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J.P. Morgan Institutional Funds
60 State Street, Suite 1300
Boston, Massachusetts 02109
(617) 557-0700
February 25, 1998
Division of Investment Management
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
RE: Rule 24f-2 Notice for J.P. Morgan Institutional Funds
with respect to:
J.P. Morgan Institutional Prime Money Market Fund
J.P. Morgan Institutional Service Prime Money Market Fund
J.P. Morgan Institutional International Opportunities Fund
(Registration Statement File No. 033-54642)
Ladies and Gentlemen:
The purpose of this letter is to notify the Commission within 90 days of the end
of the Registrant's fiscal year of the number of Registrant's shares sold during
the last fiscal year which are to be registered pursuant to Rule 24f-2 and to
pay the appropriate registration fee.
The information required by the above-referenced rule is as follows:
1. Name and address of Issuer: J.P. Morgan Institutional Funds
60 State Street, Suite 1300
Boston, MA 02109
2. Name of each series or class of securities for which this Form is filed
leave this item blank if the Form is being filed for all series and classes
of securities of the issuer):
J.P. Morgan Institutional Prime Money Market Fund
J.P. Morgan Institutional Service Prime Money Market Fund
J.P. Morgan Institutional International Opportunities Fund
3. Investment Company Act File Number:811-07342
Securities Act File Number: 033-54642
4(a). Last day of fiscal year for which this notice is filed: November 30, 1998
4(b). [] Check box if this Form is being filed late (i.e., more than 90
days after the end of the issuer's fiscal year).
Note: If the Form is being filed more than 90 days after the end of the issuer's
fiscal year, 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.
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Division of Investment Management
Securities and Exchange Commission
February 25, 1998
Page 2
5. Calculation of registration fee:
(i) Aggregate sale price of securities sold during
the fiscal year pursuant to section 24(f): $27,909,840,678
(ii) Aggregate price of securities redeemed or
repurchased during the fiscal year: $25,247,568,646
(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: $ 0
(iv) Total available redemption credits
[add Items 5(ii) and 5(iii)]: $25,247,568,646
(v) Net sales -- if Item 5(i) is greater than Item 5(iv) [subtract
Item 5(iv)
from Item 5(i)]: $2,662,272,032
(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.8): x .000278
(viii)Registration fee due [multiply Item 5(v)
by Item 5(vii)] (enter "0" if no fee
is due) =$740,111.62
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6. Interest due -- if this Form is being filed more than 90 days after the
end of the issuer's fiscal year (see Instruction D): +$ 0
7. Total of the amount of the registration fee due plus any interest due
[Item 5(vii) plus Item 6]: =$740,111.62
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Division of Investment Management
Securities and Exchange Commission
February 25, 1998
Page 3
8. Date the registration fee and any interest payment was sent to the
Commission's lockbox depository: February 25, 1998
Account Number: 0000894088
Method of Delivery:
[X] Wire Transfer
[ ] Mail or other means
This Form has been signed below by the following persons on behalf of the issuer
and in the capacities and on the dates indicated.
J.P. MORGAN INSTITUTIONAL FUNDS
By: /s/
Mary Jo Pace
Vice President and Assistant Secretary
