SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 17 *
T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUST
on behalf of its
California Tax-Free Money Fund
(Exact Name of Registrant as Specified in Charter)
100 East Pratt Street, Baltimore, Maryland 21202
(Address of Principal Executive Offices)
Telephone Number: 410-547-2000
Henry H. Hopkins
100 East Pratt Street
Baltimore, Maryland 21202
(Name and Address of Agent for Service)
<PAGE>
Approximate Date of Proposed Public Offering
It is proposed that this filing will become effective:
X immediately upon filing pursuant to paragraph (b)
on (date) pursuant to paragraph (b)
60 days after filing pursuant to paragraph (a)
on (date) pursuant to paragraph (a) of Rule 485
Pursuant to Section 24f-2 of the Securities Act of 1933, the
Registrant has registered an indefinite number of securities and
intends to file a 24f-2 Notice by April 30, 1996. *
CALCULATION OF REGISTRATION FEE UNDER THE SECURITIES ACT OF 1933
Proposed Proposed
Maximum Maximum
Amount Offering Aggregate Amount of
Title of Securities Being Price Offering Registration
Being Registered Registered Per Unit Price Fee
Shares of Beneficial
Interest, no par Varying prices calculated
value per share 3,599,329 as set forth in prospectus None *
Shares of Beneficial
Interest, no par Varying prices calculated
value per share 290,000 as set forth in prospectus $100 *
*The calculation of the registration fee was made pursuant to Rule 24e-2 and
was based upon an offering price of $1.00 per share, equal to the net asset *
value as of the close of business on April 1, 1996 pursuant to Rule *
457(c). The total number of shares redeemed during this fiscal year ended
February 29, 1996 amounted to 64,215,622 shares. Of this number of *
shares, -0- shares have been used for reduction pursuant to paragraph (a) of
Rule 24e-2 in all previous filings of post-effective amendments during the
current year, and 60,616,293 shares have been used for reduction pursuant *
to paragraph (c) of Rule 24f-2 in all previous filings during the current
year. 3,599,329 shares of the redeemed shares for the fiscal year ended *
February 29, 1996 are being used for the reduction in the post-effective *
amendment being filed herein.
<PAGE>
PAGE 3
Pursuant to the requirements of the Securities Act of 1933 (the "Act"),
as amended, the Registrant, California Tax-Free Money Fund, hereby
submits this Post-Effective Amendment No. 17 to its Registration Statement, *
Form N-1A (SEC File Number 33-08093), pursuant to paragraph (b) of Rule 485
under the Act. The purpose of this Amendment is to register an additional
3,889,329 shares of beneficial interest of the Fund to be offered under *
the currently effective Prospectus dated July 1, 1995 and to furnish the *
following:
EXHIBIT A: Opinion of Shereff, Friedman, Hoffman & Goodman
as to the legality of the securities being registered.
EXHIBIT B: Representation of Henry H. Hopkins (Counsel for the
Registrant, as required under Rule 485(b)(3) and (e).
It is respectfully requested that this Post-Effective Amendment No. 17 *
become effective immediately upon filing pursuant to paragraph (b) of Rule
485 under the Act.
<PAGE>
Pursuant to the requirements of the Securities Act of 1933, as amended,
and the Investment Company Act of 1940, as amended, the Registrant certifies
that it meets all of the requirements for effectiveness of this Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has
duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Baltimore, State of
Maryland, this 15th day of April, 1996. *
CALIFORNIA TAX-FREE MONEY FUND
/s/ MARY J. MILLER, President
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated:
SIGNATURE TITLE DATE
/s/ MARY J. MILLER President April 15, 1996 *
/s/ GEORGE J. COLLINS Chairman of the Board April 15, 1996 *
and Director
/s/ CARMEN F. DEYESU Treasurer (Chief
Financial Officer) April 15, 1996 *
/s/ ROBERT P. BLACK Director April 15, 1996 *
/s/ CALVIN W. BURNETT Director April 15, 1996 *
/s/ ANTHONY W. DEERING Director April 15, 1996 *
/s/ F. PIERCE LINAWEAVER Director April 15, 1996 *
/s/ WILLIAM T. REYNOLDS V.P. & Director April 15, 1996 *
/s/ JAMES S. RIEPE V.P. & Director April 15, 1996 *
/s/ JOHN G. SCHREIBER Director April 15, 1996 *
/s/ ANNE MARIE WHITTEMORE Director April 15, 1996 *
EXHIBIT A
SHEREFF, FRIEDMAN, HOFFMAN & GOODMAN, LLP
919 Third Avenue
New York, New York 10022-9998
(212) 758-9500
April 15, 1996
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
organized under the laws of the Commonwealth of Massachusetts (the "Trust")
is filing with the
Securities and Exchange Commission (the "Commission") Post-Effective Amendment
No. 17 to
its Registration Statement under the Securities Act of 1933 (the "Act") on
Form N-1A (Securities
Act File No. 33-08093) relating, among other things, to the registration
under the Act of
3,889,329 additional shares of beneficial interest (the "additional shares),
which are to be offered
and sold by the Trust in the manner and on the terms set forth in the
Prospectus current and
effective under the Act at the time of sale. 3,599,329 of the additional
shares are previously
outstanding shares of beneficial interest of the Trust which were redeemed by
the Trust during the
fiscal year ended February 29, 1996 but have not previously been used by the
Trust for reduction
pursuant to paragraph (a) of Rule 24e-2 under the Investment Company Act of
1940 (the "1940
Act") during the current fiscal year or pursuant to paragraph (c) of Rule
24f-2 under the 1940 Act
during the current fiscal year, to reduce the registration fee payable by
the Trust for the
registration of shares for sale under the Act.
We have, as counsel, participated in various corporate and other
proceedings
relating to the Trust and to the proposed issuance of the additional 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 date April 9, 1996 issued
by the Secretary of
State of the Commonwealth of Massachusetts, certifying to the existence and
good standing of
the Trust. We are generally familiar with the business affairs of the Trust.
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. Subject to the effectiveness under the Act of the
above-mentioned Post-Effective Amendment No. 17, upon the issuance of the
additional shares for a consideration not
less than the net asset value thereof, the additional shares will be legally
issued and outstanding
and 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 as part of the above-mentioned Post-Effective Amendment to the
Registration
Statement, the reference to our firm as counsel in the prospectus of the
Trust, and to the filing of
this opinion as part of an application for registration under the Trust,
its beneficial interest, or
both, 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 herein
involves the law of
Commonwealth of Massachusetts, such opinion should be understood to be based
solely upon our
review of the documents referred to above, the published statutes of the
Commonwealth of
Massachusetts and, where applicable, published cases, rules or regulations
of regulatory bodies of
that Commonwealth.
Very truly yours,
/s/ Shereff, Friedman, Hoffman & Goodman, LLP
Shereff, Friedman, Hoffman & Goodman, LLP
SFH&G:LAR:MKN:KLJ:jlk
Exhibit B
April 15, 1996
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: File Number 33-08093
California Tax-Free Money Fund
Gentlemen:
As Legal Counsel for T. Rowe Price Associates, Inc., I work on
various matters involving the California Tax-Free Money Fund
("Registrant") and, in this connection, have read and reviewed
Post-Effective Amendment No. 17 to the Registrant's Registration
Statement, Form N-1A (SEC File Number 33-08093). In accordance
with the provisions of paragraphs (b)(3) and (e) of Rule 485
under the Securities Act of 1933, as amended, I hereby represent
that (I) no material event requiring disclosure in the
Registrant's Prospectus, other than the one listed in paragraph
(b)(1) of Rule 485, has occurred since the effective date of the
Registrant's most recent Post-Effective Amendment No. 16 and (ii)
Post-Effective Amendment No. 17 does not contain any disclosures
which would render such Amendment ineligible to become effective
pursuant to paragraph (b) of Rule 485.
Sincerely,
/s/ HENRY H. HOPKINS
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<NAME> T. ROWE PRICE CALIFORNIA TAX-FREE MONEY FUND
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