U.S. SECURITIES AND EXCHANGE COMMISSION
                                   Washington, D. C. 20549



                                       FORM 10K



ANNUAL REPORT PURSUANT TO RULE 24F-2 UNDER THE INVESTMENT COMPANY
ACT OF 1940 for the period ended December  31, 1997.



Commission file number: 811-07956


                     HUDSON INVESTORS FUND INC
                    --------------------------------
               (Name of Business Issuer in its charter)



 NEW JERSEY                                         223270065
-----------------------                        -------------------------
(State of Incorporation)                     (I.R.S. Employer I.D. Number)


790 BLOOMFIELD AVENUE, CLIFTON, NEW JERSEY                 07010
-----------------------------------------------        ------------------
(Address of principal executive offices)                      (Zip Code)


Issuer's telephone number:   (973) 458 8000
                           ---------------------

Securities registered under Rule 24F-2 of the Act:

               Title of each class                Name of exchange on which
                to be registered                 each class is be registered
         
                  Common Stock                           NASDAQ

Securities registered under Rule 24F-2 of the Act:

                                      COMMON
                             -----------------------------
                                  (Title of Class)

Check  whether  issuer (1) filed  all reports to be filed by Rule 24F-2
of the Investment Company Act during the past 12 months (or such shorter  
period  that the registrant was  required  to  filed  such reports), and 
(2) has been subject to filing requirements for  the past 90 days.

(1).   Yes:  X     No:
(2).   Yes:  X     No:

The  number of  shares issued  and outstanding of issuer's common stock, 
$0.00 par value, as of December 31, 1997 was $25,803.7200.







                                     INDEX





Item 1.  Financial Statements.                             Page No.



         Independent Auditors' Report                            3
         Statement Of Assets and Liabilities as
             Of December 31, 1997                                4
         Portfolio of Investment at December 31, 1997            5
         Statement of Operations Year Ended December 31, 1997    6
         Statement of Cash Flows Year Ended December 31, 1997    7
         Statement of Changes in Net Assets
             Year Ended December 31, 1997                        8
         Selected Per Share Data and Ratio for
              Year Ended December 31, 1997                       9
Item 2.  Notes to Financial Statements                          10








                                  - 2-




INDEPENDENT AUDITORS' REPORT


The Board of Trustees and Shareholders
Hudson Investors Fund, Inc.
50 Mt.  Prospect Ave., P.O. Box 2070
Clifton, New Jersey 07015

   We have audited the accompanying statement of assets and liabilities, 
including the portfolio of  investments, of Hudson Investors Fund, Inc., 
as of December 31, 1997,  and  related  statements of operations for the 
year then ended and changes in net  assets for  the  year ended, and the 
financial  highlights  of  the  year.   These  financial  statements and 
financial highlights are the  responsibility of the  Fund's  management.
Our responsibility is to express an opinion on these financial statements 
and financial highlights based on our audit.

   We conducted our audit in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to
obtain reasonable  assurance  about whether the financial statements and 
financial   highlights  are  free of  material  misstatement.   An audit 
includes examining,  on a test  basis, evidence  supporting, the amounts 
and  disclosures  in  the financial  statements.  Our procedures include 
confirmation   of   investments  owned  as  of   December 31,  1996,  by 
correspondence with  the  custodian and brokers.  As audit also includes 
assessing the accounting  principles used and significant estimates made 
by management,  as well as evaluating  the  overall  financial statement 
presentation.  We believe that our audits provide a reasonable basis for 
our opinion.

   In our opinion, the financial  statements  and  financial  highlights 
referred to above present fairly. in all material respect, the financial
position of Hudson Investors Fund, Inc. at December 31,1997, the results 
of its operations for the year then ended, the changes in its net assets 
for the period then ended, and the selected financial highlights for the 
period then  ended,  in conformity  with generally  accepted  accounting 
principles.




/s/ Peter Demian
Peter Demian, CPA                       November 12, 1998
Demian & Co.
South Orange, N.J.




72 Academy Street, South Orange, New Jersey, 
Phone (973)313-0039,  Fax (973)763-9290





                                      - 3 -


                         HUDSON INVESTORS FUND, INC.
                     STATEMENT OF ASSETS AND LIABILITIES
                          AS OF DECEMBER 31,1997

Assets

  Investments at value                                         $ 50,586.30
  (Cost $84,367.50)
  Liquid Assets In Custodian Account                           $ 10,593.03
  Cash                                                         $  5,296.27

  Other Assets - Organization Expense      $125,000.00
   less: amortization                      $(12,000.00)        $113,000.00
                                                               ------------
      Total Assets                                             $179,766.10
                                                               ------------

Liabilities

Payable for:

  Investor Funds Pending Instructions                          $ 10,436.16
  Accounts Payable                                             $  4,000.00
                                                               ------------
  Total liabilities                                            $ 14,436.16
                                                               ------------
Net Assets                                                     $165,329.94
                                                               ------------
Analysis of Net Assets

    Capital Stock, no par value:
    1,000,000 shares authorized,
    25,803.7200 shares issued and outstanding                  $233,393.35

    Retained Earnings                                          $  1,908.23
    Net Unrealized Appreciation on Investments in Securities   $(33,480.70)
    Net Loss on Operations                                     $(43,045.41)
    Net Realized Gain on Sale of Investments                   $  6,554.47
                                                               ------------
    Net Assets applicable to share outstanding                 $165,329.94
                                                               ------------


                                      -4-


                            HUDSON INVESTORS FUND, INC.
                    PORTFOLIO OF INVESTMENT AT DECEMBER 31,1997


Market Segment      Number of       Company             Market Value  Percent of
                     Shares                                            Portfolio

Computers             400     Micron Electronics            3,650.00       7.17

Computer Peripherals  200     Applied Magnetics             2,200.00       4.32
                      200     Seagate Technology            3,837.40       7.54

Oil Services          200     Trico Marine Services         5,875.00       11.55

Diversified           15,800  Hightec, Inc.                 4,439.30       9.73

Software              200     Adaptec                       7,425.00       14.59

Telecom. Equipment    200     Ascend Communications         4,900.00       9.63

Entertainment         12,000  Classic Vision Entertainment  1,116.00       2.19

Semiconductors        200     Intel Warrants                9,893.60       19.44
                      200     Vitesse Semiconductor         7,550.00       14.84
                                                            ---------   --------
                                                           50,886.80      100.00



                                     -5-


                                HUDSON INVESTORS FUND, INC.
                                  STATEMENT OF OPERATIONS
                                YEAR ENDED DECEMBER 31,1997

Income:

    Dividends and interest                                       $    1,237.25
                                                                 --------------

Expenses:

    Office expenses                                              $    1,060.18

    Custodian and transfer agent fees                            $    4,304.50

    Regulatory fees and related expenses                         $    7,860.00

    Filing and quotation services                                $    5,552.98

    Professional fees                                            $   15,506.00

    Amortization of organizational expenses                      $    9,999.00
                                                                 --------------
            Total expenses                                       $   44,282.66
                                                                 --------------

Net income/(Loss)from operations                                 $  (43,045.41)
                                                                 --------------

Net realized and unrealized gain(loss)on investments

  Net realized gain on sales of investments                      $    6,554.47
    
  Net unrealized appreciation (depreciation) on investments      $  (33,480.70)
                                                                 --------------

  Net Increase(decrease)in net assets resulting from operations  $  (26,926.23)
                                                                 --------------









                                    -6-




                        HUDSON INVESTORS FUND, INC.
                          STATEMENT OF CASH FLOWS
                    FOR THE YEAR ENDED DECEMBER 31,1997



Cash Flows From Operating Activities:

Net Income                                                          $(43,045.41)

Adjustments to Reconcile Net Income to Net Cash
 Flows From Operating Activities:

   Change in Unrealized Appreciation on Investments in Securities   $(33,490.70)
   Amortization of Organization Expense                             $ (9,999.00)

Changes in Operating Assets and Liabilities:

Other Assets
   Accounts Payable and Accrued Expenses                            $ 25,276.34

              Net Cash Flows From Operating Activities              $(61,248.77)
                                                                    ----------- 

Cash Flows From Investing Activities:

   Capital Gains                                                    $  6,554.47
   Stock Transactions                                               $  9,419.91

              Net Cash Flows From Financing Activities              $ 15,974.38
                                                                    -----------

Net Increase (decrease) in Cash                                     $(45,274.39)
                                                                    ------------

Cash-Beginning of Year                                              $ 61,153.69
Cash-End of Year                                                    $ 15,879.30
                                                                    -----------

Supplemental Disclosures of Cash Flow Information:

Cash Paid During the Year for:
                                Interest     $0.00
                                Income Taxes $0.00



                         See Notes to Financial Statements


                                       -7-




                              HUDSON INVESTORS FUND
                        STATEMENT OF CHANGES IN NET ASSETS
                           YEAR ENDED DECEMBER 31, 1997



                                                        Year ended December 31,
                                                        1997           1996
Operations, dividends and capital share activity

  Net investment income                              $  1,237.25    $  1,091.36

  Net realized gain (loss)                           $  6,554.47    $  4,336.09

  Changes in net unrealized depreciation             $(33,490.70)   $  5,792.70

  Net increase in net assets resulting 
   from operations                                   $(43,045.41)   $  5,806.88

Net increase (decrease) from capital 
  share transactions                                 $ (3,190.56)   $ 30,800.14
                                                     ------------   -----------

Total increase (decrease) in net assets              $(71,924.95)   $(13,773.11)


New Assets Beginning of Year                         $237,254.89    $251,028.00


End of year (including undistributed net 
  investment Income of $1,091.36 and 
  $2,424.00 respectively)                            $165,329.94    $237,254.89
                                                     ------------   -----------









                         See Notes to Financial Statements

                                   - 8 -




                         HUDSON INVESTORS FUND, INC.
                      SELECTED PER SHARE DATA AND RATIO
                     FOR THE YEAR ENDED DECEMBER 31,1996



PER SHARE OPERATING PERFORMANCE:

NET ASSET VALUE, BEGINNING OF  PERIOD                       $       9.20

NET INVESTMENT INCOME (LOSS) AND DIVIDENDS DECLARED         $      (2.79)

NET ASSET VALUE, END OF PERIOD                              $       6.41

TOTAL RETURN                            Loss                       30.33%

RATIOS TO AVERAGE NET ASSETS
EXPENSES                                                           21.38%

NET INVESTMENT INCOME (LOSS)                                $ (26,926.23)

SUPPLEMENTAL DATA:
NET ASSETS AT END OF PERIOD                                 $ 165,329.94









                           See Notes to Financial Statements

                                      - 9 -




                            HUDSON INVESTORS, FUND, INC.
                          NOTES TO THE FINANCIAL STATEMENTS
                              AS AT DECEMBER 31,1997




1. DESCRIPTION OF THE FUND

Hudson Investors Fund, Inc. ('The Company') is a registered company following
guidelines for investing ethically. The Company does not invest in securities 
of companies  in  the tobacco,  banking,  gambling or  brewery  industries or 
companies that  pollute the environment or condone apartheid, ethic cleansing 
or other inhuman behavior.

2. SIGNIFICANT ACCOUNTING POLICIES

Investment valuation
Investments are stated at value. Fixed income securities are  valued by using 
market quotations, or independent pricing services that use prices by  market 
makers  or  estimates of  market values obtained from  yield data relating to 
instruments or securities with similar characteristics.  Portfolio securities
that are traded on a domestic securities exchange are valued at the last sale 
price (currently  4:00 p. m. New York  time) on the  exchange where primarily 
traded or, if there is no recent sale, at the last current bid quotation.

Portfolio securities are valued as follows:

  l. Securities listed or admitted to trading on any national securities 
     exchange are valued at  their last sale price at the exchange where 
     the securities are principally traded.

  2. Securities traded in the  over-the-counter market are valued at the 
     last sale prices, if  carried  by  NASDAQ;  other  over-the-counter 
     securities are valued at the mean between the closing bid and asked 
     prices obtained from a principal reporting agency.

  3. All other securities and assets are valued  at their fair  value as 
     determined in  good  faith  by  the Board of Directors of the Fund, 
     which may include the  amortized cost method of securities maturing 
     in sixty days or less and other cash equivalent investments.


3. INVESTMENT TRANSACTION AND INVESTMENT INCOME

Investment transactions are accounted  for on  the trade  date (date the 
order to buy or sell is executed). Dividend income is recorded on the ex-
dividend date and  interest  income is  recorded  on  the accrual basis. 
Interest income includes premium  and  discounts amortization  on  money 
market instruments, it also includes original issue  and market discount 
amortization on long-term fixed income  securities.  Realized  gains and 
losses  from investment  transactions are reported on an identified cost 
basis.

The fund may purchase securities with delivery or payments to occur at a 
later date.  At the time the Fund enters into a commitment to purchase a
security, the  transaction is  recorded and the value of the security is 
reflected in the net asset value.  The  value  of  the security may vary 
with market fluctuations.  No interest accrues to the Fund until payment 
takes place.  At the time the Fund enters into  this type of transaction 
it is required to designate cash  or other  liquid  assets  equal to the 
value of the securities purchases.   At December 31, 1996 the  Fund  had
no purchase commitments.  


                                   - 10 -

Fund Share Valuation
Fund shares are sold and redeemed on a  continuous  basis  at  net  asset 
value.  On each day the New  York Stock Exchange is open for trading, the 
net asset value per share is determined as  of  the  earlier of 4:00 p.m, 
New York time or the close of the Exchange. The net asset value per share 
is determined  separately for the one class  of  stock  by  dividing  the 
Fund's  net assets  attributable to the class by the number  of shares of 
the stock outstanding.


Federal income taxes and dividends to shareholders
The Fund has complied with the special provisions of the Internal Revenue 
Code  available  to  investment companies for the year ended December 31,
1996.  There is no accumulated net  realized loss on sales of investments 
for federal income tax purposes at December 31, 1997.

Dividends are determined in accordance with income tax  principles  which 
may  treat   certain  transactions  differently  than  generally accepted 
accounting principles.


4. TRANSACTIONS WITH AFFILIATES

Management agreement.

The Fund has management advisory and administration agreements with Hudson 
Advisors, Inc., and Hudson Investment Management, Inc.  who are contracted 
to exact the following fees:


       1.00%    Management fee
       0.25%    Administrative fee

These fees have been waived to date.

5. MARGIN LOAN

The Fund has no margin of loan accounts.

6.   CAPITAL SHARE TRANSACTIONS

Transactions in capital  stock for  the year  ended December 31, 1997 as 
follows:


                                             SHARES            AMOUNT
                                           -----------      -------------

Balance as of December 31, 1996             25,771.4486      $232,383.81


    Shares Sold                              9,609.8769       102,031.25
    Shares Redeemed                         (9,577.6055)     (101,021.71)
                                           -------------     ------------
    Net increased (decreases)                   32.2714         1,099.54

Balance as of December 31, 1997             25,803.7200      $233,393.35






                                     -11-





7. INVESTMENT TRANSACTIONS

Purchases  and  sales  of  investment  securities  were  $145,768.75  and 
$142,173.18 respectively, for the year ended December 31, 1997.

8. THE FUND HAS NO LEASE OR OTHER FINANCIAL COMMITMENTS

9. CONCENTRATION OF CREDIT RISK

Financial instruments which potentially subject the Fund to a concentration 
of credit rids consist principally of investments in securities.  At times, 
such investments may be concentrated in a  particular  industry,  but it is 
not  the  Fund's intention to concentrate its investments in any particular
industry on a permanent basis.

10. PENDING LITIGATION

Administrative and cease desist  proceedings  were  instituted  against the 
Fund, along with its Advisor, its President and the President of an alleged 
corporation by the name of Neuropro Inc., on August 26,1997. It was alleged
that Neuropro Inc.,  entered  into  undisclosed agreements with the Adviser 
and that the Fund  invested  in  stocks  controlled  and recommended by its 
president.   The  charges have been  denied  by  all  parties  concerned as 
baseless.   An  Administrative  Hearing  was  held  in  February, 1998.  No 
decision has been received as of the date of this report. The effect of any 
decision on the fund is indeterminable.

11. LARGE SHAREHOLDERS

The Fund has two shareholder's with over a 10% interest  in  the Fund. They 
are Akram Choudhry and First Trust Corp. for the account of Mariano Marquez.










                                     - 12 -