U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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.
1. Name and address of issuer:
Independence One Mutual Funds
Federated Investors
Federated Investors Tower
Pittsburgh, Pennsylvania 15222-3779
2. Name of each series or class of funds for which this notice is filed:
Independence One Michigan Municipal Cash Fund
Independence One Prime Money Market Fund
Independence One U.S. Government Securities Fund
Independence One U.S. Treasury Money Market Fund
Independence One Equity Plus Fund
Independence One Fixed Income Fund
Independence One Michigan Municipal Bond Fund
3. Investment Company Act File
Number: 811-5752
Securities Act File
Number: 33-26516
4. Last day of fiscal year for which this notice is filed:
April 30, 1997
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:
0:$0
8. Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
0:$0
9. Number and aggregate sale price of securities sold during the fiscal
year (includes DRIP shares):
5,716,076,534:$5,804,075,744
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
5,716,076,534:$5,804,075,744
11. Number and aggregate sale price of securities issued during the
fiscal year in connection with dividend reinvestment plans, if
applicable:
<TABLE>
<CAPTION>
12. Calculation of registration fees:
<S> <C> <C>
(i) Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): $ 5,804,075,744
-----------------------
(ii) Aggregate price of shares issued in connection with
dividend reimbursement plans
(from Item 11, if applicable) +
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable) - 5,803,468,890
-----------------------
(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): $ 606,854
-----------------------
(vi) Multiplier prescribed by Section 6(b) of the Securities
Act of 1933 or other applicable law or regulation
(see Instruction C.6): X
1/3300
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: $ 184
-----------------------
</TABLE>
INSTRUCTION: ISSUERS SHOULD COMPLETE LINES (II), (III), (IV), AND (V) ONLY
IF THE FORM IN BEING FILED WITHIN 60 DAYS AFTER THE CLOSE OF
THE ISSUER'S FISCAL YEAR. See Instruction C.3.
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:
June 16, 1997
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)*
Gail Cagney
Assistant Secretary
Date: June 16, 1997
* Please print the name and title of the signing officer below the signature.
<PAGE>
CONVERSION OF NET REDEMPTIONS ON
FORM 24F-2 TO FILING
UNDER RULE 24e-2
When a negative amount appears on line 12 - Calculation of
registration fee, (v), the following calculation should be made to
determine the share information needed to file under Rule 24e-2:
1. Total redemptions (per annual report) 5,743,629,556
2. Less:
(i) Line 10 - Form 24F-2 (share amount) 5,716,076,534
(ii)Line 11 - Form 24F-2 (share amount) 0
Total number of securities sold during
the period pursuant to Rule 24f-2 5,716,076,534
3. Shares available to register under Rule 24e-2 27,553,022 (a)
4. Fund's Current Net Asset Value $14.78
(b)
5. Multiply: Shares available to register
under Rule 24e-2 by the fund's current
net asset value (a x b) to obtain Proposed
Maximum Aggregate Offering Price $407,233,665
FEDERATED ADMINISTRATIVE SERVICES
FEDERATED INVESTORS TOWER
PITTSBURGH, PA 15222-3779
412-288-1900
<PAGE>
June 16, 1997
Independence One Mutual 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 Independence One Mutual Funds ("Trust") to be
filed in respect of shares of the Trust ("Shares") sold for the fiscal
year ended April 30, 1997, pursuant to the Trust's registration
statement filed with the Securities and Exchange Commission (the
"SEC") under the Securities Act of 1933 (File No. 33-26516)
("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 January 9, 1989, ("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 April 30, 1997, 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/ Gail Cagney
Gail Cagney
Fund Attorney