<PAGE>
FORM 24F-2
CHUBB AMERICA FUND, INC.
1. Name and Address of issuer:
Chubb America Fund, Inc.
One Granite Place, Concord, New Hampshire 03301
- --------------------------------------------------------------------------------
2. Name of each series or class of funds for which this notice is filed:
World Growth Stock Portfolio, Money Market Portfolio, Gold Stock
Portfolio, Domestic Growth Stock Portfolio, Bold Portfolio, Growth
and Income Portfolio, Capital Growth Portfolio, Balanced
Portfolio, Emerging Growth Portfolio
- --------------------------------------------------------------------------------
3. Investment Company Act File Number: 811-4161
Securities Act File Number: 2-94479
- --------------------------------------------------------------------------------
4. Last day of fiscal year for which this notice is filed:
December 31, 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):
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 pursant 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:
N/A
- --------------------------------------------------------------------------------
9. Number and aggregate sale price of securities sold during the fiscal
year:
0
- --------------------------------------------------------------------------------
<PAGE>
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
0
- --------------------------------------------------------------------------------
11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable (see
Instructions B.7):
0
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) : $ 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 (if applicable): - 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
-------
(v) Net aggregate price of securities sold and issued during the
fiscal year in reliance on rule 24f-2 [line (1), plus line (ii),
less line (iii), plus line (iv)] (if applicable) 0
-------
(vi) Multiplier prescribed by Section 6(b) of the Securities Act of
1993 or other applicable law or regulation (see Instruction
C.6): x 1/3300
-------
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: 0
-------
Instructions: 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:
N/A
- --------------------------------------------------------------------------------
SIGNATURES
<PAGE>
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
Registration Fees for Certain Investment Companies
By: (Signature and Title)* Thomas H. Elwood
---------------------------------------
Assistant Secretary
---------------------------------------
Date February 27, 1997
-----------------
* Please print the name and title of the signing officer below the signature.
<PAGE>
February 27, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
This opinion is given in connection with the filing by Chubb America Fund, Inc.,
a Maryland corporation (the "Fund"), of a notice pursuant to Rule 24f-2 (the
"Rule 24f-2 Notice") under the Investment Company Act of 1940 (the "1940 Act").
In its Registration Statement on Form N1-A (File Nos. 2-94479 and 811-4161)
("Registration Statement"), filed with the Securities and Exchange Commission
("Commission") under the Securities Act of 1933 (the "1933 Act") and the 1940
Act, the Fund registered an indefinite number or amount of securities and
undertook to file a Rule 24f-2 Notice within six months of its December 31
fiscal year end.
I have examined the Fund's Articles of Incorporation, as amended and restated;
its By-Laws, as amended; its Board of Directors resolutions; the Notification of
Registration on Form N-8A filed with the Commission under the 1940 Act; the
Registration Statement as originally filed with Commission under the 1933 Act
and 1940 Act on the same date; all pre-effective and post-effective amendments
to the Registration Statement under the 1933 Act and 1940 Act as filed with the
Commission; and such corporate and other records, certificates, documents and
statutes that I have deemed relevant in order to render the opinion expressed
herein.
Based on such examination, I am of the opinion that all shares of the Chubb
America Fund, Inc., the registration of which this 24f-2 Notice makes definite
in number, were legally issued, fully paid, and nonassessable.
Sincerely,
Thomas H. Elwood
Assistant Counsel
THE/emb
