EXCEL MIDAS GOLD SHARES INC
N-8A/A, 1995-08-30
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                                                              File No. 811-4316


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-8A/A

                    AMENDMENT TO NOTIFICATION OF REGISTRATION
                      FILED PURSUANT TO SECTION 8(a) OF THE
                         INVESTMENT COMPANY ACT OF 1940

         The undersigned  investment  company hereby amends its  notification of
registration filed with the Securities and Exchange  Commission  pursuant to the
provisions  of  Section  8(a)  of the  Investment  Company  Act of  1940  and in
connection  with such  amendment to  notification  of  registration  submits the
following information:

Name:    MIDAS FUND, INC.
         (formerly registrant's name was Excel Midas Gold Shares, Inc.)

Address of Principal Business Office:

                  11 Hanover Square
                  New York, New York 10005

Telephone Number:          212-785-0900

Name and Address of Agent for Service of Process:

                  William J. Maynard, Esq.
                  11 Hanover Square
                  New York, New York  10005

Check Appropriate Box:

Registrant is filing a  Registration  Statement  pursuant to Section 8(b) of the
Investment  Company Act of 1940 concurrently with the filing of Form N-8A: YES /
/ NO / X /


DC-217819.1

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Effective as of August 28, 1995 ("Effective  Date") Midas Fund, Inc., a Maryland
Corporation  ("Corporation"),  will  succeed  to  all  of  the  assets,  rights,
obligations,  and  liabilities of Excel Midas Gold Shares,  Inc. The Corporation
hereby  expressly  adopts the  Notification  of Registration of Excel Midas Gold
Shares, Inc., effective as of the Effective Date, as its own for all purposes of
the Investment Company Act of 1940.



DC-217819.1

<PAGE>


                                    SIGNATURE


         Pursuant to the requirements of the Investment Company Act of 1940, the
Registrant  has caused this  amended  notification  of  registration  to be duly
signed on its behalf in the City of San Diego and the State of California on the
28th day of August, 1995.

                                                   EXCEL MIDAS GOLD SHARES, INC.


                                                                             By:
                                                             /s/ Richard B. Muir
                                                           Name: Richard B. Muir
                                                 Title: Executive Vice President


ATTEST:      /s/ Kevin M. Swain
                  Name: Kevin M. Swain

DC-217819.1

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