ATTACHMENT
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24f-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form before preparing Form. Please print or type.
1. Name and address of issuer: AUL American Series Fund, Inc.
One American Square
Indianapolis, IN 46204
2. Name of each series or class of funds for which this notice is filed:
Equity Portfolio
Bond Portfolio
Managed Portfolio
Tactical Asset Allocation Portfolio
Money Market Portfolio
3. Investment Company Act File Number: 811-05850
Securities Act File Number: 33-30156
4. Last day of fiscal year for which this notice is filed:
December 31, 1996
5. Check box if this notice is being filed more than 180 days after the close of
the issuer's fiscal year for purposes of reporting securities sold after the
close of the fiscal year but before termination of the issuer's 24f-2
declaration:
N.A. [ ]
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
N.A.
7. Number and amount of securities of the same class or series which had been
registered under the Securities Act of 1933 other than pursuant to rule 24f-2 in
a prior fiscal year, but which remained unsold at the beginning of the fiscal
year:
None
8. Number and amount of securities registered during the fiscal year other than
pursuant to rule 24f-2:
None
9. Number and aggregate sale price of securities sold during the fiscal year:(1)
See Item 10 below
10. Number and aggregate sale price of securities sold during the fiscal year in
reliance upon registration pursuant to rule 24f-2: (1)
Portfolio: # of shares: Aggregate Sales Price
Equity Portfolio: 443,083.448 $ 6,803,320.80
Bond Portfolio: 970,771.983 $ 10,382,062.03
Managed Portfolio: 749,340.704 $ 9,553,566.28
Tactical Asset Allocation Portfolio: 0.000 0.00
Money Market Portfolio: 40,998,589.960 $ 40,998,589.96
TOTALS 43,161,786.095 $ 67,737,539.07
<PAGE>
11. Number and aggregate sale price of securities issued during the fiscal year
in connection with dividend reinvestment plans, if applicable (see Instruction
B.7):
Not Applicable
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the
fiscal year in reliance on rule 24f-2 (from item 10): $ 67,737,539.07
(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if
applicable): +
(iii) Aggregate price of shares redeemed or repurchased
during the fiscal year (if applicable): - $ 37,697,735.32
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant
to rule 24e-2 (if applicable): +
(v) Net aggregate price of securities sold and issued during the fiscal year
in reliance on rule 24f-2 (line (i), plus line (ii), less line (iii), plus
line (iv) (if applicable): $ 30,039,803.75
(vi) Multiplier prescribed by Section 6 (b) of the Securities
Act of 1933 or other applicable law or regulation (see
Instruction C.6): x 1/3300
(vii) Fee due line (i) or line (v) multiplied by line (vi): $ 9,102.97
Instruction: Issuers should complete lines (ii), (iii), (iv) and (v) only
if the form is being filed within 60 days after the close of the issuer's
fiscal year. See Instruction C.3.
(1) AUL AMERICAN SERIES FUND, INC. (the "Fund") hereby makes definite the regi-
stration of 88,048,739.423 shares of the Fund under the Securities Act of
1933, as amended. Pursuant to the position of the Securities and Exchange
Commission (the "SEC") as set forth in instruction B.5. to Form 24f-2, the
Fund calculates and pays registration fees pursuant to Rule 24f-2 under
the Investment Company Act of 1940, as amended, only on those units issued
in the previous fiscal year to separate accounts, qualified plans, and
other entities that are not registered with, and do not pay registration
fees to, the SEC.
13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of Informal
and Other Procedures (17 CFR 202.3a). [ X ]
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository:
2/27/97
SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
By (Signature and Title)________________________________________________________
James W. Murphy, Chairman of the Board & President
Date: February 27, 1996
*Please print the name and title of the signing officer below the signature.
<PAGE>
LAW OFFICE OF
DECHERT PRICE & RHOADS
1500 K STREET, N.W.
WASHINGTON, DC 2005-1208
TELEPHONE: (202) 626-3300
FAX: (202) 626-3334
February 25, 1997
AUL American Series Fund, Inc.
One American Square
Indianapolis, IN 46204
Dear Sir or Madam:
As counsel for AUL American Series Fund, Inc. (the "Fund") during the
fiscal year ended December 31, 1996, we are familiar with the Fund's
registration under the Investment Company Act of 1940 and with the registration
statement relating to its shares of common stock (the "Shares") under the
Securities Act of 1933 (File No. 33-30156) (the "Registration Statement"). We
have also examined such other corporate records, agreements, documents and
instruments as we deemed appropriate.
Based upon the foregoing, it is our opinion with respect to 88,048,739.423
Shares for valuable consideration in the amount of $132,847,400.31 (representing
1,008,501.123 Shares of the AUL American Equity Portfolio for $15,509,200.16;
1,457,729.713 Shares of the AUL American Bond Portfolio for $15,582,570.78;
84,194,545.330 Shares of AUL American Money Market Portfolio for $84,194,545.33;
82,897.777 Shares of AUL American Tactical Asset Allocation Portfolio for
$903,154.91; and 1,305,065.480 Shares of the AUL American Managed Portfolio for
$16,657,929.13), the registration of which is being made definite by the Notice
pursuant to Rule 24F-2 under the Investment Company Act of 1940 ("Notice") being
filed by the Fund for its fiscal year ended December 31, 1996, assuming such
Shares were sold at the public offering price and delivered by the Fund against
receipt of the net asset value of the Shares in compliance with the terms of the
Registration Statement and the requirements of applicable law, that such Shares
were, when sold, duly and validly authorized, legally and validly issued, fully
paid, and non-assessable.
We consent to the filing of this opinion in connection with the Notice on
Form 24F-2 to be filed by the Fund with the Securities and Exchange Commission
for the Fund's fiscal year ended December 31, 1996.
Very truly yours,
Dechert, Price & Rhoads