UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24 F-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: Saratoga Capital Management
1501 Franklin Ave.
Mineola, NY 11501-4803
2. The name of each series or class of securities for which this Form is
filed(If the Form is being filed for all series and classed of securities
of the issuer, check the box but do not list series or classes: |X|
3. Investment Company Act File Number: 811-08542
Securities Act File Number: 33-79708
4. (a). Last day of Fiscal year for which this Form is filed: August 31, 1997
4. (b).|_| Check box if this Form is being filed late (i.e., more than 90
calendar days after the end of the issuer's fiscal year). (See Instruction
A-2)
Note: If the Form is being filed late, interest must be paid on the
registration fee due.
4(c).|_| Check box if this is the last time the issuer will be filing this Form.
5. Calculation of registration fee:
(i) Aggregate sale price of securities sold
during the fiscal year pursuant to section
24(f): $93,675,037.12
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(ii) Aggregate price of securities redeemed or
repurchased during the fiscal year: $67,665,473.21
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(iii) Aggregate Price of securities redeemed
or Repurchased during any prior fiscal
year ending no earlier than October 11,
1995 that were not previously used to
reduce registration fees payable to the
Commission: $ 0
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(iv) Total available redemption credits
[add items 5(ii) and 5 (iii): -$67,665,473.21
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(v) Net sales - if item 5(i) is greater
than item 5(iv)
[subtract item 5(iv) from item 5(i)]: $26,009,563.91
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(vi) Redemption credits available for use
in future years -- if Item 5(i) is
less than item 5(iv)
[subtract item 5(iv)from item 5(I)]: $( )
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(vii) Multiplier for determining registration
fee (See instruction C.9): x 1/3300
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(vii) Registration fee due [multiply Item
5(v) by item 5(vii)] (enter "0" if
no fee is due): =$7,881.69
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6. Prepaid Shares
If the response to item 5(I) was determined by deducting an amount of
securities that were registered under the Securities Act of 1933 pursuant
to rule 24e-2 as in effect before [effective date of rescisison of rule
24e-2], then report the amount of securities ( number of shares or other
units) deducted here:__0___. If there is a number of shares or other units
that were registered pursuant to rule 24e-2 remaining unsold at the end of
the fiscal year for which this form is filed that are available for use by
the issuer in future years, then state that number here:__0___.
7. Interest due -- If this Form is being filed more than 90 days after the end
of the issuer's fiscal year ( see Instructions D):
+$ 0
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8. Total of the amount of the registration fee due plus interest due [line
5(vii) plus line 7]:
= $ 7,881.69
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9. Date the registration fee and any interest payment was sent to the
Commission's lock box depository: November 26, 1997
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Method of Delivery:
|X| Wire Transfer
|_| Mail or other means
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/ Carol J. Highsmith
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Carol J. Highsmith, Asst. Secretary
Date: November 26, 1997
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*Please print the name and title of the signing officer below the signature.
