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:
WESTON PORTFOLIOS
20 WILLIAM STREET
WELLESLEY, MA 02181
2. Name of each series or class of funds for which this notice is filed:
NEW CENTURY CAPITAL PORTFOLIO
NEW CENTURY I PORTFOLIO
3. Investment Company Act File Number: 811-5646
Securities Act File Number: 33-24041
4. Last day of fiscal year for which this notice is filed: 10/31/95
5. N/A
6. N/A
7. N/A
8. Number and aggregate sale price 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 in reliance upon registration pursuant to rule 24f-2:
$14,127,262
10. Number and aggregate sale price of securities issued
during the fiscal year in connection with dividend
reinvestment plans, if applicable (see Instruction B.5):
$5,528,777
11. Number and aggregate sale price of securities sold
during the fiscal year:
$14,127,262
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during
the fiscal year in reliance on rule 24f-2
(from Item 9): $14,127,262
(ii) Aggregate price of shares issued in
connection with dividend reinvestment plans
(from Item 10, if applicable): + 5,528,777
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year (if
applicable): - 5,713,123
(iv)
(v) Net aggregate sale price of securities sold during
the fiscal year in reliance on rule
24f-2:13,942,916
(vi) Multiplier prescribed by Section 6(b) under
the Securities Act of 1933 or other
applicable law or regulation (see
Instruction C.5): x .00034483
(vii) Fee due [line (vi) multiplied by line (vii)]: 4,807.94
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: December 15, 1995
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) ______________________________________
PAUL J. VIERBICKAS, SECRETARY
Date: December 15, 1995
STRADLEY, RONON, STEVENS & YOUNG
2600 One Commerce Square
Philadelphia, Pennsylvania 19103
(215) 564-8000
Direct Dial: (215) 564-8074
December 12, 1995
Weston Portfolios
Wellesley Office Park
20 William Street
Wellesley, Massachusetts 02181-4000
Gentlemen:
You have informed us that in accordance with Rule 24f-2
under the Investment Company Act of 1940, as amended (the "1940
Act") Weston Portfolios (the "Trust"), a Massachusetts business
trust, intends to file a Rule 24f-2 Notice with the United States
Securities and Exchange Commission, setting forth, among other
things, that during the period beginning November l, 1994 and
ending October 31, 1995, the Trust sold shares of beneficial
interest of the New Century Capital Portfolio Series and of the
New Century I Portfolio Series with an aggregate public offering
price of $14,127,262 (not including $5,528,777 of shares issued
in connection with dividend reinvestment plans which are reported
on the Notice for purposes of the fee computation table) pursuant
to Rule 24f-2. The Notice will be filed to make definite the
registration of the shares of such series sold under the
Securities Act of 1933 (the "1933 Act") for such period. You
have also informed us that all of such shares were issued in
accordance with the provisions relating thereto in the Trust's
registration statement under the 1933 Act as such registration
statement was currently in effect during the period.
We have acted as legal counsel to the Trust during the
period of time referred to above and, as such, have reviewed the
Declaration of Trust; its By-Laws; the registration statements
under the 1940 and 1933 Acts and such minutes of its proceedings
and other documents as we deem material to our opinion.
Based on the foregoing, we are of the opinion that all
of the shares of beneficial interest of the Trust described in
the Rule 24f-2 Notice as having been sold during the period were
fully paid, non-assessable and legally issued shares of
beneficial interest of the Trust. Under the laws of some states
the beneficial shareholders of a trust, under certain
circumstances, may be held personally liable for acts or
obligations of the trust. The Declaration of Trust of this Trust
contains an express disclaimer of shareholder liability for acts
or obligations of the Trust, and requires that notice of such
disclaimer be inserted in any contract, order, or instrument made
by the Trust.
We hereby consent to the filing of this opinion with
the United States Securities and Exchange Commission as an
exhibit or accompaniment to the aforementioned Rule 24f-2 Notice
and as an exhibit to the Trust's registration statement under the
1933 Act and to the reference to us in the prospectus of the
Trust as legal counsel who have passed upon the legality of the
offering of the Trust's shares. We also consent to the filing of
this opinion with the securities regulatory agencies of any
states or other jurisdictions in which the shares of the Trust
are offered for sale.
Very truly yours,
STRADLEY, RONON, STEVENS & YOUNG
By:
Steven M. Felsenstein
SMF/nlk
1663.1
