange and other national stock exchanges have rules (Regulation T) that may require the member firms to receive written consent from certain financial institutions prior to entering into any margin transactions with employees of such institutions. Margin transactions involving option grants of Riggs Nation Corporation (RNC) stock should be approved through the RNC Corporate Secretary's office. INITIAL AND ANNUAL REPORT OF HOLDINGS: Rule 17j-1 has been changed to require access persons to the Riggs Funds that are employed as of October 29, 1999 to make an initial report of all personal holdings to the RIMCO Compliance Officer. By requiring all RIMCO staff members to make reports, this Policy equals or exceeds all regulatory requirements. New hires must make a report of their holdings within 10 days. Thereafter, annual reports of holding should be reported as of December 31st of each year. This requirement can also be satisfied by arranging to have duplicate copies of broker account statements (showing periodic holdings) sent to the Compliance Officer's attention. RIMCO COMPLIANCE REVIEW: Using methods which the Compliance Officer may from time to time deem appropriate, all persona Securities transactions will be periodically reviewed for patterns or circumstances which might be construed as violating this policy and/or the concept of undivided loyalty to RIMCO's clients. These methods may include (but are not limited to) tests for parallel trading, front running or similar practices and can include comparisons of RIMCO transaction activity to transaction activity of the staff. In conducting such reviews, the compliance officer, in consultation with the CEO and/or President, may consider the facts and circumstance (i.e. concurrent diminimis program trade adjustments aggregating $25,000 or less) as whether or not a situation represents a violation of policy. At least once a year, the compliance officer will provide to the RIMCO Board of Directors and to the Riggs Funds Board of Directors: 1) a statement certifying that RIMCO has adopted reasonable procedures to prevent access persons from violating its code of ethics, 2) any material changes in this policy or any code of ethics, 3) the scope of review relating to compliance with this policy, 4) any material violations of the code of ethic(s) and any remedies that were initiated. Pst700 RIGGS INVESTMENT MANAGEMENT CORPORATION (RIMCO) PRE-CLEARANCE FORM-GOOD FOR 24 HOURS OF APPROVAL DATE PERSONAL SECURITIES TRANSACTIONS Policy: -You can buy if security is ranked 4-10 -You must wait 5 business days after finish of RIMCO trading and security is ranked 1, 2 or 3 for buys -You must wait 5 business days if RIMCO is selling, otherwise you can sell upon approval -You must wait 3 business days after the trading of IPO/s
- ------------------------------------------------------------------------------------------------- Trade Security Ticker Buy Price No. Total Broker RIMCO RIMCO Sector Date Description or of Amount Holding Universe Rating Sell Shares - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- Yes or No Yes or No 1 to 10 - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- Yes or No Yes or No 1 to 10 - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- Yes or No Yes or No 1 to 10 - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- Yes or No Yes or No 1 to 10 - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- Yes or No Yes or No 1 to 10 - ------------------------------------------------------------------------------------------------- - ------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------
|_| APPROVER CHECKED PENDING TRADE REPORT REJECTED: |_| RIMCO trading planned or in process |_| New IPO APPROVED BY: ________________________ _______________________ |_| Other_____________ TIMOTHY WILLIAMS PHILIP TASHO ------------- OR RONALD MARSILIA RAINIER FLORES OR JOSEPH KONRAD DATES: ___________________________ _______________________ REVISED 3/1/99 Top copy goes to RIMCO Compliance and bottom copy to requesting staff member. RIGGS INVESTMENT MANAGEMENT CORPORATION THIS FORM MUST BE RETURNED Monthly Report Under 17 CFR 275.204-2, (13) NO LATER THAN 7 DAYS AFTER MONTH END TO: KAREN BELL MONTH ENDED: ____________________________ EMPLOYEE NAME: DANNA MALLER ROCQUE
- -------------------------------------------------------------------------------------------------- TRADE DATE TYPE P/S *RIMCO UNITS UNIT PRICE TOTAL BROKER HOLDING SECURITY VALUE - -------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------- - --------------------------------------------------------------------------------------------------
Notes: *Answer yes under "RIMCO HOLDING" if this issue is being held in any portfolio in which RIMCO manages or advises. Enter complete security name under security. No symbols or abbreviations. Revised 4/00 RIGGS INVESTMENT MANAGEMENT CORPORATION MONTHLY REPORT UNDER 17CFR275.204-2(12) Employee Name: I make securities investment recommendations, or participate in determination of investment-related recommendations for client accounts, or receive information concerning such recommendations being made by an investment adviser on the purchase, sale, or recommended purchase or sale of securities, prior to the effective dissemination of such recommendations or information; and in such capacity I am recording all transactions for securities in which I have an interest, including beneficial interest, but excluding transactions over which I have no direct control and direct U.S. Government obligations, for the calendar MONTH just ended. Signed:______________________________________ Date:________________________ (Please complete the monthly report on the reverse side of this form; indicate none if applicable.) Did you open a new brokerage account this month? If so, list name of brokerage firm and date opened. ____________________________________________ Date:_________________________ Name of Firm ____________________________________________ Date:_________________________ Name of Firm EX-99.CODEOFETHICS 21 fedcodeofethics.txt Exhibit (p) (iii) under Form N-1A Exhibit (99) under Item 601/Reg. S-K 2001 CODE OF ETHICS FOR ACCESS PERSONS [PG NUMBER] 2 Table of Contents Section Page CODE OF ETHICS I. Fiduciary Duty 2 II. Reporting 2 Initial Reporting Requirements 2 Quarterly Reporting Requirements 3 Annual Reporting Requirements 3 Exemption for Disinterested Directors 4 III. Pre-clearance Requirement 4 IV. Exempt Transactions 5 V. Prohibitions and Restrictions 5 VI. Prohibition on Giving / Receiving Gifts 8 VII. Sanctions 9 VIII. Definitions 10 Addendum Access Persons Procedures 12 Process 12 Preclearing Foreign Securities 12 Personal Transaction Notification 14 Compliance Department Procedures 15 Preclearance 15 Initial Reporting Process 15 Quarterly Reporting Process 16 Annual Reporting Process 16 Reporting to the Board of Directors 17 Record keeping Requirements 17 16 CODE OF ETHICS REGARDING PERSONAL SECURITIES TRADING Pursuant to rule 17j-1 under the Investment Company Act of 1940, this Code of Ethics has been adopted on behalf of the Adviser, the Underwriters, and each investment company that is served by the Board of Directors of the Federated Funds. I. Fiduciary Duty a) Each Access Person must: i) place the Funds' interests ahead of their personal interests; ii) avoid conflicts of interest and the appearance of any conflict with the Funds; and iii) conduct their personal transactions in a manner, which does not interfere with Fund portfolio transactions or otherwise take unfair or inappropriate advantage of their relationship to the Fund. For example, the failure to recommend or purchase a Covered Security for the Fund may be considered a violation of this Code. b) Every Access Person must adhere to these general fiduciary principles, and comply with the specific provisions and Associated Procedures of this Code. Technical compliance with the terms of this Code and the Associated Procedures may not be sufficient where the transactions undertaken by an Access Person show a pattern of abuse of the Access Person's fiduciary duty. II. Reporting Requirements Every Access Person is required to submit reports of all accounts and any transactions in Covered Securities as indicated below. Covered Securities transactions of Access Persons will be reviewed for compliance with the provisions of this Code. A violation may result from either a single transaction or multiple transactions if the Compliance Department determines that the provisions of this Code have been violated. Initial Reporting Requirements a) Within 10 calendar days of commencement of employment as an Access Person, the Access Person will provide the Compliance Department a list including: i. the full name, description, number of shares and principal amount, of each Covered Security in which the Access Person had any direct or indirect beneficial ownership when the person became an Access Person; and ii. the name and address of any broker, dealer or bank maintaining an account in which any Securities are held. b) The Compliance Department will direct the broker, dealer or bank maintaining each account to provide duplicate confirmations of all transactions and account statements directly to the attention of the Chief Compliance Officer, in a timely fashion. Each Access Person must assure that such information is received. Quarterly Reporting Requirements c) Not later than 10 calendar days after the end of the calendar quarter, every Access Person must review the information received by the Compliance Department relating to the personal transactions in any Covered Security (other than those personal transactions in Securities exempted under Section IV. of this Code). d) Each Access Person must complete the quarterly reporting requirements using TradeComply to: i.) confirm that all Covered Security transactions during the previous calendar quarter in all personal and household member accounts have been reported, ii.) confirm that all open account information, including names of brokers, banks and dealers, addresses and account numbers have been reported, iii.) notify the Compliance Department of any new accounts established with brokers, banks or dealers during the quarter and the date the account was established, iv.) resolve any discrepancies with the Compliance Department, and v.) record an electronic signature on TradeComply. Annual Reporting Requirements e) On an annual basis and within 10 calendar days of a request of the Compliance Department, every Access Person is required to (1) certify that he or she has read the Code, and (2) acknowledge their understanding of and compliance with the Code, its requirements and Associated Procedures. At the same time, the Access Person must review a current list of securities held in the Access Person's account(s) as reported to the Compliance Department and: i.) review for accuracy all securities held in all personal and household member accounts, including the title, number of shares and principal amount of each Covered Security in which the Access Person had any direct or indirect beneficial ownership; ii.) review for accuracy all open account information, including names of brokers, banks and dealers, addresses and account numbers; iii.) resolve any discrepancies with the Compliance Department; iv.) record an electronic signature on TradeComply. Exemption for Disinterested Directors f) A Disinterested Director is exempt from the "initial reporting requirements" and "annual reporting requirements". A Disinterested Director shall be exempt from the "quarterly reporting requirements" so long as, at the time of the personal transaction in the Covered Security, the Disinterested Director neither knew nor should have known that the Covered Security was purchased or sold by the Fund, or considered for purchase or sale. III. Pre-Clearance Requirement a) Access Persons must preclear every purchase or sale of a Covered Security in which the Access Person has a beneficial interest (including transactions in pension or profit-sharing plans), in accordance with the Associated Procedures governing pre-clearance. i.) Domestic securities must be precleared using TradeComply. ii.) Foreign securities must be precleared using TradeComply, and if approved, must also be precleared by the Head Trader or Senior Vice President in the Federated Global New York office, by submitting a completed "Personal Transaction Notification" form (see addendum) to the Head Trader or Senior Vice President in the Federated Global New York office. iii.) Access Persons without access to TradeComply must contact the Compliance Department for Forms to be used when submitting preclearance requests. b) Duration. Preclearance Approval remains in effect until the end of the following business day. c) Pre-clearance does not protect wrongdoing. Preclearance approval and the receipt of express prior preclearance approval does not exempt you from the prohibitions outlined in this Code. d) Options. When trading options, the Access Person must preclear the underlying security before entering into the option contract. e) Pre-clearance requirements do not apply to: i.) Non-volitional purchases or sales. ii.) Dividend reinvestment plan; or automatic payroll deduction plan purchases that are either (a) made solely with the dividend proceeds, or (b) whereby an employee purchases securities issued by an employer. iii.) Exercise of rights to purchase and any sales of such rights issued by an issuer pro rata to all holders of a class of its Covered Securities, to the extent such rights were acquired from such issuer. iv.) Purchases and sales of an Index Security as determined by the Compliance Department. v.) Gifts or charitable donations of a Covered Security. vi.) Purchases and sales of Covered Securities executed by a person deemed to be an Access Person solely by reason of his position as an Officer and/or Director or Trustee of the Fund. This exemption does not apply to those persons who are Officers and/or Directors of an Underwriter or Adviser. vii.) Purchases and sales of Covered Securities executed by a Disinterested Director. IV. Exempt Transactions a) Purchases or sales of the following Securities are not subject to the Preclearance or Prohibitions and Restrictions sections of this Code: i.) direct obligations of the Government of the United States and U. S. Government Agencies. ii.) bankers' acceptances; iii.) bank certificates of deposit; iv.) commercial paper; v.) high quality short-term debt instruments, including repurchase agreements; and vi.) shares of registered open-end investment companies. b) Discretionary Accounts over which the Access Person has no direct or indirect influence or control are not subject to preclearance requirements or blackout periods, but retain the prohibition on IPOs specified in this Code and are subject to all reporting requirements. V. Prohibitions and Restrictions a) IPOs are Prohibited Access Persons may not acquire any Security in an initial public offering ("IPO"); with the exception that IPOs relating to securities of the employer of a spouse, when offered to all employees at the spouse's level, or the demutualization of insurance companies, banks or savings and loans are allowed. b) Private Placements Require Prior Compliance Approval Access Persons may acquire a Security in a private placement or other limited offering, only if they request and receive the express prior approval of the Compliance Department. If an Investment Person receives prior approval and acquires a Security in a private placement, the Investment Person must disclose this investment to the Chief Investment Officer (or his designee) before the Investment Person may participate in any subsequent consideration of any potential investment by the Fund in the issuer of that Security. Following a purchase by an Investment Person in an approved personal transaction, any purchase by the Fund of Securities issued by the same company (other than secondary market purchases of publicly traded Securities) will be subject to an independent review by the Compliance Department. c) Recommendation to Buy or Sell / Restricted List Research analysts covering, recommending or trading a Security in a model portfolio may not execute a personal transaction in that Covered Security within seven (7) days before or after a recommendation is made to "buy" or "sell" that security or it is added to the "restricted list" or the model portfolio trade occurs. This provision supersedes both the de minimis rule provided below and any prior preclearance. Other Investment Personnel not involved in recommending a security may not execute a personal transaction in a Covered Security within seven (7) calendar days after a recommendation is made to "buy" or "sell" that security or it is added to the "restricted list." This provision supersedes both the de minimis rule provided below and any prior preclearance. Other Access Persons are restricted from executing a personal transaction in any Covered Security for 24 hours after a recommendation is made to "buy" or "sell" that security or it is added to the "restricted list", subject to the de minimis rule, provided below, and prior preclearance. d) Fund Trades Portfolio managers of a Fund and research analysts covering or recommending a Covered Security are prohibited from purchasing or selling that Security within seven (7) days before or after the Fund purchases or sells that Security. This provision supersedes both the de minimis rule provided below and any prior preclearance. Investment Personnel not involved in recommending a security or ordering a trade in that security may not purchase or sell a Covered Security within seven (7) calendar days after the Fund purchases or sells the same Covered Security, subject to the de minimis rule provided below, and prior preclearance. Access Persons are restricted from executing a personal transaction in any Covered Security at any time during which the Fund has a pending "buy" or "sell" order for that Covered Security, until the Fund's orders are either executed or withdrawn, subject to the de minimis rule, provided below and prior preclearance. e) Prior Knowledge No Access Person may execute a personal transaction, directly or indirectly, in any Covered Security, and neither the de minimis rule provided below nor any prior preclearance will apply, when he or she knows, or should have known, that the Covered Security: i.) is being considered for purchase or sale by the Fund; or ii.) is being purchased or sold by the Fund. f) De Minimis Exceptions Unless otherwise specified, de minimis rules will apply, whereby: i.) blackout periods do not apply for a personal transaction of $10,000 or less in any large cap security (defined as --------------- companies with market capitalization equaling or exceeding $10 billion), and ----------- ii.) fund transactions of $100,000 or less in a security already held -------- --------------------------- in the Fund portfolio will be excluded from "Fund trades" for purposes of prompting a blackout period. iii.) These de minimis provisions do not apply to specified investment ------------------------------------------------------------------ personnel, as provided in Sections V(c) and V(d), ------------------------------------------------------ above. ----- iv.) De Minimis rules do not protect wrongdoing. Any purchase or sale by any Access Person undertaken in reliance on this provision remain subject to the prohibitions enumerated in this Code and the judgment of the Compliance Department, notwithstanding any other provisions of this Code. g) Serving on Boards of Directors All Investment Personnel are prohibited from serving on the boards of directors of any issuer of a Covered Security, absent express prior authorization from the Compliance Department. Authorization to serve on the board of such a company may be granted in instances where the Compliance Department determines that such board service would be consistent with the interests of the Investment Company and its shareholders. If prior approval to serve as a director of a company is granted, Investment Personnel have an affirmative duty to recuse themselves from participating in any deliberations by the Fund regarding possible investments in the securities issued by the company on whose board the Investment Personnel sit. (This shall not limit or restrict service on the Board of Federated Investors, Inc.) h) Every Access Person is prohibited, in connection with the purchase or sale, directly or indirectly, by the Access Person of a Security Held or to be Acquired by the Fund from: i.) employing any device, scheme or artifice to defraud the Fund; ii.) making any untrue statement of a material fact to the Fund or omit to state a material fact necessary in order to make the statements made to the Fund, in light of the circumstances under which they are made, not misleading; iii.) engaging in any act, practice or course of business that operates or would operate as a fraud or deceit on the Fund; or iv.) engaging in any manipulative practice with respect to the Fund. Examples: Causing the Fund to purchase a Covered Security owned by the Access Person for the purpose of supporting or driving up the price of the Covered Security, and causing the Fund to refrain from selling a Covered Security in an attempt to protect the value of the Access Person's investment, such as an outstanding option. i) Notwithstanding the other restrictions of this Code to which Disinterested Directors are subject, subparagraphs (a) through (d) of this Section V shall not apply to Disinterested Directors. VI. Prohibition on Giving / Receiving Gifts Every Access Person is prohibited from giving or receiving any gift, favor, preferential treatment, valuable consideration, or other thing of more than a de minimis value in any year to or from any person or entity from, to or through whom the Fund purchases or sells Securities, or an issuer of Securities. For purposes of this Code, "de minimis value" is equal to $100 or less. This prohibition shall not apply to: a) salaries, wages, fees or other compensation paid, or expenses paid or reimbursed, in the usual scope of an Access Person's employment responsibilities for the Access Person's employer; b) meals, refreshments or entertainment of reasonable value in the course of a meeting or other occasion, the purpose of which is to hold bona fide business discussions; c) advertising or promotional material of nominal value, such as pens, pencils, note pads, key chains, calendars and similar items; d) the acceptance of gifts, meals, refreshments, or entertainment of reasonable value that are related to commonly recognized events or occasions, such as a promotion, new job or recognized holiday; or e) the acceptance of awards, from an employer to an employee, for recognition of service and accomplishment. VII. Sanctions a) The Compliance Department will review personal trading activity and trading records to identify possible violations, including: i.) delay in reporting individual investments or investment accounts ii.) failure to report individual investments or investment accounts iii.) filing false or incomplete reports iv.) failure to preclear individual trades v.) executing trades that violate provisions of this Code vi.) failure to comply with the receipt of gifts provision Violations noted will be identified as being technical, substantive or material. b) Upon determining that a violation of this Code or its Associated Procedures has occurred, the Compliance Department may take such actions or impose such sanctions, if any, as it deems appropriate, including, but not limited to: i) a letter of censure; ii) suspension; iii) a fine, either nominal or substantial; iv) the unwinding of trades; v) the disgorging of profits; or vi) the recommendation that the employment of the violator be terminated. c) Sanctions listed above may be assessed individually or in combination. Prior violations of the Access Person and the degree of responsibility exercised by the Access Person will be taken into consideration in the assessment of sanctions. (In instances where a member of the Access Person's household commits the violation, any sanction will be imposed on the Access Person.) d) Violations of Investment Personnel and proposed sanctions will be reported to the responsible Chief Investment Officer and/or Manager. Violations of other Access Persons and the proposed sanction will be reported to the General Counsel and Director of Audit of Federated Investors, Inc. e) All substantive or material violations of this Code, any sanctions imposed with respect thereto, any patterns or trends noted and any difficulties in administration of the Code shall be reported to Senior Management and to the Board of Directors of the Fund, or its Audit Committee, at least annually. VIII. Definitions a) The "1940 Act" means the Investment Company Act of 1940, as amended. b) "Access Person" means any person who participates in or who, in connection with his or her duties, obtains any information concerning recommendations on Covered Securities being made by the investment adviser to any Fund. It includes a director, trustee, officer, managing general partner, general partner, or Advisory Person of a Fund, of the Underwriter, and of the Adviser and all family members permanently residing in the same household. (If non-family members also reside in the household, the Access Person must either declare that the Access Person has no influence on the investment decisions of the other party or the Access Person must report the party as an Access Person.). c) "Adviser" means any registered investment adviser that is an affiliate or subsidiary of Federated Investors, Inc. d) "Advisory Person" means (i) any employee of the Underwriter, of the Adviser or of any company in a control relationship to the Underwriter (which would include any operating company that is an affiliate or a subsidiary of Federated Investors, Inc.), who, in connection with the employee's regular functions or duties, makes, participates in, or obtains information regarding the purchases or sales of a Covered Security by the Fund, or whose functions relate to the making of any recommendations with respect to such purchases or sales; and (ii) any natural person in a control relationship to the Fund who obtains information concerning recommendations made to the Fund with regard to the purchase or sale of a Covered Security. e) "Associated Procedures" means those policies, procedures and/or statements that have been adopted by the Underwriter, the Adviser or the Fund, and which are designed to supplement this Code and its provisions. f) "Beneficial Ownership" will be attributed to an Access Person in all instances where the Access Person (i) possesses the ability to purchase or sell the Covered Securities (or the ability to direct the disposition of the Covered Securities); (ii) possesses voting power (including the power to vote or to direct the voting) over such Covered Securities; or (iii) receives any benefits substantially equivalent to those of ownership. Beneficial ownership shall be interpreted in the same manner as it would be in determining whether a person is subject to the provisions of Section 16a-1(a)(2) of the Securities Exchange Act of 1934, and the rules and regulations thereunder, except that the determination of direct or indirect beneficial ownership shall apply to all Covered Securities which an Access Person has or acquires. g) "Control" shall have the same meaning as that set forth in Section 2(a)(9) of the 1940 Act. h) "Covered Security" shall include any Security, or interest in a Security, not expressly excluded by provisions of this Code of Ethics, including without limitation: equity and debt securities; derivative securities, including options on and warrants to purchase equity or debt securities; shares of closed-end investment companies; investments in unit investment trusts; and any related instruments and securities. For purposes of reporting, "Covered Security" shall include futures, swaps and other derivative contracts. "Covered Security" shall not include: direct obligations of the Government of the United States or U. S. Government Agencies (regardless of their maturities); bankers' acceptances; bank certificates of deposit; commercial paper; high quality short-term debt instruments, including repurchase agreements; and shares of registered open-end investment companies. i) "Disinterested Director" means a director, trustee, or managing general partner of the Fund who is not an "interested person" of the Fund within the meaning of Section 2(a)(19) of the 1940 Act. j) "Fund" means each investment company registered under the 1940 Act (and any series or portfolios of such company) and any other account advised by an Adviser. k) "Initial Public Offering" means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934. l) "Investment Person" or "Investment Personnel" include: individuals with direct responsibility and authority to make investment decisions affecting the Fund (such as portfolio managers and chief investment officers) and individuals who provide information and advice to such portfolio managers (such as securities analysts); and those who assist in executing investment decisions for the Fund (such as traders) and their related staff members. m) "Private Placement" or "limited offering" means an offering that is exempt from registration under Section 4(2) or Section 4(6) of the Securities Act of 1933 or pursuant to rule 504, rule 505 or rule 506 under the Securities Act of 1933. n) "Purchase or Sale of a Covered Security" includes, inter alia, the writing of an option, future or other derivative contract to purchase or sell a Covered Security. o) "Security" has the meaning set forth in Section 2(a)(36) of the 1940 Act. p) "Underwriter" means any registered broker-dealer that is an affiliate or subsidiary of Federated Investors, Inc. Addendum ACCESS PERSONS PROCEDURES Process Preclearance Approval Using TradeComply a) An Access Person (defined to include all members of the Access Person's household) who wishes to effect a personal securities transaction, whether a purchase, sale, or other disposition, must preclear the Covered Security in TradeComply prior to engaging in the transaction. [Because TradeComply does not include securities being contemplated for purchase by the Federated Global Management portfolio managers, Access Persons executing transactions in foreign securities must complete additional preclearance steps. See "Preclearing Foreign Securities".] b) When trading options, the Access Person must preclear the underlying security before entering into the option contract. c) Based on established criteria, TradeComply determines whether the contemplated transaction should be permitted. The primary criteria applied is whether the Covered Security is on the Federated Equity Restricted List or Open Order lists, or whether the Covered Security was traded by any of the Federated advised funds (fund trade information is updated nightly in TradeComply). d) Approval is either granted or denied immediately in TradeComply. e) If approval is denied, the contemplated personal transaction in that Covered Security is prohibited until prior approval is subsequently granted upon request in TradeComply. f) If approval is granted, the Access Person is free to effect the personal transaction in that Covered Security until the end of the next trading day only. In this regard, open orders extending beyond the next trading day (good till cancel) must be resubmitted for approval in TradeComply to comply with the Code. g) All trade requests and their dispositions are maintained in TradeComply and reviewed by the Compliance Department in conjunction with other information provided by Access Persons in accordance with the Code. h) The Compliance Department reviews all exceptions generated by TradeComply after fund trades and personal trades have been compared and determines the appropriate action to be taken to resolve each exception. Preclearing Foreign Securities a) All access persons wishing to execute a personal trade in a foreign security must first preclear the security in TradeComply. TradeComply will approve or deny the preclearance request based on its knowledge of any fund activity in the security as well as the access person's trading restrictions as defined by their assigned compliance group. If the preclearance request in TradeComply is denied, then the personal trade may not be executed. If, however, the preclearance request in TradeComply is approved, then the access person must obtain a second preclearance approval from the Federated Global trading desk prior to executing the personal trade. b) The Head Trader or Senior Vice President in the New York office will be responsible for granting or denying approval to the second preclearance request. If approval is granted, then the access person may execute the personal trade. If, however, approval is denied then the personal trade may not be executed (notwithstanding the first approval granted in TradeComply.) c) If approval is granted, the following "Personal Transaction Notification" form must be completed so that the Head Trader can maintain a record of all preclearance requests. d) The Head Trader sends a copy of any completed forms, whether approval was granted or denied, to the Compliance Department. If extraordinary circumstances exist, an appeal may be directed to the Chief Compliance Officer , Brian Bouda at (412) 288-8634. Appeals are solely within the discretion of the Chief Compliance Officer. Addendum PERSONAL TRANSACTION NOTIFICATION I, intend to buy/sell shares of for my personal account or an account for which I have discretion. I am aware of no conflict this transaction may pose with any mutual fund managed by Federated Investors or Federated Global Research. Signed by: ------------------------------ Date: ------------------------------ Acknowledged by: ------ (Head Trader or Sr. VP) COMPLIANCE DEPARTMENT PROCEDURES Preclearance Preclearance approval and a statement that the Access Person was not aware of any consideration by research analysts or fund portfolio managers of a security for a fund trade or an actual anticipated transaction, shall be conclusive for purposes of reviewing a personal transaction, unless additional facts or a preponderance of circumstances suggest otherwise. This conclusive presumption does not apply to research analysts covering or recommending a Covered Security involved in a fund trade or portfolio managers of a fund making a trade in that security. Initial Reporting Process 1. A member of the Compliance Department meets with each new Access Person and reviews the Code of Ethics, the Insider Trading Policy and the procedures for preclearing personal securities transactions through TradeComply. 2. The Access Person is required to complete the "Certification and Acknowledgment Form" to acknowledge his/her understanding of the Code of Ethics and return it to the designated Compliance Assistant within ten (10) calendar days. 3. In addition, the Access Person is required to complete the "Personal Security Portfolio Form" which includes the following information: a) the full name, description, number of shares and principal amount of each Covered Security in which the Access Person had any direct or indirect beneficial ownership when the person became an Access Person; and b) the name and address of any broker, dealer or bank maintaining an account in which any Securities are held. 4. A separate form must be completed for the Access Person and all household members as defined in Section VIII(b) of the Code. The signed form(s) must be returned to the Compliance Department within ten (10) calendar days. 5. A member of the Compliance Department inputs current portfolio holdings information into TradeComply as "initial" holdings. 6. The Compliance Department notifies each broker, dealer or bank that duplicate confirmations and statements for the Access Person and household members, if applicable, must be sent to Brian P. Bouda, Chief Compliance Officer, effective immediately. Quarterly Reporting Process 1. On the first business day after each calendar quarter end, the Compliance Assistant sends an e-mail to each Access Person giving step-by-step instructions on how to complete the quarterly reporting requirements using TradeComply. 2. Within ten (10) calendar days of the quarter end, the Access Person is required to: a) review for accuracy all Covered Security transactions recorded during the previous calendar quarter in all personal and household member accounts; b) review all open account information, including names of brokers, banks and dealers, addresses and account numbers; c) notify the Compliance Department of any new accounts established with brokers, banks or dealers during the quarter and the date the account was established; d) resolve any discrepancies with the Compliance Department; e) record an electronic signature on TradeComply. 3. Lisa Ling, Compliance Officer, reviews Covered Security transactions executed by any Access Person during the calendar quarter periodically throughout the quarter using the Compliance Monitor function in TradeComply. 4. The Compliance Department issues memos to each Access Person if any transactions he or she has executed during the quarter have been deemed to be either exceptions to or violations of the Code's requirements. 5. Based on the activity and the responses to the memos, the Compliance Department may impose any of the sanctions identified in Section VII. Annual Reporting Process 1. At least annually, the Compliance Department requires that each Access Person read the Code and certify and acknowledge his/her understanding of the Code and its requirements. 2. This re-certification is required to be completed within ten (10) calendar days of the request. The Compliance Department monitors compliance with this requirement through the electronic signatures on TradeComply. 3. At the same time, the Compliance Department provides each Access Person with a current list of securities held in the Access Person's account(s) on TradeComply. 4. Within ten (10) calendar days of the request, the Access Person is required to: a) review for accuracy all securities held in all personal and household member accounts, including the title, number of shares and principal amount of each Covered Security in which the Access Person had any direct or indirect beneficial ownership; b) review all open account information, including names of brokers, banks and dealers, addresses and account numbers; c) resolve any discrepancies with the Compliance Department; d) record an electronic signature on TradeComply. Reporting to the Board of Directors 1. Each quarter, the Compliance Department will provide reports of any substantive or material violations of the Code to the Board of Directors Audit Committee. The Compliance Department will also report any difficulties in administration of the Code and any trends or patterns of personal securities trading which are deemed by the Compliance Department to be violations of the Code. 2. The Compliance Department provides the Board with the name of the Access Person; the type of violation; the details of the transaction(s); and the types of sanctions imposed, if any. Record keeping Requirements The Compliance Department maintains the following books and records in TradeComply for a period no less than six (6) calendar years: a) a copy of the Code of Ethics; b) a record of any violation of the Code of Ethics and any action taken as a result of the violation; c) a copy of each report made by an Access Person, including initial, quarterly and annual reporting; d) a record of all Access Persons (current and for the past five years); e) a record of persons responsible for reviewing reports; and f) a copy of any supporting documentation used in making decisions regarding action taken by the Compliance Department with respect to personal securities trading. EX-99.AUDITCONSENT 22 auditconsent.txt Exhibit (j) under Form N-1A Exhibit (24) under Item 601/Reg. S-K Consent of Independent Auditors The Board of Trustees and Shareholders Riggs Funds: We consent to the use of our report dated June 21, 2002 incorporated herein by reference relating to Riggs Stock Fund, Riggs Small Company Stock Fund, Riggs Large Cap Growth Fund, Riggs U.S. Government Securities Fund, Riggs Bond Fund, Riggs Intermediate Tax Free Bond Fund, Riggs Long Term Tax Free Bond Fund, Riggs Prime Money Market Fund and Riggs U.S. Treasury Money Market Fund and to the references to our firm under the headings, "Financial Highlights" in the prospectuses and "Independent Auditors" in the statements of additional information. /s/KPMG LLP KPMG LLP Boston, Massachusetts June 27, 2002 -----END PRIVACY-ENHANCED MESSAGE-----

PROSPECTUS

Riggs Funds

CLASS R SHARES

CONTENTS

NOT FDIC INSURED MAY LOSE VALUE NO BANK GUARANTEE

June 30, 2002

Fund Goals, Strategies, Performance and Risk

RIGGS STOCK FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

RIGGS SMALL COMPANY STOCK FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

RIGGS LARGE CAP GROWTH FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

RIGGS U.S. GOVERNMENT SECURITIES FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

RIGGS BOND FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

RIGGS INTERMEDIATE TAX FREE BOND FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

RIGGS LONG TERM TAX FREE BOND FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

RIGGS PRIME MONEY MARKET FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

RIGGS U.S. TREASURY MONEY MARKET FUND

Goal

Strategy

Risk/Return Bar Chart and Table

Average Annual Total Return Table

PRINCIPAL RISKS OF THE FUNDS

WHAT ARE THE FUNDS' FEES AND EXPENSES?

RIGGS STOCK FUND, RIGGS SMALL COMPANY STOCK FUND, RIGGS LARGE CAP GROWTH FUND, RIGGS U.S. GOVERNMENT SECURITIES FUND, RIGGS BOND FUND AND RIGGS INTERMEDIATE TAX FREE BOND FUND CLASS R SHARES

FEES AND EXPENSES

WHAT ARE THE FUNDS' FEES AND EXPENSES?

RIGGS LONG TERM TAX FREE BOND FUND, RIGGS PRIME MONEY MARKET FUND AND RIGGS U.S. TREASURY MONEY MARKET FUND CLASS R SHARES

FEES AND EXPENSES

EXAMPLE

PRINCIPAL SECURITIES IN WHICH THE FUNDS INVEST

EQUITY SECURITIES

Common Stocks

FIXED INCOME SECURITIES

Treasury Securities

Agency Securities

Corporate Debt Securities

COMMERCIAL PAPER

DEMAND INSTRUMENTS

MUNICIPAL SECURITIES

MORTGAGE BACKED SECURITIES

Collateralized Mortgage Obligations (CMOs)

SEQUENTIAL CMOs

BANK INSTRUMENTS

CREDIT ENHANCEMENT

TAX EXEMPT SECURITIES

General Obligation Bonds

Special Revenue Bonds

PRIVATE ACTIVITY BONDS

Tax Increment Financing Bonds

NOT FDIC INSURED
MAY LOSE VALUE
NO BANK GUARANTEE