HOMESTATE GROUP
24F-2NT, 1998-09-17
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UNITED STATES                       OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION  OMB Number: 3235-0456
Washington, D.C.  20549             Expires: August 31, 2000
                                    Estimated average burden
                                    hours per response. . . . . . . . . . .1
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:

   The HomeState Group
   1857 William Penn Way
   P.O. Box 10666
   Lancaster, PA 17605-0666

2. The 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): "X"


3. Investment Company Act File Number:
   811-6722

   Securities Act File Number:
   33-48940

4(a). Last day of fiscal year for which this Form is filed:
      6/30/98



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.









SEC 2393 (9-97)

5. Calculation of registration fee:

   (i) Aggregate sale price of securities sold during the
       fiscal year pursuant to section 24(f): $60,686,217

  (ii) Aggregate price of securities redeemed or
       repurchased during the fiscal year:    $13,060,429

 (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:                     $_________

  (iv) Total available redemption credits [add Items 5(ii) and 5(iii)]:
                                              $13,060,429

   (v) Net sales - if Item 5(i) is greater than Item 5(iv)
       [subtract Item 5(iv) from Item 5(i)]:  $47,625,788

  (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)]:                 $(0)


 (vii) Multiplier for determining registration fee (See
       Instruction C.9):                  X   0.0295%

(viii) Registration fee due [multiply Item 5(v) by Item
       5(vii)] (enter "0" if no fee is due): =$14,049.61

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 recession of rule
   24e-2], then report the amount of securities (number of shares or other
   units) deducted here: N/A. 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: N/A.


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):


                                                    +$_________



8. Total of the amount of the registration fee due plus any interest due
   [line 5(viii) plus line 7]:
                                                    =$14,049.61
   Less SEC credit:                                  $   250.02
   Total due:                                        $13,799.59

9. Date the registration fee and any interest payment was sent to the
   Commission's lockbox depository:

   Method of Delivery:

   X   Wire Transfer           Registrant CIK number to be credited: 0000889188

       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/ Scott L. Rehr, President

Scott L. Rehr, President

Date 9/16/98

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











































































































































































































































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