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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.
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1. Name and address of issuer:
LB Series Fund, Inc.
625 Fourth Avenue South
Minneapolis, MN 55415
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2. Name of each series or class of funds for which this notice is filed:
Growth Portfolio
Income Portfolio
Money Market Portfolio
High Yield Portfolio
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3. Investment Company Act File Number: 811-4603
Securities Act File Number: 33-3677
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4. Last day of fiscal year for which this notice is filed:
December 31, 1996
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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:
[ ]
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6. Date of termination of issuers declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
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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:
Growth Portfolio 0
Income Portfolio 0
Money Market Portfolio 0
High Yield Portfolio 0
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8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
Growth Portfolio 0
Income Portfolio 0
Money Market Portfolio 0
High Yield Portfolio 0
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9. Number and aggregate sale of price of securities sold during the fiscal
year:
Growth Portfolio 0
Income Portfolio 0
Money Market Portfolio 0
High Yield Portfolio 0
Aggregate sale price of securities sold:
Growth Portfolio 0
Income Portfolio 0
Money Market Portfolio 0
High Yield Portfolio 0
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10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of securities sold:
Growth Portfolio 0
Income Portfolio 0
Money Market Portfolio 0
High Yield Portfolio 0
Aggregate sale price of securities sold:
Growth Portfolio 0
Income Portfolio 0
Money Market Portfolio 0
High Yield Portfolio 0
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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):
Number of securities issued:
Growth Portfolio 0
Income Portfolio 0
Money Market Portfolio 0
High Yield Portfolio 0
Aggregate sale price of securities issued:
Growth Portfolio 0
Income Portfolio 0
Money Market Portfolio 0
High Yield Portfolio 0
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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
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(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11,
if applicable): + 0
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(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): - 0
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(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
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(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): 0
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(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law
or regulation (see Instruction C.6): x 1/3300
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(vii) Fee due [line (i) or line (v) multiplied by
line (vii)]: 0
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Instruction: 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.
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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).
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Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
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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 (Signature and Title)* /s/ Randall L. Wetherille
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Randall L. Wetherille, Assistant Secretary
Date February 24, 1997
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*Please print the name and title of the signing officer below the signature.
4
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LB SERIES FUND, INC.
625 Fourth Avenue South
Minneapolis, Minnesota 55415
February 24, 1997
LB Series Fund, Inc.
625 Fourth Avenue South
Minneapolis, MN 55415
Dear Sir or Madam:
You have requested my opinion for use in conjunction with a Rule 24f-2
Notice for LB Series Fund, Inc. (the "Fund") to be filed in respect of
shares of capital stock of the Fund ("Shares") sold for the fiscal year
ended December 31, 1996, pursuant to the Fund's Registration Statement filed
with the Securities and Exchange Commission ("SEC") under the Securities Act
of 1933 (File No. 33-3677) ("Registration Statement").
In its pre-effective Registration Statement, the Fund elected to register an
indefinite number of Shares pursuant to the provisions of Rule 24f-2.
I have reviewed the amended Registration Statement of the Fund and such
other documents and records deemed relevant. On the basis of the foregoing,
it is my opinion that the Shares sold for the fiscal year ended December 31,
1996, registration of which the Rule 24f-2 Notice makes definite in number,
were legally issued, fully paid and nonassessable.
I consent to your filing this opinion as an Exhibit to the Rule 24f-2 Notice
referred to above, the Registration Statement of the Fund and to any
application or Registration Statement filed under the Securities Laws of any
of the States of the United States.
Sincerely,
/s/ Randall L. Wetherille
Randall L. Wetherille
Assistant Secretary
(612) 340-8039
RLW:ah\Opin97
