KOPP FUNDS INC
24F-2NT, 1999-12-29
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                                 UNITED STATES
                       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:

                           Kopp Funds, Inc.
                           7701 France Avenue S. Suite 500
                           Edina, Minnesota 55435


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:                            811-8267

         Securities Act File Number:                                   333-29687

4(a).    Last day of fiscal year for which this Form is filed:

                               September 30, 1999

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.)                                                   N/A

         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.                                                               N/A

5.       Calculation of registration fee:

         (i)      Aggregate sale price of securities sold during the fiscal year
                  pursuant to section 24(f):
                                                                   $ 110,908,291
                                                                   -------------

         (ii)     Aggregate price of securities  redeemed or repurchased  during
                  the fiscal year:
                                                                   $ 134,931,068
                                                                   -------------

         (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:
                                                                    $          0
                                                                      ----------

         (iv)     Total  available  redemption  credits  [add  Items  5(ii)  and
                  5(iii)]:
                                                                    $134,931,068
                                                                    ------------

         (v)      Net sales - if Item 5(i) is greater than Item 5(iv)  [subtract
                  Item 5(iv) from Item 5(i)]:
                                                                              $0
                                                                              --

         (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)]:
                                                                     $24,022,777
                                                                     -----------

         (vii)    Multiplier for determining  registration  fee (See Instruction
                  C.9):
                                                                     X   0.0264%
                                                                      ----------

         (viii)   Registration fee due [Multiply Item 5(v) by Item 5(vii)]
                  (enter "0" if no fee is due):
                                                                           =  $0
                                                                           -----

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  (effective  date  of
         rescission of rule 24e-2), then report the amount of securities (number
         of shares or other units) deducted here: N/A. 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 : N/A.


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):
                                                                     +  $    N/A
                                                                     -----------

8.       Total of the amount of the  registration  fee due plus any interest due
         [line 5(viii) plus line 7]:
                                                                           = $ 0
                                                                           -----


9.       Date the registration fee and any interest payment was sent to the
         Commission's lockbox depository:          N/A

                  Method of Delivery:

                  [ ]      Wire Transfer

                  [ ]      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/ Kathleen S. Tillotson
                               ---------------------------
                                Kathleen S. Tillotson, Executive Vice
                                President and Secretary


Date     December 22, 1999

         *Please print the name and title of the signing officer below the
signature.





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