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: Schooner Fund/(R)/
9601 Wilshire Boulevard, Suite 800
Beverly Hills, CA 90210
2. Name of each series or class of funds for which this notice is filed:
Shares of Beneficial Interest in the Schooner Fund/(R)/
3. Investment Company Act File Number: 33-59408
Securities Act File Number: 811-7570
4. Last day of fiscal year for which this notice is filed: December 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):
N/A
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:
25,014 shares $666,242
10. Number and aggregate sale price of securities sold during
the fiscal year in reliance upon registration pursuant to rule 24f-2:
25,014 shares $666,242
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):
10,278 shares $278,338
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): $ 666,242
-----------
(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from Item 11, if applicable): + 278,338
-----------
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year
(if applicable): - 1,692,683
-----------
(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): - 748,103
-----------
(vi) Multiplier prescribed by Section 6(b) of
the Securities Act of 1933 or other applicable
law or regulation (see Instruction C.6): x 1/3300
-----------
(vii) Fee due [line (i) or line (v) multiplied
by line (vi)]: $ 100
-----------
-----------
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).
[X]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
February 28, 1997
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/
Douglas Grey
Vice President
Date: February 27, 1997
*Please print the name and title of the signing officer below
the signature.
SCHOONER FUND/(R)/
OFFICER'S CERTIFICATE
ISSUED REGARDING THE FISCAL YEAR ENDED DECEMBER 31, 1996
The undersigned officer of Schooner Fund/(R)/ (the "Company"), in
connection with the opinion to be rendered by Paul, Hastings, Janofsky &
Walker as required by Rule 24f-2(b)(1) promulgated under the Investment
Company Act of 1940, as amended, in connection with the Company's filing of
a Rule 24f-2 Notice with the Securities and Exchange Commission, hereby
certifies to Paul, Hastings, Janofsky & Walker that:
1. The undersigned is the Secretary/Treasurer of the Company and is
authorized to execute this certificate on behalf of the company;
2. The undersigned has furnished you with a true and
complete copy of the Company's Declaration of Trust, and all
amendments thereto, and such Declaration of Trust has been in
effect throughout the Company's fiscal year ended December 31, 1996
(the "Fiscal Year");
3. The undersigned has furnished you with a true and complete copy of
the Company's By-laws, and all amendments thereto, and such
By-laws have been in effect throughout the Fiscal Year;
4. The resolutions adopted by the Board of Trustees of the
Company authorizing the issuance of an indefinite number of
shares of the Company's shares of beneficial interest remain in full
force and effect;
5. A total of 35,292 shares of the Company's shares of beneficial
interest (the "Shares") were sold by the Company during the
Fiscal Year, all of which were sold in reliance upon Rule 24f-2 and
in accordance with the requirements of the Company's Form N-1A
Registration Statement filed under the Securities Act of 1933,
as amended, and the Investment Company Act of 1940, as amended,
as that Registration Statement was amended and in effect throughout
the Fiscal Year;
6. The total number of Shares issued and sold during the
Fiscal Year is correctly reflected in the Company's Rule 24f-2
Notice for the Fiscal Year;
7. All sales of the Company's Shares effected during the
period were sold at the public offering price described in the
Company's then-current Prospectus, such sales were made for cash
equal in amount to the net asset value of such Shares on the
dates they were issued, and such cash was actually received by the
Company; and
8. At no time during the Fiscal Year was the right of Company
shareholders to redeem their shares suspended.
/s/
Michael Kromm
Secretary/Treasurer
Schooner Fund/(R)/
Dated: February 25, 1997
PAUL, HASTINGS, JANOFSKY & WALKER LLP
555 South Flower Street
Los Angeles, California 90071
February 24, 1997
Schooner Fund
9601 Wilshire Boulevard
Suite 800
Beverly Hills, California 90210
Re: Rule 24f-2 Notice for Fiscal Year
Ended December 31, 1996
SEC File Nos. 33-59408, 811-7570
Ladies and Gentlemen:
You have requested that we render an opinion to
Schooner Fund (the "Fund") as to the matters described in Rule
24f-2(b)(1) under the Investment Company Act of 1940 (the "Act"),
which opinion you are required to file with the Securities and
Exchange Commission (the "Commission") together with a Rule 24f-2
Notice for the fiscal year ended December 31, 1996 (the
"Notice").
With respect to factual matters in this opinion, we
have relied upon the accuracy of the representations made to us
by the Secretary/Treasurer of the Fund in a certificate executed
by him and have not independently verified the accuracy of such
factual information. We have also examined originals or copies,
certified or otherwise identified to our satisfaction as being
true copies, of those corporate records of the Fund, certificates
of public officials, and other documents and matters as we have
deemed necessary for the purpose of this opinion. We have
assumed without independent investigation or verification the
authenticity of the documents submitted to us as originals and
the conformity to the original documents of all documents
submitted to us as copies.
Upon the basis of the foregoing and in reliance
thereon, and in reliance upon such other matters as we deem
relevant under the circumstances, it is our opinion that the
shares of beneficial interest of the Fund issued during the
Fund's fiscal year ended December 31, 1996, the registration of
which shares the Notice makes definite in number, are legally
issued, fully paid and nonassessable.
We have not verified, are not passing upon and do
not assume any responsibility for the accuracy or completeness of
the statements contained in the Notice, or for the propriety of
the filing of the Notice with the Commission. Our opinion is
limited to the Act and the laws of the State of Delaware, and we
express no opinion as to the applicability or effect of the laws
of any other jurisdiction.
This letter is furnished to you pursuant to your
request and to the requirements imposed upon you by Rule 24f-
2(b)(1) under the Act and is intended solely for your benefit for
the purpose of completing the filing of the Notice with the
Commission. This letter may not be used for any other purpose or
furnished to or relied upon by any other persons, or including in
any filing made with any other regulatory authority, without our
prior written consent.
Very truly yours,
/s/PAUL, HASTINGS, JANOFSKY & WALKER LLP
