-----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, UffprheBkH/c389RtiEya+P9tixNK8/OOgSB0eEJsrmkKeQliW5f5rtW0HHX5WCz ZTxXx0noJzmpDkTHVDMHhQ== 0000912057-95-010915.txt : 19951211 0000912057-95-010915.hdr.sgml : 19951211 ACCESSION NUMBER: 0000912057-95-010915 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 19951208 EFFECTIVENESS DATE: 19951208 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRANS ADVISER FUNDS INC CENTRAL INDEX KEY: 0000947789 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: MD FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 033-94412 FILM NUMBER: 95600319 BUSINESS ADDRESS: STREET 1: PO BOX 90001 CITY: BOWLING GREEN STATE: KY ZIP: 42102-9001 BUSINESS PHONE: 5027457525 MAIL ADDRESS: STREET 1: P O BOX90001 CITY: BOWLING GREEN STATE: KY ZIP: 42102-9001 485BPOS 1 485B24E AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION on December 8, 1995 File No. 33-94412 File No. 811-9068 - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Post-Effective Amendment No. 2 and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 Amendment No. - ------------------------------------------------------------ TRANS ADVISER FUNDS, INC. (Exact Name of Registrant as Specified in its Charter) P.O. Box 90001, Bowling Green, Kentucky 42102-9001 (Address of Principal Executive Office) Registrant's Telephone Number, including Area Code: 502-781-5000 Thomas A. Trantum Mastrapasqua & Associates 1801 West End Avenue, 18th Floor Nashville, Tennessee 37203 (Name and Address of Agent for Service) Copies of Communications to: Carl Frischling, Esq. Kramer, Levin, Naftalis, Nessen, Kamin & Frankel 919 Third Avenue New York, New York 10022 ------------------------------------------------------------ It is proposed that this filing will become effective: X immediately upon filing pursuant to Rule 485, paragraph (b) - ----- on [ ] pursuant to Rule 485, paragraph (b) - ----- 60 days after filing pursuant to Rule 485, paragraph (a)(i) - ----- on [ ] pursuant to Rule 485, paragraph (a)(i) - ----- 75 days after filing pursuant to Rule 485, paragraph (a)(ii) - ----- on [ ] pursuant to Rule 485, paragraph (a)(ii) - ----- this post-effective amendment designates a new effective date for a - ----- previously filed post-effective amendment Registrant has registered an indefinite number of shares of beneficial interest under the Securities Act of 1933 pursuant to Rule 24f-2 under the Investment Company Act of 1940. Accordingly, no fee is payable herewith. A Rule 24f-2 Notice for the Registrant's fiscal year ending August 31, 1996 will be filed with the Commission on or before December 31, 1996. Calculation of Registration Fee TRANS ADVISER FUNDS, INC.
- ---------------------------------------------------------------------------------------------------------------------------------- Proposed Title of Amount of Maximum Proposed Amount Securities Securities Offering Maximum of Being Being Price per Offering Registration Series of Registrant Registered Registered Share (1) Price (2) Fee (3) - ---------------------------------------------------------------------------------------------------------------------------------- Money Market Fund Common Stock 101,500,000 $ 1.00 $ 101,500,000 $35,000.00 - ----------------------------------------------------------------------------------------------------------------------------------
(1) Computed under Rule 457(d) of the Securities Act of 1933, as amended, on the basis of the offering price per share at the close of business on November 3, 1995. (2) Registrant elects to calculate the maximum aggregate offering price pursuant to Rule 24e-2 under the Investment Company Act of 1940, as amended. (3) During the previous fiscal year, no shares were redeemed. Accordingly, no shares were used for reductions pursuant to Rule 24e-2(a) or Rule 24f-2(c) and no shares are used for the reduction of the fee herewith. SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has duly caused this amendment to the Registration Statement on Form N-1A to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Louisville, and the State of Kentucky on this 7th day of December, 1995. TRANS ADVISER FUNDS, INC. By: /S/ THOMAS A. TRANTUM Thomas A. Trantum President (Principal Executive Officer) As required by the Securities Act of 1933, this amendment to the Registration Statement has been signed by the following persons in the capacities indicated on the 7th day of December, 1995. SIGNATURES TITLE /S/ THOMAS A. TRANTUM President (Principal --------------------------- Executive Officer) Thomas A. Trantum /S/ MICHAEL D. MARTINS Treasurer (Principal --------------------------- Financial Officer) Michael D. Martins * GORDON B. DAVIDSON Chairman of the Board and Director --------------------------- Gordon B. Davidson Director --------------------------- Jerry E. Baker * WILLIAM H. LOMICKA Director --------------------------- William H. Lomicka * CHARLES K. MCCLURE, III Director --------------------------- Charles K. McClure, III Director --------------------------- Aubrey B. Preston *By: /S/ JULES BUCHWALD --------------------------- Power of Attorney (filed in pre-effective amendment number 2) INDEX TO EXHIBITS Exhibit Description - ------- ----------- 10 Opinion of Counsel Other Exhibit Power of Attorney of William H. Lomicka Other Exhibit Power of Attorney of Charles K. McClure III Other Exhibit Power of Attorney of Gordon B. Davidson EX-10 2 EXHIBIT 10 Exhibit 10. December 7, 1995 Trans Adviser Funds, Inc. P.O. Box 90001 Bowling Green, Kentucky 42102-9001 Dear Sirs: As assistant secretary of Trans Adviser Funds, Inc. (the "Fund"), a Maryland corporation, and counsel for Forum Financial Services, Inc. ("Forum"), administrator of the Fund, I have acted as counsel for the Fund in connection with the registration of the additional shares of common stock, $0.001 par value (the "Shares"), as listed in Post-Effective Amendment Number 2 to the Fund's Registration Statement under the Securities Act of 1933, as amended (the "1933 Act"). As such, I have participated in the preparation of Post-Effective Amendment No. 2 to the Fund's Registration Statement (File No. 33-94412) on Form N-1A relating to the Shares and have examined and relied upon such corporate records of the Fund and other documents and certificates as to factual matters I have deemed to be necessary to render the opinion expressed herein. Based on such examination, I am of the opinion that the Shares being registered by Post-Effective Amendment No. 2 to the Fund's Registration Statement are duly authorized and unissued shares of common stock, and when the Shares have been duly sold, issued and paid for as contemplated in a Prospectus forming a part of an effective Registration Statement of the Fund under the 1933 Act, the Shares will have been validly and legally issued (assuming that none of the Shares is sold at a time when such sale would cause the fund to have outstanding more than the number of shares of common stock authorized to be issued by the Fund's Articles of Incorporation) and will be fully paid and non- assessable shares of common stock of the Fund under the laws of the State of Maryland. My opinion above stated is expressed as a member of the bar of the State of Maine. I hereby consent to the filing of this opinion with the Securities and Exchange Commission as an exhibit to said Post-Effective Amendment No. 2 to the Fund's Registration Statement. Sincerely, /s/ David I. Goldstein David I. Goldstein Counsel, Forum Financial Services, Inc. Assistant Secretary, Trans Adviser Funds, Inc. EX-99.1 3 POA WILLIAM H. LOMICKA POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and appoints Carl Frischling, Jules Buchwald or Joanne Doldo, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities as a director of TRANS ADVISER FUNDS, INC.. a Maryland corporation, to sign on his or its behalf any and all Registration Statements (including any pre-effective and post-effective amendments) under the Securities Act of 1933, the Investment Company Act of 1940 and any amendments or supplements thereto, and other documents in connection therewith, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof. DATED this 12 day of September, 1995 /s/ William H. Lomicka ---------------------- William H. Lomicka EX-99.2 4 POA CHARLES K. MCCLURE POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and appoints Carl Frischling, Jules Buchwald or Joanne Doldo, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities as a director of TRANS ADVISER FUNDS, INC.. a Maryland corporation, to sign on his or its behalf any and all Registration Statements (including any pre-effective and post-effective amendments) under the Securities Act of 1933, the Investment Company Act of 1940 and any amendments or supplements thereto, and other documents in connection therewith, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof. DATED this 8th day of September, 1995. /s/ Charles K. McClure, III --------------------------- Charles K. McClure, III EX-99.3 5 POA GORDON B. DAVIDSON POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and appoints Carl Frischling, Jules Buchwald or Joanne Doldo, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities as a director of TRANS ADVISER FUNDS, INC.. a Maryland corporation, to sign on his or its behalf any and all Registration Statements (including any pre-effective and post-effective amendments) under the Securities Act of 1933, the Investment Company Act of 1940 and any amendments or supplements thereto, and other documents in connection therewith, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof. DATED this 8th day of September, 1995. /s/ Gordon B. Davidson ---------------------- Gordon B. Davidson -----END PRIVACY-ENHANCED MESSAGE-----