U.S. 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:
ANCHOR PATHWAY FUND
The SunAmerica Center
733 Third Avenue
New York, NY 10017-3204
2. Name of each series or class of funds for which this notice is
filed:
Growth Series, International Series, Growth-Income Series,
Asset Allocation Series, High-Yield Bond Series, U.S.
Government/AAA-Rated Securities Series and Cash Management
Series.
3. Investment Company Act File Number:
811-5157
Securities Act File Number:
33-14227
4. Last day of fiscal year for which this notice is filed:
11/30/95
5. Check this box if this notice is being filed more than 120 days
after the close of the issuer's fiscal year but before
termination of 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):
7. 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 the beginning of the Registrant's fiscal year:
-0-
8. The number or amount of securities registered during the fiscal
period other than pursuant to Rule 24f-2:
14,338,106
9. The number and aggregate sale price of securities sold during
the fiscal year:
Number: -0-*
Sale Price: -0-
* Shares are sold only to an unmanaged separate account that
offers interests therein that are registered under the
Securities Act and on which a registration fee has or will be
paid.
10. The number and aggregate sale price of securities sold during
this fiscal year in reliance upon registration pursuant to Rule
24f-2:
Number: -0-
Sale Price: -0-
11. The number and aggregate sale price of securities sold during
this fiscal year in connection with dividend reinvestment
plans, if applicable (see Instruction B.7):
Number: -0-
Sale Price: -0-
12. Calculation of registration fee:
(i) Actual aggregate sale price of securities
sold during the fiscal year in reliance on
rule 24f-2 (from item 10): $0
(ii) Aggregate price of shares issued in
connection with dividend reinvestment plans
(from Item 11, if applicable): $0
(iii)Aggregate price of shares redeemed or
repurchased during the fiscal year
(if applicable): $0
(iv) Aggregate price of shares redeemed or
repurchased and previously applied as a
reduction to filing fees pursuant to rule
24e-2 [line(i), plus line (ii), less line
(iii), plus line (iv)](if applicable): $0
(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): $0
(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable
law or regulation (see Instruction C.6): x 1/29 of 1%
(vii) Fee due [line (i) or line (v) multiplied by
line (vi)]: $0
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.
Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rule of
Informal and Other Procedures (17CFR 202.3a). [ ]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository: _______
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 M. Zakem
Robert M. Zakem, Assistant Secretary
Date 1/22/96
* Please print the name and title of the signing officer below the
signature.
<PAGE>
SunAmerica Asset Management
The SunAmerica Center
733 Third Avenue
New York, NY 10017-3204
January 22, 1996
Anchor Pathway Fund
The SunAmerica Center
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 Anchor Pathway Fund (the "Fund") to be filed
in respect of shares of the Fund ("Shares") sold for the fiscal
year ended November 30, 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. 33-14227)
("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 November 30, 1995, the 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
Senior Vice President and
General Counsel
