FOUNTAIN SQUARE FUNDS
24F-2NT, 1995-09-15
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                        Rule 24f-2 Notice
                                
                      FOUNTAIN SQUARE FUNDS

                           (Fund Name)


                    Federated Investors Tower
               Pittsburgh, Pennsylvania 15222-3779

                      1933 Act No. 33-24848


  (i) fiscal period for which notice is filed July 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 August 1, 1994,
      the beginning of the Registrant's fiscal
      period                               -0-

 (iii)                                  The number or amount
of securities, if
      any, registered during the fiscal period
      of this notice other than pursuant to
      Rule 24f-2                            -0-     -0-

 (iv) The number or amount of securities
      sold during the fiscal period of this
      notice
2,451,774,293

 (v)  The number or amount of securities sold
      during the fiscal period of this notice
      in reliance upon registration pursuant
      to Rule 24f-2 (see attached Computation
      of Fee)
2,451,774,293



  WITNESS the due execution hereof this 15th day of September,
1995.


                              By:  /s/Jay S. Neuman
                                 Jay S. Neuman
                                 Secretary

                       COMPUTATION OF FEE


1.   Actual aggregate sale price of Registrant's
  securities sold pursuant to Rule 24f-2 during
  the fiscal period for which the 24f-2 notice
  is filed (see Section v)
$2,615,688,130

2.   Reduced by the difference between:

  (a) actual aggregate redemption price
      of such securities redeemed by the
      issuer during the fiscal period for
      which the 24f-2 notice is filed         $2,473,469,543

  (b) actual aggregate redemption price
      of such redeemed securities
      previously applied by the issuer
      pursuant to Section 24e(2)(a) for
      the fiscal period for which the
      24f-2 notice is filed                   -0-
$2,473,469,543

Total amount upon which the fee calculation specified
in Section 6(b) of the Securities Act of 1933 is based $
142,218,587

     FEE SUBMITTED (1/29 of 1% of Total amount)        $
49,041




   Federated Administrative
             Services

                                          FEDERATED INVESTORS TOWER
                                          PITTSBURGH, PA 15222-3779
                                          412-288-1900
                                          September 15, 1995


Fountain Square Funds
Federated Investors Tower
Pittsburgh, PA  15222-3779

Gentlemen:

     You have requested my opinion for use in conjunction with a
Rule 24f-2 Notice for Fountain Square Funds ("Trust") to be filed
in respect of shares of the Trust ("Shares") sold for the fiscal
year ended July 31, 1995, pursuant to the Trust's registration
statement filed with the Securities and Exchange Commission
("SEC") under the Securities Act of 1933 (File No. 33-24848)
("Registration Statement").

     In its Registration Statement, the Trust elected to register
an indefinite number of shares pursuant to the provisions of
Investment Company Act Rule 24f-2.

     As counsel I have participated in the preparation and filing
of the Trust's amended Registration Statement under the
Securities Act of 1933. Further, I have examined and am familiar
with the provisions of the Declaration of Trust dated September
15, 1988 ("Declaration of Trust"), the Bylaws of the Trust and
such other documents and records deemed relevant. I have also
reviewed questions of law and consulted with counsel thereon as
deemed necessary or appropriate by me for the purposes of this
opinion.

     On the basis of the foregoing, it is my opinion the Shares
sold for the fiscal year ended July 31, 1995, registration of
which the Rule 24f-2 Notice makes definite in number, were
legally issued, fully paid and non-assessable by the Trust.

     I hereby consent to the filing of this opinion as an exhibit
to the Rule 24f-2 Notice referred to above, the Registration
Statement of the Trust and to any application or registration
statement filed under the securities laws of any of the States of
the United States.

     The foregoing opinion is limited to the Federal laws of the
United States and the laws of the Commonwealth of Massachusetts,
and I am expressing no  opinion as to the effect of the laws of
any other jurisdiction.


                                   Very truly yours,

                                   /s/ Jay S. Neuman

                                   Jay S. Neuman
                                   Fund Attorney



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