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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: BEA Investment Funds, Inc.
c/o BEA Associates
One Citicorp Center
153 East 53rd Street
New York, NY 10022
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2. Name of each series or class of funds for which this notice is filed:
BEA Institutional Government Fund
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3. Investment Company Act File Number: 811 - 5568
Securities Act File Number: 33 - 22120
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4. Last day of fiscal year for which this notice is filed: February 1, 1996
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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:
[ ]
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6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A, 6):
February 1, 1996
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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:
0
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8. Number and amount of securities registered during the fiscal year other than
pursuant to rule 24f-2:
0
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9. Number and aggregate sale price of securities sold during the fiscal year:
Shares $
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59,482 574,719
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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:
Shares $
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59,482 574,719
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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):
Shares $
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10,887 105,058
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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): $ 574,719
(ii) Aggregate price of shares issued in
connection with dividend reinvestment
plans (from Item 11, if applicable): + 105,058
(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year
(if applicable): - 20,910,444
(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
(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: = (20,230,667)
(vi) Multiplier prescribed by Section 6(b) of
the Securities Act of 1933 or other
applicable law or regulation (see
instruction C.6): x .0003482758
(vii) Fee due [line (I) or line (v)
multiplied by line (vi)]: N/A
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.
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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
issuer and in the capacities and on the dates indicated.
By (Signature and Title)* _____________________________________________________
_____________________________________________________
Date_______________
*Please print the name and title of the signing officer below the signature.
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EXHIBIT 5
March 27, 1996
BEA Investment Funds, Inc.
c/o BEA Associates
153 East 53rd Street, 57th Floor;
New York, New York 10022
Re: Rule 24f-2 Notice
for BEA Investment Funds, Inc.
(Securities Act File No. 33-22120
Investment Company Act File No. 811-5568)
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Ladies and Gentlemen:
You have requested that we, as counsel to BEA Investment Funds, Inc., a
Maryland corporation (the "Fund"), render an opinion in connection with the
filing by the Fund of a notice required by Rule 24f-2 (the "Rule") under the
Investment Company Act of 1940, as amended (the "1940 Act"), on Form 24f-2
(the "Form"), for the Fund's fiscal period commencing on January 1, 1996 and
ending on February 1, 1996 (the "Last Fiscal Period"). We understand that the
Fund has previously filed a registration statement on Form N-1A under the
Securities Act of 1933, as amended (the "1933 Act"), adopting the declaration
authorized by paragraph (a)(1) of the Rule to the effect that an indefinite
number of shares of common stock of the Fund (the "Shares") was being
registered by such registration statement. The effect of the Notice, when
accompanied by the filing fee, if any, payable as prescribed by paragraph (c)
of the Rule and by this opinion, will be to make definite in number the number
of Shares sold by the Fund during the last Fiscal Period in reliance upon the
Rule (the "Rule 24f-2 Shares").
We have examined the Fund's Articles of Incorporation, its By-Laws,
resolutions adopted by its Board of Directors, and other records, documents,
papers, statutes and authorities as we have deemed necessary to form a basis
for the opinion hereinafter expressed.
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BEA Investment Funds, Inc.
March 27, 1996
Page 2
On the basis of the foregoing, and assuming compliance with the 1933 Act, the
1940 Act and applicable state laws regulating the sale of securities, and
assuming further that all of the Rule 24f-2 Shares sold during the Last
Fiscal Period were sold in accordance with the terms of the Fund's Prospectus
and Statement of Additional Information in effect at the time of sale at a
sales price in each case in excess of the par value of the Rule 24f-2 Shares,
we are of the opinion that such Rule 24f-2 Shares were validly and legally
issued, fully paid and non-assessable by the Fund.
We are members of the Bar of the State of New York and do not hold ourselves
out as being conversant with the laws of any jurisdiction other than those of
the United States of America and the State of New York. We note that we are
not licensed to practice law in the State of Maryland, and to the extent that
any opinion expressed herein involves the law of Maryland, such opinion
should be understood to be based solely upon our review of the documents
referred to above, the published statutes of that state, and where
applicable, published cases, rules or regulations of regulatory bodies of
that state.
We hereby consent to the filing of this opinion with the Securities and
Exchange Commission in connection with the Notice.
Very truly yours,
/s/ WILLKIE FARR & GALLAGHER
WILLKIE FARR & GALLAGHER
