April 27, 1995
Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549
Re: Rule 24f-2 Notice for
T. Rowe Price California Tax-Free Income Trust
100 East Pratt Street
Baltimore, Maryland 21202
File Number 33-8093
Gentlemen:
In accordance with the provisions of Rule 24f-2, the T. Rowe Price
California Tax-Free Income Trust hereby files its Rule 24f-2 Notice on behalf
of its California Tax-Free Bond Fund ("Bond Fund") and California Tax-Free
Money Fund ("Money Fund").
This "Rule 24f-2 Notice" is being filed for the fiscal year ending
February 28, 1995 ("Fiscal Year") for the Bond and Money Funds.
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No shares of beneficial interest of the Bond Fund, which have been
registered under the Securities Act of 1933 (other than pursuant to Rule
24f-2), remained unsold at the beginning of the Fiscal Year.
22,766,359 shares of beneficial interest of the Money Fund, which have
been registered under the Securities Act of 1933 (other than pursuant to Rule
24f-2), remained unsold at the beginning of the Fiscal Year.
No shares of beneficial interest of the Bond or Money Funds were
registered during the Fiscal Year other than pursuant to Rule 24f-2.
2,578,397 and 94,039,941 shares of beneficial interest of the Bond and
Money Funds, respectively, were sold during the Fiscal Year.
All 2,578,397 shares of beneficial interest of the Bond Fund were sold
during the Fiscal Year in reliance upon the Declaration of the Fund of an
indefinite amount of securities under Rule 24f-2 ("24f-2 Declaration").
93,460,242 shares of beneficial interest of the Money Fund were sold
during the Fiscal Year in reliance upon the Declaration of the Fund of an
indefinite amount of securities under Rule 24f-2. The shares sold in reliance
upon the 24f-2 Declaration represent the first $93,460,242 amount of shares
sold during the Fiscal Year. The difference between the shares sold during
the Fiscal Year and the shares sold in reliance upon the 24f-2 Declaration
(579,699 shares) is being applied against the Money Fund's definite shares
registration.
Attached to this Rule 24f-2 Notice, and made a part hereof, is an opinion
of counsel indicating that the securities, the registration of which the
Notice makes definite in number, were legally issued, fully paid, and
non-assessable.
<PAGE>
In accordance with subsection (c) of Rule 24f-2, no registration fees are
due for the Bond or Money Funds. The fee computations are based upon the
actual aggregate sale price for which such securities were sold during the
Fiscal Year, reduced by the difference between:
(1) The actual aggregate redemption price of the shares
redeemed by the Fund during the Fiscal Year, and
(2) The actual aggregate redemption price of such
redeemed shares previously applied by the Fund
pursuant to Rule 24e-2(a) in filings made pursuant
to Section 24(e)(1) of the Investment Company Act of
1940.
Bond Fund Money Fund
Aggregate Sale Price for
Shares Sold During Fiscal
Year in Reliance Upon
the 24f-2 Declaration $25,265,552 $93,460,242
Reduced by the Difference Between
(1) Aggregate Redemption Price
of Shares Redeemed During
the Fiscal Year $43,902,797 $93,460,242
and,
(2) Aggregate Redemption Price
of Redeemed Shares Previously
Applied by Fund Pursuant to
Rule 24e-2(a) Filings Made
Pursuant to Section 24(e)(1)
of Investment Company Act
of 1940 $ - 0 - $ - 0 -
Equals ($18,636,245) $ - 0 -
Any questions regarding the matter should be addressed to Henry H.
Hopkins, Esquire at the above address.
Very truly yours,
/s/ CARMEN F. DEYESU
April 27, 1995
T. Rowe Price California Tax-Free Income Trust
100 East Pratt Street
Baltimore, Maryland 21202
Dear Sirs:
T. Rowe Price California Tax-Free Income Trust, an unincorporated
business trust organized under the laws of the Commonwealth of Massachusetts
(the "Trust"), is filing with the Securities and Exchange Commission a Rule
24f-2 Notice on behalf of its Sub-funds, California Tax-Free Bond Fund ("Bond
Fund") and California Tax-Free Money Fund ("Money Fund"), containing the
information specified in paragraph (b)(1) of Rule 24f-2 under the Investment
Company Act of 1940 (the "Rule"). The effect of the Rule 24f-2 Notice, when
accompanied by this Opinion and by the filing fee, if any, payable as
prescribed by paragraph (c) of the Rule will be to make definite the number of
shares sold by the Bond Fund and the Money Fund during the fiscal year ended
February 28, 1995 in reliance upon the Rule, if any (the "Rule 24f-2 Shares").
We have, as counsel, participated in various proceedings relating to the
Trust and to the Rule 24f-2 Shares. We have examined copies, either certified
or otherwise proven to our satisfaction to be genuine, of its Master Trust
Agreement, as currently in effect, and a certificate dated April 7, 1995
issued by the Secretary of State of the Commonwealth of Massachusetts
certifying to the existence and good standing of the Trust. We have also
reviewed the Trusts' Registration Statement on Form N-1A and the form of the
Rule 24f-2 Notice being filed by the Trust. We are generally familiar with
the business affairs of the Trust.
The Trust has advised us that the Rule 24f-2 Shares were sold in the
manner contemplated by the prospectus of the Trust that was current and
effective under the Securities Act of 1933 at the time of sale, and that the
Rule 24f-2 Shares were sold for a consideration not less than the net asset
value thereof as required by the Investment Company Act of 1940.
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Based upon the foregoing, it is our opinion that:
1. The Trust has been duly organized and is legally existing under
the laws of the Commonwealth of Massachusetts.
2. The Trust is authorized to issue an unlimited number of shares.
3. The Rule 24f-2 Shares were legally issued and are fully paid and
non-assessable. However, we note that, as set forth in the Registration
Statement, shareholders of the Trust might, under certain circumstances, be
liable for transactions effected by the Trust.
We hereby consent to the filing of this Opinion with the Securities and
Exchange Commission together with the Rule 24f-2 Notice of the Trust, and to
the filing of this Opinion under the securities law of any state.
We are members of the Bar of the State of New York and do not hold
ourselves out as being conversant with the laws of any jurisdiction other than
those of the United States of America and the State of New York. We note that
we are not licensed to practice law in the Commonwealth of Massachusetts, and
to the extent that any opinion expressed herein involves the law of
Massachusetts, such opinion should be understood to be based solely upon our
review of the documents referred to above, the published statutes of that
Commonwealth and, where applicable, published cases, rules or regulations of
regulatory bodies of that Commonwealth.
Very truly yours,
Shereff, Friedman, Hoffman & Goodman
