VOLUMETRIC FUND INC
485BPOS, 1997-04-30
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                            Registration No. 33-12703

                                    Form N-1A


REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                   _X__

Pre-Effective Amendment No. ______________________                        ___

Post-Effective Amendment No. _________10____________                      _X__

                                       and

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY
   ACT OF 1940                                                            _X__

Amendment  No. _______15_____________                                     _X__


                              VOLUMETRIC FUND, INC.
               (Exact Name of Registrant as specified in Charter)

                  87 VIOLET DRIVE, PEARL RIVER, NEW YORK 10965
                    (Address of Principal Executive Officers)

                                 (914) 623-7637
                        (Registrant's Telephone Number)

                                Gabriel J. Gibs
                             Volumetric Fund, Inc.
                  87 Violet Drive, Pearl River, New York 10965
                    (Name and Address of Agent for Service)


Approximate Date of Proposed Public Offering:  April 30, 1997

It is proposed that this filing will become effective

_X__  immediately upon filing pursuant to paragraph (b)

____  on (date) pursuant to paragraph (b)

____  60 days after filing pursuant to paragraph (b)

____  on (date) pursuant to paragraph (a) of rule 485




<PAGE>



                              VOLUMETRIC FUND, INC.
                       Registration Statement on Form N-1A
                              CROSS REFERENCE SHEET

Form N-1A
ITEM  NO.

                                                                   PROSPECTUS
PART A                    PROSPECTUS CAPTION                       PAGE NUMBER

1.           Cover Page                                              Cover
2.           *
3.           Financial Highlights                                     3
4.           The Fund; Investment Objective;                          3;3;4;6
             Investment Strategy; Investment Restrictions
5.           Management; Officers and Directors                       9
6. (a)       Capital Stock                                            10
   (b)-(d)   *
   (e)       Cover Page; Shareholder Services                         Cover;8
   (f)-(g)   Dividends, Distributions and Tax Statues                 8
7.           How to Purchase Shares; Shareholder                      7;8
             Services
8.           How to Redeem Shares                                     8
9.           *

                                                                   SAI
PART B                   INFORMATION CAPTION                       PAGE NUMBER

10.          Cover Page                                               Cover
11.          Table of Contents                                        2
12.          History and General Information                          2
13.          Investment Objective and Policy;                         2
             Investment Restrictions                                  3
14.          Management of the Fund                                   4
15.          Control Persons and Principal                            6
             Holders of Securities


- -----------------------
* Not Applicable


<PAGE>

                                                               SAI
PART B                   INFORMATION CAPTION                   PAGE NUMBER

16. (a)-(b)  Investment Advisory Services                        6
    (c)-(g)  *
    (h)      See Prospectus
    (I)      *
17.          Brokerage Allocation                                7
18.          See Prospectus
19.          Purchase, Redemption and Pricing of                 8
             Securities
20.          See Prospectus
21.          *
22.          Calculation of Performance Data                     7
23.          Financial Statements                                Annual Report



PART C                  INFORMATION CAPTION

             Information required to be included in Part C
             is set forth under the appropriate Item, so
             numbered, in Part C to this Registration
             Statement




<PAGE>




PROSPECTUS                                                    April 30, 1997



                              VOLUMETRIC FUND, INC.

                  87 Violet Drive, Pearl River, New York 10965
                                 (914) 623-7637
                                 (800) 541-3863


                                   OBJECTIVE

Volumetric Fund's, (the "Fund") investment objective is capital growth.

                              INVESTMENT APPROACH

Conservative.  The Fund uses a downside protection technique to minimize risk.

                                INVESTMENT STYLE

The Fund in a broadly diversified portfolio of large and mid-cap stocks, 
primarily those of the New York Stock Exchange.  The Fund may allocate a 
significant portion of its assets into money market or cash equivalents under
negative stock market conditions.

                                    HISTORY

The Fund was established in 1978 and went public in 1987.  The Fund had an 
average annual total return of 14.45% between January 1, 1979, and December
31, 1996.

                           SALES AND REDEMPTION FEES

                        None. The Fund is 100% No-Load.

                               MINIMUM INVESTMENT

                            To open an account: $500
                           Additional purchase: $200


Investors  are  advised  to read and  retain  this  prospectus  for future
reference.  A  "Statement  of  Additional  Information",  dated April 30, 1997,
containing further information about the Fund has been filed with the Securities
and  Exchange  Commission  and is hereby  incorporated  by  reference  into this
prospectus. A copy of "Statement of Additional Information" is available without
charge by calling the Fund.

THESE  SECURITIES  HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND  EXCHANGE  COMMISSION  NOR HAS THE  COMMISSION  PASSED UPON THE  ACCURACY OR
ADEQUACY OF THIS PROSPECTUS.  ANY  REPRESENTATION  TO THE CONTRARY IS A CRIMINAL
OFFENSE.



<PAGE>


                                TABLE OF CONTENTS

Summary of Fund Expenses............................................2
The Fund............................................................3
Investment Objective................................................3
Financial Highlights................................................3
Performance.........................................................4
Investment Strategy.................................................4
Investment Restrictions.............................................6
How to Purchase Shares..............................................7
"No-Fee" Retirement and Other Special Accounts......................7
How to Redeem Shares................................................8
Shareholder Services................................................8
Dividends, Distributions and Tax Statues............................8
Management..........................................................9
Officers and Directors..............................................9
Capital Stock......................................................10
Custodian, Trustee and Auditor.....................................10
General Information................................................10
Application........................................................11


                            SUMMARY OF FUND EXPENSES

       The  following  table  has  been  prepared  to  assist  the  investor  in
understanding  the various  costs and expenses that an investor in the Fund will
bear directly or indirectly.  You should consider this expense information along
with other  important  information  in this  prospectus,  the Fund's  investment
objective  and the Fund's past  performance.  Please  refer to the  "MANAGEMENT"
section of the Prospectus  for a more complete  description of the various costs
and expenses.

SHAREHOLDER TRANSACTION EXPENSES
  Maximum Sales Load Imposed on Purchases................................None
  Maximum Sales Load Imposed on Reinvested Dividends.....................None
  Deferred Sales Load....................................................None
  Redemption Fees........................................................None
                                                 
ANNUAL FUND OPERATING EXPENSES                                          
(as a percentage of average net assets)
  Management Fee.........................................................1.97%
  12b-1 Fees.............................................................None
  Other Expenses.........................................................None
        TOTAL FUND OPERATING EXPENSES....................................1.97% 

                                               
You would pay the  following  expenses  on a $1,000  investment assuming 5% 
annual return at the end of each time period.  The return of 5% and expenses 
should not be considered  indications of actual or expected fund performance 
or expenses,  both of which will vary. The expenses are incorporated
in the Fund's net asset value. You do not pay them directly.

           1 Year: $20   3 Years: $61   5 Years: $112   10 Years: $254
                                                   
                                                    


<PAGE>



                                    THE FUND

            The Fund is a diversified,  open-end management  investment company,
as defined by the  Investment  Company Act of 1940.  It is called a no-load fund
because its shares are sold without a sales charge.

            Between August of 1978,  its  inception,  and June of 1986, the Fund
was operated as a private limited partnership,  under the name of The Volumetric
Investment Society, with the same investment objective,  approach,  restrictions
and  management  as  described  in this  prospectus.  Its  name was  changed  to
Volumetric Fund, Inc. on June 15, 1986 and it was incorporated under the laws of
the State of New York on July 25,  1986.  The Fund has been open to the  general
public since September 3, 1987.

                              INVESTMENT OBJECTIVE

            The  Fund's  primary investment objective is capital growth.  Its 
secondary objective is downside protection.  The Fund endeavors  to  accomplish
its purpose  through  investments  in a broadly diversified portfolio of large
and mid-cap stocks, principally  those of the New York Stock  Exchange.  The 
Fund may also invest in common stocks of other  exchanges,  NASDAQ  stocks and,
for temporary  defensive purposes,  may  allocate up to 100% of its assets in 
cash  equivalents  and debt instruments,  such as United States  government 
securities and corporate  bonds with Standard & Poor's rating of BBB or higher.

           Since risks are inherent in all stock market investments, there is no
assurance that the investment objective of the Fund at all times be realized.

            The  Fund's primary investment objective may not be changed without
shareholder approval.


                              FINANCIAL HIGHLIGHTS

                The  following   table  sets  forth  the  per  share   operating
performance data for a share of capital stock outstanding,  total return, ratios
of average net assets and other  supplemental  data for each year indicated.  It
has been  audited by Feuer & Orlando,  CPAs,  L.L.P.,  independent  accountants,
whose report appears in the Fund's Annual  Report.  The Fund will furnish a copy
of its Annual Report upon request without charge.


<TABLE>


                                                                    Years Ended December 31

<S>                                            <C>         <C>        <C>       <C>      <C>     <C>      <C>      <C>      <C>     
                                               1996          1995      1994      1993     1992    1991     1990     1989     1988 

Net Asset Value, Beginning of Period          $16.81       $14.33     $16.09    $16.46   $16.13  $12.10   $14.10   $13.10   $11.04
Income from Investment Operations
  Net Investment Income                         0.03         0.03       0.03      0.02     0.10    0.12     0.18     0.10     0.24
  Net Realized and Unrealized Gains
       and Losses on Securities                 2.44         2.45      (0.36)     0.30     1.48    4.08    (0.84)    1.84     1.94
                                              ------       ------     ------    ------   ------  ------    ------   ------   ------
Total from Investment Operations                2.47         2.48      (0.33)     0.32     1.58    4.20    (0.66)    1.94     2.18


Less Distributions:
  Dividends from net investment income         (0.06)        0.00      (0.03)    (0.08)   (0.12)  (0.17)   (0.10)    0.00    (0.12)
  Distributions from capital gains             (0.84)        0.00      (1.40)    (0.63)   (1.11)   0.00    (1.24)   (0.69)    0.00
                                              ------        ------     ------    ------   ------  ------   ------   ------   ------ 
Total Distributions                            (0.90)        0.00      (1.43)    (0.71)   (1.23)  (0.17)   (1.34)   (0.94)   (0.12)
                                              ------        ------     ------    ------   ------  ------   ------    ------   ------

Net Asset Value, End of Period                $18.38       $16.81     $14.33    $16.09   $16.46  $16.13   $12.10   $14.10   $13.10
                                              ======       ======     ======    ======   ======  ======   ======   ======   ======
Total Return                                   15.52%       17.31%    - 2.23%     2.00%   10.60%  35.20%  - 5.17%   15.95%   19.97%
Ratios/Supplemental Data
Net Assets, End of Period (millions)          $14.286      $12.489    $11.156   $11.765  $ 9.936 $ 7.382  $ 4.521  $ 4.828  $ 3.401
Ratio of Expenses to Average Net Assets         1.99%        1.95%      1.99%     2.00%    2.01%   2.03%    2.02%    2.04%    2.09%
Ratio of Net Income to Average Net Assets       0.19%        0.21%      0.19%     0.12%    0.66%   0.90%    1.49%    0.82%    1.98%
Portfolio Turnover Rate                          154%         159%       150%      177%     126%    149%     194%     188%     203%
Average Commission Rate                       $0.028          N/A        N/A       N/A      N/A     N/A      N/A      N/A      N/A
 (per share of security)

</TABLE>


<PAGE>

                                  PERFORMANCE

     During the period from January 1, 1979, beginning of the Fund's full year,
to December 31, 1996, $10,000 invested in Volumetric Fund grew to $103,189
when all distributions were reinvested.  The Fund's average annual total return
from the beginning of 1979 until December 31, 1996 was 14.5%, as compared to
that of the New York Stock Exchange Composite ("NYSE") Index, an unmanaged
index incorporating the weighted average of all the stocks on the New York 
Stock Exchange, which had a 12.1% average annual return in the same period.

     The performance of Volumetric Fund is expressed as total return.  Total 
return is the change in value of an investment in a fund over a particular 
period, assuming that all distributions have been reinvested.  Thus. total 
return reflects dividend income, capital gain distributions, and variations in 
share prices at the beginning and end of a period.  It also incorporates 
deduction of expenses, such as the payment of brokerage commissions and 
management fees.  Please bear in mind: past performance is not necessarily 
indicitive of future results.  Further information about performance is 
available in the Fund's annual and quarterly reports which may be obtained 
free of charge.

     From time to time, the Fund may advertise its performance in various ways,
including information on the Fund's average annual total return and comparing
the performance of the Fund to relevant benchmarks.  In reports to shareholders
or other literature, the Fund may compare its performance to that of other
mutual funds with similar investment objectives and to stock or other relevant
indices.


                               INVESTMENT STRATEGY

      The  Fund is  using  the  unique  Volumetric  Trading  System(TM)  to make
investment  decisions.  This  disciplined  stock trading system has been derived
from Volumetrics(TM),  a proprietary method of technical analysis which measures
the flow of money into and out of stocks by their volume  activity.  Volumetrics
was  developed in the early 1970's by the Fund's  founder  Gabriel J. Gibs.  The
basic concepts of Volumetrics is described in Mr. Gibs' M.B.A.  thesis  entitled
"Forecasting Stock Trends by Volume Analysis" (Pace University, 1974).

      During the last third of 1995, the Fund has introduced an enhanced version
of the Volumetric System, the so-called "Strength and Protection" ("S&P") model.
In essence,  this model combines strength,  a diversified group of strong stocks
for stable growth,  and  protection,  for reduced risk and  volatility.  The S&P
model uses a three pronged approach to achieve the Fund's investment  objective.
The  three  prongs  are:  stock  selection,  timing  of stock  sales  and  asset
allocation.

       A) STOCK SELECTION

       The stock selection  strategy of the Fund involves the  identification of
those stocks,  mostly from the New York Stock  Exchange,  for which a sudden and
substantial  new demand is developing and are in their early or middle stages of
an upside move. As volume  typically  precedes  price,  the Fund's timing system
often   successfully   identifies  stocks  under   accumulation,   takeover  and
restructuring  candidates and stocks that "smart money" buys. A simplified stock
screening process to achieve this is shown in the following paragraphs.

<PAGE>


 THE FOLLOWING CHARTED INFORMATION WAS PRESENTED AS A LINE GRAPH IN THE 
 PROSPECTUS SHOWING THE COMPARISON OF CHANGE IN VALUE OF A $10,000
 INVESTMENT IN VOLUMETRIC FUND AND THE NEW YORK STOCK EXCHANGE COMPOSITE 
 INDEX:

                           (All Dividends reinvested)


     YEAR           VOLUMETRIC          NYSE Index
     
     1978           $ 10,000             $10,000
     1979           $ 11,630             $11,550
     1980           $ 15,991             $14,456
     1981           $ 18,712             $13,198
     1982           $ 21,876             $15,046
     1983           $ 26,321             $17,664
     1984           $ 27,696             $17,894
     1985           $ 36,524             $22,564
     1986           $ 39,225             $25,723
     1987           $ 38,637             $25,646
     1988           $ 46,349             $28,954
     1989           $ 53,743             $33,587
     1990           $ 50,963             $31,068
     1991           $ 68,902             $38,524
     1992           $ 76,311             $40,334
     1993           $ 77,839             $43,521
     1994           $ 76,127             $42,128
     1995           $ 89,336             $55,314
     1996           $103,189             $71,160


                   Average Annual Total Return as of 12-31-96

           1 year         5 years        10 years       Since 1-1-79

           15.52%          8.64%          10.77%           14.45%

           PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE.
 
<PAGE>


       1) Using a computerized  data base,  stocks are identified from the New 
York Stock  Exchange,  whose price  advanced  during the previous day or week 
on unusually heavy volume relative to their own normal volume.

       2) From this group of stocks primary  consideration is given to those
which exhibit high  relative  strength,  are in a strong  industry  group,  have
improved  earnings  prospects,  low debt and not yet over- appreciated in price.
This group may also  include  turnaround  situations  and stocks with some other
positive investment characteristics.

       3) Stocks with the most  positive  overall  characteristics  from the
above group are then further  analyzed by a proprietary  mathematical  model and
the stock(s) with the highest up/down volume ratio (demand/supply ratio) will be
bought.


       B) TIMING OF STOCK SALES

      A major goal of the Fund is to protect its portfolio against declines 
during market corrections and bear markets. Therefore, all stocks in the Fund's 
portfolio are under continuous daily volume/price surveillance.  Typically,  
stocks in the Fund's portfolio are either record high stocks ("R") or uptrend 
("U")  stocks.  An R stock is a stock which hit a record 52-week  high and 
whose  price  ("P") is still  within  10-15%  from its  high.  Generally, at 
least 75% of the Fund's portfolio consists of R stocks. To protect against a 
decline,  an R stock will be sold when it drops more than  10-15% from its 
52-week high.  The exact selling price is determined by a combination of the
Fund's proprietary volume and range analysis.  A U stock will be sold when both
its volume and range analysis turn negative. This usually indicates a subsequent
decline in the price of the stock.



      C) ASSET ALLOCATION

        To minimize  risk, the Fund allocates its assets between stocks and cash
equivalents using a proprietary asset allocation  formula.  The allocation ratio
between cash and stocks depends on two factors: a) the Fund's volume analysis of
the stock market;  and b) the Fund's  portfolio's own internal  strength.  Under
most stock market  conditions,  the cash position of the Fund would be between 3
to 15%. However, under negative stock market conditions the Fund's cash position
may increase to 15-40%, and under extremely negative conditions to over 40%.

        The management  does not take portfolio  turnover into account in making
investment  decisions.  It is estimated that most stocks in the Fund's portfolio
will be held from 3 to 15 months,  and the annual portfolio turnover rate of the
Fund will be between  100-250%.  Generally,  holding periods in bull markets are
expected  to  be  longer  than  in  bear   markets.   High   turnover   involves
correspondingly  greater  brokerage  commissions which the Fund must pay. A high
turnover rate may have tax consequences for shareholders, due to the realization
of capital gains or losses by the Fund. See  "Dividends,  Distributions  and Tax
Status".


                             INVESTMENT RESTRICTIONS

      The Fund will not  purchase  securities  on margin  and will not sell 
any security short or engage in the purchase of call, put and other options
or trading in  derivatives.  The Fund will not purchase or deal in  commodities,
real estate or non-financial assets.

      The Fund cannot borrow money except as a temporary  emergency  measure and
not  exceeding  10% of its total  assets.  The Fund may not purchase  additional
securities while borrowings exceed 5% of the value of its total assets.


<PAGE>


                             HOW TO PURCHASE SHARES

        Shares of the Fund may be purchased at net asset value per share. Net
asset  value  per  share is  calculated  on every  business  day at the close of
trading on the New York Stock Exchange.  The Fund determines the net asset value
per share by subtracting  the Fund's  liabilities  from the Fund's total assets,
dividing the remainder by the total number of shares  outstanding  and adjusting
the result to the nearest full cent. The minimum initial investment is $500. The
minimum for each subsequent investment is $200.

                New  investors  who wish to  purchase  shares  must fill out the
application  form and mail it with their check or money  order to the Fund.  The
day after receipt, the Fund will issue an "Account Statement"  acknowledging the
amount  invested and the number of shares  purchased.  Additional  shares may be
purchased  by written or  telephone  request.  Shares  will be priced at the net
asset value per share next  determined  after the investor's  check or telephone
purchase request is received. The maximum amount to be purchased by telephone is
limited to three times the market value of the shares held in the  shareholder's
account.  The Fund must receive payment after a telephone  purchase within three
business  days.  If payment is not  received,  the Fund will  redeem  sufficient
additional shares from the shareholder's  account to reimburse the Fund for such
loss. A  confirmation  of the  telephone  purchase is not sent until  payment is
received.

           Purchase of Fund shares will be made in full and  fractional  shares,
computed to two decimal places,  unless the investor specifies full shares. Full
shares may be purchased only by telephone. The Fund reserves the right to reject
purchase  orders when, in the judgment of  management,  such rejection is in the
best interest of the Fund.

                Investors  may  also  arrange  to  purchase  shares  of the Fund
through  financial  planners  or  broker-dealers.  Such  financial  planners  or
broker-dealers  may charge  investors a service  fee for the  service  provided;
bearing in mind that the investor could have acquired the Fund's shares directly
without  payment of any fee.  No part of any service fee will be received by the
Fund.

                 "NO-FEE" RETIREMENT AND OTHER SPECIAL ACCOUNTS

        Volumetric Fund offers a variety of "no-fee" retirement accounts for 
individuals (IRAs), corporations (pension plans) and the self-employed (SEP,
Keogh plans).

       Prototype forms of Self-Directed  Individual Retirement Account (IRA) and
Simplified  Employee Pension Plans (SEP) are available from the Fund or from the
brokerage firm of Ernst & Company (One Battery Park Plaza,  New York, NY 10004).
To  open a  self-directed  retirement  account,  you  will  also  have to open a
brokerage account at Ernst & Co. which represents the Trustee,  Delaware Charter
Guarantee and Trust Company,  for your IRA transactions.  To obtain an IRA 
application form or more information about retirement accounts please contact 
the Fund.

       If you transfer to or invest in an IRA or SEP account of Volumetric  Fund
the usual  set-up fee ($25) and annual fee ($38)  charged by the Trustee will be
partially  or  fully  waived  and  paid  for you by  Volumetric  Advisers,  Inc.
according to the following schedule:


  Value of Your Account                         Set-up Fee        Annual Fee

   $2,000 or more                                  None               None
   Less than $2,000                                None               $20


<PAGE>



       The Fund also offers College  Investment Plan (CIP) and Beneficiary  (BA)
accounts. The CIP is a long-term accumulation account with the objective to meet
a minor's  projected  college  expenses.  The Fund will  provide a free  payment
schedule of how much to invest in the Fund to meet the projected cost. There are
lump sum, monthly, quarterly and annual payment options. The Beneficiary Account
is similar to a revocable trust. It is the same as a regular account,  except it
will be  automatically  transferred  to the designated  beneficiary,  in case of
death.  The  beneficiary  may be a person,  such as a relative  or friend,  or a
charitable  organization.  Please contact the Fund for additional  details on BA
and CIP accounts.

                              HOW TO REDEEM SHARES

       Shares of the Fund may be partially  or fully  redeemed any time at 
their net asset value next  determined  after a written  request is received.
Telephone  redemption requests will be also accepted but only after verification
of ownership and is available only to individual shareholders. Joint, custodian,
corporate, trust and institutional redemption requests must be made in writing.

       Redemption  payments  are made no later than the third  business  day
after the effective date for  redemption.  Under the  Investment  Company Act of
1940,  the Fund may suspend  the right of  redemption  or  postpone  the date of
payment  for more than  three  days when:  (a) the New York  Stock  Exchange  is
closed, (b) when trading on the New York Stock Exchange is restricted,  (c) when
an emergency exists which makes it impractical for the Fund to either dispose of
securities  or  make a  fair  determination  of net  asset  value.  There  is no
assurance that the net asset value received upon redemption will be greater than
that paid by a shareholder upon purchase.

                              SHAREHOLDER SERVICES
    Shareholders receive the following services and statements from the Fund:
      * Detailed account statement every time shares are purchased or redeemed.
      * Quarterly reports showing the Fund's portfolio and performance.
      * Annual account and tax statement, showing the value of the shareholder's
          account at year end.
      * Latest quotes, account or general information.  Contact the Fund by 
          calling (914) 623-7637, or (800) 541-FUND, including evenings and 
          weekends. (Toll-free number is not available from area code 914).

                     DIVIDENDS, DISTRIBUTIONS AND TAX STATUS

      The Fund  intends to qualify  annually  as a  "regulated  investment
company" under the Internal Revenue Code. Qualified investment  companies,  such
as most mutual funds,  are exempt from Federal income taxes. In order to qualify
as a "regulated investment company" the Fund will distribute annually to
its shareholders  substantially all of its net investment income and net capital
gains in the form of dividends and capital gain distributions.

      Whether  received in shares or cash,  dividends  paid by the Fund from net
investment  income  or  distributions  from net  capital  gains are  taxable  to
shareholders as ordinary  income.  Distributions of capital gains are taxable to
shareholders  as such,  regardless  of the length of time Fund  shares have been
owned  by  the  shareholder.  The  Fund  declares  dividends  and  capital  gain
distributions  to shareholders  of record  annually,  in December,  and pays the
dividends and  distributions  before  January 15 of the next year. A shareholder
will be treated for tax  purposes as having  received  the  dividend in December
when it was declared and not in January when it is paid;  Dividends  and capital
gain  distributions  may be subject to state and local  laws.  Shareholders  are
urged to consult with their own tax advisors for further information.


<PAGE>



                                   MANAGEMENT

       The Fund's  investments  and other  activities  are managed by Volumetric
Advisers,  Inc., 87 Violet Drive,  Pearl River, New York 10965 (the "Advisers"),
and the officers of the Fund. The Fund's Adviser and its officers are subject to
the supervision and control of the Board of Directors. The Advisers had acted as
adviser to the Fund's predecessor limited partnership.

       Pursuant to an Investment  Advisory Agreement entered on May 23, 1995, 
the Adviser, in addition to providing investment advice, pays all expenses
of the Fund. These include:  salaries of personnel,  research,  data processing,
printing, postage, clerical, administrative, advertising and marketing expenses.
Furthermore, the Adviser also pays the Fund's custodian fees, state registration
fees and franchise taxes, legal and auditing fees, and all other operating 
expenses, such as shareholders reports and proxy statement.  The Adviser also
acts as the Fund's Transfer Agent.  The Adviser does not pay the Fund's 
brokerage commissions.  The Adviser shall not pay those expenses of the Fund
which are related to litigation against the Fund, if any; or if the Fund is
required to pay income taxes or penalties associated with those taxes.

        As compensation  for all the above services,  the Adviser  receives from
the Fund a fee,  payable  semi-monthly,  at the annual rate of 2% of the average
daily net assets of the Fund on the first $10 million of the  average  daily net
assets, 1.90% of such net assets from $10 million to $25 million,  1.80% of such
net assets  from $25 to $50  million,  1.70% of such net assets from $50 to $100
million, and 1.50% of such assets over $100 million. Although this fee is higher
than that paid by most mutual  funds,  most funds also have to pay various other
such expenses,  such as custodian,  registration,  legal,  auditing and transfer
agent fees,  plus  expenses  of  shareholder's  reports and proxy,  while in the
Fund's case all  expenses are paid  directly by the  Adviser.  It should also be
noted  that  unlike  many  other  funds,  the Fund  does not have any  sales and
redemption  charges for shareholders or certain "hidden" charges associated with
distribution  or  marketing  of the fund  (12b-1  fees).  Mr.  Gabriel  J. Gibs,
President of the Adviser, is considered the "controlling person" of the Adviser,
as defined by the Investment Company Act of 1940.


                             OFFICERS AND DIRECTORS

       The officers of the Fund manage its day-to-day operations.  The officers
are  subject to the  supervision  and control of the Board of  Directors.  Board
members are elected at the Fund's annual meeting, usually held in May. Directors
and officers,  and their principal  occupations as of April 15, 1996, are listed
below.

        WILLIAM P. BEHRENS, Director (since 1987)
Senior Managing Director and CEO of Ernst & Company,  a member firm of New York,
American and other  principal stock  exchanges.  Director,  National  Securities
Clearing Corporation.

        JEFFREY J. CASTALDO,  Director (since 1994)
Executive Director, Capelli Associates, a commercial real estate development and
management company.

        RICHARD C. FRIEDENBERG,  Director (since 1996)
President, Twenty First Century Group, direct marketing consultants.

        GABRIEL J. GIBS, Founder, President, Portfolio Manager, and Chairman 
(since 1978) President of Volumetric Advisers Inc., the Fund's investment 
adviser.

<PAGE>

        ANNA KARPATI, Director (since 1997)
Executive Secretary, Board of Education, River Vale, New Jersey

        ROBERT J. McKENNA, Director (since 1994)
Retired. Prior to 1994, President and Chief Operating Officer of National Car 
Rental Systems.

        STEPHEN J. SAMITT, Director (since 1996)
Partner, CPA, Tait Weller & Baker, certified public accountants.

        DAVID L. SEIDENBERG, Treasurer and Director (since 1983)
Vice President, Davos Chemical Company.

        RAYMOND W. SHERIDAN, Director (since 1995)
Owner, Sheridan Associates,  insurance and real estate brokers.

        FRANK J. WUERTZ, Vice President, Director (since 1980)
Director of Communications, Lonza, Inc.

        IRENE J. ZAWITKOWSKI, Executive Vice President, Secretary and Director 
(since 1978) Assistant Portfolio Manager of the Fund.  Vice President of 
Volumetric Advisers, Inc.


                                  CAPITAL STOCK

        The Fund is authorized to issue 1,000,000 shares of Common Stock with
a par  value  of $.01  per  share.  Each  share  has  one  vote  and all  shares
participate equally in dividends and other distributions by the Fund. Fractional
shares have the same rights proportionately as do full shares.  Shareholders are
entitled to redeem their shares as set forth under "How to Redeem Shares".

        The Fund's Board of Directors  may  authorize the issuance of additional
shares of common  stock,  if demand for the Fund's  shares  surpasses  currently
authorized shares.

                         CUSTODIAN, TRUSTEE AND AUDITOR

        The  Chase  Manhattan  Bank  N.A.,  ("Chase"),  1211  Avenue of
Americas,  New York, NY 10036,  acts as the Custodian of the Fund's  securities.
Chase does not have any part in determining the investment  policies of the Fund
or which securities are to be purchased or sold.

       Delaware Charter Guarantee & Trust Company, P.O. Box 8963, Wilmington, DE
19899,  through a brokerage account at Ernst & Company,  One Battery Park Plaza,
New York, NY 10004, acts as the Trustee for the Fund's self-directed IRA and SEP
accounts.

       The firm of Feuer & Orlando, CPAs, L.L.P., 220 Fifth Avenue, New York, NY
10001, acts as the Fund's independent certified public accountant.


                               GENERAL INFORMATION

       Volumetric  Fund is on  NASDAQ's  Mutual Fund  Listing  with the
ticker  symbol of VOLMX.  The Fund's  daily net asset value  (NAV) is  published
nationwide  in the mutual fund  section of major  newspapers or may be accessed
through on-line services.  The Fund may be contacted by E-Mail via 
[email protected].


<PAGE>



                                     PART B



                       STATEMENT OF ADDITIONAL INFORMATION


                              VOLUMETRIC FUND, INC.




       This Statement of Additional Information is not a prospectus. It should
be read in  conjunction  with the  Fund's  Prospectus,  a copy of  which  may be
obtained by writing  Volumetric  Fund,  87 Violet Drive,  Pearl River,  New York
10965 or calling
(914) 623-7637.


       This  Statement  of  Additional   Information  relates  to  the  Fund's
Prospectus, dated April 30, 1997.






<PAGE>





                                TABLE OF CONTENTS

     History and General Information........................................2 
     Investment Objective and Policy........................................2
     Investment Restrictions................................................3
     Management of the Fund.................................................4
     Control Persons and Principal Holders of Securities....................6
     Investment Advisory Services...........................................6
     Brokerage Allocation...................................................7
     Purchase, Redemption and Pricing of Securities.........................7
     Calculation of Performance Data........................................7
     Financial Statements...................................................8


                         HISTORY AND GENERAL INFORMATION

         Volumetric  Fund,  Inc. --  formerly  named The  Volumetric  Investment
Society -- was  founded in August of 1978 by Mr.  Gabriel J. Gibs,  as a private
investment partnership for his friends,  relatives and associates.  At that time
he had worked as a chemist for Lonza, Inc., a large multinational chemical firm,
where some of his associates  encouraged him to start the fund. The Fund started
its  operations on September 1, 1978 with 19 charter  shareholders  and with net
assets of $17,712, and an initial offering price of $10.00 per share.

         The Fund's name was changed from the Volumetric  Investment  Society to
Volumetric  Fund on June 15, 1986. The Annual Meeting of  shareholders  approved
the reorganization of the Fund into a New York corporation on July 24, 1986.

         Additional history and general  information about the Fund is described
in the Prospectus.


                        INVESTMENT OBJECTIVE AND APPROACH

         The  Fund's  investment   objective  is  capital  growth.   The  Fund's
investment  approach is described in the appropriate  section of the Prospectus.
In the following,  some additional details of the Fund's investment  approach is
provided.

         The Fund's investment  decisions,  buying and selling of common stocks,
are made  with the  utilization  of volume  analysis,  specifically  the  Fund's
proprietary  Volumetric Timing System. This is a technical system,  based on the
analysis of stocks and the market's trading volume and in which  fundamental  
aspects are of only minor significance.


<PAGE>



                             INVESTMENT RESTRICTIONS

       (1)  The Fund will not purchase securities on margin.

       (2) The  Fund  will  not sell any  security  short  or  engage  in the
purchase of call, put or other options.

       (3) The  Fund  will  not  invest  more  than 5% of its  assets  in the
securities of any one issuer  (except  United States  government  securities) or
more than 25% of its assets in any single industry.

       (4) The Fund will not purchase more than 5% of any class of securities
of any one  issuer  or invest  for the  purpose  of  exercising  control  of the
issuer's management.

       (5) The Fund will not invest  more than 5% of its total  assets in the
securities of other  investment  companies or purchase more than 3% of any other
investment company's securities.

       (6) The Fund  cannot  borrow  money  except as a  temporary  emergency
measure and not  exceeding  10% of its total  assets.  The Fund may not purchase
additional  securities  while  borrowings  exceed  5% of the  value of its total
assets.

       (7)  The Fund will not make loans.

       (8) The Fund will not underwrite  securities of other issuers,  except
when purchasing or selling portfolio securities.

       (9)  The Fund will not issue senior securities.

       (10) The Fund will not invest in  securities  for which there exists no
readily   available   market  or  for  which  there  are  legal  or  contractual
restrictions on resale.

       (11) The Fund will not purchase or deal in commodities,  real estate or
non-financial assets.

         These  investment  restrictions may not be changed without the approval
by a vote of a majority of the Fund's outstanding  voting securities.  Under the
Investment  Company Act of 1940, such approval requires the affirmative vote, at
the  meeting of  shareholders,  of the lesser of (a) more than 50% of the Fund's
outstanding  shares, or (b) at least 67% of shares present or represented at the
meeting, provided that the holders of more than 50% of the Fund's  outstanding 
shares are present in person or represented by proxy.


<PAGE>



                             MANAGEMENT OF THE FUND

       The everyday operation of the Fund is managed by the Fund's Adviser and
its officers. All current officers are also directors. Major policy decisions of
the Fund must be approved by the Board. The number of directors is currently set
at 11. Any change in the number of directors must be approved by the Board.

       The directors and officers of the Fund,  their  addresses and principal
occupations are listed below.

* William P. Behrens, Director
Ernst & Co., 1 Battery Park Plaza, New York, NY 10004

      Senior Managing Director and CEO, Ernst & Co., a member firm of
      New York and American Stock Exchanges since 1975.  American Stock
      Exchange Official.  Ernst & Co. and Volumetric Advisers, Inc. have a
      Distribution Agreement for the Fund's shares.


Jeffrey J. Castaldo, Director
1901 Regent Drive, Mount Kisco, NY 10549

      Executive  Director,  Capelli  Associates,  a  commercial  real  estate
      development and management company since 1989.


Richard C. Friedenberg,   Director (effective May 16, 1996)
11 Sterling Road, Chestnut Ridge, NY 10977

      President, Twenty First Century Group, direct marketing consultants.


* Gabriel J. Gibs, President, Portfolio Manager, Chairman of the Board
87 Violet Drive, Pearl River, New York 10965

      President of Volumetric Advisers, Inc., the Fund's Adviser, since 1983.
      Between  1974  and  1983  he was  also  the  President  of his  own SEC
      registered  investment  advisory firm, a sole  proprietorship,  and the
      predecessor firm for Volumetric Advisers, Inc.


Anna Karpati, Director (effective May 21, 1997)
28 Summit Avenue, Hackensack, NJ 07601


<PAGE>


Robert J. McKenna, Director
193 Washington Avenue, Tappan, NY 10983

      Retired. President and Chief Executive Officer of National Car Rental
      Systems between 1992 and 1994. Executive Vice President of National
      between 1988 and 1992.

David L. Seidenberg, Treasurer, Director
29 Shaw Road, Woodcliff Lake, NJ 07605

      Vice President, Davos Chemical Company, since 1972.



Stephen J. Samitt,  Director (effective May 16, 1996)
2 Ridge Drive North, Montville, NJ 07045

      Partner, Tait, Weller & Baker, a full service accounting firm.


Reymond W. Sheridan, Vice President and Director
1 Parker Road, Blauvelt, NY 10913

      Partner, Sheridan Associates, insurance and real estate brokers.

*Frank J. Wuertz, Vice President, Director
510 Marion Lane, Paramus, NJ 07605

      Director of Communications, Lonza, Inc. and in various other capacities
      since 1980.

*Irene J. Zawitkowski, Executive Vice President, Secretary, Assistant Portfolio
      Portfolio Manager, Director
647 Athlone Terrace, River Vale, New Jersey 07675

      Executive Vice President, Volumetric Advisers, Inc. since 1985.


*Interested  person within the definition  set forth in Section  2(a)(19) of the
Investment Company Act of 1940.

         Directors  do not  receive any  compensation  other than a $100 fee per
board meeting which is paid by the Fund's Adviser. Officers are employees of the
Adviser and are not being paid by the Fund.


<PAGE>


               CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES

         Gabriel  Gibs,  President  of the  Fund's  Adviser  is  considered  the
"controlling person" of the Adviser, and therefore, that of the Fund.


         No shareholder owned beneficially more than 5% of the Fund's shares, as
of April 15, 1997.


                          INVESTMENT ADVISORY SERVICES

         Volumetric Advisers, Inc., until August of 1986 named Volumetric, Inc.,
is the Investment Adviser of the Fund, ( 87 Violet Drive, Pearl River, New York,
10965),  pursuant to an Investment  Advisory Agreement dated May 23, 1995. It is
registered  with  the  Securities  and  Exchange   Commission  pursuant  to  the
Investment  Advisers Act of 1940.  Gabriel J. Gibs is the controlling  person of
the Adviser.  Mr. Gibs has been managing  discretionary  investment accounts for
individuals since 1974. His sole proprietorship business was incorporated in New
York in 1983 as Volumetric, Inc.

         Gabriel J. Gibs is President of both the Fund and the Adviser. Irene J.
Zawitkowski is Executive Vice President of both the Fund and the Adviser.

         The  fee  received  by  the  Adviser  is  described  in  detail  in the
Prospectus.  The Investment Adviser's fee will be reduced for any fiscal year by
any amount  necessary to prevent Fund expenses  (exclusive  of interest,  taxes,
brokerage  commissions  and  extraordinary  expenses)  from  exceeding  the most
restrictive expense limitations imposed by the securities laws or regulations of
those states or jurisdictions in which the Fund's shares registered or qualified
for sale.  Currently this expense  limitation is 2%. The daily management fee is
calculated each day and deducted from total assets,  as an accrued  expense,  to
obtain net assets. The management fee is paid out to the Adviser,  semi-monthly.
The daily  management fee is determined by multiplying  the Fund's net assets by
0.02 (current rate) and divide the resulting number by 365.

         Management  fees  paid by the Fund to the  Adviser  for the past  three
years were as follows:


              1996                      $ 257,612
              1995                      $ 226,291
              1994                      $ 225,521


         The  Agreement  was approved by the Board of Directors  (including  the
affirmative  vote of all  Directors  who were not  parties to the  Agreement  or
interested  persons of any such party) on May 23,  1995.  The  Agreement  may be
terminated  without  penalty on 60 days written notice by a vote of the majority
of the Fund's Board of Directors or by the Adviser,  or by holders of a majority
of the Fund's  outstanding  shares. The Agreement will be submitted to the first
meeting of the Fund's shareholders, and if approved at the meeting will continue
for two years and from year-to-year thereafter provided it is approved, at least
annually,  in the manner stipulated in the Investment  Company Act of 1940. This
requires  that  the  Agreement  and any  renewal  be  approved  by a vote of the
majority  of the Fund's  directors  who are not parties  there to or  interested
persons of any such party, cast in person at a meeting  specifically  called for
the purpose of voting on such approval.

<PAGE>



                              BROKERAGE ALLOCATION

         To  minimize  brokerage  commissions  the Fund uses  predominantly  the
services of discount brokers and full-service brokers whose negotiated rates are
competitive with those of discount brokers.  Brokers are selected based on their
fees, services,  execution capability, and reputation. The Fund is not obtaining
research services from any broker.  William P. Behrens,  a director of the Fund,
is Senior  Managing  Director and CEO of Ernst & Co., a New York Stock  Exchange
Member firm, which acts also as one of the brokers of the Fund.

         The  aggregate  commissions  paid by the Fund to brokers  for the three
previous calendar years are indicated below:


              1996. . . . . . . . . . . . . . . . . . . . . . .$43,039
              1995. . . . . . . . . . . . . . . . . . . . . . .$38,728
              1994. . . . . . . . . . . . . . . . . . . . . . .$47,616



                 PURCHASE, REDEMPTION AND PRICING OF SECURITIES

         The Fund is a no-load  fund. It is offering and redeeming its shares at
net asset value, as described in detail in the Prospectus.

         Net asset value per share is  calculated  daily,  except on  Saturdays,
Sundays  and  holidays,  as soon as the  closing  prices  of the New York  Stock
Exchange become  available,  currently at 4 P.M. On holidays,  when the New York
Stock Exchange is closed,  the Fund does not  calculate its net asset value 
per share.  These days are: New Year's Day,  President's  Day,  Good Friday,  
Memorial  Day, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.


                         CALCULATION OF PERFORMANCE DATA

         The performance of the Fund is expressed as total return.  Total return
is the  change in value of an  investment  in a fund over a  particular  period,
assuming  that all  distributions  have  been  reinvested.  Thus,  total  return
reflects  dividend income,  capital gain  distributions  and variations in share
prices at the beginning and end of a period.

<PAGE>


         The Fund's  average  annual  total  returns  for periods of 1, 5 and 10
years,  from the beginning of the Fund's first full year,  January 1, 1979,  are
shown below.  The average annual total return is calculated by summing up annual
returns and dividing the sum by the number of years used.  The SEC  standardized
is a compounded return, per instruction in Item 22 (b) (1) (A).


              Average Annual Total Returns, Period Ending 12/31/96

Return                  1 Year     5 Year      10 Year        Since 12/31/78

Average Annual Total    +15.52%     +8.64%     +10.77%           +14.45%
SEC Standardized        +15.52%     +8.40%     +10.14%           +13.84%
(compounded)

                              FINANCIAL STATEMENTS

         The Fund's 1996 Annual Report, dated February 14, 1997,  containing the
audited   financial   statements  for  year  ending  1996,  notes  to  financial
statements,  and the Opinion of Feuer & Orlando,  Independent  Certified  Public
Accountants,  has been filed with the Securities and Exchange  Commission and is
hereby incorporated by reference into this Statement of Additional  Information.
A copy of the  Fund's  1996  Annual  Report is  available  free of  charge  upon
request.



<PAGE>





                             VOLUMETRIC FUND, INC.


                         ANNUAL REPORT TO SHAREHOLDERS


                               DECEMBER 31, 1995












<PAGE>


                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Shareholders and the Board of Directors of Volumetric Fund, Inc.:

    We have audited the accompanying statement of net assets of Volumetric Fund,
Inc.,  including the schedule of  investments,  as of December 31, 1996, and the
related  statement of  operations  for the year then ended,  the  statements  of
changes in net assets for each of the two years in the periods  then ended,  and
the  financial  highlights  for  each  of the  years  indicated  therein.  These
financial  statements  and financial  highlights are the  responsibility  of the
Fund's  management.  Our  responsibility  is to  express  an  opinion  on  these
financial statements and financial highlights based on our audits.

     We conducted this audit in accordance with generally  accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial statement  presentation.  Our procedures included  confirmation of the
securities  owned as of December 31,  1996,  by  correspondence  with the Fund's
brokers  and  independent  custodian.  We  believe  that this  audit  provides a
reasonable basis for our opinion.

       In our  opinion  the  financial  statements  and  financial  highlights
referred to above  present  fairly,  in all  material  respects,  the  financial
position of Volumetric  Fund,  Inc. as of December 31, 1996,  the results of its
operations  for the year then ended,  and the changes in its net assets for each
of the two years in the periods then ended,  and the  financial  highlights  for
each of the years  indicated  therein,  in conformity  with  generally  accepted
accounting principles.

New York, New York                                Feuer & Orlando, CPA's L.L.P.
February 7, 1997                                  Certified Public Accountants




220 Fifth Avenue, Suite 1400  New York, NY 10001  212-679-2220 FAX 212-684-2606



<PAGE>


                              VOLUMETRIC FUND, INC.
                             STATEMENT OF NET ASSETS
                                December 31, 1996


COMMON STOCKS: 
    93.1%
<TABLE>


<S>                <C>                                   <C>                     <C>                                      <C> 
NUMBER OF                                                         MARKET                  FOREST PRODUCTS: 1.0%
   SHARES                COMPANY                                  VALUE           8,000   Longview Fibre                    147,000
                                                                                                                           --------
                   AEROSPACE/DEFENSE: 6.5%                                                HOME CONSTRUCTION: 1.4%
   3,600           Lockheed Martin                        $       329,400         5,400   Centex                            203,175
                                                                                                                           --------
   4,000           Precision Castparts                            198,500                 INDICES: 6.7%
   3,200           Rockwell International                         194,800        13,000   S & P 500 Depository Receipts     959,969
                                                                                                                          ---------
   4,000           Teleflex                                       208,500                 MEDICAL: 1.4%
                                                         -----------------------                            
                                                                  931,200        10,000   Bindley-Western                   193,750
                                                         -----------------------                                           --------
                   AUTO/AUTO PARTS: 2.5%
   5,500           Chrysler                                       181,500                 MISC./DIVERSIFIED: 6.2%
   5,500           Dana Corp.                                     179,436         4,700   Allied Signal                     314,900
                                                         -----------------------                                            
                                                                  360,936         6,700   Dexter Corp.                      213,563
                                                         -----------------------
                   BANKING: 3.7%                                                  2,000   Textron                           188,500
   4,400           Mercantile Bancorp                             226,050         5,000   Universal Corp.                   160,625
                                                                                                                           --------
   8,300           North Fork Bancorp                             295,688                                                   877,588
                                                         -----------------------                                           --------
                                                                  521,738                 OFFICE EQUIP/SUPPLIES: 1.1%
                                                         -----------------------                                          
                    BEVERAGE: 1.7%                                                2,900   Pitney-Bowes                      158,775
                                                                                                                           --------
    6,200           Anheuser-Busch                                248,000                 OIL/OIL SERVICES: 9.0%
                                                         -----------------------                                     
                    CHEMICALS: 8.2%                                               3,300   Burlington Resources              166,238
   12,000           Avery Dennison                                424,500         3,400   Chevron                           221,000
    3,900           Betz Dearborn                                 228,150         4,000   Murphy Oil                        222,500
    3,900           Ecolab                                        146,738         6,000   Parker & Parsley                  220,500
    4,300           Mallinckrodt                                  189,737         2,600   Texaco                            255,125
   11,000           RPM Corp.                                     187,000         5,800   Vintage Petroleum                 200,100
                                                         -----------------------                                           --------
                                                                1,176,125                                                 1,285,463
                                                         ----------------------                                           ---------
                    COMPUTERS: 9.1%                                                       REAL ESTATE: 1.3%
    8,000           Analog Devices                                271,000         7,300   Excel Reatly Trust                185,238
                                                                                                                         ----------
    6,500           Dallas Semiconductor                          149,500                 RETAIL: 1.6%
   15,500           Data General                                  224,750        12,000   Sotheby's Holdings                223,500
                                                                                                                         ----------
    5,200           EMC Corp.                                     172,250
    2,000           Intel                                         261,875                 SAVINGS & LOAN: 2.2%
    6,500           Wallace Computer                              224,250         8,600   First Republic Bancorp.           144,050
                                                         -----------------------
                                                                1,303,625         7,000   Glendale Federal                  162,750
                                                         ----------------------                                           ---------
                    CONSUMER PRODUCTS: 2.3%                                                                                 306,800
                                                                                                                          ---------
    3,400           Premark                                        75,650                 TRUCKING: 1.3%
    2,400           Procter & Gamble                              258,300         6,700   Ryder System                      188,437
                                                         -----------------------                                          ---------
                                                                  333,950                 TEXTILE/APPAREL: 1.0%
                                                         -----------------------                                    
                    DRUGS: 2.1%                                                  21,000   Tultex                            147,000
                                                                                                                           --------
    4,000           Warner-Lambert                                300,000                 UTILITIES: 4.1%
                                                         -----------------------                              
                    ELECTRICAL/ELECTRONICS: 5.7%                                  4,100   Consolidated Natural Gas          226,525
    9,300           Baldor Electric                               229,013         4,500   Questar                           165,375
    3,600           General Signal                                153,900         4,900   Texas Utilities                   199,675
                                                                                                                           --------
    3,300           Honeywell                                     216,975                                                   591,575
                                                                                                                          ---------
    2,500           Johnson Controls                              207,187               TOTAL COMMON STOCKS:             13,301,369
                                                         -------------------                                             ----------
                                                                  807,075               (Cost: $10,631,245)


                    ENVIRONMENTAL SERVICES: 1.3%                                  CASH EQUIVALENTS/RECEIVABLES: 6.9%
    4,000           Ionics                                        192,000           Cash                                     33,766
                                                         -------------------
                                                                                    Chase Manhattan Premium                    
                                                                                     Market Rate Acct.                      602,432
                    FINANCIAL SERVICES: 7.8%                                        Receivable from brokers, others         322,517
    4,000           American Express                              226,000           Dividends and interest receivable        26,925
                                                                                                                          ---------
    3,400           Beneficial Corporation                        215,475         TOTAL CASH EQUIVALENTS/RECEIVABLES        985,640
                                                                                                                          ---------
    5,400           Donaldson Lufkin Jenrette                     194,400         TOTAL ASSETS                           14,287,009
    7,400           Edwards, A.G.                                 248,825           Taxes payable                              (425)
                                                                                                                         ----------
    8,000           Paine Webber                                  225,000         NET ASSETS                           $ 14,286,584
                                                        -------------------                                             ===========
                                                                1,109,700         VOLUMETRIC SHARES OUTSTANDING:         777,446.11
                    FOODS: 3.8%                                                   NET ASSET VALUE PER SHARE:           $      18.38
                                                                                                                        ===========
   10,600           Interstate Bakeries                           343,875         NUMBER OF SHAREHOLDER ACCOUNTS              1,385
                                                                                                                        -----------
    5,500           Sara Lee                                      204,875
                                                      ----------------------
                                                                  548,750


</TABLE>

<PAGE>


                              VOLUMETRIC FUND, INC.
                             STATEMENT OF OPERATIONS
                      For the Year Ended December 31, 1996


INVESTMENT INCOME
  Dividends......................................................$.....239,943
  Interest..............................................................43,593
                                                                 ------------- 
           TOTAL INVESTMENT INCOME.....................................283,536
                                                                 -------------
EXPENSES
  Management fee (NOTE2)...............................................257,612
  Taxes and bank charges...................................................550
                                                                 -------------
           TOTAL EXPENSES..............................................258,162
                                                                 -------------
           NET INVESTMENT INCOME........................................25,374
                                                                 -------------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
  Net realized gain on investments.....................................867,188
  Unrealized appreciation of investments
         Beginning of period.....................$...1,637,517
         End of period...............................2,670,124
                                                 -------------
         Increase in unrealized appreciation.........................1,032,607
                                                                 -------------
NET GAIN ON INVESTMENTS..............................................1,899,795
                                                                 -------------
INCREASE IN ASSETS RESULTING FROM OPERATIONS..................   $   1,925,169
                                                                 =============




                              VOLUMETRIC FUND, INC.
                       STATEMENT OF CHANGES IN NET ASSETS
                               For the Years Ended


CHANGES RESULTING FROM OPERATIONS                 12/31/96           12/31/95

  Net investment income......................$.....25,374.....$.......25,470
  Net realized gain on investments................867,188..          733,212
  Increase in unrealized appreciation......   ..1,032,607..........1,135,665
    INCREASE IN NET ASSETS RESULTING
     FROM OPERATIONS............................1,925,169.....     1,894,347
                                                ---------          ---------
DIVIDEND TO SHAREHOLDERS: (NOTE 1d)
  From net investment income......................(44,589)......           0
  From net realized gain on investments..........(624,251)...              0
                                                 ---------                 -
     TOTAL DIVIDENDS.............................(668,840)....             0
                                                 ---------                 -
CAPITAL SHARE TRANSACTIONS (NOTE 3)
  Net increase (decrease) from capital 
   share transactions.............................541,494           (560,763)
                                                 --------           ---------
TOTAL INCREASE IN NET ASSETS....................1,797,823..        1,333,584
NET ASSETS:
    BEGINNING OF YEAR..........................12,488,761.....    11,155,177
    END OF YEAR..............................$.14,286,584.......$.12,488,761
                                           =================  =================



    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS





<PAGE>



                          NOTES TO FINANCIAL STATEMENTS


The Fund is registered  with the  Securities and Exchange  Commission  under the
Investment  Company Act of 1940, as amended,  and the Securities Act of 1933, as
amended, as a diversified, open-end management company. The Fund incorporated on
July 25, 1986, and previously operated as a limited partnership.

1. SIGNIFICANT ACCOUNTING POLICIES
        a.    Valuation of Securities: Each security, quarterly and at year end,
              is valued at the last  reported  sales price as  published  in the
              Wall Street  Journal;  daily  security  pricing  utilizes  closing
              security prices transmitted via modem by Prodigy Services Corp.
        b.    Securities  Transactions  and  Investment  Income:  Securities are
              recorded  on a trade  date  basis.  Realized  gain  and  loss  are
              recorded using the identified  cost basis method.  Dividend income
              is recorded as earned on the ex-dividend  date and interest income
              is recognized on the accrual basis.
        c.    Federal Income Taxes: The Fund as a Regulated  Investment  Company
              complies  with the Internal  Revenue  Code  Subtitle A, Chapter 1,
              Subchapter  M, and  distributes  to its  shareholders  net taxable
              income.
        d.    Dividends to  Shareholders:  It is the Fund's policy to distribute
              dividends from net  investment  income and from net realized gains
              at year end. To the extent that net  realized  gains can be offset
              by  capital  loss  carryovers,  it is  the  Fund's  policy  not to
              distribute  such gain.  Dividends are recorded on the  ex-dividend
              date in the financial statements and accordingly, the statement of
              changes  in net  assets and  financial  highlight  tables for 1996
              contain 1995's dividend.  The Board of Directors have declared and
              paid the following dividends:


                               1996                      1995
                               ----                      ----

Record Date:              December 31, 1996        December 29, 1995
Ex-Dividend Date:         January 2, 1997          January 2, 1996
Payment Date:             January 6, 1997          January 5, 1996
Dividend:                 $ 1.21 per share         $ 0.90 per share


        e.    USE OF ESTIMATES:  The preparation of the financial  statements in
              conformity with generally accepted accounting  principles requires
              management  to make  estimates  and  assumptions  that  affect the
              reported  amounts  of assets  and  liabilities  at the date of the
              financial  statements  and the  reported  amounts of  revenue  and
              expense during the reported periods.
              Actual results could differ from those estimates.

2. MANAGEMENT FEE
   The  Fund is  managed  by  Volumetric  Advisers,  Inc.  whose  president  and
   principal  stockholder  is the  President of the Fund.  Under the  Management
   Contract,  Volumetric  Advisers,  Inc., manager and investment adviser of the
   Fund, pays all operating  expenses of the Fund, namely:  investment  advisory
   fee,  transfer  agent  and  custodian  fees,  shareholder  reports  and proxy
   statement,  registration fees, auditing and legal fees, insurance,  printing,
   distribution and marketing expenses. Investment expenses are paid directly by
   the Fund, namely:  taxes,  brokerage  commissions and bank charges.  Based on
   average  net  assets  determined  daily and paid  monthly,  the Fund pays the
   Adviser an annual management fee of 2.0%, applicable to the first $10 million
   of net  assets,  a fee of 1.90%  applies to net assets of $10  million to $25
   million,  thereafter  the fee declines  incrementally  to 1.5% for net assets
   exceeding $100 million.

3. CAPITAL SHARE TRANSACTIONS
    At December 31, 1996. there were 1,000,000 shares of $0.01 par value 
    common stock authorized.

<TABLE>

<S>                                <C>                                    <C>
                                            YEAR ENDED                          YEAR ENDED
                                         December 31, 1996                    December 31, 1995

                                    SHARES              AMOUNT            SHARES            AMOUNT
                                    ------              ------                              ------
 Shares sold                        62,518           $1,040,539           44,401          $ 696,197
 Dividends reinvested               41,225              655,886                0                  0
                                    ------             -------           --------         ---------  
                                   103,743            1,696,425           44,401            696,197
 Shares redeemed                   (69,452)          (1,154,931)         (79,904)        (1,256,959)
                                  ---------           ---------          --------         ---------
 Net increase (decrease)            34,291              541,494          (35,503)        $ (560,762)
                                   -------            ---------           -------        ----------

</TABLE>



<PAGE>


4. PURCHASES AND SALES OF SECURITIES
   For the year ended  December  31,  1996,  purchases  and sales of  securities
   aggregated respectively 20,928,037 and $20,314,301. At December 31, 1996, the
   cost  of  investments  for  Federal  income  tax  purposes  was  $10,631,245.
   Accumulated  net  unrealized   appreciation  on  investments  was  $2,670,124
   consisting of $2,684,322  and $14,198 of gross  unrealized  appreciation  and
   depreciation respectively.

5. COMPOSITION OF NET ASSETS
   At December 31, 1996 Net Assets consisted of
    Capital stock at par value.................................... $      7,775
    Capital paid in (including reinvested dividends)..............   11,608,685
   Net unrealized appreciation of securities......................... 2,670,124
    Undistributed net investment income..............................         0
    Undistributed net realized gains.................................         0
                                                                     ----------
                                                                    $14,286,584
                                                                     ==========


<PAGE>


                                    PART C

                                OTHER INFORMATION


Item 24.  Financial Statements and Exhibits

         (a) Financial Statements

   
                In Prospectus: Financial Highlights

                In SAI: Other financial statements have been incorporated by 
                            reference into the Fund's 1996 Annual Report

       
      (b) Exhibits (exhibits are attached are numbered to correspond to 
               items below:

               *(1) Certificate of Incorporation of Volumetric Fund, Inc.
               *(2) By-Laws of Volumetric Fund, Inc.
                (3) None
               *(4) Specimen   certificate   for  shares  of  Common  Stock  of
               Registrant *(5) Amended  Investment  Advisory  Agreement between
               Registrant and
                           Volumetric Advisers, Inc.
                (6)  None
                (7)  None
               *(8)  Custodian Agreement between Registrant and Chase Manhattan
                           Bank, N.A.
                (9) None
               (10) None
               (11) Consent of independent accountants for the Registrant.
               (12) None
               (13) None
               (14) None
               (15) None
* Previously filed


<PAGE>



Item 25        PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
               None


Item 26        NUMBER OF HOLDERS OF SECURITIES
               Title of Class                         Number of Record Holders
               Common, $0.01 par value                 1389  (as of March 31)
>

Item 27        INDEMNIFICATION
                   Insofar as  indemnification  for  liability  arising under
               Securities Act of 1933 may be permitted to directors, officers
               and  controlling  persons of the  registrant  pursuant  to the
               foregoing  provisions,  or otherwise,  the registrant has been
               advised  that in the opinion of the  Securities  and  Exchange
               Commission  such  indemnification  is against public policy as
               expressed in the Act and is, therefore,  unenforceable. In the
               event   that  a  claim  for   indemnification   against   such
               liabilities  (other  than the  payment by the  registrant  for
               expenses   incurred  or  paid  by  a   director,   officer  or
               controlling person of the registrant in the successful defense
               of any  action,  suit  or  proceeding)  is  asserted  by  such
               director, officer or controlling person in connection with the
               securities being  registered,  the registrant will,  unless in
               the  opinion of its  counsel  the  matter has been  settled by
               controlling  precedent,  submit  to  a  court  of  appropriate
               jurisdiction the question whether such  indemnification  by it
               is against  public  policy as expressed in the Act and will be
               governed by the final adjudication of such issue.
Item 28        BUSINESS AND OTHER CONNECTION OF INVESTMENT ADVISER
               None

Item 29        PRINCIPAL UNDERWRITERS
               None

Item 30        LOCATION OF ACCOUNTS AND RECORDS

               Volumetric Advisers, Inc. maintains all records at the office of
               the Registrant at 87 Violet Drive, Pearl River, NY 10965.

Item 31        MANAGEMENT SERVICES
               None

Item 32        UNDERTAKINGS
               None



<PAGE>


                                   SIGNATURES

Pursuant to the  requirements  of the  Securities Act of 1933 and the Investment
Company  Act  of  1940  the  Registrant  certifies  that  it  meets  all  of the
requirements for the  effectiveness of this Registration  Statement  pursuant to
Rule  485(b)  under  the  Securities  Act of  1933  and  has  duly  caused  this
Registration  Statement to be signed on its behalf by the  undersigned,  thereto
fully authorized,  in the Town of Orangetown,  and State of New York on 29th day
of April 1996.



                                            VOLUMETRIC FUND, INC.
                                                 Registrant


                                          By:___/s/ Gabriel J. Gibs___

                                            Gabriel J. Gibs, President


Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement has been signed below by the following  persons in the  capacities and
on the date indicated.

/s/ Gabriel J. Gibs
- ----------------------------
Gabriel J. Gibs               President, Chairman of the Board     4/24/96

/s/ Irene J. Zawitkowski
- ----------------------------
Irene J. Zawitkowski          Executive Vice President, Director   4/24/96  


- ----------------------------
William P. Behrens            Director                             



- ----------------------------
Jeffrey J. Castaldo           Director                                  

/s/ Robert S. Dines
- ----------------------------
Robert S. Dines               Director                             4/29/96   


- ----------------------------
Alan S. Goldschlager          Director                               

/s/ Robert J. McKenna
- ----------------------------
Robert J. McKenna             Director                             4/25/96   


- ----------------------------
David L. Seidenberg           Treasurer, Director                       

/s/ Raymond W. Sheridan
- ----------------------------
Raymond W. Sheridan           Director                             4/29/96


- ----------------------------
Frank J. Wuertz               Vice President, Director   





<TABLE> <S> <C>


<ARTICLE>                                            6
<CIK>                                        0000792394
<NAME>                                       Volumetric Fund, Inc.
<SERIES>
   <NUMBER>                                  001                   
   <NAME>                                    Volumetric Fund
<MULTIPLIER>                                   1
<CURRENCY>                                     U.S. Dollars
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                              DEC-31-1996
<PERIOD-START>                                 JAN-01-1996
<PERIOD-END>                                   DEC-31-1996
<EXCHANGE-RATE>                                1.000
<INVESTMENTS-AT-COST>                          10,631,245
<INVESTMENTS-AT-VALUE>                         13,301,369
<RECEIVABLES>                                     349,442
<ASSETS-OTHER>                                    636,198
<OTHER-ITEMS-ASSETS>                                    0
<TOTAL-ASSETS>                                 14,287,009 
<PAYABLE-FOR-SECURITIES>                                0
<SENIOR-LONG-TERM-DEBT>                                 0
<OTHER-ITEMS-LIABILITIES>                             425
<TOTAL-LIABILITIES>                                   425
<SENIOR-EQUITY>                                         0
<PAID-IN-CAPITAL-COMMON>                       11,608,685
<SHARES-COMMON-STOCK>                             777,446
<SHARES-COMMON-PRIOR>                             770,314
<ACCUMULATED-NII-CURRENT>                               0
<OVERDISTRIBUTION-NII>                                  0
<ACCUMULATED-NET-GAINS>                                 0 
<OVERDISTRIBUTION-GAINS>                                0
<ACCUM-APPREC-OR-DEPREC>                        2,670,124
<NET-ASSETS>                                   14,286,584 
<DIVIDEND-INCOME>                                 239,943
<INTEREST-INCOME>                                  43,593
<OTHER-INCOME>                                          0
<EXPENSES-NET>                                    258,162  
<NET-INVESTMENT-INCOME>                            25,374
<REALIZED-GAINS-CURRENT>                          867,188
<APPREC-INCREASE-CURRENT>                       1,032,607
<NET-CHANGE-FROM-OPS>                           1,925,169
<EQUALIZATION>                                          0
<DISTRIBUTIONS-OF-INCOME>                               0
<DISTRIBUTIONS-OF-GAINS>                                0
<DISTRIBUTIONS-OTHER>                                   0
<NUMBER-OF-SHARES-SOLD>                            62,518
<NUMBER-OF-SHARES-REDEEMED>                        69,452 
<SHARES-REINVESTED>                                41,225
<NET-CHANGE-IN-ASSETS>                          1,797,823 
<ACCUMULATED-NII-PRIOR>                                 0
<ACCUMULATED-GAINS-PRIOR>                               0
<OVERDISTRIB-NII-PRIOR>                                 0
<OVERDIST-NET-GAINS-PRIOR>                              0
<GROSS-ADVISORY-FEES>                             257,612
<INTEREST-EXPENSE>                                      0
<GROSS-EXPENSE>                                   258,162
<AVERAGE-NET-ASSETS>                           13,299,774
<PER-SHARE-NAV-BEGIN>                               16.81 
<PER-SHARE-NII>                                      0.35
<PER-SHARE-GAIN-APPREC>                              1.22
<PER-SHARE-DIVIDEND>                                 0.00
<PER-SHARE-DISTRIBUTIONS>                            0.00
<RETURNS-OF-CAPITAL>                                 0.00 
<PER-SHARE-NAV-END>                                 18.38
<EXPENSE-RATIO>                                      1.99
<AVG-DEBT-OUTSTANDING>                                  0
<AVG-DEBT-PER-SHARE>                                 0.00
        




</TABLE>


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