THE GLOBAL TOTAL RETURN FUND, INC.
February 24, 1997
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Re: Rule 24f-2 Notice for The Global Total
Return Fund, Inc.
File Nos. 33-5470 and 811-4661
On behalf of The Global Total Return Fund,
Inc., enclosed for filing under the Investment
Company Act of 1940 are:
(1) One copy of the Rule 24f-2 Notice; and
(2) Opinion of counsel to the Fund.
These documents have also been filed using
the EDGAR system.
Please acknowledge receipt of this filing by
stamping a copy of this letter and returning it in
the enclosed self-addressed postage paid envelope.
Very truly
yours,
/s/ Marguerite
E. H. Morrison
Marguerite E.
H. Morrison
MM/ln
Enclosures
cc: John E. Baumgardner, Jr.
Paul H. Dykstra
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form before preparing Form.
Please print or type.
1. Name and address of issuer: The Global
Total Return Fund, Inc., Gateway Center
Three, Newark, NJ 07102-4077
2. Name of each series or class of funds
for which this notice is filed:
3. Investment Company Act File Number: 811-
4661
Securities Act File Number: 33-5470
4. Last day of fiscal year for which this
notice is filed: December 31, 1996.
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:
[
]
6. Date of termination of issuer's
declaration under Rule 24f-2(a)(1), if
applicable (see instruction A.6):
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:
8. Number and amount of securities
registered during the fiscal year other
than pursuant to Rule 24f-2: 38,730,112
9. Number and aggregate sale price of
securities sold during the fiscal year:
33,098,263/$279,729,045
10. Number and aggregate sale price of
securities sold during the fiscal year
in reliance upon registration pursuant
to Rule 24f-2:33,098,263/$279,729,045
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):
678,901/$5,694,812
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):
$ 279,729,045
(ii) Aggregate price of shares issued in
connection with dividend
reinvestment
plans (from item 11, if applicable):
+ 5,694,812
(iii) Aggregate price of shares redeemed
or
repurchased during the fiscal year
(if applicable):
- - (611,162,532)
(iv) Aggregate price of shares redeemed
or
repurchased and previously applied
as a reduction to filing fees
pursuant to Rule 24e-2
(if applicable):
+ 0
(v) Net aggregate price of securities
sold and issued during the fiscal
year in reliance on Rule 24f-2
[line (i), plus line (ii), less
line (iii), plus line (iv)]
(if applicable):
(325,738,675)
(vi) Multiplier prescribed by section
6(b) of the Securities Act of 1933
or other applicable law or
regulation
(see instruction C.6):
x 1/33
(vii) Fee due [line (i) or line (v)
multiplied by line (vi)]:
(99,709)
Instructions: 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.
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).
[ ]
Date of mailing or wire transfer of
filing fees to the Commission's
lockbox depository:
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.
/s/ S. Jane
Rose
By: (S. Jane Rose, Secretary)
Date