DREYFUS ASSET ALLOCATION FUND INC
24F-2NT, 1995-06-29
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                      DREYFUS ASSET ALLOCATION FUND, INC.
                                200 PARK AVENUE
                              NEW YORK, NY  10166


                                       June 29, 1995


Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, NW
Washington, DC  20549

      DREYFUS ASSET ALLOCATION FUND, INC.
      24f-2 Notice - Registration Statement No. 33-62626 - CIK #904818

Gentlemen:

    On July 1, 1993, the Registration Statement of Dreyfus Asset Allocation
Fund, Inc. was declared effective by the SEC.  The Registration Statement
represented the Fund's election to register an indefinite number of shares and
this Notice, filed pursuant to Rule 24f-2, is for the fiscal year ended April
30, 1995.

    The following information is furnished:

                                                  SHARES        DOLLAR AMOUNT
    DREYFUS GROWTH PORTFOLIO

    (a)   Shares registered under Securities Act
          of 1933 other than pursuant to Rule 24f(2):               None

    (b)   Total number of shares sold during
          fiscal year ended 4/30/95 subject
          to registration under Rule 24f-2:        143,001        $1,789,201

    (c)   Less shares redeemed during
          fiscal year ended 4/30/95:                39,204           494,560
                                                   -------        ----------

    Net Sales During Fiscal Year [(b) - (c)]:      103,797        $1,294,641
                                                  ========        ==========

    Net sales dollar amount of $1,294,641 (Dreyfus Growth Portfolio) @ 1/29
of 1% = $446.43.


    DREYFUS INCOME PORTFOLIO

    (a)   Shares registered under Securities Act
          of 1933 other than pursuant to Rule 24f(2):               None

    (b)   Total number of shares sold during
          fiscal year ended 4/30/95 subject
          to registration under Rule 24f-2:        105,429        $1,330,846

    (c)   Less shares redeemed during
          fiscal year ended 4/30/95:                 5,515            72,402
                                                   -------        ----------

    Net Sales During Fiscal Year [(b) - (c)]:       99,914        $1,258,444
                                                  ========        ==========

    Net sales dollar amount of $1,258,444 (Dreyfus Income Portfolio) @ 1/29
of 1% = $433.95.

                                        -2-

                                                  SHARES        DOLLAR AMOUNT
    DREYFUS TOTAL RETURN PORTFOLIO

    (a)   Shares registered under Securities Act
          of 1933 other than pursuant to Rule 24f(2):               None

    (b)   Total number of shares sold during
          fiscal year ended 4/30/95 subject
          to registration under Rule 24f-2:     1,522,416      $19,578,479

    (c)   Less shares redeemed during
          fiscal year ended 4/30/95:            1,633,975       20,923,382
                                               -----------      -------------

    Net Sales During Fiscal Year [(b) - (c)]    (  111,559)     ($ 1,344,903)
                                               ===========      =============

    Since the shares redeemed exceed the shares sold (Dreyfus Total Return
Portfolio), no registration fee is required.


                                 CALCULATION OF FEE

    Dreyfus Growth Portfolio - Net sales dollar amount of $1,294,641 @ 1/29
of 1% = $446.43.

    Dreyfus Income Portfolio - Net sales dollar amount of $1,258,444 @ 1/29
of 1% = $433.95.

    Dreyfus Total Return Portfolio - Since the shares redeemed exceed the
shares sold, no registration fee is required.

    TOTAL aggregate fee due for ALL PORTFOLIOS = $880.38.

    Funds in the amount of $880.38, representing the registration fee,
were wired to CIK #904818.  An opinion of counsel is enclosed.


                                                 Very truly yours,
JJP/ems

cc:  Mr. J. deMichaelis, SEC                     John J. Pyburn
     Ms. R. McLaughlin, E&Y                      Assistant Treasurer
















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