October 26, 1995
U.S. Securities and Exchange Commission
Attn: Filing Desk
450 5th Street, N.W.
Washington, DC 20549
RE: Rule 24(f)-2 Notice for The RBB Fund, Inc.
Dear Gentlemen and Ladies:
Pursuant to Rule 24(f)-2 of the Investment Company Act of 1940,
the above referenced Fund hereby files the following:
1.Rule 24(f)-2 Notice; and
2.Opinion of Counsel.
We will obtain confirmation of this filing via our CompuServe
account, 72741,733. If there are any questions on this filing
I can be reached at (302) 791-2919.
Very Truly Yours,
Wendy McGee
Legal Assistant
<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
RULE 24f-2 NOTICE
FOR
The RBB Fund, Inc.
(Name of Registrant)
Securities Act of 1933 File No. 33-20827
400 Bellevue Parkway
Wilmington, DE 19809
(Address of Principal Executive Offices)
Warburg Pincus Growth and Income Fund
Warburg Pincus Balanced Fund
Warburg Pincus Tax-Free Fund
Government Securities Portfolio
Money Market Portfolio
Municipal Money Market Portfolio
New York Municipal Money Market Portfolio
Government Obligations Money Market Portfolio
High Yield Bond Portfolio
BEA International Equity Portfolio
BEA Emerging Markets Equity Portfolio
BEA U.S. Core Equity Portfolio
BEA U.S. Core Fixed Income Portfolio
BEA Global Fixed Income Portfolio
BEA Municipal Bond Fund Portfolio
BEA Strategic Fixed Income Portfolio
BEA Balanced Portfolio
BEA Short Duration Portfolio
Laffer\Canto Equity Portfolio
(Titles of Securities with Respect to which Notice is Filed)
1.The following information is set forth pursuant to the
requirements of Rule 24f-2 (b) (1):
(i) Fiscal year for which notice is filed:
For the fiscal year ended August 31, 1995.
(ii) The number or amount of securities of the same class or
series, if any, which had been registered under the Securities Act
of 1933 other than pursuant to Rule 24f-2 but which remained
unsold at the beginning of such fiscal year:
Warburg Pincus Growth and Income Fund None
Warburg Pincus Balanced Fund $1,073,048
Warburg Pincus Tax-Free Fund $4,539,196
Government Securities Portfolio None
Money Market Portfolio None
Municipal Money Market Portfolio $16,131,524
New York Municipal Money
Market Portfolio $4,526,220
Government Obligations Money
Market Portfolio $187,902,971
High Yield Bond Portfolio $18,603,984
BEA International Equity Portfolio None
BEA Emerging Markets Equity Portfolio None
BEA U.S. Core Equity Portfolio None
BEA Strategic Fixed Income Portfolio None
BEA U.S. Core Fixed Income Portfolio None
BEA Global Fixed Income Portfolio None
BEA Municipal Bond Fund Portfolio None
BEA Balanced Portfolio None
BEA Short Duration Portfolio None
Laffer\Canto Equity Portfolio None
(iii) The number or amount of securities, if any, registered during
such fiscal year other than pursuant to Rule 24f-2:
None.
(iv) The number or amount of securities sold during such fiscal
year:
(1) Warburg Pincus Growth and Income Fund $722,996,657
(2) Warburg Pincus Balanced Fund $4,349,805
(3) Warburg Pincus Tax-Free Fund $172,004
(4) Government Securities Portfolio $88,182
(5) Money Market Portfolio $5,686,714,227
(6) Municipal Money Market Portfolio $1,786,502,870
(7) New York Municipal Money Market Portfolio $536,354,594
(8) Government Obligations Money Market Portfolio $1,187,286,774
(9) High Yield Bond Portfolio 0
(10) BEA International Equity Portfolio $141,210,504
(11) BEA Emerging Markets Equity Portfolio $45,977,774
(12) BEA U.S. Core Equity Portfolio $28,923,460
(13) BEA Strategic Fixed Income Portfolio $8,824,836
(14) BEA U.S. Core Fixed Income Portfolio $64,282,193
(15) BEA Global Fixed Income Portfolio $11,427,093
(16) BEA Municipal Bond Fund Portfolio $13,666,897
(17) BEA Balanced Portfolio 0
(18) BEA Short Duration Portfolio 0
(19) Laffer\Canto Equity Portfolio $117,921
(v) The number or amount of securities sold during such fiscal
year reliance upon registration pursuant to Rule 24f-2*:
(1) Warburg Pincus Growth and Income Fund $722,996,657
(2) Warburg Pincus Balanced Fund $4,349,805
(3) Warburg Pincus Tax-Free Fund $172,004
(4) Government Securities Portfolio $88,182
(5) Money Market Portfolio $5,686,714,227
(6) Municipal Money Market Portfolio $1,786,502,870
(7) New York Municipal Money Market Portfolio $536,354,594
(8) Government Obligations Money Market Portfolio $1,187,286,774
(9) High Yield Bond Portfolio 0
(10) BEA International Equity Portfolio $141,210,504
(11) BEA Emerging Markets Equity Portfolio $45,977,774
(12) BEA U.S. Core Equity Portfolio $28,923,460
(13) BEA Strategic Fixed Income Portfolio $8,824,836
(14) BEA U.S. Core Fixed Income Portfolio $64,282,193
(15) BEA Global Fixed Income Portfolio $11,427,093
(16) BEA Municipal Bond Fund Portfolio $13,666,897
(17) BEA Balanced Portfolio 0
(18) BEA Short Duration Portfolio 0
(19) Laffer\Canto Equity Portfolio $117,921
2. An opinion of counsel with respect to the validity of the
shares accompanies this notice.
3. Filing Fee with respect to shares specified in 1(v) above:
Filing fee $574,794.48
Dated: October 26, 1995
The RBB Fund, Inc.
By:Edward J. Roach
President and Treasurer
(1) The actual aggregate sales price for which such shares were
sold was $722,996,657. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $168,239,331. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$722,996,657 - $168,239,331 = $554,757,326 / 2900 = $191,295.63
(2) The actual aggregate sales price for which such shares were
sold was $4,349,805. During the fiscal year ended August 31, 1995
the actual aggregate redemption price of the shares redeemed by
the Registrant was $347,995. $1,073,048 of the aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$4,349,805 - $347,995 = $4,001,810 - $1,073,048 =
$2,928,762 / 2900 = $1,009.92
(3) The actual aggregate sales price for which such shares were
sold was $172,004. During the fiscal year ended August 31, 1995
the actual aggregate redemption price of the shares redeemed by
the Registrant was $1,720,315. $4,539,196 of the aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$172,004 - $1,720,315 = ($1,548,311) - $4,539,196 =
($6,087,507) / 2900 = $0
(4) The actual aggregate sales price for which such shares were
sold was $88,182. During the fiscal year ended August 31, 1995
the actual aggregate redemption price of the shares redeemed by
the Registrant was $45,047,715. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$88,182 - $45,047,715 = ($44,959,533) / 2900 = $0
(5) The actual aggregate sales price for which such shares were
sold was $5,686,714,227. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $5,009,003,844. No portion of such
aggregate redemption price has been applied by the registrant
pursuant to Rule 24e-2(a) in a filing made pursuant to Section
24(e)(1) of the Investment Company Act of 1940. Pursuant to Rule
24f-2(c), the filing fee with respect to such shares is calculated
as follows:
$5,686,714,227 - $5,009,003,844 = $677,710,383 / 2900 = $233,693.24
(6) The actual aggregate sales price for which such shares were
sold was $1,786,502,870. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $1,655,831,224. $16,131,524 of the
aggregate redemption price has been applied by the registrant
pursuant to Rule 24e-2(a) in a filing made pursuant to Section
24(e)(1) of the Investment Company Act of 1940. Pursuant to Rule
24f-2(c), the filing fee with respect to such shares is calculated
as follows:
$1,786,502,870 - $1,655,831,224 = $130,671,646 - $16,131,524 =
$114,540,122 / 2900 = $39,496.59
(7) The actual aggregate sales price for which such shares were
sold was $536,354,594. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $515,533,440. $4,526,220 of the aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$536,354,594 - $515,533,440 = $20,821,154 - $4,526,220 =
$16,294,934 / 2900 = $5,618.94
(8) The actual aggregate sales price for which such shares were
sold was $1,187,286,774. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $893,228,258. $187,902,971 of the aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$1,187,286,774 - $893,228,258 = $294,058,516 - $187,902,971 =
$106,155,545 / 2900 = $36,605.36
(9) The actual aggregate sales price for which such shares were
sold was $0. During the fiscal year ended August 31, 1995 the
actual aggregate redemption price of the shares redeemed by the
Registrant was $113,362. $18,603,984 of the aggregate redemption
price has been applied by the registrant pursuant to Rule 24e-2(a)
in a filing made pursuant to Section 24(e)(1) of the Investment
Company Act of 1940. Pursuant to Rule 24f-2(c), the filing fee
with respect to such shares is calculated as follows:
$0 - $113,362 = ($113,362) - $18,603,984 = ($18,717,346) / 2900 = $0
(10) The actual aggregate sales price for which such shares were
sold was $141,210,504. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $69,857,127. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$141,210,504 - $69,857,127 = $71,353,377 / 2900 = $24,604.61
(11) The actual aggregate sales price for which such shares were
sold was $45,977,774. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $25,817,939. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$45,977,774 - $25,817,939 = $20,159,835 / 2900 = $6,951.67
(12) The actual aggregate sales price for which such shares were
sold was $28,923,460. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $1,982,759. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$28,923,460 - $1,982,759 = $26,940,701 / 2900 = $9,289.90
(13) The actual aggregate sales price for which such shares were
sold was $8,824,836. During the fiscal year ended August 31, 1995
the actual aggregate redemption price of the shares redeemed by
the Registrant was $9,662,770. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$8,824,836 - $9,662,770 = ($837,934) / 2900 = $0
(14) The actual aggregate sales price for which such shares were
sold was $64,282,193. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $2,949,275. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$64,282,193 - $2,949,275 = $61,332,918 / 2900 = $21,149.28
(15) The actual aggregate sales price for which such shares were
sold was $11,427,093. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $0. No portion of such aggregate redemption
price has been applied by the registrant pursuant to Rule 24e-2(a)
in a filing made pursuant to Section 24(e)(1) of the Investment
Company Act of 1940. Pursuant to Rule 24f-2(c), the filing fee
with respect to such shares is calculated as follows:
$11,427,093 - $0 = $11,427,093 / 2900 = $3,940.38
(16) The actual aggregate sales price for which such shares were
sold was $13,666,897. During the fiscal year ended August 31,
1995 the actual aggregate redemption price of the shares redeemed
by the Registrant was $10,363,925. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$13,666,897 - $10,363,925 = $3,302,972 / 2900 = $1,138.96
(17) The actual aggregate sales price for which such shares were
sold was $0. During the fiscal year ended August 31, 1995
the actual aggregate redemption price of the shares redeemed
by the Registrant was $0. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$0 - $0 = $0 / 2900 = $0
(18) The actual aggregate sales price for which such shares were
sold was $0. During the fiscal year ended August 31, 1995
the actual aggregate redemption price of the shares redeemed by
the Registrant was $0. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$0 - $0 = 0 / 2900 = $0
(19) The actual aggregate sales price for which such shares were
sold was $117,921. During the fiscal year ended August 31, 1995
the actual aggregate redemption price of the shares redeemed by
the Registrant was $875,240. No portion of such aggregate
redemption price has been applied by the registrant pursuant to
Rule 24e-2(a) in a filing made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. Pursuant to Rule 24f-2(c), the
filing fee with respect to such shares is calculated as follows:
$117,921 - $875,240 = ($757,319) / 2900 = $0
<PAGE>
October 26, 1995
The RBB Fund, Inc.
400 Bellevue Parkway
Suite 100
Bellevue Corporate Center
Wilmington, DE 19809
Re: Rule 24f-2 Notice for The RBB Fund, Inc.
(Securities Act File No. 33-20827)
Gentlemen:
We have acted as counsel to The RBB Fund, Inc. (the "Fund"), a
Maryland corporation having its principal place of business in
Wilmington, Delaware. The Fund is registered with the
Securities and Exchange Commission under the Investment Company
Act of 1940 as an open-end management investment company.
The Fund has requested our opinion as to the legality of shares
of classes of Common Stock, each class with a par value per
share of $.001 (the "Shares"), which are issued by the Fund
during the Fund's fiscal year ended August 31, 1995. The Shares
represent interests in the Warburg Pincus Growth & Income Fund,
Warburg Pincus Balanced Fund, Warburg Pincus Tax-Free Fund,
Government Securities Portfolio, Money Market Portfolio,
Municipal Money Market Portfolio, Government Obligations Money
Market Portfolio, High Yield Bond Portfolio, New York Municipal
Money Market Portfolio, BEA International Equity Portfolio, BEA
Emerging Markets Equity Portfolio, BEA Strategic Fixed Income
Portfolio, BEA U.S. Core Fixed Income Portfolio, BEA Global
Fixed Income Portfolio, BEA Municipal Bond Fund Portfolio, BEA
U.S. Core Equity Portfolio, BEA Balanced Portfolio, and BEA
Short Duration Portfolio and Laffer/Canto Equity Portfolio of
the Fund.
We have been informed by the Fund that a total of 9,287,729,969
Shares (49,867,280 Shares representing interests in the Warburg
Pincus Growth & Income Fund; 423,935 Shares representing
interests in the Warburg Pincus Balanced Portfolio; 16,896
Shares representing interests in the Warburg Pincus Tax-Free
Portfolio; 9,203 Shares representing interests in the Government
Securities Portfolio; 5,686,714,227 Shares representing
interests in the Money Market Portfolio; 0 Shares representing
interests in the High Yield Bond Portfolio; 1,786,502,870 Shares
representing interests in the Municipal Money Market Portfolio;
1,187,286,774 Shares representing interests in the Government
Obligations Money Market Portfolio; 536,354,594 Shares
representing interest in the New York Municipal Money Market
Portfolio; 7,555,790 Shares representing interests in the BEA
International Equity Portfolio; 24,447,890 Shares representing
interests in the BEA Emerging Markets Equity Portfolio; 580,982
Shares representing interests in the BEA Strategic Fixed Income
Portfolio; 4,372,374 Shares representing interests in the BEA
U.S. Core Fixed Income Portfolio; 1,883,469 Shares representing
interests in the BEA U.S. Core Equity Portfolio; 766,650 Shares
representing interests in the BEA Global Fixed Income Portfolio;
935,296 Shares representing interests in the BEA Municipal Bond
Fund Portfolio; 0 Shares representing interests in the BEA
Balanced Portfolio; 0 Shares representing interests in the BEA
Short Duration Portfolio; and 11,739 Shares representing
interests in the Laffer/Canto Equity Portfolio) were issued from
time to time during the fiscal year ended August 31, 1995.
Such Shares were issued under Prospectuses which were included as
part of Post-Effective Amendments No. 19, 20, 21, 22, 23, 24,
25, 26, and 27 to the Fund's Registration Statement on Form N-1A
which were filed with the Securities and Exchange Commission
(the "SEC"). Post-Effective Amendments No. 19 and 23 were filed
with the SEC on October 14, 1994 and December 19, 1994
respectively and became effective on December 28, 1994,
Post-Effective Amendments No. 20 and 22 were filed with the SEC
on October 21, 1994 and December 19, 1994, respectively and
became effective on December 21, 1994, Post-Effective Amendments
No. 21 and 24 were filed with the SEC on October 23, 1994 and
December 19, 1994, respectively and became effective on December
28, 1994 Post-Effective Amendment No. 25 was filed with the SEC
on February 27, 1995 and became effective on February 27, 1995,
Post-Effective Amendment No. 26 was filed with the SEC on March
13, 1995 and became effective March 13, 1995, Post-Effective
Amendment No. 27 was filed with the SEC on March 31, 1995 and
became effective on March 31, 1995. In connection with our
giving of this opinion, we have examined a copy of the Charter
of the Fund as amended and supplemented.
Based solely upon our review of the Fund's Charter and the
information given to us as to the number of Shares sold, we are
of the opinion that the 9,287,729,969 Shares issued by the Fund
during its fiscal year ended August 31, 1995 were, when issued
for payment as described in the Fund's prospectuses referred to
above, legally issued, fully paid and non-assessable by the
Fund.
Very truly yours,
Ballard,Spahr, Andrews & Ingersoll
