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FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24F-2
1. Name and address of issuer:
New USA Mutual Funds, Inc.
c/o State Street Bank and Trust Company
1776 Heritage Drive
North Quincy, Massachusetts 02171
2. Name of each series or class of funds for which this notice is filed:
The New USA Mutual Fund
3. Investment Company Act File Number: 811-6519
Securities Act File Number: 33-44905
4. Last day of fiscal year for which this notice is filed: January 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's declaration:
[ ]
6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
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:
Number: 0 Amount: $0
8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
Number: 0 Amount: $0
9. Number and aggregate sale price of securities sold during the fiscal
year:
Number: 809,986 Amount: $12,165,690
10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
Number: 809,986 Amount: $12,165,690
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11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable (see
Instruction B.7):
Number: 1,691,876 Amount: $24,126,151
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):
$12,165,690
(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans from Item 11, (if applicable):
+ $24,126,151
(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year (if applicable):
- $59,079,462
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant to rule
24e-2 (if applicable):
+ 0
(v) Net aggregate price of securities sold and issued during the
fiscal year in reliance on rule 24f-2 [line (i), plus line (ii)
less line (iii), plus line (iv)] (if applicable):
$(22,787,621)
(vi) Multiplier prescribed by Section 6(b) of the Securities Act of
1933 or other applicable law or regulation (see Instruction C.6):
x 1/2,900
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]:
$ 0
Instruction: Issuers should complete line (ii), (iii), (iv), and (v) only if
form is being filed within 60 days after the close of the issuer's fiscal year.
Instruction C.3.
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 (17CFR 202.3a).
[ ]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository: N/A
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SIGNATURES
This report has been signed below by the following person(s) on behalf of the
issuer and in the capacities and on the dates indicated.
By: /S/ Margaret R. Harries
---------------------------
Margaret R. Harries
Senior Vice President
Date: 3/20/96
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Gibson, Dunn & Crutcher
333 South Grand Avenue
Los Angeles, CA 90071-3197
(213) 229-7000
March 20, 1996
New USA Mutual Funds, Inc.
c/o State Street Bank and Trust Company
1776 Heritage Drive
North Quincy, Massachusetts 02171
Ladies and Gentlemen:
We are furnishing this opinion in connection with the Rule 24f-2 Notice
(the "Rule 24f-2 Notice") of New USA Mutual Funds, Inc., a Maryland corporation
(the "Company"), filed pursuant to Rule 24f-2 under the Investment Company Act
of 1940, as amended, relating to the sales of the Company's shares of common
stock, par value $0.01 per share (the "Shares"), during the Company's fiscal
year ended January 31, 1996 (the "Fiscal Year").
We have acted as counsel for the Company since its organization. We are
familiar with the action taken by its Directors to authorize the issuance of
the Shares. We have examined the Company's records of director and shareholder
action, its Articles of Incorporation and its By-Laws. We have examined a copy
of the Company's Registration Statement on Form N-1A, as amended (the
"Registration Statement"), and such other documents as we deem necessary for
the purpose of this opinion.
We assume that the Shares issued and sold during the Fiscal Year were
issued and sold in the manner described in the Registration Statement. We are
not admitted to practice in the State of Maryland; our opinion herein is based
solely upon our examination of applicable statutes of the State of Maryland as
reported in the unofficial compilations thereof available to us.
Based upon and subject to the foregoing, we are of the opinion that the
Shares issued and sold during the Fiscal Year were, upon their issuance in the
manner described in the Registration Statement, validly issued, fully paid and
nonassessable.
We consent to the filing of this opinion as an exhibit to the Rule 24f-2
Notice.
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New USA Mutual Funds, Inc.
March 20, 1996
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Very truly yours,
GIBSON, DUNN & CRUTCHER
