U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer:
Panorama Series Fund, Inc.
6803 South Tucson Way
Englewood, Colorado 80112
2. Name of each series or class of funds for which this notice is filed:
Income Portfolio
3. Investment Company Act File Number: 811-3255
Securities Act File Number: 2-73969
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: -0-
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2: -0-
9. Number and aggregate sale price of securities sold during the fiscal year:
10,731,720 $13,028,098
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
10,731,720 $13,028,098
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):
3,638,915 $4,008,148
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during
the fiscal year in reliance on rule 24f-2
(from Item 10): $13,028,098
------------
(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11,
if applicable): +$4,008,148
-------------
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): -$17,036,246
-------------
(iv) Aggregate price of shares redeemed or repurchased
and previously applied as a reduction to filing
fees pursuant to rule 24e-2 (if applicable): + -0-
------------
(v) Net aggregate price of securities sold and issued
during the fiscal year in reliance on rule 24f-2
(line (i), plus line (ii), less line (iii), plus
line (iv)) (if applicable): $ -0-
------------
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law or
regulation (see Instruction C.6): x 1/3300
------------
(vii) Fee due (line (i) or line (v) multiplied by
line (vi)): $ -0-
------------
Instruction: Issuers should complete line (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 Instructions 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 Rule of Informal and Other
Procedures (17 CFR 202.3a). / /
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
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.
Panorama Series Fund, Inc.
/s/ Robert J. Bishop
By:______________________________________
Robert J. Bishop, Assistant Treasurer
Date: 2/27/97
cc: Allan Adams, Esq.
Katherine Feld
Gloria LaFond
sec\pano-2.24f
<PAGE>
MYER, SWANSON, ADAMS & WOLF, P.C.
ATTORNEYS AT LAW
THE COLORADO STATE BANK BUILDING
1600 BROADWAY, SUITE 1480
DENVER, COLORADO 80202-4915
TELEPHONE (303) 866-9800
FACSIMILE (303) 866-9818
February 21, 1997
Panorama Series Fund, Inc.
3410 South Galena Street
Denver, Colorado 80231
Gentlemen:
In connection with the public offering of the $.001 par value shares of common
stock of Panorama Series Fund, Inc., a corporation organized under the laws of
the State of Maryland (the "Fund"), as counsel for the Fund, we have examined
such records and documents and have made such further investigation and
examination as we deem necessary for the purpose of this opinion.
This opinion is submitted with respect to the Government Securities, Total
Return, International Equity, Money, Income, LifeSpan Capital Appreciation,
LifeSpan Balanced and LifeSpan Diversified Income Portfolios. Each Portfolio
sells its shares separately to separate accounts offered by various life
insurance companies pursuant to separate registration statements and
prospectuses.
We are advised that during the year ending December 31, 1997, the following
shares of each Portfolio of the Fund were sold in reliance on the registration
of an indefinite number of shares pursuant to Rule 24f-2 of the Investment
Company Act of 1940:
Total Return LifeSpan Balanced International Equity
93,916,426 11,771,412 17,318,472
Government LifeSpan LifeSpan Capital
Securities Diversified Apreciation
3,228,090 2,767,203 12,599,280
<PAGE>
Income Money
10,731,720 26,563,839
It is our opinion that the said shares of common stock sold by the foregoing
portfolios of the Fund in reliance on Rule 24f-2 of the Investment Company Act
of 1940 are legally issued, fully paid and nonassessable by the Trust.
Sincerely,
/s/ Allan B.Adams
Allan B. Adams
of MYER, SWANSON, ADAMS & WOLF, P.C.
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