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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: IDS Growth Fund, Inc.
IDS Tower 10
Minneapolis, MN 55440-0010
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2. Name of each series or class of funds for which this notice is filed:
Series Class(es) of Shares
IDS Growth Fund Class A
Class B
Class Y
IDS Research Opportunities Fund Class A
Class B
Class Y
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3. Investment Company Act File Number: 811-2111
Securities Act File Number: 2-38355
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4. Last day of fiscal year for which this notice is filed: July 31, 1997
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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: [ ]
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6. Date of termination of issuer's declaration under rule 24f-2
(a)(1), if applicable (see instruction A.6): Not Applicable
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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
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8. Number and amount of securities registered during the fiscal
year other than pursuant to rule 24f-2: 0
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9. Number and aggregate sale price of securities sold during the
fiscal year: $1,669,730,724
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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: $1,669,730,724
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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): N/A
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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): $1,669,730,724
(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from Item 11, if applicable): + 0
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year
(if applicable): - 810,614,590
(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) $ 859,116,134
(vi) Multiplier prescribed by Section 6(b)
of the Securities Act of 1933 or other
applicable law or regulation
(see Instruction C.6): x1/3300
(vii) Fee due [line (i) or line (v) multiplied
by line (vi)]: $ 260,338.22
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.
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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: September 24, 1997
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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.
By ____________________________
William R. Pearce
President and Chief Executive Officer
Date: September 24, 1997
EXHIBIT INDEX
(b)(10) OPINION OF COUNSEL
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September 24, 1997
IDS Growth Fund, Inc.
IDS Tower 10
Minneapolis, Minnesota 55440-0010
Gentlemen:
I have examined the Articles of Incorporation and the By-Laws of the Company and
all necessary certificates, permits, minute books, documents and records of the
Company, and the applicable statutes of the State of Minnesota, and it is my
opinion:
(a) That the Company is a corporation duly organized and existing under the
laws of the State of Minnesota with an authorized capital stock of
10,000,000,000 shares, all of $.01 par value, that such shares may be
issued as full or fractional shares and that on July 31, 1997,
160,094,665 shares were issued and outstanding;
(b) That all such authorized shares are, under the laws of the State of
Minnesota, redeemable as provided in the Articles of Incorporation of
the Company and upon redemption shall have the status of authorized and
unissued shares;
(c) That the Company registered on December 26, 1991 an indefinite number
of shares pursuant to Rule 24f-2 and is herewith filing a Rule 24f-2
Notice covering the shares sold during its Fiscal Period ended July 31,
1997; and
(d) That shares which were sold at not less than their par value and in
accordance with applicable federal and state securities laws were
legally issued, fully paid and nonassessable.
I hereby consent that the foregoing opinion may be used in connection with the
Rule 24f-2 Notice.
Very truly yours,
William R. Pearce
President and Chief Executive Officer
901 S. Marquette Ave., Suite 2810
Minneapolis, Minnesota 55402-3268
