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U.S 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.
PLEASE PRINT OR TYPE.
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1. Name and address of issuer: Fountain Square Funds
3435 Stelzer Road
Columbus, Ohio 43219
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2. Name of each series or class of funds for which this notice is filed:
SEE EXHIBIT A
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3. Investment Company Act File Number: 811-5669
Securities Act File Number: 33-24848
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4. Last day of fiscal year for which this notice is filed: July 31, 1997
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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:
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6. Date of termination of issuer's declaration under rule 24f-2(a)(1). If
applicable (see Instruction A.6):
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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 begininng of the
fiscal year:
0 Price
0 Shares
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8. Number and amount of securities registered during the fiscal year other than
pursuant to rule 24f-2:
0
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9. Number and aggregate sale price of securities sold during the fiscal year:
Shares 3,688,089,097
Price $4,532,678,313
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10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
Shares 3,688,089,097
Price $4,532,678,313
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11. Number and aggregate sale price of securities issued during the fiscal year
in connection with dividend reinvestment plans, if applicable (see
Instruction B.7):
Shares 8,635,647
Price $35,733,743
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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): $4,532,678,313
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(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if
applicable): $ 35,733,743
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(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): $3,655,291,667
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(iv) Aggregate price of shares redeemed or repurchased
and previously applied as a reduction to filing fees
pursuant to rule 24e-2 (if applicable): $ 0.00
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(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): $ 913,120,389
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(vi) Multiplier prescribed by Section 6(b) of the Securities
Act of 1933 or other applicable law or regulation (see
Instruction C.6): $ /3300
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(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: $ 276,703.15
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Instruction: Issuers should complete lines (ii), (iii), (iv), and (v) only if
the form is being filed within 60 days after the close of the
issuer's fiscal year. See Instruction C.3.
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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).
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository:
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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)
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Jeff C. Cusick / Secretary
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Date 09/23/97
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EXHIBIT A
FOUNTAIN SQUARE FUNDS
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Treasury Obligations
Commercial Paper Trust Shares
Investment Shares
Government Cash Reserves Trust Shares
Investment Shares
Quality Growth Fund A Shares
C Shares
Mid Cap Fund A Shares
C Shares
Balanced Fund A Shares
C Shares
Quality Bond Fund A Shares
C Shares
U.S. Government Securities Fund A Shares
C Shares
Ohio Tax Free Bond Fund A Shares
C Shares
International Equity Fund A Shares
C Shares
Municipal Bond Fund A Shares
C Shares
Bond Fund For Income A Shares
C Shares
Equity Income Fund A Shares
C Shares
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HOWARD & HOWARD LETTERHEAD
September 24, 1997
The Fountain Square Funds
Suite 1000
3435 Stelzer Road
Columbus, Ohio 43219
Attn: Jeffrey C. Cusick, Secretary
Re: Rule 24f-2 Notice Dated September 25, 1997
Greetings:
We serve as counsel to The Fountain Square Funds (the "Funds"), a
Massachusetts business trust. This letter is furnished at your request in
connection with the filing by the Funds of a Notice dated September 25, 1997
(the "Notice"), pursuant to Rule 24f-2 promulgated by the Securities and
Exchange Commission under the Investment Company Act of 1940, as amended, and
the registration by the Funds of an indefinite number of units of beneficial
interest under the Securities Act of 1933, as amended. In the Notice, the Funds
reported the net sale during the fiscal year ended July 31, 1997, of an
aggregate of $913,120,389 in units of beneficial interest (the "Shares") of the
Funds.
We have examined the Notice and originals or copies, certified or
otherwise identified to our satisfaction, of such other records, certificates
and other documents as we considered necessary or appropriate for purposes of
the opinion hereinafter expressed. As to matters of fact relevant to such
opinion, we have relied upon the accuracy of the Notice and the statements made
therein. The Shares which are currently being registered pursuant to the Notice
referred to above may be legally and validly issued from time to time in
accordance with the Declaration of Trust of The Fountain Square Funds upon
receipt of consideration sufficient to comply with the Declaration of Trust and
subject to compliance with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, and applicable state laws
regulating the sale of securities. Such Shares, when so issued, will be fully
paid and non-assessable by the Funds.
We hereby consent to the filing of this opinion with the Notice. This
opinion is rendered pursuant to the requirements of Rule 24f-2, and it may be
relied upon only by you and the Securities and Exchange Commission, and may not
be used, quoted, or referred to or filed with any other person without our
prior written permission.
Very truly yours,
HOWARD & HOWARD ATTORNEYS, P.C.
/s/ Melanie Mayo West
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Melanie Mayo West
MMW:aar
cc: Michael Cassani
Gregory Harris
