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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24f-2
1. Name and address of issuer:
The Palladian Trust
4225 Executive Square
Suite 270
La Jolla, California 92037
2. Name of each series or class of funds for which this notice is filed:
The Value Portfolio;
The Growth Portfolio;
The International Growth Portfolio;
The Global Strategic Income Portfolio; and
The Global Interactive/Telecomm Portfolio
3. Investment Company Act File Number:
811-08278
Securities Act File Number:
33-73882
4. Last day of fiscal year for which this notice is filed:
June 29, 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:
/X/
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
June 30, 1997
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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:
- 0 -
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
- 0 -
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):
- 0 -
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):
+ -0-
-----------------
(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year (if applicable):
- -0-
-----------------
(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-
-----------------
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(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):
-0-
------------------
(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
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(vii) Fee due [line (i) or line (v) multiplied by line (vi)]:
-0-
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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 / /
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository:
N/A
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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/ H. Michael Schwartz
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H. Michael Schwartz
President
October 10, 1997
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SHEA & GARDNER
1800 MASSACHUSETTS AVENUE, N.W.
WASHINGTON, D.C. 20036
(202) 828-2000
Fax: (202) 828-2195
October 10, 1997
The Palladian Trust
4225 Executive Square
La Jolla, California 92037
Re: Registration No. 33-73882
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Ladies and Gentlemen:
We serve as counsel to The Palladian Trust (the "Trust"). The Trust is
preparing to file a Form 24F-2 with the Commission pursuant to which the
registration of all securities issued from January 1, 1997 through June 29, 1997
is made definite. All securities sold by the Trust were sold to unmanaged
separate accounts offering interests in those accounts that are registered under
the Securities Act of 1933 and on which a registration fee has been or will be
paid. Accordingly, the Form 24F-2 lists zero under Item 9 based on the
Commission's position referenced in Instruction B.5. to the Form.
Based on our examination of the relevant documents contained in the Trust's
registration statement, and in reliance upon certain exhibits to that
registration statement, and assuming that the securities were issued in
accordance with the terms described in that registration statement and the
Trust's Declaration of Trust, that the Trust received payment for the
securities, and that any appropriate action was taken to qualify the sale of the
securities under applicable state laws, we are of the opinion that the
securities are valid, legal and binding obligations of the Trust in accordance
with their terms and are nonassessable, except as described in the Trust
prospectus under the heading "Capitalization".
We consent to the filing of this opinion, in connection with Form 24F-2,
with the Securities and Exchange Commission.
Yours truly,
SHEA & GARDNER
By: /s/ Christopher E. Palmer
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Christopher E. Palmer
