UNITED STATES
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.
1. Name and address of Issuer: Alamo Growth Fund, Inc.
1777 N.E. Loop 410, Suite 1512
San Antonio, TX 78217
2. Name of each series or class of securities for which this Form is
filed (If the Form is being filed for all series and classes of
securities of the issuer, check the box but do not list series or
classes): [X]
3. Investment Company Act File Number: 811-09162
Securities Act File Number: 333-26195
4(a). Last day of fiscal year for which this Form is filed: 5/31/98
4(b).[_] Check box if this Form is being filed late (i.e., more than 90
calendar days after the end of the issuer's fiscal year).
(See Instruction A.2)
Note: If the Form is being filed late, interest must be paid on the
registration fee due.
4(c).[_] Check box if this is the last time the issuer will be filing this
Form.
5. Calculation of registration fee:
(i) Aggregate sale price of
securities sold during the
fiscal year pursuant to
section 24(f): $1,272,000
(ii) Aggregate price of securities
redeemed or repurchased
during the fiscal year: $250,464
(iii) Aggregate price of securities
redeemed or repurchased
during any prior fiscal year
ending no earlier than
October 11, 1995 that were
not previously used to
reduce registration fees
payable to the Commission: $ -0-
(iv) Total available redemption
credits [add items 5(ii) and
5(iii)]: - $ 250,464
(v) Net sales - if Item 5(i) is
greater than item 5(iv)
[subtract Item 5(iv) from
Item 5(i)]: $1,021,536
(vi) Redemption credits available
for use in future years - if
Item 5(i) is less than
Item 5(iv) [subtract
Item 5(iv) from Item 5(i)]: $ -0-
(vii) Multiplier for determining
registration fee (See
Instruction C.9): x .000295
(viii) Registration fee due [multiply
Item 5(v) by Item 5(vii)]
(enter "0" if no fee is due): = $ 301.35
6. Prepaid Shares
If the response to Item 5(i) was determined by deducting an amount of
securities that were registered under the Securities Act of 1933
pursuant to rule 24e-2 as in effect before October 11, 1997, then
report the amount of securities (number of shares or other units)
deducted here: -0-. If there is a number of shares or other units
that were registered pursuant to rule 24e-2 remaining unsold at the
end of the fiscal year for which this form is filed that are available
for use by the issuer in future fiscal years, then state that number
here: -0-
7. Interest due - if this Form is being filed more than 90 days after the
end of the issuer's fiscal year (see Instruction D):
+$ -0-
8. Total of the amount of the registration fee due plus any interest due
[line 5(viii) plus line 7]:
= $ 301.35
9. Date the registration fee and any interest payment was sent to the
Commission's lockbox depository:
7/23/98
Method of Delivery:
[_] Wire Transfer
[X] Mail or other means
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)* _____________________________________________
Michael J. Avellar, Secretary
Date: 7/27/98
*Please print the name and title of the signing officer below the
signature.
