AMERICAN GAS INDEX FUND INC
485BPOS, 1996-07-29
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  As Filed With  The Securities And Exchange Commission on August
  1, 1996.
      

                                  File Nos. 33-25678 and 811-5702

                 SECURITIES AND EXCHANGE COMMISSION
                      Washington, D. C.  20549

                             Form N-1A

  REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933     (X)

  Pre-Effective Amendment No.                                (  )

     
  Post-Effective Amendment No.  7                             (X)
      
                               and/or

  REGISTRATION STATEMENT UNDER THE INVESTMENT
    COMPANY ACT OF 1940                                       (X)
     
  Amendment No.   11                                          (X)
      
                   AMERICAN GAS INDEX FUND, INC.
         (Exact Name of Registrant as Specified in Charter)

          4922 Fairmont Avenue, Bethesda, Maryland  20814
        (Address of Principal Executive Offices) (Zip Code)

                           (301) 657-1500
        (Registrant's Telephone Number, Including Area Code)

                         Richard J. Garvey
                        4922 Fairmont Avenue
                     Bethesda, Maryland  20814
         (Name and Address of Agent for Service of Process)














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                             Copies to:
     
                       Michael L. Sapir, Esq.
                  Law Offices of Michael L. Sapir
                        3813 T Street, N.W.
                      Washington, D. C.  20007
      

  Approximate   Date  of  Commencement  of  the  Proposed  Public
  Offering of the Securities:

  It is  proposed that this  filing will become effective  (check
  appropriate box):

     X      immediately upon filing pursuant to  paragraph (b) of
            rule 485.
            on (date) pursuant  to paragraph (b) (1) (v)  of rule
            485.
            60 days  after filing pursuant  to paragraph (a)  (1)
            of rule 485.
            on (date) pursuant to paragraph (a) (1) of rule 485.
            75 days  after filing pursuant  to paragraph (a)  (2)
            of rule 485.
            on (date) pursuant to paragraph (a) (2) of rule 485.

  If appropriate, check the following box:

            This   post-effective  amendment   designates  a  new
            effective date for a previously-filed  post-effective
            amendment.

     
  The   Registrant   has  previously   filed  a   declaration  of
  indefinite registration  of its shares  pursuant to Rule  24f-2
  under  the Investment  Company  Act of  1940.   The  Rule 24f-2
  Notice for  the Registrant s  fiscal year ended  March 31, 1996
  was filed on May 29, 1996.
      

                                        TOTAL NUMBER OF PAGES____













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                   AMERICAN GAS INDEX FUND, INC.

                REGISTRATION STATEMENT ON FORM N-1A

                       Cross Reference Sheet
                      Required By Rule 495(a)
                  Under The Securities Act of 1933



       N-1A                           Location in
     Item No.                         Registration Statement


              Part A. Information Required in Prospectus


     1.         Cover Page            Outside Front Cover Page of
                                      Prospectus

     2.         Synopsis              Fee Table

     3.         Condensed Financial   Financial Highlights;
                Information           Performance Data


     4.         General Description   Organization and Description
                of Registrant         of Common Stock; Investment
                                      Policies

     5.         Management of the     Management of the Fund
                Fund

     5A.        Management's          Management's Discussion of
                Discussion of Fund    Fund Performance
                Performance


     6.         Capital Stock and     Organization and Description
                Other Securities      of Common Stock; Taxes;
                                      Dividends and Distributions;
                                       
     7.         Purchase of           How to Invest in the Fund;
                Securities Being      Exchanges; Net Asset Value
                Offered

     8.         Redemption or         How to Redeem an Investment
                Repurchase            (Withdrawals); Exchanges


     9.         Legal Proceedings     Not Applicable


  <PAGE>
<PAGE>









                   Part B: Information Required In
                 Statement of Additional Information


    10.         Cover Page            Outside Front Cover Page of
                                      Statement of Additional
                                      Information

    11.         Table of Contents     Table of Contents


    12.         General Information   Not Applicable
                and History


    13.         Investment            Investment Policies;
                Objectives and        Investment Restrictions
                Policies
    14.         Management of the     Management of the Fund
                Registrant

    15.         Control Persons and   Principal Holders of
                Principal             Securities
                  Holders of
                Securities

    16.         Investment Advisory   Investment Advisory and
                and Other Services    Other Services


    17.         Brokerage Allocation  Investment Objectives and
                                      Policies


    18.         Capital Stock and     Not Applicable
                Other Securities
    19.         Purchase, Redemption  Redemptions; Tax-Deferred
                and                   Retirement Plans and Net
                Pricing of            Asset Value
                Securities Being
                Offered


    20.         Tax Status            Taxes

    21.         Underwriters          Not Applicable




  <PAGE>
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    22.         Calculations of       Calculation of Yield and
                Performance Data      Return Quotations


    23.         Financial Statements  Following Part B



                      Part C: Other Information


    24.         Financial Statements  Financial Statements and
                and Exhibits          Exhibits


    25.         Persons Controlled    Persons Controlled by or
                by or Under           Under Common Control
                Common Control

    26.         Number of Holders of  Numbers of Holders of
                Securities            Securities


    27.         Indemnification       Indemnification

    28.         Business and Other    Business and Other
                Connections           Connections of Investment
                of Investment         Adviser
                Adviser


    29.         Principal             Principal Underwriters
                Underwriters

    30.         Location of Accounts  Location of Accounts and
                and Records           Records

    31.         Management Services   Management Services


    32.         Undertakings          Undertakings

    33.         Signatures            Signatures










  <PAGE>
<PAGE>































                               PART A



























  <PAGE>
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                   AMERICAN GAS INDEX FUND, INC.
                        4922 Fairmont Avenue

                     Bethesda, Maryland 20814 
                           (800) 343-3355
                           (301) 657-1500


                 INVESTMENT OBJECTIVES AND POLICIES



  The  American  Gas   Index  Fund,   Inc.  (the  "Fund")   is  a
  diversified, open-end management investment company.   The Fund
  is  designed  as  a  common  stock  index  fund.    The  Fund s
  investment  objective  is to  provide  investment results  that
  correlate to those of an index comprising  the common stocks of
  natural gas  distribution and  transmission company  members of
  the American  Gas Association  ( A.G.A. ).  The  Fund is a  no-
  load  fund and does not  impose any  fees when you  buy or sell
  shares,  nor  does the  Fund  pay  any amounts  to  promote  or
  distribute  its shares  (that  is, it  has no  so-called  12b-1
  fees ).

  The  shares offered  by  this Prospectus  are  not deposits  or
  obligations of any bank, are not endorsed  or guaranteed by any
  bank, and  are not  insured  by the  Federal Deposit  Insurance
  Corporation,   the  Federal   Reserve  Board,   or  any   other
  governmental agency.



                       ADDITIONAL INFORMATION
     
  Investors should read this prospectus and  retain it for future
  reference.    It  is  designed  to  set  forth   concisely  the
  information an  investor should  know before  investing in  the
  Fund.   A Statement of Additional  Information dated  August 1,
  1996 containing additional information about  the Fund has been
  filed  with  the  Securities and  Exchange  Commission  and  is
  incorporated  herein by reference.  A copy of the Statement may
  be  obtained, without  charge, by  writing  or telephoning  the
  Fund at the above address or telephone number.


  The date of this Prospectus is August 1, 1996.

      




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  THESE SECURITIES HAVE  NOT BEEN APPROVED OR DISAPPROVED  BY THE
  SECURITIES  AND  EXCHANGE  COMMISSION OR  ANY  STATE SECURITIES
  COMMISSION, NOR HAS THE  SECURITIES AND EXCHANGE COMMISSION  OR
  ANY  STATE SECURITIES  COMMISSION PASSED  UPON THE  ACCURACY OR
  ADEQUACY  OF  THIS  PROSPECTUS.    ANY  REPRESENTATION  TO  THE
  CONTRARY IS A CRIMINAL OFFENSE.
                                                                 













































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                             FEE TABLE

  The following  table illustrates all  expenses and fees that  a
  shareholder of the Fund will incur.


  <TABLE>
  <CAPTION>

  SHAREHOLDER TRANSACTION EXPENSES
  <S>                                               <C>

     Sales Load Imposed on Purchases                None
     Sales Load Imposed on Reinvested Dividends     None
     Deferred Sales Load                            None
     Redemption Fees                                None

     Exchange Fees                                  None
     
     Monthly Account Fee (accounts under $500)*     $5.00


  ANNUAL FUND OPERATING EXPENSES
   (as a percentage of average net assets)

     Management Fees                                0.40%
     Administrative Fees                            0.10%

     12b-1 Fees                                     None
     Other Expenses                                 0.35%
       Total Fund Operating Expenses                0.85%


  *  A charge of $5 per month may be imposed on any account whose
     average daily balance for the month falls below $500 due  to
     redemptions.  See  Transaction Charges. 
      
  </TABLE>




  EXAMPLE

  You would  pay the following expenses  on a  $1,000 investment,
  assuming (1) a 5%  annual return and (2) redemption  at the end
  of  each time period.   You would pay the  same expenses on the
  same investment assuming no redemptions.


     
            1  year        3 years        5 years        10 years

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               $9             $28            $48           $108
      

  The  purpose  of  this  table  is to  assist  the  investor  in
  understanding  the various  expenses that  an  investor in  the
  Fund  will  bear directly  or  indirectly.    The five  percent
  assumed  annual return  is for  comparison purposes  only.   As
  noted above, the Fund  charges no redemption fees.  The  actual
  annual  return  may  be  more  or  less  depending   on  market
  conditions.     The  example   should  not   be  considered   a
  representation of  past or  future expenses.   Actual  expenses
  may be  greater or less  than those shown.   For  more complete
  information  about   the  various   costs  and  expenses,   see
   Management  of the  Fund  in  the  Prospectus and   Investment
  Advisory and  Other Services   in the  Statement of  Additional
  Information.





































  <PAGE>                         4
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                   American Gas Index Fund, Inc.
                        Financial Highlights
                              Audited
   <TABLE>

   <CAPTION>
      
                                             For the Year Ended March 31,
                                             1996         1995      1994
                                             ----         ----      -----

   <S>                                       <C>          <C>       <C>
   Per Share Operating Performance:
     Net Asset Value - Beginning of Year   $11.13         $11.08    $12.17
     Net Investment Income                  0.454          0.440     0.410

     Net Realized and Unrealized Gains
       (Losses) on Securities               2.125          0.050    (1.031)

     Net Increase (Decrease) in Net Asset

       Value Resulting from Operations      2.579          0.490    (0.621)
     Dividends to Shareholders             (0.455)        (0.440)   (0.406)
     Distributions to Shareholders from
       Net Realized Capital Gains              --             --    (0.063)


     Net Increase (Decrease) in Net
       Asset Value                           2.12           0.05     (1.09)

     Net Asset Value - End of Year         $13.25         $11.13    $11.08


   Total Investment Return                 23.46%           4.72%   (5.37)%

     Ratios to Average Net Assets:
        Expenses Less Reimbursement

          from Adviser                      0.85%           0.85%     0.84%
        Expenses Before Reimbursement
          from Adviser                      0.85%           0.85%     0.84%
        Net Investment Income               3.71%           4.04%     3.33%


   Supplementary Data:
     Portfolio Turnover Rate                10.0%            8.5%     11.4%
     Number of Shares Outstanding at
       End of Year (000s omitted)        15,391           16,941    18,858





  <PAGE>                         5
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   The  auditors   report  is   incorporated  by  reference   in  the  registration
   statement.  The auditors  report and  further information about the  performance
   of the  Fund are  contained in the  annual report  to shareholders which  may be
   obtained without charge by calling or writing the Fund. 

       
   </TABLE>














































  <PAGE>                         6
<PAGE>






                            American Gas Index Fund, Inc.
                                Financial Highlights
                                 Audited (Continued)
   <TABLE>

   <CAPTION>
      
                                             For the Year Ended March 31,
                                                1993           1992
                                                ----           ----

   <S>                                          <C>            <C>
   Per Share Operating Performance:
     Net Asset Value - Beginning of Year        $9.45          $10.20
     Net Investment Income                     0.407            0.472

     Net Realized and Unrealized Gains
       (Losses) on Securities                  2.853          (0.758)

     Net Increase (Decrease) in Net Asset

       Value Resulting from Operations         3.260          (0.286)
     Dividends to Shareholders                (0.410)         (0.464)
     Distributions to Shareholders from
       Net Realized Capital Gains             (0.130)            --


     Net Increase (Decrease) in Net
       Asset Value                              2.72           (0.75)

     Net Asset Value - End of Year            $12.17           $9.45


   Total Investment Return                    35.38%          (2.89)%

     Ratios to Average Net Assets:
        Expenses Less Reimbursement

          from Adviser                         0.85%           0.85%
        Expenses Before Reimbursement
          from Adviser                         0.85%           0.87%
        Net Investment Income                  3.82%           4.73%


   Supplementary Data:
     Portfolio Turnover Rate                   21.5%            30.2%
     Number of Shares Outstanding at
       End of Year (000s omitted)            17,708            13,669





  <PAGE>                         7
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   The  auditors   report  is   incorporated  by  reference   in  the  registration
   statement.  The auditors  report and  further information about the  performance
   of the  Fund are  contained in the  annual report  to shareholders which  may be
   obtained without charge by calling or writing the Fund. 

       
   </TABLE>














































  <PAGE>                         8
<PAGE>






                            American Gas Index Fund, Inc.
                                Financial Highlights
                                 Audited (Continued)
   <TABLE>

   <CAPTION>
      
                                             For the Year Ended March 31,
                                                1991           1990*
                                                ----           ----

   <S>                                          <C>            <C>
   Per Share Operating Performance:
     Net Asset Value - Beginning of Year        $11.20        $10.00
     Net Investment Income                       0.528         0.504

     Net Realized and Unrealized Gains
       (Losses) on Securities                  (0.899)         1.273

     Net Increase (Decrease) in Net Asset

       Value Resulting from Operations         (0.371)         1.777
     Dividends to Shareholders                 (0.530)        (0.500)
     Distributions to Shareholders from
       Net Realized Capital Gains              (0.099)        (0.077)


     Net Increase (Decrease) in Net
       Asset Value                              (1.00)          1.20

     Net Asset Value - End of Year             $10.20         $11.20


   Total Investment Return                     (3.55)%         16.55%

     Ratios to Average Net Assets:
        Expenses Less Reimbursement

          from Adviser                           0.79%          0.75%
        Expenses Before Reimbursement
          from Adviser                           0.91%          0.90%
        Net Investment Income                    5.00%          4.99%


   Supplementary Data:
     Portfolio Turnover Rate                     29.9%          25.0%
     Number of Shares Outstanding at
       End of Year (000s omitted)              12,821          7,676


   * Commencement of operations May 10, 1989.


  <PAGE>                         9
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   The auditors  report is incorporated by reference in the registration
   statement.  The auditors  report and further information about the performance
   of the Fund are contained in the annual report to shareholders which may be
   obtained without charge by calling or writing the Fund.

       
   </TABLE> 














































  <PAGE>                         10
<PAGE>







                        AMERICAN GAS INDEX FUND, INC.
                           Total Return Comparison


  [Graph appears here  showing the  comparison of  change in  the
  value of  $10,000 investment  made on  May 10,  1989 among  the
  American Gas Index Fund,  Standard & Poor s 500 Composite Index
  and the Dow Jones Utility Average]

  <TABLE>
  <CAPTION>


                                S&P 500        Dow Jones
                 American Gas   Composite      Utility
                 Index Fund     Index          Average 
                 ------------   ------------   ----------

  <S>            <C>            <C>            <C>

  5/10/89        $10,000        $10,000        $10,000
  3/31/90        $11,655        $11,450        $11,915

  3/31/91        $11,241        $13,100        $12,874
  3/31/92        $10,917        $14,546        $13,047
  3/31/93        $14,779        $16,762        $16,273
  3/31/94        $13,985        $17,008        $13,989
  3/31/95        $14,645        $19,656        $14,319

     
  3/31/96        $18,081        $25,964        $17,226
      


  </TABLE>

     Past performance is not predictive of future performance.






  <TABLE>

  <CAPTION>
     
                    Average Annual Total Return
                            Year Ended 
                           March 31, 1996


  <PAGE>                         11
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               One Year          Five Years       Since Inception
                 <S>                 <C>                <C>
                23.46%              9.97%              8.97%



      
  </TABLE>












































  <PAGE>                         12
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  MANAGEMENT S DISCUSSION OF FUND PERFORMANCE

     


  During the  fiscal year which ended on March 31, 1996, the Fund
  experienced  four  positive  quarters  and  a  total  return of
  23.46%.   A  new high  net asset  value ( NAV )  of $13.54  was
  achieved on February  13, 1996.  At  the end of March,  the NAV
  was $13.25  compared to $11.13  at the beginning  of the period
  which  started on  April  1,  1995.   This  strong  performance
  resulted from more  than 90% of the Fund s portfolio increasing
  in  share  value.    Two  important  additions  to  the  Fund s
  holdings were Laclede Gas Company and NGC Corporation.

  The Fund s consistent  strength during the  past four  quarters
  reflected  renewed   confidence   expressed   by   energy   and
  investment   analysts  in  unabated   growth  in   natural  gas
  consumption.  Other factors that  had a positive impact  were a
  rising   stock  market  (as  evidenced   by  the  broad  market
  averages),  declines  in  long-term   interest  rates,  healthy
  natural  gas  reserves  additions, and  the  price  behavior of
  competing  energy fuels.   Also, the  market s valuation of the
  vast  majority of the Fund s  investments increased in response
  to   the  various  proposals   to  restructure   and  partially
  deregulate  the  electric utility  industry.   Gas distribution
  and pipeline  companies  seem  to  be  increasingly  attractive
  investments  and  merger   or  acquisition  targets.    In  our
  opinion,   the  Fund  continues  to  be  an  ideal  vehicle  to
  financially participate in  the growing natural gas markets and
  the restructuring of the energy utilities.

  As of  March 31, 1996,  the market value  of pipeline companies
  represented   23%  of   the  portfolio,  diversified/integrated
  companies comprised 34%, combination companies  made up 20% and
  natural gas utility companies were 23%.


      





  PERFORMANCE DATA


  The Fund  may from  time  to time  include   total  return   in
  advertisements  or  reports  to   shareholders  or  prospective
  shareholders.   Quotations of average  annual total  return for
  the  Fund  will be  expressed in  terms of  the  average annual
  compounded rate of  return on a hypothetical investment  in the

  <PAGE>                         13
<PAGE>






  Fund  over a period of at least one,  five and ten years (up to
  the life of  the fund) (the ending  date of the period  will be
  stated).   Total  return is  calculated from  two factors:  the
  amount of  dividends earned by  each share and  by the increase
  or decrease in value of the Fund's share price.

     


  Performance information for  the Fund contained in  reports and
  promotional  literature may  be compared  to  various unmanaged
  indices, including  but not limited to,  the Standard  & Poor s
  500  Stock  Index  ( S&P 500 )  or  the  Dow  Jones  Industrial
  Average.   Such unmanaged  indices may  assume the reinvestment
  of  dividends  but  generally  do  not  reflect  deductions for
  operating  costs and expenses.   In addition,  the Fund's total
  return  may  be compared  to  the performance  of  other mutual
  funds as published  by such organizations as  Lipper Analytical
  Services, Inc.,  and  CDA Investment  Technologies, Inc.  among
  others.

      

  INVESTMENT POLICIES


     

  The Fund is designed  as a common stock index fund.  The Fund's
  investment objective  is  to  provide investment  results  that
  correlate to the  performance of an index comprising the common
  stocks of  natural gas  distribution  and transmission  company
  members  of  A.G.A.    The A.G.A.  Stock  Index  (the   Index )
  contains  approximately  105 publicly  traded  stocks  of those
  A.G.A.  member  companies  headquartered in  the  United States
  that largely make up  the American natural gas distribution and
  transmission  industry.  (See Attachment for the Composition of
  the  Index  as  of  March   31,  1996.)       Money  Management
  Associates, the  Fund s investment  adviser (the  ''Adviser''),
  believes that the  Index is the most representative stock index
  of the natural gas  industry.  The industry is  composed of gas
  distribution  companies,  gas  pipeline companies,  diversified
  gas companies and combination gas and electric companies.   The
  stocks  included  in  the   Fund  are  chosen  solely   on  the
  statistical  basis of  their  weightings  in  the  Index.    No
  attempt is made  to manage the Fund's portfolio actively in the
  traditional   sense,  using  economic,   financial  and  market
  analysis;  nor  will  the  adverse  financial  situation  of  a
  company directly result  in the elimination of its common stock
  from  the portfolio  unless  the company  is  removed from  the
  Index.     Normally,  the   stocks  of   gas  distribution  and


  <PAGE>                         14
<PAGE>






  transmission companies  produce relatively high dividend income
  and,  as   such,  a  significant   proportion  of  the   Fund's
  investment  performance   is  expected  to  result   from  such
  dividend  income.    The values  of  such  high dividend  yield
  stocks typically move inversely to interest rates.

      


  The  A.G.A.,    a  national trade  association  of  natural gas
  companies,  periodically  determines each  company's proportion
  of the Index.  The A.G.A. will furnish  an updated Index to the
  Fund monthly.   The composition  of the Index  will change only
  as  gas distribution or  transmission companies  join or resign
  from the A.G.A.  Each stock's proportion of the  Index is based
  on that stock's market  capitalization, that is, the  number of
  shares  outstanding  multiplied  by  the  market  price  of the
  stock.  Such  computation is also weighted to reduce the effect
  of  assets not  connected  with  natural gas  distribution  and
  transmission  revenue.   The percentage of the Fund's assets to
  be invested in  each company's stock contained within the Index
  is  approximately  the   same  as  the  percentage   the  stock
  represents  in the Index.  The Fund's  securities holdings will
  be  monitored  by the  Adviser  so  that  its  holdings do  not
  deviate significantly  from the composition  and weightings  of
  the  Index.     Transaction   expenses  related   to  brokerage
  commission, management  fees and other  fund expenses will tend
  to  reduce  the  Fund's  investment return  below  that  of the
  Index; however,  such expenses are  expected  to  be lower than
  those for most actively managed investment companies.


  To  determine  the  extent  to  which  the  Fund  achieves  its
  investment objective, the Adviser will compare  the performance
  of  the Fund  to the  performance of  the Index on  a quarterly
  basis.   The  performance  calculations will  be  based on  the
  total return  basis.  Total  return of  the Fund is  defined as
  the  percentage increase or  decrease in  the Fund s  per share
  price plus the amount of  dividends earned per share  expressed
  as a percentage per share.  A similar  total return calculation
  of the Index will be computed quarterly.   The calculation will
  consist of the proportionate  aggregate percentage increase  or
  decrease  of the  Index stocks'  prices plus  the proportionate
  percentage dividend  yield  of  the Index  stocks.    Excluding
  management   fees  and  expenses,  the  Adviser  anticipates  a
  positive  correlation between the total  return of the Fund and
  that  of  the  Index.    To  avoid  deviation   in  the  Fund's
  performance from  the Index,  the Fund  will  normally seek  to
  invest  most  of  its  assets  in  the  stocks  of  the  Index.
  However,   generally  up to  five percent of  the Fund's assets
  may  be maintained  in  short-term investments  to provide  for


  <PAGE>                         15
<PAGE>






  liquidity.  These short-term  investments will  be in the  form
  of U.S. Government  securities, high quality bank  money market
  instruments and repurchase agreements.

  Specialized Investment Practices and Risks


  Index Methodology

  The  Fund is  managed with  the  goal that  changes in  the net
  asset value per  share will closely correlate to changes in the
  stock index.   Since the valuation  of a stock  index does  not
  consider any transaction,  custodial or brokerage expenses, the
  investment adviser seeks to minimize these charges  so that the
  goal of correlating changes in the net asset value of the  Fund
  to changes in the Index will be met.   The Adviser will use the
  proportional weighting of each stock  in the Index as  a target
  for  the  composition   of  the  Fund  itself.     Since  these
  weightings  change in  very  small amounts  during  the trading
  day, continual small  adjustments would be needed  to track the
  Index  exactly.    Furthermore, purchases  and  sales  of every
  stock within the Index would be  necessary as contributions and
  redemptions to  the Fund are  made.  To  minimize brokerage and
  transaction expenses, the  Adviser will make adjustments to the
  Fund as follows:

     Comparison  of the  actual composition  of the  Fund  to the
     theoretical target will be made  daily.  Adjustments to  the
     holdings  of any single  stock will be made  at least weekly
     whenever  the actual  proportion of  that stock in  the Fund
     varies by more  than .5% of the  weighting of that stock  in
     the Index.  The  percentage of  each stock holding  is based
     on the  total Fund value  less the  necessary cash  reserves
     (not  to  exceed  5%) for  redemptions  and  expenses.   For
     example, if Stock A represented 3% of the total weighting in
     the  Index at  the  close of  business,  adjustments  to the
     holdings of Stock A will be made if the value of Stock A  is
     greater than 3.5%  or less than 2.5% of the  assets invested
     in  stocks.   Adjustments may  be made  at other  times even
     though these tolerances are   not exceeded if the adjustment
     can  be  made  without  incurring  unreasonable  transaction
     expenses.


  While the use of this  methodology should cause changes  in the
  net  asset value  of  the Fund  to  approximate changes  in the
  Index, the  Fund  may nevertheless  outperform or  underperform
  the  Index.    Although there  is  no  predetermined acceptable
  range  of deviation  between the performance  of the  Index and
  that  of  the   Fund,  so  long  as  the  Adviser  follows  the
  investment  policies  described,  it  would  be  reasonable  to


  <PAGE>                         16
<PAGE>






  expect that the  Fund's performance will not  deviate more than
  500 basis  points (5%)  per year  from the  performance of  the
  Index.   The performance deviation  in question may  occur as a
  result  of  various  expenses incurred  by  the  Fund, such  as
  management  fees,   transaction  costs   and  other   operating
  expenses.

  Industry Concentration 


  The Adviser  does not select  stocks for investment  based on a
  judgment  of  their  individual  future  returns,  but   rather
  invests proportionately  in all of  the issues included in  the
  Index.   By employing a statistical approach which concentrates
  all investment in  a single industry,  the Fund  is subject  to
  those  risks associated with  the natural  gas distribution and
  transmission   industry.    Among  the  primary  risks  is  the
  competitive risk associated with  prices of alternative  fuels.
  For  example, major  gas  customers  such as  industrial  users
  often have the ability to  switch between the use of coal,  oil
  or  gas.     During  periods  when  competing  fuels  are  less
  expensive, revenues to  gas utility companies may  decline with
  a corresponding impact on earnings.   The gas industry  also is
  sensitive  to increased interest  rates because  of the capital
  intensive nature  of the  industry.   Typically, a  significant
  portion of  the  financing  of the  gas  industry's  assets  is
  obtained through debt.   As interest rates increase,  such debt
  scheduled to  be refinanced  would be acquired  at higher rates
  thereby adversely affecting earnings.

  Repurchase Agreements

  In  order  to  effectively  utilize   cash  reserves  kept  for
  liquidity,  the   Fund  may  invest  in  repurchase  agreements
  secured  by  securities  issued  or   guaranteed  by  the  U.S.
  Government,  its  agencies  and  instrumentalities.    Under  a
  repurchase  agreement,  the  Fund  purchases  a  security   and
  simultaneously  agrees to  sell  it back  to  the seller  on an
  agreed upon  future price and date,  normally one day or  a few
  days later.   The  resale price  is greater  than the  purchase
  price,  reflecting an  agreed upon  market interest  rate.  The
  Fund will  enter into  repurchase agreements  only with  member
  banks of the  Federal Reserve System or primary dealers of U.S.
  Government securities.   The  Fund's Adviser  will monitor  the
  credit  worthiness   of  the   firms  involved  in   repurchase
  agreements.   In the  event of a  default or bankruptcy  by the
  seller, the  Fund will  liquidate those  securities held  under
  repurchase  agreements.   However,  liquidation  could  involve
  costs or  delays and, to  the extent proceeds  from their sales
  were  less  than the  agreed  upon repurchase  price,  the Fund
  could suffer a  loss.  As stated  above, up to five  percent of


  <PAGE>                         17
<PAGE>






  the Fund's assets  may be maintained in  short-term investments
  such as repurchase agreements.

     
  General Matters


  Brokerage   commissions  are  normally  paid  on  common  stock
  transactions.    Such brokerage  commissions as  well  as other
  Fund  expenses will reduce the  overall performance of the Fund
  relative  to the  Index. Orders  for transactions  in portfolio
  securities  are placed  for the  Fund with a  number of brokers
  and dealers.   It is the policy of  the Fund to obtain the best
  price and execution for all of its security transactions.

      


  The Fund may not borrow money except as a  temporary measure to
  facilitate redemptions.   Such  a borrowing may  not exceed 30%
  of the Fund s  total assets, taken at  current net asset  value
  before  any  borrowing, and  securities  may  not be  purchased
  while such borrowing is outstanding.

  HOW TO INVEST IN THE FUND


  The minimum initial investment is $2,500.   Retirement accounts
  may  be opened with  a $500 minimum investment.   The shares of
  the Fund are offered  at the daily public offering price  which
  is  the net  asset value  per share  (See ''Net  Asset Value'')
  next  computed  after  receipt of  your  order.   There  is  no
  minimum amount for subsequent  investments.  All accounts  will
  be held in  book-entry form.  NO  CERTIFICATES FOR SHARES  WILL
  BE ISSUED.  The Fund reserves the right to reject  any purchase
  order.  Foreign checks will not be accepted.

     


  Investment  in the Fund can  be made directly  with the Fund or
  through third  parties such as  broker-dealers, banks  or other
  financial  institutions  that  purchase  securities  for  their
  customers.   Such  third parties  may charge  their customers a
  fee in connection  with services  offered to  customers.   When
  shares are  purchased through third  parties, the  third party,
  rather than the customer,  may be the shareholder of record  of
  the shares.  Investors who  do not wish to receive the services
  of  a third  party may  invest directly  with the  Fund without
  charge.     Certain  third  party  organizations   may  receive
  compensation from the Fund, the  Fund s transfer agent, or  the


  <PAGE>                         18
<PAGE>






  Fund s  Adviser for  the shareholder  accounting services  they
  provide.

  By Mail:  Complete an  application and make your  check payable
  to "American Gas  Index Fund, Inc."  Mail  the check along with
  the application to:


      

     American Gas Index Fund, Inc.
     4922 Fairmont Avenue
     Bethesda, MD  20814


  By Bank Wire:  Request a wire transfer to:

     Rushmore Trust and Savings, FSB

     Bethesda, Maryland
     Routing Number 0550-71084
     For Account of:
        American Gas  Index Fund, Inc.

     Account Number  029-385-770

     

  AFTER  INSTRUCTING YOUR  BANK TO  TRANSFER MONEY  BY  WIRE, YOU
  MUST CALL THE FUND AT 800-622-1386 OR 301-657-1510  AND TELL US
  THE  AMOUNT YOU  TRANSFERRED AND  THE NAME OF  THE BANK SENDING
  THE TRANSFER.   YOUR BANK  MAY CHARGE A FEE  FOR SUCH SERVICES.
  IT  IS IMPORTANT THAT YOU TELEPHONE BEFORE THE CLOSE OF THE NEW
  YORK STOCK  EXCHANGE  (CURRENTLY,  4:00 P.M.  EASTERN  STANDARD
  TIME) FOR A PURCHASE ORDER TO BE EFFECTIVE IN  THE FUND. IF THE
  PURCHASE  IS  CANCELED  BECAUSE  YOUR  WIRE   TRANSFER  IS  NOT
  RECEIVED, YOU MAY BE LIABLE FOR ANY LOSS THE FUND MAY INCUR.


      

  HOW TO REDEEM AN INVESTMENT (WITHDRAWALS)

           
  On  any day  the Fund  is open  for business,  an  investor may
  withdraw  all  or any  portion of  his investment  by redeeming
  shares at the next  determined net asset value per share  after
  receipt of the  order by writing the  Fund or telephoning  800-
  622-1386  or  301-657-1510  between 8:30  A.M.  and  4:00  P.M.
  Eastern time.
           


  <PAGE>                         19
<PAGE>






  Telephone  redemptions  will only  be  sent to  the  address of
  record  or   to  bank   accounts  specified   in  the   account
  application.    When  acting on  instructions  believed  to  be
  genuine, the Fund  will not be  liable for  any loss  resulting
  from  a  fraudulent   telephone  redemption  request  and   the
  investor would bear the risk of  any such loss.  The Fund  will
  employ  reasonable  procedures   to  confirm  that   redemption
  instructions communicated by telephone are  genuine; and if the
  Fund does  not employ  such procedures,  then the  Fund may  be
  liable  for  any  losses  due  to  unauthorized  or  fraudulent
  instructions.    The  Fund follows  specific  procedures    for
  transactions initiated  by telephone,  including among  others,
  requiring some form of personal  identification prior to acting
  on  instruction   received  by  telephone,   providing  written
  confirmation  not  later  than five  business  days  after  the
  transaction, and/or tape recording of telephone transactions.

  The  proceeds  of  redemptions  will be  sent  directly  to the
  investor's  address  of  record.    If  the  investor  requests
  payment of redemptions to a third party or  to a location other
  than his address  of record listed on the  account application,
  the  request must  be in  writing and  the investor's signature
  must  be  guaranteed  by  an  eligible institution.    Eligible
  institutions    generally    include    banking   institutions,
  securities     exchanges,     associations,     agencies     or
  broker/dealers, and ''STAMP'' program participants.   There are
  no fees charged for redemptions.
           

  The Fund will redeem its shares at  a redemption price equal to
  their net  asset value as  next computed following the  receipt
  of a request for redemption.   Payment at the  redemption price
  will  be made within seven days after the Fund's receipt of the
  request  for redemption.  For  investments that  have been made
  by check, payment  on withdrawal requests may be delayed for up
  to  ten business  days  or until  the  check clears,  whichever
  occurs first.  This delay is necessary to assure  the Fund that
  investments made by  checks are good  funds.   The proceeds  of
  the  redemption will be forwarded promptly upon confirmation of
  receipt of good funds.

  The right  of redemption may also be  suspended, or the date of
  payment  postponed, (a)  for any  period  during which  the New
  York Stock Exchange is  closed (other than customary weekend or
  holiday  closings); or  (b)  when trading  on  the Exchange  is
  restricted,  or an  emergency  exists,  as  determined  by  the
  Securities and  Exchange Commission,  so that  disposal of  the
  Fund's investments for  determination of net asset value is not
  reasonably practicable;  or (c) for  such other periods as  the
  Commission, by order, may  permit for protection of the  Fund's
  investors.    Investors  should also  be  aware  that telephone


  <PAGE>                         20
<PAGE>






  redemptions  or exchanges may  be difficult  to implement  in a
  timely  manner during  periods of  drastic  economic or  market
  changes.   If  such conditions  occur,  redemption or  exchange
  orders can  be made  by mail.   Because  of the  administrative
  expense  of handling  small  accounts,  the Fund  reserves  the
  right to  involuntarily  redeem  an  investor's  account  which
  falls  below  $500 in  value  due to  redemptions  or exchanges
  after providing 60 days written notice.

     


  The Fund  is  not  meant  to afford  market  timers  a  way  to
  speculate  on short-term movements in the market.  Accordingly,
  to  reduce the  negative  impact of  excessive  trading on  the
  Fund's  performance and to minimize transaction costs, the Fund
  restricts excessive trading.

      

  Trading by shareholders (and those managing  multiple accounts)
  will not  be deemed  excessive if  limited to five  redemptions
  per  year.   Shareholders or account  managers who exceed these
  limitations   may   be  prohibited   from   making   additional
  investments.    These   policies  do  not  prohibit   you  from
  redeeming shares of the Fund.



























  <PAGE>                         21
<PAGE>






  EXCHANGES

     


  The Fund s shares  may be  exchanged, without cost,  for shares
  of  Fund for Government Investors, Fund for Tax-Free Investors,
  Inc.,  The Rushmore Fund, Inc. or the Cappiello-Rushmore Trust,
  upon  receipt by  the Fund of  the order at  the respective net
  asset  values next computed of  the shares involved.  Exchanges
  between the American Gas Index  Fund, Inc. and the  above funds
  may be made by telephone or letter.   (See also ''How to Invest
  in the  Fund'' and ''How to Redeem an  Investment.'')   Written
  requests should be sent to  American Gas Index Fund,  Inc. 4922
  Fairmont  Avenue, Bethesda,  MD   20814  and  be signed  by the
  record owner  or owners.   Telephone exchange  requests may  be
  made  by  calling the  Fund  at 800-622-1386  or  301- 657-1510
  between 8:30 A.M. and 4:00  P.M. Eastern time.   Exchanges will
  be  effected  at  respective  net asset  values  of  the shares
  involved  as next  determined  after  receipt of  the  exchange
  request.  To  implement an exchange, shareholders  must provide
  the  following  information:  account  registration   including
  address  and  number; taxpayer  identification  number; number,
  percentage or dollar value of  shares to be redeemed;  and name
  and account number of the Fund  to which  the investment is  to
  be  transferred.   Exchanges  may  be  made  only  if they  are
  between   identically   registered   accounts.     Shareholders
  contemplating such  an exchange  should obtain  and review  the
  prospectuses  of  those  funds.    The  exchange  privilege  is
  available only  in states  where the  exchange  may legally  be
  made.   Telephone  exchange  privileges  may be  terminated  or
  modified by  the Fund upon  60 days notice  to all shareholders
  of the Fund.

      

  TRANSACTION CHARGES


     

  In  addition to charges described elsewhere in this Prospectus,
  the Fund may impose a charge of  $5 per month  for any  account
  whose  average   daily  balance   falls  below   $500  due   to
  redemptions.   The  fee  will continue  to  be  imposed  during
  months when  the account balance  remains below $500.   The fee
  will be imposed  on the last business  day of the month.   This
  fee will  be paid to Rushmore Trust and  Savings, FSB.  The fee
  will  not  be  imposed  on  tax-sheltered  retirement  plans or
  accounts  established under the  Uniform Gifts  or Transfers to
  Minors Act.  Subject to  certain conditions, the Fund  may also


  <PAGE>                         22
<PAGE>






  involuntarily  redeem such an  account (see   How to  Redeem an
  Investment (Withdrawals).    The Fund may also make a charge of
  $10  for  items  returned  for  insufficient  or  uncollectible
  funds.

      


  TAX-SHELTERED RETIREMENT PLANS
           
  The following  tax-sheltered retirement plans will be available
  to investors:
   
     Individual Retirement Accounts (IRAs)


     Defined Contribution Plans
     (Profit-Sharing Plans)


     Defined Contribution Plans
     (Money Purchase Plans) 

     Section 401(k) Plans


     Section 403(b) Plans

  Additional information regarding these retirement plans  may be
  obtained by contacting the Fund.





  DIVIDENDS AND DISTRIBUTIONS

           
  Dividends  of the  Fund will be  declared on  the next  to last
  business  day of  each calendar  quarter  (the declaration  and
  record   date).     Investors   will  receive   dividends   and
  distributions in  additional shares  at the net  asset value at
  the end  of  the last  business  day of  the quarter  (the  ex-
  dividend date)  unless they elect in  writing to  receive cash.
  Dividends and distributions paid in cash  to those investors so
  electing  will  be mailed  on the  second business  day  of the
  following month.  Dividends and distributions  will be paid  in
  cash or reinvested at the net asset value  per share calculated
  on  the ex-dividend  date.    Dividends and  distributions  are
  taxable to shareholders,  as discussed below, whether  they are
  reinvested in  shares of the Fund  or received in cash.   Long-


  <PAGE>                         23
<PAGE>






  term capital  gains, if any,  will be distributed  on an annual
  basis  while  short-term   capital  gains,  if  any,   will  be
  distributed  quarterly.      Statements  of   account   showing
  dividends  and  distributions  paid  will   be  sent  at  least
  quarterly.    To  change the  method  of  receiving  dividends,
  investors should notify the Fund in writing.

  NET ASSET VALUE


  The net asset  value of the  Fund's shares  will be  determined
  daily as  of  4:00  P.M.,  Eastern  time  except  on  customary
  national business holidays  which result in the closing  of the
  New York Stock  Exchange, and weekends.   The  net asset  value
  per share  is  calculated by  adding  the  total value  of  all
  securities  held by  the Fund  plus  cash and  accrued interest
  minus  liabilities,  including   accrued  expenses,  and   then
  dividing this amount by the total  number of shares outstanding
  at such time, rounded to  the nearest cent.   Listed securities
  will be valued  at the last sales  price on the New  York Stock
  Exchange   and  other   major   exchanges.     Over-the-counter
  securities  shall be valued at the last sales price.  If market
  quotations  are not readily  available, the  Board of Directors
  will  value the  portfolio's  securities in  good  faith.   The
  directors will periodically review  these methods of  valuation
  and recommend  changes which  may be necessary  to assure  that
  the Fund's investments are valued at fair value.

  TAXES
           
  The Fund intends  to qualify as a regulated  investment company
  under Subchapter  M of the  Internal Revenue Code.   Because of
  this  qualification under  current regulations,  the Fund  will
  not be  liable  for Federal  income  taxes  to the  extent  its
  earnings are distributed to shareholders.

           
  Dividends  derived from interest and  dividends received by the
  Fund, together  with distributions  of any short-term  or long-
  term capital gains, are taxable  as ordinary income whether  or
  not reinvested.   Dividends paid by  the Fund  may be  eligible
  for the dividends received deduction for corporations.
    
  Distributions of net long-term  gains, if any, realized  by the
  Fund  and  designated as  capital  gains distributions  will be
  made annually  and will be  taxed to shareholders as  long-term
  capital gains regardless  of the length of time the shares have
  been held.  Currently, long-term  capital gains are taxed  at a
  maximum rate of 28%.   Statements as to the Federal  tax status
  of  shareholders' dividends  and distributions  will be  mailed
  annually.  Shareholders   should  consult  their  tax  advisers


  <PAGE>                         24
<PAGE>






  concerning the tax  status of the Fund's dividends in their own
  states and localities.  

  Shareholders  are  required by  law to  certify that  their tax
  identification number is correct and that they are not  subject
  to back-up  withholding.  In the absence of this certification,
  the  Fund is required to  withhold taxes at the  rate of 20% on
  dividends,   capital   gains  distributions   and  redemptions.
  Shareholders who  are non-resident  aliens may be  subject to a
  withholding tax on dividends earned.


  Ordinary dividends  paid to  corporate or individual  residents
  of  foreign countries  are subject to  a 30 percent withholding
  tax.  The rate of withholding tax may  be reduced if the United
  States has an  income tax treaty with the foreign country where
  the  recipient resides.   Capital  gains distributions received
  by  foreign investors  should, in  most cases,  be exempt  from
  U.S. tax.   A foreign  investor will have  to provide the  Fund
  with any required  documentation in order for the Fund to apply
  a reduced rate or exemption from U.S. withholding tax.

  ORGANIZATION AND DESCRIPTION OF COMMON STOCK
           
  The  Fund is an open-end,  diversified investment  company.  It
  was incorporated in  Maryland on November  21, 1988  and has  a
  present authorized  capital of  1,000,000,000  shares of  $.001
  par value common stock.


  All  shares of the Fund are freely transferable.  The shares do
  not have  preemptive rights,  and none  of the  shares has  any
  preference  to  conversion,  exchange, dividends,  retirements,
  liquidation, redemption  or  any other  feature.   Because  the
  shares  have non-cumulative voting rights,  the holders of more
  than 50% of  the shares voting  for the  election of  directors
  can elect 100% of  the directors, if they choose to  do so.  In
  such  event, the holders of the remaining  less than 50% of the
  shares  voting  will  not  be  able  to  elect  any  directors.
  Shareholder  inquiries can be  made by telephone (800-343-3355)
  or  by  mail  (4922 Fairmont  Avenue,  Bethesda,  MD    20814).
  Maryland Corporate law, a registered investment company  is not
  required  to  hold  an  annual  shareholders'  meeting  if  the
  Investment  Company Act  of 1940  does  not require  a meeting.
  The Act does  require a meeting  if the  following actions  are
  necessary:    ratification  of  the  selection  of  independent
  public   accountants,  approval  of   the  investment  advisory
  agreement, election of  the board of directors,  or approval of
  the  appointment  of  directors to  board  vacancies  when such
  vacancies cause less  than two-thirds of the board to have been
  elected.     Under  the   Investment  Company   Act  of   1940,


  <PAGE>                         25
<PAGE>






  shareholders  have  the  right  to  remove  directors  and,  if
  holders of 10%  of the outstanding shares request in writing, a
  shareholders' meeting must be called.

  Officers and directors  of the Fund, as a  group, own less than
  1% of the shares outstanding.





  MANAGEMENT OF THE FUND


     

  Officer and Directors


  The Fund  has a Board of Directors which is responsible for the
  general  supervision of  the Fund s  business.   The day-to-day
  operations  of the Fund  are the  responsibility of  the Fund s
  officers.

  Investment Adviser, Administrator, and Servicing Agent


  The  Fund  is  provided  investment  advisory  and   management
  services by Money Management  Associates, 1001 Grand Isle  Way,
  Palm Beach  Gardens, Florida  33418. The  Adviser is a  limited
  partnership  formed under the laws  of the District of Columbia
  on  August 15,  1974. Daniel  L. O Connor  is the  sole general
  partner of the Adviser,  and as such, exercises control of  the
  Adviser.    Its  primary business  has  been  to serve  as  the
  Adviser  to  four  registered investment  companies,  including
  Fund for  Government Investors, The  Rushmore Fund,  Inc., Fund
  for Tax Free Investors, Inc. and American Gas  Index Fund, Inc.
  Net   assets  under   management  currently   approximate  $900
  million. 

  Under an  Investment Advisory  Agreement between  the Fund  and
  the Adviser, the Fund pays the Adviser a fee at an  annual rate
  based on 0.40%  of the net assets  of the Fund. Subject  to the
  control of the officers and Directors of the  Fund, the Adviser
  administers  the affairs  of  the Fund  and is  responsible for
  purchasing  and selling  securities  of  the Index  and  making
  short-term cash investments.

      




  <PAGE>                         26
<PAGE>






  The  Fund s administrator  is  A.G.A., 1515  Wilson  Boulevard,
  Arlington,  Virginia 22209,  a  national trade  association for
  the   natural  gas   industry   established   in  1918.      As
  administrator of the Fund, A.G.A.  calculates and maintains the
  Index and provides the Fund with information about the  natural
  gas industry.   The Fund pays  a fee at an annual rate of 0.10%
  of the average daily net assets of the Fund to A.G.A. under  an
  agreement for its services.

     


  Rushmore  Trust  and  Savings,  FSB  (   RTS ),  4922  Fairmont
  Avenue, Bethesda, Maryland  20814, a majority-owned  subsidiary
  of  the  Adviser, provides  the  Fund with  custodial, transfer
  agency, dividend-disbursing,  and other services.  RTS receives
  an annual  fee of 0.35% of the average  daily net assets of the
  Fund as compensation for providing these  services to the Fund.


  Under  the foregoing Agreements, ultimately  the Adviser or RTS
  is responsible for paying the  expenses of the Fund  other than
  taxes and extraordinary expenses.

      




























  <PAGE>                         27
<PAGE>






  <TABLE>
  <CAPTION>
     
                  ATTACHMENT - A.G.A. STOCK INDEX

                       (as of March 31, 1996)

  Common Stocks                 Value Weighting (%)
  -------------                 ------------------
  <S>                                     <C>


  AGL Resources, Inc.                     1.68
  Amoco Corp.                             0.11
  Atmos Energy Corp.                      0.61

  Baltimore Gas & Electric Co.            0.62
  Bay State Gas Co.                       0.61
  Brooklyn Union Gas Co.                  1.79
  Central Hudson Gas & Electric Corp.     0.10

  Chesapeake Utilities Corp.              0.08
  Chevron Corp.                           0.06
  Cinergy Corp.                           0.67
  Citizens Utilities Co., Series B        0.08
  CMS Energy Corp.                        1.10

  Colonial Gas Co.                        0.33
  Commonwealth Energy System              0.24
  Connecticut Energy Corp.                0.28
  Connecticut Natural Gas Corp.           0.33

  Consolidated Edison Co. of NY, Inc.     1.38
  Consolidated Natural Gas Co.            4.85
  Corning Natural Gas Corp.               0.02
  Delmarva Power & Light Co.              0.16
  Delta Natural Gas Co., Inc.             0.05

  DPL, Inc.                               0.28
  Eastern Enterprises                     0.75
  El Paso Natural Gas Co.                 2.13
  Energen Corp.                           0.30

  Energy West Inc.                        0.03
  EnergyNorth, Inc.                       0.10
  Enova Corp.                             0.59
  Enron Corp.                             5.00
  ENSERCH Corp.                           0.87

  Entergy Corp.                           0.07
  Equitable Resources, Inc.               1.13


  <PAGE>                         28
<PAGE>






  Essex County Gas Co.                    0.07
  Fall River Gas Co.                      0.06
  Gulfside Industries                     0.00
  Illinova Corp.                          0.33

  Indiana Energy, Inc.                    0.90
  KN Energy, Inc.                         1.41
  Laclede Gas Company                     0.63
  LG&E Energy Corp.                       0.28
  Long Island Lighting Co.                0.32

  MCN Corp.                               2.16
  MDU Resources Group, Inc.               0.50
  Mid-American Energy Co.                 0.44
  Minnesota Power & Light Co.             0.01

  Mobile Gas Service Corp.                0.12
  National Fuel Gas Co.                   1.79
  National Gas & Oil                      0.07
  New Jersey Resources Corp.              0.72

  New York State Electric and Gas Corp.   0.27
  NGC Corporation                         0.98
  Niagra Mohawk Power Corp.               0.20
  Nicor, Inc.                             2.09
  NIPSCO Industries, Inc.                 1.03

  NorAm Energy Corp.                      1.94
  North Carolina Natural Gas Corp.        0.27
  Northern States Power Co.               0.60
  Northwest Natural Gas Co.               0.76

  Northwestern Public Service Co.         0.08
  NUI Corp.                               0.27
  Occidental Petroleum Corp.              5.00
  ONEOK, Inc.                             0.97
  Orange & Rockland Utilities, Inc.       0.15

  Pacific Enterprises                     3.69
  Pacific Gas & Electric Co.              3.69
  PanEnergy Corp.                         5.00
  PECO Energy Co.                         0.68

  Pennsylvania Enterprises, Inc.          0.15
  Peoples Energy Corp.                    1.88
  Piedmont Natural Gas Co., Inc.          1.05
  Providence Energy Corp.                 0.17
  Public Service Co. of Colorado          0.80

  Public Service Co. of New Mexico        0.31
  Public Service Co. of North Carolina    0.50


  <PAGE>                         29
<PAGE>






  Public Service Enterprise Group, Inc.   1.37
  Questar Corp.                           1.39
  Roanoke Gas Co.                         0.04
  Rochester Gas and Electric Corp.        0.28

  SCANA Corp.                             0.48
  Sierra Pacific Resources                0.08
  SIGCORP, Inc.                           0.11
  Sonat, Inc.                             2.44
  South Jersey Industries, Inc.           0.35

  Southern Union Co.                      0.51
  Southwest Gas Corp.                     0.29
  Southwestern Energy Co.                 0.18
  Tejas Power Corp.                       0.23

  Tenneco, Inc.                           4.92
  The Berkshire Gas Co.                   0.05
  The Coastal Corp.                       3.79
  The Columbia Gas System, Inc.           3.33

  The Montana Power Co.                   0.30
  UGI Corp.                               0.28
  United Cities Gas Co.                   0.32
  UtiliCorp United, Inc.                  0.67
  Valley Resources, Inc.                  0.07

  Washington Energy Co.                   0.70
  Washington Gas Light Co.                1.59
  Western Resources, Inc.                 0.42
  WICOR, Inc.                             0.84

  Williams Companies, Inc.                5.00
  Wisconsin Energy Corp.                  0.45
  WPL Holdings, Inc.                      0.21
  WPS Resources Corp.                     0.23
  Yankee Energy System, Inc.              0.36


      
  </TABLE>












  <PAGE>                         30
<PAGE>






                      AMERICAN GAS INDEX FUND

                             PROSPECTUS
     

                           August 1, 1996
      

                         Table of Contents


                                                             Page

  Fee Table . . . . . . . . . . . . . . . . . . . . . . . . .   2


  Financial Highlights  . . . . . . . . . . . . . . . . . . .   3

  Management s Discussion of Fund Performance . . . . . . . .   5


  Performance Data  . . . . . . . . . . . . . . . . . . . . .   5

  Investment Policies . . . . . . . . . . . . . . . . . . . .   5

  How to Invest in the Fund . . . . . . . . . . . . . . . . .   8


  How to Redeem an Investment (Withdrawals) . . . . . . . . .   9

  Exchanges . . . . . . . . . . . . . . . . . . . . . . . . .  10


     

  Transaction Charges . . . . . . . . . . . . . . . . . . . .  10


      

  Tax-Sheltered Retirement Plans  . . . . . . . . . . . . . .  10


  Dividends and Distributions . . . . . . . . . . . . . . . .  11

  Net Asset Value . . . . . . . . . . . . . . . . . . . . . .  11

  Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . .  11


  Organization and Description of Common Stock  . . . . . . .  12


  <PAGE>                         31
<PAGE>






  Management of the Fund  . . . . . . . . . . . . . . . . . .  12

  Attachment  . . . . . . . . . . . . . . . . . . . . . . . .  14


















































  <PAGE>                         32
<PAGE>































                               PART B



























  <PAGE>
<PAGE>






                                                                              




                   AMERICAN GAS INDEX FUND, INC.

         4922 Fairmont Avenue, Bethesda, MD  20814        

                           (800) 343-3355
                           (301) 657-1500
                                
   
   

                STATEMENT OF ADDITIONAL INFORMATION
   
   
   

  The  American  Gas   Index  Fund,   Inc.  (the   Fund )   is  a
  diversified, open-end management investment company.  The  Fund
  is  designed  as  a  common  stock  index  fund.    The  Fund s
  investment objective  is  to  provide investment  results  that
  correlate  to those of an index comprising the common stocks of
  natural  gas distribution and  transmission company  members of
  the  American Gas Association  ( A.G.A. ).   The Fund  is a no-
  load  fund and does  not impose any fees  when you  buy or sell
  shares, nor  does  the  Fund  pay  any amounts  to  promote  or
  distribute  its shares  (that  is, it  has no  so-called  12b-1
  fees ).
   
     

  This Statement of  Additional Information is not  a prospectus.
  It should  be read in conjunction  with the  Fund s Prospectus,
  dated  August 1,  1996.    A  copy  of the  Prospectus  may  be
  obtained without charge by  writing or telephoning the Fund  at
  the above address or telephone number.


  The date of this  Statement of Additional Information is August
  1, 1996.
   
       

   
   
                STATEMENT OF ADDITIONAL INFORMATION

                          Table of Contents


  <PAGE>
<PAGE>








                                 Cross Reference to Related Item in Prospectus



                                      Page in Statement
                                        of Additional            Page in
                                          Information          Prospectus



   Investment Objectives and Policies           3                   5

   Redemptions                                  4                   8


   Tax-Deferred Retirement Plans                4                   10

   Management of the Fund                       4                   12


   Principal Holders of Securities              5                   --

   Investment Advisory and Other Services       5                   12


   Net Asset Value                              6                   11

   Taxes                                        6                   11


   Auditors and Custodian                       6                   13




















  <PAGE>                        B-2
<PAGE>






  INVESTMENT OBJECTIVES AND POLICIES

  General
   

  The Fund is designed as a common stock  index fund.  The Fund s
  investment objective  is  to  provide investment  results  that
  correlate to the performance  of an index comprising the common
  stocks of  natural gas  distribution  and transmission  company
  members  of A.G.A.  Reference  is made to  Investment Policies 
  in  the Prospectus for a discussion of the investment objective
  policies of the Fund.
   
  Index Methodology

     


  The  American  Gas  Association Stock  Index  (the   Index ) is
  comprised  of   approximately  105   of  the  publicly   traded
  companies that are  members of A.G.A. and  headquartered in the
  United  States.      These  companies   are  engaged   in   the
  distribution and transmission of natural gas.   A.G.A. computes
  this Index by multiplying  the number of outstanding shares  of
  common stock  of each company  by the closing  market price per
  share  at  the  end  of  each  month.    This  product  then is
  multiplied  by the percentage of  each company s assets devoted
  to natural gas  distribution and transmission.  This is done to
  recognize the  natural  gas component  of the  company s  asset
  base and this  determination is done  at least  annually.   The
  result  is  each company s   gas market  capitalization value .
  The  sum  of  all  the  companies   gas  market  capitalization
  values  is  totaled.  This  summation results in  a base number
  called the  industry s gas market capitalization value .   Each
  company s stock  percentage within  the Index is  determined by
  dividing  the company s   gas market  capitalization value   by
  the  industry s  gas market  capitalization value .   The   gas
  market   capitalization  value    for  each   company  will  be
  recalculated  at  least  quarterly.   In  computing  the Index,
  A.G.A. will  limit an  individual stock  to no  more than  five
  percent  of  the  Index. Therefore  in  calculating  the Index,
  A.G.A.   will  reapportion  any  representation  in  the  Index
  exceeding  five  percent.   Money  Management  Associates  (the
   Adviser )  seeks  to   purchase  sufficient  shares   of  each
  company s  stock such that its proportion  of the Fund s assets
  will substantially equal that stock s proportion of  the Index.
  The Adviser  will  monitor the  Fund s securities  holdings  so
  that those holdings reflect  the composition  of the Index.  As
  market  conditions  dictate  and   as  significant  shareholder
  purchases and redemptions  occur, the Adviser will buy  or sell



  <PAGE>                        B-3
<PAGE>






  stocks  to maintain holdings  of each  stock to  reflect proper
  weightings within the Index.

       


  The  Adviser  will  maintain  cash  reserves  in  the  form  of
  short-term   investments   such   as   repurchase   agreements.
  Reference  is  made   to  the  discussion  under   the  caption
   Investment Policies  -- Specialized  Investment Practices  and
  Risks  in the Prospectus  for information  with respect to  the
  risks  inherent in  repurchase agreements.   To the  extent the
  Adviser maintains such  cash reserves, a deviation  between the
  Fund s investment performance,  usually expressed  as  rate  of
  return   and  that of  the   Index will  occur.  Generally  the
  adviser  will maintain a  cash liquidity  reserve not exceeding
  5% of the Fund s total assets.
   
  Industry Concentration
   
  The Adviser  does not select  stocks for investment  based on a
  judgment  of  their   individual  future  returns,  but  rather
  invests  proportionally in  all of  the issues  included in the
  Index.  By employing a  statistical approach which concentrates
  all investment in  a single industry,  the Fund  is subject  to
  those risks associated with the  natural gas transportation and
  distribution  industry.    Among  the   primary  risks  is  the
  competitive risk associated  with prices of alternative  fuels.
  For  example, major  gas  customers  such as  industrial  users
  often have  the ability to switch between  the use of coal, oil
  or  gas.    During  periods  when   competing  fuels  are  less
  expensive, revenues to  gas utility companies may  decline with
  a corresponding impact on earnings.   The gas industry  also is
  sensitive to  increased interest rates  because of the  capital
  intensive  nature  of the  industry.     Such  concentration of
  investment  in  a  single  industry  represents  a  fundamental
  investment policy which may not  be changed without shareholder
  approval. 

   
  Portfolio Turnover
   
     


  Brokerage  commissions  will  normally be  paid  on  the Fund s
  common   stock.  The  Adviser  intends   to  place  orders  for
  transactions  for  the  Fund  with  a  number  of  brokers  and
  dealers.   It is  the policy  of the  Fund to  obtain the  best
  price and execution  for all of its security transactions.  For
  the years ended March 31, 1996,  1995  and 1994, the Fund  paid


  <PAGE>                        B-4
<PAGE>






  $92,000, $95,000,  and  $113,000,  respectively,  in  brokerage
  commissions.

      


  Investment Restrictions

  The Fund has  adopted the investment restrictions listed below.
  These restrictions may  not be changed  without prior  approval
  of  a  majority of  holders  of the  Fund s  outstanding voting
  shares.  As defined in  the Investment Company Act of 1940, the
  term  majority  means the vote of the lesser of (a)  67% of the
  shares of  the Fund at  a meeting  where more than  50% of  the
  outstanding shares  are present in  person or by  proxy; or (b)
  more than 50% of the outstanding shares of the Fund.  

  The Fund may not:


  1.   issue senior securities.
  2.   make short sales  of securities or purchase  securities on
       margin.  
  3.   borrow money except  as a temporary measure  to facilitate
       redemptions.  Such  borrowing may  not exceed  30% of  the
       Fund s total assets,  taken at current value,  before such
       borrowing.   The  Fund may  not purchase  securities  if a
       borrowing by the Fund is outstanding.

  4.   underwrite securities  of any  other issuer,  nor purchase
       or sell restricted securities.
  5.   Purchase  or  sell  real estate  or  real  estate mortgage
       loans.
  6.   buy or sell commodities or futures contracts.
  7.   invest in oil, gas or other mineral leases.

  8.   make loans  except through repurchase  agreements provided
       the borrower maintains collateral  equal to at least  100%
       of  the value  of  the borrowed  security,  and marked  to
       market daily.
  9.   purchase securities of  any issuer if, as a result of such
       a purchase,  such securities  would account for  more than
       5% of the Fund s assets.
   
     


  The  following  restrictions  are not  fundamental  and  may be
  changed by the Board of Directors:
   
  The Fund may not:


  <PAGE>                        B-5
<PAGE>






   
  1.   invest in warrants;
  2.   invest more than  15% of the Fund s net assets in illiquid
       securities.


      
   
  REDEMPTIONS

  The right  of  redemption may  be  suspended,  or the  date  of
  payment postponed,  (a) for  any period  during  which the  New
  York Stock Exchange is closed (other  than customary weekend or
  holiday  closings);  or (b)  when  trading on  the  Exchange is
  restricted,  or  an  emergency exists,  as  determined  by  the
  Securities and  Exchange Commission,  so that  disposal of  the
  Fund s investments for determination  of net asset value is not
  reasonably practicable;  or (c) for  such other periods as  the
  Securities and  Exchange Commission, by  order, may permit  for
  protection of the Fund s investors.


  TAX-DEFERRED RETIREMENT PLANS
   
  Three   tax-deferred   retirement  plans   are   available   to
  investors.    Forms for  establishing retirement  plan accounts
  are available by  writing or calling the  Fund at  800-343-3355
  or  301-657-1500.   An annual  maintenance fee  and an  account
  liquidation fee are charged on all such accounts.

   
  Individual Retirement Accounts (IRAs) 
        
  Regular,   rollover   and Simplified  Employee  Pension ( SEP )
  IRA accounts  are available.  Regular  IRA contributions may be
  wholly or partially deductible for  Federal income tax purposes
  depending on the  investor s adjusted gross income  and whether
  the  investor  is   a  participant  in  a   employer  sponsored
  retirement plan.  

   
  Pension/Profit Sharing Plans 
   
  The  Fund  offers   defined  contribution  plans  suitable  for
  self-employed individuals  or businesses.   A  separate account
  may  be  established  for  each  employee.    Statutory vesting
  options are contained in these plans.
   

  Section 401 (k) Plans  



  <PAGE>                        B-6
<PAGE>






  A  Section 401  (k)  plan is  available  for businesses.   Such
  plans provide for both employee  and employer contributions and
  are adopted  in conjunction  with a  Fund profit-sharing  plan.
  However,  the Fund  does not  act as  administrator for Section
  401 (k) plans.  Administration of a Section 401  (k) plan would
  be the responsibility of the sponsoring organization. 















































  <PAGE>                        B-7
<PAGE>






   
  Section 403 (b)(7) - Custodial Accounts
   
  A 403  (b)(7) custodial  account is  a tax-deferred  retirement
  plan  for certain  non-profit  organizations under  Section 501
  (c) of the Internal Revenue Code.

   
  MANAGEMENT OF THE FUND
   
     


  The names and  addresses of the directors  and officers of  the
  Fund, together  with information as to their principal business
  occupations during the  past five  years, are set  forth below.
  Fees and  expenses for non-interested directors will be paid by
  the  Fund.   For the year  ended March 31,  1996, the Fund paid
  $7,000 in directors  fees.
   
  *Michael  Baly,  III,  47  -   Director.  President  and  Chief
  Executive Officer of  the American Gas Association  (A.G.A.), a
  natural  gas trade  association  since  January 1995.    A.G.A.
  President  since  1990.    Address:    1515  Wilson  Boulevard,
  Arlington, VA  22209.
   

  *Phillip  Borish,  68  -   Director.    Employee  of   Rushmore
  Services,  Inc.,  a  subsidiary  of the  Adviser,  since  1995.
  Address:  4922 Fairmont Avenue, Bethesda, MD  20814.
   
  Bette Clemens,  72 - Director.   President of  Consumer Affairs
  Associates since  1978, a management consulting  firm providing
  advice  on  consumer trends.   Address:   315  Market  St., New
  Cumberland, PA  17070.
   

  Louis T. Donatelli, 59 - Director.  President  of Donatelli and
  Klein,  Inc.,  engaged  in  the  acquisition  of  real  estate,
  primarily office  buildings and  multi-family housing  projects
  since 1993.   Address:    7200 Wisconsin  Avenue, Bethesda,  MD
  20814.
   
  *Richard  J. Garvey,  63 -  Chairman of the  Board, Director of
  the  Fund, President  and  Treasurer of  the  Fund since  1989.
  Employee  of  Rushmore  Services, Inc.,  a  subsidiary  of  the
  Adviser,  since  1995.     Limited  Partner  of   the  Adviser.
  Address:  4922 Fairmont Avenue, Bethesda, Maryland  20814.   
  Charles A. Hass, 66  - Director.  Retired.  Address:  6743 Fern
  Lane, Annandale, Virginia  22003.
   


  <PAGE>                        B-8
<PAGE>






  George H.  Lawrence, 70  - Director.   Of  Counsel Akin,  Gump,
  Strauss, Hauer  &  Feld  since  1991.    Retired  President  of
  American Gas  Association.   Address:   8707 Eaglebrook  Court,
  Alexandria, VA  22308.
   
  Carl Levin,  83 - Director.   Public  Affairs Consultant  since
  1986.   Executive  Director for  the U.S.  Council  for Coconut
  Research  until 1992.   Address:   5450  Whitley Park  Terrace,
  #809, Bethesda, MD  20814.
   

  Patrick   F.  Noonan,   53  -  Director.     Chairman   of  the
  Conservation Fund  since 1985.  Chairman, Executive  Committee,
  American Farmland  Trust  and  Trustee,  American  Conservation
  Association since  1985. President  of Conservation  Resources,
  Inc., since 1981. Address:   1101 Glen Mill Drive,  Potomac, MD
  20854. 
   
  *Daniel L. O Connor,  54 - Director.   General  Partner of  the
  Adviser since 1974.  Address:  1001 Grand Isle Way,  Palm Beach
  Gardens, FL  33418.
   
  Eugene  A. Tracy,  68 - Director.  Retired since 1992. Chairman
  of the  Executive Committee,  Peoples Energy Corporation  until
  1992.  Address:  1424 Sequoia Trail, Glenview, IL  60325.

   
  *David  J. Muchow,  51  - Vice  President  and Secretary  since
  1989.  General Counsel and Corporate Secretary of  American Gas
  Association   since  1978.    Address:     1515  Wilson  Blvd.,
  Arlington, VA  22209.
   
  *Daniel Sanford, 48 -  Assistant Secretary since 1995.   Deputy
  General   Counsel,  American   Gas   Association  since   1995.
  Address:  1515 Wilson Blvd., Arlington, VA  22209.

   
  *Timothy N.  Coakley, CPA, 28  - Vice President and  Controller
  since  1994.  Audit  Manager Deloitte & Touche  LLP until 1994.
  Address:  4922 Fairmont Avenue, Bethesda, MD 20814.

      

   
  *Indicates  interested  person  as  defined  in the  Investment
  Company Act of 1940.
   
  Certain Directors and  Officers of the Fund are  also directors
  and  officers  of  Fund  for  Government  Investors,  Fund  for
  Tax-Free Investors,  Inc. and  The Rushmore  Fund, Inc.,  other
  investment companies managed by the Adviser. 


  <PAGE>                        B-9
<PAGE>






   
  PRINCIPAL HOLDERS OF SECURITIES
   
     


  On  July  1, 1996,  there were  14,961,317  shares outstanding.
  Charles  Schwab &  Co., Inc.  San Francisco,  California, held,
  for  the benefit of  others, 21.65% of the  Fund s shares as of
  July  1, 1996.   No  other  person owned  more than  5% of  the
  outstanding shares of the Fund.  Officers and  directors of the
  Fund, as a group, own less than 1% of the shares outstanding.

      
   

  INVESTMENT ADVISORY AND OTHER SERVICES
   
     


  Reference  is  made   to   Management  of  the   Fund   in  the
  Prospectus  for certain  information concerning  the management
  of and advisory  arrangement of the Fund.   The Adviser,  Money
  Management Associates, which has its office at  1001 Grand Isle
  Way, Palm Beach Gardens, Florida 33418, provides the Fund  with
  investment   advisory  services.     Subject  to   the  general
  supervision   of  the   Fund s  Board   of  Directors   and  in
  conformance with the  stated policies of the Fund,  the Adviser
  renders investment  management services  to the Fund.   In this
  regard, it is  the responsibility of the  Adviser to place  the
  purchase and sale  orders for the portfolio transactions of the
  Fund.  The  Adviser is a limited  partnership formed under  the
  laws  of  the District  of Columbia  on August  15, 1974.   Its
  primary business has  been to  serve as the  investment adviser
  to Fund for Government Investors, Fund  for Tax-Free Investors,
  Inc., and The Rushmore Fund, Inc. with assets  of $570 million,
  $98 million  and $25  million, respectively,  on July 1,  1996.
  Daniel L. O Connor is the sole general partner  of the Adviser,
  and, as such, exercises control thereof.

  Under an Investment Advisory Agreement with the Adviser,  dated
  February 13, 1989  and last renewed by  the Board of  Directors
  on  April  25,  1996,  the  Adviser  executes  all   securities
  transactions   of  the   Fund  and   oversees   its  day-to-day
  operations,  subject to  direction  and control  by the  Fund s
  Board of Directors.   Pursuant to the Agreement, the Fund  pays
  the Adviser  a fee  at an  annual rate  based on  0.40% of  the
  average daily  net assets of the  Fund.  The Adviser  may, from
  its  own   resources,  including  profits  from  advisory  fees
  received from the Fund, (provided such  fees are legitimate and


  <PAGE>                        B-10
<PAGE>






  not  excessive),  make payments  to  broker-dealers  for  their
  expenses in  connection with the  distribution of Fund  shares.
  Although such payments may be  based upon the number  of shares
  distributed, it is the  understanding of the Adviser that  such
  payments  will be  for  reimbursement and  will not  exceed the
  expenses of the  recipients in arranging for  and administering
  distribution of Fund shares.
   
  For the years ended March 31, 1996, 1995,  and 1994 the Adviser
  earned fees of $783,272, $775,316, $956,273, respectively.
   

  Under an  Administrative Services  Agreement dated November  1,
  1993 and  last renewed by the  Board of Directors on  April 25,
  1996,  Rushmore Trust and Savings, FSB (  RTS  ), 4922 Fairmont
  Avenue, Bethesda,  Maryland, a majority-owned subsidiary of the
  Adviser,  provides  transfer  agency,  dividend-disbursing  and
  administrative services to the Fund.   Under the agreement, the
  services  of RTS are  provided to the Fund  on a  fee basis and
  are paid by  the Fund.  The  fees are calculated at  the annual
  rate of 0.35%  of the average assets  of the Fund.   The amount
  paid to  RTS for these  services for  the year ended  March 31,
  1996 was $685,363.  
   
  Under  the foregoing Agreements, ultimately  the Adviser or RTS
  is responsible for paying the  expenses of the Fund  other than
  taxes and extraordinary expenses.

      

   
  The non-interested directors of the Fund  have reviewed the fee
  structure  and  determined that  it is  competitive and  in the
  best interest of the  shareholders of the Fund.  The  fees will
  be   reviewed  and  approved  annually  by  the  non-interested
  directors.  The  Fund is subject to the self-custodian rules of
  the Securities  and Exchange  Commission.  These  rules require
  that the custodian be subject to three  securities verification
  examinations  each  year conducted  by  the  Fund s independent
  accountants.  Two of the  examinations must be performed  on an
  unannounced surprise basis.
   
     


  Under an  Agreement dated April  27, 1989 and  last approved by
  the  Board of  Directors  on April  25,  1996, A.G.A.  provides
  administrative  services to  the  Fund.   These  administrative
  services  include calculation and maintenance  of the Index and
  the  provision of  statistical support  and information related
  to the Index.   It  will not furnish  securities advice to  the


  <PAGE>                        B-11
<PAGE>






  Fund or the  Adviser or make recommendations  to them regarding
  the purchase  or sale of  securities by  the Fund.   Under  the
  terms of the  agreement, A.G.A. shall provide the  Adviser with
  current information regarding  the common stock  composition of
  the  Index   no  less  than  quarterly   but  may  supply  such
  information more frequently.  In addition, A.G.A. shall provide
  the Fund with  information on the  natural gas  industry.   The
  Fund  pays A.G.A. in its capacity as  administrator a fee at an
  annual rate  of 0.10% of  the average daily  net assets of  the
  Fund.   For the year  ended March 31,  1996, the administration
  fee was $195,818.

      


  NET ASSET VALUE
   
  The net asset  value of the  Fund s shares  will be  determined
  daily  as  of  4:00  P.M., Eastern  Time,  except  on customary
  national business holidays  which result in the  closing of the
  New York Stock Exchange and  on weekends.  The net  asset value
  per share of  the Fund is calculated by dividing the Fund s net
  worth  by the number of  outstanding shares.  Listed securities
  will be  valued at their last sales price on the New York Stock
  Exchange  and   other   major  exchanges.      Over-the-counter
  securities  shall  be valued  at  their last  sales  price.  If
  market  quotations  are  not readily  available,  the  Board of
  Directors  will  value  the  portfolio s  securities  in   good
  faith.  The  directors will  periodically review these  methods
  of valuation  and recommend changes which  may be  necessary to
  assure  that the  portfolio s  instruments are  valued  at fair
  value.
   
  TAXES

   
  The Fund intends  to qualify as a regulated  investment company
  under Subchapter M of the  Internal Revenue Code.   To qualify,
  at least  90% of the Fund s  gross income must be  derived from
  dividends, interest,  and gains  from the  sale of  securities.
  No  more than  30% of  the Fund s  gross income  may be derived
  from  gains on  the  sale of  securities  held less  than three
  months.  As a regulated  investment company, the Fund  will not
  be  subject  to Federal  income  taxes  on  the net  investment
  income  and   capital  gains   that  it   distributes  to   its
  shareholders.   The distribution  of net investment  income and
  capital gains  will be  taxable to  shareholders regardless  of
  whether the  shareholder elects to receive  these distributions
  in  cash or  in additional shares.   Distributions  reported to
  shareholders as  long-term capital  gains shall  be taxable  as
  such,  regardless  of how  long the  shareholder has  owned the


  <PAGE>                        B-12
<PAGE>






  shares.  Shareholders  will be notified annually by the Fund as
  to the  Federal tax  status of  all distributions  made by  the
  Fund.  Distributions may be subject to state and local taxes.
   
  AUDITORS AND CUSTODIAN
   

     

  Deloitte   &   Touche   LLP,   independent   certified    public
  accountants, are the  auditors of the Fund  and are responsible
  for auditing the  annual financial statements of the fund.  RTS
  acts as the custodian bank for the  Fund and is responsible for
  safeguarding and  controlling the  Fund s cash  and securities,
  handling  the securities and collecting  interest on the Fund s
  investments.

      



































  <PAGE>                        B-13
<PAGE>






























                Annual Report, dated March 31, 1996

                 for American Gas Index Fund, Inc.


























  <PAGE>
<PAGE>






                                                                
                                                                
                                                                
                                                                
                                                                
                                ANNUAL REPORT - AMERICAN GAS INDEX FUND, INC.

                   ANNUAL REPORT, March 31, 1996
                   AMERICAN GAS INDEX FUND, INC.

           4922 Fairmont Avenue, Bethesda, Maryland 20814
                   (800) 622-1386 (301) 657-1510
  ----------------------------------------------------------------------------
                    ---------------TOP FIVE PERFORMERS------------
                    (Price Change: April 1, 1995 - March 31, 1996)

  <TABLE>                         
  <S>                                <C>     
  NoRam Energy Corp.                 72.09%   
  Williams Companies, Inc.           61.19%   

  Southern Union Co.                 58.45%   
  The Columbia Gas System, Inc.      54.85%   
  Washington Energy Co.              53.27%   
  </TABLE>                           

  ----------------------------------------------------------------------------
   
                       ---------BOTTOM FIVE PERFORMERS---------
                    (Price Change: April 1, 1995 - March 31, 1996)
  <TABLE>                                       

  <S>                                    <C>                     
  Niagara Mohawk Power Corp.*               - 51.82%                
  Southwestern Energy Co.                   - 20.00%                
  Citizens Utilities Co., Series B          - 13.86%                

  Delta Natural Gas Co., Inc.                - 9.59%                
  Pacific Gas & Electric Co.                 - 1.55%                
  *Eliminated from Fund, May 1996.                              
  </TABLE>                                      












  <PAGE>
<PAGE>







          Dear Shareholders:
           
               During the fiscal  year which ended  on March 31, 1996,  the
          American Gas Index Fund,  Inc. experienced four positive quarters
          and a total return of 23.46%.  A new high net asset value ("NAV")
          of $13.54  was achieved  on February  13, 1996.   At  the end  of
          March, the NAV was $13.25 compared  to $11.13 at the beginning of
          the  period  which  started  on   April  1,  1995.  This   strong
          performance resulted  from more than 90% of  the Fund s portfolio
          increasing in share value.  Two important additions to the Fund s
          holdings were Laclede Gas Company and NGC Corporation.

           
               The Fund s consistent strength during the past four quarters
          reflected renewed  confidence expressed by energy  and investment
          analysts in  unabated growth  in natural  gas consumption.  Other
          factors that had a positive impact were a rising stock market (as
          evidenced by the  broad market  averages), declines in  long-term
          interest rates, healthy  natural gas reserves additions,  and the
          price  behavior of  competing energy  fuels.  Also,  the market's
          valuation  of  the  vast  majority   of  the  Fund s  investments
          increased in response to the various proposals to restructure and
          partially  deregulate  the   electric  utility  industry.     Gas
          distribution  and  pipeline  companies  seem to  be  increasingly
          attractive investments and merger or  acquisition targets. In our
          opinion, the Fund continues to be an ideal vehicle to financially
          participate  in  the   growing  natural   gas  markets  and   the
          restructuring of the energy utilities.

                                    TOTAL RETURN COMPARISON
                              (April 1, 1995 - March 31, 1996)

           
                        [GRAPH OF TOTAL RETURN COMPARISON APPEARS HERE]
           
               The average annual total return  was 23.46% for the one-year
          period,  9.97% for the five-year period, and 8.97% for the period
          5/10/89   (inception)  through   March  31,  1996.   Returns  are
          historical  and  include  changes  in  principal  and  reinvested
          dividends and capital gains. Your  return and principal will vary
          and you may have a gain or loss when you sell shares.


               As of March 31, 1996, the market value of pipeline companies
          represented   23%   of   the  portfolio,   diversified/integrated
          companies comprised  34%, combination companies  made up 20%  and
          natural gas utility companies were 23%.

                                      AMERICAN GAS INDEX FUND

           

  <PAGE>                         2
<PAGE>






                                 THREE LARGEST HOLDINGS BY SECTOR
           PIPELINE                                 DIVERSIFIED/INTEGRATED
           
           PanEnergy Corp.                          Occidental

           Williams Companies, Inc.                 Petroleum Corp.
           Tenneco, Inc.                            Consolidated
                                                    Natural Gas Co.
           
          COMBINATION NATURAL GAS & 

            ELECTRIC UTILITIES                      Tenneco, Inc.
           
           Pacific Gas & Electric Co.
           Consolidated Edison Co., of NY, Inc.     NATURAL GAS

           Public Service Enterprise Group, Inc.    UTILITIES
                                                    Pacific
                                                    Enterprises
                                                    MCN Corp.

                                                    Brooklyn Union Gas Co.

               We look  forward to future growth  in the value  of the Fund
          and your continued participation.
           
          Sincerely,

           
          /s/ Richard J. Garvey
          Richard J. Garvey
          Chairman

          American Gas Index Fund, Inc.



















  <PAGE>                         3
<PAGE>






                                   AMERICAN GAS INDEX FUND, INC.
           
                                      STATEMENT OF NET ASSETS
           

                                           MARCH 31, 1996
           
          <TABLE>
          <CAPTION>
                                                      MARKET VALUE PERCENT OF

                 COMMON STOCKS                SHARES    (NOTE 1)   NET ASSETS
                 -------------                ------- ------------ ----------
   <S>                                          <C>       <C>          <C>
   Occidental Petroleum Corp. ............... 400,000 $ 10,700,000    5.25%

   PanEnergy Corp. .......................... 325,000   10,115,625    4.96%
   Williams Companies, Inc. ................. 200,000   10,075,000    4.94%
   Enron Corp. .............................. 260,000    9,587,500    4.70%
   Consolidated Natural Gas Co. ............. 210,000    9,135,000    4.48%

   Tenneco, Inc. ............................ 160,000    8,940,000    4.38%
   The Coastal Corp. ........................ 195,000    7,702,500    3.77%
   Pacific Gas and Electric Co. ............. 335,000    7,579,375    3.72%
   Pacific Enterprises....................... 290,000    7,503,750    3.68%
   The Columbia Gas System, Inc. ............ 135,000    6,193,125    3.04%

   Sonat, Inc. .............................. 140,000    5,040,000    2.47%
   MCN Corp. ................................ 195,000    4,509,375    2.21%
   NorAm Energy Corp. ....................... 475,000    4,393,750    2.15%
   NICOR, Inc. .............................. 160,000    4,280,000    2.10%

   El Paso Energy Co. ....................... 100,000    3,700,000    1.81%
   Brooklyn Union Gas Co. ................... 135,000    3,611,250    1.77%
   Peoples Energy Corp. ..................... 110,000    3,561,250    1.74%
   AGL Resources, Inc. ...................... 180,900    3,324,037    1.63%
   National Fuel Gas Co. ....................  95,000    3,289,375    1.61%

   Washington Gas Co. ....................... 150,000    3,281,250    1.61%
   Questar Corp. ............................  90,000    2,970,000    1.46%
   K N Energy, Inc. .........................  92,500    2,879,063    1.41%
   Consolidated Edison Co. of New York, Inc. . 85,000    2,709,375    1.33%

   Public Service Enterprise Group, Inc. ....  95,000    2,612,500    1.28%
   CMS Energy Corp. .........................  75,000    2,212,500    1.08%
   Piedmont Natural Gas Co. .................  95,000    2,113,750    1.04%
   NIPSCO Industries, Inc. ..................  55,000    2,048,750    1.00%
   Equitable Resources, Inc. ................  70,000    2,047,500    1.00%

   ONEOK, Inc. ..............................  85,000    2,029,375    0.99%
   Indiana Energy, Inc. .....................  77,500    1,860,000    0.91%


  <PAGE>                         4
<PAGE>






   ENSERCH Corp. ............................ 110,000    1,787,500    0.88%

   </TABLE>


                            AMERICAN GAS INDEX FUND, INC.
    
                         STATEMENT OF NET ASSETS--(CONTINUED)
   <TABLE>
   <CAPTION>

                                                      MARKET VALUE PERCENT OF
                 COMMON STOCKS                SHARES    (NOTE 1)   NET ASSETS
                 -------------                ------- ------------ ----------
   <S>                                        <C>     <C>          <C>

   NGC Corp. ................................ 135,000    1,721,250    0.84%
   WICOR, Inc. ..............................  50,000    1,687,500    0.83%
   Public Service Co. of Colorado............  47,500    1,674,375    0.82%
   Eastern Enterprises.......................  45,000    1,597,500    0.78%

   Northwest Natural Gas Co. ................  50,000    1,587,500    0.78%
   PECO Energy Co. ..........................  55,000    1,464,375    0.72%
   New Jersey Resources Corp. ...............  50,000    1,443,750    0.71%
   Washington Energy Co. ....................  70,000    1,435,000    0.70%
   Bay State Gas Co. ........................  50,000    1,393,750    0.68%

   Southern Union Co.*.......................  66,672    1,366,776    0.67%
   UtiliCorp United, Inc. ...................  47,500    1,359,688    0.67%
   Cinergy Corp. ............................  45,000    1,350,000    0.66%
   Baltimore Gas and Electric Co. ...........  47,500    1,312,187    0.64%

   Atmos Energy Corp. .......................  55,000    1,265,000    0.62%
   MDU Resources Group, Inc. ................  50,000    1,150,000    0.56%
   Enova Corp. ..............................  50,000    1,143,750    0.56%
   Laclede Gas Co. ..........................  50,000    1,137,500    0.56%
   Public Service Co. of North Carolina, Inc.  60,000      960,000    0.47%

   Wisconsin Energy Corp. ...................  32,500      922,188    0.45%
   MidAmerican Energy Co. ...................  50,000      893,750    0.44%
   Northern States Power Co. ................  17,500      853,125    0.42%
   Western Resources, Inc. ..................  27,500      838,750    0.41%

   SCANA Corp. ..............................  30,000      825,000    0.40%
   Connecticut Natural Gas Corp. ............  35,000      813,750    0.40%
   Yankee Energy System, Inc. ...............  35,000      783,125    0.38%
   South Jersey Industries, Inc. ............  35,000      748,125    0.37%
   Colonial Gas Co. .........................  30,000      705,000    0.35%

   Energen Corp. ............................  30,000      656,250    0.32%
   Public Service Co. of New Mexico..........  35,000      651,875    0.32%


  <PAGE>                         5
<PAGE>






   The Montana Power Co. ....................  30,000      648,750    0.32%
   Rochester Gas and Electric Corp. .........  30,000      648,750    0.32%
   L G & E Energy Corp. .....................  15,000      643,125    0.32%


   </TABLE> 
                           AMERICAN GAS INDEX FUND, INC.
    
                         STATEMENT OF NET ASSETS--(CONTINUED)
   <TABLE>

   <CAPTION>
                                                      MARKET VALUE PERCENT OF
                 COMMON STOCKS                SHARES    (NOTE 1)   NET ASSETS
                 -------------                ------- ------------ ----------

   <S>                                        <C>     <C>          <C>
   UGI Corp. ................................  30,000      637,500    0.31%
   Illinova Corp. ...........................  22,500      632,812    0.31%
   United Cities Gas Co. ....................  35,000      621,250    0.30%

   Long Island Lighting Co. .................  35,000      616,875    0.30%
   DPL, Inc. ................................  25,000      596,875    0.29%
   Connecticut Energy Corp. .................  30,000      573,750    0.28%
   North Carolina Natural Gas Corp. .........  22,500      565,312    0.28%
   NUI Corp. ................................  30,000      558,750    0.27%

   Southwest Gas Corp. ......................  31,800      548,550    0.27%
   WPS Resources Corp. ......................  15,000      504,375    0.25%
   Commonwealth Energy System................  10,500      490,875    0.24%
   New York State Electric and Gas Corp. ....  20,000      470,000    0.23%

   WPL Holdings, Inc. .......................  15,000      463,125    0.23%
   TPC Corp.*................................  50,000      443,750    0.22%
   Niagara Mohawk Power Corp. ...............  65,000      430,625    0.21%
   Southwestern Energy Co. ..................  35,000      420,000    0.21%
   Providence Energy Corp. ..................  20,000      365,000    0.18%

   Delmarva Power and Light Co. .............  15,000      318,750    0.16%
   Pennsylvania Enterprises, Inc. ...........   8,000      309,000    0.15%
   Fall River Gas Co. .......................  14,500      308,125    0.15%
   Amoco Corp. ..............................   4,000      289,000    0.14%

   Mobile Gas Service Corp. .................  12,000      276,000    0.14%
   Orange and Rockland Utilities, Inc. ......   7,500      269,063    0.13%
   Sigcorp, Inc. ............................   7,500      261,563    0.13%
   EnergyNorth, Inc. ........................  12,500      240,625    0.12%
   Central Hudson Gas and Electric Corp. ....   7,500      226,875    0.11%

   Sierra Pacific Resources..................   8,000      201,000    0.10%
   Chesapeake Utilities Corp. ...............  11,000      184,250    0.09%


  <PAGE>                         6
<PAGE>






   Essex County Gas Co. .....................   7,000      176,750    0.09%
   Corning Natural Gas Corp. ................   7,000      173,250    0.08%
   Valley Resources, Inc. ...................  15,000      170,625    0.08%
   Citizens Utilities Co., Series B..........  15,000      163,125    0.08%

   The Berkshire Gas Co. ....................  10,000      157,500    0.08%
   </TABLE>










                          AMERICAN GAS INDEX FUND, INC.
    
                         STATEMENT OF NET ASSETS--(CONTINUED)

   <TABLE>
   <CAPTION>
                                                      MARKET VALUE PERCENT OF
                 COMMON STOCKS                SHARES    (NOTE 1)   NET ASSETS
                 -------------                ------- ------------ ----------

   <S>                                        <C>     <C>          <C>
   Roanoke Gas Co. .......................... 10,000      155,000      0.08%
   National Gas and Oil Co. ................. 15,450      145,809      0.07%
   Northwestern Public Service Co. ..........  5,000      145,000      0.07%

   Entergy Corp. ............................  5,000      140,000      0.07%
   Delta Natural Gas Co., Inc. ..............  7,500      123,750      0.06%
   Chevron Corp. ............................  2,000      112,250      0.06%
   Energy West, Inc. ........................  7,500       71,133      0.03%
   Wisconsin Fuel and Light Co. .............  1,500       60,000      0.03%

   Minnesota Power and Light Co. ............  1,000       27,750      0.01%
   Gulfside Industries*...................... 25,000        1,750      0.01%
                                                     ------------    ------
     Total Common Stocks (Cost $152,550,346).         201,121,306     98.59%

                                                     ------------    ------
     Repurchase Agreements
      With Paine Webber at 5.375%, dated
      3/29/96,
      due 4/1/96, collaterized by U.S. Trea-

      sury Notes,
      due 6/30/97 (Cost $3,146,976)..........           3,146,976      1.54%


  <PAGE>                         7
<PAGE>






                                                     ------------    ------
     Total Investments (Cost $155,697,322)...         204,268,282    100.13%
     Liabilities in Excess of Other Assets...            (268,624)    (0.13)%
                                                     ------------    ------

     Net Assets (Note 5).....................        $203,999,658    100.00%
                                                     ============    ======
     Net Asset Value Per Share (Based on
      15,391,065 Shares Outstanding).........              $13.25
                                                     ============

   </TABLE>
    
                                *Non-income producing.
    

                          See Notes to Financial Statements.




































  <PAGE>                         8
<PAGE>






                            AMERICAN GAS INDEX FUND, INC.
    
                               STATEMENT OF OPERATIONS
    

                          FOR THE YEAR ENDED MARCH 31, 1996
    
   <TABLE>
   <S>                                                                 <C>
   INVESTMENT INCOME (Note 1)

     Dividends........................................................ $ 8,759,752
     Interest.........................................................     175,243
                                                                       -----------
       Total Investment Income........................................   8,934,995

                                                                       -----------
   EXPENSES
     Investment Advisory Fee (Note 2).................................     783,272
     Accounting and Administrative Service Fee (Note 2)...............     685,363

     Administrative Fee (Note 2)......................................     195,818
                                                                       -----------
       Total Expenses.................................................   1,664,453
                                                                       -----------
   NET INVESTMENT INCOME..............................................   7,270,542

                                                                       -----------
   Net Realized Loss on Investments...................................  (1,999,723)
   Net Change in Unrealized Appreciation of Investments (Note 4)......  35,810,773
                                                                       -----------

   NET GAIN ON INVESTMENTS............................................  33,811,050
                                                                       -----------
   NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS............... $41,081,592
                                                                       ===========
   </TABLE>

    
                          See Notes to Financial Statements.













  <PAGE>                         9
<PAGE>






                            AMERICAN GAS INDEX FUND, INC.
    
                         STATEMENTS OF CHANGES IN NET ASSETS
    

                             FOR THE YEAR ENDED MARCH 31,
    <TABLE>
   <CAPTION>
                                                          1996          1995
                                                       ------------  ------------

   <S>                                                 <C>           <C>
   FROM INVESTMENT ACTIVITIES
     Net Investment Income............................ $  7,270,542  $  7,832,535
     Net Realized Loss on Investments.................   (1,999,723)   (8,212,064)

     Net Change in Unrealized Appreciation of
      Investments.....................................   35,810,773     8,574,990
                                                       ------------  ------------
     Net Increase in Net Assets Resulting from

      Operations......................................   41,081,592     8,195,461
   DISTRIBUTIONS TO SHAREHOLDERS
     From Net Investment Income (Note 1)..............   (7,193,118)   (7,827,698)
     From Net Realized Gain on Investments............          --            --
   FROM SHARE TRANSACTIONS

     Net Proceeds from Sales of Shares................   44,037,602    40,152,519
     Reinvestment of Distributions....................    6,120,501     6,667,885
     Cost of Shares Redeemed..........................  (68,590,822)  (67,680,680)
                                                       ------------  ------------

     Net Decrease in Net Assets Resulting from Share
      Transactions....................................  (18,432,719)  (20,860,276)
     Total Increase (Decrease) in Net Assets..........   15,455,755   (20,492,513)
   NET ASSETS--Beginning of Year......................  188,543,903   209,036,416
                                                       ------------  ------------

   NET ASSETS--End of Year............................ $203,999,658  $188,543,903
                                                       ============  ============
   SHARES
     Sold.............................................    3,519,043     3,676,255

     Issued in Reinvestment of Distributions..........      492,283       619,298
     Redeemed.........................................   (5,561,511)   (6,212,802)
                                                       ------------  ------------
     Net Decrease.....................................   (1,550,185)   (1,917,249)
                                                       ============  ============

   </TABLE>
                           See Notes to Financial Statements.


  <PAGE>                         10
<PAGE>






    




















































  <PAGE>                         11
<PAGE>






                            AMERICAN GAS INDEX FUND, INC.
    
                                 FINANCIAL HIGHLIGHTS
    

   <TABLE>
   <CAPTION>
                                       FOR THE YEAR ENDED MARCH 31,
                             -----------------------------------------------------
                               1996       1995       1994       1993       1992

                             ---------  ---------  ---------  ---------  ---------
   <S>                       <C>        <C>        <C>        <C>        <C>
   Per Share Operating
    Performance:

     Net Asset Value--
      Beginning of Year....  $   11.13  $   11.08  $   12.17  $    9.45  $   10.20
                             ---------  ---------  ---------  ---------  ---------
     Net Investment Income.      0.454      0.440      0.410      0.407      0.472

     Net Realized and
      Unrealized Gains
      (Losses) on
      Securities...........      2.125      0.050     (1.031)     2.853     (0.758)
                             ---------  ---------  ---------  ---------  ---------

     Net Increase
      (Decrease) in Net
      Asset Value Resulting
      from Operations......      2.579      0.490     (0.621)     3.260     (0.286)

     Dividends to
      Shareholders.........     (0.455)    (0.440)    (0.406)    (0.410)    (0.464)
     Distributions to
      Shareholders from Net
      Realized Capital

      Gains................        --         --      (0.063)    (0.130)       --
                             ---------  ---------  ---------  ---------  ---------
     Net Increase
      (Decrease) in Net

      Asset Value..........       2.12       0.05      (1.09)      2.72      (0.75)
                             ---------  ---------  ---------  ---------  ---------
     Net Asset Value--End
      of Year..............  $   13.25  $   11.13  $   11.08  $   12.17  $    9.45
                             =========  =========  =========  =========  =========

   Total Investment Return.      23.46%      4.72%    (5.37)%     35.38%    (2.89)%
   Ratios to Average Net


  <PAGE>                         12
<PAGE>






    Assets:
     Expenses Less
      Reimbursement from
      Adviser..............       0.85%      0.85%      0.84%      0.85%      0.85%

   </TABLE>

                            AMERICAN GAS INDEX FUND, INC.
    
                                 FINANCIAL HIGHLIGHTS (CONTINUED)

    
   <TABLE>
   <CAPTION>
                                       FOR THE YEAR ENDED MARCH 31,

                             -----------------------------------------------------
                               1996       1995       1994       1993       1992
                             ---------  ---------  ---------  ---------  ---------
   <S>                       <C>        <C>        <C>        <C>        <C>

    Expenses Before
    Reimbursement from
      Adviser..............       0.85%      0.85%      0.84%      0.85%      0.87%
     Net Investment Income.       3.71%      4.04%      3.33%      3.82%      4.73%
   Supplementary Data:

     Portfolio Turnover
      Rate.................       10.0%       8.5%      11.4%      21.5%      30.2%
     Net Assets at End of
      Year (000's omitted).  $ 204,000  $ 188,544  $ 209,036  $ 215,557  $ 129,182

     Number of Shares
      Outstanding at End of
      Year (000's omitted).     15,391     16,941     18,858     17,708     13,669
   </TABLE>
    

                          See Notes to Financial Statements.
    













  <PAGE>                         13
<PAGE>






                            AMERICAN GAS INDEX FUND, INC.
    
                            NOTES TO FINANCIAL STATEMENTS
    

                                   MARCH 31, 1996
    
   1.   SIGNIFICANT ACCOUNTING POLICIES
    
        American  Gas  Index  Fund, Inc.  ("Fund")  is  registered with  the
   Securities  and Exchange Commission  under the  Investment Company Act of
   1940  as  an  open-end,  diversified  investment  company.  The  Fund  is
   authorized  to issue  1,000,000,000 shares  of $0.001  par value  capital
   stock.   The financial statements have  been prepared  in conformity with
   generally accepted accounting principles which permit management to  make
   certain  estimates  and  assumptions  at   the  date  of   the  financial
   statements.   The  following  is  a  summary  of  significant  accounting
   policies which the Fund follows.

    
         (a)  Securities listed on  stock exchanges  are valued  at the last
   sales price  of the applicable  exchange. Over-the-Counter securities are
   valued at  the last  sales price.  If  market quotations are  not readily
   available,  the Board of  Directors will  value the  Fund's securities in
   good faith.
    
         (b) Security transactions are recorded on  the trade date (the date
   the order to  buy or sell is executed).  Interest income is accrued on  a
   daily basis.    Dividend income  is  recorded  on the  ex-dividend  date.
   Realized  gains and losses  from securities  transactions are computed on
   an identified cost basis.

    
         (c) Net investment income is computed  and dividends are declared  
   quarterly.    Dividends  are  reinvested  in   additional  shares  unless
   shareholders  request payment in  cash.   Net realized  capital gains, if
   any, are distributed annually.
    
         (d) The Fund complies with the  provisions of the Internal  Revenue
   Code applicable  to regulated  investment companies  and distributes  all
   net investment income to its shareholders.   Therefore, no Federal income
   tax provision is required.

    
   2.   INVESTMENT ADVISORY AND SHAREHOLDER SERVICES
    
        Investment  advisory and management  services are  provided by Money
   Management Associates, ("Adviser"). Under  an agreement with the Adviser,
   the  Fund pays a fee for such services at an annual  rate of 0.40% of the
   average daily net assets of  the Fund. Certain Officers  and Directors of
   the Fund are affiliated with Money Management Associates.


  <PAGE>                         14
<PAGE>






    
        Rushmore  Trust  and   Savings,  FSB  ("Trust"),  a   majority-owned
   subsidiary   of  the   Adviser,   provides  transfer   agency,  dividend-
   disbursing  and other shareholder services  to the Fund. In addition, the
   Trust serves as  custodian of  the Fund's assets  and pays the  operating
   expenses of  the Fund. For  these services  the Trust receives  an annual
   fee of 0.35% of the average daily net assets of the Fund.
    
        The American Gas Association, (A.G.A.), serves as administrator  for
   the  Fund.   As administrator, A.G.A. calculates  and maintains the Index
   and provides  the  Fund  with  information  concerning  the  natural  gas
   industry.  For  these services the  Fund pays a fee at an  annual rate of
   0.10% of the average daily net assets of the Fund.

    
   3. SECURITIES TRANSACTIONS
    
        For  the year  ended March  31, 1996,  purchases of  securities were
   $19,277,012, and  sales  of securities  were $34,465,237.   These  totals
   exclude short-term securities.
    

   4.   NET UNREALIZED APPRECIATION/ DEPRECIATION OF INVESTMENTS
    
        As  of March  31, 1996,  net unrealized  appreciation of investments
   for  Federal income  tax purposes  was  $46,317,903 of  which $50,652,658
   related to appreciated investments and $4,334,755 related to  depreciated
   investments.  At  March 31, 1996,  the cost of the Fund's  securities for
   Federal income tax purposes was $157,950,379.
    

   5.   NET ASSETS
        At March 31, 1996 net assets consisted of the following:
   <TABLE>
   <S>                                                                <C>

   Paid-in Capital.......................................... $169,023,733
   Net Unrealized Appreciation of Investments...............   48,570,960
   Accumulated Realized Loss on Investments.................  (13,816,390)
   Undistributed Net Investment Income......................      221,355
                                                              ------------

   NET ASSETS............................................... $203,999,658
                                                             ============
   </TABLE>
    

          6.   CAPITAL LOSS CARRYOVERS
           
               At  March 31,  1996, for  Federal income  tax purposes,  the
          Fund had capital loss  carry-overs which may  be applied  against


  <PAGE>                         15
<PAGE>






          future net  taxable realized gains of each  succeeding year until
          the earlier of its utilization or its expiration:
           
          <TABLE>
          <CAPTION>

          Expires March 31,
          -----------------
          <S>                                                              
            <C>
          2003............................................. $ 9,143,031
          2004............................................. $ 2,420,302

                                                            -----------
                                                            $11,563,333
                                                            ===========
          </TABLE>




































  <PAGE>                         16
<PAGE>







                             INDEPENDENT AUDITORS' REPORT

          The Shareholders and  Board of  Directors of  American Gas  Index
          Fund, Inc.


          We have audited the statement of net assets of American Gas Index
          Fund,  Inc.,  (the  Fund), as  of  March  31,  1996, the  related
          statements of operations for  the year then ended and  changes in
          net assets for  each of the two  years in the period  then ended,
          and the financial  highlights for each of  the five years  in the
          period  then  ended.  These  financial  statements and  financial
          highlights are the responsibility of the  Fund's management.  Our
          responsibility  is  to  express  an  opinion on  these  financial
          statements and financial highlights based on our audits.
           
          We conducted  our audits  in accordance  with generally  accepted
          auditing  standards. Those  standards  require that  we  plan and
          perform the  audit to obtain  reasonable assurance  about whether
          the financial  statements and  financial highlights  are free  of
          material misstatement.   An audit  includes examining, on  a test
          basis, evidence  supporting the  amounts and  disclosures in  the
          financial  statements. Our  procedures  included confirmation  of
          securities owned  at March  31, 1996 by  correspondence with  the
          custodian  and brokers.   An  audit also  includes  assessing the
          accounting  principles  used and  significant  estimates  made by
          management, as well as evaluating the overall financial statement
          presentation.  We  believe that our  audits provide a  reasonable
          basis for our opinion.
           

          In  our   opinion,  such   financial  statements   and  financial
          highlights  present   fairly,  in  all   material  respects,  the
          financial position of American Gas Index  Fund, Inc. at March 31,
          1996,  the  results of  its operations,  the  changes in  its net
          assets,  and the financial  highlights for the  respective stated
          periods   in  conformity   with  generally   accepted  accounting
          principles.

          Deloitte & Touche LLP
          Washington, D.C.

          May 3, 1996









  <PAGE>                         17
<PAGE>







           
           
                                                                           
               AMERICAN

                                                                           
                    GAS
                                                                           
                  INDEX
                                                                           
                   FUND
          -----------------------------------------------------------------
                                                                           
          ANNUAL REPORT

                                                                          
          MARCH 31, 1996
           





          [LOGO OF RECYCLED PAPER APPEARS HERE]
                                                         
          -------------------------------

          Printed  on Recycled Paper                               [LOGO OF
          RUSHMORE APPEARS HERE]
                                                         
          -------------------------------
          [LOGO OF PRINTED WITH SOY INK APPEARS HERE]                      
                       



















  <PAGE>                         18
<PAGE>































                                        PART C



























  <PAGE>
<PAGE>






                                        PART C

                                  OTHER INFORMATION
                            American Gas Index Fund, Inc.



          ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS

             a. Financial statements:   The  following financial statements
                are  incorporated   by  reference   in  Part   B  of   this
                registration statement amendment.

             
                Statement of Net Assets as of March 31, 1996
                Statement of Operations for the year ended March 31, 1996
                Statements of Changes in Net Assets for the years ended

                  March 31, 1996 and March 31, 1995
                Financial Highlights for the years ended March 31, 1996,
                  1995, 1994, 1993, 1992, and 1991
                      


             No  Statement of  Sources  of Net  Assets  will be  included
             because  the full  amount of  net assets  on March  31, 1996
             represents cash received from issuance of  shares (less cost
             of shares  redeemed).   See  Statements  of Changes  in  Net
             Assets.

             b. Exhibits:


               11  Consent of  Deloitte  & Touche  LLP independent  auditors
                   for Registrant

               16  Calculation of Total Return






          ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL 

                   WITH REGISTRANT

             None


          ITEM 26. NUMBER OF HOLDERS OF SECURITIES


  <PAGE>
<PAGE>






          <TABLE>
          <CAPTION>
             
                                             Approximate Number of 

                                             Shareholders of Record
                   Title of Class               at July 1, 1996  
                   --------------            ----------------------
                   <S>                                <C>


                   Common Stock, $.001
                     par value                     11,494

          </TABLE>

              

          ITEM 27. INDEMNIFICATION


             Insofar  as  indemnification for  liability  arising  under the
          Securities Act  of 1933 may  be permitted to  directors, officers
          and  controlling  persons  of  the  registrant  pursuant  to  the
          foregoing  provisions,  or  otherwise,  the  Registrant  has been
          advised  that  in the  opinion  of  the  Securities and  Exchange
          Commission such  indemnification  is  against  public  policy  as
          expressed in the  Act and is,  therefore, unenforceable.   In the
          event that a claim  for indemnification against such  liabilities
          (other than the payment by the Registrant of expenses incurred or
          paid  by  a  director,  officer  of  controlling  person  of  the
          registrant  in the  successful  defense of  any  action, suit  or
          proceeding) is asserted by such director,  officer or controlling
          person  in connection with  the securities  being registered, the
          Registrant will, unless in the opinion of its counsel  the matter
          has been  settled by controlling precedent, submit  to a court of
          appropriate    jurisdiction    the    question    whether    such
          indemnification  by it is  against public policy  as expressed in
          the Act and  will be governed  by the final adjudication  of such
          issue.

          ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER

             


             Money Management Associates ( MMA ), 1001 Grand Isle Way,  Palm
          Beach Gardens,  Florida 33418,  a  limited partnership  organized
          under  the laws of the  District of Columbia  on August 15, 1974,
          has  one general  partner and five  limited partners.   Daniel L.
          O'Connor  is  the  general  partner and  sole  employee  of  MMA.


  <PAGE>                        C-2
<PAGE>






          Limited partners Richard  J. Garvey, Martin M.  O'Connor, Rita A.
          Gardner, and John R. Cralle, are  full-time employees of Rushmore
          Services, Inc.  ( RSI ), a subsidiary  of MMA,  at 4922  Fairmont
          Avenue, Bethesda,  Maryland 20814.   Limited  partner William  L.
          Major is a retired employee of RSI.

             MMA  also   serves  as  the  investment  adviser  to  Fund  for
          Government Investors, The Rushmore Fund, Inc., and Fund For  Tax-
          Free Investors, Inc.,  all regulated  investment companies  since
          their inception.


              

          ITEM 29.  PRINCIPAL UNDERWRITERS


             Not applicable

          ITEM 30. LOCATIONS OF ACCOUNTS AND RECORDS

             The  physical  location for  all  accounts, books  and  records
          required to be  maintained and preserved to Section  31(a) of the
          Investment Company Act  of 1940, as amended, and  Rules 31a-1 and
          31a-2 thereunder,  is 4922 Fairmont  Avenue, Bethesda,  Maryland,
          20814  for shareholder  accounting  records.  Rushmore Trust  and
          Savings Bank,  FSB,  4922  Fairmont  Avenue,  Bethesda,  Maryland
          maintains the records of Portfolio securities.  


          ITEM 31.  MANAGEMENT SERVICES

             Not Applicable.



          ITEM 32.  UNDERTAKINGS

             None














  <PAGE>                        C-3
<PAGE>






                                      SIGNATURES

          Pursuant to  the requirements of  the Securities Act of  1933 and
          the Investment Company Act of 1940, the Registrant certifies that
          it meets  all  of  the requirements  for  effectiveness  of  this
          Registration  Statement   pursuant  to  Rule   485(b)  under  the
          Securities Act  of  1933 and  has duly  caused this  registration
          statement  to  be  signed  on  its  behalf  by  the  undersigned,
          thereunto duly authorized, in this  City of Bethesda in the State
          of Maryland on the 25th day of July 1996.


                                        American Gas Index Fund, Inc.

                                        By:


                                        /S/ Richard J. Garvey
                                        Richard J. Garvey, Chairman

          Pursuant to the requirements of the Securities Act of  1933, this
          Registration  Statement has  been signed  below by  the following
          persons in the capacities and on the dates indicated.


           Name                     Title                  Date


                                    Director
           Michael Baly, III                               July ___, 1996


           /s/ Philip Borish        Director               July 25, 1996

           Philip Borish

           /s/ Bette Clemens        Director               July 25, 1996
           Bette Clemens


           /s/ Louis T. Donatelli   Director               July 26, 1996
           Louis T. Donatelli


           /s/ Richard J. Garvey    Chairman, Director     July 25, 1996
           Richard J. Garvey        President and
                                    Treasurer


           /s/Charles A. Hass       Director               July 25, 1996
           Charles A. Hass


  <PAGE>
<PAGE>









                                    Director               July ___, 1996
           George H. Lawrence


           /s/ Carl Levin           Director               July 25, 1996
           Carl Levin


           /s/ Patrick F. Noonan    Director               July 25, 1996
           Patrick F. Noonan


           /s/ Daniel L. O Connor   Director               July 25, 1996
           Daniel L. O Connor


           /s/ Eugene A. Tracy      Director               July 25, 1996

           Eugene A. Tracy































  <PAGE>                        C-5
<PAGE>









          CONSENT OF INDEPENDENT AUDITORS


          The American Gas Index Fund, Inc.:

          We  consent  to the  incorporation  by  reference  in this  Post-
          Effective Amendment No. 7 to Registration Statement Nos. 33-25678
          and 811-5702  of our  report dated May  3, 1996 appearing  in the
          Annual Report of  the American Gas Index Fund, Inc.  for the year
          ended  March  31, 1996,  and  to the  reference to  us  under the
          caption  Financial Highlights  appearing in the Prospectus, which
          is also a part of such Registration Statement.


          /s/ Deloitte & Touche LLP
          Washington, D.C.
          July 26, 1996
<PAGE>









                   American Gas Index Fund, Inc.

                             Exhibit 16

                      Total Return Calculation

                          Item 22, Part B


   A.   For the year ended March 31, 1996

             P (1 + T)n = ERV

             ERV = $1,234.62  

             n = 1.0 year

             T = 23.46%


   B.   For the five year period ended March 31, 1996

             P (1 + T)n = ERV

             ERV = $1,608.51  

             n = 5.0 years

             T = 9.97%



   C.   For the period May 10, 1989 (Commencement of Operations) 
        to March 31, 1996

             P (1 + T)n = ERV

             ERV = $1,808.19  

             n = 6.89589 years

             T = 8.97%
<PAGE>

<TABLE> <S> <C>









          <ARTICLE> 6                       EX-27, NSAR B
          <CIK>                             0000843251
          <NAME>                            AMERICAN GAS INDEX FUND, INC.
          <MULTIPLIER>                                          1
                 
          <S>                             <C>
          <PERIOD-TYPE>                     YEAR
          <FISCAL-YEAR-END>                 MAR-31-1996
          <PERIOD-START>                    APR-01-1995
          <PERIOD-END>                      MAR-31-1996
          <INVESTMENTS-AT-COST>                       155,697,322
          <INVESTMENTS-AT-VALUE>                      204,268,282
          <RECEIVABLES>                                   857,857
          <ASSETS-OTHER>                                        0
          <OTHER-ITEMS-ASSETS>                                  0
          <TOTAL-ASSETS>                              205,126,139
          <PAYABLE-FOR-SECURITIES>                              0
          <SENIOR-LONG-TERM-DEBT>                               0
          <OTHER-ITEMS-LIABILITIES>                     1,126,481
          <TOTAL-LIABILITIES>                           1,126,481
          <SENIOR-EQUITY>                                       0
          <PAID-IN-CAPITAL-COMMON>                    169,023,733
          <SHARES-COMMON-STOCK>                        15,391,065
          <SHARES-COMMON-PRIOR>                        16,941,250
          <ACCUMULATED-NII-CURRENT>                       221,355
          <OVERDISTRIBUTION-NII>                                0
          <ACCUMULATED-NET-GAINS>                     (13,816,390)
          <OVERDISTRIBUTION-GAINS>                              0
          <ACCUM-APPREC-OR-DEPREC>                     48,570,960
          <NET-ASSETS>                                203,999,658
          <DIVIDEND-INCOME>                             8,759,752
          <INTEREST-INCOME>                               175,243
          <OTHER-INCOME>                                        0
          <EXPENSES-NET>                               (1,664,453)
          <NET-INVESTMENT-INCOME>                       7,270,542
          <REALIZED-GAINS-CURRENT>                     (1,999,723)
          <APPREC-INCREASE-CURRENT>                    35,810,773
          <NET-CHANGE-FROM-OPS>                        41,081,592
          <EQUALIZATION>                                        0
          <DISTRIBUTIONS-OF-INCOME>                    (7,193,118)
          <DISTRIBUTIONS-OF-GAINS>                              0
          <DISTRIBUTIONS-OTHER>                                 0
          <NUMBER-OF-SHARES-SOLD>                       3,519,043
          <NUMBER-OF-SHARES-REDEEMED>                  (5,561,511)
          <SHARES-REINVESTED>                             492,283
          <NET-CHANGE-IN-ASSETS>                       15,455,755
          <ACCUMULATED-NII-PRIOR>                         143,931
          <ACCUMULATED-GAINS-PRIOR>                   (11,816,667)
          <OVERDISTRIB-NII-PRIOR>                               0
          <OVERDIST-NET-GAINS-PRIOR>                            0
          <GROSS-ADVISORY-FEES>                           783,272
          <INTEREST-EXPENSE>                                    0
          <GROSS-EXPENSE>                               1,664,453
          <AVERAGE-NET-ASSETS>                        195,817,933
<PAGE>






          <PER-SHARE-NAV-BEGIN>                            11.130
          <PER-SHARE-NII>                                   0.454
          <PER-SHARE-GAIN-APPREC>                           2.125
          <PER-SHARE-DIVIDEND>                             (0.455)
          <PER-SHARE-DISTRIBUTIONS>                         0.000
          <RETURNS-OF-CAPITAL>                              0.000
          <PER-SHARE-NAV-END>                              13.250
          <EXPENSE-RATIO>                                   0.850
          <AVG-DEBT-OUTSTANDING>                                0
          <AVG-DEBT-PER-SHARE>                                  0
<PAGE>

</TABLE>


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