Annual Notice of Securities Sold Pursuant to Rule 24f-2
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20540
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:
Gibraltar Equity Growth Fund, Inc.,
1201 County Line Road, Rosemont, PA 19010
2. Name of each series or class of funds for which this
notice is filed:
Gibraltar Equity Growth Fund common stock
3. Investment Company Act File Number: N/A
Securities Act File Number: 2-82446
4. Last day of fiscal year for which this notice is
filed:
November 30, 1995
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 A6):
N/A
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:
N/A
8. Number and amount of securities registered during the
fiscal year other than pursuant to rule 24f-2:
Zero
<PAGE>
9. Number and aggregate sale price of securities sold
during the fiscal year:
No: 153 shares Aggregate Sale Price: $2,000
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
No: 153 shares Aggregate Sale Price: $2,000
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
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);
$ 2,000
(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from Item 11, if applcable):
+ NA
(iii) Aggregate price of shares redeemed or repurchased during the fiscal
year (if applicable):
- NA
(iv) Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to rule 24e-2 (if
applicable):
+ NA
(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):
NA
(vi) Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation (see Instruction C.6):
x 1/2900
(vii) Fee due [line (i) or line (v)
multiplied by by line (vi)]: $ 0.69
<PAGE>
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.
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:
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/ David F. Ganley
David F. Ganley, Treasurer
Date: February 13, 1996
* Please print the name and title of the
signing officer below the signature
J. G. GORDON YOCUM
ATTORNEY-AT-LAW
1201 County Line Road, Rosemont, PA 19010
TEL (610) 525-6102 FAX (610) 525-6243
February 13, 1996
Re: Gibraltar Equity Growth Fund, Inc.
Registration No. 2-82445
Gibraltar Equity Growth Fund, Inc.
1201 County Line Road
Rosemont, PA 19010
Attention: Mr. David F. Ganley
Treasurer
Dear Mr. Ganley:
You have informed me that pursuant to Rule 24f-2 under the Investment Company
Act of 1940 (the "1940 Act"), Gibraltar Equity Growth Fund, Inc., a Maryland
corporation (the "Fund"), intends to file a Rule 24f-2 Notice with the
Securities and Exchange Commission (the "SEC").
The notice will cover the fiscal year December 1, 1994 through November 30,
1995. It will show that the Fund, having elected to register an indefinite
number of shares of common stock, sold during such fiscal year 153 shares of
common stock under Rule 24f-2.for such period.
The foregoing sales make definite the number of shares of common stock
registered for such period under the Securities Act of 1933 (the "1933 Act")
pursuant to Rule 24f-2. You have also informed me that all such shares were
issued in accordance with the provisions relating thereto and with the
registration statement filed by the Fund under the 1933 Act.
I have acted as legal counsel to the Fund during the foregoing fiscal year. I
have reviewed the Articles of Incorporation of the Fund, its Bylaws, the 1933
and 1940 Acts, and such minutes of the corporate proceedings and other documents
as I deem material to my opinion.
Based on the foregoing, I am of the opinion that the 153 shares of common stock
described in the Rule 24f-2 Notice as having been sold during such fiscal year
were legally issued, fully paid and non-assessable.
<PAGE>
I consent to the filing of this opinion with the SEC as an exhibit or attachment
to the foregoing Rule 24f-2 Notice and the Fund's post-effective amendments to
its registration statement under the 1933 and 1940 Acts. I consent to the
reference to me in the prospectus of the Fund as legal counsel who has passed
upon the legality of the offering of such shares of common stock.
I also consent the filing of this opinion with the securities regulatory
agencies in the states and other jurisdictions in which such shares of common
stock are offered for sale.
Yours very truly,
/s/ J. G. Gordon Yocum
J. G. Gordon Yocum
