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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 AS END OF FORM BEFORE PREPARING FORM.
PLEASE PRINT OR TYPE.
______________________________________________________________________________
1. Name and address of issuer:
Piper Funds Inc. - II
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2. Name of each series or class of funds for which this notice is filed:
Adjustable Rate Mortgage Securities Fund
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3. Investment Company Act File Number:
811-07279
Securities Act File Number: 33-60515
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4. Last day of fiscal year for which this notice is filed:
September 30, 1996
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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
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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:
n/a
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8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
0
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9. Number and aggregate sale price of securities sold during the fiscal
year:
594,238.902 shares; $4,777,525.34
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10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2.
594,238.902 shares; $4,777,525.34
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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):
93,048.098 shares; $747,172.69
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12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during + 4,777,525.34
the fiscal year in reliance on rule 24f-2 ___________________
(from Item 10):
(ii) Aggregate price of shares issued in connection + 747,172.69
with dividend reinvestment plans (from Item 11, ___________________
if applicable):
(iii) Aggregate price of shares redeemed or repurchased - 13,439,193.63
during the fiscal year (if applicable): ___________________
(iv) Aggregate price of shares redeemed or repurchased + 0
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 (7,914,496.60)
during the fiscal year in reliance on rule 24f-2 ___________________
line (i), plus line (ii), less line (iii), plus
line (iv) (if applicable):
x 0.00030303-03
(vi) Multiplier prescribed by Section 8(b) of the or 1/33 of 1%
Securities Act of 1933 or other applicable law or ___________________
regulation (see instruction C.8):
(vii) Fee due (line (i) or line (v) multiplied by 0
line (vi)): ___________________
INSTRUCTION: 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.
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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).
/ /
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
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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/ Robert H. Nelson
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Vice President and Treasurer
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Date 11/26/96
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*Please print the name and title of the signing officer below the signature.
_______________________________________________________________________________
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[LETTERHEAD]
November 25, 1996
Piper Funds Inc.--II
Piper Jaffray Tower
222 South Ninth Street
Minneapolis, Minnesota 55402
Re: Rule 24f-2 Notice for Piper Funds Inc.--II
(File Nos. 33-60515 and 811-07279)
Dear Sir or Madam:
We have acted as general counsel to Piper Funds Inc.--II, a Minnesota
corporation (the "Company"), in connection with the Company's Registration
Statement on Form N-1A (File Nos. 33-60515 and 811-07279). This opinion is
addressed to you in connection with a filing by the Company of a notice (the
"Notice") pursuant to Rule 24f-2 under the Investment Company Act of 1940, as
amended. In that connection, we have examined such documents and have reviewed
such questions of law as we have considered necessary and appropriate for the
purpose of this opinion. Based thereon, we advise you that, in our opinion, the
687,287 shares of common stock, $.01 par value per share, sold by the Company
during the one-month fiscal period ended September 30, 1996, as set forth in the
Notice, were legally issued, have been fully paid, and are nonassessable, if
issued and sold upon the terms and in the manner set forth in the Registration
Statement of the Company referred to above.
Very truly yours,
/s/ Dorsey & Whitney LLP
KLP
