U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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:
Midwest Trust
312 Walnut Street, 21st Floor
Cincinnati, Ohio 45202
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2. Name of each series or class of funds for which this notice is
filed:
Short Term Government Income Fund
Institutional Government Income Fund
Intermediate Term Government Income Fund Class A
Intermediate Term Government Income Fund Class C
Adjustable Rate U.S. Government Securities Fund Class A
Adjustable Rate U.S. Government Securities Fund Class C
Global Bond Fund Class A
Global Bond Fund Class C
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3. Investment Company Act File Number: 811-2538
Securities Act File Number: 2-52242
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4. Last day of fiscal year for which this notice is filed:
September 30, 1996
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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:
None
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8. Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
9,129,039 shares of the Short Term Government Income Fund
9,000,000 shares of the Institutional Government Income Fund
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9. Number and aggregate sale price of securities sold during the
fiscal year:
NUMBER
OF SHARES SALE PRICE
------------ ------------
Short Term Government Income Fund 290,338,196 $290,338,196
Institutional Government Income Fund 171,325,558 $171,325,558
Intermediate Term Government Income
Fund Class A 1,824,629 $ 19,564,015
Intermediate Term Government Income
Fund Class C 36,099 $ 384,845
Adjustable Rate U.S. Government Securities
Fund Class A 1,317,967 $ 12,919,191
Adjustable Rate U.S. Government Securities
Fund Class C 63,042 $ 617,534
Global Bond Fund Class A 202,237 $ 2,196,018
Global Bond Fund Class C 187,748 $ 2,001,544
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ISSUER TOTALS 465,295,476 $499,346,901
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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:
NUMBER
OF SHARES SALE PRICE
----------- ----------
Short Term Government Income Fund 290,114,628 $290,114,628
Institutional Government Income Fund 171,325,558 $171,325,558
Intermediate Term Government Income
Fund Class A 1,824,629 $ 19,564,015
Intermediate Term Government Income
Fund Class C 36,099 $ 384,845
Adjustable Rate U.S. Government Securities
Fund Class A 1,317,967 $ 12,919,191
Adjustable Rate U.S. Government Securities
Fund Class C 63,042 $ 617,534
Global Bond Fund Class A 202,237 $ 2,196,018
Global Bond Fund Class C 187,748 $ 2,001,544
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ISSUER TOTALS 465,071,908 $499,123,333
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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):
NUMBER
OF SHARES SALE PRICE
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Short Term Government Income Fund 3,711,242 $ 3,711,242
Institutional Government Income Fund 1,548,806 $ 1,548,806
Intermediate Term Government Income
Fund Class A 274,432 $ 2,911,115
Intermediate Term Government Income
Fund Class C 3,345 $ 35,459
Adjustable Rate U.S. Government Securities
Fund Class A 83,368 $ 816,771
Adjustable Rate U.S. Government Securities
Fund Class C 824 $ 8,075
Global Bond Fund Class A 15,285 $ 167,215
Global Bond Fund Class C 4,672 $ 50,833
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ISSUER TOTALS 5,641,974 $ 9,249,516
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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): $ 499,123,333
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(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from Item 11, if applicable): + 9,249,516
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(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year
(if applicable): - 508,372,849
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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): + NONE
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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): + 0
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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 .0003030303
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(vii) Fee due [line (i) or line (v) multiplied
by line (vi)]: $ NONE
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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:
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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/ John F. Splain
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John F. Splain, Secretary
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Date: November 27, 1996
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*Please print the name and title of the signing officer below the
signature.
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GOODWIN, PROCTER & HOAR LLP
COUNSELLORS AT LAW
EXCHANGE PLACE
BOSTON, MASSACHUSETTS 02109-2881
Telephone (617) 570-1000
Telecopier (617) 523-1231
November 25, 1996
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Midwest Trust
1996 Rule 24f-2 Notice
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Gentlemen:
As Massachusetts counsel to Midwest Trust (the "Trust"), we have been
requested to render an opinion in connection with the filing by the Trust of a
Rule 24f-2 Notice with respect to the fiscal year ended September 30, 1996 (the
"Notice").
In the Notice, the Trust reports that an aggregate of 465,071,908
shares of the Trust (290,114,628 shares of its Short Term Government Income
Fund, 171,325,558 shares of its Institutional Government Income Fund, 1,824,629
Class A shares and 36,099 Class C shares of its Intermediate Term Government
Income Fund, 1,317,967 Class A shares and 63,042 Class C shares of its
Adjustable Rate U.S. Government Securities Fund, and 202,237 Class A shares and
187,748 Class C shares of its Global Bond Fund, collectively the "Shares") were
sold during the fiscal year ended September 30, 1996 in reliance upon
registration under the Securities Act of 1933 pursuant to Rule 24f-2 under the
Investment Company Act of 1940.
We have examined the Trust's Restated Agreement and Declaration of
Trust dated August 26, 1993 and subsequent amendments thereto including an
Amendment changing the name of the Trust from "Midwest Income Trust," its
Bylaws, a Certificate of the Secretary of the Trust concerning certain actions
by the Trustees of the Trust, and the text of the Notice.
Based upon the foregoing and assuming that all of the Shares were sold
in accordance with the terms of the respective Prospectuses and the Statements
of Additional Information with respect thereto that were in effect at the time
of the sales, we are of the opinion that, under Massachusetts law, the law of
the jurisdiction in which the Trust is organized, the aforesaid number of Shares
were legally issued, have been fully paid and are nonassessable by the Trust.
Very truly yours,
/s/ Goodwin, Procter & Hoar LLP
Goodwin, Procter & Hoar LLP
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