COMPOSITE DEFERRED SERIES INC
24F-2NT, 2000-09-11
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                                  UNITED STATES
                       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:

                         Composite Deferred Series, Inc.
                          c/o PFPC Global Fund Services
                               101 Federal Street
                                Boston MA, 02110


2.       The name of each series or class of securities for which this Form
         is filed (If the Form is being  filed for all series and
         classes of securities of the issuer, check the box but do not list
         series or classes):  X


3.       Investment Company Act File Number:

                                    811-4962


         Securities Act File Number:

                                    33-11010


4(a). Last day of fiscal year for which this Form is filed:

                                April 30, 2000


4(b).       __ Check box if this Form is being  filed late  (i.e.,  more than 90
            calendar days after the end of the issuer's fiscal year).
           (See Instruction A.2)

Note:    If the Form is being filed late, interest must be paid on the
         registration fee due.

4(c). _X_ Check box if this is the last time the issuer will be filing this
          Form.


5. Calculation of registration fee:

         (i)      Aggregate sale price of securities sold during the fiscal year
                  pursuant to section 24(f):                     $(   -0-    )*

         (ii)     Aggregate price of securities  redeemed or repurchased  during
                  the fiscal year: $( N/A )

         (iii)    Aggregate price of securities  redeemed or repurchased  during
                  any prior  fiscal year ending no earlier than October 11, 1995
                  that  were not  previously  used to reduce  registration  fees
                  payable to the Commission: $( N/A )

         (iv)     Total available redemption credits (add Items
                  5(ii) and 5(iii):                                  $(   N/A  )

         (v)      Net sales - if Item 5(i) is greater than Item 5(iv)  [subtract
                  Item 5(iv) from Item 5(i)]: $ ( N/A )


         (vi)     Redemption credits available for use in future years - if Item
                  5(i) is less than Item  5(iv)  [subtract  Item 5(iv) from Item
                  5(i)]: $ ( N/A )

         (vii)    Multiplier for determining registration fee (See
                  Instruction C.9):                                    x.000278

         (viii)   Registration  fee due  [multiply  Item  5(v)  by Item  5(vii)]
                  (enter "0" if no fee is due): =( -0- )*


6.       Prepaid Shares

         If the response to Item 5(i) was  determined  by deducting an amount of
         securities  that  were  registered  under  the  Securities  Act of 1933
         pursuant  to rule 24e-2 as in effect  before  October  11,  1997,  then
         report  the  amount of  securities  (number  of shares or other  units)
         deducted here:  N/A. If there is a number of shares or other units that
         were registered  pursuant to rule 24e-2 remaining  unsold at the end of
         the fiscal year for which this Form is filed that are available for use
         by the issuer in future fiscal years, then state that number here: N/A.

7.       Interest  due - if this Form is being filed more than 90 days after the
         end of the issuer's fiscal year (see instruction D): +$ N/A

8.       Total of the amount of the  registration  fee due plus any interest due
         [line 5(viii) plus line 7]: =$( -0- )*

*     No fee is due as all shares were sold to unmanaged separate accounts whose
      interests  have been  registered  under the Securities Act of 1933 and for
      which the  registration  fees have been paid.  The  Registrant  offers its
      shares exclusively to registered separate accounts of affiliated insurance
      companies.




9.       Date the  registration  fee and any  interest  payment  was sent to the
         Commission's lockbox depository:

                                       N/A

                  Method of Delivery:

                           __       Wire Transfer
                           __       Mail or other means




                                   SIGNATURES


This  report has been  signed  below by the  following  persons on behalf of the
issuer and in the capacities and on the date indicated.


By (Signature and Title)*  /s/ MONTE D. CALVIN
                           Monte D. Calvin, Chief Financial Officer

Date     September 11, 2000

*Please print the name and title of the signing officer below the signature.



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