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:
Phoenix Worldwide Opportunities Fund
101 Munson Street
Greenfield, Massachusetts 01301
2. Name of each series or class of funds for which this notice is filed:
Phoenix Worldwide Opportunities Fund Class A Shares
Phoenix Worldwide Opportunities Fund Class B Shares
3. Investment Company Act File Number: 811-945
Securities Act File Number: 2-16590
4. Last day of fiscal year for which this notice is filed: June 30,1996
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):
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:
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
9. Number and aggregate sale price of securities sold during the fiscal
year:
10,044,388 shares $97,382,565
<PAGE>
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
10,044,388 shares $97,382,565
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):
784,621 shares $7,028,187
12. Calculation of registration fee:
<TABLE>
<S> <C>
(i) Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): $97,382,565
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(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): +7,028,187
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): -100,769,575
(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): 3,641,177
(vi) Multiplier prescribed by Section 6(b) of the Securities Act
of 1933 or other applicable law or regulation (see
Instruction C.6): x1/29 of 1%
(vii) Fee due [line (i) or line (v) multiplied by line (vi)] $1,255.58
</TABLE>
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).
[ X ]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
August 27, 1996
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/ Thomas N. Steenburg
Thomas N. Steenburg, Assistant Secretary
Phoenix Income and Growth Fund
Date 8/27/96
*Please print the name and title of the signing officer below the signature.
<PAGE>
August 27, 1996
Board of Trustees
Phoenix Worldwide Opportunities Fund
101 Munson Street
Greenfield, MA 01301
RE: Registration Statement No. 2-16590
Gentlemen:
I have served as counsel to the Phoenix Worldwide Opportunities Fund in
connection with the registration on Form N-1A of an indefinite number of its
shares of beneficial interest under the Securities Act of 1933 and the
subsequent notification with respect to 10,044,388 such shares sold in reliance
upon Rule 24f-2 under the Investment Company Act of 1940 during the fiscal year
ended April 30, 1996 (the "Shares").
Based on my review of the relevant materials, it is my opinion that the
shares are legally issued, fully paid and non-assessable. I consent to the use
of this opinion in connection with the Form 24F-2 to be filed with the
Securities and Exchange Commission.
Very truly yours,
/s/ Thomas N. Steenburg
Thomas N. Steenburg
