HEARTLAND GROUP INC
24F-2NT, 2000-08-18
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            Annual Notice of Securities Sold Pursuant to Rule 24F-2


                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington,  D.C.  20549

                                   FORM 24F-2
                        Annual Notice of Securities Sold
                             Pursuant to Rule 24f-2

             Read instruction at end of Form before preparing Form.


1.   Name and address of issuer:
                                   Heartland Group, Inc.
                                   789 North Water Street
                                   Milwaukee, WI  53202

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):
Heartland Government Fund
3.   Investment Company Act File Number:  811-4982

     Securities Act File Number:  33-11371

4(a). Last day of year for which this Form is filed: 08/09/2000 (Fund
 Liquidation Date)

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). [_] 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):                       $2,178,401

(ii)   Aggregate price of securities redeemed or repurchased
       during the fiscal year:                                     $44,098,694

(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:                $ 7,105,013

(iv)   Total available redemption credits [add Items 5(ii)
       and 5(iii)]:                                               -$51,203,707


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(v)    Net sales - if Item 5(i) is greater than Item 5(iv)
       [subtract Item 5(iv) from Item 5(i)]:                       $         0

(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 (liquidated)

(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: 0 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: 0

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):

                                                                 + $   0

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

                                                                 = $   0

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

                                   NOT APPLICABLE

        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 dates indicated.

By (Signature and Title)* /s/ Paul T. Beste
                          -----------------

                          Paul T. Beste, Vice President

Date August 18, 2000
     ---------------
              *Please print the name and title of the signing officer below the
signature.


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