<PAGE>
Oppenheimer Tower
1 World Financial Center
New York, New York 10281-1098
(212) 374-1601 - Fax:(212) 349-4759
OPPENHEIMER CAPITAL
Deborah Kaback
Senior Vice President
September 8, 1995
RULE 24F-2 NOTICE
-----------------
Quest for Value Family of Funds
(Registration No. 33-15489)
Oppenheimer Tower
One World Financial Center
New York, New York 10281
NOTICE IS HEREBY GIVEN that Quest for Value Family of Funds (the
"Trust"), a Massachusetts business trust which issues shares in series form,
having previously filed in its registration statement a declaration that an
indefinite number of its securities were being registered pursuant to Rule
24f-2 of the Investment Company Act of 1940, now elects to continue such
indefinite registration.
(1) This Notice is being filed for the National Tax-Exempt, New York
Tax-Exempt and California Tax-Exempt Funds (the "Portfolios"), series of
the Trust whose fiscal year ended July 31, 1995.
(2) No shares of capital stock of the Portfolios which have been registered
other than pursuant to this Rule remained unsold at the beginning of the
above fiscal year.
(3) No shares of capital stock of the Portfolios were registered other than
pursuant to this Rule during the above fiscal year.
(4) The number of shares of capital stock of each Portfolio sold during the
above fiscal year were:
<TABLE>
<S> <C>
National Tax-Exempt Fund - 872,813
-------
California Tax-Exempt Fund - 208,962
-------
New York Tax-Exempt Fund - 304,753
-------
</TABLE>
(5) For the National Tax-Exempt Fund: 872,813 shares; California Tax-Exempt
Fund: 208,962 shares; and New York Tax-Exempt Fund: 304,753 shares of
capital stock were sold during the above fiscal year in reliance upon
registration pursuant to this Rule.
QUEST FOR VALUE FAMILY OF FUNDS
By /s/ Deborah Kaback
------------------
Deborah Kaback, Secretary
--------------------------------------------------------------------------------
(1) The calculation of the aggregate sales price is made pursuant to
Rule 24f-2 of the Investment Company Act of 1940. Aggregate sales price of
securities sold during the Portfolio's fiscal year: $14,484,055. Aggregate
redemption or repurchase price of such securities redeemed by the Portfolios
during each previous fiscal year: $40,140,384. Aggregate sales price reduced
by aggregate redemption price = ($25,656,329). Therefore, no fee is payable
pursuant to Section 6(b) of the 1933 Act.
<PAGE>
Oppenheimer Tower
1 World Financial Center
New York, New York 10281-1098
(212) 374-1600 - Fax:(212) 349-4759
OPPENHEIMER CAPITAL
Thomas E. Duggan
General Counsel
September 8, 1995
Quest for Value Family of Funds
Oppenheimer Tower
One World Financial Center
New York, New York 10281
Ladies and Gentlemen:
In connection with the public offering of shares of Capital Stock, par
value $.01 per share, of the National Tax-Exempt, New York Tax-Exempt and
California Tax-Exempt Funds, series of the Quest for Value Family of Funds, I
have examined such corporate records and documents and have made such further
investigation and examination as I deemed necessary for the purpose of this
opinion.
It is my opinion that the 1,386,528 shares of Capital Stock, the
registration of which is made definite by the accompanying Rule 24f-2 Notice
of the Trust, were legally issued, fully paid and non-assessable by the Trust.
I hereby consent to the filing of this opinion with said Notice.
Very truly yours,
/s/ Thomas E. Duggan
Thomas E. Duggan
TED:tc
