May 3, 1995
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for Buffalo Balanced Fund, Inc.
File Nos. 811-8364 and 33-75476
Sir or Madam:
This 24f-2 Notice is filed to make definite the shares sold by the Fund
during the fiscal year ended March 31, 1995.
(i) This notice is filed for the fiscal year ended
March 31, 1995.
(ii) No shares were registered other than pursuant to the Rule
at the beginning of the fiscal year.
(iii) No shares were registered during the fiscal year other
than pursuant to Rule 24f-2.
(iv) Aggregate sales of shares of the series during the fiscal
year totaled $37,053,637.
*(v) Aggregate sales of shares of the series during the fiscal
year pursuant to this Rule were $37,053,637.
*Aggregate sales of shares $37,053,637
Total redemptions during the Fiscal Year 913,964
$36,139,673
Registration Fee: $12,461.96
All figures are computed at net asset value because Fund shares are sold
without sales charge.
Attached to this Rule 24f-2 Notice, and made a part hereof, is an opinion
of counsel indicating that the securities, the registration of which this
Notice makes definite in amount, were legally issued, fully-paid and
non-assessable.
Very truly yours,
P. BRADLEY ADAMS
P. Bradley Adams
Vice President & Treasurer
Enclosures
May 8, 1995
Buffalo Balanced Fund, Inc.
Three Crown Center
2440 Pershing Road
Kansas City, MO 64108
Gentlemen:
Buffalo Balanced Fund, Inc. (the "Fund") is a corporation
organized and existing under the laws of the State of Maryland.
I have acted as "in house" counsel for the Fund since its initial
registration as an open-end investment company and it is in such
capacity that I am furnishing you with this opinion.
I have examined the Certificate of Incorporation of Buffalo
Balanced Fund, Inc., the Fund's registration Statement under the
Securities Act of 1933, and the Fund's Registration Statement
under the Investment Company Act of 1940, as amended, both on
Form N-1A; and such other documents, including the minutes of
directors and shareholders meetings, which I deem necessary or
appropriate to this opinion.
The Fund is currently authorized to issue 10,000,000 shares of
common capital stock all of one class. Each share has a par
value of one dollar ($1.00) per share.
As of the close of the Fund's last fiscal year, March 31, 1995,
there were outstanding approximately 3,803,820 shares of common
capital stock.
Pursuant to Rule 24f-2, the Fund has requested this opinion in
order to comply with the notice requirement of the said Rule and
for the purpose of registering under the Securities Act of 1933,
shares of stock having a value of $37,053,637 sold by the fund
during its most recent fiscal year ended March 31, 1995. Such
shares were sold in accordance with the Fund's method of
distributing its registered shares whereby currently effective
prospectuses are made available for delivery to offerees and
purchasers of shares in accordance with Section 5(b) of the
Securities Act of 1933.
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Buffalo Balanced Fund, Inc.
May 8, 1995
Based upon the foregoing information and examination, it is my
opinion that the Fund is a valid and subsisting corporation under
the law of the State of Maryland, that the proposed registration
of the shares of stock having a value of $37,053,637 is proper,
that such shares, which were issued for a consideration which was
deemed by the Board of Directors consistent with the Certificate
of Incorporation, are legally issued, fully-paid, and
non-assessable shares, and that the holders of such shares have
all the rights provided for with respect to such shares by the
Certificate of Incorporation and the laws of the State of
Maryland.
I hereby consent to the use of this opinion as an exhibit to the
Notice under Rule 24f-2 of the Fund, covering the registration of
the said shares under the Securities Act and the applications and
registration statements, and amendments thereto, filed in
accordance with the securities laws of the several states in
which shares of the Fund are offered, and I further consent to
reference in the Prospectus of the Fund to the fact that this
opinion concerning the legality of the issue has been rendered by
me.
Sincerely,
JOHN G. DYER
John G. Dyer
JGD/com
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