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 Solon Funds
1981 N. Broadway, #325
Walnut Creek, CA 94596
2. Name of each series or class of funds for which this notice is filed:
The Solon Funds: Solon Short Duration Government Funds: One Year
Portfolio
The Solon Funds: Solon Short Duration Government Funds: Three Year
Portfolio
3. Investment Company Act File Number: 811-8104
Securities Act File Number: 33-70958
4. Last day of fiscal year for which this notice is filed:
February 28, 1997
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:
N/A
7. Number and aggregate sale price of securities of the same class or
series sold during the fiscal year 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 (zero) shares
8. Number and aggregate sale price of securities registered during the
fiscal year other than pursuant to rule 24f-2:
0 (zero) shares
<PAGE>
9. Number and aggregate sale price of securities sold during the fiscal
year:
Number of securities sold during the fiscal year: 776,337
Aggregate sale price of securities sold during the fiscal year:
$7,765,649
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of securities sold during the fiscal year: 776,337
Aggregate sale price of securities sold during the fiscal year:
$7,765,649
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable:
Number of DRIP securities sold during the fiscal year: 81,313
Aggregate sale price of DRIP Securities sold during the fiscal year:
$812,420
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):
$7,765,649
(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from Item 11, if applicable):
+ 812,420
(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year (if applicable):
- 1,279,458
(iv) Aggregate price of shares redeemed or repurchased and applied
as a reduction to filing fees pursuant to rule 24e-2
(if applicable):
+ 0
(v) Net aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 [line (i), plus line (ii), less
line (iii), plus line (iv)] (if applicable):
7,298,611
(vi) Multiplier prescribed by Section 6(b) under the Securities
Act of 1933 or other applicable law or regulation:
x 1/3300
(vii) Fee due [line (v) multiplied by line (vi)]: $2,211.70
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<PAGE>
13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rule 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:
April 24, 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/Deborah Midanek
------------------
Deborah Midanek,
CEO, President and Treasurer
Date: April 24, 1997
*Please print the name and title of the signing office below
the signature
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Kramer, Levin, Naftalis & Frankel
919 third Avenue
New York, NY 10022-3852
(212) 715-9100
April 23, 1997
VIA EDGAR
The Solon Funds
1981 N. Broadway, Suite 325
Walnut Creek, CA 94596
Re: The Solon Funds
Registration No. 33-70958
-------------------------
Gentlemen:
We have acted as counsel to The Solon Funds, a Delaware business trust
(the "Trust"), in connection with the public offering of the Trust's capital
shares, and on various other securities and general matters. We understand
that, pursuant to Rule 24f-2 under the Investment Company Act of 1940, the
Trust has registered an indefinite number of capital shares under the
Securities Act of 1933. We further understand that, pursuant to the
provisions of Rule 24f-2, the Trust is filing with the Securities Commission
the Notice attached hereto making definite the registration of capital shares
(the "Shares") sold in reliance upon Rule 24f-2 during the fiscal year ended
February 28, 1997.
We have reviewed, insofar as it relates or pertains to the Trust, the
Trust's Registration Statement on Form N-1A filed with the Securities and
Exchange Commission under the Securities Act of 1933 and the Investment
Company Act of 1940, as amended to the date hereof, pursuant to which Shares
were sold (the "Registration Statement"). We have also examined originals or
copies certified or otherwise identified to our satisfaction of such
documents, trust records and other instruments we have deemed necessary or
appropriate for the purpose of this opinion. For purposes of such
examination, we have assumed the genuineness of all signatures and original
documents and the conformity to the original documents of all copies
submitted.
We are members only of the New York Bar and do not purport to be
experts on the laws of any other state. Our opinion herein as to Delaware law
is based upon a limited inquiry thereof which we have deemed appropriate under
the circumstances.
<PAGE>
Kramer, Levin, Naftalis & Frankel
The Solon Funds
April 23, 1997
Page 2
Based upon the foregoing, we are of the opinion that the Shares have
been duly and validly authorized and, assuming that the Shares have been
issued and sold in accordance with the Trust's Declaration of Trust, as
amended, and Registration Statement, the Shares which the Rule 24f-2 Notice
attached hereto makes definite in number were legally issued, fully paid and
non-assessable.
We consent to the filing of this opinion with the Rule 24f-2 Notice
attached hereto.
Very truly yours,
/s/Kramer, Levin, Naftalis,& Frankel
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