ADVANCE CAPITAL I INC
24F-2NT, 1997-02-20
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<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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


1.  Name and address of issuer:
    Advance Capital I, Inc.
    One Towne Square, Suite 444
    Southfield, MI 48076

2.  Name of each series or class of funds for which this notice is filed:
    Class A shares of common stock - Equity Growth Fund
    Class B shares of common stock - Bond Fund
    Class C shares of common stock - Balanced Fund
    Class D shares of common stock - Long Term Income Fund
    Class E shares of common stock - Retirement Income Fund

3.  Investment Company Act File Number:
    811-5127
    Securities Act File Number:
    33-13754

4.  Last day of fiscal year for which this notice is filed:
    12/31/96

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):
    n/a

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:
    None
 
8.  Number and amount of securities registered during the fiscal year other
    than pursuant to rule 24f-2:
    None

9.  Number and aggregate sale price of securities sold during the fiscal year:
    Class A:  $10,814,067.09      792,133.834 shares
    Class B:  $   994,394.29       95,644.361 shares
    Class C:  $18,213,807.04    1,394,920.494 shares
    Class D:  $   129,815.40       12,801.261 shares
    Class E:  $51,322,788.89    5,053,126.031 shares
              --------------   
      Total:  $81,474,872.71

<PAGE>
10. Number and aggregate sale price of securities sold during the fiscal year
    in reliance upon registration pursuant to rule 24f-2:
    Class A:  $10,814,067.09      792,133.834 shares
    Class B:  $   994,394.29       95,644.361 shares
    Class C:  $18,213,807.04    1,394,920.494 shares
    Class D:  $   129,815.40       12,801.261 shares
    Class E:  $51,322,788.89    5,053,126.031 shares
              --------------   
      Total:  $81,474,872.71

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):
    n/a

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):   $81,474,872.71

   (ii) Aggregate price of shares issued in connection with
        dividend reinvestment plans (from item 11, if applicable):        0.00

  (iii) Aggregate price of shares redeemed or repurchased
        during the fiscal year (if applicable):                  27,506,751.90
	
   (iv) Aggregate price of shares redeemed or repurchased
        and previously applied as a reduction to filing
        fees pursuant to rule 24e-2 (if applicable):                      0.00 

    (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):                                         53,968,120.81

   (vi) Multiplier prescribed by Section 6(b) of the Securities
        Act of 1933 or other applicable law or regulation (see
        Instruction C.6):                                              1/3300

  (vii) Fee due (line (i) or line (v) multiplied by line (vi)):    $16,353.98

    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).
        [x]
        Date of mailing or wire transfer of filing fees to the Commission's
        lockbox depository:
        02/18/97

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/Robert J. Cappelli
                              ----------------------------------------------
                              Robert J. Cappelli, Vice President & Treasurer
                              ----------------------------------------------
    Date 02/20/97
         --------

<PAGE>
[Berry, Moorman, King & Hudson Letterhead]

Detroit Office

February 6, 1997

Advance Capital I, Inc.
One Towne Square, Suite 444
Southfield, MI 48076

Re: Rule 24f-2 Notice for Advance Capital I, Inc.
    Class A Common Stock (Registration No. 33-13754)

Gentlemen:

We have acted as counsel for Advance Capital I, Inc., a Maryland 
corporation (the "Fund"), in connection with the registration of
792,133.834 shares of its Class A Common Stock under the
Securities Act of 1933.  During the Fund's fiscal year ended
December 31, 1996 (the "Fiscal Year"), all of said shares were 
registered pursuant to Rule 24f-2 under the Investment Company 
Act of 1940.

In giving the opinion stated below, we have reviewed the Fund's 
Articles of Incorporation, its Bylaws, resolutions adopted by 
its Board of Directors and shareholders and such other legal and 
factual matters as we have deemed appropriate.  At all times 
during the Fiscal Year, the Fund was authorized to issue a total 
of one billion shares of capital stock, par value $.001 per 
share, of which, at the close of the Fiscal Year, two hundred 
million shares were classified as Class A common Stock, two 
hundred million shares were classified as Class B Common Stock, 
two hundred million shares were classified as Class C Common 
Stock, two hundred million shares were classified as Class D 
Common Stock and two hundred million shares were classified as 
Class E Common Stock.  We have been informed by the Fund that at 
no time during the Fiscal Year did the number of issued and 
outstanding shares of the Fund's Class A Common Stock exceed the 
number of such shares that the Fund was then authorized to issue.

Based on the foregoing, we are of the opinion that the 
aforementioned shares of Class A Common Stock of the Fund 
registered pursuant to Rule 24f-2 during the Fiscal Year were, 
when issued for payment as described in the Fund's prospectus, 
legally issued, fully paid and non-assessable by the Fund.  
Members of Berry, Moorman, King & Hudson and their spouses and 
families beneficially own shares in the Fund in the aggregate 
amount of less than 1% of its outstanding shares.  We

<PAGE>
Advance Capital I, Inc.
February 6, 1997
Page 2

hereby consent to the filing of this opinion with the Securities
and Exchange Commission as part of the Fund's Rule 24f-2 Notice.

Very truly yours,

BERRY, MOORMAN, KING & HUDSON, P.C.

By: /s/Robert A. Hudson
- -----------------------
Robert A. Hudson

RAH:lal:gam

<PAGE>
[Berry, Moorman, King & Hudson Letterhead]

Detroit Office

February 6, 1997

Advance Capital I, Inc.
One Towne Square, Suite 444
Southfield, MI 48076

Re: Rule 24f-2 Notice for Advance Capital I, Inc.
    Class B Common Stock (Registration No. 33-13754)

Gentlemen:

We have acted as counsel for Advance Capital I, Inc., a Maryland 
corporation (the "Fund"), in connection with the registration of 
95,644.361 shares of its Class B Common Stock under the 
Securities Act of 1933.  During the Fund's fiscal year ended 
December 31, 1996 (the "Fiscal Year"), all of said shares were 
registered pursuant to Rule 24f-2 under the Investment Company 
Act of 1940.

In giving the opinion stated below, we have reviewed the Fund's 
Articles of Incorporation, its Bylaws, resolutions adopted by 
its Board of Directors and shareholders and such other legal and 
factual matters as we have deemed appropriate.  At all times 
during the Fiscal Year, the Fund was authorized to issue a total 
of one billion shares of capital stock, par value $.001 per 
share, of which, at the close of the Fiscal Year, two hundred 
million shares were classified as Class A common Stock, two 
hundred million shares were classified as Class B Common Stock, 
two hundred million shares were classified as Class C Common 
Stock, two hundred million shares were classified as Class D 
Common Stock and two hundred million shares were classified as 
Class E Common Stock.  We have been informed by the Fund that at 
no time during the Fiscal Year did the number of issued and 
outstanding shares of the Fund's Class B Common Stock exceed the 
number of such shares that the Fund was then authorized to issue.

Based on the foregoing, we are of the opinion that the 
aforementioned shares of Class B Common Stock of the Fund 
registered pursuant to Rule 24f-2 during the Fiscal Year were, 
when issued for payment as described in the Fund's prospectus, 
legally issued, fully paid and non-assessable by the Fund.  
Members of Berry, Moorman, King & Hudson and their spouses and 
families beneficially own shares in the Fund in the aggregate 
amount of less than 1% of its outstanding shares.  We

<PAGE>
Advance Capital I, Inc.
February 6, 1997
Page 2

hereby consent to the filing of this opinion with the Securities
and Exchange Commission as part of the Fund's Rule 24f-2 Notice.

Very truly yours,

BERRY, MOORMAN, KING & HUDSON, P.C.

By: /s/Robert A. Hudson
- -----------------------
Robert A. Hudson

RAH:lal:gam

<PAGE>
[Berry, Moorman, King & Hudson Letterhead]

Detroit Office

February 6, 1997

Advance Capital I, Inc.
One Towne Square, Suite 444
Southfield, MI 48076

Re: Rule 24f-2 Notice for Advance Capital I, Inc.
    Class C Common Stock (Registration No. 33-13754)

Gentlemen:

We have acted as counsel for Advance Capital I, Inc., a Maryland 
corporation (the "Fund"), in connection with the registration of 
1,394,920.494 shares of its Class C Common Stock under the 
Securities Act of 1933.  During the Fund's fiscal year ended 
December 31, 1996 (the "Fiscal Year"), all of said shares were 
registered pursuant to Rule 24f-2 under the Investment Company 
Act of 1940.

In giving the opinion stated below, we have reviewed the Fund's 
Articles of Incorporation, its Bylaws, resolutions adopted by 
its Board of Directors and shareholders and such other legal and 
factual matters as we have deemed appropriate.  At all times 
during the Fiscal Year, the Fund was authorized to issue a total
of one billion shares of capital stock, par value $.001 per 
share, of which, at the close of the Fiscal Year, two hundred 
million shares were classified as Class A common Stock, two 
hundred million shares were classified as Class B Common Stock, 
two hundred million shares were classified as Class C Common 
Stock, two hundred million shares were classified as Class D 
Common Stock and two hundred million shares were classified as 
Class E Common Stock.  We have been informed by the Fund that at 
no time during the Fiscal Year did the number of issued and 
outstanding shares of the Fund's Class C Common Stock exceed the 
number of such shares that the Fund was then authorized to issue.

Based on the foregoing, we are of the opinion that the 
aforementioned shares of Class C Common Stock of the Fund 
registered pursuant to Rule 24f-2 during the Fiscal Year were, 
when issued for payment as described in the Fund's prospectus, 
legally issued, fully paid and non-assessable by the Fund.  
Members of Berry, Moorman, King & Hudson and their spouses and 
families beneficially own shares in the Fund in the aggregate 
amount of less than 1% of its outstanding shares.  We 

<PAGE>
Advance Capital I, Inc.
February 6, 1997
Page 2

hereby consent to the filing of this opinion with the Securities 
and Exchange Commission as part of the Fund's Rule 24f-2 Notice.

Very truly yours,

BERRY, MOORMAN, KING & HUDSON, P.C.

By: /s/Robert A. Hudson
- -----------------------
Robert A. Hudson

RAH:lal:gam

<PAGE>
[Berry, Moorman, King & Hudson Letterhead]

Detroit Office

February 6, 1997

Advance Capital I, Inc.
One Towne Square, Suite 444
Southfield, MI 48076

Re: Rule 24f-2 Notice for Advance Capital I, Inc.
    Class D Common Stock (Registration No. 33-13754)

Gentlemen:

We have acted as counsel for Advance Capital I, Inc., a Maryland 
corporation (the "Fund"), in connection with the registration of 
12,801.261 shares of its Class D Common Stock under the 
Securities Act of 1933.  During the Fund's fiscal year ended 
December 31, 1996 (the "Fiscal Year"), all of said shares were 
registered pursuant to Rule 24f-2 under the Investment Company 
Act of 1940.

In giving the opinion stated below, we have reviewed the Fund's 
Articles of Incorporation, its Bylaws, resolutions adopted by 
its Board of Directors and shareholders and such other legal and 
factual matters as we have deemed appropriate.  At all times 
during the Fiscal Year, the Fund was authorized to issue a total 
of one billion shares of capital stock, par value $.001 per 
share, of which, at the close of the Fiscal Year, two hundred 
million shares were classified as Class A common Stock, two 
hundred million shares were classified as Class B Common Stock, 
two hundred million shares were classified as Class C Common 
Stock, two hundred million shares were classified as Class D 
Common Stock and two hundred million shares were classified as 
Class E Common Stock.  We have been informed by the Fund that at 
no time during the Fiscal Year did the number of issued and 
outstanding shares of the Fund's Class D Common Stock exceed the 
number of such shares that the Fund was then authorized to issue.

Based on the foregoing, we are of the opinion that the 
aforementioned shares of Class D Common Stock of the Fund 
registered pursuant to Rule 24f-2 during the Fiscal Year were, 
when issued for payment as described in the Fund's prospectus, 
legally issued, fully paid and non-assessable by the Fund.  
Members of Berry, Moorman, King & Hudson and their spouses and 
families beneficially own shares in the Fund in the aggregate 
amount of less than 1% of its outstanding shares.  We 

<PAGE>
Advance Capital I, Inc.
February 6, 1997
Page 2

hereby consent to the filing of this opinion with the Securities 
and Exchange Commission as part of the Fund's Rule 24f-2 Notice.

Very truly yours,

BERRY, MOORMAN, KING & HUDSON, P.C.

By: /s/Robert A. Hudson
- -----------------------
Robert A. Hudson

RAH:lal:gam

<PAGE>
[Berry, Moorman, King & Hudson Letterhead]

Detroit Office

February 6, 1997

Advance Capital I, Inc.
One Towne Square, Suite 444
Southfield, MI 48076

Re: Rule 24f-2 Notice for Advance Capital I, Inc.
    Class E Common Stock (Registration No. 33-13754)

Gentlemen:

We have acted as counsel for Advance Capital I, Inc., a Maryland 
corporation (the "Fund"), in connection with the registration of 
5,053,126.031 shares of its Class E Common Stock under the 
Securities Act of 1933.  During the Fund's fiscal year ended 
December 31, 1996 (the "Fiscal Year"), all of said shares were 
registered pursuant to Rule 24f-2 under the Investment Company 
Act of 1940.

In giving the opinion stated below, we have reviewed the Fund's 
Articles of Incorporation, its Bylaws, resolutions adopted by 
its Board of Directors and shareholders and such other legal and 
factual matters as we have deemed appropriate.  At all times 
during the Fiscal Year, the Fund was authorized to issue a total 
of one billion shares of capital stock, par value $.001 per 
share, of which, at the close of the Fiscal Year, two hundred 
million shares were classified as Class A common Stock, two 
hundred million shares were classified as Class B Common Stock, 
two hundred million shares were classified as Class C Common 
Stock, two hundred million shares were classified as Class D 
Common Stock and two hundred million shares were classified as 
Class E Common Stock.  We have been informed by the Fund that at 
no time during the Fiscal Year did the number of issued and 
outstanding shares of the Fund's Class E Common Stock exceed the 
number of such shares that the Fund was then authorized to issue.

Based on the foregoing, we are of the opinion that the 
aforementioned shares of Class E Common Stock of the Fund 
registered pursuant to Rule 24f-2 during the Fiscal Year were, 
when issued for payment as described in the Fund's prospectus, 
legally issued, fully paid and non-assessable by the Fund.  
Members of Berry, Moorman, King & Hudson and their spouses and 
families beneficially own shares in the Fund in the aggregate 
amount of less than 1% of its outstanding shares.  We 

<PAGE>
Advance Capital I, Inc.
February 6, 1997
Page 2

hereby consent to the filing of this opinion with the Securities 
and Exchange Commission as part of the Fund's Rule 24f-2 Notice.

Very truly yours,

BERRY, MOORMAN, KING & HUDSON, P.C.

By: /s/Robert A. Hudson
- -----------------------
Robert A. Hudson

RAH:lal:gam


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