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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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:
Mutual of America Investment Corporation
320 Park Ave.
New York, NY 10022
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2. Name of each series or class of funds for which this notice if filed:
Money Market, All America, Bond, Composite
Mid-Term Bond, Short-Term Bond, Equity Index,
Aggressive Equity
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3. Investment Company Act File Number:
Securities Act File Number: 33-6486
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4. Last day of fiscal year for which this notice is filed:
Dec. 31, 1995
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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 issuer's declaration under rule 24f-2(a)(1), if
applicable (see instruction A.6):
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7. Number and amount of securitries 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:
-0-
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8. Number and amount of securities registered during the fiscal year other than
pursuant to rule 24f-2:
-0-
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9. Number and aggregate sale price of securities sold during the fiscal year:
136,580,180 shares $234,617,169
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10. Number and aggregate sale price of securites sold during the fiscal year in
reliance upon registration pursuant to rule 24f-2:
136,580,180 shares $234,617,169
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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):
39,129,068 shares $62,652,019
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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): $ 234,617,169
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(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11,
if applicable): + 62,652,019
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(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): - 247,444,349
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(iv) Aggregate price of shares redeemed or repurchased
and previously applied as a reduction to filing
fees pursuant to rule 24f-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): 49,824,839
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(vi) Multiplier presecribed by Section 6(b) of the
Securities Act of 1933 or other applicble law or
regulation (see instruction C.6): x .000344827
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(vii) Fee due [line (i) or line (v) multiplied by
line (vi)]: $ 17,180.95
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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
Procedures (17 CFR 202.3a).
[X]
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository:
Feb.28, 1996
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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)* original signed by Manfred Altstadt
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Manfred Altstadt - Senior Executive Vice President and CFO
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Date 2/28/96
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*Please print the name and title of the signing officer below the signature.
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[Mutual of America Investment Corporation letterhead]
February 28, 1996
Mutual of America Investment Corporation
320 Park Avenue
New York, NY 10022
RE: Mutual of America Investment Corporation
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Gentlemen:
In connection with the filing of a Form 24F-2 for fiscal year 1995 under Rule
24f-2 of the Investment Company Act of 1940, you have asked that I furnish the
following opinion.
For such purposes, I have reviewed the Articles of Incorporation, as amended
from time to time, of Mutual of America Investment Corporation, a Maryland
corporation (the "Fund"), the resolutions of the Board of Directors of the Fund
and such other documents and such questions of law as I have deemed necessary or
advisable.
On the basis of such review, it is my opinion that, when the 136,580,180 shares
of Common Stock of the Fund referred to in item 9 of Form 24F-2 were sold during
1995 in reliance upon registration pursuant to Rule 24f-2 and in accordance with
the currently effective prospectus of the Fund, such shares were legally issued,
fully-paid and nonassessable.
I hereby consent to the use of this opinion in connection with the above-
referenced Form 24F-2.
Very truly yours,
original signed by Patrick A. Burns
Patrick A. Burns
Senior Executive Vice President
and General Counsel
