UNITED STATES
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:
The Vintage Funds
429 N. Pennsylvania St.
Indianapolis, IN 46204
2. Name of each series or class of funds for which this notice is filed:
The Starwood Strategic Fund, The Aggressive Growth Fund, The Fiduciary
Value Fund, The Asset Allocation Fund, The Taxable Fixed Income Fund,
The Municipal Fixed Income Fund, The Taxable Money Market Fund, The
Tax-Free Money Market Fund
3. Investment Company Act File Number: 811-8968
Securities Act File Number: 33-89078
4. Last day of fiscal year for which this notice is filed:
September 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:
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:
Shares Sold: 181,154,535
Sale Price: $183,112,516
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Shares Sold: 181,154,535
Sale Price: $183,112,516
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable:
N/A
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the
fiscal year in reliance on fule 24f-2 (from Item 10): $183,112,516
(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11, +$0
if applicable):
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): -$124,559,085
(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 24f-2
[line (I), plus line (ii), less line (iii), plus
line (iv)] (if applicable): $ 58,553,431
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law
or regulation: x 1/3300
(vii) Fee due [line (i) or line (v) multiplied by
line (vi)]: $ 17,743.46
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: November 27, 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/ Lynn E. Wood
Date: November 27, 1996 Lynn E. Wood, Secretary
November 29, 1996
The Vintage Funds
P.O. Box 6110
Indianapolis, Indiana 46206-6110
Gentlemen:
This letter is in response to your request for our opinion in connection
with the Form 24F-2 for The Vintage Funds (the "Trust") for the fiscal year
ended September 30, 1996 (the "Form").
We have examined a copy of (a) the Trust's Agreement and Declaration of
Trust and amendments thereto, (b) the Trust's By-Laws and amendments thereto,
and (c) all such agreements, certificates of public officials, certificates
of officers and representatives of the Trust and others, and such other
documents, papers, statutes and authorities as we deem necessary to form the
basis of the opinion hereinafter expressed. We have assumed the genuineness
of the signatures on original documents submitted to us, the conformity to
executed documents of all unexecuted copies submitted to us and the
conformity to the original of all copies submitted to us as conformed or
copied documents. Insofar as the opinions contained herein involve matters
of the laws of the State of Indiana, they are based solely on the opinion of
Ice Miller Donadio & Ryan, a copy of which is attached hereto.
Based upon the foregoing, we are of the opinion that the shares of the
Trust, the registration of which the Form makes definite in number, if issued
in accordance with the Prospectus and Statement of Additional Information of
the Trust, were legally issued, fully paid and non-assessable.
We herewith give you our permission to file this opinion with the
Securities and Exchange Commission as an exhibit to the Form referred to
above.
Very truly yours.
/s/ Brown, Cummins & Brown Co., L.P.A.
Brown, Cummins & Brown Co., L.P.A.
November 29, 1996
The Vintage Funds
P.O. Box 6110
Indianapolis, Indiana 46206-6110
Gentlemen:
This letter is in response to your request for our opinion in connection
with the Form 24F-2 under the Investment Company Act of 1940, as amended (the
"1940 Act"), for The Vintage Funds, an Indiana business trust (the "Trust"),
for the fiscal year ended September 30, 1996 (the "Form"). For purposes of
this letter, the "Shares" shall mean those shares of beneficial interest of
the Trust, without par value, the registration of which the Form makes
definite in number.
We have examined a copy of (a) the Trust's Declaration of Trust made as
of January 30, 1995 and filed with the Secretary of State of the State of
Indiana ("Secretary of State") on February 1, 1995, (b) the Trust's By-Laws
and Amendments No. 1 and 2 thereto, (c) a Certificate of Existence of the
Trust issued by the Secretary of State on October 31, 1996, (d) the
Prospectus(s) of the Trust dated June 2, 1995 (and supplement), July 19, 1995
and January 29, 1996 (and supplements thereto dated April 17, 1996 and August
1, 1996) and Statement(s) of Additional Information of the Trust dated June 2,
1995, January 29, 1996 and April 17, 1996 (collectively referred to as the
"Prospectus and Statement of Additional Information"), and (e) all such
agreements, certificates of public officials, certificates of officers and
representatives of the Trust and others, and such other documents, papers,
statutes and authorities as we deem necessary to form the basis of the
opinion hereinafter expressed. We have assumed without investigation or
verification of any king (i) the genuineness of the signatures on original
documents submitted to us, the conformity to executed documents of all
unexecuted copies submitted to us and the conformity to the original of all
copies submitted to us as conformed or copied documents and (ii) that the
issuance of the Shares pursuant to the Prospectus and Statement of Additional
Information, in effect as of the time of issuance of the Shares, complied in
all respects with the Securities Act of 1933, as amended, the 1940 Act, and
applicable securities laws of the State of Indiana and any other applicable
State.
Based upon the foregoing, we are of the opinion that the Shares of the
Trust, to the extent issued in accordance with the Prospectus and Statement
of Additional Information of the Trust, in effect as of the time of issuance
of the Shares, were legally issued, fully paid and non-assessable under
Indiana law.
The opinion expressed in this letter speaks as to the documents, facts,
and the law in existence as of the date hereof and at no time subsequent
hereto. We express no opinion as to the effect of prior or subsequent
activities of the parties to the Plan in or with respect to the State of
Indiana, other than those described herein.
The opinions expressed herein are matters of professional judgment and
are not a guarantee of result. We are qualified to practice law only in
the State of Indiana and do not express any opinion concerning any law other
than the laws of the State of Indiana governing business trusts. No expansion
of our opinions may be made by implication or otherwise. We express no
opinions other than as herein expressly set forth. We do not undertake to
advise you of any matter within the scope of this letter that comes to our
attention after the date of this letter and disclaim any responsibility to
advise you of any future changes in law or fact that may affect the opinions
set forth herein.
This letter is rendered to you in connection with the filing of the Form
described above and may not be relied upon by you, or any other person, in any
other context or for any other purpose. It may not be quoted in whole or in
part nor may copies thereof be furnished or delivered to any person without
the prior written consent of this Firm, except that we hereby consent that
this letter be attached to the Form to be filed with the Securities and
Exchange Commission.
Very truly yours,
ICE MILLER DONADIO & RYAN
/S/ Ice Miller Donadio & Ryan
