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:
Mutual Fund Trust
101 Park Avenue
New York, New York 10178
2. Name of each series or class of funds for which this notice is filed:
Vista Federal Money Market Fund
Vista Treasury Plus Money Market Fund
Vista 100% U.S. Treasury Securities Money Market Fund
Vista U.S. Government Money Market Fund
Vista Cash Management Fund
Vista Prime Money Market Fund
Vista Tax Free Money Market Fund
Vista New York Tax Free Money Market Fund
Vista California Tax Free Money Market Fund
Vista Tax Free Income Fund
Vista New York Tax Free Income Fund
Vista California Intermediate Tax Free Income Fund
3. Investment Company Act File Number: 811-8358
Securities Act File Number: 33-75250
4. Last day of fiscal year for which this notice is filed:
August 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:
NOT APPLICABLE [ ]
6. Date of termination of issuer's declaration under rule 24f-2(a)(1),
if applicable (see instruction A.6):
NOT 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:
NONE
9. Number and aggregate sale price of securities sold during the fiscal
year:
Number of securities sold during the fiscal year:
67,882,119,544
Aggregate sale price of securities sold during the fiscal year:
67,972,244,987
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:
67,882,119,544
Aggregate sale price of securities sold during the fiscal year:
67,972,244,987
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):
Number of DRIP securities sold during the fiscal year:
212,859,454
Aggregate sale price of DRIP securities sold during the fiscal year:
220,393,437
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):
67,972,244,987
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans, (from item 11, if applicable):
+ 220,393,437
(iii) Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable):
- 60,305,437,071
(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 24e-2 [line (I)
plus line(ii), less line (iii), plus line (iv)(if applicable):
7,887,201,353
(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)]:
$2,390,061.02
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:
October 22, 1996
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/ Martin R. Dean
- -----------------------------
Martin R. Dean, Treasurer
October 23, 1996
------------------
October 18, 1996
Mutual Fund Trust
101 Park Avenue
New York, NY 10017
Re: Mutual Fund Trust
Vista Federal Money Market Fund
Vista Treasury Plus Money Market Fund
Vista 100% U.S. Treasury Securities Money
Market Fund
Vista U.S. Government Money Market Fund
Vista Cash Management Fund
Vista Prime Money Market Fund
Vista Tax Free Money Market Fund
Vista New York Tax Free Money Market Fund
Vista California Tax Free Money Market Fund
Vista Tax Free Income Fund
Vista New York Tax Free Income Fund
Vista California Intermediate Tax Free Income Fund
Registration No. 33-75250; ICA No. 811-8358
- ---------------------------------------------
Gentlemen:
We have acted as special Massachusetts counsel to Mutual Fund Trust
("MFT"), a Massachusetts business trust currently consisting of the above-
referenced twelve series (the "Funds") in connection with the public offering
of MFT's shares of beneficial interest, no par value (the "Shares"), and on
various other general matters. We understand that, pursuant to Rule 24f-2
under the Investment Company Act of 1940, MFT has registered an indefinite
number of Shares under the Securities Act of 1933. We further understand
that, puruant to the provisions of Rule 24f-2, MFT is filing with the
Securities and Exchange Commission the Notice attached hereto making de-
finite the registration of Shares of the Funds sold in reliance upon Rule
24f-2 during the period ended August 31, 1996 such Shares having been reduced
by the aggregate sales price of the Shares redeemed during the period ended
August 31, 1996.
We have reviewed, insofar as they relate or pertain to each of the
Funds, MFT'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, records and other instruments we have deemed necessary or
appropriate for the purposes 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.
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 MFT's Declaration of Trust and
Registration Statement, the Shares which the Rule 24f-2 Notices 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,
Peabody & Brown
MLZ/bjm
Attachment
