UNITED STATES
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: Cappiello-Rushmore Trust
4922 Fairmont Avenue
Bethesda, Maryland 20814
2. Name of each series or class of securities for which this
Form is filed (if the Form is being filed for all series and
classes of securities of the issuer, check the box but do not
list series or classes): ?
3. Investment Company Act File Number: 811-06601
Securities Act File Number: 33-25678
4 (a). Last day of fiscal year for which this notice is
filed: June 30, 1999
4 (b). ? Check box if this Form is being filed late (i.e.,
more than 90 calendar days after the end of the issuer's fiscal
year).
(See Instruction A.2)
Note: If the Form is being filed late, interest must be paid
on the registration fee due.
4 (c). ? Check box if this is the last time the issuer will be
filing this Form.
5. Calculation of registration fee:
(i) Aggregate sale price of securities sold during
the fiscal year pursuant to section 24f-2: $66,171,582
(ii) Aggregate price of securities redeemed or
repurchased during the fiscal year: $77,864,613
(iii) Aggregate price of securities redeemed or
repurchased during any prior fiscal year
ending no earlier than October 11, 1995
that were not previously used to reduce
registration fees payable to the
Commission: $44,283,259
(iv) Total available redemption credits [add Items
5(ii) and 5(iii)]: $122,147,872
(v) Net sales - if Item 5(i) is greater than
Item 5(iv)
[subtract Item 5(iv) from Item 5(i)]: 0
(vi) Redemption credits available for use in
future years
- - if Item 5(i) is less than Item 5(iv)
- - [subtract Item
5(iv) from Item 5(i)]: $(55,976,290)
(vii) Multiplier for determining registration fee (See
Instruction C.9): x 0.000278
(viii) Registration fee due [multiply Item 5(v) by Item
5(vii)] (enter "0" if no fee is due): $0
6. Prepaid Shares
If the response to Item 5(I) was determined by deducting an
amount of securities that were registered under the
Securities Act of 1933 pursuant to rule 24e-2 as in effect
before [effective date of rescission of rule 24e-2], then
report the amount of securities (number of shares or other
units) deducted here: . If there is a number of
shares or other units that were registered pursuant to rule
24e-2 remaining unsold at the end of the fiscal year for
which this Form is filed that are available for use by the
issuer in future fiscal years, then state that number
here: .
7. Interest due - if this Form is being filed more than
90 days after the end of the issuer's fiscal year
(see Instruction D):
+ $ 0
8. Total of the amount of the registration fee due plus
any interest due [line 5(viii) plus line 7):
= $ 0
9. Date the registration fee and any interest payment was
sent to the Commission's lockbox depository:
Method of Delivery:
Wire Transfer
Mail or other means
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/ Edward J. Karpowicz
Edward J. Karpowicz
Controller
Date: 9/27/99
* Please print the name and title of the signing officer
below the signature.