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.
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1. Name and address of issuer: USLICO Series Fund
4601 Fairfax Drive
Arlington, VA 22203
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2. Name of each series or class of funds for which this notice is filed:
USLICO Series Fund
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3. Investment Company Act File Number: 811-05451
Securities Act File Number: 33-20957
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4. Last day of fiscal year for which this notice is filed:
December 31, 1996
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5. Check box if 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:
[ ]
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6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
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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
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8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
None
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9. Number and aggregate sale price of securities sold during the fiscal
year:
671,313 $5,682,806
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10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
None
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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):
671,313 $5,682,806
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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):
$ 0
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(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from Item 11, if applicable):
+ 5,682,806
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(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year (if applicable):
- 1,775,575
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(iv) Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to rule 24e-2 (if
applicable):
+
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(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):
3,907,231
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(vi) Multiplier prescribed by Section 6(b) of the Securities Act of
1933 or other applicable law or regulation (see Instruction C.6):
x .030303%
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(vii) Fee due [line (i) or line (v) multiplied by line (vi)]:
0(1)
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(1) All shares sold to insurance company separate accounts; no fee due
pursuant to Office of Insurance Products Letter.
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.
</TABLE>
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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).
[ ]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
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SIGNATURES
This report has been signed below by the following persons on behalf of the
issuers and in the capacities and on the date indicated.
By (Signature and Title)* /s/Robert B. Saginaw
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ROBERT B. SAGINAW, COUNSEL
Date FEBRUARY 18, 1997
* Please print the name and title of the signing officer below the signature.
February 18, 1997
USLICO Series Fund
4601 Fairfax Drive
Arlington, VA 22203
Re: Registration No. 33-20957
Gentlemen:
I have examined the documents relating to the establishment of USLICO Series
Fund, (the "Fund"). In my opinion, based upon a review of pertinent documents
and other matters of law as deemed necessary for this opinion, and advise you
that in my opinion:
1. The Fund is a Trust duly created and validly existing pursuant to the laws
of the State of Massachusetts.
2. Shares of the Fund are described in the prospectuses which constitute a
part of the registration statements filed with the Securities and Exchange
Commission and are legal and binding obligations of the Fund in accordance
with their respective terms.
I consent to the filing of this opinion with the Securities and Exchange
Commission in connection with the Company's filing a Rule 24f-2 Notice under the
Investment Company Act of 1940.
Sincerely,
/s/Robert B. Saginaw
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Robert B. Saginaw
Counsel
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