U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24F-2
1. Name and address of issuer:
American Diversified
Suite 680, 12100 Wilshire Rd
Los Angeles, CA 90025
2. Name of each series or class of funds for which this notice is filed:
American Diversified Fund, Inc.
Common Stock, $0.01 Par Value
3. Investment Company Act File Number: 811-3434
Securities Act File Number: 2-76762
4(a) Last day of fiscal year for which this notice is filed: March 31, 1998
4(b) Check box if this notice is being filed late (i.e., more than 90 calendar
days after the end of the issuer's fiscal year). (See instruction A.2) [ x ]
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 during the fiscal year pursuant to
section 24(f): $69,856
(ii) Aggregate price of securities redeemed or repurchased during the fiscal
year: $0
(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): $0
(v) Net sales - if item 5(I) is greater than item 5(iv) [subtract item 5(iv)
form item 5(i)]: $69,856
(vi) Redemption credits available for use in future years - if item 5(i) is less
than item 5(iv) [subtract item 5(iv) from item 5(I)]: $ ( 0)
(vii) Multiplier for determining registration fee (see instruction C.9)x.00295
(viii) Registration fee due [multiply item 5(v) by item 5(vii)]
Enter "0": if no fee is due): =$20.61
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 24e-2 as
in effect before October 11, 1997, then report the amount of securities (number
of shares or other units) 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): +$1.03
8. Total of the amount of the registration fee due plus any interest due [line
5(viii) plus line 7]: =$21.64
9. Date the registration fee and any interest payment was sent to the
Commission's lockbox depository: 6/29/99
Method of Delivery: [ ] No Payment Due
[ ] Wire Transfer
[ x ] Mail or other means
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 (Signature and Title)* ______________________________
Date: 6/15/99 James Rea, President
