24F-2NT

  1       
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:	THE TRAVELERS FUND BD II FOR   
                              VARIABLE ANNUITIES
     
2.Name of Each Series or Class of Funds For Which This Notice        
is Filed:      
     
3.Investment Company Act File Number:	811-7259       
Securities Act File Number:	33-58131      
     
4.Last Day of Fiscal Year For Which This Notice is Filed:        
		DECEMBER 31, 1996     
      
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: [ ]      
     
6.Date of termination of issuer's declaration under Rule       
24f-2(a)(1) if applicable (see Instruction A.6):      
     
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      
     
8.Number and amount of securities registered during the        
fiscal year other than pursuant to Rule 24f-2:       
			0      
     
9.Number and aggregate sale price of securities sold during        
the fiscal year:       
		238,070,115 / $292,115,605      
     
10.Number and aggregate sale price of securities sold during        
the fiscal year in reliance upon registration pursuant to        
Rule 24f-2:       
		238,070,115 / $292,115,605      
    
    
    
    
    
    
    
    
    
    
    
    
    
     
  2       
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):       
    
12.Calculation of registration fee:       
    
  				                           					       
(I)  	Aggregate sale price of securities       
	sold during the fiscal year in       
	reliance on rule 24f-2 (from Item 10):  				$     292,115,605    
     
(ii) 	Aggregate price of shares issued in       
	connection with dividend reinvestment       
	plans (from Item 11, if applicable): 		  			+               0    
     
(iii)	Aggregate price of shares redeemed or       
	repurchased during the fiscal year       
						                                    			-      59,346,492     
       
(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     
								                                    	------------------   
     
(v)	Net aggregate price of securities sold       
	and issued during the fiscal year in       
	reliance on rule 24f2[line(i), plus       
	line (ii), less line (iii), plus line       
	(iv)] if (applicable):               						       232,769,113    
     
(vi)	Multiplier prescribed by Section 6(b)       
	of the Securities Act of 1933 or other       
	applicable law or regulation       
	(see instruction C.6):	                   					X.000344827586     
								                                    	------------------   
     
(vii)	Fee due [line (i) or line (v) multiplied       
	by line (vi)]:	                       						$       80,265.21     
								                                    	==================     
    
    
    
    
    
    
    
    
    
    
    
    
     
       
    
       
   3       
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        
Commission's Rules of Informal and Other Procedures       
(17 CFR      202.3a). [ ]      
     
Date of mailing or wire transfer of filing fees to the        
Commission's lockbox depository:  2/27/97      
     
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/ Kathleen A. McGah       
                      						-----------------------------------------       
		                      				Counsel and Assistant Secretary       
					                      	-----------------------------------------       
Date: 	2/27/97       
     	------------------      
     
			*	Please print the name and title of the signing       
				officer below the signature.

EX-5

OPINION OF COUNSEL

Re:  Rule 24f-2 Notice for The Travelers Fund  BD II 
for Variable Annuities; File No.33-58131

To Whom It May Concern:
	With  regard to the Rule 24f-2 Notice filed by The Travelers 
Fund  BD  II  for Variable Annuities covering variable annuity contracts, 
I have examined such documents and such law  as  I have considered
necessary and appropriate, and on the basis of such examination,
it is my opinion that:

	1.The  Travelers  Life  and  Annuity Company is 
	duly organized and  existing under   the 
	laws of   the State of Connecticut and has 
	been duly authorized to  do  business  and to  issue 
	variable annuity   contracts  by   the   Insurance 
	Commissioner of the State of Connecticut.

	2.The  Travelers  Fund  BD  II for
	Variable  Annuities is a duly  authorized and 
	validly  existing  separate  account established 
	pursuant to Section  38a-433 of the Connecticut 
	General Statutes.

	3.The  variable  annuity  contracts issued
	are  valid,  legal  and  binding obligations  of 
	The Travelers  Life  and Annuity   Company;  the 
	securities  are legally  issued,  fully  paid  and 
	nonassessable. 

	4.Assets of The Travelers Fund BD  II for 
	Variable Annuities arenot chargeable  with 
	liabilities arising  out of any other business  which The
	Travelers  Life and Annuity  Company  may conduct. 

/s/ Kathleen A. McGah
- ---------------------------------------------------
Counsel and Assistant Secretary
The Travelers Life and Annuity Company 

Dated: February 27, 1997