UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT TO FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD PURSUANT TO RULE 24F-2
----------------------------------------------------------------------
1. Name and address of issuer:
Institutional Fiduciary Trust
777 Mariners Island Blvd., P.O. Box 7777, San Mateo, CA 94403-7777
----------------------------------------------------------------------
2. Name of each series or class of securities for which this Form is
filed (If the Form is being filed for all series and classes of
securities of the issuer, check the box but do not list series or
classes): [x]
----------------------------------------------------------------------
3. Investment Company Act File Number: 811-4267
Securities Act File Number: 2-96634
----------------------------------------------------------------------
4(a). Last day of fiscal year for which this Form is filed: 6/30/00
4(b). [x] Check box if this Form is being filed late (i.e., more
than 90 calendar days after the end of the issuer's fiscal
year). (See Instruction A.2)
Note: If the Form is being filed late, interest must be paid
on the registration fee due.
4(c). [ ] Check box if this is the last time the issuer will be
filing this Form.
----------------------------------------------------------------------
5. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the
fiscal year pursuant to section 24f: $8,432,103,437
(ii) Aggregate price of securities redeemed or repurchased
during the fiscal year: $7,621,163,917
(iii) Aggregate price of securities redeemed or repurchased
during any prior fiscal year ending no earlier than
October 11, 1995 that were not previously used to
reduce registration fees payable to the commission: $0
(iv) Total available redemption credits
[add Items 5(ii) and 5(iii)]: $7,621,163,917
(v) Net sales - if Item 5(i) is greater than Item 5(iv)
[subtract Item 5(iv) from Item 5(i)]: $810,939,520
(vi) Redemption credits available for use in future years
-- if Item 5(i) is less than Item 5(iv) [subtract
Item 5(iv) from Item 5(i)]:
(vii) Multiplier for determining registration fee
(See Instruction C.9): .000264
(viii)Registration fee due [multiply Item 5(v) by Item
5(vii)] (enter "0" if no fee is due): = $214,088
----------------------------------------------------------------------
6. Prepaid Shares
If the response to Item 5(i) was determined by deducting an
amount of securities that were registered under the Securities
Act of 1933 pursuant to Rule 24e-2 as in effect before October
11, 1997, then report the amount of securities (number of shares
or other units) deducted here: -0-
If there is a number of shares or other units that were
registered pursuant to Rule 24e-2 remaining unsold at the end of
the fiscal year for which this Form is filed that are available
for use by the issuer in future fiscal years, then state that
number here: -0-
----------------------------------------------------------------------
7. Interest due -- if this Form is being filed more than 90 days
after the end of the issuer's fiscal year (see Instruction D): + $117
----------------------------------------------------------------------
8. Total of the amount of the registration fee due plus any
interest due [line 5(viii) plus line 7]: = $214,205*
----------------------------------------------------------------------
9. Date the registration fee and any interest payment was sent to
the Commission's lockbox depository: 9/29/00*
Method of Delivery:
[x] Wire Transfer
[ ] Mail or other means
*The registration fee was paid on 9/29/00 by wire transfer to
the SEC Lockbox. The interest was not paid.
----------------------------------------------------------------------
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/ David P. Goss
-----------------------------
DAVID P. GOSS, VICE PRESIDENT
Date 10/2/00
----------------------------------------------------------------------
