FIRST PRAIRIE MONEY MARKET FUND
c/o THE DREYFUS CORPORATION
200 PARK AVENUE
NEW YORK, NY 10166
February 24, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, NW
Washington, DC 20549
24f-2 Notice - FIRST PRAIRIE MONEY MARKET FUND
Registration Statement No. 2-95546 - CIK #0000763065
Gentlemen:
On December 31, 1985, the Registration Statement of First Prairie Money
Market Fund was declared effective by the SEC. The Registration Statement
represented the Fund's election to register an indefinite number of shares and
this Notice, filed pursuant to Rule 24f-2, is for the fiscal year ended
December 31, 1994.
The following information is furnished:
GOVERNMENT SERIES
(a) Shares registered under Securities Act
of 1933 other than pursuant to Rule 24f(2)
which remained unsold on January 1, 1994: 443,326,847
(b) Shares registered during fiscal year
other than pursuant to Section 24(f):
Post-Effective Amendment No. 15 effective 7/11/94 394,960,525
-------------
Total of (a) and (b) 838,287,372
=============
SHARES DOLLAR AMOUNT
(c) Total number of shares sold during
fiscal year ended 12/31/94 subject
to registration under Rule 24f-2: 677,021,399 $677,021,399
(d) Less shares redeemed during
fiscal year ended 12/31/94: 716,564,214 $716,564,214
------------ ------------
Net Sales During Year [(c) - (d)]: ( 39,542,815) ($ 39,542,815)
============ ==============
Less shares registered other
than pursuant to Section 24(f) 838,287,372 838,287,372
------------ --------------
Unsold balance of registered shares (877,830,187) ($877,830,187)
============ ==============
-2-
MONEY MARKET SERIES
(a) Shares registered under Securities Act
of 1933 other than pursuant to Rule 24f(2)
which remained unsold on January 1, 1994: 199,754,973
(b) Shares registered during fiscal year
other than pursuant to Section 24(f):
Post-Effective Amendment No. 15 effective 7/11/94 100,795,769
-------------
Total of (a) and (b) 300,550,742
=============
SHARES DOLLAR AMOUNT
(c) Total number of shares sold during
fiscal year ended 12/31/94 subject
to registration under Rule 24f-2: 1,724,346,455 $1,724,346,455
(d) Less shares redeemed during
fiscal year ended 12/31/94: 1,770,081,791 $1,770,081,791
--------------- ----------------
Net Sales During Year [(c) - (d)]: ( 45,735,336) ($ 45,735,336)
=============== ================
Less shares registered other
than pursuant to Section 24(f) 300,550,742 300,550,742
--------------- ----------------
Unsold balance of registered shares ( 346,286,078) ($ 346,286,078)
=============== ================
CALCULATION OF FEE
Government Series and Money Market Series - Since the shares redeemed
exceed the shares sold, no registration fee is required. An opinion of
counsel is enclosed.
Very truly yours,
/s/ Domenick Pugliesi
Domenick Pugliesi,
Secretary
JJP:jb
cc: Mr. J. deMichaelis, SEC
Ms. R. McLaughlin, E&Y
Mr. S. Rosenberg, BONY
