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:        Keystone Liquid Trust
                                            200 Berkeley Street
                                            Boston, MA  02116


2.       Name of each series or class of funds for which this notice
         is filed:
                           Shares of beneficial interest, without par value
                           Classes A, B and C

3.       Investment Company Act File Number:  811-2521
         Securities Act File Number: 2-51914


4.       Last day of fiscal year for which this notice is filed:

                           June 30, 1997


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:

                           Not Applicable


6.       Date of termination of issuer's declaration under
         Rule 24f-2(a)(1), if applicable:

                           Not Applicable


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:

                      1,207,824,892
                     $1,207,824,892

8.       Number and amount of securities registered during the fiscal
         year other than pursuant to Rule 24f-2:

                      1,056,699,145
                     $1,056,699,145

9.       Number and aggregate sale price of securities sold during
         the fiscal year:

                      1,155,596,477
                     $1,155,596,477

10.      Number and aggregate sale price of securities sold during
         the fiscal year in reliance upon registration pursuant to
         Rule 24f-2:

                          
                                  0

11.      Number and aggregate sale price of securities issued during
         the fiscal year in connection with dividend reinvestment
         plans, if applicable:

                         11,036,571
                        $11,036,571

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):              $     -0-     
                                                               --------------

         (ii)  Aggregate price of shares
                   issued in connection with
                   dividend reinvestment plans
                   (from Item 11, if applicable):                  11,036,571
                                                               --------------

     (iii) Aggregate price of shares
                   redeemed or repurchased
                   during the fiscal year (if
                   applicable):                              - $1,286,490,888
                                                               --------------


         (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):                            -0-     
                                                             ----------------

         (vi)  Multiplier prescribed by
                   Section 6(b) of the Secu-
                   rities Act of 1933 or other
                   applicable law or regulation                X     1/2900
                                                             ----------------


         (vii)  Fee due [line (i) or line
                   (v) multiplied by line (vi)]                X      -0-
                                                             ----------------  


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).

                           Not applicable

         Date of mailing or wire  transfer  of filing  fees to the  Commission's
         lockbox depository:

                           Not applicable



                                   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/ John J. Pileggi
                                     ---------------------------
                                     John J. Pileggi
                                     President & Treasurer


         DATE: August 29, 1997