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 at end of Form before preparing Form.
Please print or type.
1. Name and address of issurer: USAA MUTUAL FUND, INC.
10750 Robert F. McDermott Freeway
San Antonio, Texas 78288
2. Name of each series or class of funds for which this notice is filed:
Growth Fund Money Market Fund
Aggressive Growth Fund Short-Term Bond Fund
Income Stock Fund Growth & Income Fund
Income Fund
3. Investment Company Act File Number: 811-2429
Securities Act File Number: 2-49560
4. Last day of the fiscal year for which this notice is filed: July 31, 1997
5. Check this 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 (see instruction A.6): 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: Not Applicable.
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2: 0 $0
9. Number and aggregate sale price of securities sold during the
fiscal year:
2,869,385,235 $4,039,722,703
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f2:
2,869,385,235 $4,039,722,703
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):
131,245,901 $599,649,818
12. Calculation of registration fees:
(i) Aggregate sale price of securities sold during the fiscal year in
reliance on rule 24f-2 (from Item 10): $ 4,039,722,703
(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from Item 11, if applicable): + 599,649,818
(iii) Aggregate price of shares redeemed or repurchased during the fiscal
year (if applicable): - 3,817,443,679
(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): $ 821,928,842
(vi) Multiplier prescribed by Section 6(b) of the Securities Act of 1933 or
other applicable law or regulation (see Instruction C.6):
x 1/3300
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]:
$ 249,069.35
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
issuers fiscal year. See Instruction C.3.
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: September 23, 1997
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)* Sherron Kirk, Treasurer
Date September 25, 1997
* Please print the name and title of the signing officer below the
signature.
GOODWIN, PROCTER & HOAR LLP
Counsellors At Law
Exchange Place
Boston, Massachusetts 02109-2881
Telephone (617) 570-1000
Telecopier (617) 523-1231
September 25, 1997
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for USAA Mutual Fund, Inc. -
1933 Act File No. 2-49560
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Gentlemen:
As counsel to USAA Mutual Fund, Inc. (the "Company"), we have been
requested to render this opinion in connection with the filing by the Company of
an Annual Notice of Securities Sold Pursuant to Rule 24f-2 on Form 24f-2 (the
"Notice") with respect to the fiscal year ended July 31, 1997 for the Aggressive
Growth Fund, Growth Fund, Growth & Income Fund, Income Stock Fund, Income Fund,
Short-Term Bond Fund and Money Market Fund series of the Company (collectively,
the "Funds").
Reference is made to Item 9 of the Notice wherein the Company reports
the number of shares (the "Shares") representing interests in the Funds
sold during the fiscal year ended July 31, 1997 in reliance upon Rule 24f-2
under the Investment Company Act of 1940, as amended.
We have examined the Company's Articles of Incorporation dated October
10, 1980, as amended, the By-Laws of the Company, as amended, the Notice,
certain resolutions adopted by the Directors of the Company, and such other
documents as we deemed necessary for purposes of this opinion.
Based upon the foregoing, and assuming that all of the Shares were
sold, issued and paid for in accordance with the terms of the Company's
Prospectuses and Statements of Additional Information contained in the Company's
Registration Statement on Form N-1A in effect at the time of sale, in our
opinion the Shares were legally issued and are fully paid and non-assessable.
Very truly yours,
GOODWIN, PROCTER & HOAR LLP
