24F-2NT 1 tpf24f2_03.txt ANNUAL NOTICE OF SECURITIES SOLD Richard D. Silberman Lawyer 1431 Grant Street Berkeley, California 94703 (510) 558-6868 R.Silberman@att.net February 24, 2004 The Parnassus Fund One Market - Steuart Tower Suite 1600 San Francisco, California 94105 Gentlemen: You have requested my opinion for use in conjunction with a Form 24f-2, Annual Notice of Securities Sold Pursuant to Rule 24f- 2, for The Parnassus Fund (the "Fund") to be filed in respect of shares of the Fund (the "Shares") sold for the fiscal year ended December 31, 2003 pursuant to the Fund's registration statement filed with the Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, File No. 2-93131 (the "Registration Statement"). In its Registration Statement, the Fund elected to register an indefinite number of Shares pursuant to the provisions of SEC Rule 24f-2. I have reviewed the amended Registration Statement of the Fund and such other documents and records as I have deemed relevant to the expression of an opinion. On the basis of the foregoing, it is my opinion that the Shares sold for the fiscal year ended December 31, 2003, registration of which the Form 24f- 2 makes definite in number, were legally issued, fully paid and non-assessable. I consent to your filing this opinion as an Exhibit to the Form 24f-2 referred to above, the Registration Statement of the Fund and to any application or registration statement filed under the securities laws of any of the States of the United States. Sincerely, ORIGINAL SIGNED BY Richard D. Silberman RDS:mf Rule 24f-2 Notice The Parnassus Fund One Market Steuart Tower - Suite 1600 San Francisco, California 94105 1933 Act No. 2-93131 (1) Fiscal period for which notice is filed is year ending December 31, 2003 (2) The amount of securities sold other than pursuant to Rule 24f-2, but which remain unsold as of December 31, 2003 -0- (3) The amount of securities registered during the fiscal period of this notice other than pursuant to Rule 24f-2 -0- (4) The amount of securities sold during the fiscal period of this notice $ 55,285,864 (5) The amount of securities sold during the fiscal period of this notice in reliance upon registra- tion pursuant to Rule 24f-2 (See attached computation of fee) $ 55,285,864 Witness the due execution hereof this 24th day of February, 2004. ORIGINAL SIGNED BY Richard D. Silberman, Secretary Rule 24f-2 Notice The Parnassus Fund One Market Steuart Tower - Suite 1600 San Francisco, California 94105 1933 Act No. 2-93131 Computation of Fee (1) Actual aggregate sales price of Registrant's securities sold pursuant to Rule 24f-2 during the fiscal period for which the 24f-2 notice is filed $ 55,285,864 (2) Reduced by the difference between: (a) Actual aggregate redemption price of such securities redeemed by the issuer during the fiscal period for which the 24f-2 notice is filed $38,146,634 (b) Actual aggregate redemption price of such redeemed securities previously applied by the issuer pursuant to Section 24e(2)(a) for the fiscal period for which the 24f-2 notice is filed $ -0- $ -0- Total amount upon which the fee calculation specified in Section 6(b) of the Securities Act of 1933 is based $17,139,230 FEE SUBMITTED ($126.70 per million of Total Amount .0001267 x $17,139,230) $2,172