As filed with the Securities and Exchange Commission on February 10, 2005. File Nos. 333-122104 811-08228 US SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-14 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X] Pre-Effective Amendment No. _____ [1] Post-Effective Amendment No. ____ [ ] TIMOTHY PLAN ------------------------------------------------ (Name of Registrant as Specified in Its Charter) 800-846-7526 ------------------------------------------------ (Registrant's Area Code and Telephone Number) 1304 WEST FAIRBANKS AVENUE, WINTER PARK, FL 32789 -------------------------------------------------------------------------- (Address of Principal Executive Offices: Number, Street, City, State, Zip) TERRY COVERT, ESQ. 1304 WEST FAIRBANKS AVENUE, WINTER PARK, FL 32789 ------------------------------------------------- (Name and Address of Agent for Service of Process) Copies to: MERRILL STEINER, ESQ. STRADLEY, RONON, STEVENS & YOUNG, LLP 2600 ONE COMMERCE SQUARE PHILADELPHIA, PA 19103-7098 DAVID D. JONES, ESQ. DAVID JONES & ASSOC., P.C. 395 SAWDUST ROAD, # 2148 THE WOODLANDS, TX 77380 Title of Securities being Registered: Class A shares of beneficial interest of the Timothy Plan Large/Mid-Cap Growth Fund. No filing fee is due because Registrant is relying on Section 24(f) of the Investment Company Act of 1940, as amended. Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission acting pursuant to said section 8(a), may determine. 1 EXPLANATORY NOTE This Registration Statement is organized as follows: Part A: 1. Letter to Shareholders of the NOAH Fund Equity Portfolio. 2. Notice of Special Meeting of Shareholders of the NOAH Fund Equity Portfolio. 3. Combined Prospectus/Proxy Statement of NOAH Fund Equity Portfolio and Timothy Plan Large/Mid-Cap Growth Fund. Part A to this combined Prospectus/Proxy Statement is incorporated herein for all purposes by reference to Part A of Form N-14, previously filed by Registrant on January 18, 2005. Part B: 4. Statement of Additional Information of the NOAH Fund Equity Portfolio and Timothy Plan Large/Mid-Cap Growth Fund. Part B to this combined Prospectus/Proxy Statement is incorporated herein for all purposes by reference to Part B of Form N-14, previously filed by Registrant on January 18, 2005. Part C: 5. Other Information. 6. Exhibits. Part C to this combined Prospectus/Proxy Statement is incorporated herein for all purposes by reference to Part C of Form N-14, previously filed by Registrant on January 18, 2005. Signatures: 7. Filed herein 2 SIGNATURES As required by the Securities Act of 1933, as amended, this registration statement has been signed on behalf of the registrant, in the city of Winter Park and the State of Florida on February 10, 2005. THE TIMOTHY PLAN By: /s/ Arthur D. Ally -------------------------------- ARTHUR D. ALLY Chairman, President and Treasurer As required by the Securities Act of 1933, as amended, this registration statement has been signed below by the following persons in the capacities and on the date indicated. Signature Title Date - --------- ----- ---- /s/ Arthur D. Ally Chairman, President & Treasurer- February 10, 2005 - ------------------- Trustee ARTHUR D. ALLY /s/ Joseph E. Boatwright* Trustee, Secretary February 10, 2005 - -------------------------- JOSEPH E. BOATWRIGHT /s/ Matthew D. Staver* Trustee February 10, 2005 - ----------------------- MATHEW D. STAVER /s/ Jock M. Sneddon* Trustee February 10, 2005 - --------------------- JOCK M. SNEDDON /s/ Wesley W. Pennington* Trustee February 10, 2005 - -------------------------- WESLEY W. PENNINGTON /s/ Charles E. Nelson* Trustee February 10, 2005 - ----------------------- CHARLES E. NELSON /s/ Scott Preissler, Ph.D.* Trustee February 10, 2005 - ---------------------------- SCOTT PREISSLER, Ph.D. /s/ Alan M. Ross* Trustee February 10, 2005 - ------------------ Alan M. Ross * By Arthur D. Ally, Attorney-In-Fact under Powers of Attorney 3 3