ICM SERIES TRUST
24F-2NT, 1999-03-29
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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.
Please print or type.

1.      Name and address of issuer:

         ICM Series Trust
         3200 Horizon Drive
         King of Prussia, PA  19406

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:  811-8507

        Securities Act File Number:  333-40819

4(a). Last day of fiscal year for which this Form is filed: December 31, 1998

     4(b).  [ ] Check box if this Form 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.

5. Calculation of registration fee:

     (i) Aggregate sale price of securities sold during the fiscal year pursuant
to section 24(f): $7,644,314

     (ii)  Aggregate  price of  securities  redeemed or  repurchased  during the
          fiscal year: $506,345

         (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:                           $    (0)
                          
(iv)  Total  available  redemption  credits  (add  items  5(ii) and  5(iii)
                                                                      $506,345

         (v) Net sales - if Item 5(i) is greater than item 5(iv)
                  [subtract Item 5(iv) from Item 5(i)]:              $7,137,969
                                                                        
        (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)]:             $       (0)
                                 
         (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):             = $1,984.36
                               
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: (0) . 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: (0)
         .

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):
+$     (0)

8.       Total of the amount of the registration fee due plus any interest due
         [line 5(viii) plus line 7]:                                = $1,984.36
                                                                  

9.       Date the  registration  fee and any  interest  payment  was sent to the
         Commission's lockbox depository:

                                    March 26, 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 date indicated.
By (Signature and Title)*


                                    /s/ Gary S. Saks

                                    Gary S. Saks
                                    Secretary


Date:    March 29, 1999
*Please print the name and title of the signing officer below the signature.




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