GIT Income Trust
1655 Fort Myer Drive
Arlington, Virginia 22209
Telephone No. 703/528-3600
800/368-3195
May 16, 1995
File Number 811-3616
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
RE: Rule 24f-2 Notice
GIT Income Trust
Registration Statement File No. 811-3616
Dear Sir/Madam:
This notice is filed electronically by GIT Income Trust (the "Registrant")
pursuant to Rule 24f-2(b)(1) under the Investment Company Act of 1940 (the
"Act") in order to make definite the registration of its shares of beneficial
interest sold during its fiscal year ended March 31, 1995 (the "1995 Fiscal
Year"). Rule 24f-2(b)(1) under the Act requires that the following
information be submitted:
(i) This Notice is filed for the Registrant's 1995 Fiscal Year;
(ii) The Registrant had no securities which had been registered other than
pursuant to Rule 24f-2 under the Act remaining unsold at the beginning of its
1995 Fiscal Year;
(iii) The Registrant did not register any of its securities during its 1995
Fiscal Year, other than pursuant to Rule 24f-2 under the Act;
(iv) The Registrant sold 811,532 shares during its 1995 Fiscal Year. The
actual aggregate sale price for shares of the Registrant sold during the 1995
Fiscal Year was $6,229,865; the actual aggregate redemption price for shares
of the Registrant redeemed was $7,634,334. The Registrant's aggregate
redemption price exceeded its aggregate sale price by $1,404,469 ($7,634,334
- - $6,229,865).
(v) The Registrant sold 811,532 shares during its 1995 Fiscal Year in
reliance upon registration pursuant to Rule 24f-2 under the Act.
<PAGE>
The filing fee imposed by Rule 24f-2(c) under the Act and Section 6(b) under
the Securities Act of 1933 is one twenty-ninth of one percent (1/29 of 1%) of
the net sales price. However, when aggregate redemptions exceed aggregate
sales as in this case, the minimum fee does not apply. Therefore, no payment
is provided.
Respectfully submitted,
GIT Income Trust
(signature)
By: W. Richard Mason
Its Compliance Officer
<PAGE>
Certification
Commonwealth of Virginia )
) ss
County of Arlington )
This is to certify that GIT Income Trust (the "Trust") received cash
consideration for each of the shares sold during the fiscal year ended March
31, 1995. I further certify that this was done in accordance with the terms
of the vote of the Board of Trustees, on November 18, 1982, which authorized
the sale from time to time for cash of the authorized but unissued shares of
beneficial interest of the Trust.
(signature)
W. Richard Mason
Assistant Secretary
GIT Income Trust
Subscribed and sworn to before me this 16th day of May 1995.
(signature)
Denise R. James
Notary Public
Commission Expires February 28, 1997
Sullivan & Worcester
1025 Connecticut Avenue, NW
Washington, DC 20036
(202) 775-8190
May 15, 1995
GIT Income Trust
1655 Fort Myer Drive
Arlington, Virginia 22209
Rule 24f-2 Notice
Registration Statement File No. 811-3616
Ladies and Gentlemen:
GIT Income Trust (the "Trust"), a Massachusetts business trust, proposes to
file with the Securities and Exchange Commission pursuant to the provisions
of Rule 24f-2 under the Investment Company Act of 1940, as amended (the
"Act"), a notice making definite the registration of 811,532 shares
authorized by the Board of Trustees of the Trust (the "Shares"), which were
sold in reliance upon registration pursuant to Rule 24f-2 during the fiscal
year ended March 31, 1995.
We have made such investigations and have relied upon originals or copies,
certified or otherwise identified to our satisfaction, of such records,
instruments, certificates, memoranda and other documents as we have deemed
necessary or advisable for purposes of this opinion. In that examination, we
have assumed the genuineness of all signatures, the authenticity of all
documents purporting to be originals, and the conformity to the originals of
all documents purporting to be copies.
Based upon and subject to the foregoing, we hereby advise you that, in our
opinion, the Shares, the registration of which is being made definite by the
notice referred to above, are validly and legally issued, fully paid and
nonassessable. For purposes of this letter, we express no opinion as to
compliance with the Securities Act of 1933, as amended, applicable state
laws regulating the sale of securities, or the Act.
<PAGE>
We consent to your filing this opinion as an exhibit to the notice referred
to above.
Very truly yours,
(signature)
Sullivan & Worcester
