Dated: February 24, 1997
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:
PC&J Performance Fund
120 West Third Street
Suite 300
Dayton, Ohio 45402
2. Name of each series or class of funds for which this
notice is filed:
01 PC&J Performance Fund
3. Investment Company Act File Number: 811-3906
Securities Act File Number: 2-87490
4. Last day of fiscal year for which this notice is filed:
December 31, 1996
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:______
6. Date of termination of issuer's declaration under rule 24f- 2(a)(1),
if applicable (see Instruction A.6:
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:
0
9. Number and aggregate sale price of securities sold during the
fiscal year:
238,261 $ 4,927,805
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule 24f-2:
238,261 $ 4,927,805
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):
Not applicable
12. Calculation of registration fee:
(i) Aggregate sale price of securities
sold during the fiscal year in $ 4,927,805
reliance on rule 24f-2(from Item 10): ____________________
(ii) Aggregate price of shares issued in
connection with dividend reinvestment + 0
plans (from Item 11, if applicable): ____________________
(iii)Aggregate price of shares redeemed or
repurchased during the fiscal year (if - 2,690,590
applicable): ____________________
(iv) Aggregate price of shares redeemed or
repurchased and previously applied as
a reduction to filing fees pursuant to + 0
rule 24e-2 (if applicable): ____________________
(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 2,237,215
(iv)] (if applicable): ____________________
(vi) Multiplier prescribed by Section 6(b)
of the Securities Act of 1933 or other
applicable law or regulation (see x 1/3300
Instruction C.6): ____________________
(vii)Fee due [line (I) or line (v) $ 677.94
multiplied by line (vi)]: ====================
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 (17CFR 202.3a). __x____
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
February 18, 1997
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\ James M. Johnson, Secretary
-------------------------------
James M. Johnson, Secretary
Date: February 24, 1997
-----------------
BROWN, CUMMINS & BROWN CO., L.P.A.
ATTORNEYS AND COUNSELORS AT LAW
3500 CAREW TOWER
441 VINE STREET
J.W. BROWN(1911-1995) CINCINNATI, OHIO 45202
JAMES R. CUMMINS TELEPHONE (513) 381-2121
ROBERT S BROWN TELECOPIER (513) 381-2125 OF COUNSEL
DONALD S. MENDELSOHN GILBERT BETTMAN
LYNNE SKILKEN
AMY G. APPLEGATE
KATHRYN KNUE PRZYWARA
MELANIE S. CORWIN
JEFFREY R. TEETERS
JOANN M. STRASSER
February 20, 1997
PC&J Performance Fund
300 Old Post Office
120 West Third Street
Dayton, Ohio 45402
Gentlemen:
This letter is in response to your request for our opinion in
connection with the Form 24f-2 for the Trust for the fiscal
year ended December 31, 1996.
We have examined a copy of (a) the Trust's Agreement and
Declaration of Trust and amendments thereto, (b) the Trust's By-Laws
and amendments thereto, and (c) all such agreements, certificates of
public officials, certificates of officers and representatives of the
Trust and others, and such other documents, papers, statutes and
authorities as we deem necessary to form the basis of the opinion
hereinafter expressed. We have assumed the genuineness of the
signatures on original documents submitted to us, the conformity to
executed documents of all unexecuted copies submitted to us and the
conformity to the original of all copies submitted to us as conformed
or copied documents.
Based upon the foregoing, we are of the opinion that the shares
of the Trust, the registration of which the Form makes definite in
number, if issued in accordance with the Prospectus and Statement of
Additional Information of the Trust, were legally issued, fully paid
and non-assessable.
We herewith give you our permission to file this opinion with the
Securities and Exchange Commission as an exhibit to the Form
referred to above.
Very truly yours,
/s/
BROWN, CUMMINS & BROWN CO., L.P.A.
BCB/tms
