The World Funds, Inc.
1500 Forest Avenue, Suite 223
Richmond, Virginia 23229
February 28, 1997
Filing Desk
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE; VONTOBEL FUNDS, INC. (FORMERLY - THE WORLD FUNDS, INC.)
File No. 2-78931 and 811-3551
Gentlemen:
Transmitted herewith is the above-referenced Fund's 24f-2
Notice on Form 24f-2 and an opinion of counsel with respect
thereto. W e have remitted the necessary filing fee to the
Commission's lockbox depository in the amount of $26,729.91.
Please call me at 1-800-527-9500 if you have any questions.
Sincerely,
John Pasco, III
President and Chairman
Enclosures
cc: Daniel M. Siegel, Esquire (w/encl.)
Steven M. Felsenstein, Esquire (w/encl.)
Annual Notice of
Securities Sold Pursuant to Rule 24F-2
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: The World Funds, Inc.
1500 Forest Avenue,
Suite 223
Richmond, VA 23229<PAGE>
2.Name of
each series or class of funds for which this notice is
filed:
Vontobel U.S. Value Fund Series
Sand Hill Portfolio Manager Fund Series
Vontobel EuroPacific Fund Series
Vontobel International Bond Fund Series
Vontobel Eastern European Equity Fund Series<PAGE>
3.Investment Company Act File
Number: 811-3551
Securities Act File Number: 2-78931<PAGE>
4.Last day of fiscal year for which
this notice is filed:
December 31, 1996
<PAGE>
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:
<PAGE>
6.Date of termination of issuer's declaration under rule
24f-2(a)(1), if applicable (see Instruction A.6):
<PAGE>
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.
None
<PAGE>
8. Number and amount of securities registered during the fiscal
year other than pursuant to rule 24f-2:
None
<PAGE>
9. Number and aggregate sale price of securities sold during the
fiscal year:
The number of securities sold during the fiscal year is
15,534,286. The aggregate
sale price of securities sold during the fiscal year is
$218,725,889.<PAGE>
10.Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule 24f-2:
The number of securities sold during the fiscal year in
reliance upon registration
pursuant to rule 24f-2 is 15,534,286. The aggregate sale
price of securities sold
during the fiscal year in reliance upon registration
pursuant to rule 24f-2 is
$218,725,889. <PAGE>
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):
0
<PAGE>
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):
$218,725,889
(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):
- - -$130,517,209
(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):
$
88,208,680
(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)]:
$26,729.91
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.
<PAGE>
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).
Date of mailing or wire transfer of filing fees to the
Commission's lockbox depository: February 28, 1997
<PAGE>
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)* /s/ John Pasco, III
John Pasco, III,
President and Chairman
Date February 28, 1997
* Please print the
name and Title of the signing officer below the
signature.002608\023231\FRM24F27.DOS
Sands, Anderson, Marks & Miller
a Professional Corporation
801 E. Main Street, P.O. Box 1998
Richmond, Virginia 23218-1998
February 28, 1997
The World Funds, Inc.
1500 Forest Avenue, Suite 223
P. O. Box 8687
Richmond, Virginia 23226
Gentlemen:
We have examined the Articles of Incorporation for The
World Funds, Inc., a
Maryland corporation (the "Fund"), and the Bylaws of the
Fund. We have examined (i)
the Rule 24f-2 Notice on Form 24F-2 for the Fund for the
fiscal year ended
December 31, 1996, (ii) the Fund's most recent Post-
Effective Amendment to its
Registration Statement on Form N-1A, (iii) the Fund's
Annual Report to Shareholders
For the Year Ended December 31, 1996 for the Sand Hill
Portfolio Manager Fund
Series, the Vontobel U. S. Value Fund Series, the Vontobel
EuroPacific Fund Series, the
Vontobel International Bond Fund Series and the Vontobel
Eastern European Equity
Fund Series, and (iv) the Auditors' Reports of Tait,
Weller & Baker, dated January 17,
1997, with respect to the financial condition of the
Sand Hill Portfolio Manager Fund
Series, the Vontobel U.S. Value Fund Series, the Vontobel
EuroPacific Fund Series, the
Vontobel International Bond Fund Series and the Vontobel
Eastern European Equity
Fund Series. In addition, we have relied upon
representations of the Fund with respect
to matters relevant to the opinion expressed herein.
The Fund is authorized to issue Five Hundred Million
(500,000,000) shares of common
stock having a par value of one cent ($.01) per share.
The Articles of Incorporation designate
that the following numbers of shares of the Fund's common
stock are allocated to the following
Series: (a) Fifty Million (50,000,000) shares to the
Sand Hill Portfolio Manager Fund Series
(formerly the Sand Hill Portfolio Allocated Growth Fund
Series); (b) Fifty Million (50,000,000)
shares to the Vontobel EuroPacific Fund Series (formerly
the T. V. EuroPacific Fund Series, the
Tyndall-Newport Global Growth Fund Series, Newport Global
Growth Fund Series and the
Nicholson Growth Fund Series and successor to the
Bowser Growth Fund Series); (c) Fifty
Million (50,000,000) shares to the Vontobel U. S. Value
Fund Series (successor to the Dividend
Series of the Dividend/Growth Fund, Inc.); (d) Fifty
Million (50,000,000) shares to the Vontobel
International Bond Fund Series and (e) Fifty Million
(50,000,000) shares to the Vontobel Eastern
European Equity Fund Series. (All of the shares of
the Fund's common stock allocated to each
of the aforementioned Series are hereinafter
referred to collectively as the "Shares.")
The Fund has filed with the Securities and Exchange
Commission of the United States an
election to register an indefinite number of shares
pursuant to the provisions of Rule 24f-2 under
the Investment Company Act of 1940, as amended (the
"Election"). You have advised us that
each year during which Shares, including any Shares
reinvested from net income distributions, are
sold pursuant to the Election, the Fund will timely
file a notice pursuant to said Rule 24f-2,
perfecting the registration of the Shares, including
any Shares reinvested from net income
distributions, sold by the Fund during each fiscal
year in which the Election remains in effect. In
connection with the Rule 24f-2 Notice for the fiscal
year ended December 31, 1996, you have re-
quested that we provide you with the opinion contained
herein.
Based solely upon the foregoing information and
examination, we are of the opinion, as of
the date hereof, that the Shares of the Fund, the
registration of which the Fund's Rule 24f-2
Notice for the fiscal year ended December 31, 1996,
makes definite in number, were legally
issued, fully paid and non-assessable.
We hereby consent to the use of this opinion
with the Rule 24f-2 Notice on Form 24F-2.
Very truly yours,
SANDS, ANDERSON, MARKS & MILLER
a Professional Corporation
By: /s/ Daniel M. Siegel
Vice President
002608\023231\24F297.DOS
