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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:
CARNEGIE TAX FREE INCOME TRUST
1228 EUCLID AVENUE 1100 HALLE BLDG., CLEVELAND OHIO 44115
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2. Name of each series or class of funds for which this notice is filed:
SHARES OF BENEFICIAL INTEREST, PAR VALUE $.10 PER SHARE
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3. Investment Company Act File Number:
811-3446
Securities Act File Number:
2-76987
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4. Last day of fiscal year for which this notice is filed:
JULY 31, 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:
NONE
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9. Number and aggregate sale price of securities sold during the fiscal year:
53,251,073 shares $53,251,073
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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:
53,251,073 shares $53,251,073
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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):
718,521 shares $718,521
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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): $53,251,073
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(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if
applicable): plus 718,521
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(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): minus 56,319,401
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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): plus 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): 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): times 1/2900
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(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: 0
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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).
/x/
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository:
SEPTEMBER 18, 1996
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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)* JOSEPH D. SWEET
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CONTROLLER & TAX MANAGER
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Date 9/20/96
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*Please print the name and title of the signing officer below the signature.
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September 18, 1996
Carnegie Tax Free Income Trust
1100 Halle Building
1228 Euclid Avenue
Cleveland, Ohio 44115
Gentlemen:
Reference is made to the Annual Notice of Securities Sold
Pursuant to Rule 24f-2 (on Form 24F-2) under the Investment Company Act of 1940,
as amended, to be filed with the Securities and Exchange Commission with respect
to 53,969,594 shares of beneficial interest, par value $.10 per share, of
Carnegie Tax Free Income Trust (the "Trust") sold by the Trust during its fiscal
year ended July 31, 1996 (such 53,969,594 shares of beneficial interest are
hereinafter referred to as the "Shares").
We have reviewed the Trust's Declaration of Trust and its
By-Laws, as amended to date, the relevant actions of its trustees, the
applicable provisions of the laws of the Commonwealth of Massachusetts under
which the Trust was organized, and such other documents and questions of law as
we deem necessary for the purpose of this opinion.
Based upon the foregoing, we are of the opinion that the Trust
had authority to issue the Shares and, assuming the Shares were issued pursuant
to the terms, provisions and conditions set forth in the then current
Registration Statement of the Trust under the Securities Act of 1933, as amended
(Registration No. 2-76987), the Shares were validly issued, fully paid and
nonassessable.
Respectfully submitted,
SQUIRE, SANDERS & DEMPSEY
