X COM FUNDS
24F-2NT, 2000-03-29
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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 24F-2
                         ANNUAL NOTICE OF SECURITES SOLD
                             PURSUANT TO RULE 24F-2

             READ INSTRUCTIONS AT END OF FORM BEFORE PREPARING FORM.

1. Name and address of issuer:

   X.com Funds
   394 University Avenue
   Palo Alto, California 94301

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:  811-09381

    Securities Act File Number:  333-80205

4(a).  Last day of fiscal year for which this Form is filed: 12/31/99

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):                                         $ 1,917,445

    (ii)   Aggregate price of securities redeemed
           or repurchased during the fiscal year:                  -$ 257,767

    (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)]:                           -$ 257,767

    (v)    Net sales -- if item 5(i) is greater
           than Item 5(iv) [subtract Item 5(iv)                   $ 1,659,678
           from Item 5(i)]:

    (vi)   Redemption credits available for use
           in future years -- if Item 5(i) is                     $ 0
           less than Item 5(iv) [subtract Item
           5(iv) from Item 5(i)]:

    (vii)  Multiplier for determining registration

<PAGE>
           fee (See Instruction C.9):                             x.000264

    (viii) Registration fee due [multiply Item 5(v)
           by Item 5(vii)] (enter "0" if no fee
           is due):                                               = $ 438.15
                                                                  ------------
                                                                  ------------

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:  N/A.  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: N/A.

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
     [Item 5(viii) plus Item 7]:                                 = $ 438.15

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

     Method of Delivery:

     3/28/2000  CIK# 0001088143

                 [ 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/Sucan C. Mosher
                           ---------------------------
                           Susan C. Mosher
                           Secretary

Date:  3/29/2000
       ------------------

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



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