FFTW FUNDS INC
24F-2NT, 1998-03-27
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                                     Form 24F-2

                             Annual Notice of Securities Sold
                                  Pursuant to Rule 24f-2

1.       Name and address of issuer:        FFTW Funds, Inc.
                                            200 Park Avenue
                                            New York, NY 10166

2. Name of each series or class of funds for which this notice is filed: 
   (If the form is being filed for all series and classes of securities of
   the issuer, check the box but do not list series of classes):  X

3.       Investment Company Act File Number: 811-5796

         Securities Act File Number: 33-27896

4a. Last day of fiscal year for which this notice is filed: 12/31/97


4b. Check box if this Form is being filed late (i.e., more than 90
    calendar days after the end of the issuer's fiscal year).  
    (See Instruction A.2)

Note:  If the firm is being filed late, interest must be paid on the 
       registration fee due.


4c. Check box if this is the last time the issuer will be filing this Form.

5. Calculation of registration fee:

          (i)      Aggregate sale price of securities sold during the fiscal 
                   year pursuant to section 24(f):     $7,580,860,814
          (ii)     Aggregate price of securities  redeemed or repurchased  
                   during the fiscal year: $6,660,397,842
          (iii)    Aggregate price of securities redeemed or repurchased 
                   during any prior  fiscal  year ending no earlier  than  
                   October 11, 1995 that were not previously  used to reduce  
                   registration  fees payable to the Commission:     $0
          (iv)     Total available redemption credits (add Items 5(ii) and 
                   5(iii):    $0
          (v)      Net Sales- if Item 5(i) is greater than Item 5(iv)  
                   [subtract Item 5(iv) from Item 5(i): $920,462,972
          (vi)     Redemption  credits  available  for use in  future  years- 
                   if Item 5(i) is less than 5(iv) [subtract Item 5(iv) from 
                   Item 5(i): $0
          (vii)    Multiplier for determining  registration  fees (See 
                   Instruction C.9): .000295
          (viii)   Registration fee due [multiply Item 5(v) by Item 5(vii)] 
                   (enter "0" if no fee is due): $271,536.58
6. Prepaid Shares
If the response to Item 5(i) was determined by deducting an amount of securities
that were registered  under the Securities Act of 1933 pursuant to rule 24e-2 as
in effect before October 11, 1997, then report the amount of securities  (number
of shares or other units)  deducted  here: $0 -If there is a number of shares or
other units that were registered  pursuant to rule 24e-2 remaining unsold at the
end of the fiscal year for which this form is filed that are  available  for use
by the issuer in future fiscal years, the state that number here: $0

7.  Interest Due- if this Form is being filed more than 90 days after the end of
the issuer's fiscal year (see Instruction D): $0

8. Total of the amount of the  registration  fee due plus any interest due (line
5(viii) plus line 7]: $271,536.58

9.  Date  the  registration  fee  and  any  interest  payment  was  sent  to the
Commission's lockbox depository: March 26, 1998

  
Method of Delivery:                X        Wire Transfer


                                            Mail or other means

                                             SIGNATURES

This  report has been  signed  below by the  following  persons on behalf of the
issuer and in the capacities and on the dated indicated.

Date:   March 27, 1998


By:                        /s/ William E. Vastardis
                           William E. Vastardis
                           Secretary








                                                  FFTW FUNDS, INC.

                                              Certificate of Secretary

         I, William E.  Vastardis,  do hereby certify that I am the Secretary of
FFTW Funds,  Inc., a Maryland  corporation (the  "Company"),  and, in connection
with the filing on behalf of the Company of a Rule 24f-2 Notice, as such term is
defined in the Investment  Company Act of 1940, as amended,  I do hereby further
certify that the Company sold the following total of shares which include shares
sold through dividend reinvestment: the Company sold a total of 2,172,777 shares
of its  Money  Market  Portfolio,  13,009,191  shares  of its  Emerging  Markets
Portfolio,  638,100,772 shares of its U.S. Short-Term Portfolio Stock, 2,264,037
shares   of  its   Worldwide   Portfolio   Stock,   4,512,564   shares   of  its
Worldwide-Hedged Portfolio Stock, 3,640,476,  shares of its International-Hedged
Portfolio  Stock,  4,004,288  shares  of  its  Stable  Return  Portfolio  Stock,
78,563,319 shares of its Mortgage Total Return Portfolio Stock, 3,640,476 shares
of its International  Portfolio Stock, all having a par value of $.001 per share
(collectively,  the  "Shares"),  during the fiscal year ended December 31, 1997,
for which the Company received  payment in full of cash  consideration in excess
of par  value  prior  to the  issuance  of the  Shares  in  accordance  with the
resolutions authorizing their sale, I do hereby further certify that the Company
had a total of 26,130,865 shares of its Money Market Portfolio Stock, 11,577,402
shares  of its  Emerging  Markets  Portfolio,  49,833,948  shares  of  its  U.S.
Short-Term  Portfolio Stock,  8,733,103 shares of its Worldwide Portfolio Stock,
7,158,173 shares of its Worldwide-Hedged  Portfolio Stock,  28,159,718 shares of
its International-Hedged  Portfolio Stock, 4,029,563 shares of its Stable Return
Portfolio  Stock,  63,597,534 of its Mortgage Total Return  Portfolio Stock, and
7,124,727 shares of its International  Portfolio Stock,  outstanding on December
31, 1997, and I do hereby further certify that at no time during the fiscal year
ended December 31, 1997 did the Company have in excess of 200,000,000  shares of
its U.S.  Short-Term  Portfolio Stock issued or outstanding,  nor did it have in
excess of 50,000,000 shares of its Worldwide Portfolio Stock, nor did it have in
excess of 50,000,000 shares of its Worldwide-Hedged Portfolio stock outstanding,
nor did it have in excess of  50,000,000 of its  International-Hedged  Portfolio
stock outstanding,  nor did it have in excess of 50,000,000 shares of its Stable
Return  Portfolio  Stock  outstanding,  nor did it have in excess of 100,000,000
shares of its Mortgage Total Return Portfolio stock outstanding, nor did it have
in excess of 50,000,000 shares of its International Portfolio Stock outstanding,
nor did it  have  in  excess  of  100,000,000  shares  of its  Emerging  Markets
Portfolio Stock outstanding, and nor did it have in excess of 200,000,000 shares
of its Money Market Portfolio Stock outstanding, .
         IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of
the Company this 27th day of March, 1998.


/s/William E. Vastardis
- ----------------------------
William E. Vastardis
Secretary


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