Investment Company Act of 1940 — Section 24(f)(2) and Rule 24f-2
Seward & Kissel LLP

April 15, 2009

Based on the facts and representations set forth in your letter, we would not recommend enforcement action to the Commission under section 24(f) of the Investment Company Act of 1940 and rule 24f-2 thereunder against any open-end investment company that does not deduct redemption fees when calculating the "price of securities redeemed or repurchased" in item 5(ii) of Form 24F-2. Our position is based solely on the facts and representations set forth in your letter, and any different facts or representations might require a different position. This response expresses the staff's position on enforcement action only and does not represent any legal conclusions regarding the matters discussed in your letter.

Incoming Letter

The Incoming Letter is in Acrobat format.

http://www.sec.gov/divisions/investment/noaction/2009/
sewardandkissel041509.htm