DODGE & COX FUNDS
24F-2NT, 2000-03-15
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                                  UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                           Washington, DC  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:

       Dodge & Cox Funds
       One Sansome Street, 35th Floor
       San Francisco, CA  94104

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): [ ]

        Dodge & Cox Stock Fund

3.  Investment Company Act File Number:  811-173

    Securities Act File Number: 2-11522

4(a). Last day of fiscal year for which this notice is filed:

      December 31, 1999

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                $ 1,262,399,709
          during the fiscal year pursuant to                     ---------------
          section 24(f):

     (ii) Aggregate price of securities redeemed or $ 1,432,143,224
          repurchased during the fiscal year:       ---------------

    (iii) Aggregate price of securities redeemed or $          -0-
          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:

     (iv) Total available redemption credits [add               -$ 1,432,143,224
          Items 5(ii) and 5(iii):                               ----------------

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

     (vi) Redemption  credits  available  for use in $(169,743,515)
          future years -- if Item 5(i) is less than ---------------
          Item 5(iv) [subtract Item 5(iv)from Item
          5(i)]:

    (vii) Multiplier for determining registration                 x      .000264
          fee (See Instruction C.9):                            ----------------

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


6.   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 in effect before October 11, 1997,  then report the amount of
     securities (number of shares or other deducted here: _______. 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: ________.

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
    [line5(viii) plus line7]:
                                                                 =$        -0-
                                                                ================

9.  Date the registration fee and interest payment was sent to the
    Commission's lockbox depository:   N/A


          Method of Delivery:


                    [     ]  Wire Transfer
                    [     ]  Mail or other means



                                SIGNATURES


     This report has been signed below by the following  person on behalf of the
issuer and in the capacity and on the date indicated.



     By (Signature and Title)*

                              /s/ John M. Loll
                              -------------------------------------


                              -------------------------------------
                              John M. Loll, Treasurer


     Date: March 15, 2000


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



<PAGE>



                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                           Washington, DC  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:

       Dodge & Cox Funds
       One Sansome Street, 35th Floor
       San Francisco, CA  94104

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): [ ]

        Dodge & Cox Balanced Fund

3.  Investment Company Act File Number:  811-173

    Securities Act File Number: 2-11522

4(a). Last day of fiscal year for which this notice is filed:

       December 31, 1999

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                $ 1,568,613,718
          during the fiscal year pursuant to                     ---------------
          section 24(f):

     (ii) Aggregate price of securities redeemed or $ 2,199,329,763
          repurchased during the fiscal year:       ---------------

    (iii) Aggregate price of securities redeemed or $         -0-
          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:

     (iv) Total available redemption credits [add               -$ 2,199,329,763
          Items 5(ii) and 5(iii):                               ----------------

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

     (vi) Redemption  credits  available  for use in $(630,716,045)
          future years -- if Item 5(i) is less than ---------------
          Item 5(iv) [subtract Item 5(iv)from Item
          5(i)]:

    (vii) Multiplier for determining registration                 x      .000264
          fee (See Instruction C.9):                            ----------------

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

6.   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 in effect before October 11, 1997,  then report the amount of
     securities (number of shares or other deducted here: _______. 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: ________.


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
    [line5(viii) plus line7]:
                                                                 =$        -0-
                                                                ================

9.   Date the registration fee and interest payment was sent to the
     Commission's lockbox depository:    N/A


          Method of Delivery:


                    [     ]  Wire Transfer
                    [     ]  Mail or other means



                                SIGNATURES


     This report has been signed below by the following  person on behalf of the
issuer and in the capacity and on the date indicated.



     By (Signature and Title)*

                              /s/ John M. Loll
                              -------------------------------------


                              -------------------------------------
                              John M. Loll, Treasurer


     Date: March 15, 2000


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




<PAGE>



                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                           Washington, DC  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:

       Dodge & Cox Funds
       One Sansome Street, 35th Floor
       San Francisco, CA  94104

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): [ ]

           Dodge & Cox Income Fund

3.       Investment Company Act File Number:  811-173

    Securities Act File Number: 2-11522

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

      December 31, 1999

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               $    443,028,959
          during the fiscal year pursuant to                    ----------------
          section 24(f):

     (ii) Aggregate  price of securities  redeemed or $ 350,923,665
          repurchased during the fiscal year:       ---------------

    (iii) Aggregate price of securities redeemed or   $        -0-
          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:

     (iv) Total available redemption credits [add               -$   350,923,665
          Items 5(ii) and 5(iii):                               ----------------

      (v) Net Sales - if Item 5(i) is greater than               $    92,105,294
          Item 5(iv) [subtract Item 5(iv) from Item             ----------------
          5(i)]:

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

    (vii) Multiplier for determining registration                 x      .000264
          fee (See Instruction C.9):                            ----------------

   (viii) Registration fee due (multiply Item 5(v)               =$    24,315.80
          by Item 5(vii) (enter "0" if no fee                   ================
          due):


6.   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 in effect before October 11, 1997,  then report the amount of
     securities (number of shares or other deducted here: _______. 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: ________.


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]:
                                                                 =$    24,315.80
                                                                ================

9.   Date the registration fee and interest payment was sent to the
     Commission's lockbox depository:   March 14, 2000


          Method of Delivery:


                    [  X  ]  Wire Transfer
                    [     ]  Mail or other means



                                SIGNATURES


     This report has been signed below by the following  person on behalf of the
issuer and in the capacity and on the date indicated.



     By (Signature and Title)*

                              /s/ John M. Loll
                              -------------------------------------


                              -------------------------------------
                              John M. Loll, Treasurer


     Date: March 15, 2000


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





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