FORUM FUNDS INC
24F-2NT, 1996-05-29
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             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:

                    Forum Funds
                    Two Portland Square
                    Portland, Maine 04101


2.  Name of each series or class of funds for which this notice
is filed:


          Investors Bond Fund
          TaxSaver Bond Fund
          Payson Value Fund
          Maine Municipal Bond Fund
          Daily Assets Treasury Fund
          Payson Value Fund
          New Hampshire Bond Fund


3.  Investment Company Act File Number:  2-67052

     Securities Act File Number:  811-3023

4.  Last day of fiscal year for which this notice is filed:

          March 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):


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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:

          80,773,246 Shares

8.  Number and amount of securities registered during the fiscal
    year other than pursuant to Rule 24f-2:

          Zero (0) Shares

9.  Number and aggregate sale price of securities sold during
    fiscal year:

                                  Shares     Dollars
                                  ------     -------
       Investors Bond Fund       531,861   $  5,415,868
        TaxSaver Bond Fund       250,530      2,642,620
      Payson Balanced Fund       232,043      3,032,271
 Maine Municipal Bond Fund       447,680      4,648,884
Daily Assets Treasury Fund    83,282,838     83,282,838
         Payson Value Fund       172,879      2,541,749
   New Hampshire Bond Fund       211,836      2,173,989
                             -----------   ------------
                     TOTAL    85,129,667   $103,738,219

10.  Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to Rule 24f-2:

                                  Shares       Dollars
                                  ------       -------
       Investors Bond Fund       531,861     $ 5,409,026
        TaxSaver Bond Fund       196,964       2,085,849
      Payson Balanced Fund             0               0
 Maine Municipal Bond Fund             0               0
Daily Assets Treasury Fund    83,282,838      83,282,838
         Payson Value Fund             0               0
   New Hampshire Bond Fund       211,836       2,198,858
                              ----------     -----------
                     TOTAL    84,223,499     $92,976,571

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):


     Securities issued during the fiscal year in connection with
     dividend reinvestment plans are included in the securities
     reported in Item 9.

                                       -2-

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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):      $  92,976,571
                                                                     ----------

  (ii)  Aggregate price of shares issued in connection with 
        dividend reinvestment plans (from Item 11, if 
        applicable):                                              +           0*
                                                                     ----------
  (iii) Aggregate price of shares redeemed or repurchased 
        during the fiscal year (if applicable):                   -  92,976,577
                                                                     ----------

  (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):                                                     (6)
                                                                     ----------

  (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
                                                                     ----------
                                                                     ----------

*  SHARES ISSUED IN CONNECTION WITH DIVIDEND REINVESTMENT PLANS ARE 
   INCLUDED IN THE SECURITIES REPORTED IN ITEM 9.

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:
     
     N/A

                           SIGNATURES

    This report has been signed by the following persons on behalf of the issuer
    and in the capacities and on the dates indicated.

    By (Signature and Title)*  /s/ Mark D. Kaplan, Vice President
                               ----------------------------------

                                Mark D. Kaplan, Vice President
                               ----------------------------------

  Date  May 23, 1996
        ------------

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

                                       -3-

<PAGE>

               Securities and Exchange Commission
                     Washington, D.C. 20549
                        RULE 24F-2 NOTICE

                           FORUM FUNDS
                       Two Portland Square
                      Portland, Maine 04101
                   File Nos. 2-67052; 811-3023


                            SIGNATURE

     Pursuant to the requirements of Rule 24f-2 under the
Investment Company Act of 1940, Forum Funds has duly caused this
Rule 24f-2 Notice to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Portland, and State of
Maine, on this 23rd day of May, 1996.

                                        Forum Funds


                                        By:  /s/ John Y. Keffer
                                             ------------------
                                             John Y. Keffer
                                             President

                                       -4-



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