UNITED STATES
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:
Wexford Trust
P.O. Box 598
Wexford, PA 15090-0598
2. Name of each series or class of funds for which this notice
is filed:
Muhlenkamp Fund
3. Investment Company Act File Number:
33-20158
Securities Act File Number:
811-5469
4. Last day of fiscal year for which this notice is filed:
12/31/98
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:
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 25F-2 in a prior fiscal year,
but which remained unsold at the beginning of the fiscal
year:
0.00
8. Number and amount of securities registered during the
fiscal year other than pursuant to rule 24F-2:
0.00
9. Number and aggregate sale price of securities sold during
the fiscal year:
3,066,602 shares $120,046,072
10. Number and aggregate sale price of securities sold during
the fiscal year in reliance upon registration pursuant to
rule 24F-2: $120,046,072
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)
10,376 $381,937
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the
fiscal year in reliance on 24F-2 (from item 10):
$120,046,072
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from item 11 if applicable):
$381,937
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable):
$49,662,383
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a redemption to filing fees pursuant
to rule 24F-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:
$70,765,626
(vi) Multiplier prescribed by section 6(b) of the
securities act of 1933 or other applicable law or
regulation:
1/36 of 1%
(vii) Fee due [line (I) or line (v) multiplied by line
(vi)]:
$19,657,12
13. Check box if fees are being remitted to the
commission's lock box depository as described in section
3a of the Commission's Rules of informal and Other
procedures (17 CFR 202.3a) [X]
Date of mailing or wire transfer of filing fees to the
Commission's lockbox depository: 3/23/98 via PNC Bank,
Mellon Bank Acct. No. 9108739, ABA # 043000261, CIK #
0000829433
Signatures:
This report has been signed by the following persons on
behalf of the issuer and the capacities and on the date
indicated.
By /S/ JOHN H. KUNKLE
___________________________________________________________
JOHN H. KUNKLE TREASURER
Date: 2/15/99
