<PAGE>
Katherine P. Feld
Vice President &
Associate Counsel
August 28, 1995
U.S. Securities and Exchange Commission
OFICS Filer Support, Mail Stop 0-7
6432 General Green Way
Alexandria, VA 22312
Re: Centennial California Tax Exempt Trust
Reg. No. 33-30471, File No. 811-5871
To the Securities and Exchange Commission:
An electronic ("EDGAR") filing is hereby made pursuant to Rule
24f-2 of Investment Company Act of 1940 (the "1940 Act") on behalf of
Centennial California Tax Exempt Trust accompanied by an opinion of
counsel for the registration of additional shares of the above Fund. The
filing fee of $10,324, calculated at the rate of 1/29 of 1% of the value
of the Fund's shares sold in excess of the shares redeemed for the fiscal
year ended June 30, 1995, was wired to the SEC's account at Mellon Bank
on August 24, 1995 (Fed Wire No. 0003) and referenced this filing.
The Fund has previously registered an indefinite number of
shares pursuant to Rule 24f-2. The purpose of the Notice was to make
definite the registration of 279,468,671 shares of the Fund in reliance
on Rule 24f-2.
Very truly yours,
/s/ Katherine P. Feld
Katherine P. Feld
Vice President &
Associate Counsel
(212) 323-0252
KPF/gl
Enclosures
cc (w/enclosures):Allan B. Adams, Esq.
Mr. Robert Bishop
Ms. Gloria LaFond
SEC/180.24F
<PAGE>
Rule 24f-2 Notice for Centennial California Tax Exempt Trust
3410 South Galena Street, Denver, Colorado 80231
(Registration No. 33-30471, File No. 811-5871)
NOTICE IS HEREBY GIVEN that Centennial California Tax Exempt Trust
having previously filed in its registration statement a declaration that
an indefinite number of its securities were being registered pursuant to
Rule 24f-2 of the Investment Company Act of 1940, now elects to continue
such indefinite registration.
(i) This Notice is being filed for the fiscal year ended June 30,
1995.
(ii) No shares which had been registered other than pursuant to
this Rule remained unsold at the beginning of the above fiscal
year.
(iii) No shares were registered other than pursuant to this Rule
during the above fiscal year.
(iv) The number of shares sold during the above fiscal year was
279,468,671 (1).
(v) 279,468,671 shares were sold during the above fiscal year in
reliance upon registration pursuant to this Rule.
Pursuant to the requirements of the Investment Company Act of 1940,
the undersigned registrant has caused this notice to be signed on its
behalf this day of August, 1995.
Centennial California Tax Exempt Trust
By /s/ Andrew J. Donohue
--------------------------------------
Andrew J. Donohue, Vice President
-----------------
(1) The calculation of the aggregate sales price is made pursuant to Rule
24f-2 of the Investment Company Act of 1940. Based upon an actual
aggregate sales price for which such securities were sold during the
previous fiscal year of $279,468,671 reduced by an actual redemption price
of securities of the issuer redeemed during such previous fiscal year of
$249,528,273, a filing fee of $10,324 is payable.
SEC/180.24F
<PAGE>
MYER, SWANSON, ADAMS & WOLF, P.C.
Attorneys At Law
The Colorado State Bank Building
1600 Broadway - Suite 1850
Denver, Colorado 80202-4918
Telephone (303) 866-9800
Facsimile (303) 866-9818
August 23, 1995
Centennial California Tax-Exempt Trust
3410 South Galena Street
Denver, Colorado 80231
Gentlemen:
In connection with the public offering of the no par value shares of
beneficial interest of Centennial California Tax-Exempt Trust, a business
trust organized under the laws of the Commonwealth of Massachusetts (the
"Trust"), as counsel for the Trust, we have examined such records and
documents and have made such further investigation and examination as we
deem necessary for the purposes of this opinion.
We are advised that during the fiscal year ended June 30, 1995,
279,468,671 shares of beneficial interest in the Trust were sold in
reliance on the registration of an indefinite number of shares pursuant
to Rule 24f-2 of the Investment Company Act of 1940.
It is our opinion that the said shares of beneficial interest sold by the
Trust in reliance on Rule 24f-2 of the Investment Company Act of 1940 are
legally issued and, subject to the matters mentioned in the next
paragraph, fully paid and nonassessable by the Trust.
Under Massachusetts law, shareholders of the Trust may, under certain
circumstances, be held personally liable as partners for the obligations
of the Trust. The Declaration of Trust does, however, contain an express
disclaimer of shareholder liability for acts or obligations of the Trust
and requires that notice of such disclaimer be given in each agreement,
obligation, or instrument entered into or executed by the Trust or the
Trustees. The Declaration of Trust provides for indemnification out of
the trust property of any shareholder held personally liable for the
obligations of the Trust. The Declaration of Trust also provides that the
Trust shall, upon request, assume the defense of any claim made against
any shareholder for any act or obligation of the Trust and satisfy any
judgment thereon.
Sincerely,
/s/ Allan B. Adams
-----------------------------------
Allan B. Adams
of MYER, SWANSON, ADAMS & WOLF, P.C.
