As Filed with the U.S. Securities and Exchange Commission on June 23, 2009

File No. 333-158016

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form N-14

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933(X)

Pre-Effective Amendment No.___( )

Post-Effective Amendment No. 1 (X)

RYDEX SERIES FUNDS
(Exact Name of Registrant as Specified in Charter)

9601 Blackwell Road, Suite 500, Rockville, Maryland 20850
(Address of Principal Executive Offices) (Zip Code)

(301)296-5100
(Registrant's Telephone Number, Including Area Code)

Richard Goldman
9601 Blackwell Road
Suite 500
Rockville, Maryland 20850
(Name and Address of Agent for Service of Process)

Copies to:

W. John McGuire
Morgan, Lewis & Bockius LLP
1111 Pennsylvania Avenue, N.W.
Washington, D.C. 20004

It is proposed that this filing will become effective (check appropriate box):

_X_ immediately upon filing pursuant to paragraph (b) of rule 485
___ on (date) pursuant to paragraph (b)(1)(v) of rule 485
___ 60 days after filing pursuant to paragraph (a)(1) of rule 485
___ on (date) pursuant to paragraph (a)(1) of rule 485
___ 75 days after filing pursuant to paragraph (a)(2) of rule 485
___ on (date) pursuant to paragraph (a)(2) of rule 485

EXPLANATORY NOTE

This Amendment to the Registration Statement on Form N-14 of Rydex Series Funds,
filed with the U.S. Securities and Exchange Commission on March 16, 2009 (File
No. 333-158016), is being filed to add Exhibit (J) to Part C of the Registration
Statement. No information contained in Parts A or B of the Registration
Statement, which are incorporated herein by reference in their entirety, is
amended, deleted or superseded hereby.

PART C

OTHER INFORMATION

ITEM 23. EXHIBITS:

(a)(1) Certificate of Trust dated February 10, 1993 of Rydex
Series Funds (the "Registrant" or the "Trust") is
incorporated herein by reference to Exhibit (1)(a) of
Post-Effective Amendment No. 27 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the U.S. Securities and Exchange Commission
(the "SEC") via EDGAR Accession No. 0000906287-96-000141
on October 30, 1996.

(a)(2) Registrant's Declaration of Trust dated March 13, 1993 is
incorporated herein by reference to Exhibit (1)(b) of
Post-Effective Amendment No. 27 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000906287-96-000141 on October 30, 1996.

(a)(3) Amendment dated November 2, 1993 to the Registrant's
Declaration of Trust dated March 13, 1993 is incorporated
herein by reference to Exhibit (a)(3) of Post-Effective
Amendment No. 40 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000912057-00-034316 on
August 2, 2000.

(a)(4) Amendment dated February 25, 2000 to the Registrant's
Declaration of Trust dated March 13, 1993 is incorporated
herein by reference to Exhibit (a)(4) of Post-Effective
Amendment No. 40 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000912057-00-034316 on
August 2, 2000.

(a)(5) Amendment dated November 21, 2005 to the Registrant's
Declaration of Trust dated March 13, 1993 is incorporated
herein by reference to Exhibit (a)(5) of Post-Effective
Amendment No. 61 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0001169232-06-001381 on
March 3, 2006.

(b) Registrant's Amended and Restated Bylaws are incorporated
herein by reference to Exhibit (b) of Post-Effective
Amendment No. 61 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0001169232-06-001381 on
March 3, 2006.

(d)(1) Advisory Agreement dated January 18, 2008 between the
Registrant and PADCO Advisors, Inc. is incorporated herein
by reference to Exhibit (d)(1) of Post-Effective Amendment
No. 75 to the Registrant's Registration Statement on Form
N-1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No. 0000935069-08-000948 on April 21, 2008.

(d)(2) Schedule A, as last amended February 26, 2009, to the
Advisory Agreement dated January 18, 2008 between the
Registrant and PADCO Advisors, Inc. is incorporated herein
by reference to Exhibit (d)(2) of Post-Effective Amendment
No. 90 to the Registrant's Registration Statement on Form
N-1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No. 0000935069-09-001135 on April 30, 2009.

(d)(3) Expense Limitation Agreement dated May 1, 2006 between the
Registrant and PADCO Advisors, Inc., with respect to the
Commodities Strategy Fund, is incorporated herein by
reference to Exhibit (d)(3) of Post-Effective Amendment
No. 76 to the Registrant's Registration Statement on Form
N-1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No.

0000935069-08-001345 on May 30, 2008.

(d)(4) Advisory Agreement dated January 18, 2008 between the
Registrant and PADCO Advisors, Inc., with respect to the
Multi-Hedge Strategies Fund (formerly, the Absolute Return
Strategies Fund) and Hedged Equity Fund, is incorporated
herein by reference to Exhibit (d)(3) of Post-Effective
Amendment No. 75 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-08-000948 on
April 21, 2008.

(d)(5) Schedule A, as last amended February 26, 2009, to the
Advisory Agreement dated January 18, 2008 between the
Registrant and PADCO Advisors Inc., with respect to the
Multi-Hedge Strategies Fund (formerly, the Absolute Return
Strategies Fund) and Hedge Equity Fund, is incorporated
herein by reference to Exhibit (d)(5) of Post-Effective
Amendment No. 90 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-09-001135 on
April 30, 2009.

(d)(6) Investment Sub-Advisory Agreement dated August 29, 2007
between PADCO Advisors, Inc. and Valu-Trac Investment
Management Limited, with respect to the International
Opportunity Fund (formerly, the International Rotation
Fund), is incorporated herein by reference to Exhibit
(d)(5) of Post-Effective Amendment No. 72 to the
Registrant's Registration Statement on Form N-1A (File No.
033-59692), as filed with the SEC via EDGAR Accession No.
0000935069-07-002646 on November 8, 2007.

(d)(7) Revised Schedule A to the Investment Sub-Advisory
Agreement dated August 29, 2007 between PADCO Advisors,
Inc. and Valu-Trac Investment Management Limited, with
respect to the International Opportunity Fund (formerly,
the International Rotation Fund), is incorporated herein
by reference to Exhibit (d)(7) of Post-Effective Amendment
No. 90 to the Registrant's Registration Statement on Form
N-1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No. 0000935069-09-001135 on April 30, 2009.

(d)(8) Investment Sub-Advisory Agreement dated March 6, 2009
between PADCO Advisors, Inc. and Security Global
Investors, LLC, with respect to the Global 130/30 Strategy
Fund and Global Market Neutral Fund, is incorporated
herein by reference to Exhibit (d)(7) of Post-Effective
Amendment No. 87 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-09-000880 on
March 30, 2009.

(e) Distribution Agreement dated January 18, 2008 between the
Registrant and Rydex Distributors, Inc. is incorporated
herein by reference to Exhibit (e)(1) of Post-Effective
Amendment No. 75 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-08-000948 on
April 21, 2008.

(f) Not applicable.

(g)(1) Custody Agreement dated November 30, 1993 between the
Registrant and Star Bank, N.A. (now, U.S. Bank, N.A.) is
incorporated herein by reference to Exhibit 8 of
Post-Effective Amendment No. 27 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC on October 30, 1996.

(g)(2) Amendment dated April 24, 2008 between the Registrant and
U.S. Bank, N.A. (formerly, Star Bank, N.A.) to the Custody
Agreement dated November 30, 1993 between the Registrant
and Star Bank, N.A. (now, U.S. Bank, N.A.) is incorporated
herein by reference to Exhibit (g)(2) of Post-Effective
Amendment No. 76 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-08-001345 on
May

30, 2008.

(g)(3) Amended and Restated Foreign Custody Manager Agreement
dated April 24, 2008 between the Registrant and U.S. Bank,
N.A. (formerly, Star Bank, N.A.) is incorporated herein by
reference to Exhibit (g)(3) of Post-Effective Amendment
No. 76 to the Registrant's Registration Statement on Form
N-1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No. 0000935069-08-001345 on May 30, 2008.

(g)(4) Revised Schedule II to the Amended and Restated Foreign
Custody Manager Agreement dated April 24, 2008 between the
Registrant and U.S. Bank, N.A. (formerly, Star Bank, N.A.)
is incorporated herein by reference to Exhibit (g)(4) of
Post-Effective Amendment No. 90 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-09-001135 on April 30, 2009.

(g)(5) Special Custody and Pledge Agreement dated March 9, 2009
by and among the Registrant, Pershing LLC, PADCO Advisors,
Inc. and U.S. Bank National Association, with respect to
the Global 130/30 Strategy Fund, is incorporated herein by
reference to Exhibit (g)(5) of Post-Effective Amendment
No. 88 to the Registrant's Registration Statement on Form
N-1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No. 0000935069-09-000929 on April 1, 2009.

(g)(6) Special Custody and Pledge Agreement dated March 9, 2009
by and among the Registrant, Pershing LLC, PADCO Advisors,
Inc. and U.S. Bank National Association, with respect to
the Global Market Neutral Fund, is incorporated herein by
reference to Exhibit (g)(6) of Post-Effective Amendment
No. 88 to the Registrant's Registration Statement on Form
N-1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No. 0000935069-09-000929 on April 1, 2009.

(h)(1) Amended and Restated Service Agreement dated November 15,
2004 between the Registrant and Rydex Fund Services, Inc.
is incorporated herein by reference to Exhibit (h)(1) of
Post-Effective Amendment No. 57 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-05-001236 on May 24, 2005.

(h)(2) Amendment dated February 26, 2009 to the Amended and
Restated Service Agreement dated November 15, 2004 between
the Registrant and Rydex Fund Services, Inc. is
incorporated herein by reference to Exhibit (h)(2) of
Post-Effective Amendment No. 90 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-09-001135 on April 30, 2009.

(h)(3) Accounting Services Agreement dated September 25, 1996
between the Registrant and Rydex Fund Services, Inc. is
incorporated herein by reference to Exhibit (9)(d) of
Post-Effective Amendment No. 27 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000906287-96-000141 on October 30, 1996.

(h)(4) Amendment dated February 26, 2009 to the Accounting
Services Agreement dated September 25, 1996 between the
Registrant and Rydex Fund Services, Inc. is incorporated
herein by reference to Exhibit (h)(4) of Post-Effective
Amendment No. 90 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-09-001135 on
April 30, 2009.

(h)(5) H-Class Shares Shareholder Services Plan dated May 20,
2002, as amended and restated August 28, 2006, is
incorporated herein by reference to Exhibit (h)(5) of
Post-Effective Amendment No. 90 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-09-001135 on April 30, 2009.

(h)(6) Form of Sub-Transfer Agency Agreement between Rydex Fund
Services, Inc. and Security Investors, LLC is incorporated
herein by reference to Exhibit (h)(6) of Post-Effective
Amendment No. 91 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-09-001339 on
May 29, 2009.

(i)(1) Opinion and Consent of Counsel, Morgan, Lewis & Bockius
LLP, with respect to each series of the Trust (except the
Long/Short Commodities Strategy Fund), is incorporated
herein by reference to Exhibit (i) of Post-Effective
Amendment No. 77 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-08-001690 on
July 29, 2008.

(i)(2) Opinion and Consent of Counsel, Morgan, Lewis & Bockius
LLP, with respect to the Long/Short Commodities Strategy
Fund, is incorporated herein by reference to Exhibit
(i)(2) of Post-Effective Amendment No. 82 to the
Registrant's Registration Statement on Form N-1A (File No.
033-59692), as filed with the SEC via EDGAR Accession No.
0000935069-08-003028 on December 17, 2008.

(i)(3) Opinion and Consent of Counsel, Morgan, Lewis & Bockius
LLP, with respect to Investor2 Class Shares of the U.S.
Government Money Market Fund, is incorporated herein by
reference to Exhibit (i)(3) of Post-Effective Amendment
No. 90 to the Registrant's Registration Statement on Form
N-1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No. 0000935069-09-001175 on May 7, 2009.

(i)(4) Opinion and Consent of Counsel, Morgan, Lewis & Bockius
LLP, with respect to the Managed Futures Strategy Fund, is
incorporated herein by reference to Exhibit (i)(4) of
Post-Effective Amendment No. 90 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-09-001135 on April 30, 2009.

(j) Opinion of Morgan, Lewis & Bockius LLP, regarding certain
tax matters, is filed herewith.

(k) Not applicable.

(l) Not applicable.

(m)(1) Amended and Restated Distribution and Shareholder Services
Plan for Advisor Class Shares and C-Class Shares dated
August 28, 2000 is incorporated herein by reference to
Exhibit (m)(11) of Post-Effective Amendment No. 43 to the
Registrant's Registration Statement on Form N-1A (File No.
033-59692), as filed with the SEC via EDGAR Accession No.
0000912057-01-525748 on July 30, 2001.

(m)(2) Amendment dated May 21, 2001 to the Amended and Restated
Distribution and Shareholder Services Plan dated August
28, 2000 for Advisor Class Shares and C-Class Shares is
incorporated herein by reference to Exhibit (m)(12) of
Post-Effective Amendment No. 43 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000912057-01-525748 on July 30, 2001.

(m)(3) Amendment dated February 26, 2009 to the Amended and
Restated Distribution and Shareholder Services Plan for
Advisor Class Shares and C-Class Shares dated August 28,
2000 is incorporated herein by reference to Exhibit (m)(3)
of Post-Effective Amendment No. 90 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-09-001135 on April 30, 2009.

(m)(4) Distribution Plan for H-Class Shares dated February 25,
2000 is incorporated herein by reference to Exhibit
(m)(11) of Post-Effective Amendment No. 40 to the
Registrant's Registration Statement on Form N-1A (File No.
033-59692), as filed with the SEC via EDGAR Accession No.
0000912057-00-034316 on August 2, 2000.

(m)(5) Amendment dated February 26, 2009 to the Distribution Plan
for H-Class Shares dated February 25, 2000 is incorporated
herein by reference to Exhibit (m)(5) of Post-Effective
Amendment No. 90 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-09-001135 on
April 30, 2009.

(m)(6) Distribution Plan for A-Class Shares dated November 5,
2001 is incorporated herein by reference to Exhibit (m)(8)
of Post-Effective Amendment No. 57 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-05-001236 on May 24, 2005.

(m)(7) Amendment dated February 26, 2009 to the Distribution Plan
for A-Class Shares dated November 5, 2001 is incorporated
herein by reference to Exhibit (m)(7) of Post-Effective
Amendment No. 90 to the Registrant's Registration
Statement on Form N-1A (File No. 033-59692), as filed with
the SEC via EDGAR Accession No. 0000935069-09-001135 on
April 30, 2009.

(n)(1) Amended and Restated Rule 18f-3 Plan dated August 28,
2000, as amended and restated February 26, 2009, is
incorporated herein by reference to Exhibit (n) of
Post-Effective Amendment No 87 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-09-000880 on March 30, 2009.

(n)(2) Revised Schedule A to the Amended and Restated Rule 18f-3
Plan dated August 28, 2000, as amended and restated
February 26, 2009, is incorporated herein by reference to
Exhibit (n)(2) of Post-Effective Amendment No. 90 to the
Registrant's Registration Statement on Form N-1A (File No.
033-59692), as filed with the SEC via EDGAR Accession No.
0000935069-09-001135 on April 30, 2009.

(o) Not applicable.

(p)(1) Combined Code of Ethics for the Registrant, Rydex Dynamic
Funds, Rydex Variable Trust, Rydex ETF Trust, PADCO
Advisors, Inc. d/b/a Rydex Investments, PADCO Advisors II,
Inc. d/b/a Rydex Investments, Rydex Capital Partners I,
LLC, Rydex Capital Partners II, LLC, and Rydex
Distributors, Inc. is incorporated herein by reference to
Exhibit (p)(1) of Post-Effective Amendment No. 39 to Rydex
Variable Trust's Registration Statement on Form N-1A (File
No. 333-57017), as filed with the SEC via EDGAR Accession
No. 0001104659-09-009522 on February 13, 2009.

(p)(2) Code of Ethics for Valu-Trac Investment Management Limited
is incorporated herein by reference to Exhibit (p)(3) of
Post-Effective Amendment No. 28 to the Registration
Statement of Rydex Variable Trust (File No. 333-57017), as
filed with the SEC via EDGAR Accession No.
0001104659-07-071077 on September 25, 2007.

(p)(3) Code of Ethics of Security Global Investors, LLC is
incorporated herein by reference to Exhibit (p)(3) of
Post-Effective Amendment No. 78 to the Registrant's
Registration Statement on Form N-

1A (File No. 033-59692), as filed with the SEC via EDGAR
Accession No. 0000935069-08-002290 on September 12, 2008.

(q) Powers of Attorney for Carl G. Verboncoeur, Werner E.
Keller, Thomas F. Lydon, Corey A. Colehour, J. Kenneth
Dalton, John O. Demaret, Patrick T. McCarville, and Roger
Somers are incorporated herein by reference to Exhibit (q)
of Post-Effective Amendment No. 87 to the Registrant's
Registration Statement on Form N-1A (File No. 033-59692),
as filed with the SEC via EDGAR Accession No.
0000935069-09-000880 on March 30, 2009.

ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT:

As of the date of this Registration Statement, the Registrant owned
100% of the Rydex Series Funds Managed Futures Strategy Fund CFC and
Rydex Series Funds Commodities Strategy Fund CFC, each an exempted
company organized under Cayman Islands law. The Registrant is not under
common control with any other person.

ITEM 25. INDEMNIFICATION:

The Registrant is organized as a Delaware statutory trust and is
operated pursuant to a Declaration of Trust, dated as of March 13,
1993, as amended (the "Declaration of Trust"), that permits the
Registrant to indemnify its trustees and officers under certain
circumstances. Such indemnification, however, is subject to the
limitations imposed by the Securities Act of 1933, as amended, and the
Investment Company Act of 1940, as amended. The Registrant's
Declaration of Trust provides that officers and trustees of the Trust
shall be indemnified by the Trust against liabilities and expenses of
defense in proceedings against them by reason of the fact that they
each serve as an officer or trustee of the Trust or as an officer or
trustee of another entity at the request of the entity. This
indemnification is subject to the following conditions:

(a) no trustee or officer of the Trust is indemnified against
any liability to the Trust or its security holders which
was the result of any willful misfeasance, bad faith,
gross negligence, or reckless disregard of his duties;

(b) officers and trustees of the Trust are indemnified only for
actions taken in good faith which the officers and trustees
believed were in or not opposed to the best interests of the
Trust; and

(c) expenses of any suit or proceeding will be paid in advance
only if the persons who will benefit by such advance undertake
to repay the expenses unless it subsequently is determined
that such persons are entitled to indemnification.

The Registrant's Declaration of Trust provides that if indemnification
is not ordered by a court, indemnification may be authorized upon
determination by shareholders, or by a majority vote of a quorum of the
trustees who were not parties to the proceedings or, if this quorum is
not obtainable, if directed by a quorum of disinterested trustees, or
by independent legal counsel in a written opinion, that the persons to
be indemnified have met the applicable standard.

ITEM 26. BUSINESS AND OTHER CONNECTIONS OF THE INVESTMENT ADVISER

PADCO Advisors, Inc., d/b/a Rydex Investments, (the "Adviser") is the
investment adviser for each series of the Trust. The Adviser also
serves as investment adviser to a number of other investment companies.
The principal address of the Adviser is 9601 Blackwell Road, Suite 500,
Rockville, Maryland 20850. The Adviser is an investment adviser
registered under the Investment Advisers Act of 1940.

Any other business, profession, vocation or employment of a substantial
nature in which each director or principal officer of each investment
adviser is or has been, at any time during the last two fiscal years,
engaged for his or her own account or in the capacity of director,
officer, employee, partner or trustee are

as follows:

- ----------------------------------------------------------------------------------------------------------------------------
POSITION
NAME WITH ADVISER OTHER BUSINESS
- ----------------------------------------------------------------------------------------------------------------------------

Richard M. Goldman Chief Executive Officer Chief Executive Officer (CEO) and Director of PADCO Advisors II, Inc.
(CEO) and Director ------------------------------------------------------------------------
Chief Executive Officer (CEO), President and Director of Rydex
Distributors, Inc.
------------------------------------------------------------------------
Senior Vice President of Security Benefit Corporation
------------------------------------------------------------------------
President and Managing Member Representative of Security Investors, LLC
------------------------------------------------------------------------
Director of Security Distributors, Inc
------------------------------------------------------------------------
Director, First Security Benefit Life Insurance and Annuity Company of
New York
------------------------------------------------------------------------
President and Chairman of the Board of Security Funds
------------------------------------------------------------------------
President and Managing Member Security Global Investors, LLC
------------------------------------------------------------------------
CEO and President, Rydex Holdings LLC
- ----------------------------------------------------------------------------------------------------------------------------
Michael P. Byrum Chief Investment Officer CIO, Director, President and Secretary of PADCO Advisors II, Inc.
(CIO), President, ------------------------------------------------------------------------
Secretary and Director Secretary of Rydex Fund Services, Inc.
------------------------------------------------------------------------
CIO of Rydex Holdings, LLC
------------------------------------------------------------------------
Trustee and Vice President of Rydex Series Funds
------------------------------------------------------------------------
Trustee and Vice President of Rydex Dynamic Funds
------------------------------------------------------------------------
Trustee and Vice President of Rydex Variable Trust
------------------------------------------------------------------------
Trustee and Vice President of Rydex ETF Trust
------------------------------------------------------------------------
Manager of Rydex Specialized Products, LLC
------------------------------------------------------------------------
Secretary of Advisor Research Center, Inc.
------------------------------------------------------------------------
Director of Rydex Variable Managed Futures Strategy CFC
------------------------------------------------------------------------
Director of Rydex Managed Futures Strategy CFC
------------------------------------------------------------------------
Director of Rydex Series Funds Long/Short Commodities Strategy CFC
------------------------------------------------------------------------
Director of Rydex Variable Long/Short Commodities Strategy CFC
------------------------------------------------------------------------
Director of Rydex Variable Commodities Strategy CFC
------------------------------------------------------------------------
Director of Rydex Series Funds Commodities Strategy CFC
- ----------------------------------------------------------------------------------------------------------------------------
Thomas Kaehr Vice President and Vice President and Treasurer of PADCO Advisors II, Inc.
Treasurer ------------------------------------------------------------------------
Treasurer of Rydex Holdings, LLC.
------------------------------------------------------------------------
Treasurer of Rydex Distributors, Inc.
------------------------------------------------------------------------
Treasurer of Rydex Fund Services, Inc.
------------------------------------------------------------------------
Vice President and Treasurer of Rydex Specialized Products, LLC
------------------------------------------------------------------------
Vice President, Controller and Treasurer of Security Benefit
Corporation
------------------------------------------------------------------------
Vice President, Controller and Treasurer of Security Benefit Life
Insurance Corporation
------------------------------------------------------------------------
Controller and Treasurer of First Security Benefit Life Insurance and
Annuity Company of New York
------------------------------------------------------------------------
Vice President, Controller and Treasurer of Security Benefit Mutual
Holding Co.
------------------------------------------------------------------------
Treasurer of Security Distributors, Inc.
------------------------------------------------------------------------
Treasurer of Security Financial Resources, Inc.
------------------------------------------------------------------------

Treasurer of Security Financial Resources Collective Investments, LLC
------------------------------------------------------------------------
Treasurer of SE2, Inc.
------------------------------------------------------------------------
Treasurer of Security Investors, LLC
------------------------------------------------------------------------
Treasurer of Security Global Investors, LLC
------------------------------------------------------------------------
Treasurer of Security Benefit Clinic & Hospital
- ----------------------------------------------------------------------------------------------------------------------------
Joanna M. Haigney Chief Compliance Officer Chief Compliance Officer of PADCO Advisors II, Inc.
and Vice President ------------------------------------------------------------------------
Director of Rydex Distributors, Inc.
------------------------------------------------------------------------
Chief Compliance Officer and Secretary of Rydex Series Funds
------------------------------------------------------------------------
Chief Compliance Officer and Secretary of Rydex Dynamic Funds
------------------------------------------------------------------------
Chief Compliance Officer and Secretary of Rydex ETF Trust
------------------------------------------------------------------------
Chief Compliance Officer and Secretary of Rydex Variable Trust
------------------------------------------------------------------------
Chief Compliance Officer of Rydex Advisory Services, LLC.
- ----------------------------------------------------------------------------------------------------------------------------

Valu-Trac Investment Management Limited ("Valu-Trac") is the investment
sub-adviser for the Trust's International Opportunity Fund. The
principal address of Valu-Trac is Mains of Orton Fochabers, Moray,
Scotland IV32 7QE. Valu-Trac is an investment adviser registered under
the Investment Advisers Act of 1940.

-------------------------- ------------------------------- -----------------------------------------------------------------
POSITION
NAME WITH VALU-TRAC OTHER BUSINESS
-------------------------- ------------------------------- -----------------------------------------------------------------

R. Peter W. Millar CA Chief Executive Officer Chief Executive Officer of Valu-Trac Investment Research Limited
-------------------------- ------------------------------- -----------------------------------------------------------------
Sole Proprietor of Valu-Trac Research, Orton Estate, and Orton
Farms
-----------------------------------------------------------------
Executive Director of Valu-Trac Master Fund SPC, Valu-Trac
Strategic Fund SPC, Valu-Trac Strategic Fund LLC, Valu-Trac
Funds PLC, and Spey Fishing Trust Ltd.
-----------------------------------------------------------------
Non-Executive Director of Pahlson Moller Ltd.
-----------------------------------------------------------------
Trustee of R.P.W. Millar 1998 Discretionary Trust
-------------------------- ------------------------------- -----------------------------------------------------------------
Malcolm G. Strang Steel Non-Executive Director Partner of Turcan Connell, Solicitors
WS -----------------------------------------------------------------
Partner of Greenhead Farm
-----------------------------------------------------------------
Non-Executive Director of Gleneagles Farms, Ltd., Hope Sixteen
(Properties) Ltd., Hope Sixteen (Trustees) Ltd., Logie
Enterprises Ltd., Princes Exchange (Nominees) Ltd., Princes
Exchange (Trustees) Ltd., Prospero Trustees, Ltd., Relugas
Farms Ltd., TC Nominees (No. 1) Ltd., TC Nominess (No. 2), TC
Nominees (No. 3) Ltd., TC Nominees (No. 4) Ltd., TC Nominess
(No. 5) Ltd., Turcan Connell (PEP Nominess) Ltd., Turcan
Connell (Trustees) Ltd. and Valu-Trac Investment Research Ltd.
-------------------------- ------------------------------- -----------------------------------------------------------------
Anne Laing Chief Compliance Officer Executive Director of Valu-Trac Funds PLC
-------------------------- ------------------------------- -----------------------------------------------------------------

Security Global Investors, LLC ("SGI") is the investment sub-adviser
for the Trust's Global 130/30 Strategy Fund and Global Market Neutral
Fund. The principal address of SGI is 801 Montgomery Street, 2nd Floor,
San Francisco, California 94133-5164. SGI is an investment adviser
registered under the Investment Advisers Act of 1940.

-------------------------- ------------------------------- -----------------------------------------------------------------
POSITION
NAME WITH SGI OTHER BUSINESS
-------------------------- ------------------------------- -----------------------------------------------------------------

Richard M. Goldman President and Manager Chief Executive Officer (CEO) and Director, PADCO Advisors,
Inc.; Chief Executive Officer (CEO) and Director, PADCO II
Advisors, Inc.; Chief Executive Officer (CEO), President and
Director, Rydex Distributor, Inc.; Senior Vice President,
Security Benefit Corporation; President and Managing Member
Representative, Security Investors, LLC; Director, Security
Distributors, Inc.; Director, First Security Benefit Life
Insurance and Annuity Company of New York; President and
Chairman of the Board, Security Funds; President and Managing
Member Security Global Investors, LLC; CEO and President, Rydex
Holdings LLC
-------------------------- ------------------------------- -----------------------------------------------------------------
Amy J. Lee Secretary Vice President, Associate General Counsel and Assistant
Secretary, Security Benefit Corporation; Vice President,
Associate General Counsel and Assistant Secretary, Security
Benefit Life Insurance Company; Secretary, Security Investors,
LLC; Secretary and Chief Compliance Officer, Security
Distributors, Inc.; Chief Compliance Officer & Secretary, Rydex
Distributors, Inc.; Secretary, Security Funds & SBL Fund;
Associate General Counsel, First Security Benefit Life and
Annuity Company of New York; Secretary, Security Financial
Resources, Inc.; Secretary, Security Financial Resources
Collective Investments, LLC; Assistant Secretary & Assistant
Treasurer, Security Benefit Clinic & Hospital
-------------------------- ------------------------------- -----------------------------------------------------------------
Brenda M. Harwood Chief Compliance Officer Vice President , Director & Assistant Treasurer, Security
Distributors, Inc.; Vice President & Chief Compliance Officer,
Security Investors, LLC; Chief Compliance Officer & Treasurer,
Security Funds & SBL Fund
-------------------------- ------------------------------- -----------------------------------------------------------------
Thomas R. Kaehr Treasurer Vice President and Treasurer, PADCO II Advisors, Inc; Vice
President and Treasurer PADCO Advisors, Inc.; Treasurer, Rydex
Holdings, LLC; Treasurer, Rydex Distributors, Inc.; Treasurer
of Rydex Fund Services, Inc.; Vice President and Treasurer of
Rydex Specialized Products, LLC; Vice President, Controller and
Treasurer of Security Benefit Corporation; Vice President,
Controller and Treasurer of Security Benefit Life Insurance
Corporation; Controller and Treasurer of First Security Benefit
Life Insurance and Annuity Company of New York; Vice President,
Controller and Treasurer of Security Benefit Mutual Holding
Co.; Treasurer of Security Distributors, Inc.; Treasurer of
Security Financial Resources, Inc.; Treasurer of Security
Financial Resources Collective Investments, LLC; Treasurer of
SE2, Inc.; Treasurer of Security Investors, LLC; Treasurer of
Security Global Investors, LLC; Treasurer of Security Benefit
Clinic & Hospital
-------------------------- ------------------------------- -----------------------------------------------------------------
John D. Boich Vice President & Head of N/A
Global Equity
-------------------------- ------------------------------- -----------------------------------------------------------------

Kris A. Robbins Manager Chairman of the Board, President, and Chief Executive Officer
(CEO), Security Benefit Mutual Holding Company; Chairman,
President and CEO, Security Benefit Corporation; Chairman,
President and CEO, Security Benefit Life Insurance Company;
Chairperson and CEO, First Security Benefit Life Insurance and
Annuity Company of New York; Chairman, President & CEO,
Security Benefit Clinic and Hospital; Manager, Rydex Holdings,
LLC
-------------------------- ------------------------------- -----------------------------------------------------------------

Additional information as to any other business, profession, vocation
or employment of a substantial nature engaged in by each such officer
and director is included in the Trust's Statement of Additional
Information.

ITEM 27. PRINCIPAL UNDERWRITERS

(a) Rydex Distributors, Inc. serves as the principal underwriter for
the Registrant, Rydex Variable Trust, Rydex Dynamic Funds and Rydex ETF
Trust.

(b) The following information is furnished with respect to the
directors and officers of Rydex Distributors, Inc.

--------------------------------- -------------------------------------- -----------------------------------------------
NAME AND POSITIONS AND POSITIONS AND
PRINCIPAL BUSINESS ADDRESS OFFICES WITH UNDERWRITER OFFICES WITH REGISTRANT
--------------------------------- -------------------------------------- -----------------------------------------------

Richard M. Goldman Director, CEO, & President None
--------------------------------- -------------------------------------- -----------------------------------------------
Catherine Ayers-Rigsby FINOP & CFO None
--------------------------------- -------------------------------------- -----------------------------------------------
Marc Zeitoun Director None
--------------------------------- -------------------------------------- -----------------------------------------------
Amy Lee Chief Compliance Officer None
& Secretary
--------------------------------- -------------------------------------- -----------------------------------------------
Keith Fletcher Director None
--------------------------------- -------------------------------------- -----------------------------------------------
Joanna Haigney Director Secretary and Chief Compliance Officer
--------------------------------- -------------------------------------- -----------------------------------------------
Thomas R. Kaehr Treasurer None
--------------------------------- -------------------------------------- -----------------------------------------------
Joseph S. Yoon Assistant Secretary None
--------------------------------- -------------------------------------- -----------------------------------------------

ITEM 28. LOCATION OF ACCOUNTS AND RECORDS

(a) With respect to Rules 31a-1(a); 31a-1(b)(1); (2)(a) and (b); (3);
(6); (8); (12); and 31a-1(d), the required books and records are
maintained at the offices of the Registrant's custodian:

U.S. Bank, National Association
425 Walnut Street
Cincinnati, Ohio 45202

(b)/(c) With respect to Rules 31a-1(a); 31a-1(b)(1),(4); (2)(C) and
(D); (4); (5); (6); (8); (9); (10); (11); and 31a-1(f), the required
books and records are maintained at the offices of the Registrant's
administrator:

Rydex Fund Services, Inc.

9601 Blackwell Road
Suite 500
Rockville, Maryland 20850

(c) With respect to Rules 31a-1(b)(5), (6), (9) and (10) and 31a-1(f),
the required books and records are maintained at the principal offices
of the Registrant's adviser, PADCO Advisors, Inc., and sub-advisers,
Valu-Trac Investment Management Limited (for the International
Opportunity Fund) and Security Global Investors, LLC (for the Global
130/30 Strategy Fund and Global Market Neutral Fund):

PADCO Advisors, Inc.
9601 Blackwell Road
Suite 500
Rockville, Maryland 20850

Security Global Investors, LLC
801 Montgomery Street
2nd Floor
San Francisco, California 94133-5164

Valu-Trac Investment Management Limited
Mains of Orton Fochabers
Moray, Scotland IV32 7QE

ITEM 29. MANAGEMENT SERVICES

There are no management-related service contracts not discussed in
Parts A and B.

ITEM 30. UNDERTAKINGS

None.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 (the "Securities
Act") and the Investment Company Act of 1940, as amended, the Registrant
certifies that it meets all of the requirements for effectiveness of this
Registration Statement under Rule 485(b) under the Securities Act and has duly
caused this Post-Effective Amendment No. 1 to Registration Statement No.
333-158016 to be signed on its behalf by the undersigned, duly authorized, in
the City of Rockville, State of Maryland on the 23rd day of June, 2009.

RYDEX SERIES FUNDS

*
----------------------------------
Carl G. Verboncoeur
President

Pursuant to the requirements of the Securities Act, this Post-Effective
Amendment No. 1 to the Registration Statement has been signed below by the
following persons in the capacities and on the dates indicated.

SIGNATURE TITLE DATE

* President and Chief Executive Officer June 23, 2009
- ------------------------------------
Carl G. Verboncoeur

* Member of the Board of Trustees June 23, 2009
- ------------------------------------
J.Kenneth Dalton

* Member of the Board of Trustees June 23, 2009
- ------------------------------------
John O. Demaret

* Member of the Board of Trustees June 23, 2009
- ------------------------------------
Patrick T. McCarville

* Member of the Board of Trustees June 23, 2009
- ------------------------------------
Roger Somers

* Member of the Board of Trustees June 23, 2009
- ------------------------------------
Corey A. Colehour

/s/Michael P. Byrum Member of the Board of Trustees June 23, 2009
- ------------------------------------
Michael P. Byrum

SIGNATURE TITLE DATE

* Member of the Board of Trustees June 23, 2009
- ------------------------------------
Werner E. Keller

* Member of the Board of Trustees June 23, 2009
- ------------------------------------
Thomas F. Lydon

/s/Nick Bonos Vice President and Treasurer June 23, 2009
- ------------------------------------
Nick Bonos

* /s/ Michael P. Byrum
--------------------
Michael P. Byrum

* Attorney-in-Fact pursuant to powers of attorney for Carl G. Verboncoeur,
Werner E. Keller, Thomas F. Lydon, Corey A. Colehour, J. Kenneth Dalton,
John O. Demaret, Patrick T. McCarville, and Roger Somers, which are
incorporated herein by reference to Exhibit (q) of Post-Effective Amendment
No. 87 to the Registrant's Registration Statement on Form N-1A (File No.
033-59692), as filed with the SEC via EDGAR Accession No.
0000935069-09-000880 on March 30, 2009.

EXHIBIT INDEX

NUMBER EXHIBIT:

EX-99.J Tax Opinion, Morgan, Lewis & Bockius LLP, regarding certain tax
matters