U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 24F-2
ANNUAL NOTICE OF SECURITIES SOLD
PURSUANT TO RULE 24F-2
1. Name and address of issuer:
American General Life Insurance Company
Separate Account D
2727-A Allen Parkway
Houston, Texas 77019
2. Name of each series or class of funds for which this notice is filed:
American General Series Portfolio Company Stock Index Fund; American
General Series Portfolio Company MidCap Index Fund; American General
Series Portfolio Company Timed Opportunity Fund; American General Series
Portfolio Company Money Market Fund; American General Series Portfolio
Company Government Securities Fund, American General Series Portfolio
Company Capital Conservation Fund.
3. Investment Company Act File Number: 811-1491
Securities Act File Number: 33-44744;
33-44745
4. Last day of fiscal year for which this notice is filed: 12/31/96
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:
Not Applicable [ ]
6. Date of termination of issuer's declaration under rule 24f-2(a)(l), if
applicable (see Instruction A.6):
Not Applicable
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:
47,023.017 units; $965,054
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10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
47,023.017 units; $965,054
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
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12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the $ 965,054
fiscal year in reliance on rule 24f-2 (from Item 10): -----------
(ii) Aggregate price of shares issued in connection with + + N/A
N/A dividend reinvestment plans (from Item 11, if -----------
applicable):
(iii)Aggregate price of shares redeemed or repurchased - 965,054
during the fiscal year (if applicable): -----------
(iv) Aggregate price of shares redeemed or repurchased and + N/A
previously applied as a reduction to filing fees -----------
pursuant to rule 24e-2 (if applicable):
(v) Net aggregate price of securities sold and issued 0
during the fiscal year in reliance on rule 24f-2 [line -----------
(i), plus line (ii), less line (iii), plus line (iv)]
(if applicable):
(vi) Multiplier prescribed by Section 6(b) of the Securities x 1/3300
Act of 1933 or other applicable law or regulation (see -----------
Instruction C.6):
(vii)Fee due [line (i) or line (v) multiplied by line (vi)]: $0
===========
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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.
13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commissions Rules of
Informal and Other Procedures (17 CFR 202.3a).
Not Applicable [ ]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
Not Applicable
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) /s/ ROBERT F. HERBERT
-------------------------------------------------
Robert F. Herbert
Senior Vice President and Chief Financial Officer
Date: February 24, 1997
