U. S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 24f-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer:
United Services Funds
7900 Callaghan Road
San Antonio, Texas 78229
2. Name of each series or class of funds for which this notice is filed:
U.S. Gold Shares Fund
U.S. All American Equity Fund
U.S. Global Resources Funds
U.S. Treasury Securities Cash Fund
U.S. Tax Free Fund
U.S. Income Fund
U.S. World Gold Fund
U.S. Government Securities Savings Fund
U.S. Real Estate Fund
United Services Near-Term Tax Free Fund
United Services Intermediate Treasury Fund
China Region Opportunity Fund
3. Investment Company Act File Number: 811-1800
Securities Act File Number: 02-35439
4. Last day of fiscal year for which this notice is filed:
June 30, 1996
5. Check box if this notice is being filed more than 180 days after the close
of the issuer's fiscal year for purposes of reporting securities sold after
the close of the fiscal year but before termination of the issuer's 24f-2
declaration:
/ /
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
Not applicable
7. Number and amount of securities of the same class or series which had been
registered under the Securities Act of 1933 other than pursuant to rule
24f-2 in a prior fiscal year, but which remained unsold at the beginning of
the fiscal year:
None, for all of the series listed in Item 2 above.
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2.
None, for all of the series listed in Item 2 above.
9. Number and aggregate sale price of securities sold during the fiscal year:
NUMBER OF AGGREGATE SALES
NAME OF SERIES SHARES PRICE
- ------------------------------------------ -------------- ------------------
U.S. Gold Shares Fund 2,035,370,163 $ 4,429,434,091
U.S. All American Equity Fund 302,225 6,841,213
U.S. Global Resources Fund 1,290,538 8,360,859
U.S. Treasury Securities Cash Fund 4,914,471,458 4,914,471,458
U.S. Tax Free Fund 1,120,663 13,085,021
U.S. Income Fund 355,655 5,105,871
U.S. World Gold Fund 33,665,564 634,483,388
U.S. Government Securities Savings Fund 583,226,089 583,226,089
U.S. Real Estate Fund 563,985 6,020,603
United Services Near-Term Tax Free Fund 263,905 2,764,609
United Services Intermediate Treasury Fund 341,329 3,652,056
China Region Opportunity Fund 2,218,121 14,267,321
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2.
NUMBER OF AGGREGATE SALES
NAME OF SERIES SHARES PRICE
- ------------------------------------------ ------------- ------------------
U.S. Gold Shares Fund 2,035,370,163 $ 4,429,434,091
U.S. All American Equity Fund 302,225 6,841,213
U.S. Global Resources Fund 1,290,538 8,360,859
U.S. Treasury Securities Cash Fund 4,914,471,458 4,914,471,458
U.S. Tax Free Fund 1,120,663 13,085,021
U.S. Income Fund 355,655 5,105,871
U.S. World Gold Fund 33,665,564 634,483,388
U.S. Government Securities Savings Fund 583,226,089 583,226,089
U.S. Real Estate Fund 563,985 6,020,603
United Services Near-Term Tax Free Fund 263,905 2,764,609
United Services Intermediate Treasury Fund 341,329 3,652,056
China Region Opportunity Fund 2,218,121 14,267,321
11. Number and aggregate sale price of securities issued during the fiscal year
in connection with dividend reinvestment plans, if applicable (see
Instruction B.7):
NUMBER OF AGGREGATE SALES
NAME OF SERIES SHARES PRICE
- ------------------------------------------ ------------- ------------------
U.S. Gold Shares Fund 2,107,294 $ 4,005,509
U.S. All American Equity Fund 8,612 196,271
U.S. Global Resources Fund 40,623 242,924
U.S. Treasury Securities Cash Fund 7,356,338 7,356,338
U.S. Tax Free Fund 64,582 755,742
U.S. Income Fund 26,224 380,195
U.S. World Gold Fund -0- -0-
U.S. Government Securities Savings Fund 29,287,828 29,287,828
U.S. Real Estate Fund 31,601 344,204
United Services Near-Term Tax Free Fund 24,065 252,029
United Services Intermediate Treasury Fund 22,776 240,518
China Region Opportunity Fund 45,974 293,252
12. Calculation of registration fee:
<TABLE>
<CAPTION>
- ---------------------------- --------------------- ----------------- --------------------- -------- --------------------
(II) AGGREGATE (V) NET
PRICE IN AGGREGATE PRICE
CONNECTION OF SECURITIES SOLD
WITH DIVIDEND (III) AGGREGATE AND ISSUED [LINE
(I) AGGREGATE REINVESTMENT PRICE OF SHARES (I), PLUS LINE (II),
SALE PRICE (FROM PLANS (FROM REDEEMED OR LESS LINE (III),
NAME OF SERIES ITEM 10) ITEM 11) REPURCHASED (IV)(1) PLUS LINE (IV)]
- ---------------------------- --------------------- ----------------- --------------------- -------- --------------------
<S> <C> <C> <C> <C> <C>
U.S. Gold Shares Fund $4,429,434,091 $ 4,005,509 $(4,508,881,568) -0- $ (75,441,968)
U.S. All American 6,841,213 196,271 (6,392,929) -0- 644,555
Equity Fund
U.S. Global Resources 8,360,859 242,924 (9,698,547) -0- (1,094,764)
Fund
U.S. Treasury Securities 4,914,471,458 7,356,338 (4,923,359,484) -0- (1,531,688)
Cash Fund
U.S. Tax Free Fund 13,085,021 755,742 (12,572,221) -0- 1,268,542
U.S. Income Fund 5,105,871 380,195 (7,103,504) -0- (1,617,438)
U.S. World Gold Fund 634,483,388 -0- (632,356,617) -0- 2,126,771
U.S. Government 583,226,089 29,287,828 (553,476,691) -0- 59,037,226
Securities Savings Fund
U.S. Real Estate Fund 6,020,603 344,204 (8,249,033) -0- (1,884,226)
United Services Near- 2,764,609 252,029 (3,547,566) -0- (530,928)
Term Tax Free Fund
United Services 3,652,056 240,518 (4,643,498) -0- (750,924)
Intermediate Treasury
Fund
China Region 14,267,321 293,252 (11,964,951) -0- 2,595,622
Opportunity Fund
--------------- -------------- ---------------- --- -------------
TOTALS $10,621,712,579 $ 43,354,810 (10,682,246,609) -0- ($17,179,220)
=============== ============== ================ === =============
MULTIPLIED BY 1/2900 X 1/2900
-------------
FEE DUE [TOTAL OF (I) $0.00
OR (V) MULTIPLIED BY =============
(VI)]
<FN>
(1) Aggregate price of shares redeemed or repurchased and previously applied as
a reduction to filing fees pursuant to rule 24e-2 (if applicable)
</FN>
</TABLE>
INSTRUCTION: Issuers should complete lines (ii), (iii), (iv), and (v) only if
the form is being filed within 60 days after the close of the issuer's fiscal
year. See Instruction C.3.
13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of Informal
and Other Procedures (17CFR 202.3a).
/ /
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository:
No fees required.
SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
By: /S/ TERESA G. ROWAN
- ---------------------------------
TERESA G. ROWAN
Date: August 22, 1996
GOODWIN, PROCTER & HOAR, LLP
COUNSELLORS AT LAW
EXCHANGE PLACE
BOSTON, MASSACHUSETTS 02109-2881
Telephone (617)570-1000
Tel;ecopier (617) 523-1231
August 21, 1996
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Notice on Form 24f-2 for United Services Funds
File No. 811-1800
Gentlemen:
As counsel to United Services Funds (the "Trust"), we have been requested
to render this opinion in connection with the filing by the Trust of a Notice on
Form 24f-2 (the "Notice") with respect to its fiscal year ended June 30, 1996.
Reference is made to paragraph 10 of the Notice, wherein the Trust reports
the number and amount of shares of the Trust (the "Shares") representing
interests in U.S. Gold Shares Fund, U.S. All American Equity Fund, U.S. Global
Resources Fund, U.S. Treasury Securities Cash Fund, U.S. Tax Free Fund, U.S.
Income Fund, U.S. World Gold Fund, U.S. Government Securities Savings Fund, U.S.
Real Estate Fund, United Services Near-Term Tax Free Fund, United Services
Intermediate Treasury Fund and China Region Opportunity Fund sold during the
fiscal year ended June 30, 1996 in reliance upon Rule 24f-2 under the Investment
Company Act of 1940, as amended.
We have examined the First Amended and Restated Master Trust Agreement and
By- Laws, as amended, of the Trust, the Notice, the records of certain meetings
and written consents of the Trustees of the Trust, and such other documents as
we deemed necessary for purposes of this opinion.
Based upon the foregoing, and assuming that all of the Shares were sold,
issued and paid for in accordance with the terms of the Trust's Prospectuses and
Statements of Additional Information contained in the Trust's Registration
Statement on Form N-1A in effect at the time of sale, in our opinion the Shares
were legally issued and are fully paid and non-assessable by the Trust.
Very truly yours,
/s/ Goodwin, Procter & Hoar LLP
GOODWIN, PROCTER & HOAR LLP
308600.c1
