NICHOLAS FUND INC
N-30D, 1996-05-29
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NICHOLAS FUND, INC.

				       May 20, 1996

Report to Shareholders:

	Nicholas Fund completed its fiscal year ended March 31, 1996 with a 
+32.38% total return with distributions reinvested.  In comparison, the 
Standard & Poor's 500 increased +32.11% and NASDAQ OTC was up +34.77% for the 
same period.  The Fund produced a +6.30% return for the calendar quarter ended 
March 31.  This result compared to +5.37% and +4.68% for the Standard & Poor's 
500 and NASDAQ OTC, respectively.  The Fund's cash position was 2.7% at fiscal 
year-end.  As our investment strategy stresses patience, we would like to 
emphasize long-term results.  Shown below are results for various time periods 
ended March 31, 1996.

<TABLE>
							    AVERAGE ANNUAL TOTAL RETURN*
						   _____________________________________________
										  JULY 14, 1969**
						    5 YEARS   10 YEARS   15 YEARS    26.7 YEARS
						    _______   ________   _______   _____________
<S>                                                <C>        <C>        <C>          <C>
Nicholas Fund (Distributions Reinvested)           +14.52%    +12.85%    +15.58%      +13.49%
NASDAQ OTC Composite (Excludes Income)             +17.96%    +11.38%    +11.68%          N/A
Standard & Poor's 500 (Income Reinvested)          +14.65%    +13.97%    +15.11%      +11.59%
Consumer Price Index                                 +2.8%      +3.6%      +3.8%        +5.6%  
Ending value of $10,000 invested in
  Nicholas Fund (Distributions Reinvested)         $19,697    $33,505    $87,802     $293,836
	
</TABLE>        
	
	*  Total returns are historical and include change in share price and 
reinvestment of dividend and capital gain distributions.  Past performance is 
no guarantee of future results.  Principal value and return will fluctuate so 
an investment, when redeemed, may be worth more or less than original cost.

       **  Date of initial public offering.  Starting time period for Standard
& Poor's 500 and the Consumer Price Index was June 30, 1969.

	While not ignoring the obvious investment concerns, i.e., historically 
high stock valuations, higher interest rates and an uncertain economic outlook, 
management continues to concentrate on stock selection.  The positive forces in 
today's investment market, a plethora of money chasing marketable securities 
and reasonably strong profits, are obviously carrying the day.  We are finding 
values in technology issues, selected growth stocks and individual common 
stocks where short-term corrections produce opportunity.  We are also 
continuing to consolidate our list.  Management would like to thank all 
shareholders for the confidence they have placed in the long-term investment 
philosophy of the Fund.  We appreciate your patience and support.

				       Sincerely,

				       /s/ Albert O. Nicholas

				       Albert O. Nicholas
				       President
<PAGE>

SCHEDULE OF INVESTMENTS
March 31, 1996
<TABLE>
<CAPTION>

      Shares or                                             Quoted
      Principal                                             Market
       Amount                                               Value
      _________                                           __________
							 (Note 1 (a))
<C>              <C>                                 <C>
COMMON STOCKS - 96.6%
		 AGRICULTURE - 0.5%
	100,000  Monsanto Company                     $    15,350,000
	 30,000  Potash Corporation
		  of Saskatchewan Inc.                      1,875,000
							_____________
							   17,225,000
							_____________
		 BANKS AND FINANCE - 19.8%
	272,000  Edwards (A.G.), Inc.                       6,766,000
      1,505,300  Federal Home Loan Mortgage Corporation   128,326,825
      4,500,000  Federal National Mortgage Association    143,437,500
      1,097,250  Fifth Third Bancorp                       63,640,500
	574,700  Firstar Corporation                       25,717,825
	336,900  First Bank System, Inc.                   20,087,663
	220,000  Litchfield Financial Corporation           3,135,000
      2,084,000  Marshall & Ilsley Corporation             54,444,500
      1,735,350  Mercury Finance Company                   24,511,819
      1,000,000  Norwest Corporation                       36,750,000
	465,750  Regions Financial Corporation             20,434,781
	645,000  Security Capital Corporation (WI) +       37,410,000
      1,050,000  Travelers Group Inc.                      69,300,000
	350,000  Wells Fargo & Company                     91,350,000
							_____________
							  725,312,413
							_____________
		 BROADCASTING AND COMMUNICATIONS - 0.4%
	301,600  Pulitzer Publishing Company               15,683,200
							_____________
		 BUSINESS SERVICES - 3.1%
	686,000  Cintas Corporation                        34,300,000
	393,778  First Data Corporation                    27,761,349
	590,000  Micro Warehouse, Inc. *                   24,558,750
	445,000  Wallace Computer Services, Inc.           25,976,875
							_____________
							  112,596,974
							_____________
		 CONSUMER PRODUCTS AND SERVICES - 11.1%
	450,000  Amway Asia Pacific Ltd.                   15,018,750
	889,750  Clayton Homes, Inc.                       18,573,531
      1,200,000  Cooper Tire & Rubber Company              30,900,000
	601,700  CSS Industries, Inc. * +                  13,387,825
	500,000  Eastman Kodak Company                     35,500,000
	804,200  Gillette Company (The)                    41,617,350
	145,000  Hewlett-Packard Company                   13,630,000

<PAGE>        

      Shares or                                             Quoted
      Principal                                             Market
       Amount                                               Value
      _________                                           __________
							 (Note 1 (a))
		 CONSUMER PRODUCTS AND SERVICES - 11.1%
		  (CONTINUED)
	741,500  Hillenbrand Industries, Inc.         $    25,211,000
	755,000  Leggett & Platt, Incorporated             17,270,625
	460,350  Monro Muffler Brake, Inc. * +              7,365,600
	565,000  Motorola, Inc.                            29,945,000
	700,000  Newell Co.                                18,725,000
	513,300  NIKE, Inc. - Class B                      41,705,625
	846,300  Valspar Corporation (The)                 38,400,863
	898,400  Walt Disney Company (The)                 57,385,300
							_____________
							  404,636,469
							_____________
		 FOOD AND BEVERAGE - 4.5%
	700,000  Coca-Cola Company (The)                   57,837,500
      1,683,000  International Dairy Queen, Inc. 
		   - Class A * +                           37,052,928
	720,000  International Dairy Queen, Inc. 
		   - Class B * +                           15,480,000
	500,000  McDonald's Corporation                    24,000,000
      1,650,000  Wendy's International, Inc.               29,906,250
							_____________
							  164,276,678
							_____________
		 HEALTH CARE PRODUCTS - 8.2%
      1,090,000  Abbott Laboratories                       44,417,500
	234,000  American Home Products Corporation *      25,359,750
	730,000  Amgen Inc. *                              42,431,250
	655,900  Elan Corporation PLC *                    42,141,575
	642,800  Forest Laboratories, Inc. *               31,336,500
	200,000  Medtronic, Inc.                           11,925,000
	975,000  Pfizer Inc                                65,325,000
	770,000  Stryker Corporation                       37,874,760
							_____________
							  300,811,335
							_____________
		 HEALTH CARE SERVICES - 11.8%
      1,097,500  Apria Healthcare Group, Inc. *            34,845,625
	850,000  Cardinal Health, Inc.                     54,612,500
	910,000  Columbia/HCA Healthcare Corporation       52,552,500
	 50,000  Health Care and Retirement 
		  Corporation *                             1,887,500
	701,300  Health Management Associates, Inc. 
		  - Class A *                              24,545,500
      2,155,900  Magellan Health Services Inc. * +         48,507,750
	
<PAGE>        
	
      Shares or                                             Quoted
      Principal                                             Market
       Amount                                               Value
      _________                                           __________
							 (Note 1 (a))
COMMON STOCKS - 96.6% (Continued)
		 HEALTH CARE SERVICES- 11.8% (CONTINUED)
	424,500  PacifiCare Health Systems, Inc. 
		  - Class B *                         $    36,188,625
      1,733,000  Quorum Health Group, Inc. *               40,942,125
	800,000  U.S. Healthcare, Inc.                     36,700,000
      1,657,905  Vencor,Inc. *                             57,197,722
      1,500,000  VIVRA Incorporated *                      43,125,000
							_____________
							  431,104,847
							_____________
		 INDUSTRIAL PRODUCTS AND SERVICES - 11.1%
      1,938,000  General Motors Corporation - Class H     122,578,500
	420,000  Intel Corporation                         23,887,500
	262,500  Lockheed Martin Corporation               19,917,187
	550,000  Marshall Industries *                     16,775,000
      1,373,000  Stant Corporation +                       16,476,000
	500,000  Texas Instruments Incorporated            25,437,500
	878,750  Thermo Electron Corporation *             52,285,625
      2,027,000  Tyco International LTD.                   72,465,250
      2,017,000  Watts Industries, Inc.                    40,087,875
	742,500  Wausau Paper Mills Company                17,077,500
							_____________
							  406,987,937
							_____________
		 INSURANCE - 11.9%
	527,250  AFLAC Incorporated                        16,476,563
	283,300  AMBAC Inc.                                13,633,813
	239,000  Chubb Corporation (The)                   22,436,125
	577,500  Cincinnati Financial Corporation          36,599,062
	888,777  Foremost Corporation of America +         48,882,735
	100,000  General Re Corporation                    14,575,000
      2,430,000  Mercury General Corporation +            101,148,750
	750,000  MGIC Investment Corporation               40,875,000
	531,600  Mutual Risk Management Ltd.               21,994,950
      1,518,500  Protective Life Corporation +             51,249,375
      1,100,000  SunAmerica, Inc.                          55,412,500
	325,000  TIG Holdings, Inc.                        10,562,500
							_____________
							  433,846,373
							_____________
		 INVESTMENT MANAGEMENT - 1.1%
	404,700  Franklin Resources, Inc.                  23,067,900
	392,100  United Asset Management Corporation       18,183,638
							_____________
							   41,251,538
							_____________
	
<PAGE>        
	
      Shares or                                             Quoted
      Principal                                             Market
       Amount                                               Value
      _________                                           __________
							 (Note 1 (a))
		 REAL ESTATE - 0.1%
	115,000  Meditrust                            $     3,895,625
							_____________
		 RETAIL TRADE - 9.9%
	330,000  Arbor Drugs, Inc.                          6,930,000
      1,378,600  AutoZone, Inc. *                          46,700,075
      2,700,000  Circuit City Stores, Inc.                 80,662,500
      1,404,000  Consolidated Stores Corporation *         47,034,000
      3,000,000  Heilig-Meyers Company +                   61,875,000
	800,000  Home Depot, Inc. (The)                    38,200,000
	649,800  Kohl's Corporation *                      41,181,075
	947,600  Office Depot, Inc. *                      18,596,650              
	600,000  Walgreen Co.                              19,575,000
							_____________
							  360,754,300
							_____________
		 TRANSPORTATION - 0.8%
	635,000  American Freightways Corporation *         8,175,625
	115,000  Arnold Industries, Inc.                    1,811,250
	723,393  Heartland Express, Inc. *                 18,356,097
							_____________
							   28,342,972
							_____________
		 MISCELLANEOUS - 2.3%
	  2,000  Berkshire Hathaway Inc. *                 67,700,000
	629,000  Leucadia National Corporation             15,646,375
							_____________
							   83,346,375
							_____________
		 TOTAL COMMON STOCKS
		  (cost $2,100,827,698)                 3,530,072,036
							_____________
CONVERTIBLE BONDS - 0.7%
    $10,290,000  National HealthCare L.P.
		  6.00%, 7/1/00
		  (cost $19,756,800)                       25,197,638
							_____________
SHORT-TERM INVESTMENTS - 2.2%
		 COMMERCIAL PAPER - 1.9%
      6,600,000  Harnischfeger Industries, Inc.
		  5.40%, due April 1, 1996                  6,600,000
      5,000,000  Schreiber Foods, Inc.
		  5.40%, due April 3, 1996                  4,998,500
      5,000,000  Payco American Corporation
		  5.45%, due April 8, 1996                  4,994,701
      5,000,000  A.O. Smith Corporation                   
		  5.40%, due April 10, 1996                 4,993,250
	
<PAGE>        
	
      Shares or                                             Quoted
      Principal                                             Market
       Amount                                               Value
      _________                                           __________         
							 (Note 1 (a))
SHORT-TERM INVESTMENTS - 2.2% (CONTINUED)
		 COMMERCIAL PAPER - 1.9% (CONTINUED)
    $ 5,500,000  Fiserv, Inc.
		  5.40%, due April 12, 1996           $     5,490,925
      3,000,000  Manpower, Inc.
		  5.38%, due April 15, 1996                 2,993,723
     10,000,000  A.O. Smith Corporation
		  5.40%, due April 17, 1996                 9,976,000
      5,000,000  A.O. Smith Corporation
		  5.40%, due April 19, 1996                 4,986,500
      3,500,000  Payco American Corporation
		  5.50%, due April 19, 1996                 3,490,375
      5,000,000  A.O. Smith Corporation
		  5.45%, due April 23, 1996                 4,983,347
      5,000,000  Schreiber Foods, Inc.
		  5.45%, due April 25, 1996                 4,981,833               
      3,000,000  Heller Financial, Inc.
		  5.57%, due April 29, 1996                 2,987,003
      6,000,000  Quad/Graphics, Inc.
		  5.60%, due April 29, 1996                 5,973,867
      2,500,000  NEC Industries Inc.
		  5.72%, due May 13, 1996                   2,483,317
							_____________
							   69,933,341
							_____________

<PAGE>

      Shares or                                             Quoted
      Principal                                             Market
       Amount                                               Value
      _________                                           __________
							 (Note 1 (a))
		 VARIABLE DEMAND NOTES - 0.3%
    $10,731,450  Sara Lee Corporation
		  5.94%, due April 1, 1996            $    10,731,450
      1,365,500  Warner-Lambert Company
		  5.85%, due April 1, 1996                  1,365,500
							_____________
							   12,096,950
							_____________
		   TOTAL SHORT-TERM INVESTMENTS
		    (cost $81,751,929)                     82,030,291
							_____________
		   TOTAL INVESTMENTS                    3,637,299,965
							_____________
		 CASH AND RECEIVABLES, NET
		  OF LIABILITIES - 0.5%                    17,999,666
							_____________
		   TOTAL NET ASSETS (Basis of 
		    percentages disclosed above)       $3,655,299,631
							_____________
							_____________
</TABLE>                                                        

+  This company is affiliated with the Fund; that is, the Fund holds 5% or more 
of its outstanding voting securities.  Such companies are defined in Section 
2(a)(3), of the Investment Company Act of 1940.  (Note 5)
*  Nondividend paying security.

The accompanying notes to financial statements are an integral part of this 
schedule.

<PAGE>

STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1996

<TABLE>
<S>                                                                 <C>
ASSETS:
    Investments in securities at market value (Note 1 (a)) -
       Nonaffiliated issuers (cost $1,972,868,313) - see 
	accompanying schedule of investments                        $3,198,464,002
       Affiliated issuers (cost $229,468,114) - see accompanying 
	schedule of investments (Note 5)                               438,835,963
								     _____________
	     Total investments                                       3,637,299,965
								     _____________
    Cash                                                                   694,055
    Receivables -
       Dividends and interest                                            2,336,103
       Investment securities sold                                       24,046,316
								     _____________
	     Total receivables                                          26,382,419
								     _____________
	     Total assets                                            3,664,376,439
								     _____________
LIABILITIES:
    Payables -
       Investment securities purchased                                   6,437,645
       Management fee (Note 2)                                           2,011,885
       Other payables and accrued expenses                                 627,278
								     _____________
	     Total liabilities                                           9,076,808
								     _____________
	     Total net assets                                       $3,655,299,631
								     _____________
								     _____________
NET ASSETS CONSIST OF:
    Fund shares issued and outstanding                              $2,067,274,359
    Net unrealized appreciation on investments (Note 3)              1,434,685,176
    Accumulated undistributed net realized gains on investments        147,600,125
    Accumulated undistributed net investment income                      5,739,971
								     _____________
								    $3,655,299,631
								     _____________
								     _____________
NET ASSET VALUE PER SHARE ($.50 par value, 200,000,000 shares 
    authorized) offering price and redemption price 
    ($3,655,299,631 ./. 57,284,323 shares outstanding)                      $63.81
									     _____
									     _____
</TABLE>
<PAGE>

STATEMENT OF OPERATIONS
FOR THE YEAR ENDED MARCH 31, 1996

<TABLE>
<S>                                                        <C>
INCOME:
    Dividends -
      Nonaffiliated issuers                                $  39,882,507
      Affiliated issuers (Note 5)                              4,860,852
    Interest                                                   8,430,055
    Other                                                         63,266
							    ____________
							      53,236,680
							    ____________
EXPENSES:
    Management fee (Note 2)                                   21,433,970
    Transfer agent fees                                        1,951,458
    Postage                                                      394,917
    Custodian fees                                               281,305
    Printing                                                     163,682
    Telephone                                                     67,679
    Registration fees                                             57,394
    Legal fees                                                    35,429
    Audit and tax consulting fees                                 23,000
    Insurance                                                     22,970
    Directors' fees                                               15,177
    Other operating expenses                                       3,389
							    ____________
							      24,450,370
							    ____________
      Net investment income                                   28,786,310
							    ____________
NET REALIZED GAINS ON INVESTMENTS (Note 1 (b)):
    Nonaffiliated issuers                                    309,710,018
    Affiliated issuers (Note 5)                                  731,918
							    ____________
							     310,441,936
							    ____________
NET INCREASE IN UNREALIZED APPRECIATION ON INVESTMENTS       585,991,652
							    ____________
    Net gains on investments                                 896,433,588
							    ____________
    Net increase in net assets resulting from operations    $925,219,898
							    ____________
							    ____________
</TABLE>

The accompanying notes to financial statements are an integral part of these 
statements.

<PAGE>

STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEARS ENDED MARCH 31, 1996 AND 1995
					
<TABLE>
<CAPTION>
								1996             1995
							   _____________    _____________
<S>                                                        <C>             <C>
OPERATIONS:
    Net investment income                                  $  28,786,310   $   39,256,375
    Net realized gains on investments (Note 1 (b))           310,441,936      148,604,119
    Net increase in unrealized appreciation on 
      investments                                            585,991,652      114,302,325
							   _____________    _____________
	     Net increase in net assets resulting 
	       from operations                               925,219,898      302,162,819
							   _____________    _____________
DISTRIBUTIONS TO SHAREHOLDERS:
    Distributions from net investment income
      ($0.5650 and $0.7070 per share, respectively)          (31,690,147)     (40,135,350)
    Distributions from net realized gains on 
      investment transactions ($4.0945 and $3.317 
      per share, respectively)                              (228,973,671)    (188,467,392)
							   _____________    _____________
	     Total distributions                            (260,663,818)    (228,602,742)
							   _____________    _____________
CAPITAL SHARE TRANSACTIONS:
    Proceeds from shares issued (3,493,644 and 3,921,537 
      shares, respectively)                                  204,221,865      198,203,207
    Net asset value of shares issued in distributions 
      from net investment income and net realized gains 
      (4,323,439 and 4,478,750 shares, respectively)         245,904,717      216,305,903
    Cost of shares redeemed (8,069,427 and 8,417,904 
      shares, respectively)                                 (463,785,946)    (424,829,482)
							   _____________    _____________
	     Decrease in net assets derived from capital 
	      share transactions                             (13,659,364)     (10,320,372)
							   _____________    _____________
	     Total increase in net assets                    650,896,716       63,239,705
							   _____________    _____________
NET ASSETS, at the beginning of the year (including 
  undistributed net investment income of $8,643,808 and 
  $9,522,783, respectively)                                3,004,402,915    2,941,163,210
							   _____________    _____________
NET ASSETS, at the end of the year (including 
  undistributed net investment income of $5,739,971 
  and $8,643,808, respectively)                           $3,655,299,631   $3,004,402,915
							   _____________    _____________
							   _____________    _____________

</TABLE>

The accompanying notes to financial statements are an integral part of these 
statements.

<PAGE>

FINANCIAL HIGHLIGHTS
(FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR)
<TABLE>                                                                             
<CAPTION>
										
									 YEAR ENDED MARCH 31,
					    _______________________________________________________________________________________  
					     1996     1995     1994     1993     1992     1991     1990     1989     1988     1987
					    ______   ______   ______   ______   ______   ______   ______   ______   ______   ______
<S>                                         <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
NET ASSET VALUE, BEGINNING OF YEAR          $52.22   $51.10   $52.91   $49.68   $42.99   $37.72   $35.27   $32.15   $39.94   $35.26
  INCOME FROM INVESTMENT OPERATIONS:
  Net investment income                        .57      .69      .74      .75      .70      .80      .96      .97     1.07     1.03
  Net gains or (losses) on securities                                          
   (realized and unrealized)                 15.68     4.46     (.68)    5.20     7.49     5.48     3.46     3.63    (2.99)    4.72
					    ______   ______   ______   ______   ______   ______   ______   ______   ______   ______
     Total from investment operations        16.25     5.15      .06     5.95     8.19     6.28     4.42     4.60    (1.92)    5.75
					    ______   ______   ______   ______   ______   ______   ______   ______   ______   ______
  LESS DISTRIBUTIONS:
  Dividends (from net
   investment income)                         (.57)    (.71)    (.82)    (.68)    (.68)    (.79)    (.92)   (1.03)   (1.84)    (.88)
  Distributions (from capital gains)         (4.09)   (3.32)   (1.05)   (2.04)    (.82)    (.22)   (1.05)    (.45)   (4.03)    (.19)
					    ______   ______   ______   ______   ______   ______   ______   ______   ______   ______
     Total distributions                     (4.66)   (4.03)   (1.87)   (2.72)   (1.50)   (1.01)   (1.97)   (1.48)   (5.87)   (1.07)
					    ______   ______   ______   ______   ______   ______   ______   ______   ______   ______
NET ASSET VALUE, END OF YEAR                $63.81   $52.22   $51.10   $52.91   $49.68   $42.99   $37.72   $35.27   $32.15   $39.94
					    ______   ______   ______   ______   ______   ______   ______   ______   ______   ______
					    ______   ______   ______   ______   ______   ______   ______   ______   ______   ______
TOTAL RETURN                                 32.38%   10.88%    0.04%   12.41%   19.33%   17.13%   12.55%   14.81%   (3.74%   16.75%
RATIOS/SUPPLEMENTAL DATA:            
Net assets, end of year (millions)         $3,655.3 $3,004.4 $2,941.2 $3,013.4 $2,234.1 $1,642.8 $1,389.5 $1,172.3 $1,117.8 $1,299.0
Ratio of expenses to average net assets        .74%     .77%     .78%     .76%     .78%     .81%     .82%     .86%     .86%     .86%
Ratio of net investment income         
  to average net assets                        .87%    1.34%    1.40%    1.53%    1.60%    2.17%    2.56%    2.84%    3.04%    3.13%
Portfolio turnover rate                      25.70%   29.82%   33.39%   10.20%   14.58%   21.85%   21.31%   24.03%   31.63%   27.29%
Average commission rate paid by the
  Fund on portfolio investment            
  transactions*                             $0.0492   --       --       --       --       --       --       --       --       --

</TABLE>

*Disclosure of this rate is required by the Securities and Exchange Commission 
on a prospective basis beginning with the Fund's 1996 fiscal year end.

The accompanying notes to financial statements are an integral part of these 
statements.

<PAGE>

NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996

(1)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
     The Fund is an open-end, diversified management investment company 
     registered under the Investment Company Act of 1940, as amended.  The 
     primary objective of the Fund is capital appreciation in which income is 
     a secondary consideration.  To achieve its objective, the Fund invests in 
     a diversified list of common stocks having growth potential.  The 
     following is a summary of the significant accounting policies of Nicholas 
     Fund, Inc. (the "Fund"):

     (a)  Each security, excluding short-term investments, is valued at the 
	  last sale price reported by the principal security exchange on which 
	  the issue is traded, or if no sale is reported, the latest bid price.  
	  Variable demand notes are valued at cost which approximates market 
	  value.  Commercial paper is stated at market value with the resultant 
	  difference between market value and original purchase price being 
	  recorded as interest income.  Investment transactions are recorded no 
	  later than the first business day after the trade date.  Cost 
	  amounts, as reported on the schedule of investments and the statement 
	  of assets and liabilities, are the same for Federal income tax 
	  purposes. 
	  
     (b)  Net realized gains and losses on common stocks and bonds were 
	  computed on the basis of specific certificates.  
	  
     (c)  Provision has not been made for Federal income taxes or excise taxes 
	  since the Fund has elected to be taxed as a "regulated investment 
	  company" and intends to distribute substantially all taxable income 
	  to its shareholders and otherwise comply with the provisions of the 
	  Internal Revenue Code applicable to regulated investment companies.
	
     (d)  Dividend income and distributions to shareholders are recorded on the 
	  ex-dividend date.  Non-cash dividends, if any, are recorded at fair 
	  market value on date of distribution.
	
     (e)  The preparation of financial statements in conformity with generally 
	  accepted accounting principles requires management to make estimates 
	  and assumptions that affect the reported amounts of assets and 
	  liabilities and disclosure of contingent assets and liabilities at 
	  the date of the financial statements, and the reported amounts of 
	  revenues and expenses during the reporting period.  Actual results 
	  could differ from the estimates.

(2)  INVESTMENT ADVISER AND MANAGEMENT AGREEMENT -
     The Fund has an agreement with Nicholas Company, Inc. (with whom certain 
     officers and directors of the Fund are affiliated) to serve as investment 
     adviser and manager.  Under the terms of the agreement, a monthly fee is 
     paid to the investment adviser based on 1/16th of 1% (.75 of 1% on an 
     annual basis) of the average net asset value up to and including $50 
     million and 2/37th of 1% (.65 of 1% on an annual basis) of the average net 
     asset value in excess of $50 million.  Also, the investment adviser may be 
     reimbursed for clerical and administrative services rendered by its 
     personnel.  This advisory agreement is subject to an annual review by the 
     Directors of the Fund.

(3)  NET UNREALIZED APPRECIATION -
     Aggregate gross unrealized appreciation (depreciation) as of March 31, 
     1996, based on investment cost for Federal tax purposes is as follows:
	
	Aggregate gross unrealized appreciation on investments   $1,445,381,418
	Aggregate gross unrealized depreciation on investments      (10,696,242)
								  _____________
		Net unrealized appreciation                      $1,434,685,176
								  _____________
								  _____________
(4)  INVESTMENT TRANSACTIONS -
     For the year ended March 31, 1996, the cost of purchases and the proceeds 
     from sales of investment securities, other than short-term obligations, 
     aggregated $810,389,544 and $945,648,182, respectively.

<PAGE>

(5)  TRANSACTIONS WITH AFFILIATES -
     Following is an analysis of fiscal 1996 transactions with "affiliated 
     companies" as defined by the Investment Company Act of 1940:
     
<TABLE>                                                        
<CAPTION>

													 AMOUNT OF
													  CAPITAL          
											   AMOUNT OF   GAINS (LOSSES)
							SHARE ACTIVITY                     DIVIDENDS      REALIZED
					  ______________________________________________   CREDITED       ON SALE
											   TO INCOME     OF SHARES
					   BALANCE                              BALANCE    IN FISCAL     IN FISCAL
     SECURITY NAME                         3/31/95     PURCHASES     SALES      3/31/96       1996          1996
     ____________                         _________    _________   _________   _________   _________    ___________
     <S>                                  <C>           <C>         <C>        <C>         <C>          <C>
     CSS Industries, Inc.                   497,400     104,300        --        601,700       --             --              
     Foremost Corporation of America        572,277     316,500        --        888,777     838,379          --
     Heilig-Myers Company                 2,069,000     931,000        --      3,000,000     646,660          --
     International Dairy Queen, Inc.
       Class A                            1,683,000      --            --      1,683,000       --             --
       Class B                              720,000      --            --        720,000       --             --
     Magellan Health Services, Inc. (c)   1,650,000     505,900        --      2,155,900       --             --
     Mercury General Corporation          2,430,000      --            --      2,430,000   2,041,200          --
     Monro Muffler Brake, Inc. (b)          140,700     319,650        --        460,350       --             --
     Protective Life Corporation (b)      1,800,000      --          281,500   1,518,500   1,029,670      5,108,028
     Security Capital Corporation           275,500     369,500        --        645,000     148,275          -- 
     Stant Corporation                    1,074,000     299,000        --      1,373,000     104,020          --
     Treadco, Inc. (a)                      355,400     100,000      455,400      --          52,648     (4,376,110)
											   _________      _________
											  $4,860,852    $   731,918
											   _________      _________
											   _________      _________
</TABLE>        

(a)  As of March 31, 1996, the Fund is no longer affiliated with this company.

(b)  The share activity has been adjusted to reflect a stock split/dividend.

(c)  Name changed from Charter Medical Corporation.

<PAGE>

HISTORICAL RECORD (UNAUDITED)

<TABLE>
<CAPTION>
				   (ADJUSTED FOR TWO-FOR-ONE STOCK SPLIT JUNE 15, 1979)

			 NET       NET INVESTMENT    CAPITAL GAIN    DOLLAR WEIGHTED    GROWTH OF AN
		     ASSET VALUE       INCOME        DISTRIBUTIONS   PRICE/EARNINGS    INITIAL $10,000
		      PER SHARE      PER SHARE         PER SHARE        RATIO**         INVESTMENT***
		     __________    ______________    _____________   _______________   _______________
<S>                   <C>           <C>                <C>              <C>              <C>
July 14, 1969*        $  6.59       $  --              $  --             --              $  10,000
March 31, 1986          35.26        0.575              0.610           15.8 times          87,699
March 31, 1987          39.94        0.882              0.187           16.3               102,386
March 31, 1988          32.15        1.840              4.034           14.1                98,557
March 31, 1989          35.27        1.025              0.451           13.2               113,155
March 31, 1990          37.72        0.924              1.054           14.9               127,360
March 31, 1991          42.99        0.790              0.225           16.9               149,179
March 31, 1992          49.68        0.679              0.824           19.4               178,015
March 31, 1993          52.91        0.679              2.042           18.5               200,098
March 31, 1994          51.10        0.8175             1.047           16.7               200,182
March 31, 1995          52.22        0.707              3.317           17.2               221,970
June 30, 1995           53.74        0.2200(a)          1.1610(a)       17.8               234,475
September 30, 1995      58.66          --                --             18.9               255,942
December 31, 1995       60.03        0.3450(b)          2.9335(b)       19.9               276,429
March 31, 1996          63.81          --                --             21.0               293,836

  *  Date of Initial Public Offering                    (a) Paid May 17, 1995 to shareholders of record May 12, 1995
 **  Based on latest 12 months accomplished earnings
***  Assuming reinvestment of all distributions         (b) Paid December 31, 1995 to shareholders of record December 22, 1995.

</TABLE>

Range in quarter end price/earnings ratios since
	     December 31, 1974
	    High            Low
	____________    _____________
	3/31/96 21.0    3/31/82 8.3
	

<PAGE>

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Shareholders and Board of Directors
  of Nicholas Fund, Inc.:

     We have audited the accompanying statement of assets and liabilities of 
NICHOLAS FUND, INC. (a Maryland corporation), including the schedule of 
investments, as of March 31, 1996, and the related statement of operations for 
the year then ended, the statements of changes in net assets for each of the 
two years in the period then ended, and the financial highlights for each of 
the periods presented.  These financial statements and financial highlights 
are the responsibility of the Fund's management.  Our responsibility is to 
express an opinion on these financial statements and financial highlights based 
on our audits.

     We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements and 
financial highlights are free of material misstatement.  An audit includes 
examining, on a test basis, evidence supporting the amounts and disclosures in 
the financial statements. Our procedures included confirmation of securities 
owned as of March 31, 1996, by correspondence with the custodian and brokers.  
As to securities purchased but not yet received, we requested confirmation from 
brokers and, when replies were not received, we carried out other alternative 
auditing procedures.  An audit also includes assessing the accounting 
principles used and significant estimates made by management, as well as 
evaluating the overall financial statement presentation.  We believe that our 
audits provide a reasonable basis for our opinion.

     In our opinion, the financial statements and financial highlights referred 
to above present fairly, in all material respects, the financial position of 
Nicholas Fund, Inc. as of March 31, 1996, the results of its operations for the 
year then ended, the changes in its net assets for each of the two years in the 
period then ended, and the financial highlights for the periods presented in 
conformity with generally accepted accounting principles.


				       ARTHUR ANDERSEN LLP

Milwaukee, Wisconsin,
April 24, 1996.

<PAGE>

AUTOMATIC INVESTMENT PLAN - AN UPDATE (UNAUDITED)

The Nicholas Family of Funds' AUTOMATIC INVESTMENT PLAN provides a simple 
method to dollar cost average into the fund(s) of your choice.

Dollar cost averaging involves making equal systematic investments over an 
extended time period.  A fixed dollar investment will purchase more shares when 
the market is low and fewer shares when the market is high. The automatic 
investment plan is an excellent way for you to become a disciplined investor.

The following table illustrates what dollar cost averaging can achieve. Please 
note that past performance is no guarantee of future results. Nicholas Company 
recommends dollar cost averaging as a practical investment method. It should be 
consistently applied for long periods (5-10 years or more) so that investments 
are made through several market cycles. The table will be updated and appear in 
future financial reports issued by the Nicholas Family of Funds. 

							 Nicholas Fund
						     ____________________
	$1,000 initial investment on                  7-14-69     3-31-86
	$100 invested on the last day of each month 
	   following the date of the initial 
	   investment (in years)                         26.7          10
	Total cash invested                          $ 33,100     $13,000
	Total capital gains reinvested               $101,586     $ 4,464
	Total dividends reinvested                   $ 55,614     $ 1,822
	Total full shares owned 3/31/96                 6,843         448
	Total market value on 3/31/96                $436,667     $28,558

The results above assume purchase on the last day of the month for the 
respective periods.  The Nicholas Automatic Investment Plan actually invests on 
the 20th of each month (or on the alternate date specified by the investor). 
Total market value includes reinvestment of all distributions.






TOP TEN EQUITY HOLDINGS (UNAUDITED)


						March 31, 1996*
						______________
Federal National Mortgage Association                3.9%
Federal Home Loan Mortgage Corporation               3.5%
General Motors Corporation - Class H                 3.4%
Mercury General Corporation                          2.8%
Wells Fargo & Company                                2.5%
Circuit City Stores, Inc.                            2.2%
Tyco International LTD.                              2.0%
Travelers Group Inc.                                 1.9%
Berkshire Hathaway Inc.                              1.9%
Pfizer Inc                                           1.8%

* Percentage of total net assets.

<PAGE>


OFFICERS AND DIRECTORS

ALBERT O. NICHOLAS
President and Director

ROBERT H. BOCK
Director

MELVIN L. SCHULTZ
Director

RICHARD SEAMAN
Director

DAVID L. JOHNSON
Executive Vice President

THOMAS J. SAEGER
Executive Vice President and Secretary

DAVID O. NICHOLAS
Senior Vice President

LYNN S. NICHOLAS
Senior Vice President

CANDACE L. LESAK
Vice President

JEFFREY T. MAY
Vice President

CHERYL L. KING
Treasurer

CHRISTINA M. MOURADIAN
Assistant Treasurer

Custodian and Transfer Agent
FIRSTAR TRUST COMPANY
Milwaukee
(414) 276-0535

Counsel
DAVIS & KUELTHAU, S.C.
Milwaukee

Auditors
ARTHUR ANDERSEN LLP
Milwaukee







This report is submitted for the information of shareholders of the Fund. It is 
not authorized for distribution to prospective investors unless preceded or 
accompanied by an effective prospectus.

ANNUAL REPORT





NICHOLAS FUND, INC.

700 North 
Water Street 
Milwaukee,
Wisconsin 53202


March 31, 1996




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