Rule 24f-2 Notice
SUNAMERICA INCOME FUNDS
733 Third Avenue
New York, NY 10017-3204
1933 Act No. 33-6502
(i)fiscal period for which notice is filed 3/31/95
(ii)The number or amount of securities of the same
class or series, if any, which had been
registered under the Securities Act of 1933,
other than pursuant to Rule 24f-2 but which
remained unsold at 4/1/94, the beginning
of the Registrant's fiscal period 0
(iii)The number or amount of securities, if any,
registered during the fiscal period of this
notice other than pursuant to Rule 24f-2 38,666 38,666
(iv)The number or amount of securities sold
during the fiscal period of this notice 54,967,608
(v)The number or amount of securities sold
during the fiscal period of this notice
in reliance upon registration pursuant
to Rule 24f-2 (see attached Computation
of Fee) 54,928,942
WITNESS the due execution hereof this 15th day of May, 1995.
/s/ Robert M. Zakem
Robert M. Zakem
Secretary
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COMPUTATION OF FEE
1.Actual aggregate sale price of Registrant's
Securities sold pursuant to Rule 24f-2 during
the fiscal period for which the Rule 24f-2
Notice is filed (see Section (v))................$384,502,594
2.Reduced by the difference between:
(a)actual aggregate redemption price
of such securities redeemed by the
issuer during the fiscal period for
which the 24f-2 notice is filed...$705,977,449
(b)actual aggregate redemption price
of such redeemed securities
previously applied by the issuer
pursuant to Rule 24e-2 for
the fiscal period for which the
24f-2 notice is filed.............$ 289,995 $705,687,454
Total amount upon which the fee calculation specified
in Section 6(b) of the Securities Act of 1933 is
based................................................($321,184,860)
FEE SUBMITTED (1/29 of 1% of Total amount)....... $ -0-
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SUNAMERICA ASSET MANAGEMENT CORP.
733 Third Avenue
New York, NY 10017
(800) 858-8850
May 15, 1995
SunAmerica Income Funds
733 Third Avenue
New York, NY 10017-3204
Ladies and Gentlemen:
You have requested my opinion for use in conjunction with a
Rule 24f-2 Notice for SunAmerica Income Funds (the "Fund") to be
filed in respect of shares of the Fund ("Shares") sold for the
fiscal year ended March 31, 1995, pursuant to the Fund's
Registration Statement filed with the Securities and Exchange
Commission (the "SEC") under the Securities Act of 1933 (File No.
33-6502) ("Registration Statement").
In its Registration Statement, the Fund elected to register an
indefinite number of Shares pursuant to the provisions of SEC Rule
24f-2.
I have reviewed the amended Registration Statement of the Fund
and such other documents and records deemed relevant. On the basis
of the foregoing, it is my opinion that the Shares sold for the
fiscal year ended March 31, 1995, registration of which the Rule
24f-2 Notice makes definite in number, were legally issued, fully
paid and non-assessable.
I consent to your filing this opinion as an Exhibit to the
Rule 24f-2 Notice referred to above, the Registration Statement of
the Fund and to any application or registration statement filed
under the Securities Laws of any of the States of the United
States.
Very truly yours,
/s/Robert M. Zakem
Robert M. Zakem
Senior Vice President and
General Counsel
