August 22, 1996
Via Edgar Transmission
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Form 24F-2 Notice for
Provident Institutional Funds, Inc.
File Nos. 33-70104/811-8072
Commissioners:
Enclosed for filing on behalf of the above-captioned Registrant is the
Notice pursuant to Form 24F-2 under the Investment Company Act of 1940
(the "1940 Act") for the fiscal period January 1, 1996 through June 24,
1996. An opinion of counsel required by Rule 24f-2(b)(1) under the 1940
Act is also enclosed for filing. Please note that Registrant had ceased
its operations on June 24, 1996 and intends to terminate its existence
under Federal and state law.
Please call me at 215/988-2556 should you have any questions.
Sincerely,
/s/Kathleen L. Thren
Kathleen L. Thren
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: Provident Institutional Funds, Inc.
Bellevue Park Corporate Center
400 Bellevue Parkway, Suite 100
Wilmington, DE 19809
2. Name of each series or class of funds for which this notice is filed:
Short Duration Fund, Common Stock ($.001 par value)
Intermediate Duration Fund, Common Stock ($.001 par value)
3. Investment Company Act File Number: 811-8072
Securities Act File Number: 33-70104
4. Last day of fiscal year for which this notice is filed:
fiscal period January 1, 1996 through June 24, 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:
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:
None.
8. Number and amount of securities registered during the fiscal year
other than pursuant to Rule 24f-2:
Name of Portfolios Number of Securities Amount of Securities
Short Duration Fund 2,463,014 $24,078,359
Intermediate Duration Fd 1,760,091 $17,221,659
Total 4,223,105 $41,300,018
9. Number and aggregate sale price of securities sold during fiscal year:
Number of Aggregate
Name of Portfolios Portfolio Shares Sales Price
Short Duration Fund 0 $0
Intermediate Duration Fund 0 $0
Total 0 $0
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to Rule 24f-2:
Number of Aggregate
Name of Portfolios Portfolio Shares Sales Price
Short Duration Fund 0 $0
Intermediate Duration Fund 0 $0
Total 0 $0
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable:
Number of Aggregate
Name of Portfolios Portfolio Shares Sales Price
Short Duration Fund 24 $235
Intermediate Duration Fund 27 $273
Total 51 $508
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): $ 0
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): + $ 508
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): - $104,859,410
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant
to rule 24e-2 (if applicable) + ($508)
(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): ($104,859,410)
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law or
regulation: / 2900
(vii) Fee due [line (i) or line (v) multiplied by
line (vi)]: $ 0
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: /s/Edward J. Roach
Edward J. Roach
Treasurer
Date: August 22, 1996
August 22, 1996
Provident Institutional Funds, Inc.
Bellevue Park Corporate Center
400 Bellevue Parkway, Suite 100
Wilmington, DE 19809
RE: Rule 24f-2 Notice For Provident Institutional Funds, Inc.
Short Duration Fund and Intermediate Duration Fund
(Registration No. 33-70104)
Gentlemen:
We have acted as counsel for Provident Institutional Funds, Inc., a
Maryland corporation (the "Company"), in connection with the issuance of
24 shares of Series A Common Shares and 27 shares of its Series B Common
Shares during the Company's fiscal period ended June 24, 1996 (the "Fiscal
Period"). In giving the opinion stated below, we have reviewed the
Company's Articles of Incorporation and Amended and Restated By-Laws,
resolutions adopted by its Board of Directors and shareholders, the
Company's Rule 24f-2 Notice dated August 22, 1996, and such other legal
and factual matters as we have deemed appropriate.
At all times during the Fiscal Period, the Company was authorized to issue
a total of one hundred billion shares of Common Stock, par value of $.001
per share, of which one hundred million shares were classified as Series A
Common Shares, and one hundred million shares were classified as Series B
Common Shares.
We have relied, in giving this opinion, on representations by the Company
as to the number of shares issued during the Fiscal Period, and to the
effect that at no time during the Fiscal Period did the number of issued
and outstanding shares of the Company's Series A Common Shares or Series B
Common Shares exceed the number of shares classified at that time as Series
A Common Shares or Series B Common Shares, respectively.
On the basis of the foregoing, we are of the opinion that the aforementioned
shares of Series A Common Shares and Series B Common Shares during the
Fiscal Period were, when issued for payment as described in the Company's
prospectuses for its Short Duration Fund and Intermediate Duration Fund
portfolios, respectively, validly issued, fully paid and non-assessable by
the Company.
We hereby consent to the filing of this opinion with the Securities and
Exchange Commission as part of the Company's Rule 24f-2 Notice.
Very truly yours,
/s/ Drinker Biddle & Reath
DRINKER BIDDLE & REATH