<PAGE>
<PAGE>
UNITED STATES
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:
THE BURNHAM FUND INC.
1325 AVENUE OF THE AMERICAS, 17TH FLOOR
NEW YORK, NEW YORK 10019
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 the securities or classes): [X]
3. Investment Company Act File Number:
811-994
Securities Act File Number:
2-17226
4(a). Last day of fiscal year for which this Form is filed:
December 31, 1997
4. 4(b) Check box if this Form is being filed late (i.e., more than 90 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.
5. 4(c) Check box if this is the last time the issuer will be filing this
Form. [ ]
<PAGE>
<PAGE>
5. Calculation of registration fee:
<TABLE>
<C> <S> <C> <C>
(i) Aggregate sales price of securities sold during the
fiscal year pursuant to section 24(f): $ 8,715,826
----------
(ii) Aggregate price of securities redeemed or
repurchased during the fiscal year. $ 10,050,186
-----------
(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 items 5(ii) and 5(iii): -$10,050,186
----------
(v) Net sales-If item 5(i) is greater than Item 5(iv)
(subtract Item 5(v) from 5(i): $(1,334,350)
----------
(vi) Redemption credits available for use in future years $(1,334,350)
----------
---If Item 5(i) is less than Item 5(iv) (subtract Item
5(iv) from Item 5(i)):
(vii) Multiplier for determining registration fee (See
Instruction C.9): X.00030303
---------
(viii) Registration fee due (multiply Item 5(v) by Item
5(vii)) (enter "0" if no fee is due): =$ -0-
===========
</TABLE>
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 24f-2 as
in effect before (effective date of rescission of rule 24f-2), then report the
amount of securities (number of shares or other units) deducted here: 0.
----------
If there is a number of shares or other units that were registered pursuant to
rule 24e-2 remaining 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: 0.
--------
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): +$ -0-
--------
8. Total of the amount of the registration fee due plus any interest due (Item
5(viii) plus line 7)
=$ -0-
==========
9. Date the registration fee and any interest payment was sent to the
Commissions' lockbox depository:
Method of Delivery:
[ ] Wire Transfer
[ ] Mail or other means
<PAGE>
<PAGE>
SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the duties indicated:
---------------------------------------------
By: Michael E. Barna
---------------------------------------------(Name)
Chief Financial Officer and Secretary
---------------------------------------------(Title)
Date: March 17, 1998
--------------
*Please print the name and title of the signing officer below the signature
