BERWYN FUND INC
DEFA14A, 1996-03-13
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                  SCHEDULE 14A INFORMATION
          Proxy Statement Pursuant to Section 14(a)
           of the Securities Exchange Act of 1934
                              
                              
                              
Filed by the Registrant                      x
Filed by a Party other than the Registrant
o
Check the appropriate box:
o    Preliminary Proxy Statement
x     Definitive Proxy Statement
o    Definitive Additional Materials
o    Soliciting Material Pursuant to 240.14a-11(c)
or 240.14a-12

                                    THE BERWYN FUND,
INC.
      (Name of Registrant as Specified In Its Charter)
                              
                                             KEVIN M.
RYAN
         (Name of Person(s) Filing Proxy Statement)
                              
Payment of Filing Fee (Check the appropriate box):
x     $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-
6(i)(1), or 14a-6(i)(2).
o    $500 per each party to the controversy pursuant
to Exchange Act Rule 14a-6(i)(3).
o    Fee computed on table below per Exchange Act
Rules 14a-6(i)(4) and 0-11.

     1)   Title of each class of securities to which
          transaction applies:
          ___________________________________________
          ____________
     
     2)   Aggregate number of securities to which
          transaction applies:
          ___________________________________________
          ____________
     
     3)   Per unit price or other underlying value of
          transaction computed
          pursuant to Exchange Act Rule 0-11:1
          ___________________________________________
          ____________
     
     4)   Proposed maximum aggregate value of
          transaction:
          ___________________________________________
          _____________
     
1Set forth the amount on which the filing fee is
calculated and state how it was determined.

o    Check box if any part of the fee is offset as
provided by Exchange Act
     Rule 0-11(a)(2) and identify the filing for
which the offsetting fee was paid
     previously.  Identify the previous filing by
registration statement number, or the
     Form or Schedule and the date of its filing.

     1) Amount Previously
Paid:__________________________________________

     2) Form, Schedule or Registration Statement
No.:_________________________

     3)
FilingParty:_________________________________________
____________

     4) Date
Filed:_______________________________________________
_______



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