EDGAR SUBMISSION
May 26, 1995
Document Control
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Rule 24f-2 Notice for
Washington Mutual Investors Fund, Inc.
1101 Vermont Avenue, N.W.
Washington, D.C. 20005
File Number 2-11051
Gentlemen:
In accordance with the provisions of Rule 24f-2, Washington Mutual
Investors Fund, Inc. hereby files its Rule 24f-2 Notice.
This "Rule 24f-2 Notice" is being filed for the fiscal year ended April
30, 1995 ("Fiscal Year").
94,281,478 shares of the capital stock of the Fund were sold during the
fiscal year, all in reliance upon the Declaration of the Fund of an indefinite
amount of securities under Rule 24f-2 ("24f-2 Declaration").
Attached to this Rule 24f-2 Notice, and made a part hereof, is an opinion
of counsel indicating that the securities, the registration of which the Notice
makes definite in number, were legally issued, fully paid and non-assessable.
In accordance with subsection (c) of Rule 24f-2, no registration fee is
due. The fee computation is based upon the actual sale price for which such
securities were sold during the Fiscal Year, reduced by the difference between:
(1) The actual aggregate redemption price of the shares redeemed by the
Fund during the fiscal year, and
(2) The actual aggregate redemption price of such redeemed shares
previously applied by the Fund pursuant to Rule 24e-2(a) in filings made
pursuant to Section 24(e)(1) of the Investment Company Act of 1940.
Securities and Exchange Commission
May 26, 1995
Page 2
Aggregate Sale Price
For Shares Sold During
Fiscal Year in Reliance Upon
the 24f-2 Declarations $1,668,040,732
Reduced By The
Difference Between
(1) Aggregate Redemption
Price of Shares
Redeemed During The
Fiscal Year $1,678,501,066
and,
(2) Aggregate Redemption
Price of Redeemed Shares
Previously Applied By
Fund Pursuant to Rule
24e-2(a) Filings Made
Pursuant to Section
24(e)(1) of Investment
Company Act of 1940 $ 0
Equals $ (10,460,334)
Divided by 2,900 equals fee due of $0.00.
Any questions regarding this matter should be addressed to the undersigned
at the above address.
Sincerely,
Howard L. Kitzmiller
Senior Vice President
and Secretary
HLK/jlf
May 25, 1995
Washington Mutual Investors Fund, Inc.
1101 Vermont Avenue, N.W.
Washington, DC 20005
Re: Rule 24f-2 Notice
Dear Sirs:
You have asked for our opinion with respect to the issuance of 94,281,478
shares of Washington Mutual Investors Fund, Inc. (the "Fund"), a Maryland
corporation, during its fiscal year that ended April 30, 1995. We have
examined and considered such information as we deemed relevant to this matter,
including relevant provisions of the Maryland statutes, the Fund's Articles of
Incorporation, pertinent resolutions adopted by the Fund's directors, and the
Fund's prospectus dated June 22, 1994. Assuming the price received for the
shares complied with provisions of the Fund's prospectus, it is our opinion
that the 94,281,478 shares sold during the Fund's fiscal year that ended April
30, 1995, were legally issued in accordance with Maryland law, fully paid and
non-assessable.
We hereby consent to the use of this letter by the Fund in connection with
its Notice filed pursuant to Rule 24f-2 under the Investment Company Act of
1940 filed for its fiscal year that ended April 30, 1995.
Very truly yours,
THOMPSON, O'DONNELL, MARKHAM
NORTON & HANNON
John Jude O'Donnell
805 15th Street, N.W. #705
Washington, DC 20005
(202) 289-1133
