<PAGE> 1
U.S. SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 10549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer: Performance Funds Trust
237 Park Avenue
New York, NY 10017
2. Name of each series or class of Funds for which this notice is filed:
Money Market Fund
Short-Term Government Income Fund
Intermediate Term Government Income Fund
Equity Fund
MidCap Growth Fund
3. Investment Company Act File Number: 811-6603
Securities Act File Number: 33-46488
4. Last Day of fiscal year for which notice is filed: May 31, 1996
5. Check box if this notice is being filed more than
180 days after the close of 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 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 for which this notice
is filed: None
8. Number and amount of securities registered during
the fiscal year other than pursuant to Rule 24f-2: None
9. Number and aggregate sale price of securities sold
during the fiscal year:
<TABLE>
<CAPTION>
Shares Amount
----------- --------------
<S> <C> <C>
Money Market Fund 904,443,727 $ 904,443,727
Short-Term Government Income Fund 3,903,420 40,442,225
Intermediate Government Income Fund 1,880,021 19,111,162
Equity Fund 2,484,873 35,059,833
MidCap Growth Fund 2,186,808 27,555,197
----------- --------------
914,898,849 $1,026,612,144
=========== ==============
</TABLE>
10. Number and aggregate sale price of securities
sold during the fiscal year in reliance upon
registration pursuant to rule 24f-2:
<TABLE>
<CAPTION>
Shares Amount
----------- --------------
<S> <C> <C>
Performance Funds Trust 914,898,849 $1,026,612,144
</TABLE>
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U.S. Securities & Exchange Commission
Page 2
Form 24f-2
11. Number and aggregate sale price of securities issued
during the fiscal year in connection with dividend
reinvestment plans, if applicable:
<TABLE>
<S> <C> <C>
Money Market Fund 484,208 484,208
Short-Term Government Income Fund 637,032 4,399,945
Intermediate Government Income Fund 273,110 2,774,245
Equity Fund 371,578 5,188,109
MidCap Growth Fund 210,811 2,567,817
--------- ----------
1,976,739 15,414,324
</TABLE>
12. Calculation to registration fee:
(i) Aggregate sale price of securities
sold during the fiscal year in reliance
on rule 24f-2 (from Item 10): 1,026,612,144
(ii) Aggregate price of shares issued in
connection with dividend reinvestment plans
(from Item 11, if applicable) 15,414,324
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year (if
applicable) 965,313,835
(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 (ii),
less line (iii), plus line (iv): 76,712,633
13. (vi) Multiplier prescribed by Section 6(b)
of the Securities Act of 1933 or other
applicable law or regulations: 1/29th of 1%
(vii) Fee due Line ((i) or line (v)
multiplied by line (vi)): $26,452.63
Check box if fees are being remitted to the
Commissions's lockbox depository as
described in section 3a of the Commission's
rules of Information and Other Procedures
(17 CRF 202.3a): X
-----------
Date of mailing or wire transfer of filing
fees to the Commission's lockbox depository: July 23, 1996
- ------------------------------------------------------------------------------
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/ Donald E. Brosrom
--------------------------------------
Donald E. Brosrom, Assistant Treasurer
Dated: July 24, 1996
----------------------
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[BAKER & MCKENZIE LETTERHEAD]
July 23, 1996
Performance Funds Trust
237 Park Avenue
New York, New York 10017
Dear Sirs:
We refer to the Rule 24f-2 Notice (the "Rule 24f-2 Notice") with
respect to Post-Effective Amendment No. 5 (the "Post-Effective Amendment") to
the Registration Statement on Form N-1A relating to the shares of beneficial
interest, par value $1.00 per share, of Performance Funds Trust, a Delaware
business trust (the "Trust"). The Post-Effective Amendment registered an
indefinite number of shares of beneficial interest of the Trust pursuant to
Rule 24f-2 under the Investment Company Act of 1940, as amended. The Rule
24f-2 Notice makes definite the number of shares of beneficial interest of the
Trust sold during the Trust's fiscal year ended May 31, 1996 that were so
registered under the Post-Effective Amendment.
We have examined and relied upon copies of the Post-Effective Amendment
and the Rule 24f-2 Notice and have examined and relied upon originals, or
copies certified to our satisfaction, of such corporate records, documents,
certificates and other instruments as in our judgment are necessary or
appropriate to enable us to render the opinion set forth below.
Based on the foregoing, we are of the opinion that the shares of
beneficial interest of the Trust, the registration of which the Rule 24f-2
Notice makes definite in number, were duly authorized, legally issued, fully
paid and nonassessable.
We hereby consent to the use of this opinion in connection with the
filing of the Rule 24f-2 Notice. In giving such consent, we do not thereby
admit that we come within the
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BAKER & McKENZIE
Performance Funds Trust
July 23, 1996
Page 2
category of persons whose consent is required under section 7 of the Securities
Act of 1933, as amended, or the rules and regulations of the Securities and
Exchange Commission thereunder.
Very truly yours,
/s/ Baker & McKenzie
