U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer:
Trust for Credit Unions
4900 Sears Tower
Chicago, Illinois 60606
2. Name of each series or class of funds for which this notice is
filed:
Money Market Portfolio
Government Securities Portfolio
Mortgage Securities Portfolio
Target Maturity Portfolio (1996)
Target Maturity Portfolio (February 1997)
Target Maturity Portfolio (May 1997)
3. Investment Company Act File Number: 33-18781
4. Last day of fiscal year for which this notice is filed:
August 31, 1996
5. Check box if this notice is being filed more than 180 days
after the close of the issuer's fiscal year for purposes of
reporting securities sold after the close of the fiscal year
but before termination of the issuer's 24f-2 declaration:
[ ]
6. Date of termination of issuer's declaration under rule
24f-2(a)(1), if applicable (see Instruction A.6):
N/A
7. Number and amount of securities of the same class or series
which had been registered under the Securities Act of 1933
other than pursuant to rule 24f-2 in a prior fiscal year, but
which remained unsold at the beginning of the fiscal year:
Dollars - $690,405,720 Shares - 436,161,698
8. Number and amount of securities registered during the fiscal
year other than pursuant to rule 24f-2:
N/A
<PAGE>
9. Number and aggregate sale price of securities sold during the
fiscal year:
Fund Dollars Shares
---- ------- ------
Money Market Portfolio $4,421,411,312 4,421,411,312
Government Securities $ 77,231,757 7,889,155
Portfolio
Mortgage Securities Portfolio $ 87,891,530 8,975,532
Target Maturity Portfolio(1996) $ 0 0
Target Maturity Portfolio $ 0 0
(February 1997)
Target Maturity Portfolio $ 0 0
(May 1997)
Total $4,586,534,599 4,438,275,999
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule
24f-2:
Fund Dollars Shares
---- ------- ------
Money Market Portfolio $4,421,411,312 4,421,411,312
Government Securities $ 77,231,757 7,889,155
Portfolio
Mortgage Securities Portfolio $ 87,891,530 8,975,532
Target Maturity Portfolio(1996) $ 0 0
Target Maturity Portfolio $ 0 0
(February 1997)
Target Maturity Portfolio $ 0 0
(May 1997)
Total $4,586,534,599 4,438,275,999
11. Number and aggregate sale price of securities issued during
the fiscal year in connection with dividend reinvestment
plans, if applicable (see Instruction B.7):
** Dollars and shares reinvested are included in securities
sold above.
12. Calculation of registration fee:
(i) Aggregate sale price of securities
sold during the fiscal year in
reliance on rule 24f-2 (from Item 10): $4,586,534,599
----------------
(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from Item 11, if applicable): N/A**
----------------
<PAGE>
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year
(if applicable): $4,586,534,599***
----------------
*** We have only reported the amount of redemptions equal to
aggregate sales and DRIP shares that are reported in (i)
above. For total redemptions see footnote **** below.
(iv) Aggregate price of shares redeemed or
repurchased and previously applied as
a reduction to filing fees pursuant to
rule 24e-2 (if applicable): N/A
----------------
(v) Net aggregate price of securities sold
and issued during the fiscal year in
reliance on rule 24f-2 (line (i), plus
line (ii), less line (iii), plus line
(iv) (if applicable): $0
----------------
(vi) Multiplier prescribed by Section 6(b)
of the Securities Act of 1933 or other
applicable law or regulation (see
Instruction C.6): x 1/3300
----------------
(vii) Fee due (line (i) or line (v)
multiplied by line (vi)): $0
----------------
Instruction: Issuers should complete lines (ii), (iii), (iv),
and (v) only if the form is being filed within 60
days after the close of the issuer's fiscal year.
See Instruction C.3.
13. Check box if fees are being remitted to the Commission's
lockbox depository as described in section 3a of the
Commission's Rules of Informal and Other Procedures (17 CPR
202.3a).
[ ]
Date of mailing or wire transfer of filing fees to the
Commissioner's lockbox depository:
<PAGE>
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/ Scott M. Gilman
-----------------------------------
Scott M. Gilman, Treasurer
-----------------------------------
Dated: October 28, 1996
------------------------
*Please print the name and title of the signing officer below
the signature.
**** Price of Number of
Shares Shares
Redeemed or Redeemed or
Fund Repurchased Repurchased
---- ----------- -----------
Money Market Portfolio ($4,376,797,402) (4,376,797,402)
Government Securities ($ 71,061,723) ( 7,267,669)
Portfolio
Mortgage Securities ($ 16,550,279) ( 1,692,128)
Portfolio
Target Maturity Portfolio ($ 126,882,095) ( 13,300,010)
(1996)
Target Maturity Portfolio 0 0
(February 1997)
Target Maturity Portfolio 0 0
(May 1997)
Total ($4,591,291,499) (4,399,057,209)
Pursuant to Rule 24e-2, the Registrant will file a Registration
Statement registering the net redemptions for the year equal to
$4,756,900.
HALE AND DORR
Counsellors At Law
60 State Street, Boston, Massachusetts 02109
617-526-6000 Fax 617-526-5000
October 28, 1996
Trust for Credit Unions
4900 Sears Tower
Chicago, Illinois 60606
Re: Rule 24f-2 Notice
Gentlemen:
Trust for Credit Unions (the "Trust") is a Massachusetts
business trust created under a written Declaration of Trust dated
September 24, 1987, and executed and delivered in Boston,
Massachusetts on that date, as amended and restated on December 1,
1987, and as amended on April 20, 1988, October 1, 1992, March 29,
1993, December 13, 1993 and June 28, 1996 (as so amended and
restated the "Declaration of Trust"). The beneficial interests
thereunder are represented by transferable units with $.001 par
value.
The Trustees have the powers set forth in the Declaration of
Trust, subject to the terms, provisions and conditions therein
provided. Under Article IV, Section 4.1 of the Declaration of
Trust, it is provided that the number of units of beneficial
interest authorized to be issued is unlimited and that the Trustees
are authorized to divide the units into one or more series.
Article IV, Section 4.1 also provides that the Trustees may issue
units of any series for such consideration and on such terms as
they may determine (or for no consideration if pursuant to a unit
dividend or split-up) without action or approval of unitholders.
Pursuant to Article IV, Section 4.2 of the Declaration of
Trust, the Trustees established seven separate series of units
designated the "Money Market Portfolio", "Government Securities
Portfolio", "Mortgage Securities Portfolio", "Target Maturity
Portfolio (Feb 97)", "Target Maturity Portfolio (May 97)", "Target
Maturity Portfolio (Aug 97)" and "Target Maturity Portfolio (Nov
97)". The "Target Maturity Portfolio (1996)" was terminated by the
Trustees as of June 28, 1996.
<PAGE>
By vote adopted December 14, 1992, the Trustees authorized the
officers of the Trust to issue and sell to the public an unlimited
number of units of beneficial interest of the Trust.
We understand that, pursuant to Rule 24f-2 under the
Investment Company Act of 1940, as amended (the "1940 Act"), the
Trust has registered an indefinite number of units of beneficial
interest under the Securities Act of 1933, as amended (the "1933
Act").
We understand that you are about to file with the Securities
and Exchange Commission a notice on Form 24f-2 pursuant to Rule
24f-2 (the "Rule 24f-2 Notice") making definite the registration of
4,438,275,999 units of beneficial interest of the Trust (the
"Units") sold in reliance upon said Rule 24f-2 during the fiscal
year ended August 31, 1996, consisting of 4,421,411,312 units of
the Money Market Portfolio, 7,889,155 units of the Government
Securities Portfolio and 8,975,532 units of the Mortgage Securities
Portfolio.
We have examined the Declaration of Trust, resolutions of the
Board of Trustees, a certificate of the Treasurer of the Trust to
the effect that the Trust or its agent received the consideration
for each of the Units in accordance with the terms of the
Declaration of Trust, and such other documents as we have deemed
necessary or appropriate for the purposes of this opinion. In our
examination of the above documents, we have assumed the genuineness
of all signatures, the authenticity of all documents submitted to
us as originals and the conformity to original documents of all
documents submitted to us as certified or photostatic copies.
We express no opinion as to compliance with any state or
federal securities laws, including the securities laws of The
Commonwealth of Massachusetts. For purposes of this opinion
letter, we have not made an independent review of the laws of any
state or jurisdiction other than The Commonwealth of Massachusetts
and express no opinion with respect to the laws of any jurisdiction
other than the laws of The Commonwealth of Massachusetts.
Our opinion below, as it relates to the non-assessability of
the Units of the Trust, is qualified to the extent that under
Massachusetts law, unitholders of a Massachusetts business trust
may be held personally liable for the obligations of the Trust. In
this regard, however, please be advised that the Declaration of
Trust disclaims unitholder liability for act or obligations of the
Trust and requires that notice of such disclaimer be given in each
note, bond, contract, certificate or undertaking made or issued by
the Trustees or officers of the Trust. Also, the Declaration of
Trust provides for indemnification out of Trust property for all
loss and expense of any unitholder held personally liable for the
obligations of the Trust.
<PAGE>
We are of the opinion that all necessary Trust action
precedent to the issuance of the Units has been duly taken, and
that the Units were legally and validly issued, and are fully paid
and non-assessable by the Trust, subject to compliance with the
1933 Act, the 1940 Act and the applicable state laws regulating the
sale of securities.
We consent to your filing this opinion with the Securities and
Exchange Commission together with the Rule 24f-2 Notice referred to
above. Except as provided in this paragraph, this opinion may not
be relied upon by, or filed with, any other parties or used for any
other purpose.
Very truly yours,
/s/ Hale and Dorr
Hale and Dorr
