October 28, 1996
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.
File No. 33-20827
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
Enclosures
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: The RBB Fund, Inc.
400 Bellevue Parkway
Wilmington, DE 19809
2. Name of each series or class of funds for which this notice is filed:
Government Securities Portfolio
Money Market Portfolio
Municipal Money Market Portfolio
New York Municipal Money Market Portfolio
Government Obligations Money Market 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 High Yield Portfolio
n/i Micro Cap Fund
n/i Growth Fund
n/i Growth & Value Fund
3. Investment Company Act File Number: 811-5518
Securities Act File Number: 33-20827
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:
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:
Number Amount
Government Securities Portfolio 4,644,555 $44,959,533
BEA High Yield Portfolio 51,855 $ 837,934
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
None
9. Number and aggregate sale price of securities sold during the fiscal
year:
Number Sale Price
Government Securities Portfolio 18,278 $ 167,759
Money Market Portfolio 8,349,832,067 $8,349,832,067
Municipal Money Market Portfolio 1,910,475,321 $1,910,475,321
New York Municipal Money Market Portfolio 531,129,190 $ 531,129,190
Government Obligations Money Market Portfolio 2,004,901,291 $2,004,901,291
BEA International Equity Portfolio 8,492,355 $ 158,914,042
BEA Emerging Markets Equity Portfolio 1,930,842 $ 33,432,364
BEA U.S. Core Equity Portfolio 1,435,791 $ 27,128,776
BEA U.S. Core Fixed Income Portfolio 4,441,435 $ 68,996,273
BEA Global Fixed Income Portfolio 1,105,942 $ 17,551,485
BEA Municipal Bond Fund Portfolio 315,445 $ 4,700,422
BEA High Yield Portfolio 3,372,093 $ 54,558,056
n/i Micro Cap Fund 1,217,175 $ 14,212,327
n/i Growth Fund 2,384,034 $ 27,674,950
n/i Growth & Value Fund 336,865 $ 3,890,583
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number Sale Price
Government Securities Portfolio (4,626,277)($ 44,791,774)
Money Market Portfolio 8,349,832,067 $8,349,832,067
Municipal Money Market Portfolio 1,910,475,321 $1,910,475,321
New York Municipal Money Market Portfolio 531,129,190 $ 531,129,190
Government Obligations Money Market Portfolio 2,004,901,291 $2,004,901,291
BEA International Equity Portfolio 8,492,355 $ 158,914,042
BEA Emerging Markets Equity Portfolio 1,930,842 $ 33,432,364
BEA U.S. Core Equity Portfolio 1,435,791 $ 27,128,776
BEA U.S. Core Fixed Income Portfolio 4,441,435 $ 68,996,273
BEA Global Fixed Income Portfolio 1,105,942 $ 17,551,485
BEA Municipal Bond Fund Portfolio 315,445 $ 4,700,422
BEA High Yield Portfolio 3,320,238 $ 53,720,122
n/i Micro Cap Fund 1,217,175 $ 14,212,327
n/i Growth Fund 2,384,034 $ 27,674,950
n/i Growth & Value Fund 336,865 $ 3,890,583
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable:
Number Sale Price
Government Securities Portfolio 50,559 $ 478,224
Money Market Portfolio 91,769,331 $91,769,331
Municipal Money Market Portfolio 11,961,008 $11,961,008
New York Municipal Money Market Portfolio 2,089,001 $ 2,089,001
Government Obligations Money Market Portfolio 25,031,830 $25,031,830
BEA International Equity Portfolio 137,894 $ 2,523,456
BEA Emerging Markets Equity Portfolio 19,043 $ 323,156
BEA U.S. Core Equity Portfolio 188,415 $ 3,346,258
BEA U.S. Core Fixed Income Portfolio 576,935 $ 8,756,243
BEA Global Fixed Income Portfolio 162,519 $ 2,519,968
BEA Municipal Bond Fund Portfolio 109,160 $ 1,656,622
BEA High Yield Portfolio 629,920 $ 9,902,559
n/i Micro Cap Fund 0 $ 0
n/i Growth Fund 0 $ 0
n/i Growth & Value Fund 0 $ 0
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): $ 13,161,767,440
(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11,
if applicable): + 160,357,656
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): - 13,093,078,953
(iv) Aggregate price of shares redeemed or repurchased
and previously applied as a reduction to filing fees
pursuant to rule 24e-2 (if applicable): + 0
(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): $ 229,046,143
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law or
regulation: / 3300
(vii) Fee due [line (i) or line (v) multiplied
by line (vi)]: $ 69,407.92
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 CFR 202.3a).
[ X ]
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository:
October 24, 1996
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: /s/Edward J. Roach
Edward J. Roach
President and Treasurer
Date: October 28, 1996
Ballard Spahr Andrews & Ingersoll
1735 Market Street, 51st Floor
Philadelphia, PA 19103-7599
October 23, 1996
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, 1996. The Shares represent interests in the Government
Securities Portfolio, Money Market Portfolio, Municipal Money Market
Portfolio, Government Obligations Money Market Portfolio, New York
Municipal Money Market Portfolio, BEA International Equity Fund, BEA
Emerging Markets Equity Fund, BEA High Yield Fund, BEA U.S. Core Fixed
Income Fund, BEA Global Fixed Income Fund, BEA Municipal Bond Fund, BEA U.S.
Core Equity Fund, BEA Balanced Fund, and BEA Short Duration Fund, n/i Micro
Cap Fund, n/i Growth Fund and n/i Growth & Value Fund of the Fund.
We have been informed by the Fund that a total of 12,821,388,124 Shares
(18,278 Shares representing interests in the Government Securities
Portfolio; 8,349,832,067 Shares representing interests in the Money
Market Portfolio; 1,910,475,321 Shares representing interests in the
Municipal Money Market Portfolio; 2,004,901,291 Shares representing
interests in the Government Obligations Money Market Portfolio; 531,129,190
Shares representing interest in the New York Municipal Money Market
Portfolio; 8,492,355 Shares representing interests in the BEA International
Equity Fund; 1,930,842 Shares representing interests in the BEA Emerging
Markets Equity Fund; 3,372,093 Shares representing interests in the BEA
High Yield Fund; 4,441,435 Shares representing interests in the BEA U.S.
Core Fixed Income Fund; 1,435,791 Shares representing interests in the BEA
U.S. Core Equity Fund; 1,105,942 Shares representing interests in the BEA
Global Fixed Income Fund; 315,445 Shares representing interests in the BEA
Municipal Bond Fund; 0 Shares representing interests in the BEA Balanced
Fund; 0 Shares representing interests in the BEA Short Duration Fund;
1,217,175 shares representing interests in the n/i Micro Cap Fund;
2,384,034 shares representing interests in n/i Growth Fund and 336,865
shares representing interest in n/i Growth and Value Fund) were issued from
time to time during the fiscal year ended August 31, 1996.
Such Shares were issued under Prospectuses which were included as part of
the Post-Effective Amendments Nos. 28, 29, 30, 31, 32, 33, 34, 35 and 36 to
the Fund's Registration Statement on Form N-1A which were filed with the
Securities and Exchange Commission (the "SEC"). Post-Effective Amendments
Nos. 28 and 31 were filed with the SEC on October 6, 1995 and December 4,
1995, respectively, and became effective on December 29, 1995, Post-
Effective Amendments Nos. 29 and 32 were filed with the SEC in October 25,
1995 and December 19, 1995, respectively and became effective on
December 28, 1995. PEA Amendment No. 30 was filed with the SEC on
December 1, 1995 and became effective on December 1, 1995. Post-Effective
Amendments Nos. 33, 34, 35 and 36 were filed with the SEC on March 6, 1996,
May 15, 1996, May 17, 1996 and May 30, 1996, respectively, and became
effective on May 30, 1996. 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
12,821,388,124 Shares issued by the Fund during its fiscal year ended
August 31, 1996 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,
/s/ Ballard Spahr Andrews & Ingersoll
Ballard Spahr Andrews & Ingersoll
