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:
Great Hall Investment Funds, Inc.
60 South Sixth Street
Minneapolis, Minnesota 55402
2. Name of each series or class of funds for which this notice is filed:
Great Hall Prime Money Market Fund
Great Hall U.S. Government Money Market Fund
Great Hall Tax Free Money Market Fund
Great Hall National Tax-Exempt Fund
Great Hall Minnesota Insured Tax-Exempt Fund
3. Investment Company Act File Number:
811-6340
Securities Act File Number:
33-41395
4. Last day of fiscal year for which this notice is filed:
July 31, 1996
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:
N/A
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see instruction A.6):
N/A
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-
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
-0-
9. Number and aggregate sale price of securities sold during the fiscal year:
1,852,762,515 shares $1,859,381,436
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
1,852,762,515 shares $1,859,381,436
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):
Included in securities reported in Item 9.
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): $ 1,859,381,436
(ii) Aggregate price of shares issued in connection
with the dividend reinvestment plans (from
Item 11, if applicable): + --
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year
(if applicable): - 1,038,909,483
(iv) Aggregate price of shares redeemed or
repurchased and previously applied in a
reduction to filing fees pursuant to
rule 24e-2(if applicable): + --
(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): 820,471,953
(vi) Multiplier prescribed by Section 6(b)
of the Securities Act of 1933 or other
applicable law or regulation (see
Instruction C.6): x 1/29 of 1%
(vii) Fee due [line (i) or line (v) multiplied
by line (vii)]: $282,921
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.
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:
September 25, 1996
SIGNATURES
This report has been signed below by the following person on behalf of the
issuer and in the capacity and on the date indicated.
By: (Signature and Title)* /s/ Julie K. Getchell
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Julie K. Getchell, Chief Financial Officer
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Date: September 25, 1996
*Please print the name and title of the signing officer below the signature.
FAEGRE & BENSON LLP
2200 Norwest Center
90 South Seventh Street
Minneapolis, Minnesota 55402
September 25, 1996
Great Hall Investment Funds, Inc.
60 South Sixth Street
Minneapolis, Minnesota 55402
Re: Form 24F-2 for Great Hall Investment Funds, Inc.
(File Nos. 33-41395 and 811-6340)
Ladies and Gentlemen:
We have acted as general counsel to Great Hall Investment Funds, Inc., a
Minnesota corporation (the "Company"), in connection with the Company's
Registration Statement on Form N-1A (File Nos. 33-41395 and 811-6340). This
opinion is addressed to you in connection with a filing by the Company of Form
24F-2 (the "Form") pursuant to Rule 24f-2 under the Investment Company Act of
1940, as amended, covering the Company's fiscal year ended July 31, 1996. In
that connection, we have examined such documents and have reviewed such
questions of law as we have considered necessary and appropriate for the
purpose of this opinion. Based thereon, we advise you that, in our opinion,
the 1,739,244,151 shares of common stock, $.01 par value per share, issued by
the Company during the fiscal year ended July 31, 1996, as set forth in the
Form, were legally issued, have been fully paid, and are nonassessable, if
issued and sold upon the terms and in the manner set forth in the Registration
Statement of the Company referred to above.
Very truly yours,
/s/ Faegre & Benson LLP
Faegre & Benson LLP
