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: Trainer, Wortham First Mutual Funds
845 Third Avenue, 6th Floor
New York, NY 10022
2. Name of each series or class of funds for which this notice 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: 811-879
Securities Act File Number: 2-15037
4(a). Last day of fiscal year for which this notice is filed:
June 30, 1998
4(b). [ ] Check box if this notice is being filed late (i.e.,
more than 90 calender 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): $ 22,481,933
(ii) Aggregate price of shares redeemed
or repurchased during the fiscal year: $ 16,312,645
(iii) Aggregate price of shares 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)]: $ 16,312,645
(v) Net Sales- if item 5(i) is greater than item 5(iv)
[subtract item 5(iv) from item 5(i): $ 6,169,288
(vi) Redemption credits available for use in future
years- if item 5(i) is less than Item 5(iv)
[subtract Item 5(iv) from Item 5(i)]: $ ( 0)
(vii) Multiplier for determining registration fee
(See Instruction C.9): x 1/3390
(viii)Registration fee due [multiply Item 5(v) by item
5(vii)] (enter ?0" if no fee is due): =$ 1,819.85
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 [effective date of rescission of rule
24e-2], then report the amount of securities (number of shares or units)
deducted here: 0 . 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: 0.
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 [line 5(viii) plus line 7]: =$ 1,819.85
9. Date the registration fee and any interest payment was sent to the
Commission's lockbox depository:
Method of Delivery:
[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/Debra L. Clark
Secretary
Date: September 29, 1998
* Please print the name and title of the signing officer below the signature.
