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:
Guinness Flight Investment Funds, Inc.
2. Name of each series or class of funds for which this notice is filed:
Guinness Flight China and Hong Kong Fund
Guinness Flight Global Government Bond Fund
3. Investment Company Act File Number: 811-8360
Securities Act File Number: 33-75340
4. Last day of fiscal year for which this notice is filed:
December 31, 1995
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):
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:
3,417,988 $44,734,085
9. Number and aggregate sales price of securities sold during the fiscal
year:
4,637,339 $59,205,610
<PAGE>
10. Number and aggregate sales price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
1,219,315 $14,471,525
11. Number and aggregate sales price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable (see
instruction B.7):
12. Calculation of registration fee:
(I) Aggregate sales price of securities sold during
the fiscal year in reliance on rule 24f-2
(from item 10):
$14,471,525
(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11,
if applicable) +
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable):
- 9,149,997
(iv) aggregate price of shares redeemed or repurchased
and previously applied as a reduction to filing
fees pursuant to rule 24e-2 (if applicable): +
(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):
$5,321,528
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable
law or regulation (see instruction C.6):
x 0.00034483
--------------
(vii) Fee due [line (I) or line (v) multiplied
by line (vi)]:
$1,835.02
==============
Instructions: 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 the
Informal and Other Procedures 917 CFR 202.3a). [ X ]
Date of mailing or wire transfer of file fees to the Commission's lockbox
depository: February 28, 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/ Eric M. Banhazl
--------------------------
Eric M. Banhazl/ Treasurer
Date: February 28, 1996
* Please print the name and title of the signing officer below the signature.
<PAGE>
[KRAMER, LEVIN, NAFTALIS, NESSEN, KAMIN & FRANKEL LETTERHEAD]
February 23, 1996
Guinness Flight Investment Funds, Inc.
201 South Lake Avenue, Suite 510
Pasadena, California 91101
Re: Guinness Flight Investment Funds, Inc.
Registration No. 33-75340
Gentlemen:
We have acted as counsel to Guinness Flight Investment Funds, Inc., a
Maryland corporation (the "Company"), in connection with the public offering of
the Company's shares on behalf of its series, the Guinness Flight China & Hong
Kong Fund and Guinness Flight Global Government Bond Fund, $.001 par value, and
on various other securities and general matters. We understand that, pursuant to
Rule 24f-2 under the Investment Company Act of 1940, the Company has registered
an indefinite number of shares under the Securities Act of 1933. We further
understand that, pursuant to the provisions of Rule 24f-2, the Company is filing
with the Securities and Exchange Commission the Notice attached hereto making
definite the registration of shares sold in reliance upon Rule 24f-2 during the
fiscal year ended December 31, 1995.
We have reviewed, insofar as they relate or pertain to the Company, the
Company's Registration Statement on Form N-lA filed with the Securities and
Exchange Commission under the Securities Act of 1933 and the Investment Company
<PAGE>
Guinness Flight Investment Funds, Inc.
February 23, 1996
Page 2
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 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 Maryland law is
based upon a limited inquiry thereof that we have deemed appropriate under the
circumstances.
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 Company's Articles of Incorporation and
Registration Statement, and that the consideration received therefor was not
less than the par value thereof, 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, Nessen,
Kamin & Frankel
