U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form before preparing Form.
Please print or type:
1. Name and address of issuer: WRL Series Fund, Inc.
201 Highland Avenue
Largo, FL 34640
2. Name of each series or class of funds for which this notice is filed:
WRL Series Fund
3. Investment Company Act File Number:
811-4419
Securities Act File Number: 33-507
4. Last day of fiscal year for which this notice is filed: December 31, 1995
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:
N/A [ ]
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 pursuant 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:
(see attached page 1)
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
(see attached page 1)
<PAGE>
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):
N/A
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): $2,732,150
(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): -1,184,105
(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 (i), plus line (ii), less line (iii),
plus line (iv)) (if applicable): 1,548,045
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law
or regulation (see Instruction C.6): x 1/2900
(vii) Fee due (line (i) or line (v) multiplied
by line (vi)): $ 533.81
Instruction: Issuers should complete line (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).
[X]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository: 2/26/96
SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
By: /s/ Richard B. Franz
------------------------------
Name:
Treasurer
------------------------
Title:
Date: 2/23/96
<PAGE>
U.S. Securities and Exchange Commission
FORM 24F-2
WRL SERIES FUND, INC.
Attachment - page 1
#9 & #10 SHARES SOLD
NUMBER AGGREGATE PRICE
----------- ---------------
Money Market Portfolio 37,406.070 $ 37,406
Bond Portfolio 2,052.988 23,287
Growth Portfolio 28,547.693 1,549,438
Global Portfolio 2,535.815 64,122
Equity-Income Portfolio 3,216.733 46,450
Emerging Growth Portfolio 1,682.806 28,006
Aggressive Growth Portfolio 33,725.423 833,670
Balanced Portfolio 8,148.731 85,150
Utility Portfolio 335.828 7,411
Tactical Asset Allocation Portfolio 4,146.581 57,210
----------- ----------
121,798.668 $2,732,150
=========== ==========
<PAGE>
February 26, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
RE: Offering of Shares of Common Stock of
WRL Series Fund, Inc.
Gentlemen:
In my capacity as Vice President and Assistant Secretary, I have acted
as counsel for WRL Series Fund, Inc. (the "Fund") in connection with assisting
in the preparation and filing with the Securities and Exchange Commission of a
Registration Statement on Form N-1A under the Securities Act of 1933, and
amendments thereto, with respect to the offer and sale of shares of common stock
(par value $.01) of the Fund, including the "Rule 24f-2 Notice" for the fiscal
year ended December 31, 1995, registering 121,798.668 of such shares pursuant to
such Registration Statement, as amended, in accordance with Rule 24f-2 under the
Investment Company Act of 1940.
I have examined the Fund's Articles of Incorporation and Bylaws, as
amended; the proceedings of its Board of Directors relating to the
authorization, issuance, and proposed sale of the shares; and such other records
and documents as I deemed relevant. Based upon such examination, it is my
opinion that upon the issuance and sale of the 121,798.668 shares of common
stock of the Fund (37,406.070 shares of Money Market Portfolio, 2,052.988 shares
of the Bond Portfolio, 28,547.693 shares of the Growth Portfolio, 2,535.815
shares of the Global Portfolio, 1,682.806 shares of the Emerging Growth
Portfolio, 3,216.733 shares of the Equity-Income Portfolio, 33,725.423 shares of
the Aggressive Growth Portfolio, 8,148.731 shares of the Balanced Portfolio,
335.828 shares of the Utility Portfolio and 4,146.581 shares of the Tactical
Asset Allocation Portfolio) in the manner contemplated by the aforesaid
Registration Statement, as amended, such shares were validly issued, fully paid
and non-assessable outstanding shares of common stock of the Fund.
Very truly yours,
/s/ Thomas E. Pierpan
Thomas E. Pierpan
Vice President and
Assistant Secretary
