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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form before preparing Form.
Please print or type.
1. Name and address of issuer: IDS High Yield Tax-Exempt Fund, Inc.
IDS Tower 10
Minneapolis, MN 55440-0010
___________________________________________________________________
2. Name of each series or class of funds for which this notice is
filed:
Series Class(es) of Shares
Class A
Class B
Class Y
___________________________________________________________________
3. Investment Company Act File Number: 811-2901
Securities Act File Number: 2-68552
___________________________________________________________________
4. Last day of fiscal year for which this notice is filed:
November 30, 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):
Not Applicable
___________________________________________________________________
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:
$436,184,927
___________________________________________________________________
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: $1,327,846,444
___________________________________________________________________
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule
24f-2: $1,327,846,444
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___________________________________________________________________
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): N/A
___________________________________________________________________
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): $1,327,846,444
(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
(if applicable): -1,436,000,660
(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 24f-2 [line (i), plus
line (ii), less line (iii), plus line
(iv)] (if applicable): <108,154,216>
(vi) Multiplier prescribed by Section 6(b)
of the Securities Act of 1933 or other
applicable law or regulation
(see Instruction C.6): x 1/3300
(vii)Fee due [line (i) or line (v) multiplied
by line (vi)]: $ 0
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: N/A
___________________________________________________________________
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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 ____________________________
Leslie L. Ogg
Vice President, General Counsel and Secretary
Date: January 27, 1997
EXHIBIT INDEX
(b)(10) OPINION OF COUNSEL
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January 27, 1997
IDS High Yield Tax-Exempt Fund, Inc.
IDS Tower 10
Minneapolis, Minnesota 55440
Gentlemen:
I have examined the Articles of Incorporation and the By-Laws of
the Company and all necessary certificates, permits, minute books,
documents and records of the Company, and the applicable statutes
of the State of Minnesota, and it is my opinion:
(a) That the Company is a corporation duly organized and
existing under the laws of the State of Minnesota with
an authorized capital stock of 10,000,000,000 shares,
all of $.01 par value, that such shares may be issued
as full or fractional shares and that on November 30,
1996, 1,350,585,842 shares were issued and outstanding;
(b) That all such authorized shares are, under the laws of
the State of Minnesota, redeemable as provided in the
Articles of Incorporation of the Company and upon
redemption shall have the status of authorized shares
and unissued shares;
(c) That the Company registered on April 24, 1979 an
indefinite number of shares pursuant to Rule 24f-2 and
is herewith filing a Rule 24f-2 Notice covering the
shares during its Fiscal Period ended November 30,
1996; and
(d) That shares which were sold at not less than their par
value and in accordance with applicable federal and
state securities laws were legally issued, fully paid
and nonassessable.
I hereby consent that the foregoing opinion may be used in
connection with the Rule 24f-2 Notice.
Very truly yours,
Leslie L. Ogg
Attorney at Law
901 S. Marquette Ave., Suite 2810
Minneapolis, Minnesota 55402-3268
