FIRST PRAIRIE DIVERSIFIED ASSET FUND
24F-2NT, 1994-02-28
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                      FIRST PRAIRIE DIVERSIFIED ASSET FUND
                          c/o THE DREYFUS CORPORATION
                                200 PARK AVENUE
                              NEW YORK, NY  10166



Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, NW
Washington, DC  20549


      24f-2 Notice - FIRST PRAIRIE DIVERSIFIED ASSET FUND
      Registration Statement No. 2-95547 - CIK #0000762126

Gentlemen:

    On December 31, 1985, the Registration Statement of First Prairie
Diversified Asset Fund was declared effective by the SEC.  The Registration
Statement represented the Fund's election to register an indefinite number of
shares and this Notice, filed pursuant to Rule 24f-2, is for the fiscal year
ended December 31, 1993.

    The following information is furnished:

    (a) Shares registered under Securities Act
        of 1933 other than pursuant to Rule 24f(2):                 None


                                                  SHARES        DOLLAR AMOUNT

    (b) Total number of shares sold during
        fiscal year ended 12/31/93 subject
        to registration under Rule 24f-2:       1,371,295      $18,398,111

    (c) Less shares redeemed during
        fiscal year ended 12/31/93:               365,489      $ 4,772,177
                                                ---------      -----------

    Net Sales During Year [(b) - (c)]:          1,005,806      $13,625,934
                                                =========        ============


                                   CALCULATION OF FEE

    Net sales dollar amountof $13,625,934 @ 1/29 of 1% = $4,698.60.

    Funds in the amount of $4,698.60 representing the registration fee were
wired to CIK #0000762126 on February 25, 1994.  An opinion of counsel is
enclosed.


                                                   Very truly yours,

MNJ/ems

                                                   Mark N. Jacobs,
cc:  Mr. J. deMichaelis, SEC                       Secretary
     Ms. R. McLaughlin, E&Y
     Mr. S. Rosenberg, BONY


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