August 28, 1995
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Rule 24f-2 Notice for Bull & Bear Funds II, Inc.
File No. 2-57953 Under the Securities Act of 1933
Dear Sir/Madam:
1. This notice is filed for the fiscal year ended June 30, 1995.
2. The number of shares of capital stock registered under the Securities
Act of 1933, other than under Rule 24f-2 which remained unsold at the
beginning of said period, was 40,767,051 for Bull & Bear Dollar
Reserves, 1,207,728 for Bull & Bear U.S. Government Securities Fund and
1,366,651 for Bull & Bear Global Income Fund.
3. The number of shares registered during the period, other than pursuant
to said Rule 24f-2, was none.
4. The number of shares of capital stock sold during said period was
528,757,412 (See Schedule A).
5. The number of shares of capital stock sold during said fiscal year in
reliance on Rule 24f-2 was 528,757,412.
BULL & BEAR FUNDS II, INC.
By /s/ William K. Dean
William K. Dean, Chief Accounting Officer
Note: Aggregate sales price for which shares of Bull & Bear Funds II, Inc.
were sold ............................................. ..$544,465,366
Less cost of shares repurchased...........................$566,818,597
Net shares sold...........................................$(22,353,231)
Registration fee at 1/29 of 1%............................$ 0.00
<PAGE>
Schedule A
Bull & Bear Funds II, Inc.
<TABLE>
<CAPTION>
Shares Sold Shares Redeemed
Shares Amount Shares Amount
<S> <C> <C> <C> <C>
Bull & Bear Dollar Reserves 526,864,067 $526,864,067 540,681,418 $540,681,418
Bull & Bear Global Income Fund 1,520,831 $ 12,155,579 2,260,096 $ 18,050,364
Bull & Bear U.S. Government
Securities Fund 372,514 $ 5,445,720 555,963 $ 8,086,815
Totals 528,757,412 $ 544,465,366 543,497,477 $566,818,597
</TABLE>
<PAGE>
ARTHUR J. BROWN
(202) 778-9046
[email protected]
August 22, 1995
Bull & Bear Funds II, Inc.
11 Hanover Square
New York, New York 10005
Dear Sir or Madam:
Bull & Bear Funds II, Inc. ("Company") is a corporation duly
incorporated and existing under the laws of the State of Maryland. The Company
has three series of shares of stock outstanding: Bull & Bear Dollar Reserves,
Bull & Bear Global Income Fund and Bull & Bear U.S. Government Securities Fund.
We understand that the Company is about to file a Rule 24f-2 Notice pursuant to
Rule 24f-2 under the Investment Company Act of 1940, as amended ("1940 Act") for
the purpose of making definite the number of shares of capital stock which it
has registered thereunder and under the Securities Act of 1933, as amended
("1933 Act") and which it sold in reliance on Rule 24f-2 during its fiscal year
ended June 30, 1995.
We have, as counsel, examined copies either certified or otherwise
proved to be genuine, of the Company's Articles of Incorporation and By-Laws, as
now in effect and other documents relating to its organization and operation.
Based upon the foregoing, it is our opinion that the shares of capital stock of
the Company sold in reliance upon registration under Rule 24f-2 during the
Company's fiscal year ended June 30, 1995, the registration of which will be
made definite by the filing of a Rule 24f-2 Notice, were legally issued, fully
paid and non-assessable. We express no opinion as to compliance with the 1933
Act, the 1940 Act or applicable state securities laws in connection with the
sales of shares of capital stock.
We hereby consent to this opinion accompanying the Rule 24f-2 Notice
which you are about to file with the Securities and Exchange Commission.
Sincerely,
KIRKPATRICK & LOCKHART LLP
By: /s/ Arthur J. Brown
Arthur. J. Brown
<PAGE>
