LEVCO SERIES TRUST
24F-2NT, 1999-03-26
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                                  UNITED STATES
                       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.
- ---------------------------------------------------------------

1.           Name and address of issuer:

             LEVCO Series Trust
             One Rockefeller Plaza, 19th Floor
             New York, New York 10020

- ----------------------------------------------------------------

2.           The name of each series or class of securities for which
             this Form is filed (If the Form is being filed for all
             series and classes of securities of the issuer, check the
             box but do not list series or classes):  [X]


- ----------------------------------------------------------------

3.           Investment Company Act File Number:  811-8007

             Securities Act File Number:  333-19297

- ----------------------------------------------------------------

4(a).        Last day of fiscal year for which this Form is filed:

             December 31, 1998
- ----------------------------------------------------------------

4(b).        [ ]    Check box if this is being filed late (i.e., more
                    than 90 calendar days after the end of the issuer's
                    fiscal year).  (See Instruction A.2)

NOTE:        IF THE FORM IS BEING FILED LATE, INTEREST MUST BE PAID ON
             THE REGISTRATION FEE DUE.
- ----------------------------------------------------------------

4(c).        [ ]    Check box if this is the last time the issuer will be
                    filing this Form.

- ----------------------------------------------------------------







<PAGE>



5. Calculation of registration fee:

(i)     Aggregate sale price of securities sold
        during the fiscal year pursuant to section 24(f):        $ 1,211,877.31
                                                                  -------------

(ii)    Aggregate price of securities
        redeemed or repurchased during
        the fiscal year:                            $ 139,689.37
                                                     -----------

(iii)   Aggregate price of securities  redeemed 
        or repurchased  during any PRIOR  fiscal
        year ending no earlier  than  October 11,
        1995 that were not previously used to 
        reduce registration fees payable
        to the Commission:                          $ None  
                                                     -----

(iv)    Total available redemption credits
        [add Items 5(ii) and 5(iii)]:                             -$ 139,689.37
                                                                    -----------
(v)     Net sales -- if Item 5(i) is greater
        than Item 5(iv) [subtract Item 5(iv)
        from Item 5(i)]:                                         $ 1,072,187.94
                                                                  -------------

(vi)    Redemption  credits  available  for use in 
        future years -- if Item 5(i) is less than
        Item 5(iv) [subtract Item 5(iv) from Item 5(i)]:
                                    
                                                    $  None     
                                                    -----------

(vii)   Multiplier for determining
        registration fee (See instruction
        C.9):                                                          x.000278
                                                                        -------
        
(viii)  Registration fee due [multiply
        Item 5(v) by Item 5(vii)](enter
        "0" if no fee is due):                                        =$ 298.07 
                                                                       ========


- ---------------------------------------------------------------------------

6.       Prepaid Shares

         If the response to item 5(i) was  determined  by deducting an amount of
         securities  that  were  registered  under  the  Securities  Act of 1933
         pursuant  to rule 24e-2 as in effect  before  October  11,  1997,  then
         report  the  amount of  securities  (number  of shares or other  units)
         deducted here:None.  If there is a number of shares or other units that
         were registered  pursuant to rule 24e-2 remaining  unsold at the end of
         the fiscal year for which this form is filed that are available for use
         by the issuer in future fiscal years, then state that number here:None.



<PAGE>


- ---------------------------------------------------------------------------

7.       Interest due -- if this Form is being filed more than 90 days after the
         end of the issuer's fiscal year (see Instruction D):

                                                             +$  None
                                                              --------
- ---------------------------------------------------------------------------

8.       Total of the amount of the  registration  fee due plus any interest due
         [line 5(viii) plus line 7]:

                                                             =$ 298.07
                                                              -------- 
- --------------------------------------------------------------------------
9.       Date the registration fee and any interest payment was sent to the
         Commission's lockbox depository: March 25, 1999

              Method of Delivery:

                                    [X]Wire Transfer
                                    [ ]Mail or other means

- -----------------------------------------------------------------

                                   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/ Norris Nissim
                                            ------------------------------------
                                            Norris Nissim, Secretary
                                            ------------------------------------

Date  March 26, 1999
     ------------------

*Please print the name and title of the signing officer below the
signature.



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