U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read Instructions at end of Form before preparing Form.
Please print or type.
1. Name and address of issuer:
Kayne Anderson Mutual Funds
2. Name of each series or class of funds for which this notice is filed:
Rising Dividends Fund, Small-Mid Cap Rising Dividends Fund,
International Rising Dividends Fund, Int. Total Return Bond Fund and
Int. Tax-Free Bond Fund
3. Investment Company Act File Number: 811-7705
Securities Act File Number: 333-38405
4. Last day of fiscal year for which this notice is filed:
December 31, 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):
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: 0
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2: 0
9. Number and aggregate sales price of securities sold during the fiscal
year:
1,554,124 Shares $17,994,510
<PAGE>
10. Number and aggregate sales price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
1,554,124 Shares $17,994,510
11. Number and aggregate sales price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable (see
instruction B.7):
12. Calculation of registration fee:
(I) Aggregate sales price of securities sold
during the fiscal year in reliance on
rule 24f-2 (from item 10): $17,994,510
----------------------
(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from Item 11, if applicable) +
----------------------
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year (if
applicable): - $3,497,629
----------------------
(iv) aggregate price of shares redeemed or
repurchased and previously applied as a
reduction to filing fees pursuant to
rule 24e-2 (if applicable): +
----------------------
(v) Net aggregate price of securities sold
and issued during the fiscal year in
reliance on rule 24f-2 [line (I), plus
line (ii), less line (iii), plus line
(iv)] (if applicable): $14,496,881
----------------------
(vi) Multiplier prescribed by Section 6(b) of
the Securities Act of 1933 or other
applicable law or regulation (see
instruction C.6): x 0.00030303
----------------------
(vii) Fee due [line (I) or line (v) multiplied
by line (vi)]: $4,392.99
======================
Instructions: 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.
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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 the
Informal and Other Procedures 917 CFR 202.3a). [X]
- --------------------------------------------------------------------------------
Date of mailing or wire transfer of file fees to the Commission's
lockbox depository:
- --------------------------------------------------------------------------------
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 (Signature and Title)* /s/ Eric M. Banhazl
-------------------------------------------
Eric M. Banhazl/ Assistant Treasurer
-------------------------------------------
Date: February 24, 1997
-------------------------------------------
* Please print the name and title of the signing officer below the signature.
<PAGE>
[HELLER EHRMAN WHITE & McAULIFFE LETTERHEAD]
February 19, 1997
Kayne Anderson Mutual Funds
1800 Avenue of the Stars, 2nd Floor
Los Angeles, California 90067
Ladies and Gentlemen:
As counsel to Kayne Anderson Mutual Funds, a Delaware business
trust (the "Trust"), you have requested our opinion with respect to the shares
of beneficial interest of five series of the Trust, the Rising Dividends Fund,
the Small-Mid Cap Rising Dividends Fund, the International Rising Dividends
Fund, the Intermediate Total Return Bond Fund and the Intermediate Tax-Free Bond
Fund (collectively, the "Funds") sold by the Trust during its fiscal year ended
December 31, 1996 (the "Shares") in connection with the notice (the "Notice")
being filed by the Trust with the Securities and Exchange Commission pursuant to
Rule 24f-2 adopted under the Investment Company Act of 1940, as amended (the
"Act").
In connection with this opinion, we have assumed the
authenticity of all records, documents and instruments submitted to us as
originals, the genuineness of all signatures, the legal capacity of natural
persons and the conformity to the originals of all records, documents and
instruments submitted to us as copies. We have based our opinion on our review
of the following records, documents and instruments:
(a) the Trust's Agreement and Declaration of
Trust dated May 24, 1996 (the "Declaration
of Trust"), as certified to us by an officer
of the Trust as being true and complete and
in effect from that date through the Trust's
fiscal year ended December 31, 1996 (the
"Fiscal Year");
(b) the Trust's Certificate of Trust as filed
with the Delaware Secretary of State on May
29, 1996, as certified to us by an officer
of the Trust as being true and complete and
in effect from that date through the Fiscal
Year;
(c) the Bylaws of the Trust, dated May 24, 1996,
as certified to us by an officer of the
Trust as being true and complete and in
effect from that date through the Fiscal
Year;
<PAGE>
Kayne Anderson Mutual Funds
February 19, 1997 Page 2
(d) the Fund's Prospectus and Statement of
Additional Information effective during the
Fiscal Year, as identified in the officer's
certificate identified in (f) below
(together, the "Prospectus");
(e) resolutions relating to the designation of
the Funds of which the Shares are part and
issuance of the Shares adopted by the sole
trustee of the Trust, by a written consent
dated August 23, 1996, as ratified by the
Board of Trustees of the Trust at a meeting
of the Board held on September 30, 1996, as
certified by an officer of the Trust as
being in full force and effect without
amendment or modification from that date
through the Fiscal Year; and
(f) a certificate of an officer of the Trust
concerning certain factual matters relevant
to this opinion.
In rendering our opinion below, we have assumed that all of
the Shares were issued and sold at the per share public offering price on the
date of their issuance in accordance with statements specified in the Funds'
then-current Prospectus and in accordance with Article III of the Declaration of
Trust. In rendering our opinion, we have further assumed that the Funds
received, in cash and marketable securities, an amount equal to the per-share
public offering price as described in the Funds' then-current Prospectus. We
have not conducted an independent examination of the books and records of the
Trust for the purpose of determining whether all of the Shares were fully paid
prior to their issuance and do not believe it to be our obligation to do so.
Our opinion below is limited to the federal law of the United
States of America and the business trust law of the State of Delaware. We are
not licensed to practice law in the State of Delaware, and we have based our
opinion below solely on our review of Chapter 38 of Title 12 of the Delaware
Code and the case law interpreting such Chapter as reported in Delaware Code
Annotated (Michie Co. 1995 and Supp. 1996) and updated on Westlaw. We have not
undertaken a review of other Delaware law or court decisions or of any
administrative decisions in connection with rendering this opinion. We disclaim
any opinion as to any law other than that of the United States of America and
the business trust law of the State of Delaware as described above, and we
disclaim any opinion as to any statute, rule, regulation, ordinance, order or
other promulgation of any regional or local governmental authority.
Based on the foregoing and our examination of such questions
of law as we have deemed necessary and appropriate for the purpose of this
opinion, we are of the opinion that the Shares, as sold pursuant to registration
under the Securities Act of 1933, as amended, and Rule 24f-2 adopted under the
Act, were legally issued, fully paid and nonassessable.
<PAGE>
Kayne Anderson Mutual Funds
February 19, 1997 Page 3
We hereby consent to the filing of this opinion as an exhibit
to the Notice being filed by the Trust with the Securities and Exchange
Commission. This opinion is rendered to you in connection with that Notice and
is solely for your benefit. This opinion may not be relied upon by you for any
other purpose, or relied upon by any other person, firm or other entity for any
purpose, without our prior written consent. We disclaim any obligation to advise
you of any developments in areas covered by this opinion that occur after the
date of this opinion.
Sincerely yours,
HELLER EHRMAN WHITE & MCAULIFFE
