PIC INVESTMENT TRUST
24F-2NT, 1995-11-28
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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.

1.       Name and address of issuer:
                              PIC Investment Trust

2.       Name of each series or class of funds for which this notice is filed:
                         PIC Institutional Growth Fund
                            PIC Endeavor Growth Fund
                        PIC Institutional Balanced Fund
                           PIC Small Cap. Growth Fund

3.       Investment Company Act File Number:         811-6498

         Securities Act File Number:                 33-44579

4.       Last day of fiscal year for which this notice is filed:
                                October 31, 1995

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 (see instruction A.6):


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  sales price of securities  sold during the fiscal
year:
                        4,499,768      $57,802,189

10.      Number and aggregate  sales price of securities  sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2: 

                        4,499,768      $57,802,189

11.      Number and aggregate sales price of securities issued during the fiscal
year  in  connection  with  dividend  reinvestment  plans,  if  applicable  (see
instruction B.7):

12.      Calculation of registration fee:

         (i)   Aggregate sales price of securities
               sold during the fiscal year in 
               reliance on rule 24f-2 (from item 10):       $ 57,802,189
                                                            ------------

         (ii)  Aggregate price of shares issued in
               connection  with  dividend reinvestment
               plans (from Item 11, if applicable)          +

                                 
         (iii) Aggregate price of shares redeemed
               or  repurchased  during the fiscal 
               year (if applicable):                        - 37,082,263
                                                            ------------
    
         (iv)  Aggregate  price of shares redeemed
               or repurchased and previously applied
               as 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):                       $ 20,719,926
                                                            ------------

         (vi)  Multiplier prescribed by Section 6(b) of 
               the  Securities  Act of 1933 or other 
               applicable law or regulation 
               (see instruction C.6):                       x 0.00034483
                                                            ------------

         (vii) Fee due [line (I) or line (v) multiplied 
               by  line  (vi)]:                             $   7,144.85
                                                            ------------

Instructions:  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 the Informal
and Other Procedures 917 CFR 202.3a).    [ X ]

 
Date of  mailing  or wire  transfer  of file  fees to the  Commission's  lockbox
depository:    November 20, 1995
                 

                                   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)*           /S/ Eric Banhazl/Asst. Treasurer
                                   ---------------------------------
                                   Eric Banhazl/Assistant Treasurer
                                   ---------------------------------

Date:    November 17, 1995

* Please print the name and title of the signing officer below the signature.


<PAGE>
                   Shereff, Friedman, Hoffman & Goodman, LLP
                                919 Third Avenue
                           New York, N.Y. 10022-9998





                                                               November 21, 1995




PIC Investment Trust
300 North Lake Avenue
Pasadena, California  91101


Dear Sirs:

         PIC  Investment  Trust, a Delaware  business  trust (the  "Trust"),  is
filing with the  Securities  and  Exchange  Commission  a Rule 24f-2 Notice (the
"Notice")  with  respect to its fiscal year ended  October 31, 1995 (the "Fiscal
Year")  containing the information  specified in paragraph  (b)(1) of Rule 24f-2
under the Investment Company Act of 1940 (the "Rule").  The Trust has previously
filed with its Registration  Statement on Form N-1A  (Registration No. 33-44579)
under  the  Securities  Act of  1933,  as  amended  (the  "Securities  Act"),  a
declaration  authorized  by  paragraph  (a)(1) of the Rule to the effect that an
indefinite number of shares of beneficial  interest of the Trust, par value $.01
per share (the "Shares"),  were being registered by such Registration Statement.
The effect of this Notice,  when  accompanied  by this opinion and by the filing
fee, if any, payable as prescribed by paragraph (c) of the Rule, will be to make
definite in number the number of Shares sold by the Trust during the Fiscal Year
in reliance upon the Rule (the "Rule 24f-2 Shares").

         We have served as counsel to the Trust since its inception. We have, as
counsel, participated in various corporate and other proceedings relating to the
Trust and to the Rule  24f-2  Shares.  We have  examined a  Certificate  of Good
Standing  issued  by the  Secretary  of State of the  State  of  Delaware  dated
November  17, 1995 and  copies,  either  certified  or  otherwise  proven to our
satisfaction  to be genuine,  of the  Trust's  Charter  and  By-laws,  as now in
effect,  the minutes of  meetings of its  trustees  and  shareholders  and other
documents relating to its organization and operation.  We have also reviewed the
form of the Notice being filed by the Trust.

         The Trust has  advised us that the Rule 24f-2  Shares  were sold in the
manner  contemplated  by the  prospectus  of the  Trust  that  was  current  and
effective  under the  Securities Act at the time of each sale, and that the Rule
24f-2 Shares were sold in a number  within the limits  prescribed by the Charter
of the Trust for a  consideration  not less than the par value thereof,  and not
less than the net asset value thereof as required by the Investment  Company Act
of 1940.

         Based upon the foregoing, it is our opinion that:

         1. The Trust has been duly organized and is legally  existing under the
laws of the State of Delaware.

         2. The Trust is authorized to issue an unlimited number of Shares.

         3. The Rule  24f-2  Share  were  legally  issued and are fully paid and
non-assessable.

         We hereby consent to the filing of this opinion with the Securities and
Exchange  Commission together with the Notice, and to the filing of this opinion
under the securities laws of any state.

         We are  members  of the Bar of the  State  of New  York and do not hold
ourselves out as being conversant with the laws of any  jurisdiction  other than
those of the United States of America and the State of New York. We note that we
are not  licensed to practice  law in the State of  Delaware,  and to the extent
that any opinion  herein  involves the law of Delaware,  such opinion  should be
understood  to be based  solely  upon our review of the  documents  referred  to
above,  the published  statutes of the State of Delaware and, where  applicable,
published cases, rules or regulations of regulatory bodies of that state.

                                       Very truly yours,


                   Shereff, Friedman, Hoffman & Goodman, LLP



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