<PAGE>
OMB APPROVAL
OMB Number:3235-0456
Expires: August 31, 2000
Estimated average burden
hours per response... 1
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.
1. Name and address of issuer: The Reserve Funds
1250 Broadway
New York, NY 10001-3701
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): / /
Primary Fund, U.S. Treasury Fund, U.S. Government Fund,
Strategist Money-Market Fund
3. Investment Company Act File Number: 811-2033
Securities Act File Number: 2-36429
4 (a) Last day of fiscal year for which this Form is filed: May 31, 1999
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)
4 (c) / / Check box if this is the last time the issuer will be filing this
Form.
Note: If the Form is being filed late, interest must be paid on the registration
fee due.
<PAGE>
5. Calculation of registration fee:
(i) Aggregate sale price of securities sold
during the fiscal year pursuant to section
24(f): $21,276,242,226
--------------
(ii) Aggregate price of securities redeemed or
repurchased during the fiscal year: $20,546,774,435
--------------
(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: $ 0
--------------
(iv) Total available redemption credits [add
Items 5(ii) and 5(iii)]: -$20,546,774,437
--------------
(v) Net sales -- if Item 5(i) is greater than
Item 5(iv) [subtract Item 5(iv) from Item
5(i)]: $ 729,467,791
--------------
(vi) Redemption credits available for use in
future years -- if Item 5(i) is less than
Item 5(iv) [subtract Item 5(iv) from Item
5(i)]: $(____________)
(vii) Multiplier for determining registration fee
(See Instruction C.9): x .000278
-------
(i) Registration fee due [multiply Item 5(v) by
Item 5(vii)] (enter "0" if no fee is due): =$ 202,792.05
--------------
--------------
(viii)
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 October 11, 1997, 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): +$ 0
--------------
<PAGE>
8. Total of the amount of the registration fee due plus
any interest due [line 5(viii) plus line 7]: =$ 202,792.05
--------------
--------------
9. Date the registration fee and any interest payment was sent to the
Commission's lockbox depository: August 24, 1999.
Method of Delivery:
/X/ Wire Transfer
/ / 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/ Jim Freisen
--------------------------------------------------
Jim Freisen, Controller
--------------------------------------------------
Date 8/20/99
*Please print the name and title of the signing officer
below the signature.
