SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of
1934 (Amendment No.______)
Filed by the Registrant [ ]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[X ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Sec. 240.14a-11(c) or
Sec. 240.14a-12
SOUTHTRUST VULCAN FUNDS
(Name of Registrant as Specified In Its Charter)
FEDERATED INVESTORS
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[XX] No filing fee required.
[ ] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-6(i)(2)
or Item 22(a)(2) of Schedule 14A.
[ ] $500 per each party to the controversy pursuant to Exchange Act Rule
14a-6(i)(3).
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
1. Title of each class of securities to which transaction applies:
2. Aggregate number of securities to which transaction applies:
3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
4. Proposed maximum aggregate value of transaction:
5. Total fee paid:
[ ] Fee paid previously with preliminary proxy materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
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2) Form, Schedule or Registration Statement No.:
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3) Filing Party:
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4) Date Filed:
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SOUTHTRUST VULCAN FUNDS
TREASURY OBLIGATIONS MONEY MARKET FUND
BOND FUND
STOCK FUND
INCOME FUND
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD MARCH 20, 1998
A Special Meeting of the shareholders of the Treasury Obligations Money
Market Fund, Bond Fund, Stock Fund and Income Fund, portfolios of SouthTrust
Vulcan Funds (the "Trust"), has been called and will be held at Federated
Investors Tower, 19th Floor, Pittsburgh, Pennsylvania 15222-3779, on March 20,
1998, at 2:00 p.m. (Eastern Time). A form of Proxy and Proxy Statement for the
meeting are furnished together with this notice. The purpose of the Special
Meeting is to consider and vote on the following matters with respect to each
portfolio of the Trust:
To elect two (2) Trustees of the Trust, each to hold office for the
term indicated and until his successor has been elected and
qualified; and
Such other business as may properly come before the meeting or any
adjournment thereof.
The Board of Trustees have fixed February 9, 1998, as the record date for
determination of shareholders entitled to vote at the meeting.
By Order of the Board of Trustees
C. Todd Gibson
Assistant Secretary
February 17, 1998
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PLEASE SIGN, DATE AND RETURN THE ENCLOSED PROXY PROMPTLY
TO AVOID ADDITIONAL EXPENSE.
You can help the Trust avoid the necessity and expense of sending
follow-up letters to ensure a quorum by promptly returning the enclosed
Proxy. If you are unable to attend the meeting, please mark, sign, date and
return the enclosed Proxy so that the necessary quorum may be represented at
the Special Meeting. The enclosed envelope requires no postage if mailed in
the United States.
- -------------------------------------------------------------------------------
SOUTHTRUST VULCAN FUNDS
TREASURY OBLIGATIONS MONEY MARKET FUND
BOND FUND
STOCK FUND
INCOME FUND
5800 Corporate Drive
Pittsburgh, Pennsylvania 15237-7010
PROXY STATEMENT
The enclosed proxy is solicited on behalf of the Board of Trustees
("Board" or "Trustees") of SouthTrust Vulcan Funds (the "Trust"). The Trust was
established as a Massachusetts business trust under a Declaration of Trust dated
March 4, 1992. The Trust consists of four portfolios: Treasury Obligations Money
Market Fund, Bond Fund, Stock Fund and Income Fund. Each portfolio of the Trust
will be referred to individually as a "Fund" or collectively as the "Funds." The
proxy is revocable at any time before it is voted by sending written notice of
the revocation to the Funds or by appearing personally at the Special Meeting of
shareholders to be held on March 20, 1998, at 2:00 p.m. (Eastern Time) (the
"Special Meeting").
Proxy solicitations will be made primarily by mail, but may also be made
by telephone, telegraph, or personal interview conducted by certain officers or
employees of the Trust, of SouthTrust Bank, N.A. (the Trust's investment
adviser), of Federated Shareholder Services Company (the Trust's transfer
agent), or Federated Services Company (the Trust's administrator). In the event
that the shareholder signs, dates and returns the proxy ballot but does not
indicate a choice as to the items on the proxy card, the proxy attorneys will
vote those shares in favor of the proposals. The cost of preparing and mailing
the notice of meeting, proxy cards, this proxy statement and any additional
proxy materials has been or will be borne by the Trust.
On February 9, 1998, the following Funds of the Trust had outstanding the
following number of shares of beneficial interest, respectively (the "Shares"),
each Share being entitled to one vote and fractional shares having proportionate
voting rights. The total outstanding Shares consist of:
Trust
Treasury Obligations Money Market Fund 511,189,174 Shares
Bond Fund 10,304,977 Shares
Stock Fund 21,085,993 Shares
Income Fund 3,910,867 Shares
Only shareholders of record at the close of business on February 9, 1998,
will be entitled to notice of, and to vote at, the Special Meeting. Shares may
be represented in person or by proxy. The Trustees propose to mail this proxy
statement, the enclosed notice of meeting and proxy card on or about February
17, 1998.
The Funds' combined annual report, which includes audited financial
statements for each Fund for the fiscal year ended April 30, 1997, and the
combined semi-annual report, which includes unaudited financial statements for
each Fund for the period ended October 31, 1997, have been previously mailed to
shareholders. If you have not received these reports, or would like to receive
additional copies, free of charge, please write the Trust at the address above
or call the Trust at 1-800-843-8618.
Quorum and Voting Requirements
For purposes of determining the presence of a quorum and counting votes on
the matters presented, Shares represented by abstentions and "broker non-votes"
will be counted as present, but not as votes cast, at the Special Meeting. The
presence at the Special Meeting, in person or by proxy, of a majority of Shares
entitled to vote, will constitute a quorum for the transaction of business. The
election of Trustees for the Trust will be determined on the basis of a
plurality of the votes cast at the Special Meeting. The affirmative vote
necessary to approve other matters may be determined with reference to a
percentage of votes present at the Special Meeting, which would have the effect
of treating abstentions and non-votes as if they were votes against the
proposal. Management knows of no other matters which will be presented at the
Special Meeting. Shares of all the Funds comprising the Trust will be counted as
a single group of Shares for purposes of determining the presence of a quorum
and the requisite vote for the election of the Trust's Trustees.
ELECTION OF BOARD OF TRUSTEES
The Trust is managed by a Board of Trustees. The Board currently consists
of four Trustees ("Present Board"), each of whom has served in that capacity
continuously since the Trust's inception, except for Mr. Thomas Grady who was
nominated and approved by the Board on March 6, 1996. It is proposed that Mr.
Grady and a proposed new Trustee, Billy L. Harbert, Jr., be elected by
shareholders. Messrs. Grady and Harbert are collectively referred to as the
"Nominees."
The Present Board is currently serving as Trustees and will continue to
serve in their present capacities until the results of the shareholder vote at
the Special Meeting are certified and recorded. In the event that the
shareholders do not elect the Nominees at the Special Meeting, the Present Board
will continue to serve in their capacities, and will consider what action, if
any, should be taken.
At the Special Meeting, votes will be taken on the election of the
Nominees to serve as Trustees of the Trust to hold office until the election and
qualification of their successors. None of the Nominees is related to one
another. Each Nominee has consented to serve if elected at the Special Meeting.
Each Trustee serves until the election or qualification of his successor, or
until his resignation, removal, or death.
THE NOMINEES
The persons named as proxies intend to vote in favor of the election of
the Nominees to the Board. The Nominees for election as Trustees are listed
below with their ages as of December 31, 1997, present positions with the Trust,
and principal occupations for the past five years. None of the Nominees is
affiliated with SouthTrust Bank, N.A. (the Trust's investment adviser and
custodian), SouthTrust Corporation (the parent company of SouthTrust Bank), or
Federated Investors and its subsidiaries: Edgewood Services, Inc., Federated
Services Company, and Federated Shareholder Services Company (the Trust's
distributor, administrator, portfolio accountant and transfer agent,
respectively). The address of Federated Investors and its subsidiaries is
Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779.
Name, Age and Current Principal Occupation
Position with the
Trust
Trustees Standing for
Election
Thomas Grady* Partner of the law firm of Williams, Boger, Grady,
Age: 56 Davis and Tuttle, P.A., Chairman of the Board of
Pheiffer University, Member of Cannon Foundation.
Billy L. Vice President in charge of international
Harbert, Jr.* operations, Bill Harbert International
Age: 32 Construction, Inc.
Previously Elected
Trustees
William O. Vann* Chairman and Chief Executive Officer, Young & Vann
Age: 56 Supply Co. (since 1987); Partner, B&B Investments;
Trustee and Chairman of the Trustee, Past Chairman, The Children's Hospital of
Board Alabama.
Charles G. Brown, III President, Tubular Products Company (since 1985);
Age: 44 and Managing Partner, Red Hollow Partnership.
Trustee
Russell W. Chambliss President (since 1989), Executive Vice President
Age: 46 (1988), and Vice President of Sales and Marketing
Trustee (1984-1988), Mason Corporation.
*Trustee is deemed an "interested person," as defined in the 1940 Act, of the
Trust, because they are each a shareholder of SouthTrust Corporation.
The Nominees own in the aggregate less than 1% of each Trust's outstanding
Shares.
The Present Board is comprised of four Trustees, two of whom are deemed to
be an "interested person" of the Trust as defined in the 1940 Act. If the
Nominees are elected, the Trust's Board will be comprised of two non-interested
Trustees and three interested Trustees. The Present Board met four times during
the current fiscal year ended April 30, 1997, and all of the present Trustees
attended at least 75% of such Board meetings. It is anticipated that the
Nominees, upon being elected to the Board, will meet at least four times a year
at regularly scheduled meetings.
The Trust does not have standing audit, compensation or nominating
committees since the functions are performed by the Board. However, pursuant to
Section 16 under the Investment Company Act of 1940, the selection and
nomination of non-interested Trustees are committed to the discretion of such
Trustees.
If any Nominee for election as Trustee named above shall by reason of
death or for any other reason become unavailable as a candidate at the Special
Meeting, votes pursuant to the enclosed proxies may be cast for a substitute
candidate by the proxies named therein, or their substitutes, present and acting
at the Special Meeting. Any such substitute candidate for election as a
non-interested Trustee shall be nominated by the Present Board's non-interested
members. The Present Board has no reason to believe that any Nominee will become
unavailable for election as a Trustee.
Executive Officers
The executive officers of the Trust are elected annually by the Board.
Each officer holds office at the Board's pleasure and until qualification of his
successor or until his earlier resignation, removal, or death. The names,
addresses and ages as of December 31, 1997, of the executive officers of the
Trust who are not listed as a Trustee and their principal occupations during the
past five years are as follows:
Name, Age and Current Principal Occupation and/or Relation
Position with the to Federated Investors or any of its Subsidiaries
Company
Edward C. Gonzales* Vice President, Treasurer, and Trustee, Federated
Age: 67 Investors; Vice President, Federated Advisers,
President and Treasurer Federated Management, Federated Research, Federated
Research Corp., Federated Global Research Corp.
and Passport Research, Ltd.; Executive Vice
President and Director, Federated Securities
Corp.; Trustee, Federated Services Company;
Chairman, Treasurer, and Trustee, Federated
Administrative Services; Trustee or Director of
certain investment companies distributed,
organized, or advised by Federated Investors and
its affiliates ("Federated Funds"); Executive
Vice President, President, or Trustee of the
Federated Funds.
C. Christine Thomson Vice President and Director of Proprietary Fund
Age: 40 Management, Federated Administrative Services; Vice
Vice President and Assistant President and Assistant Treasurer of other funds
Treasurer distributed by Federated Securities Corp.
Peter J. Germain Senior Vice President and Managing Director, Mutual
Age: 38 Fund Services Division, Federated Services Company;
Secretary formerly, Senior Corporate Counsel, Federated
Investors.
None of the executive officers was selected as such pursuant to any
agreements nor has any executive officer entered into an employment contract or
other compensatory agreement with the Trust.
The Trust's Declaration of Trust provides that the Trust will indemnify
its Trustees, and officers against liabilities and expenses incurred in
connection with litigation in which they may be involved because of their
offices with the Funds unless it is finally adjudicated that they engaged in
willful misfeasance, bad faith, gross negligence or reckless disregard of the
duties involved in their offices.
Trustees' Compensation Table
AGGREGATE
NAME , COMPENSATION
POSITION WITH FROM
THE TRUST THE TRUST*#
William O. Vann
Chairman and Trustee $ 8,000
Charles G. Brown, III
Trustee $7,000
Russell W. Chambliss
Trustee $ 8,000
Thomas Grady $7,000
Trustee
* Information is estimated for the fiscal year ending April 30, 1997.
# The aggregate compensation is provided for the Trust which is comprised of
four portfolios.
OTHER MATTERS AND DISCRETION OF ATTORNEYS NAMED IN THE PROXY
Although the Special Meeting is called to act upon any other business that
may properly come before it, at the date of this proxy statement the only
business which the management intends to present or knows that others will
present is the business mentioned in the Notice of Meeting. If any other matters
lawfully come before the Special Meeting, and in all procedural matters at said
Special Meeting, it is the intention that the enclosed proxy shall be voted in
accordance with the best judgment of the proxies named therein, or their
substitutes, present and acting at the Special Meeting.
If, at the time any session of the Special Meeting is called to order, a
quorum is not present in person or by proxy, the persons named as proxies may
vote those proxies which have been received to adjourn the Special Meeting to a
later date. In the event that a quorum is present but sufficient votes in favor
of the proposal has not been received, the persons named as proxies may propose
one or more adjournments of the Special Meeting to permit further solicitation
of proxies with respect to such proposal. All such adjournments will require a
plurality vote of the Shares of the Trust present in person or by proxy at the
session of the Special Meeting to be adjourned. The persons named as proxies
will vote those proxies which they are entitled to vote in favor of the
proposal, in favor of such adjournment, will vote those proxies required to be
voted against the proposal, against any such adjournment, and will abstain from
voting those proxies which are required to abstain from voting on such proposal.
The following list indicates the beneficial ownership of the only
shareholders who, to the best knowledge of the Trust, is the beneficial owner of
more than 5% of the outstanding Shares of the noted Fund as of February 9, 1998:
Treasury Obligations Money Market Fund
Lynspen & Co., Birmingham, Alabama, owned approximately 484,211,754 Shares
(94.73%).
Bond Fund
Lynspen & Co., Birmingham, Alabama, owned approximately 9,741,958 Shares
(94.54%).
Stock Fund
Lynspen & Co., Birmingham, Alabama, owned approximately 19,794,914 Shares
(93.87%).
Income Fund
Lynspen & Co., Birmingham, Alabama, owned approximately 3,708,512 Shares
(94.83%).
If you do not expect to attend the Special Meeting, please sign your proxy
card promptly and return it in the enclosed envelope to avoid unnecessary
expense and delay. No postage is necessary.
By Order of the Board of Trustees
C. Todd Gibson
Assistant Secretary
February 17, 1998
G01142-03
[LOGO]
[Account Number]
SOUTHTRUST VULCAN TREASURY OBLIGATIONS MONEY MARKET FUND
Proxy for Special Meeting of Shareholders March 20, 1998
The undersigned hereby appoints Peter J. Germain, C. Todd Gibson, Patricia
F. Conner, Leanne C. O'Brien and Cristina M. Rice as proxies to vote and act at
the Special Meeting of Shareholders of the SouthTrust Vulcan Treasury
Obligations Money Market Fund (the "Fund"), a portfolio of SouthTrust Vulcan
Funds, to be held at Federated Investors Tower, 19th Floor, 1001 Liberty Avenue,
Pittsburgh, PA 15222-3779 at 2:00 p.m. on March 20, 1998 and at all adjournments
thereof, in respect of all Shares of the Fund as to which the undersigned may be
entitled to vote or act. Each proxy shall have power of substitution and a
majority of said proxies or their substitutes, or any one if only one be present
and acting, shall have all powers hereby granted.
The proxies are hereby authorized and instructed to vote upon the matters
specified in the notice of meeting as set forth on this side of this proxy. If
no choice is indicated as to a proposal, the proxies shall vote FOR such
proposal. Each of the matters is proposed by the Fund, and none of the matters
are related to or conditioned on the approval of any other matter. The proxies
may vote in their discretion on any other matter which may properly come before
the meeting.
Please sign and return.
The proxies are hereby instructed to vote as specified.
NOTE:Signature(s) should agree with name(s) as printed hereon. All joint owners
should sign. Fiduciaries please indicate their titles. THIS PROXY IS
SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE FUND. Please sign and
return promptly in the enclosed envelope.
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS.
KEEP THIS PORTION FOR YOUR RECORDS
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THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED
SOUTHTRUST VULCAN TREASURY OBLIGATIONS MONEY MARKET FUND
Election of Trustees ___ FOR all nominees
(1) T. Grady, B. Harbert, Jr. ___ Withheld authority for all nominees
___ To withhold authority to vote, mark
"For All Nominees Except" and write
the nominee's name on the line below.
-----------------------------------------
x x________________________ _______
Signature (Sign here exactly as name(s) appear above.)
Signature (Joint Owners) Date
[LOGO]
[Account Number]
SOUTHTRUST VULCAN BOND FUND
Proxy for Special Meeting of Shareholders March 20, 1998
The undersigned hereby appoints Peter J. Germain, C. Todd Gibson, Patricia
F. Conner, Leanne C. O'Brien and Cristina M. Rice as proxies to vote and act at
the Special Meeting of Shareholders of the SouthTrust Vulcan Bond Fund (the
"Fund"), a portfolio of SouthTrust Vulcan Funds, to be held at Federated
Investors Tower, 19th Floor, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779 at
2:00 p.m. on March 20, 1998 and at all adjournments thereof, in respect of all
Shares of the Fund as to which the undersigned may be entitled to vote or act.
Each proxy shall have power of substitution and a majority of said proxies or
their substitutes, or any one if only one be present and acting, shall have all
powers hereby granted.
The proxies are hereby authorized and instructed to vote upon the matters
specified in the notice of meeting as set forth on this side of this proxy. If
no choice is indicated as to a proposal, the proxies shall vote FOR such
proposal. Each of the matters is proposed by the Fund, and none of the matters
are related to or conditioned on the approval of any other matter. The proxies
may vote in their discretion on any other matter which may properly come before
the meeting.
Please sign and return.
The proxies are hereby instructed to vote as specified.
NOTE:Signature(s) should agree with name(s) as printed hereon. All joint owners
should sign. Fiduciaries please indicate their titles. THIS PROXY IS
SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE FUND. Please sign and
return promptly in the enclosed envelope.
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS.
KEEP THIS PORTION FOR YOUR RECORDS
- --------------------------------------------------------------------------------
THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED
SOUTHTRUST VULCAN BOND FUND
Election of Trustees ___ FOR all nominees
(1) T. Grady, B. Harbert, Jr. ___ Withheld authority for all nominees
___ To withhold authority to vote, mark
"For All Nominees Except" and write
the nominee's name on the line
below.
-----------------------------------------
x x________________________ _______
Signature (Sign here exactly as name(s) appear above.) Signature (Joint Owners)
Date
[LOGO]
[Account Number]
SOUTHTRUST VULCAN STOCK FUND
Proxy for Special Meeting of Shareholders March 20, 1998
The undersigned hereby appoints Peter J. Germain, C. Todd Gibson, Patricia
F. Conner, Leanne C. O'Brien and Cristina M. Rice as proxies to vote and act at
the Special Meeting of Shareholders of the SouthTrust Vulcan Stock Fund (the
"Fund"), a portfolio of SouthTrust Vulcan Funds, to be held at Federated
Investors Tower, 19th Floor, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779 at
2:00 p.m. on March 20, 1998 and at all adjournments thereof, in respect of all
Shares of the Fund as to which the undersigned may be entitled to vote or act.
Each proxy shall have power of substitution and a majority of said proxies or
their substitutes, or any one if only one be present and acting, shall have all
powers hereby granted.
The proxies are hereby authorized and instructed to vote upon the matters
specified in the notice of meeting as set forth on this side of this proxy. If
no choice is indicated as to a proposal, the proxies shall vote FOR such
proposal. Each of the matters is proposed by the Fund, and none of the matters
are related to or conditioned on the approval of any other matter. The proxies
may vote in their discretion on any other matter which may properly come before
the meeting.
Please sign and return.
The proxies are hereby instructed to vote as specified.
NOTE:Signature(s) should agree with name(s) as printed hereon. All joint owners
should sign. Fiduciaries please indicate their titles. THIS PROXY IS
SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE FUND. Please sign and
return promptly in the enclosed envelope.
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS. KEEP THIS PORTION
FOR YOUR RECORDS
- -------------------------------------------------------------------------------
THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED
SOUTHTRUST VULCAN STOCK FUND
Election of Trustees ___ FOR all nominees
(1) T. Grady, B. Harbert, Jr. ___ Withheld authority for all nominees
___ To withhold authority to vote, mark
"For All Nominees Except" and write
the nominee's name on the line below.
-----------------------------------------
x x________________________ _______
Signature (Sign here exactly as name(s) appear above.) Signature (Joint Owners)
Date
[LOGO]
[Account Number]
SOUTHTRUST VULCAN INCOME FUND
Proxy for Special Meeting of Shareholders March 20, 1998
The undersigned hereby appoints Peter J. Germain, C. Todd Gibson, Patricia
F. Conner, Leanne C. O'Brien and Cristina M. Rice as proxies to vote and act at
the Special Meeting of Shareholders of the SouthTrust Vulcan Income Fund (the
"Fund"), a portfolio of SouthTrust Vulcan Funds, to be held at Federated
Investors Tower, 19th Floor, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779 at
2:00 p.m. on March 20, 1998 and at all adjournments thereof, in respect of all
Shares of the Fund as to which the undersigned may be entitled to vote or act.
Each proxy shall have power of substitution and a majority of said proxies or
their substitutes, or any one if only one be present and acting, shall have all
powers hereby granted.
The proxies are hereby authorized and instructed to vote upon the matters
specified in the notice of meeting as set forth on this side of this proxy. If
no choice is indicated as to a proposal, the proxies shall vote FOR such
proposal. Each of the matters is proposed by the Fund, and none of the matters
are related to or conditioned on the approval of any other matter. The proxies
may vote in their discretion on any other matter which may properly come before
the meeting.
Please sign and return.
The proxies are hereby instructed to vote as specified.
NOTE:Signature(s) should agree with name(s) as printed hereon. All joint owners
should sign. Fiduciaries please indicate their titles. THIS PROXY IS
SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF THE FUND. Please sign and
return promptly in the enclosed envelope.
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS.
KEEP THIS PORTION FOR YOUR RECORDS
- --------------------------------------------------------------------------------
THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED
SOUTHTRUST VULCAN INCOME FUND
Election of Trustees ___ FOR all nominees
(1) T. Grady, B. Harbert, Jr. ___ Withheld authority for all nominees
___ To withhold authority to vote, mark
"For All Nominees Except" and write
the nominee's name on the line below.
----------------------------------------
x x________________________ _______
Signature (Sign here exactly as name(s) appear above.) Signature (Joint Owners)
Date