FASCIANO FUND INC
24F-2NT, 1998-09-08
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UNITED STATES                           OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION      OMB Number:3235-0456
Washington, D.C.  20549                 Expires:August 31, 2000
                                        Estimated average burden
FORM 24F-2                              hours per response. . . . .1
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:

Fasciano Fund, Inc.
190 S. Lasalle Street
Chicago, IL 60603


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):

Fasciano Fund, Inc.



3.Investment Company Act File Number:811-05602


  Securities Act File Number:33-23997


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

June 30, 1998


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.









SEC 2393 (9-97)

5.Calculation of registration fee:

(i)Aggregate sale price of securities sold during the
fiscal year pursuant to section 24(f):$45,269,856

(ii)Aggregate price of securities redeemed or
repurchased during the fiscal year:$6,735,975

(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:$0

(iv)Total available redemption credits [add Items
5(ii) and 5(iii)]:$6,735,975


(v)Net sales - if Item 5(i) is greater than Item 5(iv)
[subtract Item 5(iv) from Item 5(i)]:$38,533,881

(vi)Redemption credits available for use in future years
$(0)-if Item 5(i) is less than Item 5(iv) [subtract Item
5(iv) from Item 5(i)]:


(vii)Multiplier for determining registration fee (See
Instruction C.9):X0.0295%

(viii)Registration fee due [multiply Item 5(v) by Item
5(vii)](enter "0" if no fee is due):=$11,367

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 [effective date of
rescission of rule 24e-2], 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]:=$11,367

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

Method of Delivery:

X 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/ Michael F. Fasciano

Michael F. Fasciano President

Date September 4, 1998

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











































































































































































































































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