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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:
PAYDEN & RYGEL INVESTMENT GROUP
______________________________________________________________________________
2. Name of each series or class of funds for which this notice is filed:
SEE ATTACHMENT A
______________________________________________________________________________
3. Investment Company Act File Number: 811-6625
Securities Act File Number: 033-46973
______________________________________________________________________________
4. Last day of fiscal year for which this notice is filed: 10/31/95
______________________________________________________________________________
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 sale price of securities sold during the fiscal
year: 317,325,356
______________________________________________________________________________
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2.
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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):
______________________________________________________________________________
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during $317,325,356
the fiscal year in reliance on rule 24f-2 ___________________
(from Item 10):
(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 -133,358,012
during the fiscal year (if applicable): ___________________
(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 183,967,344
during the fiscal year in reliance on rule 24f-2 ___________________
[line (i), plus line (ii), less line (iii), plus
line (iv)] (if applicable):
(vi) Multiplier prescribed by Section 6(b) of the x1/2900
Securities Act of 1933 or other applicable law or ___________________
regulation (see instruction C.6):
(vii) Fee due [line (i) or line (v) multiplied by 63,437.02*
line (vi)]: ___________________
___________________
_____________
* Previously Paid: 48,138.04
Balance Due: 15,298.98
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).
/ /
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)*_______________________________________________
_______________________________________________
Date________________________
*Please print the name and title of the signing officer below the signature.
____________________________________________________________________________
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ATTACHMENT A
PAYDEN & RYGEL INVESTMENT GROUP
Global Fixed Income Fund
International Bond Fund
Short Duration Tax Exempt Fund
Tax Exempt Bond Fund
U.S. Treasury Fund
Limited Maturity Fund
Short Bond Fund
Intermediate Bond Fund
Opportunity Fund