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APPENDIX I U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 24f-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24f-2
1. Name and address of issuer: THE EMPIRE BUILDER TAX-FREE BOND FUND
237 Park Avenue 9th Fl.
New York NY 10017
2. Name of each series or class of funds for which this notice
is filed: THE EMPIRE BUILDER TAX-FREE BOND FUND
3. Investment Company Act File Number: 811-2907
Securities Act File Number: 2-86931
4. Last day of fiscal year for which this notice is filed:
FEBRUARY 29, 1996
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 A.6): NONE
7. Number and amount of securites of the same class or series which
has 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:
SHARES: 1,113,707 SALE PRICE: $19,997,734
8. Number and amount of securities registered during the fiscal year
other than pursuant to Rule 24f-2: NONE
9. Number and aggregate sale price of securities sold during the
fiscal year:
SHARES SALE PRICE
921,372 $16,324,081
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to Rule 24f-2:
SHARES SALE PRICE
0 $0
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): NOT APPLICABLE
SHARES SALE PRICE
0 $0
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EMPIRE BUILDER 24f-2/pg 2
Calculation of registration fees:
12. (i) Aggregate sale price of securities
sold during the fiscal year in
reliance on 24f-2 (from item 10): $0
(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: - 0
SHARES: 0
(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 + 0
(v) Net aggregate price of securities sold and
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): 0
_____________
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable
law or regulation (see instruction C.6): 0.00034483
(vii) Fee due [line (i) or line (v) multiplied by $0.00
line (vi)]:
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No opinion of counsel is enclosed herewith because no shares were sold in
reliance with Rule 24f-2. This notice is for informational purposes only.
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 (17CFR 202.3A). [ ]
Date for mailing or wire transfer of filing fees to the Commission's
lockbox directory:
This report has been signed below by the following persons on behalf of
of the issuer and in the capacities and on the date indicated.
By (Signature and Title)* SIGNATURES
Date: APRIL 10, 1996
_________________________
GORDON M. FORRESTER
Assistant Treasurer
