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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.
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1. Name and address of issuer:
Forum Funds
Two Portland Square
Portland, Maine 04101
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2. Name of each series or class of funds for which this notice is filed:
Investors Bond Fund
TaxSaver Bond Fund
Payson Balanced Fund
Maine Municipal Bond Fund
Daily Assets Treasury Fund
Payson Value Fund
New Hampshire Bond Fund
Austin Global Equity Fund
Oak Hall Equity Fund
Sportsfund
Quadra Limited Maturity Treasury Fund
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3. Investment Company Act File Number: 2-67052
Securities Act File Number: 811-3023
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4. Last day of fiscal year for which this notice is filed: March 31, 1997
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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: [ ]
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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:
81,497,079 Shares(1)
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(1) The 81,497,079 shares reported consist of 79,876,078 shares registered
by Forum Funds (the "Issuer") in a prior fiscal year, but which remained
unsold as of April 1, 1996. The remaining 1,621,001 shares were registered
on behalf of Austin Global Equity Fund and Oak Hall Equity Fund as series of
Stone Bridge Funds, Inc., prior to their reorganization as series of the
Issuer on November 25, 1996 (the "Successor Funds"). Pursuant to Rule
24f-2(b)(3), the Successor Funds elect to assume the 1,621,001 shares
previously registered under Rule 24e-2 by their corresponding transferor
funds.
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8. Number and amount of securities registered during the fiscal year other
than pursuant to Rule 24f-2:
521,738 Shares(2)
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9. Number and aggregate sale price of securities sold during fiscal year:
Dollars Shares
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Investors Bond Fund $5,092,135 482,334
TaxSaver Bond Fund 2,430,091 222,744
Payson Balanced Fund 3,279,548 251,451
Maine Municipal Bond Fund 5,186,274 470,319
Daily Assets Treasury Fund 93,679,838 93,679,838
Payson Value Fund 3,488,816 211,182
New Hampshire Bond Fund 3,667,497 348,381
Austin Global Equity Fund 1,055,588 78,716
Oak Hall Equity Fund 77,336 5,429
Sportsfund 505,840 49,640
Quadra Limited Maturity Treasury Fund 847,613 84,858
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TOTAL $119,310,576 95,884,892
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10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to Rule 24f-2:
Dollars Shares
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Investors Bond Fund $5,092,135 482,334
TaxSaver Bond Fund 2,430,091 222,744
Payson Balanced Fund 3,279,548 251,451
Maine Municipal Bond Fund 5,186,274 470,319
Daily Assets Treasury Fund 93,679,838 93,679,838
Payson Value Fund 3,488,816 211,182
New Hampshire Bond Fund 3,667,497 348,381
Austin Global Equity Fund 1,055,588 78,716
Oak Hall Equity Fund 77,336 5,429
Sportsfund 505,840 49,640
Quadra Limited Maturity Treasury Fund 847,613 84,858
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TOTAL $119,310,576 95,884,892
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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.
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(2) Shares reported were registered by the Austin Global Equity Fund and Oak
Hall Equity Fund during the Issuer's fiscal year, but prior to their
reorganization as series of the Issuer. Pursuant to Rule 24f-2(b)(3), the
Successor Funds elect to assume these shares which were previously registered
under Rule 24e-2 by their corresponding transferor funds.
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12. Calculation of registration fee:
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(i) Aggregate sale price of securities sold during the fiscal year
in reliance on Rule 24f-2 (from Item 10): $ 119,310,576
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(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from Item 11, if applicable): + 0*
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(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year (if applicable): - 119,656,566
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(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
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(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): (345,990)
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(vi) Multiplier prescribed by Section 6(b) of the Securities Act of
1933 or other applicable law or regulation (see Instruction C.6): X 1/3300
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(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: 0
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* 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.
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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
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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/ David I. Goldstein, Secretary
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David I. Goldstein, Secretary
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Date May 28, 1997
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* Please print the name and title of the signing officer below the signature.
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[Logo]
FORUM FINANCIAL GROUP
Two Portland Square, Portland, Maine 04101 Telephone 207/879-1900 Facsimile
207/879-6050
May 28, 1997
Forum Funds
Two Portland Square
Portland, Maine 04101
Dear Sirs:
As secretary of Forum Funds (the "Trust"), a Delaware business trust, I
have acted as counsel for the Trust in connection with the Rule 24f-2 Notice
to be filed pursuant to Rule 24f-2 (the "Rule") under the Investment Company
Act of 1940, as amended, to report the shares of beneficial interest, no par
value, of the Trust, consisting of:
482,334 shares of Investors Bond Fund
222,744 shares of TaxSaver Bond Fund
251,451 shares of Payson Balanced Fund
470,319 shares of Maine Municipal Bond Fund
93,679,838 shares of Daily Assets Treasury Fund
211,182 shares of Payson Value Fund
348,381 shares of New Hampshire Bond Fund
78,716 shares of Austin Global Equity Fund
5,429 shares of Oak Hall Equity Fund
49,640 shares of Sportsfund
84,858 shares of Quadra Limited Maturity Treasury Fund
sold during the Trust's fiscal year ended March 31, 1997 (the "Shares") in
reliance upon the Rule pursuant to the indefinite registration of such shares
of beneficial interest under the Securities Act of 1933, as amended.
As such, I have participated in the preparation of the Trust's Rule 24f-2
Notice (the "Notice") relating to the Shares and have examined and relied
upon such corporate records of the Trust and other documents and certificates
as to factual matters I have deemed to be necessary to render the opinion
expressed herein.
Based on such examination, I am of the opinion that the 95,884,892 Shares
sold in reliance upon the Rule were duly authorized and legally issued and,
upon their issuance, were
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Forum Funds
May 28, 1997
Page 2
fully paid and non-assessable shares of beneficial interest of the Trust
under the laws of the State of Delaware.
My opinion above stated is expressed as a member of the bar of the State
of Maine. I hereby consent to the filing of this opinion with the Securities
and Exchange Commission as an exhibit to the Trust's Rule 24f-2 Notice.
Sincerely,
/s/ David I. Goldstein
David I. Goldstein
Secretary, Forum Funds
