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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:
TCW Galileo Funds, Inc.
865 South Figueroa Street
Los Angeles, California 90017
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2. Name of each series or class of funds for which this notice is filed:
Galileo High Yield Bond Fund Galileo Earnings Momentum Fund
Galileo High Grade Fixed Income Fund Galileo Small Cap Growth Fund
Galileo Long-Term Mortgage Backed
Securities Fund Galileo Latin America Equity Fund
Galileo Mortgage Backed Securities Fund Galileo Asia Pacific Equity Fund
Galileo Money Market Fund Galileo Emerging Markets Fund
Galileo Core Equity Fund
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3. Investment Company Act File Number: 811-7170
Securities Act File Number: 33-52272
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4. Last day of fiscal year for which this notice is filed:
October 31, 1995
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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:
[ ]
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6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see Instruction A.6):
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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:
0
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8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
0
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9. Number and aggregate sale price of securities sold during the fiscal
year:
698,068,665.16 shares $982,062,476.55 aggregate sales price
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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:
698,068,665.16 shares $982,062,476.55 aggregate sales price
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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):
7,986,307.734 shares $40,146,779.48 aggregate reinvested dividends
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12. Calculation of registration fee:
<TABLE>
<S> <C>
(i) Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): $ 982,062,476.55
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(ii) Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable) + 40,146,779.48
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(iii) Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): -1,061,325,455.55
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(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
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(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): (39,116,199.52)
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(vi) Multiplier prescribed by Section 6(b) of the Securities Act
of 1933 or other applicable law or regulation (see
Instruction C.6): x
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(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: $ 100.00
=================
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Instructions: 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.
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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:
November 15, 1995
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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/ PHILIP K. HOLL
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Philip K. Holl, Secretary
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Date November 15, 1995
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*Please print the name and title of the signing officer below the signature.
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EXHIBIT 99.1
TCW FUNDS MANAGEMENT, INC.
865 South Figueroa Street, Suite 1800
Los Angeles, California 90017
(213) 244-0000 Telephone
(213) 244-0645 Facsimile
November 16, 1995
Board of Directors
TCW Galileo Funds, Inc.
865 South Figueroa Street
Los Angeles, California 90017
Re: TCW GALILEO FUNDS, INC.
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Gentlemen:
At your request, I have examined the Form of Rule 24F-2 (the "Form")
proposed to be filed by you with the Securities and Exchange Commission. The
Form states that during the fiscal year ended October 31 1995, you issued and
sold the following number of shares of Common Stock, $.001 par value, of the
following portfolios (the "Shares"), in reliance upon your registration of an
indefinite number of shares of the following portfolios pursuant to Rule 24f-2
under the Investment Company Act of 1940, as amended:
<TABLE>
<CAPTION>
Number
Name of Shares
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<S> <C>
TCW Galileo High Yield Bond Fund 5,429,196
TCW Galileo High Grade Fixed Income Fund 2,308,562
TCW Galileo Long-Term Mortgage Backed
Securities Fund 2,231,723
TCW Galileo Mortgage Backed Securities Fund 2,082,372
TCW Money Market Fund 671,263,646
TCW Galileo Core Equity Fund 7,975,882
TCW Galileo Small Cap Growth Fund 2,147,597
</TABLE>
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November 16, 1995
Board of Directors
Page 2
<TABLE>
<CAPTION>
Number
Name of Shares
- ---- -----------
<S> <C>
TCW Earnings Momentum Fund 7,110,225
TCW Galileo Latin America Equity Fund 1,335,075
TCW Galileo Asia Pacific Equity Fund 1,990,036
TCW Galileo Emerging Markets Fund 2,180,661
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Total: 706,054,975
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</TABLE>
I am familiar with the proceedings taken by you in connection with the
authorization, issuance and sale of the Shares. Based upon my examination and
upon my knowledge of your corporate activities, and assuming, without
independent verification, that the Shares were sold in compliance with
applicable Blue Sky laws and in the manner referred to in your Registration
Statement on Form N-1A filed under the Securities Act of 1933, as amended, it is
my opinion that the Shares constituted validly issued, fully paid and
nonassessable shares of your Common Stock.
I am a member of the bars of Maryland and New Jersey.
I consent to the filing of this opinion as an exhibit to the Form.
Respectfully submitted,
By: /s/ PHILIP K. HOLL
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Philip K. Holl
PKH/rp
