Registration No. 333-63151



SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549




FORM N-1A


REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933[   ]


Pre-Effective Amendment No. __

[   ]


Post-Effective Amendment No.13

[X]


REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940[   ]


Amendment No.14

[X]



PRASAD SERIES TRUST

(Exact name of registrant as specified in charter)




8000 Town Center Drive, Suite 400, Broadview Heights, Ohio 44147

(Address of principal executive offices)


Registrant’s Telephone Number: (877) 772-7231




Rajendra Prasad, 1310 East Ocean Blvd., Unit #1401, Long Beach, CA 90802

(Name and address of agent for service)


Copy to:


Patricia C. Foster, Esq.

Patricia C. Foster, Esq. PLLC

190 Office Park Way

Pittsford, NY 14534



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


_X___immediately upon filing pursuant to paragraph (b) of Rule 485.


   60 days after filing pursuant to paragraph (a) of Rule 485.


on (date)  pursuant to paragraph (a) of Rule 485.





{320804:12}



PROSPECTUS


PRASAD GROWTH FUND



July 28, 2009


8000 Town Center Drive

Suite 400

Broadview Heights, Ohio 44147


(877) 772-7231


http://www.prasad.net/


Investment Objective:

Capital Appreciation

Minimum Investment

Initial $1,000

Subsequent $100

  
   

Sales Charge:

None

12(b)1 Fee:

None

Exit or Redemption fee:

None


The Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this prospectus.  Any representation to the contrary is a criminal offense.









RISK/RETURN SUMMARY


Investment Objective

 

The Fund’s investment objective is to obtain capital appreciation.


The Fund’s investment objective is not a fundamental investment policy. The Board of Trustees can change non-fundamental policies without a shareholder vote.

Changes to the Fund’s Investment Policies. The Fund’s fundamental investment policies cannot be changed without the approval of a majority of the Fund’s outstanding voting shares; however, the Fund’s Board can change non-fundamental policies without a shareholder vote. The Fund’s investment objective and certain of its investment policies described in the Statement of Additional are non-fundamental policies. Significant policies changes will be described in supplements to this prospectus. Shareholders will receive 60 days advance notice of any change in the Fund’s investment objective and/or its investment policy of investing at least 65% of its total assets in equity securities. A policy is not fundamental unless this prospectus or the Statement of Additional Information states that it is.




Principal Investment Strategies


The Fund seeks its investment objective principally by investing at least 65% of its total assets in equity securities.  Equity securities are common stocks and preferred stocks and securities convertible into or exchangeable for common stocks or preferred stocks Exchange Traded Funds (ETFs) and Closed End Funds .  The Fund may invest in companies of any size.


The Fund’s Adviser emphasizes a “growth” style of investing.  In selecting equity securities, the Adviser will seek to invest in companies which have high earnings growth rates and which currently demonstrate superior long term capital appreciation relative to other equity securities and the NASDAQ Composite and S&P 500.


When the Adviser believes that market conditions warrant a temporary defensive posture, the Fund may invest up to 100% of its assets in money market mutual funds, high-quality short-term debt securities and money market instruments.  The taking of such a temporary defensive posture may adversely affect the ability of the Fund to achieve its investment objective.


The Fund is not restricted with regard to portfolio turnover and will make changes in its investment portfolio from time to time as business and economic conditions and market prices may dictate and its investment policies may require.  The Fund engages in active and frequent trading of portfolio securities.


The Fund may seek to realize additional gains through short sale transactions in securities listed on one or more national securities exchanges or on NASDAQ.  Short selling involves the sale of borrowed securities.  At the time a short sale is effected, the Fund incurs an obligation to replace the security borrowed at whatever its price may be at the time the Fund purchases it for delivery to the lender.


The Fund reserves the flexibility to invest 10% of its assets in Closed End Funds. The Fund reserves the flexibility to invest 100%  of  its assets in ETFs.  At the time of investment, the Fund will limit its investments in any single ETF to 3% of the acquired fund’s voting securities, or together with other funds and companies controlled by Prasad Series Trust, will limit to 10% of the acquired fund’s voting securities. ETFs that have obtained exemptive orders (relieving them of such limits) may sell shares without regard to those limits, provided that they comply with the conditions set forth in those orders. The Fund will comply with applicable regulatory changes in connection with such investments.


Main Risks

(For details, please read the Statement of Additional Information, which is available at the website http://www.prasad.net/ or upon request).


General Risks.  Investing for capital appreciation ordinarily exposes capital to added risk.  Shares of the Fund are intended for you only if you are able and willing to take such risk.  There can be no assurance that the Fund’s investment objective will be attained.  The Fund’s share price may decline and you could lose money.


Stock Market Risks.  The stock market is subject to significant fluctuations in value as a result of political, economic and market developments.  If the stock market declines in value, the Fund’s share price is likely to decline in value.


Growth Stock Risks.  There is no assurance that the Fund’s “growth” style of investing will achieve its desired result.  In fact, the Fund may decline in value as a result of emphasizing this style of investing.  “Growth” stocks generally are more expensive relative to their earnings or assets than other types of stocks.  Consequently, these stocks are more volatile than other types of stocks.  In particular, growth stocks are very sensitive to changes in their earnings.  Negative developments in this regard could cause a stock to decline dramatically, resulting in a decrease in the Fund’s share price.


Non-Diversification.  The Fund is a “non-diversified” fund.  The Fund is considered “non-diversified” because, compared to other funds, a higher percentage of the Fund’s assets may be invested in the shares of a limited number of companies.  The Fund’s portfolio securities, therefore, may be more susceptible to a decline in value as a result of any single economic, political, or regulatory occurrence than the portfolio securities of a “diversified” fund.  


Portfolio Turnover.  A high rate of portfolio turnover in any year will increase brokerage commissions paid by the Fund, thus reducing the Fund’s total return, and could result in high amounts of realized investment gain subject to the payment of taxes by shareholders.  Whenever practicable, the Fund employs discount brokerage firms to reduce commissions.



Short Selling Risks.  Since short selling can result in profits when stock prices generally decline, the Fund in this manner can, to a certain extent, hedge the market risk to the value of its other investments and protect its equity in a declining market.  However, the Fund could, at any given time, suffer both a loss on the purchase or retention of one security if that security should decline in value, and a loss on a short sale of another security, if the security sold short should increase in value.  When a short position is closed out, it may result in a short term capital gain or loss for federal income tax purposes.  Moreover, to the extent that in a generally rising market the Fund maintains short positions in securities rising with the market, the net asset value of the Fund would be expected to increase to a lesser extent than the net asset value of a mutual fund that does not engage in short sales.


Risks of Closed-End Funds and ETFs . The price of a closed-end fund or ETF can fluctuate within a wide range, and the Fund could lose money investing in a closed-end fund or ETF if the prices of the securities owned by the closed-end fund or ETF go down. In addition, (1) the market price of the shares of the closed-end fund or ETF may trade at a discount to their net asset value; (2) an active trading market for the shares of the closed-end fund or ETF may not develop or be maintained; or (3) trading of the shares of the closed-end fund or ETF may be halted if the listing exchange’s officials deems such action appropriate, the shares are de-listed from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally. In addition, the closed-end funds or ETFs in which the Fund invests may have substantial investments in foreign securities, which can involve additional risks relating to political, economic or regulatory conditions in foreign countries. These risks include fluctuations in foreign currencies; withholding or other taxes; trading, settlement, custodial and other operational risks; and the less stringent investor protection and disclosure standards of some foreign markets. All of these factors can make foreign investments, especially those in emerging markets, more volatile and potentially less liquid than U.S. investments. In addition, foreign markets can perform differently than the U.S. market. If these factors cause the net asset values of the closed-end funds or ETFs to decline, the Fund’s share price will decline. Leveraged ETFs and Inverse ETF may add more risk if the market moves in the opposite direction.


Bar Chart and Performance Table


The bar chart and table shown below provide an indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year and by showing how the Fund’s average annual returns for a one-year period, a five-year period and the life of the Fund compared to those of a broad-based securities market index.  How the Fund has performed in the past (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.

[prasad485bpos200907001.jpg]



                              

The total return of the Fund for the period from January 1, 2008 through   December 31, 2008 was – 7.42%.


                                                                                                                                       

During the period from the inception of the Fund through December 31, 2008, the highest return for a quarter was 85.04% (quarter ended December 31, 1999) and the lowest return for a quarter was -29.67% (quarter ended June 30, 2000).                 


AVERAGE ANNUAL TOTAL RETURNS (1)


(For the periods ended December 31, 2008 )


 

1 Year

5 Years

Life of Fund(2)

Return Before Taxes

-7.42 %

0.27 %

-1.31 %

Return After Taxes on Distributions

-7.43 %

0.26 %

-2.88 %

Return After Taxes on Distributions and Sale

of Fund Shares

-4.82 %

        0.22 %

-1.91 %

S & P 500 INDEX

-37.00%

-2.18%

1.46%

NASDAQ Composite Index

-40.54%

-4.67%

-3.24%


(1)

The Fund’s returns measure the performance of a hypothetical account and assume that all dividends and capital gains distributions have been reinvested in additional shares of the Fund.   After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.  Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. The performance of the Fund’s shares is compared to that of the S&P 500 Index, an unmanaged index of equity securities that is a measure of the general domestic stock market and that of the NASDAQ Composite, an unmanaged index which includes all domestic and international based common type stocks listed on The NASDAQ Stock Market.  Performance of the indices includes reinvestment of income, but does not reflect fees, expenses or taxes.  The Fund’s investments vary from those in the index.

 

(2)

The Fund commenced operations on November 23, 1998.



FEES AND EXPENSES OF THE FUND









This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.

Annual Fund Operating Expenses (expenses that are deducted from Fund).

Management Fees

1.50%

Redemption Fees

0.00%1

   


Other Expenses                                                   

Maximum Total Acquired Fund Fees and Expenses


0%

0.566%2     

Maximum Total Annual Fund Operating Expenses

2.066%


1 A shareholder who requests that the proceeds of a redemption be sent by wire transfer will be charged for the cost of such wire, which is $20.00 as of the date of this Prospectus (subject to change without notice).

2 When the Fund invests in other funds there are indirect costs like their management fees.  


The Fund may invest up to 100% of its assets in ETFs and up to 10% in closed end funds. The average expense ratio for all ETFs in the Morningstar database is 0.52%. The average expense ratio for several closed end funds is 0.98%


The total Annual Fund Operating Expenses may vary from 1.50% to 2.066% depending on whether the Fund is invested in ETFs or Closed-End Funds or both, what percentage of the total assets are invested in them and for how long. If the Fund invests 10% in closed end funds and 90% in ETFs, the maximum acquired fund fees and expenses on an annual basis would be 0.566% and the total annual Fund operating expense would go to 2.066%. If the Fund invests 0% in closed end funds and 100% in ETFs the maximum acquired fund fees and expenses would be 0.52% and total annual Fund operating expense would go to 2.02%. If the Fund invests 10% in closed end funds and in no ETFs, the maximum acquired fund fees and expenses would be 0.098% and the total annual expenses of the Fund would go to 1.598%.


 

*



Example:  This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.  The Example assumes that you invest $10,000 in the Fund 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 that the Fund’s operating expenses remain the same.  Although your actual costs may be higher or lower, based on these assumptions your costs would be:


 

1 year

3 years

5 years

10 years

 

 

 

 

 

 

$210

$648

$1,111

$2,396


     







HOW TO PURCHASE SHARES


Shares may be purchased by any investor without a sales charge.  A minimum initial investment of $1,000 is required to open an account with subsequent minimum investments of $100.  Investment minimums may be waived at the discretion of the Fund.


Shareholders Accounts


When a shareholder invests in the Fund, Mutual Shareholder Services LLC (“Mutual Shareholder Services”), the Transfer Agent for the Fund, will establish an open account to which all full and fractional shares will be credited, together with any dividends and capital gains distributions, which are paid in additional shares unless the shareholder otherwise instructs the Transfer Agent.  Stock certificates will be issued for full shares only when requested in writing.  Each shareholder is notified of the status of his account following each purchase or sale transaction.


Initial Purchase


The initial purchase may be made by personal check or by wire from the investor’s account in the following manner:


By Check.  The Account Application which accompanies this Prospectus should be completed, signed, and, along with a personal check for the initial investment payable to Prasad Series Trust, mailed to:  Mutual Shareholder Services, 8000 Town Center Drive, Suite 400, Broadview Heights, Ohio 44147.  The Fund will not accept cash, cashier’s checks, money orders, credit card convenience checks or third party checks.


By Wire.  In order to expedite the investment of funds, investors may advise their bank or broker to transmit funds via Federal Reserve Wire System to:  US Bancorp, ABA #042 000 013, for further credit to Account No. 130100789440, Prasad Growth Fund.  Also provide the shareholder’s name and account number.  In order to obtain this needed account number and receive additional instructions, the investor may contact, prior to wiring funds, Mutual Shareholder Services, at (877) 772-7231.  The investor’s bank may charge a fee for the wire transfer of funds.  The Fund will not accept third party wire transfers.


Subsequent Purchases


Investors may make additional purchases in the following manner:


By Check.  Checks made payable to Prasad Series Trust should be sent, along with the stub from a previous purchase or sale confirmation, to Mutual Shareholder Services, 8000 Town Center Drive, Suite 400, Broadview Heights, Ohio 44147

.


By Wire.  Funds may be wired by following the previously discussed wire instructions for an initial purchase.


By Telephone.  Investors may purchase shares up to an amount equal to 3 times the market value of shares held in the shareholder’s account in the Fund on the preceding day for which payment has been received, by telephoning Mutual Shareholder Services, at (877) 772-7231 and identifying their account by number.  Shareholders wishing to avail themselves of this privilege must complete a Telephone Purchase Authorization Form which is available from the Fund.  A confirmation will be mailed and payment must be received within 3 business days of date of purchase.  If payment is not received within 3 business days the Fund reserves the right to redeem the shares purchased by telephone, and if such redemption results in a loss to the Fund, redeem sufficient additional shares from the shareholder’s account to reimburse the Fund for the loss.  Payment may be made by check or by wire.  The Adviser has agreed to hold the Fund harmless from net losses resulting from this service to the extent, if any, not reimbursed from the shareholder’s account.  This telephone purchase option may be discontinued without notice.


Price of Shares


The price paid for shares of the Fund is the net asset value per share of the Fund next determined after receipt by the Transfer Agent of  your purchase order in proper form, except that the price for shares purchased by telephone is the net asset value per share next determined after receipt by the Transfer Agent of telephone instructions.  Net asset value per share is computed as of the close of business each day the New York Stock Exchange (NYSE) is open for trading and on each other day during which there is a sufficient degree of trading in the Fund’s investments to affect materially net asset value of its redeemable securities.  The  NYSE normally closes at 4:00 p.m. Eastern Time, but may close earlier than that on some days.  All references to time in this Prospectus are to “Eastern Time”.


The assets of the Fund are valued primarily on the basis of market quotations.  Securities (and other assets) for which market quotations are not readily available are valued at their fair value as determined in good faith in accordance with consistently applied procedures established by and under the general supervision of the Board of Trustees. Circumstances under which the Fund will utilize fair value pricing include, among others, situations in which the exchange on which a portfolio security is traded closes early and situations in which trading in a particular portfolio security was halted during trading hours and did not resume prior to the Fund’s net asset value calculation.  The net asset value per share of the Fund will fluctuate with the value of the securities it holds.



Other Information Concerning Purchase of Shares


The Fund reserves the right to reject any order, to cancel any order due to non-payment and to waive or lower the investment minimums with respect to any person or class of persons.  If an order is canceled because of non-payment or because your check does not clear, you will be responsible for any loss that the Fund incurs.  If you are already a shareholder, the Fund can redeem shares from your account to reimburse itself for any loss.  The Adviser has agreed to hold the Fund harmless from net losses to the Fund resulting from the failure of a check to clear to the extent, if any, not recovered from the investor.  For purchases of $50,000 or more, the Fund may, in its discretion, require payment by wire or certified check.



HOW TO REDEEM SHARES


You can redeem some or all of your shares of the Fund on any regular business day. Shares of the Fund will be redeemed at the net asset value per share of the Fund next determined after receipt of the redemption request, if in good order, by the Transfer Agent.  See “Price of Shares.” Because the net asset value of the Fund’s shares will fluctuate as a result of changes in the market value of securities owned, the amount a stockholder receives upon redemption may be more or less than the amount paid for the shares.  Redemption proceeds will be mailed to the shareholder’s registered address of record or, if $5,000 or more, may be transmitted by wire, upon request, to the shareholder’s pre-designated account at a domestic bank.  The shareholder will be charged for the cost of such wire.  If shares have been purchased by check and are being redeemed, redemption proceeds will be paid only after the check used to make the purchase has cleared (usually within 15 days after payment by check).  This delay can be avoided if, at the time of purchase, the shareholder provides payment by certified or cashier’s check or by wire transfer.


Redemption by Mail


You can redeem shares of the Fund by mail by writing directly to the Funds’ Transfer Agent, Mutual Shareholder Services, 8000 Town Center Drive, Suite 400, Broadview Heights, Ohio 44147.  The redemption request must be signed exactly as the shareholder’s name appears on the registration form, with the signature guaranteed, and must include the account number.  If shares are owned by more than one person, the redemption request must be signed by all owners exactly as the names appear on the registration.


If a shareholder is in possession of the stock certificate, these certificates must accompany the redemption request and must be endorsed as registered with a signature guarantee.  Additional documents may be required for registered certificates owned by corporations, executors, administrators, trustees or guardians.  A request for redemption will not be processed until all of the necessary documents have been received in proper form by the Transfer Agent.  A shareholder in doubt as to what documents are required should contact Mutual Shareholder Services at (877) 772-7231.


You should be able to obtain a signature guarantee from a bank, broker-dealer, credit union (if authorized under state law), securities exchange or association, clearing agency or savings association.  A notary public is not an acceptable guarantor.  The Fund may in its discretion waive the signature guarantee in certain instances.


Redemption by Telephone


Shares may be redeemed by telephone by calling Mutual Shareholder Services at (877) 772-7231 between 9:00 A.M.  and 4:00 P.M.  Eastern Time on any day the New York Stock Exchange is open for trading.  An election to redeem by telephone must be made on the initial application form or on other forms prescribed by the Fund which may be obtained by calling the Fund at (877) 772-7231. This form contains a space for the shareholder to supply his own four digit identification number which must be given upon request for redemption.  The Fund will not be liable for following instructions communicated by telephone that the Fund reasonably believes to be genuine.  If the Fund fails to employ reasonable procedures to confirm that instructions communicated by telephone are genuine, the Fund may be liable for any losses due to unauthorized or fraudulent instructions.  Any changes or exceptions to the original election must be made in writing with signature guaranteed, and will be effective upon receipt by the Transfer Agent.  The Transfer Agent and the Fund reserve the right to refuse any telephone instructions and may discontinue the aforementioned redemption option without notice.  The minimum telephone redemption is $1,000.


Other Information Concerning Redemption


A shareholder who requests that the proceeds of a redemption of $5,000 or more be sent by wire transfer will be charged for the cost of such wire, which is $20.00 as of the date of this Prospectus (subject to change without notice).


The Fund reserves the right to take up to seven days to make payment if, in the judgment of the Fund’s Investment Adviser, the Fund could be affected adversely by immediate payment.  In addition, the right of redemption for the Fund may be suspended or the date of payment postponed (a) for any period during which the NYSE is closed (other than for customary week-end and holiday closings), (b) when trading in the markets that the Fund normally utilizes is restricted, or when an emergency, as defined by the rules and regulations of the SEC, exists, making disposal of the Fund’s investments or determination of its net asset value not reasonably practicable, or (c) for any other periods as the SEC by order may permit for protection of the Fund’s shareholders.


Due to the high cost of maintaining accounts, the Fund has the right to redeem, upon not less than 30 days’ written notice, all of the shares of any shareholder if, through redemptions, the shareholder’s account has a net asset value of less than $1,000.  A shareholder will be given at least 30 days’ written notice prior to any involuntary redemption and during such period will be allowed to purchase additional shares to bring his account up to the applicable minimum before the redemption is processed.


Abusive Trading Practices


In order to protect shareholders, the Fund discourages excessive short-term or other abusive trading practices that can increase transactional expenses, produce adverse tax consequences, or interfere with the efficient execution of portfolio management strategies.  It is the Fund’s policy to reject purchases where excessive short-term or other abusive trading practices are detected.  Certain accounts (“omnibus accounts”) include multiple investors and such accounts typically provide the Fund with a net purchase or redemption request on any given day where purchasers of Fund shares and redeemers of Fund shares are netted against one another and the identity of individual purchasers and redeemers whose orders are aggregated are not known by the Fund.  While the Fund monitors for excessive short-term or other abusive trading practices, there can be no guarantee that the Fund will be successful in identifying this activity, particularly with respect to activity occurring within omnibus accounts.


INVESTMENT MANAGEMENT


The Investment Adviser


Since its inception in 1998, the Fund has retained as its investment adviser Mutual Funds Leader, Inc. (the “Adviser”), 1310 East Ocean Blvd., #1401, Long Beach, California 90802, an investment management firm founded in 1998.


Subject to the oversight of the Fund’s Board of Trustees, the Adviser manages the Fund’s assets, including buying and selling portfolio securities.  The Adviser also furnishes office space and certain administrative services to the Fund, and pays all operating expenses of the Fund except for brokerage, taxes, interest and extraordinary expenses.


The Adviser receives from the Fund as compensation for its services an annual fee of 1.5% of the Fund’s net assets.


A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory agreement between the Fund and the Adviser is available in the Fund’s Semiannual Report to Shareholders dated 9/30/2008.


Portfolio Manager


Rajendra Prasad, M.D. has been the portfolio manager of the Fund since its inception in 1998.  Dr. Prasad is a physician who devotes approximately 20 hours per week to a part-time medical practice, primarily during hours when the New York Stock Exchange is closed for business.  He personally was registered as an investment advisor under the Investment Advisors Act of 1940 from 1992 to 1998 when he founded the Adviser and the Fund.  From 1993 to 1999, he published a monthly newsletter, “The Mutual Funds Leader,” which sought to guide investors in selecting mutual funds.  Prior to the inception of the Fund in 1998, neither the Adviser nor Dr. Prasad had any prior experience in advising mutual funds.


The Statement of Additional Information provides additional information about the portfolio manager’s (i) compensation, (ii) other accounts managed and (iii) ownership of securities in the Fund.


DIVIDENDS, DISTRIBUTIONS AND TAXES


The Fund declares and pays any dividends annually to shareholders.  Dividends are paid to all shareholders invested in the Fund on the record date.  The record date is the date on which a shareholder must officially own shares in order to earn a dividend.


In addition, the Fund pays 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.


If you purchase Shares just before the 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 distribution, whether or not you reinvest the distribution in Shares.  Therefore, you should consider the tax implications of purchasing Shares shortly before the 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.


The Fund sends 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 the Fund.  Dividends are taxable as ordinary income; capital gains are taxable at different rates depending upon the length of time the Fund holds its assets.


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


GENERAL INFORMATION


US Bank, 425 Walnut Street, Cincinnati, Ohio 45202, is the custodian for the Fund’s securities and cash.  Mutual Shareholder Services LLC, 8000 Town Center Drive, Suite 400, Broadview Heights, Ohio 44147, is the Fund’s Transfer, Redemption and Dividend Distributing Agent.


Sanville & Company, Certified Public Accountants, 1514 Old York Road, Abington, PA 19001, have been appointed as independent registered public accounting firm for the Fund.


The firm of Patricia C. Foster, Esq. PLLC, is legal counsel to the Fund.


A description of the Fund’s policies and procedures with respect to disclosure of the Fund’s portfolio securities is available in the Fund’s Statement of Additional Information.


FINANCIAL HIGHLIGHTS


The Financial Highlights T able is intended to help you understand the Fund’s financial performance for the period of the Fund’s operations.  The table includes selected per share data and ratios for a share outstanding throughout each of the years   The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all dividends and distributions).  This information for the  years ended March 31, 2009, March 31, 2008, March 31, 2007 and March 31, 2006 has been audited by Sanville & Company, whose report, along with the Fund’s financial statements, are included in the Fund’s Annual Report , which is available upon request.  The information for the years ended March 31, 2005 and March 31, 2004 was audited by other auditors.



FINANCIAL HIGHLIGHTS


Selected data for a share of capital stock outstanding throughout the period:


 

 

For the Years Ended

 

 

3/31/09

3/31/08

3/31/07

3/31/06

3/31/05

 

 

 

 

 

 

 

Net Asset Value, at Beginning of Year

$       5.55

$       4.85

$       6.26

$    4.94

$       5.15

 

 

 

 

 

 

 

Income From Investment Operations:

 

 

  Net Investment Income

  (Loss) *

(0.02)

0.02

      (0.03)

   (0.02)

      (0.02)

  Net Gain (Loss) on

  Securities (Realized and

  Unrealized)

      (1.03)

        0.68

       1.38)

      1.34

       0.19)

     Total from Investment

     Operations

(1.05)

0.70

       1.41)

      1.32

       0.21)

 

 

 

 

 

 

 

  Distributions from net

  investment income

      0.00 †

         0.00

         0.00

      0.00

         0.00

  Distributions from

  realized gains

         0.00

         0.00

         0.00

      0.00

         0.00

 

 

 

 

 

 

 

  Total Distributions

      0.00 †

         0.00

         0.00

      0.00

         0.00

 

 

 

 

 

 

 

Net Asset Value,

    at End of Year

$       4.50

$       5.55

$       4.85

$    6.26

$       4.94

 

 

 

 

 

 

 

Total Return **

(18.87)%

14.43%

(22.52)%

26.72%

(4.08)%

 

 

 

 

 

 

 

Ratios/Supplemental Data:

 

 

 

 

 

  Net Assets at End of

  Year (Thousands)

$        581

$        725

$        732

$  1,144

$        932

  Ratio of Expenses to

  Average Net Assets

1.50%

1.50%

1.50%

1.50%

1.50%

  Ratio of Net Investment

  Income (Loss) to

 Average Net Assets

(0.38)%

0.37%

(0.52)%

(0.28)%

(0.31)%

  Portfolio Turnover

1881%

1488%

976%

731%

677%


* Per share net investment income (loss) has been determined on the basis of

   average shares outstanding during the period.

** Assumes reinvestment of dividends.

† Amount calculated is less than $0.005.













PRIVACY POLICY


In the course of doing business with Prasad Series Trust, you share personal and financial information with us.  We treat this information as confidential and recognize the importance of protecting access to it.


Collection of Customer Information


You may provide information when communicating or transacting with us in writing, electronically, or by phone.  For instance, information may come from applications, requests for forms or literature, and your transactions and account positions with us.  On occasion, such information may come from consumer reporting agencies and those providing services to us.


Disclosure of Customer Information


We do not sell information about current or former customers to any third parties, and we do not disclose it to third parties unless necessary to process a transaction, service an account, or as otherwise permitted by law.  We may share that information with companies that perform services for Prasad Series Trust.  When we enter into such a relationship, our contracts restrict the companies' use of our customer information, prohibiting them from sharing or using it for any purposes other than those for which they were hired.


Security of Customer Information


We maintain physical, electronic, and procedural safeguards to protect your personal information.  Within Prasad Series Trust, access to such information is limited to those who need it to perform their jobs, such as servicing your accounts, resolving problems, or informing you of new products or services.


PRASAD GROWTH FUND

8000 Town Center Drive

Suite 400

Broadview Heights, Ohio 44147

(877) 772-7231



Prasad Growth Fund (the “Fund”) is a non-diversified portfolio of Prasad Series Trust (the “Trust”) an open-end management investment company. This Statement of Additional Information is not a prospectus. It contains additional information about the Fund and supplements information in the Prospectus dated .  July 28, 2009. It should be read together with the Prospectus. You can obtain a copy of the Fund’s Prospectus by writing to the Fund’s Transfer Agent at 8000 Town Center Drive, Suite 400, Broadview Heights, Ohio 44147 or by calling the Transfer Agent at the toll-free number shown above.


The date of this Statement of Additional Information is July 28, 2009.







[Back Cover]


TABLE OF CONTENTS

Page

PRASAD GROWTH FUND

1

RISK/RETURN SUMMARY

2

FEES AND EXPENSES OF THE FUND

4

HOW TO PURCHASE SHARES

4

HOW TO REDEEM SHARES

6

INVESTMENT MANAGEMENT

7

DIVIDENDS, DISTRIBUTIONS AND TAXES

8

GENERAL INFORMATION

8

FINANCIAL HIGHLIGHTS

9

PRIVACY POLICY

9


The following additional information about the Fund is available without charge upon request:


Statement of Additional Information.  Additional Information about the Fund has been filed with the Securities and Exchange Commission (“SEC”) in a Statement of Additional Information dated  July 28, 2009. This document includes additional information about the Fund’s investment policies, risks and operations.  It is incorporated by reference into this Prospectus (which means that it is legally part of this Prospectus).


Annual and Semi-Annual Reports.  Additional information about the Fund’s investments and performance is available in the Fund’s Annual and Semi-Annual Reports to shareholders.  The annual report contains a discussion of market conditions and investment strategies that affected each Fund’s performance during its last fiscal year.


How to Get More Information.


To obtain the Statement of Additional Information (“SAI”) without charge, call the Fund at (877) 772-7231.  You may also call this number to request the Fund’s Annual Report, to request the Fund’s Semi-Annual Report, to request other information about the Fund, and to make shareholder inquiries.  The Fund makes available its SAI and Annual and Semi-annual reports, free of charge, on the Fund’s internet site at http://www.prasad.net/.  In addition, within 60 days after the end of each fiscal quarter, the Fund will provide on this internet site a list of its top portfolio holdings as of the end of such fiscal quarter.


Information about the Fund (including the SAI) can be reviewed and copied at the Public Reference Room of the SEC in Washington, D.C., and information on the operation of the Public Reference Room can be obtained by calling 1-202-942-8090.  Information about the Fund is also available on the EDGAR Database on the Sec’s internet site at http://www.sec.gov/ and copies of this information may be obtained upon payment of a duplicating fee, by electronic request at the following e-mail address:  publicinfo@sec.gov, or by writing the SEC’s Public Reference Section, Washington, D.C.  20549-0102.


Prasad Series Trust

8000 Town Center Drive

Suite 400

Broadview Heights, Ohio 44147

(877) 772-7231


Investment Company Act File No: 811-8993