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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:
PERFORMANCE FUNDS TRUST
3435 STELZER RD.
COLUMBUS, OHIO 43219
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2. Name of each series or class of funds for which this notice is filed:
SEE ATTACHED SCHEDULE A
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3. Investment Company Act File Number: 811-6803
Securities Act File Number: 33-46488
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4. Last day of fiscal year for which this notice is filed:
MAY 31, 1997
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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:
NONE
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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:
$1,065,331,266 Price
889,170,107 Shares
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10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2.
$1,065,331,266 Price
889,170,107 Shares
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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):
$17,672,808 Price
3,597,301 Shares
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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): $1,065,331,266
(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11,
if applicable): $17,672,808
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): $941,978,244
(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): $141,025,830
(vi) Multiplier prescribed by Section 8(b) of the
Securities Act of 1933 or other applicable law or
regulation (see instruction C.8): 1/3300
(vii) Fee due (line (i) or line (v) multiplied by
line (vi)): $42,735.10
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.
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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:
_______________________________________________________________________________
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/ M. Sakala
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Michael Sakala, Vice President & Treasurer
Date July 28, 1997
*Please print the name and title of the signing officer below the signature.
_______________________________________________________________________________
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PERFORMANCE FUNDS - SCHEDULE A
MONEY MARKET FUND
INSTITUTIONAL CLASS
CONSUMER SERVICE CLASS
SHORT TERM GOVERNMENT INCOME FUND
INSTITUTIONAL CLASS
CONSUMER SERVICE CLASS
INTERMEDIATE TERM GOVERNMENT INCOME FUND
INSTITUTIONAL CLASS
CONSUMER SERVICE CLASS
EQUITY FUND
INSTITUTIONAL CLASS
CONSUMER SERVICE CLASS
MID CAP GROWTH FUND
INSTITUTIONAL CLASS
CONSUMER SERVICE CLASS
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[LETTERHEAD]
July 25, 1997
Performance Funds Trust
3435 Stelzer Road
Columbus, Ohio 43219
Dear Sirs:
We refer to the Rule 24f-2 Notice (the "Rule 24f-2 Notice") with
respect to the Registration Statement on Form N-1A relating to the shares of
beneficial interest, par value $.001 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, 1997 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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Performance Funds Trust
July 25, 1997
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
