JENSEN PORTFOLIO INC
24F-2NT, 1996-07-26
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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



1.   Name and address of issuer:                The Jensen Portfolio, Inc.
                                                430 Pioneer Tower
                                                888 S.W. Fifth Avenue
                                                Portland, Oregon 97204-2018

2.   Name of each series or class of funds for which this notice is filed:
     Not Applicable

3.   Investment Company Act File Number: 811-6653

     Securities Act File Number:   33-47508

4.   Last day of fiscal year for which this notice is filed: May 31, 1996

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): Not Applicable

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
<PAGE>
9.   Number and aggregate sale price of securities sold during the fiscal
     year:

             Number:           95,656
             Amount:           $1,042,344

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

             Number:           95,656
             Amount:           $1,042,344

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):

             Number:           11,268
             Amount:           $123,607

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): $1,042,344

      (ii)  Aggregate price of shares issued in connection with dividend
            reinvestment plans (from Item 11, if applicable): +$123,607

     (iii)  Aggregate price of shares redeemed or repurchased during
            the fiscal year (if applicable): -$1,885,594

      (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):
            -$719,643

      (vi)  Multiplier prescribed by Section 6(b) of the Securities Act
            of 1933 or other applicable law or regulation (see
            Instruction C.6): x1/2900

     (vii)  Fee due [line (i) or line (v) multiplied by line (vi)]: $0

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.
<PAGE>
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: N/A

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) *         GARY HIBLER
                                    Gary Hibler
                                    Secretary


Date     July  23, 1996



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


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