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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.
12655 Beatrice St.
Los Angeles, CA 90066
2. Name of each series or class of funds for which this notice is filed:
New USA Growth Fund
3. Investment Company Act File Number: 811-6159
Securities Act File Number: 33-44905
4. Last day of fiscal year for which this notice is filed: May 30, 1997
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: 390,714 Amount: $5,005,727
10. Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number: 390,714 Amount: $5,005,727
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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: 568,727 Amount: $6,670,861
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):
$ 5,005,727
(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans from Item 11, (if applicable):
+ 6,670,861
(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year (if applicable):
- 37,017,158
(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):
(25,340,570)
(vi) Multiplier prescribed by Section 6(b) of the Securities Act
of 1933 or other applicable law or regulation (see
Instruction C.6):
x 1/3,300
(vii) Fee due [line (I) or line (v) multiplied by line (vi)]:
$ 0.00
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).
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Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository: N/A
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: (Signature and Title)*
/S/ Margaret R. Harries
Senior Vice President
Date: 6/18/97
* Please print the name and title of the signing officer below the signature.
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GIBSON, DUNN & CRUTCHER LLP
333 South Grand Avenue
Los Angeles, California 90071
(213) 229-7000
June 20, 1997
C 64430-00001
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 May 30, 1997 (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.
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New USA Mutual Funds, Inc.
June 20, 1997
Page 2
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.
Very truly yours,
/s/ GIBSON, DUNN & CRUTCHER LLP
GIBSON, DUNN & CRUTCHER LLP
DES:HJH
