ENSIGN INVESTORS INC /UT/
24F-2NT, 2000-03-23
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                          UNITED STATES                       OMB APPROVAL
              SECURITIES AND EXCHANGE COMMISSION        OMB Number:    3235-0456
                       Washington D.C. 20549            Expires: August 31, 2000
                                                        Estimated average burden
                                                        hours per response ....1
                            FORM 24F-2
               ANNUAL NOTICE OF SECURITIES SOLD
                    PURSUANT TO RULE 23F-2

        Read instructions at end of Form before preparing Form.

1.  Name and address of issuer:

    Ensign Investors, Inc.
    9921 S. Treasure Circle, South Jordan, UT 84095

2.  The 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):

3.  Investment Company Act File Number:    811-08307

    Securities Act File Number:            333-40337

4(a).Last day of fiscal year for which this Form is filed:  12/31/99

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):                        $      0

   (ii)  Aggregate price of seucrities redeemed or
         repurchased during the fiscal year:                 $    0

  (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 Items5(ii)
         and 5(iii):                                                  -$      0

    (v)  Net sales - if Item 5(i) is greater than Item 5(iv)
         [subtract Item 5(iv) from Item 5(i)]:                         $      0

   (vi)  Redemption credits available for use in future years $(    0)
         - If Item 5(i) is less than Item 5(iv) [subtract
         Item 5(iv) from Item 5(i)]:

  (vii)  Multiplier for determinng registration fee (See
         Instruction C.9):                                             X

 (viii)  Registration fee due [multiply Item 5(v) by Item
         5(vii)] (enter "0" if no fee is due):                        =$    0

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: 108,423.  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: 4,784,627.

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):
                                                                     +$ n/a

8.  Total of the amount of the registration fee due plus any interest due [line
    5(viii) plus line 7]:
                                                                     =$    0

9.  Date the registration fee and any interest payment was sent to the
    Commission's lockbox depository:  Registrant currently has a positive
    balance on account with the Securities and Exchange Commission.

    Method of Delivery:
                           Wire Transfer
                           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)*  /s/ Stanley M. Wells, President
                               Stanley M. Wells

Date March 23, 2000

  *Please print the name and title of the signing officer below the signature.



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