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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
[Amended in Release No. IC-22920, effective December 9,
1997, 62 F.R. 64687.]
Annual Notice of Securities Sold
Pursuant to Rule 24F-2
Read instructions at end of Form before preparing Form.
1. Name and address of issuer:
KENILWORTH FUND, INC.
One First National Plaza, Suite 2594
Chicago, IL 60603
2. The name of each series or class of securities
for which this form is filed (If the Form is being
filed for all series and classes of securities of the
issuer, check the box but do not list series or
classes): x
3. Investment Company Act File Number: 811-7620
Securities Act File Number: 33-60592
4(a). Last day of fiscal year for which this Form is
filed:
December 31, 1997
4(b). ___ Check box if this Form is being filed late
(i.e., more than 90 calendar days after the end of the
issuer's fiscal year). (See Instruction A.2)
Note: If the Form is being filed late, interest must
be paid on the registration fee due.
4(c). ___ Check box if this is the last time the
issuer will be filing this Form.
5. Calculation of registration fee:
(i) Aggregate sale price of securities sold during
the fiscal year pursuant to section 24(f):$1,287,840.54
(ii) Aggregate price of securities redeemed or
repurchased during the fiscal year: $243,818.76
(iii)Aggregate price of securities redeemed or
repurchased during any prior fiscal year ending no
earlier than October 11, 1995 that were not previously
used to reduce registration fees payable to the
Commission: $100,933.17
(iv) Total available redemption credits [add Items
5(ii) and 5(iii)]: -$344,751.93
<PAGE>
(v) Net sales--if Item 5(i) is greater than Item
5(iv) [subtract Item 5(iv) from Item 5(i)]:$943,088.61
(vi) Redemption credits available for use in future
years--if Item 5(i) is less than Item 5(iv) [subtract
Item 5(iv) from Item 5(i)]: $(-------)
(vii)Multiplier for determining registration fee (See
Instruction C.9): x.000295
(viii)Registration fee due [multiply Item 5(v) by
Item 5(vii)] (enter "0" if no fee is due): =$278.21
6. Prepaid Shares
If the response to Item 5(i) was determined by
deducting an amount of securities that were registered
under the Securities Act of 1933 pursuant to rule 24e-2
as in effect before October 11, 1997, then report the
amount of securities (number of shares or other units)
deducted here: --------. If there is a number of
shares or other units that were registered pursuant to
rule 24e-2 remaining unsold at the end of the fiscal
year for which this form is filed that are available
for use by the issuer in future fiscal years, then
state that number here: -------.
7. Interest due--if this Form is being filed more
than 90 days after the end of the issuer's fiscal year
(see Instruction D): +$ ___0___
8. Total of the amount of the registration fee due
plus any interest due [line 5(viii)
plus line 7]: =$278.21
9. Date the registration fee and any interest
payment was sent to the Commission's lockbox
depository:
Method of Delivery:
Wire Transfer 3/23/98
Mail or other means
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/ Savitri Pai
Savitri Pai, Treasurer
Date 3/23/98
*Please print the name and title of the signing officer
below the signature.
