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UNITED STATES
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:
Alliance Mortgage Securities Fund, Inc.
1345 Avenue of the Americas
New York, New York 10105
2. The name of each series or class of securities for which
this Form is filed (If the Form is being filed for all
series and classes of securities of the issuer, check the
box but do not list series or classes): /X/
3. Investment Company Act File Number:
811-03829
Securities Act File Number:
002-85921
4(a). Last day of fiscal year for which this Form is filed:
December 31, 1999
4(b). / / Check box if this Form is being filed late (i.e.,
more than 90 calendar days after the end of the
issuer's fiscal year). (See Instruction A.2)
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): $ 0
____________
(ii) Aggregate price of securities
redeemed or repurchased during the
fiscal year: $236,611,106
____________
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(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: $445,896,369
____________
(iv) Total available redemption credits
[add Items 5(ii) and 5(iii)]: $682,507,475
____________
(v) Net sales - if Item 5(i) is greater
than Item 5(iv) [subtract Item
5(iv) from 5(i)]: $ 0
____________
(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)]: $682,507,475
____________
(vii) Multiplier for determining
registration fee (See Instruction
C.9): x.000264
____________
(viii) Registration fee due [multiply Item
5(v) by Item 5(vii)] (enter "0" if
no fee is due): = $ 0
____________
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:
16,999,710
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:
2
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129,110,160
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):
$0
8. Total of the amount of the registration fee due plus any
interest due [line 5(viii) plus line 7]:
$0
9. Date the registration fee and any interest payment was
sent to the Commission's lockbox depository:
N/A
Method of Delivery:
/ / Wire transfer
/ / Mail or other means
Signatures
This report has been signed below by the following person on
behalf of the issuer and in the capacity and on the date
indicated.
By (Signature and Title)* /s/Domenick Pugliese
_________________________
Domenick Pugliese
Assistant Secretary
Date: March 23, 2000
* Please print the name and title of the signing officer below
the signature.
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00250125.AU9
