APPENDIX I. 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:
IMG Mutual Funds, Inc.
2203 Grand Avenue
Des Moines, Iowa 50312-5338
2. Name of each series or class of funds for which this notice is filed:
IMG Core Stock Fund-Advisor Shares
IMG Core Stock Fund-Select Shares
IMG Core Stock Fund-Institutional Shares
IMG Core Stock Fund-Investor Shares
IMG Bond Fund-Advisor Shares
IMG Bond Fund-Select Shares
IMG Bond Fund-Institutional Shares
IMG Bond Fund-Investor Shares
3. Investment Company Act File Number:
811-8910
Securities Act File Number:
33-81998
4. Last day of fiscal year for which this notice is filed:
April 30, 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:
[ ]
6. Date of termination of issuer's declaration under rule 24f-2 (a)(1), if
applicable (see instruction A.6):
N/A
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:
2,332,867 shares - $23,752,720
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
2,332,867 shares - $23,752,720
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):
44,316 shares - $460,051
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): $ 23,752,720
------------
(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from item 11, if applicable): + 460,051
------------
(iii) Aggregate price of shares redeemed or
repurchased during he fiscal year
(if applicable): - 3,259,425
-------------
(iv) Aggregate price of shares redeemed or
repurchase and previously applied as a
reduction to filing fees pursuant to
rule 24f-2 (if applicable): + 0
-------------
(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): 20,953,346
-------------
(vi) Multiplier prescribed by Section 6(b) of
the Securities Act of 1933 or other
applicable law or regulation (see
instruction C.6): x 1/2900
-------------
(vii) Fee due [line (i) or line (v) multiplied
by line (vi): $ 7,225
=============
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:
June 11, 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\ Ruth Prochaska
-----------------------------------
Ruth Prochaska, Secretary
Date 6/21/96
-------------------------
*Please print the name and title of the signing officer below the signature.
<PAGE>
June 14, 1996
IMG Mutual Funds, Inc.
2203 Grand Avenue
Des Moines, Iowa 50312-5338
Gentlemen:
IMG Mutual Funds, Inc. (the "Corporation") is a corporation organized
under the laws of the State of Maryland on November 16, 1994, having its
principal place of business in Des Moines, Iowa. The Corporation's capital stock
has been allocated between two different funds, the IMG Core Stock Fund and the
IMG Bond Fund (each a "Fund"), with each Fund representing a separate portfolio
of investments with its own investment objectives and policies. The capital
stock allocated to each Fund has been classified as Class A or "Investor"
shares, Class B or "Select" shares, Class C or "Institutional " shares, or Class
D or "Advisor" shares.
We understand that, pursuant to Rule 24f-2 under the Investment Company
Act of 1940, the Corporation registered an indefinite number of shares of its
capital stock, effective July 7, 1995.
We further understand that, pursuant to the provisions of Rule 24f-2,
you are about to file with the Securities and Exchange Commission a notice
making definite registration 996,956 shares of the Corporation's capital stock
(the "Shares") sold in reliance upon Rule 24f-2 during the fiscal year ended
April 30, 1996.
We have examined originals or copies, certified or otherwise identified
to our satisfaction, of the Charter, By-Laws, and records of corporate
proceedings of the Corporation, and such affidavits and advices from officers of
the Corporation or from public officials, as we have deemed necessary or
appropriate for the purpose of this opinion.
We are of the opinion that all of the Shares were legally and validly
issued, and are fully paid and non-assessable. The opinion expressed in the
preceding sentence is based upon the assumption that cash consideration was
received by the Corporation for each such Share in an amount not less than the
per share net asset value of the series and class of the Corporation to which
such share relates.
We express no opinion as to compliance with the Securities Act of 1933,
the Investment Company Act of 1940 or the securities laws of any state with
respect to the issuance of the Shares.
We consent to your filing this opinion with the Securities and Exchange
Commission in connection with the Rule 24f-2 Notice which you are about to file
pursuant to the Investment Company Act of 1940.
Sincerely,
Ober, Kaler, Grimes & Shriver
a Professional Corporation
