FIRSTAR FUNDS INC
24F-2NT, 2000-01-27
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 24F-2
                        ANNUAL NOTICE OF SECURITIES SOLD
                             PURSUANT TO RULE 24F-2

READ INSTRUCTIONS AT END OF FORM BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.

    1.       Name and address of issuer:

                                    Firstar Funds, Inc.
                                    615 E. Michigan Street
                                    Milwaukee, WI 53202

    2.       The 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):

                 Class 1, Series A, Series B and Institutional Common Stock, Par
                 Value $.0001 Per Share Class 2, Series A, Series B and
                 Institutional Common Stock, Par Value $.0001 Per Share Class 3,
                 Series A, Series B and Institutional Common Stock, Par Value
                 $.0001 Per Share Class 4, Series A, Series B and Institutional
                 Common Stock, Par Value $.0001 Per Share Class 5, Series A,
                 Series B and Institutional Common Stock, Par Value $.0001 Per
                 Share Class 6, Series A, Series B and Institutional Common
                 Stock, Par Value $.0001 Per Share Class 7, Series A, Series B
                 and Institutional Common Stock, Par Value $.0001 Per Share
                 Class 8, Series A, Series B and Institutional Common Stock, Par
                 Value $.0001 Per Share Class 9, Series A, Series B and
                 Institutional Common Stock, Par Value $.0001 Per Share Class
                 10, Series A, Series B and Institutional Common Stock, Par
                 Value $.0001 Per Share Class 11, Series A, Series B and
                 Institutional Common Stock, Par Value $.0001 Per Share Class
                 12, Series A, Series B and Institutional Common Stock, Par
                 Value $.0001 Per Share Class 13, Series A, Series B and
                 Institutional Common Stock, Par Value $.0001 Per Share Class
                 14, Series A, Series B and Institutional Common Stock, Par
                 Value $.0001 Per Share Class 15, Series A, Series B and
                 Institutional Common Stock, Par Value $.0001 Per Share Class
                 16, Series A, Series B and Institutional Common Stock, Par
                 Value $.0001 Per Share Class 17, Series A, Series B and
                 Institutional Common Stock, Par Value $.0001 Per Share Class
                 18, Series A, Series B and Institutional Common Stock, Par
                 Value $.0001 Per Share

    3.       Investment Company Act File Number:
                                                  811-5380

             Securities Act File Number:
                                                  33-18255

   4(a).     Last day of fiscal year for which this Form is filed:

                                                  10/31/99

   4(b).     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 24(f):       $   11,835,857,637

         (ii)    Aggregate price of securities redeemed or
                 repurchased during the fiscal year:           $  10,993,134,247

         (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:                                   $

         (iv)    Total available redemption credits [add Items 5(ii)
                 and 5(iii)]:                                 $   10,993,134,247


         (v)     Net sales - if Item 5(i) is greater than Item 5(iv)
                 [subtract Item 5(iv) from Item 5(i)]:        $      842,723,390

         (vi)    Redemption credits available for use in future years   $(   0 )
                 - 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):                       X          0.0264%

         (vii)   Registration fee due [multiply Item 5(v) by Item 5(vii)]
                 (enter "0" if no fee is due):           =    $       222,478.97

    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 [effective date of
         rescission of rule 24e-2], then report the amount of securities (number
         of shares or other units) deducted here :____ . 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 :_________ .

    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):
                                                                + $_____________

    8.   Total of the amount of the registration fee due plus any interest due
         [line 5(viii) plus line 7]:
                                                             =$       222,478.97

    9.   Date the registration fee and any interest payment was sent to the
         Commission's lockbox depository:

Method of Delivery:

      X      Wire Transfer      Registrant CIK number to be credited: 0000824612

             Mail or other means

                                   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/ Mary Ellen Stanek
                                    ----------------------
                                    President

         Date    1/27/00

* PLEASE PRINT THE NAME AND TITLE OF THE SIGNING OFFICER BELOW THE SIGNATURE.


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