<PAGE>
[LETTERHEAD OF BELL, BOYD & LLOYD]
February 27, 1996
Acorn Investment Trust
227 West Monroe Street
Chicago, Illinois 60610
Ladies and Gentlemen:
RULE 24F-2 NOTICE
-----------------
We have represented Acorn Investment Trust, a Massachusetts business
trust ("Trust"), in connection with the filing with the Securities and Exchange
Commission of the Trust's Rule 24f-2 Notice for the fiscal year ended December
31, 1995, pursuant to Rule 24f-2 under the Investment Company Act of 1940. In
this connection, we have examined originals, or copies certified or otherwise
identified to our satisfaction, of such documents, corporate or other records,
certificates and other papers as we deem it necessary to examine for the purpose
of this opinion, including the agreement and declaration of trust and bylaws of
the Trust and resolutions of its board of trustees authorizing the issuance of
shares.
Based upon the foregoing examination, we are of the opinion that the
following shares of beneficial interest, without par value, of the Trust sold
during the 1995 fiscal year in reliance upon registration pursuant to rule 24f-2
were legally issued, fully paid and nonassessable (although shareholders of the
Trust may be subject to liability under certain circumstances as described in
the prospectus of the Trust included in its registration statement on Form
N-1A):
<TABLE>
<CAPTION>
Shares Sold
During Period Pursuant
Series of the Trust to Rule 24f-2
------------------- -------------
<S> <C>
Acorn Fund 34,647,964
Acorn International 9,543,266
</TABLE>
We consent to the filing of this opinion with the Trust's Rule 24f-2
Notice. In giving this consent, we do not admit that we are in the category of
persons whose consent is required under Section 7 of the Securities Act of 1933.
Very truly yours,
/s/ Bell, Boyd & Lloyd
<PAGE>
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:
Acorn Investment Trust
227 West Monroe Street
Chicago, Illinois 60606
- --------------------------------------------------------------------------------
2. Name of each series or class of funds for which this notice is filed:
Acorn Fund
Acorn International
- --------------------------------------------------------------------------------
3. Investment Company Act File Number: 811-1829
Securities Act File Number: 2-34223
- --------------------------------------------------------------------------------
4. Last day of fiscal year for which this notice is filed: December 31, 1995
- --------------------------------------------------------------------------------
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:
None
- --------------------------------------------------------------------------------
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
None
- --------------------------------------------------------------------------------
9. Number and aggregate sale price of securities sold during the fiscal year:
Acorn Fund 21,830,496 shares; $292,685,904
Acorn International 9,481,607 shares; 147,138,648
------------
$439,824,552
- --------------------------------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
Acorn Fund 21,830,496 shares; $292,685,904
Acorn International 9,481,607 shares; 147,138,648
------------
$439,824,552
- --------------------------------------------------------------------------------
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):
Acorn Fund 12,817,468 shares; $173,543,564
Acorn International 61,659 shares; 1,000,726
------------
$174,544,290
- --------------------------------------------------------------------------------
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during
the fiscal year in reliance on rule 24f-2
(from Item 10): $439,824,552
------------
(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11,
if applicable): +174,544,290
------------
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year (if
applicable): -615,018,003
------------
(iv) Aggregate price of shares redeemed or
repurchased and previously applied as a
reduction to filing fees pursuant to rule
24e-2 (if applicable): + -0-
------------
(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): (649,161)
------------
(vi) Multiplier prescribed by Section 6(b) of
the Securities Act of 1933 or other applicable
law or regulation (see Instruction C.6): x 1/2900
------------
(vii) Fee due [line (i) or line (v) multiplied by
line (vi): -0-
============
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 (17 CFR 202.3a).
[_]
Date of mailing or wire transfer of filing 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/ Bruce H. Lauer
---------------------------------
Bruce H. Lauer
Vice President and Treasurer
---------------------------------
Date February 27, 1996
-----------------
*Please print the name and title of the signing officer below the signature.
- --------------------------------------------------------------------------------
