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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 issuer:
ANALYTIC OPTIONED EQUITY FUND, INC.
700 SOUTH FLOWER STREET, SUITE 2400
LOS ANGELES, CA 90017
______________________________________________________________________________
2. Name of each series or class of funds for which this notice is filed:
______________________________________________________________________________
3. Investment Company Act File Number: 811-2807
Securities Act File Number: 2-60792
______________________________________________________________________________
4. Last day of fiscal year for which this notice is filed:
12/31/96
______________________________________________________________________________
5. Check 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:
/ /
______________________________________________________________________________
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see instruction A.6):
______________________________________________________________________________
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:
______________________________________________________________________________
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
______________________________________________________________________________
9. Number and aggregate sale price of securities sold during the fiscal
year:
1,057,697 SHARES
$14,731,456
_____________________________________________________________________________
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______________________________________________________________________________
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2.
1,057,697 SHARES
$14,731,456
______________________________________________________________________________
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):
______________________________________________________________________________
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during + 14,731,456
the fiscal year in reliance on rule 24f-2 ___________________
(from Item 10):
(ii) Aggregate price of shares issued in connection +
with dividend reinvestment plans (from Item 11, ___________________
if applicable):
(iii) Aggregate price of shares redeemed or repurchased - 8,681,585
during the fiscal year (if applicable): ___________________
(iv) Aggregate price of shares redeemed or repurchased +
and previously applied as a reduction to filing ___________________
fees pursuant to rule 24e-2 (if applicable):
(v) Net aggregate price of securities sold and issued 6,049,871
during the fiscal year in reliance on rule 24f-2 ___________________
line (i), plus line (ii), less line (iii), plus
line (iv) (if applicable):
(vi) Multiplier prescribed by Section 8(b) of the x .00030304
Securities Act of 1933 or other applicable law or ___________________
regulation (see instruction C.8): 1,833.35
(vii) Fee due (line (i) or line (v) multiplied by ___________________
line (vi)):
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
ISSUER'S 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:
2/24/97
_______________________________________________________________________________
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.
DEBORAH SHEFLIN
By (Signature and Title)*_______________________________________________
VICE PRESIDENT
_______________________________________________
2/24/97
Date________________________
*Please print the name and title of the signing officer below the signature.
_______________________________________________________________________________
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PAUL, HASTINGS, JANOFSKY & WALKER LLP
555 South Flower Street
Los Angeles, California 90071
Telephone (213) 683-6000
February 24, 1997
Analytic Optioned Equity Fund, Inc.
700 South Flower Street, Suite 2400
Los Angeles, CA 90017
Re: Rule 24f-2 Notice for Fiscal Year
Ended December 31, 1996
SEC File Nos. 2-60792, 811-2807
Ladies and Gentlemen:
You have requested that we render an opinion to Analytic Optioned
Equity Fund, Inc. (the "Fund") as to the matters described in Rule
24f-2(b)(1) under the Investment Company Act of 1940 (the "Act"), which
opinion you are required to file with the Securities and Exchange Commission
(the "Commission") together with a Rule 24f-2 Notice for the fiscal year
ended December 31, 1996 (the "Notice").
With respect to factual matters in this opinion, we have relied upon
the accuracy of the representations made to us by the Treasurer of the Fund
in a certificate executed by him and have not independently verified the
accuracy of such factual information. We have also examined originals or
copies, certified or otherwise identified to our satisfaction as being true
copies, of those corporate records of the Fund, certificates of public
officials, and other documents and matters as we have deemed necessary for
the purpose of this opinion. We have assumed without independent
investigation or verification the authenticity of the documents submitted to
us as originals and the conformity to the original documents of all documents
submitted to us as copies.
Upon the basis of the foregoing and in reliance thereon, and in
reliance upon such other matters as we deem relevant under the circumstances,
it is our opinion that the shares of common stock of the Fund issued during
the Fund's fiscal year ended December 31, 1996, the registration of
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which shares the Notice makes definite in number, are legally issued, fully
paid and nonassessable.
We have not verified, are not passing upon and do not assume any
responsibility for the accuracy or completeness of the statements contained
in the Notice, or for the propriety of the filing of the Notice with the
Commission. Our opinion is limited to the Act and the laws of the State of
California, and we express no opinion as to the applicability or effect of
the laws of any other jurisdiction.
This letter is furnished to you pursuant to your request and to the
requirements imposed upon you by Rule 24f-2(b)(1) under the Act and is
intended solely for your benefit for the purpose of completing the filing of
the Notice with the Commission. This letter may not be used for any other
purpose or furnished to or relied upon by any other persons, or including in
any filing made with any other regulatory authority, without our prior
written consent.
Very truly yours,
/s/ PAUL, HASTINGS, JANOFSKY & WALKER LLP
