U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of Issuer: Gradison Growth Trust
2. Name of each series or class of funds for which this notice is filed:
Gradison Established Value Fund
Gradison Opportunity Value Fund
Gradison Growth and Income Fund
Gradison International Fund
3. Investment Company Act File Number: 811-3760
Securities Act File Number: 2-84169
4. Last day of fiscal year for which this notice is filed:
March 31, l997
5. Check box if this notice is being filed more than 180 days after the
close of the 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: N.A.
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:
$0
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
N.A.
9. Number and aggregate sale price of securities sold during the fiscal
year:
9,984,710 shares $250,833,369
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
9,984,710 shares $250,833,369
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):
1,805,265 shares $ 48,496,939
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): $ 250,833,369
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if
applicable): + 48,496,939
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): - 223,827,321
(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): 75,502,987
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law or
regulation (see instruction c.6): X 1/3300
(vii) Fee due [line (i) or line (v) multiplied by line $22,880
(vi)]: =============
13. Check box if fees are being remitted to the Commissioner's
lockbox depository as described in section 3a of the
Commissioner's Rules of Informal and Other Procedures
(17 CFR 202.3a).
[X]
Date of mailing or wire transfer of filing fees to the
Commissioner's lockbox depository: May 21, l997.
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/ Mark Frietch
Assistant Treasurer
Date: May 23, l997
Gradison Division
McDonald & Company Securities, Inc.
580 Walnut Street
Cincinnati, Ohio 45202
(513) 579-5076
May 23, l997,
Gradison Growth Trust
580 Walnut Street
Cincinnati, Ohio 45202
Dear Sir or Madam:
Reference is made to the Notice pursuant to Rule 24f-2 under the Investment
Company Act of l940, as amended, to be filed with the Securities & Exchange
Commission with respect to the shares of beneficial interest, without par
value, sold by the Gradison Growth Trust (the "Trust") during the period
ended March 31, l997 (such shares are hereinafter referred to as the
"Shares").
I wish to advise you that I have reviewed the Trust's Declaration of Trust,
its By-Laws, the record of proceeding of its shareholders and trustees from
the date of its organization until the present time, the applicable
provisions of the laws of the State of Ohio under which the Trust was
organized, and such other documents and questions of law as I deem
necessary for the purpose of this opinion.
Based upon the foregoing, I am of the opinion that the Trust had authority
to issue the Shares and that, assuming such 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 l933, as
amended, (Registration No. 02-84169), the Shares were validly issued, fully
paid and nonassessable.
Respectfully submitted,
|S| Richard M. Wachterman
Richard M. Wachterman
General Counsel
