FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer:
IPS Funds
1225 Weisgarber Road
Suite 537
Knoxville, TN 37902
2. /x/ 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
classes of securities of the issuer, check the box but do not
list series or classes):
3. Investment Company Act File Number: 811-08718
Securities Act File Number: 33- 83132
4(a). Last day of fiscal year for which this Form is filed:
November 30, 1999
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):
$84,127,738
(ii) Aggregate price of securities redeemed or repurchased during
the fiscal year:
$14,892,230
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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
(iv) Total available redemption credits [add Items 5(ii) and
5(iii)]:
$14,892,230
(v) Net sales -- if Item 5(i) is greater than Item 5(iv)
[subtract Item 5(iv) from Item 5(i)]
$69,235,508
(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)]:
$ 0
(vii) Multiplier for determining registration fee
(See Instruction C.9):
.000264
(viii) Registration fee due [multiply Item 5(v) by Item
5(vii)] (enter "0" if no fee is due):
$18,278.17
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 October
11, 1997, then report the amount of securities (number of shares
or other units) deducted here:
0
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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 fiscal years, then state that
number here:
0
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7. Interest due --- if this Form is being filed more than 90
days after the end of the issuer's fiscal year (see
Instruction D):
$ 0
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8. Total of the amount of the registration fee due plus any
interest due [line 5(viii) plus line 7]:
$18,278.17
9. Date the registration fee and any interest payment was went
to the Commission's lockbox depository:
February 18, 2000
Method of Delivery:
x Wire Transfer
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_____ 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: /s/ Gregory D'Amico
Greg D'Amico, President
Date February 17, 2000
