DUPREE MUTUAL FUNDS
485BPOS, 1996-07-19
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								Registration No. 2-64233
								(under the Securities Act
								of 1933)
								Registration No. 811-2918
								(under the Investment
								Company Act of 1940)

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933		(   )

	Pre-Effective Amendment No.						(   )

	Post-Effective Amendment No. 35					( X )

							and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940   (   )

	Amendment No. 36								( X )
(Check appropriate box or boxes)

DUPREE MUTUAL FUNDS
(Exact Name of Registrant as Specified in Charter)

125 South Mill Street, Vine Center, Suite 100
Lexington, Kentucky 40507
(Address of Principal Executive Offices)   (Zip Code)

Registrant's Telephone Number, including Area Code (606) 254-7741

THOMAS P. DUPREE, SR.
Dupree Investment Advisers, Inc.
125 South Mill Street, Vine Center, Suite 100
Lexington, Kentucky 40507
	(Name and Address of Agent for Service)

Approximate Date of Proposed Public Offering:   Continuous

It is proposed that this filing will become effective
(check appropriate box)

__X__  immediately upon filing pursuant to paragraph (b)
_____  on _________pursuant to paragraph (b)
_____  60 days after filing pursuant to paragraph (a) (1)
_____  on _________pursuant to paragraph (a) (1)
_____  75 days after filing pursuant to paragraph (a) (2)
_____  on _________pursuant to paragraph (a) (s) 
           of rule 485

Dupree Mutual Funds has registered an indefinite number of securities 
under the Securities Act of 1933 pursuant to Rule 24f-2 of the Investment 
Company Act of 1940.  On August 21, 1995, registrant filed a Rule 24f-2 
Notice for the fiscal year ended June 30, 1995.





DUPREE MUTUAL FUNDS
REGISTRATION STATEMENT ON FORM N-1A

CROSS-REFERENCE SHEET

Part A
Item No. 			Prospectus Caption

        1				Cover Page
        2				Dupree Mutual Funds - Summary
        3				Financial Highlights
        4				Organization of the Trust
        5				Management of the Trust; Trust Expenses
        6				Dividends; Taxes; Organization of the Trust
        7				Buying Shares
        8				Selling Shares
        9				Not Applicable

Part B
Item No.			Statement of Additional Information

      10				Cover Page
      11				Table of Contents
      12				General Information and History
     	13				Investment Objectives and Policies; Portfolio Turnovers
      14				Investment Adviser; Officers and Trustees
      15				Not Applicable
      16				Investment Adviser
      17				Portfolios Transactions
      18				Shares of Beneficial Interest
      19				How to Purchase Shares; How to Redeem Shares;
					       How We Compute Our Yields
      20				Tax Information
      21				Not Applicable
      22				How We Compute Our Yields
      23				Financial Statements




STICKER

	Included inside the front cover of the November 15, 1995 Prospectus 
are Financial Highlights for the North Carolina Tax-Free Income Series and 
the North Carolina Tax-Free Short to Medium Series for the 137 days ended 
March 31, 1996 (commencement of operations - November 15, 1995.)





Prospectus
November 15, 1995

DUPREE MUTUAL FUNDS
P.O. Box 1149
Lexington, Kentucky 40589-1149
(606) 254-7741
(800) 866-0614

MUNICIPAL BOND FUNDS
Kentucky Tax-Free Income Series
Kentucky Tax-Free Short-to-Medium Series
North Carolina Tax-Free Income Series
North Carolina Tax-Free Short-to-Medium Series
Tennessee Tax-Free Income Series
Tennessee Tax-Free Short-to-Medium Series

GOVERNMENT BOND FUNDS
Intermediate Government Bond Series

This Prospectus is a concise statement of information about Dupree Mutual 
Funds (the "Trust") that you should know before investing. This Prospectus 
should be kept for future reference.

A statement containing additional information about the Trust, Dated 
November 15, 1995 (the "Statement of Additional Information"), has been 
filed with the Securities and Exchange Commission and can be obtained, 
without charge, by writing or calling us at the address or phone number 
listed above.  The Statement of Additional Information is hereby 
incorporated by reference into this Prospectus.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES 
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE 
SECURITIES AND EXCHANGE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF 
THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.





Table of Contents

2	Dupree Mutual Funds Summary

3	Trust Expenses	

5	Financial Highlights	

10	Organization of the Trust	

10	Investment Objectives

13	Investment Policies and Restrictions

15	Management of the Trust	

17	Determining Net Asset Value

17	Buying Shares

18	Selling Shares

20	Dividends

21	Taxes

21	Performance Calculations

22 	How to Reach Us	





DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE INCOME SERIES

FINANCIAL HIGHLIGHTS
Selected data for a share outstanding:
For the 137 days ended March 31, 1996 (commencement of operations - 
November 16, 1995)
				
  Net asset value,
  Beginning of period	        			$10.00

Income From Investment Operations
  Net investment income			      	   .19
  Net losses on
    securities (both realized
    and unrealized)			          	  (.12)
  Total from investment operations	 .07 
Less Distributions
  Dividends(from net
  investment income)	              (.19)
  Total distributions	        			  (.19)
Net asset value,
  End of period	             				$ 9.88        

Total Return (since inception)		  1.65%1	

Ratios/Supplemental Data:
Net assets, end of period      			$537,686
Shares outstanding, end of period	  54,421
Ratio of expenses to
 average net assets	                .114%**
Ratio of net investment income to
  average net assets			  	         1.909%
Portfolio turnover rate			 	      28.041%

**	During these periods the advisor reimbursed the fund a portion of 
the fees and expenses in accordance with the  investment advisory 
agreement.

1	Annualized




DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE SHORT-TO-MEDIUM SERIES

FINANCIAL HIGHLIGHTS
Selected data for a share outstanding:
For the 137 days ended March 31, 1996 (commencement of operations - 
November 16, 1995)
			
  Net asset value,	
  Beginning of period	           			$ 10.00

Income From Investment Operations
  Net investment income		  	     	      .15
  Net losses on
    securities (both realized
    and unrealized)		             		   (.01) 
  Total from investment operations	     .14 
Less Distributions
  Dividends (from net investment
  income)                          	   (.15)
  Total distributions	           			   (.15)
Net asset value,
  End of period	                				$  9.99    

Total Return (since inception)        	 .17%1

Ratios/Supplemental Data:
Net assets, end of period		         $720,035
Shares outstanding, end of period		   72,071
Ratio of expenses to average
 net assets	                          .076**
Ratio of net investment income to
  average net assets			              1.477%
Portfolio turnover rate				         17.909%

**	During these periods the advisor reimbursed the fund a portion of 
the fees and expenses in accordance with the investment advisory 
agreement.

1	Annualized



Dupree Mutual Funds Summary

SINGLE STATE MUNICIPAL BOND SERIES
Investors in our municipal bond series are investors seeking tax-free 
income from portfolios of municipal securities.  The Kentucky, North 
Carolina and Tennessee Tax-Free Income Series seek a steady flow of income 
but with greater share price fluctuation.  The Kentucky, North Carolina 
and Tennessee Tax-Free Short-to-Medium Series offer less principal 
fluctuation, but with less yield.  See "Investment Objectives"

INTERMEDIATE GOVERNMENT BOND SERIES
Investors in our Intermediate Government Bond Series are seeking income 
from investment in securities of the U.S. Government and its agencies.  
The Intermediate Government Bond Series should provide moderate principal 
fluctuation.  See "Investment Objectives."

MANAGER AND DISTRIBUTOR
Dupree Investment Advisers serves as Investment Adviser to each Series of 
Dupree Mutual Funds, a Kentucky Business Trust, offering one class of 
shares of beneficial interest in seven distinct Series.  See "Manager and 
Distributor" for more information.

PURCHASES AND REDEMPTIONS
The Trust has no sales load, no redemption fees and no exchange fees.  The 
minimum initial and subsequent investment amount is $100.00. See "Buying 
Shares" for more information on how easy it is to invest.  Shares are 
redeemable by mail and wire in all series and by check in each of the  
Short-to-Medium Series (Kentucky, North Carolina and Tennessee) and the 
Intermediate Government Bond Series.  If a shareholder elects to redeem 
shares by wire transfer, the shareholder's own bank may impose a wire 
charge.  If the Custodian imposes a wire charge upon the Transfer Agent, 
this may be passed on to the shareholder.  See "Selling Shares."

FACTORS TO CONSIDER
An investment in our Trust, as with any mutual fund, includes risks that 
vary depending upon the Series' investment policies.  Investment in any of 
the Single State Municipal Bond Series may involve greater risk than 
investment in a Fund with a portfolio of municipal securities from 
throughout the country.  This additional risk is due to the possibility of 
an economic or political development unique to a single state.  There is 
no assurance that the investment objective of any Series will be achieved. 
 A Series' return and net asset value will fluctuate.



Trust Expenses

TRUST EXPENSES
Transaction and Operating Expense Table

	KY	      KY      	NC 	     NC       TN       TN		     Intermediate
	Tax-Free Tax-Free	Tax-Free Tax-Free Tax-Free Tax-Free Government
	Income   Short   	Income   Short   	Income   Short	   Bond Series
	Series   to-	     Series   to-     	Series   to-	
		       Medium		           Medium		          Medium
		       Series		           Series	           Series

SHAREHOLDER TRANSACTION EXPENSES:
(as a percentage of offering price or redemption proceeds, where 
applicable)

Maximum Sales Load
 Imposed on 
 Purchases	 NONE	  NONE 	NONE	NONE	  NONE      NONE	     NONE
Maximum Sales Load
 Imposed on 
 Reinvested
 Dividends 	 NONE   NONE	NONE	NONE	  NONE      NONE	     NONE
Deferred
 Sales Load  NONE	  NONE	NONE	NONE	  NONE      NONE	     NONE
Redemption
 Fees	     	 NONE   NONE	NONE	NONE	  NONE      NONE	     NONE
Exchange Fee NONE   NONE	NONE	NONE	  NONE      NONE	     NONE



ANNUAL TRUST OPERATING EXPENSES: (as a percentage of average net assets)

Management Fee
  (after fee
   reimbursements)     .499 	.500   	0* 	   0*  	0*  	 0*	      0*
12b-1 Fees		           NONE 	NONE 	NONE  	NONE 	NONE   NONE	   NONE
Other expenses
    (after expense reimbursement)
    Transfer Agent    	.123 	.130	.0*   	.0*  	.0*  	 .0*	   .143*
    All other expenses	.063 	.085	.339* 	.280*	.339*  .280*  .257*

    Total other expenses.186	.215	.339  	.280 	.339	  .280	  .400
Total fund operating
    expenses          		.635	.715	.339  	.280 	.339	  .280	  .400


EXAMPLE:
You would pay the following expenses on a $1,000 investment assuming (1) 
5% annual return and 
(2) redemption at the end of each period:              


          1  year  	 $7  	$8	 $4  	$3	   $4	  $3	    $4
       	  3 years  	$21 	$24	 $11 	$9	  $11	  $9	   $13	
       	  5 years  	$36 	$41	 N/A 	N/A	 $20  $16	   $23
       	 10 years  	$81 	$91	 N/A 	N/A	 $44	 $36	   $52


The purpose of this table is to help you understand the various costs and 
expenses that you, as a shareholder, will bear directly or indirectly.  
Actual expenses and returns on investment may be greater or lesser than 
those shown.  For further information concerning advisory fees, see the 
section entitled Investment Adviser and Advisory Agreements.  In addition, 
more complete information on costs and expenses is found in the Statement 
of Additional Information.



Trust Expenses (continued)

Annual fund operating expenses (as a percentage of average net assets) for 
the Kentucky Tax-Free Income Series, the Kentucky Tax Free Short-to-Medium 
Series, the Tennessee Tax-Free Income Series, the Tennessee Tax-Free  
Short-to-Medium Series and the Intermediate Government Bond Series are 
based on actual amounts incurred for the fiscal year ended June 30, 1995. 
 The annual Series' operating expenses for the North Carolina Tax-Free 
Income and Short-to-Medium Series are based on estimates of expenses 
expected to be incurred on an annual basis for the current fiscal year.

*The Investment Adviser for each of the Series may waive management fees 
and assume and pay other operating expenses to reduce expenses which could 
be passed on to the shareholders.  For the year ended June 30, 1995, if 
the Investment Advisor had not waived management fees and assumed or paid 
other operating expenses, the following expenses would have been incurred 
by the two Tennessee Series and the Intermediate Government Bond Series:

                     					Tennessee	Tennessee		Intermediate
				                      	Tax-Free 	Tax-Free		Government
				                       	Income  	Short-to  Bond
				                       	Series   Medium   	Series	
                                     Series  

Management Fee			               .500 	 .500			.200

Other Expenses
    Transfer Agent		            .150  	 .150			.150
    All Other Expenses		        .510  	1.400			.260

Total Other Expenses		          .660  	1.550			.410

Total Fund Operating Expenses  1.160  	2.050			.610

*If the Investment Advisor does not reimburse a portion of its management 
fee and reimbursement other operating expenses as stated above, for the 
North Carolina Tax-Free Income Series and the North Carolina Tax-Free 
Short-to-Medium Series:

the Management Fee will be .500% for each series;
the Transfer Agent Fee is estimated to be .150% for each series;
All Other Expenses are estimated to be .250% for each series;
Total Other Expenses are estimated to be .400% for each series; 
and the Total Fund Operating Expenses are estimated to be .900% for each 
series.

The portfolio turnover rate for the North Carolina Tax-Free Income Series 
and the North Carolina Tax-Free Short-to-Medium Series is estimated to be 
10% for each series during their first fiscal year.




Financial Highlights

FINANCIAL HIGHLIGHTS

Kentucky Tax-Free Income Series

The financial highlights in the table below for each of the years in the 
period ended June 30, 1995 have been audited by Coopers & Lybrand, L.L.P., 
independent accountants.  Financial statements for the year ended June 30, 
1995 and the independent accountants' report thereon are included in the 
Statement of Additional Information.

For the Years Ended June 30:

          	     	1995	1994	1993	1992	1991	1990	1989	1988	1987	1986
Net Asset Value
Beginning 
of year         	7.21	7.60	7.16	6.87	6.77	6.76	6.52	6.59	6.62	6.38

Income From Investment
   Operations
Net investment
income	           .40	 .41	 .43	 .44	 .45	 .46	 .47	 .48	 .50	 .55
Net gains or losses on
securities (both 
realized and 
unrealized)     	 .13	(.34)	 .44	 .29	 .10	 .01	.24	(.07)	 (.03) .24
Total from investment
operations      	 .53	 .07	  .87	 .73	 .55	 .47	.71	 .41	   .47	 .79

Less Distributions
Dividends from
capital gain)   (.05) (.05)  .00	 .00	 .00 .00 .00	  .00	   .00	 .00
Dividends (from net
investment
income)      	  (.40) (.41)(.43)(.44)(.45)(.46)(.47)(.48) (.50)	(.55)
Total 
Distributions   (.45) (.46)(.43)(.44)(.45)(.46)(.47)(.48) (.50) (.55)

Net asset value
End of year  	$7.29 $7.21	$7.60	$7.16	$6.87	$6.77	$6.76	$6.52	$6.59	$6.62
            		 ____	 ____	 ____	 ____	 ____	 ____	 ____	 ____	 ____	 ____

Total Return  6.90%	.75%	12.45% 10.95% 8.43%	7.19%	11.32%6.54%	7.13%	12.86%

Ratios/Supplemental Data (in millions)
Net assets,
end of
period      	$269.3$257.2$237.9$169.3 $113.7 $87.6 $73.0	$60.4	$61.8	$36.3
Shares outstanding, 
end of 
period      	 36.9  35.7  31.3  23.6    16.5  12.9	 10.8   9.3   9.4	  5.5	
Ratio of expenses to
average net 
assets       	.63%	 .69%	 .67%	 .71%	   .75% .76%  .78%	 .81%	.79%** .78%**
Ratio of net investment
income to average
net assets  	5.60%	5.82%	5.79%	6.28%  	6.63%	6.82% 7.44%	7.40%	7.32% 8.39%
Portfolio turnover
rate 	      18.05%30.53%31.79%11.93%  18.08%35.82%43.70%87.37%54.43%28.22%

**During these periods the adviser reimbursed the fund a portion of the 
fees and expenses in accordance with the investment advisory agreement.



Financial Highlights (continued)

FINANCIAL HIGHLIGHTS

Kentucky Tax-Free Short-to-Medium Series

The financial highlights in the table below for each of the years in the 
period ended June 30, 1995 have been audited by Coopers & Lybrand, L.L.P., 
independent accountants.  Financial statements for the year ended June 30, 
1995 and the independent accountants' report thereon are included in the 
Statement of Additional Information.

For the years ended June 30, 1995, 1994, 1993, 1992, 1991, 1990 and 1989, 
and for the period September 15, 1987 (commencement of operations) to June 
30, 1988:

                       				1995	1994	1993	1992	1991	1990	1989	1988
Net Asset Value
Beginning of year        		5.17	5.29	5.17	5.05	4.99	4.97	5.00	5.00

Income From Investment
   Operations
Net investment income     	 .21	 .21	 .23	 .26	 .28	 .29	 .29	 .20
Net gains or losses on
   securities (both realized
   and unrealized)	        .02	(.12)	 .12	 .12	 .06	 .02	(.03) .00
Total from investment 
   operations	           	 .23	 .09 	 .35	 .38	 .34	 .31	 .26	 .20

Less Distributions
Distributions 
   (from capital gains) 	(.01)(.00) (.00)(.00)(.00)(.00)(.00) (.00)
Dividends (from net investment
   income)	            		(.21)(.21) (.23)(.26)(.28)(.29)(.29) (.20)
Total Distributions     	(.22)(.21) (.23)(.26)(.28)(.29)(.29)	(.20)

Net asset value
   End of year	        	$5.18	$5.17 $5.29$5.17$5.05$4.99$4.97 $5.00
                    				 ____	 ____  ________	____	 ____	 ____	 ____

Total Return           	4.27%	1.71%	6.91%7.67%7.03% 6.36%	5.42%	5.53%

Ratios/Supplemental Data (in millions):
Net assets,
end of period	         	$57.1	$69.6	$56.0	$34.2	$14.0	$6.7	$7.3	$3.1
Shares outstanding 
end of period		          11.0	 13.5	 10.6	  6.6	  2.8	 1.3	 1.5	  .6
Ratio of expenses to
average net assets	      .72%	 .72%	.76%**.76%**.76%**.76%**.75%**.75%**
Ratio of net investment income  
to average net assets  	4.00%  3.92% 4.37% 4.96% 5.58% 5.79% 5.88%  5.48%
Portfolio turnover rate	4.07%	17.62%22.89%29.35%26.41%57.61%41.31%103.35%

**During these periods the adviser reimbursed the fund a portion of the 
fees and expenses in accordance with the investment advisory agreement.  
For the years ended June 30, 1993, 1992, 1991, 1990 and 1989 the ratio of 
expenses to average net assets without the reimbursement of expenses by 
the investment adviser would have been .77%, .83%, .85, .89%, and .92%
respectively.



Financial Highlights (continued)

FINANCIAL HIGHLIGHTS

Tennessee Tax-Free Income Series

The financial highlights in the table below for each of the years in the 
period ended June 30, 1995 have been audited by Coopers & Lybrand, L.L.P., 
independent accountants.  Financial statements for the year ended June 30, 
1995 and the independent accountants' report thereon are included in the 
Statement of Additional Information.

For the year ended June 30, 1995 and the period December 20, 1993 
(commencement of operations) to June 30, 1994:

                           						1995 	1994
Net Asset Value
  Beginning of year	           		9.51	10.00	

Income From Investment Operations
Net investment income	  		        .54	  .28
Net gains or losses on
 securities (both realized
 and unrealized) 			            	 .54	 (.49)
Total from investment operations	1.08  (.21)

Less Distributions
Dividends (from net 
investment income)		           	(.54)	 (.28)
Total Distributions		          	(.54)	 (.28)

Net asset value
    End of year			            $10.05 	$9.51
					                          _____	 ____

Total Return (since inception) 11.65%(4.17%)

Ratios/Supplemental Data (in millions)
Net assets, end of period      $5.0   $.794
Shares outstanding, end
 of period                     .500	  .083
Ratio of expenses to 
average net assets		          	.34**	  .12%**1
Ratio of net investment income  
    to average net assets	     5.59%	 2.83%1
Portfolio turnover rate		      6.84%	15.88%

**During these periods the adviser reimbursed the fund a portion of the 
fees and expenses in accordance with the investment advisory agreement.  
For the year ended June 30, 1995 and the period ended June 30, 1994,  the 
ratio of expenses to average net assets without the reimbursement of 
expenses by the investment adviser would have been 1.16% and 4.01%, 
respectively.

1Annualized



Financial Highlights (continued)

FINANCIAL HIGHLIGHTS

Tennessee Tax-Free Short-to-Medium Series

The financial highlights in the table below for each of the years in the 
period ended June 30, 1995 have been audited by Coopers & Lybrand, L.L.P., 
independent accountants.  Financial statements for the year ended June 30, 
1995 and the independent accountants' report thereon are included in the 
Statement of Additional Information.

For the period November 1, 1994 (commencement of operations) to June 30, 
1995:

                          								1995
Net Asset Value
  Beginning of year	           		$10.00

Income From Investment Operations
Net investment income				           .28
Net gains or losses on
    securities (both
realized and unrealized)        	   .20
Total from investment operations    .48

Less Distributions
Dividends (from net
 investment income)	              (.28)
Total Distributions				           (.28)

Net asset value
    End of year				           		$10.20
                        								 _____

Total Return (since inception)			 7.41%

Ratios/Supplemental Data:
Net assets, end of period      $1,534,644
Shares outstanding,
 end of period   	                150,382
Ratio of expenses to
 average net assets             		.28%**1
Ratio of net investment income  
    to average net assets			    	2.80%1
Portfolio turnover rate				     	 .71%

**During this period the adviser reimbursed the fund a portion of the fees 
and expenses in accordance with the investment advisory agreement.  For 
the eight months ended June 30, 1995, the ratio of expenses to average net 
assets without the reimbursement of expenses by the investment adviser 
would have been 2.05%.

1Annualized




Financial Highlights (continued)

FINANCIAL HIGHLIGHTS

Intermediate Government Bond Series

The financial highlights in the table below for each of the years in the 
period ended June 30, 1995 have been audited by Coopers & Lybrand, L.L.P., 
independent accountants.  Financial statements for the year ended June 30, 
1995 and the independent accountants' report thereon are included in the 
Statement of Additional Information.

For the years ended June 30, 1995 and 1994, and for the period July 12, 
1992 (commencement of operations) to June 30, 1993:

                       						1995  	1994  	1993
Net Asset Value
    Beginning of year	     		9.65 	10.60 	10.00

Income From Investment Operations
Net investment income		      	.69   	.63   	.59
Net gains or losses on
    securities (both realized
    and unrealized)		        	.50  	(.95)  	.60

Total from investment
 operations                 	1.19  	(.32) 	1.19

Less Distributions
Dividends (from net
 investment income)		      	(.69) 	(.63) 	(.59)
Total Distributions		      	(.69) 	(.63) 	(.59)

Net asset value
    End of year		        		$10.15 $9.65 $10.60
                       		 		_____ 	____ 	_____

Total Return		           		12.78%(3.32%)12.64%

Ratios/Supplemental Data (in millions): 
Net assets, end of period		$7.7 	$8.4  	$5.9
Shares outstanding,
 end of period              	.8   	.9    	.6
Ratio of expenses to
 average net assets	       		.40**	.40%** .40%**1
Ratio of net investment income  
    to average net assets	 	7.06%	6.00%	6.23%1
Portfolio turnover rate		 	74.98%23.08% 0.00%

**During these periods the adviser reimbursed the fund a portion of the 
fees and expenses in accordance with the investment advisory agreement. 
For the years ended June 30, 1995, 1994 and 1993 the ratio of expenses to 
average net assets without the reimbursement of expenses by the investment 
adviser would have been .61%, .65% and 1.34% respectively.

1Annualized




Organization of the Trust
Investment Objectives

ORGANIZATION OF THE TRUST

Dupree Mutual Funds is a Kentucky Business Trust organized under the laws 
of the Commonwealth of Kentucky on July 1, 1987.  The Trust offers shares 
of beneficial interest of separate Series without par value.

Shares of seven series are being offered for sale:

Kentucky Tax-Free Income Series
Kentucky Tax-Free Short-to-Medium Series

North Carolina Tax-Free Income Series
North Carolina Tax-Free Short-to-Medium Series

Tennessee Tax-Free Income Series
Tennessee Tax-Free Short-to-Medium Series

Intermediate Government Bond Series


Each share has one vote.  Fractional shares have proportionate voting 
rights and participate pro rata in dividends and distributions.  Our 
shares have cumulative voting rights for the election of Trustees.  On 
matters affecting an individual Series, a separate vote of the Series is 
required.  Shareholders of a Series are not entitled to vote on any matter 
not affecting that Series but requiring a separate vote of the other 
Series.

We are registered as a diversified, open-end investment company of the 
management type under the Investment Company Act of 1940; however, each 
Series of the Trust may or may not be diversified.  Our shares, which are 
offered continuously, are registered for sale under the Securities Act of 
1933.  The Kentucky, Tennessee, North Carolina Series and the Intermediate 
Government Bond Series are qualified for sale in Kentucky, Florida, 
Indiana, and North Carolina under the securities law of those states.  In 
Texas the two Kentucky Series and the Intermediate Government Bond Series 
are qualified for sale.  In Tennessee, the two Tennessee Series and the 
Intermediate Government Bond Series are qualified for sale. We offer and 
redeem our shares at current asset value.


Investment Objectives


Our investment objective is to seek the highest level of income without 
undue risk to principal.  Of course, no mutual fund offered by us or 
anyone else can guarantee that the investment objective will be met.


Single State Municipal Bond Series
All of our single state series, whatever their maturity range, have an 
investment objective of realizing the highest level of tax-exempt income 
available without undue risk to principal by investing in state specific 
municipal securities.  The interest earned on these securities, in the 
opinion of bond counsel for the issuer, is exempt from federal and state 
taxation in the state of issuance.  In conformity with Guidelines of the 
Securities and Exchange Commission, each single state series has a 
fundamental policy that during periods of normal market conditions either 
(1) the series' assets will be invested so that at least 80% of the income 
will be tax-exempt or (2) the series will have at least 80% of its net 
assets invested in tax-exempt securities.  In addition, under normal 
market conditions, at least 65% of the value of each series assets will be 
invested in municipal securities of the state identified in the series 
name as described herein.



Investment Objectives (continued)

Yield on municipal securities is dependent on a variety of factors, 
including the maturity and quality of the particular obligation, the size 
of the total offering, conditions in the municipal securities markets and 
general monetary and economic conditions.  Generally, issues of shorter 
maturity and/or higher quality pay lower yields than issues of longer 
maturity and/or lower quality.  The market values of municipal securities 
vary depending upon available yields both in the municipal securities 
markets and in the short-term money markets. Therefore, the net asset 
values of our shares will change as interest rates fluctuate, generally 
declining as interest rates rise and rising as interest rates fall.  The 
types of municipal securities and the general characteristics of each type 
are described in the "Statement of Additional Information".

The inherent risk associated with investment in municipal securities is 
the issuer might default.  Payment on nearly all Kentucky municipal 
securities depends upon revenue generated by the property financed by the 
securities; the securities are not general obligations of the issuer.  
Payment on nearly all North Carolina and Tennessee municipal securities 
are general obligations of the issuer.  In addition, the net asset value 
of our shares may be impacted by the general economic situation in the 
country and/or within the states of Kentucky, North Carolina and 
Tennessee.  The limitation of our investments of each Series to a single 
state may involve greater risk than if we invested in municipal securities 
throughout the country, due to the possibility of an economic or political 
development which could uniquely affect the ability of issuers to meet the 
debt obligations of the securities.  The economies of Kentucky, North 
Carolina  and Tennessee are supported by agricultural products, coal, 
manufacturing and service professions.  A decline in the tobacco, equine 
or coal market could affect these states in a manner different from the 
effect on most other states.

The Kentucky non-agricultural economy is diversified as follows: 24% 
services, 24% wholesale and retail trade, 19% manufacturing, 18% 
government and 15% other. Agriculture in Kentucky is well diversified 
among tobacco, corn, hogs, cattle, other grains, equine, and truck crops. 
No single segment of the economy consists of as much as one fourth of the 
overall State Domestic Product.

The North Carolina economy derives most of its income from three main 
sectors: industry, agriculture and tourism in that order. Each of these 
sectors are well diversified. Industry has a good balance between 
production of goods versus services, with a slight edge to the services 
side. Agriculture is diversified among tobacco, poultry, turkeys, fruits, 
vegetables and other livestock. Tourism is concentrated in the far west 
and the coastal region. The U.S. military bases in North Carolina 
constitute a significant part of the economy as well.

The Tennessee non-agricultural economy is diversified among the following 
sectors: 23% manufacturing; 23% wholesale and retail trade; 22% services; 
16% government and 14% other. Agriculture in Tennessee is widely 
diversified among livestock, poultry, fruit and vegetables production, as 
well as nursery operations. Agriculture constitutes about one third of the 
overall economy.

The economies of Kentucky, North Carolina and Tennessee are of such 
diversification that an economic decline in a single segment of a state's 
economy would not necessarily lead to the non-payment of debt service on 
municipal bonds. A national economic decline could impact the ability of 
municipalities to pay debt service, if the decline impacted each of the 
various industries within each state.


Kentucky Tax-Free Income Series
This is a diversified fund of long-term maturity bonds, usually averaging 
10 years or more, where a fairly level stream of income is important, 
though net asset value per share can fluctuate considerably.  The 
portfolio had a weighted average maturity of 9.27 years as of June 30, 
1995.

Investment Objectives (continued)

Kentucky Tax-Free Short-to-Medium Series
This is a non-diversified fund with a dollar weighted average maturity of 
two to five years.  The yield of this Series will typically be lower than 
the Income Series, but with less principal fluctuation.  The portfolio had 
a weighted average maturity of 2.16 years as of June 30, 1995. As a non-
diversified Series, the Short-to-Medium Series may invest up to 50% of the 
Series' total assets in as few as two investments, with each of those 
investments comprising up to 25% of the Series' total assets.  In this 
case, a default by both issuers would produce a more dramatic result as 
compared to a fully diversified fund.

North Carolina Tax-Free Income Series
This is a non-diversified fund with a dollar weighted average maturity 
usually averaging 10 years or more, where a fairly level stream of income 
is important, though net asset value per share can fluctuate considerably. 
 As a non-diversified Series, the Income Series may invest up to 50% of 
the Series' total assets in as few as two investments, with each of those 
investments comprising up to 25% of the Series total assets.  In this 
case, a default by both issuers would produce a more dramatic result as 
compared to a fully diversified fund.

North Carolina Tax-Free Short-to-Medium Series
This is a non-diversified fund with a dollar weighted average maturity of 
two to five years.  The yield of this Series will typically be lower than 
the Income Series, but with less principal fluctuation.  As a non-
diversified Series, the Short-to-Medium Series may invest up to 50% of the 
Series' total assets in as few as two investments, with each of those 
investments comprising up to 25% of the Series total assets.  In this 
case, a default by both issuers would produce a more dramatic result as 
compared to a fully diversified fund.

Tennessee Tax-Free Income Series
This is a diversified fund of long-term maturity bonds, usually averaging 
10 years or more, where a fairly level stream of income is important, 
though net asset value per share can fluctuate considerably.  The 
portfolio had a weighted average maturity of 11.08 years as of June 30, 
1995.

Tennessee Tax-Free Short-to-Medium Series
This is a non-diversified fund with a dollar weighted average maturity of 
two to five years.  The yield of this Series will typically be lower than 
the Income Series, but with less principal fluctuation.  This portfolio 
had a weighted average maturity of 2.98 years as of June 30, 1995.  As a 
non-diversified Series, the Short-to-Medium Series may invest up to 50% of 
the Series' total assets in as few as two investments, with each of those 
investments comprising up to 25% of the Series' total assets.  In this 
case, a default by both issuers would produce a more dramatic result as 
compared to a fully diversified fund.

Intermediate Government Bond Series
Seeks the highest level of current income without undue risk to principal 
by investing in the following securities:  issues of the U.S. Government 
or its agencies or instrumentalities, repurchase agreements fully 
collateralized by issues of the U.S. Government or its agencies or 
instrumentalities and bank accounts fully insured by the FDIC or 
collateralized.  The types of securities are described in the "Statement 
of Additional Information"  The dollar weighted maturity of the portfolio 
will be 3 to 10 years to produce minimal fluctuation in principal.  The 
portfolio had a weighted average maturity of 5.46 years as of June 30, 
1995.




Investment Policies and Restrictions


INVESTMENT POLICIES AND RESTRICTIONS

Single State Municipal Bond Series
Our six single state municipal bond series have fundamental policies of 
investing at least 80% of the value of the assets in securities meeting 
the following quality standards.

Bonds rated at the time of purchase within the four highest grades 
assigned by Moody's Investors Service, Inc. ("Moody's") (Aaa, Aa, A, Baa) 
or Standard & Poor's Corporation ("S&P") (AAA, AA, A, BBB).  According to 
Moody's, bonds rated Baa are medium-grade and possess some speculative 
characteristics.  A BBB rating by S&P indicates a satisfactory degree of 
safety and capacity for repayment, but more vulnerability to adverse 
economic conditions or changing circumstances.  These bonds have 
speculative characteristics, and changes in economic conditions or other 
circumstances are more likely to lead to a weakened capacity to make 
principal and interest payments than is the case with higher grade bonds.

Notes rated at the time of purchase within the three highest grades 
assigned by Moody's (MIG 1, MIG 2, MIG 3); and bonds and notes not rated 
by Moody's or S&P within the grades specified above, but secured by the 
full faith and credit of the United States government (e.g., refunded or 
defeased bonds secured by United States Treasury Bills or Notes).

No more than 20% of the value of our total assets in any of the municipal 
bond series will be invested in securities which are not rated.  The Trust 
will not purchase securities which in the opinion of the Investment 
Adviser would not have been rated in one of the grades specified above.  
In addition, our Investment Adviser will make its own evaluation of each 
security it selects for each portfolio and will continue to evaluate each 
portfolio security so long as we hold it.

As an additional matter of fundamental policy, except as indicated below, 
the only securities we will purchase for the municipal bond series are 
those producing income exempt from both Federal and State income taxes in 
the states where shares of the Series are offered, though ad valorem taxes 
may be due in some states.

The investment policies may not be changed without approval of the holders 
of a majority of the outstanding shares representing each Series.  The 
only exception to the policies previously described is that we may 
temporarily invest up to 50% of the value of our total assets in certain 
taxable obligations when, in the judgement of our Investment Adviser, 
abnormal market conditions make it advantageous to assume a defensive 
posture in taxable obligations.  We also reserve the right to hold such 
cash reserves as the Investment Adviser deems necessary for temporary 
defensive purposes.

The taxable obligations and cash equivalents in which we may invest on a 
temporary basis include obligations of the U.S. Government and its 
agencies and instrumentalities; certificates of deposit, banker's 
acceptances and other short-term debt obligations of United States and 
Canadian banks with total assets of at least $1,000,000,000; commercial 
paper rated A-2 or better by S&P or Prime-2 or better by Moody's; and 
repurchase agreements relating to an underlying security in which we are 
authorized to invest.

Intermediate Government Bond Series
The Intermediate Government Bond Series has an investment objective of 
realizing the highest rate of current income without undue risk to 
principal by investing at least 65% of the value of our total assets in a 
professionally managed non-diversified portfolio of bonds: 1) issued by 
the U.S. Government such as U.S. Treasury Bonds; 2) issued by agencies or 
instrumentalities of the U.S. Government such as, but not limited to, 


Investment Policies and Restrictions (continued)

obligations of the Federal Farm Credit Banks, the Federal National 
Mortgage Association, the Government National Mortgage Association and the 
Federal Home Loan Bank.  The remaining assets are invested in bank 
accounts fully insured by the FDIC or collateralized by 1) and 2); 
repurchase agreements fully collateralized by 1) and 2); and U.S. Treasury 
or Agency Notes and Bills.  A bond is a debt instrument with a definite 
maturity which usually pays a fixed rate of interest issued by a unit or 
agency of government generally in denominations of $5,000 or larger.  The 
foregoing types of securities are described in the "Statement of 
Additional Information."  The dollar weighted average maturity of the 
portfolio will be 3-10 years to produce minimal fluctuation in principal. 
 There can be no assurance that the objectives of the Series will be 
realized.  

Investors should recognize that, in periods of declining interest rates, 
the Series yield will tend to be somewhat higher than prevailing market 
rates, and in periods of rising interest rates, the yield of the Series 
will tend to be somewhat lower.  Also, when interest rates are falling, 
the inflow of net new money to the Series from the continuous sale of its 
shares will likely be invested in portfolio instruments producing lower 
yields than the balance of the Series' portfolio, thereby reducing the 
current yield of the Series.  In periods of rising interest rates, the 
opposite can be true.

Borrowing of Money
Each Series permits borrowing money from banks as a temporary measure in 
order to pay redeeming shareholders or to satisfy purchase commitments, 
but such borrowings may not be in excess of 5% of the value of the assets 
of the affected Series.  

Asset Composition
The weighted average ratings of the securities held by the Trust on June 
30, 1995, the ending date of the fiscal year were:
                     				Aaa/AAA	Aa/AA 	A/A	Baa/BBB NR(total)
Municipal Bonds
Kentucky Tax-Free
Income Series	           	37.43		14.49		37.47	 8.21		2.40
Kentucky Tax-Free
Short-to-Medium Series   	19.04		23.54		55.43	 1.36		 .63
Tennessee Tax-Free
Income Series	           	30.98		35.36		28.42	 5.24		 0
Tennessee Tax-Free
Short-to-Medium Series   	53.33		37.82		8.85	  0		    0

Government Bonds
Intermediate Government
  Bond Series          		100

The Board of Trustees of the Trust, acting upon information furnished by 
the Investment Adviser, has determined that the unrated bonds held by each 
Series were comparable to rated bonds in the following categories:

Comparable To:        			Aaa/AAA	Aa/AA		A/A	Baa/BBB
Kentucky Tax-Free
  Income Series		                  					1.81	.59
Kentucky Tax-Free
  Short-to-Medium Series	            				.32	.31

As of June 30, 1995 the North Carolina Tax-Free Income Series and the 
North Carolina Tax-Free Short-to-Medium Series were not operational.


Management of the Trust

MANAGEMENT OF THE TRUST

Trustees
The Trustees of the Trust consist of five individuals, three of whom are 
not "interested persons" of the Trust as defined in the Investment Company 
Act of 1940.  The Trustees of the Trust are responsible for the overall 
supervision of the operations of the Trust and perform the various duties 
imposed upon the directors or trustees of investment companies by the 
Investment Company Act of 1940. The Trustees of the Trust are:

Thomas P. Dupree, Sr., President and Chairman of the Board of Dupree & 
Company, Inc. and Dupree Investment Advisers, Inc.*

Fred L. Dupree, Jr., Vice President, Secretary, Treasurer and Director of 
Dupree & Company, Inc. and Dupree Investment Advisers, Inc.*

William A. Combs, Jr., Secretary, Treasurer, Director, Freedom Dodge, 
Lexington, KY and Dana Motor Company, Cincinnati, Ohio, auto dealerships; 
Partner, Ellerslie Realty, Inc., Forkland Development Co., and Lexland, 
Lexington, KY.

Robert L. Maddox, Member, Wyatt, Tarrant & Combs, Attorneys, Louisville, 
KY.

William S. Patterson, President, CEO, Cumberland Surety Insurance Co., 
Lexington, KY.

*Thomas P. Dupree, Sr. and Fred L. Dupree, Jr. are "interested persons" of 
the Trust's Investment Adviser and of the Trust within the meaning of 
Section 2(a)(19) of the Investment Company Act of 1940 by virtue of their 
officership, directorship and/or employment with Dupree Investment 
Advisers, Inc.  Dupree Investment Advisers, Inc. also serves as the 
Trust's Transfer Agent.  The other nominees are the non-interested 
Trustees of the Trust.

Except as otherwise noted, each individual has held the office indicated, 
or other offices in the same company, for the last five years.

                      					       Pension or	              	 		Total
				                             	Retirement	  	 Estimate     Compensation
		                Aggregate	    Benefits Accrued  	Annual     From Trust and
Name of Person,  Compensation    	As Part of	   	Benefits    Trust Complex
Position	         From Trust      	  Trust         Upon 	       Paid to
                                   Expenses      Retirement     Trustees
__________	       __________     ____________	 	__________	   __________

Thomas P. Dupree, Sr.  	-0-    	None - No Pension    None	        	-0-
President, Chairman, Trustee   	or Retirement Plan	

Fred L. Dupree, Jr.    	-0-    	None - No Pension	   None        		-0-
Vice President, Secretary,	     or Retirement Plan	
Treasurer, Trustee
	
William A. Combs, Jr.  $11,000	 None - No Pension	   None	     	$11,000
Trustee			                  	   or Retirement Plan	

Robert L. Maddox	      $11,000	 None - No Pension   	None	     	$11,000
Trustee			                  	   or Retirement Plan	

William S. Patterson   $11,000	 None - No Pension	   None	     	$11,000
Trustee				                     or Retirement Plan	


Management of the Trust (continued)

Investment Adviser and Advisory Agreements
Our investment activities are managed by Dupree Investment Advisers, Inc., 
P.O. Box 1149 Lexington, Kentucky 40589-1149.  The firm is a Kentucky 
corporation formed in 1986 as a wholly owned subsidiary of Dupree & 
Company, Inc., which was formed in 1962 to continue a business founded in 
1941.  Dupree Investment Advisers, Inc. also serves as Transfer Agent.

Dupree Investment Advisers, Inc., may at its sole cost and expense, enter 
into subshareholder servicing agreements with commercial banks, investment 
advisers, or other entities to provide assistance in maintaining books, 
accounts and records of shareholders.

Dupree Investment Advisers, Inc. serves as Investment Adviser to each 
Series under seven separate Investment Advisory Agreements.  The 
Agreements for the Kentucky Series are in effect until October 31, 1996 
and thereafter for annual periods if renewed.  The date of each of the 
agreements is November 1, 1989.  The Agreements for the Tennessee Tax-Free 
Income Series and the Intermediate Government Bond Series are November 1, 
1993 and will continue in effect until October 31, 1996 and thereafter for 
annual periods if renewed.  The Agreement for the Tennessee Tax-Free 
Short-to-Medium Series is dated November 1, 1994 and will continue in 
effect until October 31, 1996 and thereafter for annual periods if 
renewed.  The Agreements for the North Carolina Series are dated November 
1, 1995 and will continue in effect until October 31, 1997 and thereafter 
for annual periods if renewed.  The Aggreements will be submitted to a 
vote of the shareholders of each series at the 1996 Annual Meeting of the 
Trust.  Subject to the direction of the Trustees, Dupree Investment 
Advisers is responsible for the actual management of the Trust's 
portfolios.  The compensation paid to Dupree Investment Advisers as 
presented on page 3 is inclusive of certain administrative services and 
provision of office space, facilities, equipment and personnel for 
management of the Trust.  The compensation paid to Dupree Investment 
Advisers pursuant to the Investment Advisory Agreements is a percentage of 
the daily net assets of each Series as follows:

Range of Total Assets	          			    100,000,001-
(in dollars)         		$0-100,000,000 $150,000,000 	$150,000,001+

Kentucky Tax-Free 
Income Series		             .50 of 1%		.45 of 1%    	.40 of 1%
Kentucky Tax-Free 
Short-to-Medium Series	     .50 of 1%		.45 of 1%    	.40 of 1%
North Carolina 
Tax-Free Income Series	     .50 of 1%		.45 of 1%    	.40 of 1%
North Carolina Tax-Free 
Short-to-Medium Series      .50 of 1%		.45 of 1%    	.40 of 1%
Tennessee Tax-Free 
Income Series		             .50 of 1%		.45 of 1%    	.40 of 1%
Tennessee Tax-Free 
Short-to-Medium Series      .50 of 1% 	.45 of 1%    	.40 of 1%
Intermediate Government
Bond Series	         		     .20 of 1%		.20 of 1%    	.20 of 1%

Dupree Investment Advisers has reserved the right to voluntarily subsidize 
any Series of the Trust at its sole option.

Indiana and Texas limit annual expenses (exclusive of interest, taxes, 
brokerage commissions and extraordinary expenses) as follows: 1.5% of the 
first $30,000,000 in net assets and 1% of any additional net assets for 
Indiana; and 2% of the first $10,000,000 of average net assets, 1.5% of 
the next $20,000,000 of average net assets and 1% of the remaining average 
net assets for Texas.

Fund Portfolio Manager
The person primarily responsible for the day-to-day management of all 
series of the trust is 
William T. Griggs II, Executive Vice President of the Investment Advisor. 
Mr. Griggs has been Portfolio Manager since 1989.

Determining Net Asset Value
Buying Shares

DETERMINING NET ASSET VALUE

The price used when you buy or sell shares in a Series is the next net 
asset value computed after we receive your order in proper form.  The net 
asset value per share of each Series is determined separately at the close 
of trading on the New York Stock Exchange each day the Exchange is open 
for trading by dividing the total value of the assets of a Series, minus 
liabilities, by the total number of shares outstanding.  The value of your 
investment in any of our Series is not reduced by a sales charge or 
commission.

The securities in which we invest are traded primarily in the over-the-
counter market.  We value securities for which representative price 
quotations are current and readily available at the mean between the 
quoted bid and asked prices.  If price quotations are not readily 
available, or if we believe that available quotations are not current or 
representative, we value securities at prices we believe will best reflect 
the fair value.  In such cases, and in the case of other assets, fair 
value is determined in good faith in accordance with procedures approved 
in advance by our Board of Trustees, consistently applied by or under the 
supervision of our officers, and monitored by the Board on an ongoing 
basis.


BUYING SHARES

Our goal is to make doing business with us as easy as possible.  You can 
buy shares at the next net asset value computed after we receive your 
investment in proper form as described below.  There is no sales charge or 
load.


Terms of Offering
If you send us a check which does not clear, we may cancel your order and 
hold you responsible for any loss which we have incurred.  We may recover 
our loss by redeeming shares held in your account, and we may prohibit or 
restrict you from placing future orders.

We retain the right to reject any order, and to raise or lower the minimum 
investment size for any persons or class of persons.  An order to purchase 
shares is not binding on us until confirmed in writing by the Transfer 
Agent.


Initial Investment
Your initial and subsequent investments need only be $100.00 for any of 
our Series.


By Wire
If this is an initial investment you must first call us to tell us the 
following:
	* How the account is to be registered
	* Name of Series in which you wish to invest
	* Your address
	* Your tax identification number
	* Amount being wired
	* Name of wiring bank 



Buying Shares (continued)
Selling Shares

Our wire instructions are directed to Star Bank, Cincinnati, Ohio as 
follows:
	Star Bank ABA # 0420-0001-3

	Kentucky Tax-Free Income Series 	             		#483-622-098
	Kentucky Tax-Free Short-to-Medium Series 	     	#483-622-106

	North Carolina Tax-Free Income Series 	        	#483-622-338
	North Carolina Tax-Free Short-to-Medium Series 	#483-622-346

	Tennessee Tax-Free Income Series 		            	#483-622-122
	Tennessee Tax-Free Short-to-Medium Series 	     #483-622-130

	Intermediate Government Bond Series           		#483-622-148

If you are adding to an existing account please call us with your name and 
account number.

By Mail
Make your check payable to the series you want to invest in and send your 
check to:
	Dupree Mutual Funds
	P.O. Box 1149
	Lexington, KY  40589-1149

Along with one of the following:
	*A completed new account form (if new account)
	*The detachable stub which you will find at the bottom of your most 
recent account statement
	*A letter specifying the account number and series

Automatic Withdrawal from Your Checking Account
Once your account is open, you may make investments automatically by 
authorizing Dupree Mutual Funds to draw on your bank account.  Please call 
us at the phone number on page 22 for more information.

Individual Retirement Accounts
Shareholders of the Intermediate Government Bond Series may establish 
Individual Retirement Accounts. Please contact us at the number on page 22 
for more information.

SELLING SHARES

You may sell all or part of the shares in your account at any time without 
any penalties or sales commissions.  To do so, simply use one of the 
methods described below.  We will not require a signature guarantee (but 
reserve the right to do so); however, on your account application, you 
will be asked to indemnify and hold harmless the Trust, the Transfer Agent 
and their officers, agents and employees, from losses, claims, expenses 
and liabilities based on actions taken as the result of your instructions. 
 The Trust will utilize reasonable procedures, such as recording a 
telephone redemption request or making inquiries of information which 
should only be known to the shareholder and the Trust, to confirm that 
instructions communicated by telephone or in writing are genuine.  If 
reasonable procedures are followed by the Trust, it will not be liable for 
losses due to unauthorized or fraudulent telephone instructions.  The 
Securities and Exchange Commission is currently considering the propriety 
of the requirement of indemnification and hold harmless provisions.


 
Selling Shares (continued)

By Telephone 
In Lexington (606) 254-7741 
Toll Free National Number (800) 866-0614
In North Carolina (800) 284-2562

All accounts will automatically receive telephone redemption privileges 
unless indicated otherwise on the initial application form.  We will mail 
or wire the money only to the address or bank account previously filed 
with us.  Changes to any redemption instructions must be made in writing 
and signed by all owners.  The telephone cannot be used to redeem shares 
for which you hold certificates of beneficial interest or which were 
purchased by mail within the past 30 days. 


By Mail 
You must send us a written request for redemption, signed by each 
registered holder exactly as the shares are registered along with (if 
applicable):
    * Any certificates of beneficial interest
    * Documents required by Corporations, Executors, Administrators, 
Trustees and Guardians.


By Check 
Shareholders of each of the Short-to-Medium Series, and the Intermediate 
Government Bond Series may redeem shares by check.  In order to arrange 
for redemption by check, a check writing privilege form must be completed 
or call us at the phone number on page 22.  Checks may not be used to 
close an account.  Checks may not be presented for payment over-the-
counter at the clearing bank.


                     					Daily	
Check limits        	Minimum	Maximum	  CHECKING WRITING CHARGES	

KY Short-to-
Medium Series       	$500.00	$25,000	  Share Redemption: NONE

NC Short-to-
Medium Series       	$500.00	$25,000  	Checks: NONE

TN Short-to-
Medium Series	       $500.00	$25,000	  Insufficient Funds: $17.00

Government
Bond Series		        $500.00	none		    Stop Payment: $9.00


Payment of Redemption Proceeds
The Transfer Agent will normally mail a check or wire redemption proceeds 
the business day following the receipt of necessary documents in required 
form.  In order to receive proceeds by wire the redeeming amount must be 
at least $500.00.  If the Custodian imposes a wire charge upon the 
Transfer Agent, the Transfer Agent may deduct the wire charge from the 
proceeds.  If charged, the current amount of the charge would be $10.00.  
Your own bank may impose a wire charge on your account to which the funds 
are wired.

We reserve the right on all redemptions, including redemptions by writing 
a check in any of the Short-to-Medium Series or Intermediate Government 
Bond Series, to delay payment five days if to do otherwise would 
negatively affect existing shareholders.

Shares redeemed to close an account will earn dividends through the date 
of redemption.  In addition to the redemption proceeds, redeeming 
shareholders will receive dividends declared but unpaid.  If you redeem 
only a portion of your shares, you will receive all dividends declared and 
unpaid on all your shares on the next dividend payment date.  


Selling Shares (continued)
Dividends

Redemption Price
The redemption price of shares redeemed will be their net asset value per 
share as calculated in the first determination of net asset value after 
the Trust has received all necessary documents in the form it requires.


Suspension of Redemption
We may suspend the right of redemption or postpone payment for more than 
five days for any period during which the New York Stock Exchange is 
closed, or the Securities and Exchange Commission determines that trading 
on the Exchange is restricted, or when there is an emergency as determined 
by the Commission as a result of which it is not reasonably practicable 
for us to dispose of our securities, or for such other period as the 
Commission may by order permit for the protection of our shareholders.


Redemption by Trust
If your account balance falls below $100 as a result of shareholder 
redemption and not simply market valuation change, we may redeem your 
shares and close out your account.  We will give you notice no earlier 
than the 15th of the month following the month in which your account falls 
below $100 before we take any action.


Transfer and Exchange of Shares
You may transfer your shares to another owner.  You may exchange shares 
between Series offered in your state of residence without sales charge at 
the next determination of net asset value; however, the Trust reserves the 
right to reject any exchange in excess of $50,000 and to modify or 
terminate the exchange privilege at any time only upon sixty (60) days 
written notice.  An exchange is treated for federal tax purposes as a 
redemption and purchase of shares and may result in the realization of a 
capital gain or loss, depending on the cost or other tax basis of the 
shares exchanged.  No representation is made as to the deductibility of 
any such loss.  The Transfer Agent will provide you with information about 
the documents required.


Withdrawal Plan
You may withdraw fixed or variable amounts from your account at regular 
intervals.  Once begun, a withdrawal plan may be discontinued at any time 
without penalty.  



DIVIDENDS

Generally we declare dividends separately for each Series each business 
day.  The Kentucky, North Carolina and Tennessee Income Series pay such 
dividends as of the last business day of each quarter.  The Kentucky, 
North Carolina and Tennessee Short-to-Medium Series and the Intermediate 
Government Bond Series pays such dividends as of the last business day of 
each month.  If no other business day(s) intervene between a weekend or 
holiday on which the New York Stock Exchange is closed, then dividends 
will be paid on the second to last business day of the quarter (Income 
Series), month (Short-to-Medium Series and Intermediate Government Bond 
Series).

The Trustees have the authority to change dividend payment dates.  Net 
investment income consists of all interest income accrued on portfolio 
securities less all expenses.  Capital gains, if any, will be distributed 
between in order to comply with federal income tax regulations.  See 
Statement of Additional Information.  Income dividends and capital gains 
distributions will be paid in additional shares by credit to the 
shareholder's 

Taxes
Performance Calculations

account or in cash at the shareholder's election.  Any such election 
remains in effect until the Transfer Agent receives written notice 
terminating the election at least three days before the payment date of a 
dividend or distribution.  The available elections are indicated on the 
new account application form.


TAXES

The Trust has qualified as a "regulated investment company" (RIC) under 
the Internal Revenue Code.  Accordingly, we must distribute at least 90% 
of our net income earned in any year. Ordinarily, the dividend we pay our 
shareholders of the Municipal Bond Series will be exempt interest 
dividends' which will be excludable from gross income for federal and 
state income tax purposes.  Dividends and distributions paid on the 
Government Bond Series generally will be subject to federal and state 
income tax.  Distributions of income from investments in non-municipal 
securities or net short-term capital gains or net long-term capital gains 
exceeding our capital loss carry forwards (if any) will be taxable as more 
fully described in the "Statement of Additional Information."  Ad valorem 
tax may be imposed in some states.

You should consult your tax adviser about the effects of investments in 
the Trust and recognize that the tax laws of the several states afford 
different tax treatment to their residents.


PERFORMANCE CALCULATIONS

All yield figures are based on historical earnings and are not intended to 
indicate future performance.

Average annual total returns are calculated for specified periods by 
finding average annual compounded rates of return that will equate the 
initial investment to the redeemable amount of the investment at the end 
of each period, assuming the reinvestment of all dividends and other 
distributions and taking into account all recurring and nonrecurring 
expenses.  Total return may be expressed either as a percentage or as a 
dollar amount.

Yield quotations are based on a 30 day period in accordance with S.E.C. 
computation formulas as more fully described in the Statement of 
Additional Information.

Taxable equivalent yield is the yield that an investor would have to earn 
in order to equal a tax-free yield after the investor had paid federal and 
any applicable state income and Ad Valorem taxes.


Fund Performance
The Annual Report of Dupree Mutual Funds contains a discussion and graphs 
reflecting the performance of its series during the most recently 
completed fiscal year.  A copy of the Annual Report may be obtained by 
writing or calling us at the numbers listed on page 22.




How to Reach Us

HOW TO REACH US

DUPREE MUTUAL FUNDS
P.O. Box 1149
Lexington, KY  40589-1149

PHONE
(606) 254-7741
(800) 866-0614

INVESTMENT ADVISER
TRANSFER AGENT AND DIVIDEND DISBURSING AGENT
Dupree Investment Advisers, Inc.
(d/b/a DIA Dupree Investment Advisers, Inc. in Texas)
P.O. Box 1149
Lexington, Kentucky 40589-1149

CUSTODIAN
Star Bank
425 Walnut Street, ML 6118
P.O. Box 1118
Cincinnati, Ohio  45201-118

INDEPENDENT ACCOUNTANTS
Coopers & Lybrand L.L.P.
201 East Main Street, Suite 1400
Lexington, Kentucky 40507

LEGAL COUNSEL
Darsie &  Elste
P.O. Box 22219
Lexington, KY  40522

This prospectus omits certain information contained in the registration 
statement filed with the Securities and Exchange Commission.  Items of 
information which are thus omitted may be obtained from the Securities and 
Exchange Commission upon payment of the fee prescribed by the Rules and 
Regulations of the Commission.

DUPREE MUTUAL FUNDS
A No-Load Fund
Prospectus, November 15, 1995




DUPREE MUTUAL FUNDS
P.O. Box 1149
Lexington, Kentucky 40589-1149
(606) 254 -7741
(800)  866-0614

Kentucky Tax-Free Income Series
Kentucky Tax-Free Short-to-Medium Series

North Carolina Tax-Free Income Series
North Carolina Tax-Free Short-to-Medium Series

Tennessee Tax-Free Income Series
Tennessee Tax-Free Short-to-Medium Series

Intermediate Government Bond Series








 
STICKER

	Included inside the front cover of the November 15, 1995 Statement 
of Additional Information is a Financial Report to Shareholders for the 
North Carolina Tax-Free Income Series and the North Carolina Tax-Free 
Short to Medium Series for the 137 days ended March 31, 1996 (commencement 
of operations - November 15, 1995).










DUPREE MUTUAL FUNDS
November 15, 1995
STATEMENT OF ADDITIONAL INFORMATION









DUPREE MUTUAL FUNDS

North Carolina Tax-Free Income Series
North Carolina Tax-Free Short-to-Medium Series

FINANCIAL REPORT
TO SHAREHOLDERS
March 31, 1996


						S T I C K E R

 

 




ABOUT DUPREE MUTUAL FUNDS                             

In 1941, Dupree & Company, Inc., began business in Harlan, Kentucky as a 
small securities brokerage firm specializing in tax-exempt municipal 
bonds.  

Over the years the firm, which in 1963 moved its offices to Lexington, 
Kentucky, grew to become a regional leader in public finance, helping to 
structure complex and innovative municipal bond financing for some of the 
largest public projects in the state of Kentucky.

In 1979, Dupree & Company began what is now Dupree Mutual Funds with the 
Kentucky Tax-Free Income Series and became the fund's investment adviser. 
The fund was one of the first single-state municipal bond funds in the 
country, and the first mutual fund to invest solely in Kentucky municipal 
bonds.  Since then, several new offerings have been added to the Dupree 
Mutual Funds family:

Kentucky Tax-Free Short-to-Medium Series in 1987;
Intermediate Government Bond Series in 1992;
Tennessee Tax-Free Income Series in 1993;
Tennessee Tax-Free Short-to-Medium Series in 1994;
North Carolina Tax-Free Income Series in 1995 and,
North Carolina Tax-Free Short-to-Medium Series in 1995.

Today, after more than 50 years in business, Dupree continues to be a 
pioneer in the industry.  Our Kentucky and Tennessee Series are currently 
the ONLY 100% "no-load" municipal bond funds available in those states.  
No-load means simply that shares of the funds are offered directly to 
investors with no front or back-end sales charges, as opposed to load 
funds which are sold through brokerage firms or other institutions.  

At Dupree Mutual Funds, our goal is a simple one:  to offer investors a 
high-quality, low-cost way to invest in municipal and government bonds 
while providing superior service to our shareholders. We encourage you to 
let us know how we're doing.


SHAREHOLDER SERVICES                      

To Help You Add to Your Account:

Automatic Reinvestment of Distributions
All dividend and capital gain distributions can be automatically 
reinvested in additional shares of the fund, thus providing the added 
potential for growth through compounding.

Automatic Investment Plan
You may make automatic monthly investments by authorizing us, in writing, 
to deduct a specified amount from your bank account.


To Help Increase Your Cash Flow:

Dividends in Cash
You have the option of taking your dividends in cash. Dividends are paid 
quarterly for the three Income Series and monthly for the three Short-to-
Medium Series and the Intermediate Government Bond Series.

Automatic Withdrawal Plan
You can arrange to make automatic monthly redemptions of a specified 
amount and have the proceeds sent to you.

Telephone Redemption
Unless you choose otherwise, convenient redemption by telephone privileges 
are automatically available to all shareholders.

Check-Writing
Check-writing privileges are available on the three Short-to-Medium Series 
(KY, NC, and TN), and the Intermediate Government Bond Series.


To Help Meet Your Changing Needs:

Exchange Privileges
Should your investment objectives or financial needs change, you may 
exchange shares of your fund for shares of another Dupree fund at any time 
at no charge.







DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE INCOME SERIES			
			
SCHEDULE OF PORTFOLIO INVESTMENTS						
North Carolina Municipal Bonds -- 100%				(UNAUDITED)	
March 31, 1996

Bond Description
         Maturity                                             Market 
Coupon    Date	   Rating	                           Par        Value
						
INSURED MUNICIPAL REVENUE BONDS						
37.86%	  Percent of Total Market Value					

Charlotte NC Convention Center COPS Series C
5.250 	12/01/20  Aaa/AAA*                      $   25,000   $  23,021
Craven NC Regional Medical Revenue		
5.625 	10/01/17  Aaa/AAA*      	                   10,000       9,895
Cumberland County NC  Hospital  Facility Revenue
6.000 	10/01/21 	Aaa/AAA*	                         10,000      10,159 
Gaston NC - Gaston Memorial Hospital
5.400 	02/15/11	 AAA*                           		 10,000       9,789
NC Housing Finance Agency - Single Family
5.850 	09/01/15 	Aaa/AAA*	                         50,000      50,157 
NC Municipal Power Electric Revenue - Catawba
5.000 	01/01/15 	Aaa/AAA*                          	5,000       4,621 
NC Medical Care Revenue - Memorial Mission Hospital
6.000 	10/01/22 	Aaa/AAA*                        	 15,000      15,089 
NC Medical Care Revenue - Scotland Memorial Hospital
5.375 	10/01/11	Aaa/AAA*	                          20,000      19,119 
NC Medical Care Revenue - St. Joseph Hospital
5.100 	10/01/14	Aaa/AAA*	                           5,000       4,601
Onslow County NC G.O. Improvement
5.700 	03/01/12	Aaa/AAA*	                          10,000      10,146
Rowan County NC  G.O. School Improvements
5.600 	05/01/10	Aaa/AAA*	                          15,000      15,352 
Wake County NC - Hospital Revenue
5.125 	10/01/13	Aaa/AAA*	                          10,000       9,305
Winston-Salem NC State University
5.400 	06/01/12	Aaa/AAA*	                          10,000       9,726 


HOSPITAL AND HEALTHCARE REVENUE BONDS						
21.55%	  Percent of Total Market Value					

Charlotte NC Mecklenburg Hospital Revenue
6.375 	01/01/09 	Aa/AA*	                            5,000       5,373 
NC Medical Care Revenue - Medicorp Refunding
5.500 	05/01/15 	Aa/AA*                          	 20,000      19,178 
NC Medical Care Revenue - Baptist Hospital Refunding Proj. A
6.000 	06/01/22 	Aa/AA*	                           30,000      30,364
NC Medical Care Revenue - Presbyterian Hospital
5.500 	10/01/14 	Aa/AA*		                          35,000      34,167 
Pitt County NC - Memorial Hospital Revenue
5.375 	12/01/10 	Aa/AA-*	                          20,000      19,614 


PREREFUNDED BONDS & ESCROWED TO MATURITY						
16.76%	  Percent of Total Market Value					

Hickory NC Water & Sewer Revenue
5.600 	06/01/11 	A1/AA-*	                          10,000      10,040 
NC Eastern Municipal Power Revenue Series D
5.875 	01/01/13 	A/BBB+A*	                         50,000      48,518 
NC Eastern Municipal Power Revenue Series A
6.000 	01/01/26 	AAA*	                           	 15,000      15,790 
NC Municipal Power Electric Revenue - Catawba
6.250 	01/01/17 	A/A-*	                            10,000      10,194 


LOCAL GENERAL OBLIGATION AND SCHOOL REVENUE BONDS				
		
8.55%	  Percent of Total Market Value					
						
Durham NC G.O. Improvement - Jail Facilities  COPS
6.625 	05/01/14 	A1/AA*	                          	      5,000     5,308
Durham NC G.O. Economic Improvement
5.100 	02/01/15 	A1/AAA*                              	 20,000    18,933
Durham NC G.O. Water & Sewer Revenue
4.900 	02/01/13 	A1/AAA*	                               15,000    13,848
High Point, NC G.O. Sewer Improvements
5.600 	03/01/13 	Aa/AA*		                                5,000     5,049

The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE INCOME SERIES			
			
SCHEDULE OF PORTFOLIO INVESTMENTS						
North Carolina Municipal Bonds -- 100%				(UNAUDITED)	
March 31, 1996


	Bond Description
         Maturity                                                 Market  
	Coupon	  Date		Rating	                                 	Par      	Value

COUNTY GENERAL OBLIGATION AND SCHOOL REVENUE BONDS				
		
7.38%	  Percent of Total Market Value					
						
Buncombe County NC G.O. Refunding 		
5.000 	04/01/11 	Aa/AA*		                               $10,000   9,533 
Catawba County  NC G.O. School Revenue 	
4.900 	08/01/10 	Aa/AA*		                                10,000   9,447 
Forsythe County NC G.O. School Revenue 		
4.750 	02/01/13 	Aa1/AAA*	                               20,000  18,242 
						

MUNICIPAL UTILITY REVENUE BONDS						
5.91%	  Percent of Total Market Value					

Charlotte NC G.O. Water & Sewer Revenue
5.300	04/01/14 	Aaa/AAA*	                                15,000  14,560 
Wilmington NC G.O.Water Revenue			
5.600	06/01/09 	A1/A+*	                                  15,000  15,265 


STATE AND LOCAL MORTGAGE REVENUE BONDS						
1.99%	  Percent of Total Market Value					

NC Housing Finance Agency - Multi Family		
5.800 	07/01/13 	Aaa/AAA*	                               10,000  10,032

Total investments (cost $517,718)                      $515,000 $504,435 
                                      	 			            (Notes 3 and 5)	

*	  Standard and Poor's Corporation					
NR	  Not Rated					
	"All other ratings by Moody's Investors Service, Inc."		
			


The accompanying notes are an integral part of the financial statements.

DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE INCOME SERIES

STATEMENT OF ASSETS AND LIABILITIES						
March 31, 1996								(UNAUDITED)

ASSETS:
Investments in securities, as annexed, at value
	(identified cost $517,718) (Note 1A)			$  504,435  
Cash			 				   	     		                     28,744  
Bonds sold receivable		             			        	 0  
Interest receivable		      			     	         8,588  
	Total assets		  			  	  	                 541,767  

LIABILITIES:
Bonds purchased payable		   	$      0
Dividends payable (Note 1d)		   4,412
Fund shares redeemed payable        0
Accrued expenses	  		  	        5,377  
Investment advisory and transfer agent
	fees payable (Note 2)	 	      (5,707)
Notes payable	         		           0
	Total liabilities		      		    4,082  
Net assets, at value (Note 4)	   		    $  537,685  

NET ASSETS;
Net assets consist of:
Capital	                       								$  550,322  
Net accumulated realized gain
 on investment transactions	                  646  
Net unrealized depreciation
 in value of investments	             	   (13,283)
Net assets at value (Note 4)					     	$  537,685  

NET ASSET VALUE, offering price and redemption price per share
	($537,685 -:- 54,421 shares) (Note 4) 			$  9.88  
  

STATEMENT OF OPERATIONS	  
For the 137 days ended March 31, 1996

Investment income:
	Interest income						                	$    6,243  

Expenses:
	Audit							      	                        3,748  
	Investment advisory fees (Note 2)		          575  
	Insurance					          		  	                  3  
	Legal		    				    	     		                1,502  
	Printing					       	       	                300  
	Postage		   				       	                     300  
	Registration fees		       		       	         191  
	Transfer agent (Note 2)		    		              173  
	Trustees' fees					           	            	   4  
	Miscellaneous		            			                 6  

	Total expenses		         			    	          6,802  
	Reimbursement from Investment
   Adviser (Note 2) 	                      (6,454)
Net investment income		      			     	      5,895  
  
Realized and unrealized loss on
 investments (Notes 3 and 5)
	Net realized gain				       	                646  
	Net decrease in unrealized appreciation	 (13,283)
Net realized and unrealized
 loss on investments		  	                 (12,637)

Net decrease in net assets
 resulting from operations           	 $  (6,742)



The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE INCOME SERIES

STATEMENT OF CHANGES IN NET ASSETS
For the 137 days ended March 31, 1996                         (UNAUDITED)


		
Increase in net assets:	     				         	 3/31/96        	
	Operations:
		Net investment income	  		          	$      5,895  	
		Net realized gain on
		  investments					                            646  	
		Net  decrease in unrealized appreciation  (13,283) 	
	Net decrease in net assets
 		resulting from operations		               (6,742) 	
	Dividends to shareholders
		($.1914 per share)		                	      (5,895)	
 	Net fund share transactions (Note 4)		    550,322  	

Total increase		   					                    537,685  	
Net assets:
	Beginning of period	  	              	           0  	
	End of period				                   		$    537,685  	  
 



The accompanying notes are an integral part of the financial statements.





DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE SHORT-TO-MEDIUM SERIES	
					
SCHEDULE OF PORTFOLIO INVESTMENTS						
North Carolina Municipal Bonds -- 100%				(UNAUDITED)	
March 31, 1996


Bond Description			
       Maturity                                                 Market
Coupon	  Date 	Rating	                                	Par      	Value
						
INSURED MUNICIPAL REVENUE BONDS						
34.18%	  Percent of Total Market Value					

Columbus County NC G.O. Improvement Refunding
4.500 	02/01/99 	Aaa/AAA*	                            $10,000   $10,055
Gaston County NC G.O. School Revenue
5.600 	03/01/99 	Aaa/AAA*	                             45,000    46,664 
Gastonia NC Public Improvement Refunding Revenue
4.800 	04/01/98 	Aaa/AAA*	                             45,000    45,653 
NC Housing Finance Agency - Single Family Series A
4.300 	09/01/99 	Aaa/AAA*	                             20,000    19,943 
New Hanover County NC Water & Sewer G.O.		
4.600 	08/01/98 	Aaa/AAA*	                             20,000    20,291 
Randolph County NC  COPS				
4.400 	06/01/01 	Aaa/AAA*	                             35,000    34,774 
Richmond County NC  COPS			
4.800 	06/01/99 	Aaa/AAA*	                             20,000    20,239 
Sanford NC G.O. Improvement Refunding Wtr & Swr	
4.500 	03/01/00 	Aaa/AAA*	                             15,000    15,085 
University of North Carolina - Charlotte Revenue S:95
5.000 	06/01/99 	Aaa/AAA*	                             20,000    20,505 
Winston-Salem NC University Revenue Series 1995	
5.200 	06/01/99 	Aaa/AAA*	                             10,000    10,267 
						

COUNTY GENERAL OBLIGATION AND SCHOOL REVENUE BONDS				
		
28.38%	  Percent of Total Market Value					

Buncombe County NC Public Improvement Revenue
7.000 	03/01/10 	Aa		                                  30,000    32,739 
Buncombe County NC Public Improvement Revenue
4.750 	04/01/99 	Aa/AA-*                                5,000     5,092
Durham County NC G.O. Improvement	
5.200 	03/01/00 	Aaa/AAA*	                             20,000    20,686 
Guildford County NC Water & Sewer G.O.
5.250 	04/01/99 	Aa1/AA+*	                             10,000    10,296 
Lincoln County NC Water & School G.O.		
6.600 	06/01/98 	A/A*		                                20,000    20,989 
Mecklenburg County NC G.O. Improvement	
5.200 	03/01/99 	Aaa/AAA*	                             20,000    20,577 
Orange County NC G.O. Improvement		
5.400 	02/01/00 	Aa1/AA+*	                             20,000    20,741 
Surry County NC G.O. Improvement			
5.100 	04/01/98 	A1/A+*	                               20,000    20,346 
Union County NC G.O. School Revenue			
5.800 	03/01/99 	A1/A+*	                               20,000    20,820 
Wake County NC G.O. Improvement Refunding		
4.200 	04/01/00 	Aaa/AAA*	                             30,000    29,901 


LOCAL GENERAL OBLIGATION AND SCHOOL REVENUE BONDS				
		
16.08%	  Percent of Total Market Value					

Charlotte NC G.O. Improvement			
5.250 	04/01/99 	Aaa/AAA*                            	 10,000   10,325 
Concord NC G.O. Improvement Water Project		
6.750 	03/01/99 	Aa/A+*	                               40,000   42,844 
Greensboro NC G.O. Improvement			
6.000 	03/01/97 	Aa1/AAA*	                             20,000   20,332 
Raleigh NC Sanitary Sewer G.O. Improvement		
5.100 	05/01/93 	Aaa/AAA*	                             20,000   20,563 
Salisbury NC Water & Sewer G.O. 			
5.250 	05/01/99 	A1/A+*                               	20,000   20,462 


PREREFUNDED BONDS & ESCROWED TO MATURITY						
8.19%	  Percent of Total Market Value					

Charlotte NC G.O. Improvement COPS Convention Fac	
6.750 	06/01/07 	Aaa/AAA*	                             10,000   10,912
NC Eastern Municipal Power Agency Revenue-Catawba	
5.100 	01/01/98 	A/A-*		                               20,000   20,253 
NC Eastern Municipal Power Agency Revenue		
8.000 	01/01/01 	Aaa/AAA*	                             25,000   27,170 

The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE SHORT-TO-MEDIUM SERIES	
					
SCHEDULE OF PORTFOLIO INVESTMENTS						
North Carolina Municipal Bonds -- 100%				(UNAUDITED)	
"March 31, 1996"						

Bond Description	
       Maturity                                                    Market
Coupon	  Date		Rating	                                   	Par      	Value
						
HOSPITAL AND HEALTHCARE REVENUE BONDS						
7.09%	  Percent of Total Market Value					

NC Medical Care Hospital Revenue 1993 - Rex Hospital	
4.900 	06/01/99 	A1/A+*                                	$50,000    $50,523			

MUNICIPAL UTILITY REVENUE BONDS						
4.56%	  Percent of Total Market Value					

NC Eastern Municipal Power Agency Revenue		
7.500 	01/01/21 	Aaa		                                   25,000     27,542 
Orange County NC Water & Sewer Revenue Refunding	
4.250 	07/01/01 	Aa/AA*		                                 5,000      4,944 

						
UNIVERSITY CONSOLIDATED EDUCATION AND BUILDING REVENUE BONDS		
				
1.52%	  Percent of Total Market Value					

NC State University at Raleigh Parking Systems	
6.600	06/01/01 	A1/AA-*	                                 10,000    10,821

Total investments (cost $714,687)                      $690,000  $712,354							
			                                                     	(Notes 3 and 5)

*	  Standard and Poor's Corporation					
NR	  Not Rated					
	"All other ratings by Moody's Investors Service, Inc."		
			


The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE SHORT-TO-MEDIUM SERIES

STATEMENT OF ASSETS AND LIABILITIES					
March 31, 1996								(UNAUDITED)

ASSETS:
Investments in securities, as annexed, at value
	(identified cost $714,687) (Note 1A)		  	$   712,398  
Cash			            						                          49  
Bonds sold receivable		             				            0  
Interest receivable		      			                  9,348  
	Total assets		  					                        721,795  

LIABILITIES:
Bonds purchased payable			      	$      0
Dividends payable (Note 1d)	  		    2,038
Fund shares redeemed payable	           0
Accrued expenses	  				             5,437
Investment advisory and transfer agent
	fees payable (Note 2)	 		         (5,715)
Notes payable	         			              0
	Total liabilities		       			 	               1,760  
Net assets, at value (Note 4)			        	$   720,035  

NET ASSETS;
Net assets consist of:
Capital							                         		$   722,525  
Net accumulated realized loss on
 investment transactions	                       (202) 
Net unrealized depreciation in
 value of investments		                       (2,288)
Net assets at value (Note 4)					       	$   720,035  

NET ASSET VALUE, offering price and redemption price per share
   ($720,035 -:- 72,071 shares) (Note 4) 		 	$  9.99  
  

STATEMENT OF OPERATIONS	  
For the 137 days ended March 31, 1996

Investment income:
	Interest income						        	 $    8,535  

Expenses:
	Audit							 	                      3,751  
	Investment advisory fees (Note 2)		 1,029  
	Insurance							                       10  
	Legal		     						    	             1,502  
	Printing							                       300  
	Postage		   						                    300  
	Registration fees		       				        251  
	Transfer agent (Note 2)		    				     309  
	Trustees' fees							                  13  
	Miscellaneous		             			         6  

	Total expenses		         				       7,471  
	Reimbursement from Investment
  Adviser (Note 2)		                (7,053)
Net investment income		      				    8,117  
  
Realized and unrealized gain on investments (Notes 3 and 5)
	Net realized loss							            (202) 
	Net decrease in unrealized
  appreciation		                   (2,288)
Net realized and unrealized
 loss on investments		     	       (2,490)

Net increase in net assets
 resulting from operations	  	$     5,627  


The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - NORTH CAROLINA TAX-FREE SHORT-TO-MEDIUM SERIES

STATEMENT OF CHANGES IN NET ASSETS
For the 137 days ended March 31, 1996                         (UNAUDITED)


		
Increase in net assets:	   						  3/31/96     
   	
	Operations:
		Net investment income			   		$      8,117  
		Net realized loss on
		  investments						                 (202) 
	
		Net decrease in
    unrealized appreciation	        (2,288) 
	
	Net increase in net assets
 		resulting from operations		    	  5,627  
	
	Dividends to shareholders
		($.147 per share)		      			      (8,117)
	
 	Net fund share
   transactions (Note 4)		         722,525  
	

Total increase		  						           720,035  
	
Net assets:
	Beginning of period		              	    0  
	End of period						         	$    720,035  
	   


The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS
North Carolina Tax-Free Income Series and,
North Carolina Tax-Free Short-to-Medium Series

NOTES TO FINANCIAL STATEMENTS						(UNAUDITED)
March 31, 1996

1.	Significant Accounting Policies

	Dupree Mutual Funds is registered under the Investment Company Act 
of 1940, as amended, as a no-load, open-end investment company. The 
Declaration of Trust of Dupree Mutual Funds (the "Trust") permits the 
Trustees to create an unlimited number of series of investment portfolios 
("Funds") and with respect to each series to issue an unlimited number of 
full or fractional shares of a single class. The Trust currently offers 
seven Series:

the Kentucky Tax-Free Income Series, a diversified portfolio,
the Kentucky Tax Free Short-to-Medium Series, a non-diversified portfolio,
the North Carolina Tax-Free Income Series, a diversified portfolio,
the North Carolina Tax Free Short-to-Medium Series, a non-diversified 
portfolio,		
the Tennessee Tax-Free Income Series, a diversified portfolio,
the Tennessee Tax Free Short-to-Medium Series, a non-diversified 
portfolio, and
the Intermediate Government Bond Series, a non-diversified portfolio.

	The investment strategy of  both  North Carolina Series (the "Fund") 
is to maintain 100% of their investments in North Carolina municipal 
securities. The Fund also maintains cash on deposit with principally one 
financial institution at March 31, 1996.

	The following is a summary of significant accounting policies 
consistently followed by the Fund in the preparation of its financial 
statements. The policies are in conformity with generally accepted 
accounting principles.

	A.	Security Valuation
		Securities for which representative price quotations are 
current and readily available are valued at the mean between the quoted 
bid and ask price. If price quotations are not readily available the Fund 
values securities based upon appraisals obtained from at least three 
dealers in securities. Where appraisals are not available for a particular 
security the Fund values the security based on price quotations or 
appraisals for comparable securities. In evaluating these appraisals the 
Fund takes into account pricing data derived from a matrix system which 
utilizes electronic data processing techniques to rank and price 
securities of the same maturity on the basis of their respective yields. 
The prices derived from the matrix pricing system are periodically 
reviewed and approved by the Board of Trustees.

	B.	Amortization
		Premiums are amortized for financial and tax reporting 
purposes. Market discounts are not accreted for financial reporting 
purposes, whereas original issue discounts are accreted for both financial 
and tax reporting purposes.

	C.	Federal Income Taxes
		The Fund is a separate entity for federal income tax purposes. 
It is the Fund's policy to qualify as a regulated investment company by 
complying with the requirements of the Internal Revenue Code applicable to 
regulated investment companies, including the distribution of all taxable 
income to their shareholders. Therefore, no federal income tax provision 
is required.

	D.	Dividends and Distributions
		All of the net investment income of the Fund is declared as a 
dividend to shareholders of record as of the close of business each day. 
Interest income is accrued pro-rata daily. Dividends to be paid are 
payable in cash or in additional shares at the net asset value on the 
payable date. Dividends are payable Quarterly for the North Carolina Tax-
Free Income Series, and Monthly for the North Carolina Tax-Free Short-to-
Medium Series.


DUPREE MUTUAL FUNDS
North Carolina Tax-Free Income Series and,
North Carolina Tax-Free Short-to-Medium Series

NOTES TO FINANCIAL STATEMENTS						(UNAUDITED)
March 31, 1996

2.	Investment Advisory Fee and Other Transactions with Affiliates

	Subject to the direction of the Trustees, Dupree Investment Advisers 
is responsible for the management of the Fund's portfolio. The 
compensation paid to Dupree Investment Advisers pursuant to the Investment 
Advisory Agreements is a percentage of the daily net assets of each Series 
(determined separately). The advisory fees for both the North Carolina 
Series are as follows:

Range of Total Assets				           	 $100,000,001-	
   (in dollars)	   		$0-$100,000,000 	$150,000,000   $150,000,001+

North Carolina Tax-Free 
Income Series		          		.50 of 1%    	.45 of 1%  	.40 of 1%
North Carolina Tax-Free 
Short-to-Medium Series		  	.50 of 1%	    .45 of 1%	  .40 of 1%

	However, the Dupree firm may voluntarily waive or refund investment 
advisory fees payable to it under the Investment Advisory Agreement with 
both North Carolina Series and assume and pay other operating expenses to 
the extent necessary to keep operating expenses (excluding interest, taxes 
and extraordinary expenses) from exceeding the annual rate of .75 of 1% 
during each fiscal year.

	For the period ending March 31, 1996 investment advisory fees for:

	the North Carolina Tax-Free Income Series totaled $575; however, 
Dupree voluntarily refunded fees and reimbursed expenses totaling $6,454 
in accordance with the investment advisory agreement, and

	the North Carolina Tax-Free Short-to-Medium Series totaled $1,029; 
however, Dupree voluntarily refunded fees and reimbursed expenses totaling 
$7,053 in accordance with the investment advisory agreement.

	In addition, the Fund has entered into a shareholder service 
agreement with Dupree. The agreement provides for a fee computed on the 
average daily net asset value at the annual rate of .15% on the first 
$20,000,000 and .12% of all amounts in excess of $20,000,000.

3.	Purchases and Sales of Securities

	During the period, the cost of purchases and the proceeds from sales 
for both the North Carolina Series were as follows:

                              							            Purchases     Sales 
       
North Carolina Tax-Free Income Series	         	$ 1,128,726		$ 88,439
North Carolina  Tax-Free Short-to-Medium Series	$   950,592		$102,122

4.	Capital Shares

		At March 31, 1996, there was an unlimited number of shares of 
beneficial interest authorized. Transactions in capital shares were as 
follows:


DUPREE MUTUAL FUNDS
North Carolina Tax-Free Income Series and,
North Carolina Tax-Free Short-to-Medium Series

NOTES TO FINANCIAL STATEMENTS						(UNAUDITED)
March 31, 1996

4.	Capital Shares, continued:

NORTH CAROLINA TAX-FREE INCOME SERIES:
                                  						   03/31/96 			
					                                Shares  	    Amount    			
Shares sold			                        	55,160    $	557,886  	 	
Shares issued to shareholders
for reinvestment of capital gains        0            0  	 		 
Shares issued to shareholders
for reinvestment of dividends
from net investment income		             130         1,335  			
Shares redeemed		        	              (869)     	 (8,899)
Net increase		     	                  54,421     $	550,322 	 		


NORTH CAROLINA TAX-FREE SHORT-TO-MEDIUM SERIES:
                                					 	      03/31/96 			
			  	                               	 Shares   	    Amount    			
Shares sold			                       		73,380     $	735,680  			
Shares issued to shareholders
for reinvestment of capital gains	        0 	          0  	 		 
Shares issued to shareholders
for reinvestment of dividends
from net investment income		              511         5,144		
Shares redeemed		 	                    (1,820)      (18,299) 
Net increase		     	                   72,071    	$	722,525  	 		


5.	Federal Income Taxes

	For the period ending March 31, 1996 the funds had accumulated 
realized gains or losses as follows:

North Carolina Tax-Free Income Series			        	$	 646
North Carolina Tax-Free Short-to-Medium Series			$	(202)
	
	There can be no assurance that this amount will increase or decrease 
during the remainder of the fiscal year.



GENERAL INFORMATION                                                       
     

Investment Adviser 
Transfer Agent and Disbursing Agent
Dupree Investment Advisers, Inc.
(In Texas, d/b/a DIA Dupree Investment Advisers, Inc.)
P.O. Box 1149
Lexington, Kentucky 40589-1149

Custodian
Star Bank
425 Walnut Street, ML 6118
P.O. Box 1118
Cincinnati, Ohio  45201-1118

Independent Accountants
Coopers & Lybrand L.L.P.
201 East Main Street, Suite 1400
Lexington, Kentucky  40507

Legal Counsel
Darsie & Elste
P.O. Box 22219
Lexington, Kentucky  40522


Board of Trustees

Thomas P. Dupree, Sr.
Chairman
President, Dupree & Company, Inc. and
Dupree Investment Advisers, Inc.

F.L. Dupree, Jr.
Vice President, Secretary and Treasurer
Dupree & Company, Inc. and
Dupree Investment Advisers, Inc.

William A. Combs, Jr.
Secretary, Treasurer, Director
Freedom Dodge, Lexington, Kentucky
Dana Motor Company, Cincinnati, Ohio

Robert L. Maddox
Member, Wyatt, Tarrant & Combs
Louisville, Kentucky

William S. Patterson
President and CEO
Cumberland Surety Insurance Co., Inc.
Lexington, Kentucky

How to Reach Us
Dupree Mutual Funds
P.O. Box 1149
Lexington, KY  40589-1149

By Phone: 
(800) 866-0614
(606)  254-7741

E-Mail:[email protected]

in North Carolina:
c/o Carolina Financial Group, Inc.
P.O. Box 1466
Brevard, NC 28712

By Phone:
(800) 284-2562
(704)  883-4400

Online:
http://www.nando.net/carolinafingrp
E-Mail: [email protected]




ABOUT DUPREE MUTUAL FUNDS                             

In 1941, Dupree & Company, Inc., began business in Harlan, Kentucky as a 
small securities brokerage firm specializing in tax-exempt municipal 
bonds.  

Over the years the firm, which in 1963 moved its offices to Lexington, 
Kentucky, grew to become a regional leader in public finance, helping to 
structure complex and innovative municipal bond financing for some of the 
largest public projects in the state of Kentucky.

In 1979, Dupree & Company began what is now Dupree Mutual Funds with the 
Kentucky Tax-Free Income Series and became the fund's investment adviser. 
The fund was one of the first single-state municipal bond funds in the 
country, and the first mutual fund to invest solely in Kentucky municipal 
bonds.  Since then, several new offerings have been added to the Dupree 
Mutual Funds family:

Kentucky Tax-Free Short-to-Medium Series in 1987;
Intermediate Government Bond Series in 1992;
Tennessee Tax-Free Income Series in 1993;
Tennessee Tax-Free Short-to-Medium Series in 1994;
North Carolina Tax-Free Income Series in 1995 and,
North Carolina Tax-Free Short-to-Medium Series in 1995.

Today, after more than 50 years in business, Dupree continues to be a 
pioneer in the industry.  Our Kentucky and Tennessee Series are currently 
the ONLY 100% "no-load" municipal bond funds available in those states.  
No-load means simply that shares of the funds are offered directly to 
investors with no front or back-end sales charges, as opposed to load 
funds which are sold through brokerage firms or other institutions.  

At Dupree Mutual Funds, our goal is a simple one:  to offer investors a 
high-quality, low-cost way to invest in municipal and government bonds 
while providing superior service to our shareholders. We encourage you to 
let us know how we're doing.

SHAREHOLDER SERVICES                      

To Help You Add to Your Account:

Automatic Reinvestment of Distributions
All dividend and capital gain distributions can be automatically 
reinvested in additional shares of the fund, thus providing the added 
potential for growth through compounding.

Automatic Investment Plan
You may make automatic monthly investments by authorizing us, in writing, 
to deduct a specified amount from your bank account.

To Help Increase Your Cash Flow:

Dividends in Cash
You have the option of taking your dividends in cash. Dividends are paid 
quarterly for the three Income Series and monthly for the three Short-to-
Medium Series and the Intermediate Government Bond Series.

Automatic Withdrawal Plan
You can arrange to make automatic monthly redemptions of a specified 
amount and have the proceeds sent to you.

Telephone Redemption
Unless you choose otherwise, convenient redemption by telephone privileges 
are automatically available to all shareholders.

Check-Writing
Check-writing privileges are available on the three Short-to-Medium Series 
(KY, NC, and TN), and the Intermediate Government Bond Series.

To Help Meet Your Changing Needs:
Exchange Privileges
Should your investment objectives or financial needs change, you may 
exchange shares of your fund for shares of another Dupree fund at any time 
at no charge.




	DUPREE MUTUAL FUNDS
	STATEMENT OF ADDITIONAL INFORMATION
	November 15, 1995





	TABLE OF CONTENTS



GENERAL AND HISTORY							               1

INVESTMENT OBJECTIVES AND POLICIES				 	 1
	Portfolio Turnover	 				              	 6
	Investment Restrictions	 				         	 7

NON-FUNDAMENTAL RESTRICTIONS				      		11

INVESTMENT ADVISER AND OTHER SERVICES			11 
	(See "Management of the Trust" in Prospectus)
  
OFFICERS AND TRUSTEES						            	14 
	(See "Management of the Trust" in Prospectus)

PORTFOLIO TRANSACTIONS						           	15 

SHARES OF BENEFICIAL INTEREST				     		16 
	(See "Organization of the Trust" in Prospectus)

HOW TO PURCHASE SHARES						           	17 
	(See "Buying Shares" in Prospectus)

HOW TO REDEEM SHARES						             	18 
	(See "Selling Shares" in Prospectus)

HOW WE COMPUTE OUR YIELDS					         	18 

TAX INFORMATION							                 	20
	(See "Dividends" and "Taxes" in Prospectus)

FINANCIAL STATEMENTS						             	25 

NOTES TO FINANCIAL STATEMENTS				     		51 

REPORT OF INDEPENDENT ACCOUNTANTS				  	57







This Statement of Additional Information is not a Prospectus and should be 
read in conjunction with the Trust's Prospectus dated November 15, 1995. A 
Prospectus may be obtained, without charge, by calling or writing the 
Trust at the above telephone number or address.



	          This Page Intentionally Left Blank



 GENERAL INFORMATION AND HISTORY

Dupree Mutual Funds is a no-load mutual fund offering shares in seven 
Series and organized on July 1, 1987 as the successor to Kentucky Tax-Free 
Income Fund, Inc. which was organized in 1979. Our Investment Adviser is 
Dupree Investment Advisers, Inc. a wholly owned subsidiary of Dupree & 
Company, Inc., our original sponsor. Dupree & Company is a Lexington, 
Kentucky firm with more than 50 years experience in managing, underwriting 
and trading Kentucky municipal securities.

	INVESTMENT OBJECTIVES AND POLICIES

Certain fundamental policies of the Trust are subject to change only upon 
approval of the holders of a majority of the shares of the affected 
Series. The fundamental policies of each of the Series, Kentucky Tax-Free 
Income Series, Kentucky Tax-Free Short-to-Medium Series, North Carolina 
Tax-Free Income Series, North Carolina Tax-Free Tax-Free Short-to-Medium 
Series, Tennessee Tax-Free Income Series, Tennessee Tax-Free Short to 
Medium Series, and Intermediate Government Bond Series are set forth in 
"Investment Restrictions" which follows.

As used in the Prospectus and this Statement of Additional Information, 
with respect to any matter requiring shareholder approval, whether it be 
shareholder approval within an affected Series or the shareholders of the 
Trust, the phrase "majority of our shares" means the vote at a meeting of 
(i) 67% or more of the shares present or represented, if the holders of 
more than 50% of the outstanding shares of the affected Series are present 
in person or represented by proxy, or (ii) more than 50% of the 
outstanding shares of the affected Series, whichever is less.

	Kentucky Tax-Free Income Series
	Kentucky Tax-Free Short-to-Medium Series
	North Carolina Tax-Free Income Series
	North Carolina Tax-Free Short-to-Medium Series
	Tennessee Tax-Free Income Series
	Tennessee Tax-Free Short-to Medium Series

As stated in our Prospectus, our investment objective is to realize the 
highest level of tax-exempt income available, as determined by a 
shareholder's state of residence, without undue risk to principal by 
investing in professionally-managed portfolios of Kentucky, North Carolina 
or Tennessee municipal securities. The Kentucky Tax-Free Income Series and 
the Tennessee Tax-Free Income Series maintain diversified portfolios, 
while the Kentucky Tax-Free Short-to-Medium Series, the North Carolina 
Tax-Free Income Series, the North Carolina Tax-Free Short-to-Medium 
Series, and the Tennessee Tax-Free Short-to-Medium Series maintain non-
diversified portfolios.

At least 80% of the Kentucky, North Carolina or Tennessee municipal 
securities we purchase must be municipal bonds within the four highest 
grades assigned by Moody's Investors Services, Inc. ("Moody's") or 
Standard & Poor's Corporation ("S&P") or municipal notes rated at the time 
of purchase within the three highest grades assigned by Moody's or 
Kentucky, North Carolina or Tennessee municipal bonds and notes not rated 
by Moody's or S&P within the grades specified above, but secured by the 
full faith and credit of the United States government. A description of 
the general characteristics of the municipal securities qualifying for the 
Moody's and S&P ratings specified above and in the Prospectus follows.

No more than 20% of the value of our total assets in each of the Kentucky 
Series, the North Carolina Series or the Tennessee Series will be invested 
in securities which are not rated, but which, in the opinion of our 
Investment Adviser, would have been rated at the grades indicated above if 
the issuers had sought a rating at the time of issuance. Issuers do not 
always secure ratings for reasons of cost or when ratings are not needed 
to effectuate the sale. No special or particular risk is associated solely 
with unrated securities.

The ratings described below reflect the opinions of Moody's and S&P as to 
the quality of the municipal securities they undertake to rate. As such, 
the ratings represent broad guidelines rather than absolute standards of 
quality. You should also bear in mind that Moody's and S&P usually rate an 
issue of municipal securities at the time it is first offered to the 
public, and that, once issued, a rating is seldom updated unless and until 
the municipal issuer makes a further offering of its securities. Our 
Investment Adviser will make its own evaluation of each security it 
selects for our portfolios and will continue to evaluate each portfolio 
security so long as we hold it.

Ratings of Municipal Bonds

MOODY'S INVESTORS SERVICE, INC. Aaa:  the "best quality." Aa:  "high 
quality by all standards," but margins of protection or other elements 
make long-term risks appear somewhat larger than Aaa rated municipal 
bonds. A:  "upper medium grade obligations." Factors giving security to 
principal and interest are considered adequate, but elements may be 
present which suggest a susceptibility to impairment some time in the 
future. Baa:  "Medium grade," neither highly protected, nor poorly 
secured. Interest payments and principal security appear adequate for the 
present, but certain protective elements may be lacking or may be 
characteristically unreliable over any great length of time.

STANDARD & POOR'S CORPORATION. AAA:  "obligations of the highest quality," 
AA:  issues with investment characteristics "only slightly less marked 
than those of prime quality issues."  A:  "the third strongest capacity 
for payment of debt service." Principal and interest payments on bonds in 
this category are regarded as safe. It differs from the two higher ratings 
because, with respect to general obligations bonds, there is some weakness 
which, under certain adverse circumstances, might impair the ability of 
the issuer to meet debt obligations at some future date. With respect to 
revenue bonds, debt service coverage is good, but not exceptional, and 
stability of the pledged revenues could show some variations because of 
increased competition or economic influences in revenues. BBB:  the lowest 
"investment grade" security rating. The difference between A and BBB 
ratings is that the latter shows more than one fundamental weakness, or 
one very substantial fundamental weakness. With respect to revenue bonds, 
debt coverage is only fair. Stability of the pledged revenues could show 
substantial variations, with the revenue flow possibly being subject to 
erosion over time.

Ratings of Municipal Notes

MOODY'S INVESTORS SERVICE, INC. MIG 1:  the best quality. MIG 2:  high 
quality, with margins of protection ample although not so large as in the 
preceding group. MIG 3:  favorable quality, with all security elements 
accounted for, but lacking the undeniable strength of the preceding 
grades. Market access for refinancing, in particular, is likely to be less 
well established.

Kentucky Municipal Securities

Kentucky municipal securities are obligations issued by the state of 
Kentucky, its political subdivisions, and the districts, authorities, 
agencies and instrumentalities of the state and its political 
subdivisions, the interest on which is exempt from federal and Kentucky 
income taxes.

Kentucky municipal bonds are issued for various public purposes, including 
the construction of airports, highways, housing, hospitals, pollution 
abatement facilities, schools, streets, water and sewer works, gas and 
electric utilities and university buildings. Municipal issuers in Kentucky 
can issue bonds for the purposes of refunding outstanding obligations, 
obtaining funds to finance other public institutions and meeting general 
operating expenses. Industrial building revenue bonds, which are 
considered municipal bonds if the interest paid thereon is exempt from 
federal and Kentucky income taxes, are issued by or on behalf of public 
authorities to finance construction of privately operated facilities, such 
as manufacturing plants, housing, sports arenas and pollution control 
installations. Our investments in Kentucky industrial building revenue 
bonds are subject to the restrictions set forth in Paragraph 10 of the 
"Investment Restrictions."

There are five general types of Kentucky municipal bonds. General 
obligation bonds are secured by the issuer's pledge of its full faith, 
honor, credit and/or taxing power for the payment of principal and 
interest. Apart from those issued by the state of Kentucky, general 
obligation bonds are relatively rare since they must be authorized by a 
two-thirds vote of the electorate of the municipal issuer. Revenue bonds 
are payable from and secured by a particular revenue stream, such as lease 
rentals, utility usage and connection charges, student registration or 
housing fees, bridge or highway tolls, parking fees, sports event gate 
receipts, etc. Although industrial building revenue bonds are issued by 
municipal authorities, they are secured by revenues, derived from a lease 
rental contract with a non-governmental user. Some revenue bonds, 
including industrial building revenue bonds, are secured by a mortgage on 
the rental property. Improvement assessment bonds are obligations secured 
by a special assessment (e.g. a sewer charge) that the governmental issuer 
imposes on each owner of property benefited by the improvement (e.g. a 
sanitary sewer project). The assessments are similar to taxes and have a 
priority which is similar to a tax lien. Refunded or defeased bonds are 
secured by an escrow fund, which usually is invested in United States 
government securities and occasionally in bank certificates of deposit or 
similar instruments. Housing bonds, including Kentucky Housing Corporation 
bonds, are usually secured by mortgages that the issuer acquires and 
pledges for the payment of the bonds. Local housing authorities sometimes 
issue bonds that are secured by rentals from the operation of a housing 
project. Housing bonds may also have additional security in the form of 
federal guarantees of the mortgages or rentals constituting the primary 
security.

Because of constitutional limitations, the state of Kentucky cannot enter 
into a financial obligation of more than two year's duration, and no other 
municipal issuer within the state can enter into a financial obligation of 
more than one year's duration. As a consequence, the payment and security 
arrangements applicable to Kentucky revenue bonds differ significantly 
from those generally applicable to municipal revenue bonds in other 
states. Many city and county construction projects are financed through 
bonds which are nominally issued in the name of public corporation which 
holds title to the project and leases the project back to the city or 
county on a year-to-year renewable basis. In this situation, the rent that 
the nominal issuer receives from the actual user of the property financed 
by the bonds is the only sourse of any security for the payment of the 
bonds, so that a failure by the user to renew the lease in any year will 
put the bonds into default. However, after looking into the question, 
Dupree & Company, Inc. the parent of Dupree Investment Advisers, Inc., has 
informed us that it can find no reported instance in which a Kentucky 
school bond has gone into default.

At times, we may purchase Kentucky municipal securities when a new issue 
is being offered in an underwriting, at which time the securities are 
offered on a "when-issued" basis, meaning that the delivery date is 
unknown. This means we would commit to purchase the securities at an 
agreed price to be paid at the time of delivery, usually in 30 to 45 days. 
During this period we would not receive interest on the securities, but 
would not have paid for them. There is some risk that the securities will 
never be delivered, although slight. It is possible, however, that by the 
delivery date changing market conditions will have caused the securities 
to have a market value (on that date) different than the price we have 
committed to pay, either higher or lower. We do not intend to make when-
issued purchase commitments for speculative purposes, but only to 
accomplish our investment objective. Therefore, when we commit to purchase 
securities on a when-issued basis, we will identify designated, readily 
marketable assets at least equal to the amount of the purchase to pay for 
the commitment. In that event, we may find it necessary to sell other 
assets that have not been so identified in order to meet the requests from 
shareholders for redemption of our shares. In the unlikely event that it 
becomes necessary for us to sell when-issued securities before delivery, 
any resulting gain or loss would not be tax-exempt.


Unlike other types of investments, municipal securities have traditionally 
not been subject to registration with, or other regulation by, the 
Securities and Exchange Commission. However, there have been proposals 
which could lead to future regulations of these securities by the 
Commission.

North Carolina Municipal Securities

North Carolina municipal securities are obligations issued by the state of 
North Carolina, its political subdivisions, and the districts, 
authorities, agencies and instrumentalities of the state and its political 
subdivisions, the interest on which is exempt from federal and North 
Carolinal income taxes.

North Carolina municipal bonds are issued for various public purposes, 
including the construction of airports, highways, housing, hospitals, 
pollution abatement facilities, schools, streets, water and sewer works, 
gas and electric utilities and university buildings. Municipal issuers in 
North Carolina can issue bonds for the purposes of refunding outstanding 
obligations, obtaining funds to finance other public institutions and 
meeting general operating expenses. Industrial building revenue bonds, 
which are considered municipal bonds if the interest paid thereon is 
exempt from federal income and North Carolina income taxes, are issued by 
or on behalf of public authorities to finance construction of privately 
operated facilities, such as manufacturing plants, housing, sports arenas 
and pollution control installations. Our investments in North Carolinal 
building revenue bonds are subject to the restrictions set forth in 
Paragraph 10 of the "Investment Restrictions."

There are five general types of North Carolina municipal bonds. General 
obligation bonds are secured by the issuer's pledge of its faith and 
credit (taxing power) for the payment of principal and interest. Revenue 
bonds are payable from and secured by a particular revenue stream, such as 
lease rentals, utility usage and connection charges, student registration 
or housing fees, parking fees, sports event gate receipts, etc. Although 
industrial development revenue bonds are issued by municipal authorities, 
they are secured by revenues, derived from a lease rental contract or loan 
agreement with a non-governmental user. Some revenue bonds, including 
industrial development revenue bonds, are secured by a mortgage on the 
property financed. Refunded or defeased bonds are secured by an escrow 
fund, which usually is invested in United States government securities and 
occasionally in bank certificates of deposit or similar instruments. 
Housing bonds, including North Carolina Housing Finance Agency bonds, are 
usually secured by mortgages that the issuer acquires and pledges for the 
payment of the bonds. Local housing authorities sometimes issue bonds that 
are secured by rentals from the operation of a housing project. Housing 
bonds may also have additional security in the form of federal guarantees 
of the mortgages or rentals constituting the primary security. 
Certificated of participation ("COP's") are payable from a stream of 
revenues generated by an installment financing contract or lease. This 
contract or lease is between the North Carolina local government and the 
issuer, which is usually a nonprofit corporation that is a financing 
instrumentality of the local government. COP's are only secured by a lien 
or mortgage on the property being acquired or leased. The local 
government's taxing power is not pledged to the repayment of the COP's and 
no deficiency judgement may be rendered against local government for 
repayment of the COP's. Payments on COP's by the local government are 
subject to the annual appropriation process of the local government. Some 
COP's may also be secured with financial guarantee insurance, a letter of 
credit or other credit enhancement. 

At times, we may purchase North Carolina municipal securities when a new 
issue is being offered in an underwriting, at which time the securities 
are offered on a "when-issued" basis, meaning that the delivery date is 
unknown. This means we would commit to purchase the securities at an 
agreed price to be paid at the time of delivery, usually in 30 to 45 days. 
During this period we would not receive interest on the securities, but 
would not have paid for them. There is some risk that the securities will 
never be delivered, although slight. It is possible, however, that by the 
delivery date changing market conditions will have caused the securities 
to have a market value (on that date) different than the price we have 
committed to pay, either higher or lower. We do not intend to make when-
issued purchase commitments for speculative purposes, but only to 
accomplish our investment objective. Therefore, when we commit to purchase 
securities on a when-issued basis, we will identify designated, readily 
marketable assets at least equal to the amount of the purchase to pay for 
the commitment. In that event, we may find it necessary to sell other 
assets that have not been so identified in order to meet the requests from 
shareholders for redemption of our shares. In the unlikely event that it 
becomes necessary for us to sell when-issued securities before delivery, 
any resulting gain or loss would not be tax-exempt.

Unlike other types of investments, municipal securities have traditionally 
not been subject to registration with, or other regulation by, the 
Securities and Exchange Commission. However, there have been proposals 
which could lead to future regulations of these securities by the 
Commission.

Tennessee Municipal Securities

Tennessee municipal securities are obligations issued by the state of 
Tennessee, its political subdivisions, and the districts, authorities, 
agencies and instrumentalities of the state and its political 
subdivisions, the interest on which is exempt from federal and Tennessee 
Hall income taxes.

Tennessee municipal bonds are issued for various public purposes, 
including the construction of airports, highways, housing, hospitals, 
pollution abatement facilities, schools, streets, water and sewer works, 
gas and electric utilities and university buildings. Municipal issuers in 
Tennessee can issue bonds for the purposes of refunding outstanding 
obligations, obtaining funds to finance other public institutions and 
meeting general operating expenses. Industrial building revenue bonds, 
which are considered municipal bonds if the interest paid thereon is 
exempt from federal income and Tennessee Hall income taxes, are issued by 
or on behalf of public authorities to finance construction of privately 
operated facilities, such as manufacturing plants, housing, sports arenas 
and pollution control installations. Our investments in Tennessee 
industrial building revenue bonds are subject to the restrictions set 
forth in Paragraph 10 of the "Investment Restrictions."

There are six general types of Tennessee municipal bonds. General 
obligation bonds are secured by the issuer's pledge of its full faith, 
honor, credit and/or taxing power for the payment of principal and 
interest. Revenue bonds are payable from and secured by a particular 
revenue stream, such as lease rentals, utility usage and connection 
charges, student registration or housing fees, bridge tolls, parking fees, 
sports event gate receipts, etc. Although industrial building revenue 
bonds are issued by municipal authorities, they are secured by revenues, 
derived from a lease rental contract with a non-governmental user. Some 
revenue bonds, including industrial building revenue bonds, are secured by 
a mortgage on the rental property. Refunded or defeased bonds are secured 
by an escrow fund, which usually is invested in United States government 
securities and occasionally in bank certificates of deposit or similar 
instruments. Housing bonds, including Tennessee Housing Development Agency 
bonds, are usually secured by mortgages that the issuer acquires and 
pledges for the payment of the bonds. Local housing authorities sometimes 
issue bonds that are secured by rentals from the operation of a housing 
project. Housing bonds may also have additional security in the form of 
federal guarantees of the mortgages or rentals constituting the primary 
security. "Double Barrel Bonds" are primarily water and sewer issues for 
which the revenues are the primary source of debt service, but with taxes 
as the unlimited secondary source. Improvement Assessment bonds are 
obligations secured by a special assessment (e.g. a sewer charge) that the 
government issuer imposes on each owner of property benefitted by the 
improvement (e.g. a sanitary sewer project). The assessments are similar 
to taxes and have a priority which is similar to a tax lien.

At times, we may purchase Tennessee municipal securities when a new issue 
is being offered in an underwriting, at which time the securities are 
offered on a "when-issued" basis, meaning that the delivery date is 
unknown. This means we would commit to purchase the securities at an 
agreed price to be paid at the time of delivery, usually in 30 to 45 days. 
During this period we would not receive interest on the securities, but 
would not have paid for them. There is some risk that the securities will 
never be delivered, although slight. It is possible, however, that by the 
delivery date changing market conditions will have caused the securities 
to have a market value (on that date) different than the price we have 
committed to pay, either higher or lower. We do not intend to make when-
issued purchase commitments for speculative purposes, but only to 
accomplish our investment objective. Therefore, when we commit to purchase 
securities on a when-issued basis, we will identify designated, readily 
marketable assets at least equal to the amount of the purchase to pay for 
the commitment. In that event, we may find it necessary to sell other 
assets that have not been so identified in order to meet the requests from 
shareholders for redemption of our shares. In the unlikely event that it 
becomes necessary for us to sell when-issued securities before delivery, 
any resulting gain or loss would not be tax-exempt.

Unlike other types of investments, municipal securities have traditionally 
not been subject to registration with, or other regulation by, the 
Securities and Exchange Commission. However, there have been proposals 
which could lead to future regulations of these securities by the 
Commission.

Intermediate Government Bond Series

As stated in our Prospectus, our investment objective is to realize the 
highest level of income available without undue risk to principal by 
investing in professionally-managed portfolios of securities. The 
Intermediate Government Bond Series will maintain a non-diversified 
portfolio consisting of securities:  1) issued by the U.S. Government such 
as U.S. Treasury Notes and Bills; 2) issued by agencies or 
instrumentalities of the U.S. Government such as, but not limited to, 
obligations of the Federal Farm Credit Banks, the Federal National 
Mortgage Association, the Government National Mortgage Association and the 
Federal Home Loan Bank; 3) bank accounts fully insured by the FDIC or 
collateralized; and 4) repurchase agreements fully collateralized by 
issues of the U.S. Government or its agencies.

	Portfolio Turnover

Portfolio turnover rate is the ratio of the lesser of sales and purchases 
of portfolio securities to the average monthly value of the entire 
portfolio, excluding from both the numerator and denominator short term 
investments.

Kentucky Tax-Free Income Series 
Kentucky Tax-Free Short-to-Medium Series
North Carolina Tax-Free Income Series
North Carolina Tax-Free Short-to-Medium Series
Tennessee Tax-Free Income Series
Tennessee Tax-Free Short-to-Medium Series

We do not intend to purchase Kentucky, North Carolina or Tennessee 
municipal securities for short-term profits. Securities will be purchased 
and sold in response to our management's evaluation of the issuer's 
ability to meet its debt obligations in the future. However, a security 
purchased at any earlier date may be sold in anticipation of a market 
decline (a rise in interest rates), and a security purchased in 
anticipation of a market rise (a decline in interest rates) may be sold at 
any later date. In addition, a security may be sold and another purchased 
when, in the opinion of our management, a favorable yield spread exists 
between those particular issuers or in different market sectors. Finally, 
in order to obtain an immediate yield on the cash proceeds from the sale 
of our shares pending the selection and availability of a more permanent 
investment, we may temporarily acquire Kentucky, North Carolina or 
Tennessee municipal securities under informal repurchase arrangements with 
a bank. Typically, under these arrangements, we would resell such 
securities to the bank, and the bank would repurchase them from us, within 
a short period of time, usually not more than seven days.

For the fiscal year ended June 30, 1995 our portfolio turnover rate for 
the Kentucky Tax-Free Income Series was approximately 18.05%, as compared 
with our rate of approximately 30.53% for the fiscal year ended June 30, 
1994. Fiscal 1994-95 was a year which experienced growth of one new net 
account. On the assumption that fiscal 1995-96 will be a year of 
stability, the portfolio turnover should remain about the same.

For the fiscal year ended June 30, 1995, our portfolio turnover rate for 
the Kentucky Tax-Free Short-to-Medium Series was approximately 4.07%, as 
compared with our rate of approximately 17.62% for the fiscal year ended 
June 30, 1994. Fiscal 1994-954 was a year with a slight decline in new net 
account. On the assumption that fiscal 1995-96 will be a year of 
stability, the portfolio turnover should remain about the same.

For the fiscal year ended June 30, 1995, our portfolio turnover rate for 
the Tennessee Tax-Free Income Series was approximately 6.84% as compared 
with our rate of approximately 15.88% for the fiscal year ended June 30, 
1994. Fiscal 1994-95 was a year of growth in net new accounts. On the 
assumption that fiscal 1995-96 will be a year of stability, the portfolio 
turnover should remain about the same.

For the fiscal year ended June 30, 1995, our portfolio turnover rate for 
the Tennessee Tax-Free Short-to-Medium Series was approximately .71% with 
new net accounts during the first partial year of operations. On the 
assumption that fiscal 1995-96 will be a year of steady growth, the 
portfolio turnover rate for the Tennessee Tax-Free Short-to-Medium Series 
is expected to be moderate.

As a new series with a weighted average maturity, usually averaging 10 
years or more, the portfolio turnover rate for the North Carolina Tax-Free 
Income Series is expected to be moderate, approximately 20%, assuming 
steady, even growth.

As a new series with a weighted average maturity of two to five years, the 
portfolio turnover rate for the north Carolina Tax-Free Short-to-Medium 
Series is expected to be moderate, approximately 20%, assuming steady, 
even growth.

Portfolio turnover, is defined to be the lesser of purchases or sales 
divided by the average value of the portfolio.

Intermediate Government Bond Series

For the fiscal year ended June 30, 1995 our portfolio turnover rate was 
approximately 74.98% as compared with our rate of approximately 23.08% for 
the fiscal year ended June 30, 1994. Fiscal 1994-95 was a year with a 
modest decline in new net accounts. On the assumption that fiscal 1995-96 
will be a year of stability, the portfolio turnover rate should decline.

In periods of declining interest rates, the Series' yield will tend to be 
somewhat higher than prevailing market rates, and in periods of rising 
interest rates, the yield of the Series will tend to be somewhat lower. 
Also, when interest rates are falling, the inflow of net new money to the 
Series from the continuous sale of its shares will likely be invested in 
portfolio instruments producing lower yields than the balance of the 
Series' portfolio, thereby reducing the current yield of the Series. In 
periods of rising interest rates, the opposite can be true.


	Investment Restrictions

We have adopted certain investment restrictions which may not be changed 
without the approval of the holders of a majority of the shares 
representing only the affected Series. Under these restrictions, we may 
not take any of the following actions with respect to each Series:


Kentucky and Tennessee Tax-Free Income Series 

1.	With respect to 75% of the value of our total assets, purchase the 
securities of any single issuer (except the United States government, its 
agencies and instrumentalities), if, as a result, more than 5% of the 
value of our total assets would be invested in securities of such issuer 
(including repurchase agreements with any one bank). For this purpose, the 
states of Kentucky and Tennessee, each political subdivision of each 
state, and each district, authority, agency or instrumentality of each 
state or any of either states' political subdivisions will be deemed to be 
a separate issuer.

  2.	Borrow money, except from banks as a temporary measure for purposes 
of meeting redemption requests and/or bond purchase commitments and then 
only in an amount not exceeding 5% of the value of our total assets.

  3.	Pledge or hypothecate any of our assets, except as security for a 
permissible temporary bank borrowing (see Restriction 2), and then only in 
an amount not exceeding 15% of the value of our total assets.

  4.	Make loans, except through the purchase of portions of issues or 
publicly distributed debt securities and entry into repurchase agreements. 
We will not enter into a repurchase agreement maturing in more than seven 
business days, if, as a result more than 10% of the value 	of our net 
assets would be so invested.

  5.	Purchase securities subject to legal or contractual restrictions on 
resale (except those imposed by repurchase agreements).

  6.	Underwrite the securities of other issuers, except to the extent 
that our purchase of Kentucky and Tennessee municipal securities directly 
from the issuer (either alone or as one of a group of bidders) may be 
deemed to be an underwriting of such securities.

  7.	Purchase or sell real estate or real estate mortgage loans, but this 
limitation will not prevent us from purchasing Kentucky and Tennessee 
municipal securities or other securities secured by real estate or 
interest in real estate.

  8.	Purchase or sell commodities or commodity contracts.

  9.	Purchase equity securities or securities convertible into equity 
securities.

 10.	Purchase any security, if, as a result, more than 25% of the value 
of our total assets would be invested in the securities of issuers having 
their principal business activities in the same industry. This limitation 
would preclude us from investing more than 25% of the value of our total 
assets in industrial building revenue bonds issued to finance facilities 
for non-govern-mental issuers in any one industry. However, the limitation 
does not apply to any other tax exempt municipal securities, to securities 
issued or guaranteed by the United States government or any of its 
agencies or instrumentalities.

 11.	Invest in companies for the purpose of exercising management or 
control.

 12.	Invest in securities of other investment companies, except where 
such investment results from a merger or consolidation with, or an 
acquisition of assets of, another investment company.

 13.  	Make short sales of securities.

 14.	Purchase securities on margin, except that we may obtain such short 
term credit as may be necessary for the clearance of securities purchases.

 15.	Write or invest in put or call options, or any combination thereof.

 16.	Issue senior securities.


Kentucky, North Carolina and Tennessee Tax-Free Short-to-Medium Series, 
and North Carolina Tax-Free Income Series

  1.	With respect to 50% of the value of our total assets as of the close 
of each fiscal quarter, purchase the securities of any single issuer 
(except the United States government, its agencies and instrumentalities), 
if, as a result, more than 5% of the value of our total assets would be 
invested in securities of such issuer (including repurchase agreements 
with any one bank). For this purpose, the states of Kentucky, North 
Carolina and Tennessee, each political subdivision of the state, and each 
district, authority, agency or instrumentality of the state or any of its 
political subdivisions will be deemed to be a separate issuer.

  2.	Borrow money, except from banks as a temporary measure for purposes 
of meeting redemption requests and/or bond purchase commitments and then 
only in an amount not exceeding 5% of the value of our total assets.

  3.	Pledge or hypothecate any of our assets, except as security for a 
permissible temporary bank borrowing (see Restriction 2), and then only in 
an amount not exceeding 15% of the value of our total assets.

  4.	Make loans, except through the purchase of portions of issues or 
publicly distributed debt securities and entry into repurchase agreements. 
We will not enter into a repurchase agreement maturing in more than seven 
days, if, as a result, more than 10% of the value of our total assets 
would be so invested.

  5. 	Purchase securities subject to legal or contractual restrictions on 
resale (except those imposed by repurchase agreements).

  6.	Underwrite the securities of other issuers, except to the extent 
that our purchase of Kentucky, North Carolina and Tennessee municipal 
securities directly from the issuer (either alone or as one of a group of 
bidders) may be deemed to be an underwriting of such securities.

  7.	Purchase or sell real estate or real estate mortgage loans, but this 
limitation will not prevent us from purchasing Kentucky, North Carolina 
and Tennessee municipal securities or other securities secured by real 
estate or interest in real estate.

  8.	Purchase or sell commodities or commodity contracts.

  9.	Purchase equity securities or securities convertible into equity 
securities.

10.  Purchase any security, if, as a result as of the close of each fiscal 
quarter more than 25% of the value of our total assets would be invested 
in the securities of issuers having their principal business activities in 
the same industry. This limitation would preclude us from investing more 
than 25% of the value of our total assets industrial building revenue 
bonds issued to finance facilities for non-governmental issuers in any one 
industry. 

However, the limitation does not apply to any other municipal securities, 
to securities issued or guaranteed by the United States government or any 
of its agencies or instrumentalities. 

 11.	Invest in companies for the purpose of exercising management or 
control

 12.	Invest in securities of other investment companies, except where 
such investment results from a merger or consolidation with, or an 
acquisition of assets of, another investment company.

 13.	Make short sales of securities.

 14.	Purchase securities on margin, except that we may obtain such short 
term credit as may be necessary for the clearance of securities purchases.

 15.	Write or invest in put or call options, or any combination thereof.

 16.	Issue senior securities.


Intermediate Government Bond Series

  1.	With respect to 50% of the value of our total assets as of the close 
of each fiscal quarter, purchase the securities of any single issuer 
(except the United States government, its agencies and instrumentalities), 
if, as a result, more than 5% of the value of our total assets would be 
invested in securities of such issuer (including repurchase agreements 
with any one bank or brokerage firm).

  2.	Borrow money, except from banks as a temporary measure for purposes 
of meeting redemption requests and/or bond purchase commitments and then 
only in an amount not exceeding 5% of the value of our total assets.

  3.	Pledge or hypothecate any of our assets, except as security for a 
permissible temporary bank borrowing (see Restriction 2), and then only in 
an amount not exceeding 15% of the value of our total assets.

  4.	Make loans, except through the purchase of portions of issues or 
publicly distributed debt securities and entry into repurchase agreements. 
We will not enter into a repurchase agreement maturing in more than seven 
days, if, as a result, more than 10% of the value of our total assets 
would be so invested.

  5. 	Purchase securities subject to legal or contractual restrictions on 
resale (except those imposed by repurchase agreements).

  6.	Underwrite the securities of other issuers, except to the extent 
that our purchase of U.S. Government securities directly from the issuer 
(either alone or as one of a group of bidders) may be deemed to be an 
underwriting of such securities.

  7.	Purchase or sell real estate or real estate mortgage loans, but this 
limitation will not prevent us from purchasing securities or other 
securities secured by real estate or interest in real estate.

  8.	Purchase or sell commodities or commodity contracts.

  9.	Purchase equity securities or securities convertible into equity 
securities.

10.	Purchase any security, if, as a result as of the close of each 
fiscal quarter more than 25% of the value of our total assets would be 
invested in the securities of issuers having their principal business 
activities in the same industry. The limitation does not apply to 
securities issued or guaranteed by the United States government or any of 
its agencies or instrumentalities.

 11.	Invest in companies for the purpose of exercising management or 
control.

 12.	Invest in securities of other investment companies, except where 
such investment results from a merger or consolidation with, or an 
acquisition of assets of, another investment company.

 13.	Make short sales of securities.

 14.	Purchase securities on margin, except that we may obtain such short 
term credit as may be necessary for the clearance of securities purchases.

 15.	Write or invest in put or call options, or any combination thereof.

 16.	Issue senior securities.


	NON-FUNDAMENTAL RESTRICTIONS 

None of the single state Series will invest in certificates of deposit or 
banker's acceptances.

In accord with the requirements of the Texas securities laws, the Trust 
will not invest in real estate limited partnerships, or in oil, gas and 
other mineral leases, or invest more than 15% of average net assets of any 
series in investments which are not readily marketable as described in 
Texas securities regulations.

INVESTMENT ADVISER AND OTHER SERVICES

As stated in the Prospectus, our investment activities are managed by 
Dupree Investment Advisers, Inc., a wholly owned subsidiary of Dupree & 
Company, Inc. Thomas P. Dupree, Sr., is President and Chairman of the 
Board of both Dupree firms, and together with his wife, Clara, are the 
sole owners of the stock of Dupree & Company, Inc. He also serves as our 
chief executive officer and as a member of our Board of Directors. Fred L. 
Dupree, Jr., is Vice President, Secretary, Treasurer and a director of 
both Dupree firms, and also holds the same offices with us. William T. 
Griggs II is a Vice President with us, and Alison L. Arnold and Michelle 
M. Dragoo are both Assistant Vice Presidents with us.

	Investment Advisory Agreements

Dupree Investment Advisers, Inc. serves as the Investment Adviser to the 
Income Series and the Short-to Medium Series pursuant to Investment 
Advisory Agreements, dated November 1, 1989 (the "Agreements"). The 
Agreements will continue in effect until October 31, 1996. Dupree 
Investment Advisers, Inc. also serves as the Investment Adviser to the 
Intermediate Government Bond Series, pursuant to an Agreement dated 
November 1, 1993 which Agreement will continue in effect until October 31, 
1996. Dupree Investment Advisors, Inc. also serves as the investment 
adviser to the Tennessee Tax-Free Income Series pursuant to an Agreement 
dated November 1, 1993, and in effect until October 31, 1996. Dupree 
Investment Advisers, Inc. also serves as the investment adviser to the 
Tennessee Tax Free Short-to-Medium Series pursuant to an Agreement dated 
November 1, 1994, and in effect until October 31, 1996. Dupree Investment 
Advisers, Inc. also serves as the investment adviser to both the North 
Carolina Tax-Free Income Series and the North Carolina Tax-Free Short-to-
Medium Series pursuant to Agreements dated November 1, 1995, which 
agreements will be submitted to a vote of the shareholders of each series 
at the 1996 annual meeting. Said Agreements may be  continued until 
October 31, 1997. Each of the Advisory Agreements may be continued from 
year to year after their defined ending dates if such continuation is 
specifically approved at least annually by our Board of Trustees at a 
meeting called for that purpose, or by a separate vote of the holders of a 
majority of each Series' shares, and, in either case, also by vote of a 
majority of our Trustees who are not "interested persons" of the Dupree 
firm or us within the meaning of the Investment Company Act of 1940. The 
Agreements are subject to termination by either party without penalty on 
60 days written notice to the other and terminate automatically in the 
event of assignment. Dupree & Company, Inc. had served as the Investment 
Adviser to Kentucky Tax-Free Income Fund, Inc. from our inception through 
October 31, 1986, when Dupree Investment Advisers, Inc. began serving as 
the Investment Adviser.

Pursuant to the Agreements, Dupree Investment Advisers, Inc. provides us 
with investment supervisory services, office space and facilities and 
corporate administration. Specifically, the Dupree firm has undertaken to 
obtain and evaluate relevant information regarding the economy, 
industries, businesses, municipal issuers, securities markets and 
securities; to formulate a continuing program for the management of our 
assets in a manner consistent with our investment objectives; and to 
implement this program by selecting the securities to be purchased or sold 
by us and placing orders for such purchases and sales. In addition, the 
Dupree firm provides for our office needs, maintains our books and 
records, assumes and pays all sales and promotional expenses incurred in 
the distribution of our shares out of its own resources without 
reimbursement from the Trust, staffs us with persons competent to
perform all of our executive and administrative functions, supervises and 
coordinates the activities of our institutional and other agents (e.g., 
custodian, transfer agent, independent accountants, outside legal 
counsel), and permits its officers and employees to serve us as trustees 
and officers, all without additional cost to us. The Dupree firm may 
contract with commercial banks to assist in the provision of shareholder 
services, though it has not done so to date.

Under the Agreements for each of the Series, neither Dupree Investment 
Advisers, Inc. nor any of its directors, officers or employees performing 
executive or administrative functions for us will be liable to us for any 
error of judgment, mistake of law or other act or omission in connection 
with a matter to which the Agreements relate, unless such error, mistake, 
act or omission involves willful misfeasance, bad faith, gross negligence 
or reckless disregard of duty or otherwise constitutes a breach of 
fiduciary duty involving personal misconduct.

Under the terms of the Agreements for the Kentucky, North Carolina and 
Tennessee Series, we have agreed to pay to Dupree Investment Advisers, 
Inc. as compensation for all services rendered, facilities furnished and 
expenses paid or assumed by it under the Agreements, a fee at the annual 
rate of .50 of 1% of the first $100,000,000 average daily net assets of 
each Series determined separately, .45 of 1% of the average daily net 
assets between $100,000,001 and $150,000,000 of each Series determined 
separately, and .40 of 1% of the average daily net assets in excess of 
$150,000,000 of each Series determined separately. For the Government Bond 
Series, we have agreed to pay to Dupree Investment Advisers, Inc. as 
compensation for all services rendered, facilities furnished and expenses 
paid or assumed by it under the Agreement, a fee at the annual rate of .2 
of 1%. The fees are payable to the Dupree firm in monthly installments. 
The Dupree firm has reserved the right to voluntarily subsidize any Series 
of the Trust at its sole option. Prior to November 1, 1986, by the then 
existing agreement, the then Investment Adviser, Dupree & Company, Inc. 
was required to reimburse the Kentucky Tax-Free Income Fund, Inc. amounts 
sufficient to keep operating expenses (excluding interest, taxes and 
extraordinary expenses) from exceeding the annual rate of .75 of 1% of 
average daily net asset value. During the past three fiscal years the 
following fees have been paid the Investment Adviser:



                				Year Ended	Year Ended	Year Ended	
			               	   6/30/95    6/30/94 	  6/30/93  	
	
Kentucky Income Series
fees	            			$1,164,516		$1,175,795		$  932,798
reimbursement	     	$      -0-		$     - 0-		$      -0-	

Kentucky
Short-to-Medium Series
fees		            		$  309,977		$  334,294		$  221,608	 
reimbursement	     	$      -0- 	$      -0- 	$    6,833	  
	

Tennessee Income Series
fees			            	$  11,633		$    1,256
reimbursement		     $  19,037		$   18,535

Tennessee
Short-to-Medium Series	
fees				           $    2,067
reimbursement		    $   11,008

Intermediate
Government Bond Series
fees		           		$   15,235		$   20,266		$   12,702
reimbursement		    $   15,743		$   19,475		$   29,934

Indiana and Texas limit annual expenses (exclusive of interest, taxes, 
brokerage commissions and extraordinary expenses) as follows:  1.5% of the 
first $30,000,000 in net assets and 1% of any additional net assets for 
Indiana; and 2% of the first $10,000,000 of average net assets, 1.5% of 
the next $20,000,000 of average net assets and 1% of the remaining average 
net assets for Texas.

Other Services

Star Bank, 425 Walnut Street, ML 6118, P.O. Box 1118, Cincinnati, Ohio 
45201-1118 serves as Custodian for the Trust. Star Bank is responsible for 
the safekeeping of the assets of each Series of the Trust. Star Bank 
presents for payment the coupons of the municipal bonds held by it or its 
sub-custodians and deposits payment to the Trust accounts.

Bank of the Bluegrass, 101 East High Street, Lexington, Kentucky 40507 
assists the Transfer Agent in the clearing of redemption checks of 
shareholders of the Kentucky Tax-Free Short-to-Medium Series, Intermediate 
Government Bond Series and the Tennessee Tax-Free Short-to-Medium Series.

Coopers & Lybrand L.L.P., 201 East Main Street, Suite 1400, Lexington, 
Kentucky 40507 serves as the independent auditors of the Trust, providing 
expertise in accounting and taxation, including tax return preparation.

Dupree Investment Advisers, Inc., serves as the Transfer Agent and 
Dividend Paying Agent of the Trust, collecting monies from new 
shareholders and paying dividends and redemption proceeds to shareholders, 
in addition to maintaining books and accounts of shareholder transactions. 
Each Series of the Trust has an agreement with Dupree Investment Advisers, 
Inc., as Transfer Agent, by the terms of which a fee is paid computed on 
the average daily net asset value at the annual rate of .15% on the first 
$20,000,000 and .12% on all amounts in excess of $20,000,000.



	OFFICERS AND TRUSTEES

The following table sets forth information as to our officers and 
trustees:
                                           				Principal Occupation
Name and Address        		Office(s) With Us  		During the Past Five Years

THOMAS P. DUPREE, SR.*  	President and Trustee	President and Chairman of
125 South Mill Street			                     		the Board of Dupree
Vine Center, Suite 100				                    	& Company, Inc. and
Lexington, KY 40507					                       Dupree Investment
                                       								Advisers, Inc.
								                                       Director, Studio 		
                                       								Plus Hotels, Inc.

FRED L. DUPREE, JR.*	    Vice President,     		Vice President, Secretary,
125 South Mill Street	   Secretary, Treasurer 	Treasurer and Director of
Vine Center, Suite 100	  and Trustee		        	Dupree & Company, Inc. and
Lexington, KY  40507					                      Dupree Investment
                                       								Advisers, Inc.

WILLIAM A. COMBS, JR.	   Trustee		          Secretary,Treasurer,Director,
111 Woodland Ave., #510		                   Dana Motor Company, Cincinnati
Lexington, KY 40502				                     Ohio; Secretary-Treasurer,
                                            Director Freedom Dodge, 
                                            Lexington, KY.; Secretary,
                                            Treasurer, Director, Ellerslie 
                                            Realty, Inc., Lexington, KY.;
                                            Partner, Forkland Development 
                                            Co., Lexington, KY; Partner, 
                                            Lexland, Lexington, KY.

ROBERT L. MADDOX		       Trustee		          Partner, Wyatt, Tarrant &
2800 Citizens Plaza				                     Combs, Louisville, KY.;
Louisville, KY  40202				                   Attorneys; Director,
                                     							Nugent Sand Company, Louisville,
                                     							KY.; Director, Orr Safety Corp-
                                     							oration, Louisville, KY,;
                                            Director Whip-Mix Corporation,
                                     							Louisville, KY.
			
WILLIAM S. PATTERSON    	Trustee	          	President, CEO, 
367 West Short Street				                   Cumberland Surety Co.,
Lexington, KY 40507				                     Lexington, KY.; President,
                                            Patterson & Co., Frankfort,
                                            KY.,(real estate development,
                                            thoroughbred breeding, farming);
                                            1994, President of land Surety 
                                            Insurance Co., Inc.

WILLIAM T. GRIGGS, II	   Vice President	    Executive Vice President of 
125 South Mill Street    Assistant 		       Dupree & Company, Inc.
Vine Center, Suite 100	  Secretary
Lexington, KY 40507		


ALISON L. ARNOLD		       Assistant Vice	    Assistant Vice President of
125 South Mill Street	   President 		       Dupree & Company, Inc.
Vine Center, Suite 100
Lexington, KY  40507

MICHELLE M. DRAGOO	      Assistant Vice	    Vice President of
125 South Mill Street	   President		        Dupree & Company, Inc.
Vine Center, Suite 100
Lexington, KY 40507		

*  Thomas P. Dupree, Sr. and Fred L. Dupree, Jr. are "interested persons" 
of our Investment Adviser and of us within the meaning of the Investment 
Company Act of 1940.

As of August 15, 1995 shares of the Trust were owned by our officers and 
trustees as shown below.

                      					   	Thomas P.	      Fred L. 	    All Trust and
					                      	   Dupree Sr.	     Dupree, Jr.	 Officers as a
                                                                group         

Kentucky Income Series
Number of Shares Outstanding	     	184,977.482 	23,806.419 	296,284.220
Percentage of Shares Outstanding       	4.946%      	.636%	     	7.921%

Kentucky Short-to-Medium Series
Number of Shares Outstanding	      	50,084.489     	0.000 		140,657.643
Percentage of Shares Outstanding        	.456%	    	0.000%      	1.282%

Intermediate Government Bond Series 	3,723.909	  3,022.924     	335.986
Number of Shares Outstanding	           	.483%     		.393%		      .044%
Percentage of Shares Outstanding 

Thomas P. Dupree, Sr. and Fred L. Dupree, Jr. are brothers. Neither 
receives any remuneration from us.

Each noninterested Trustee, received compensation in the amount of $11,000 
for their services to us for the fiscal year ended June 30, 1995. For the 
current fiscal year the three noninterested Trustees will be entitled to 
fees of $12,000 each.

	PORTFOLIOS TRANSACTIONS

Ordinarily, portfolio securities for each Series are purchased from 
underwriters at prices that include underwriting fees or from primary 
market makers acting as principals and selling to us at net prices. In 
either case, we would not pay any brokerage commission. Transactions 
placed with dealers serving as primary market makers are executed at 
prices within the spread between the bid and asked prices for the 
securities.

Decisions with respect to the purchase and sale of our portfolio 
securities, including the allocation of principal business and portfolio 
brokerage, are made by our Investment Adviser, Dupree Investment Advisers, 
Inc. The Dupree firm has discretionary authority to implement these 
decisions by placing orders for the purchase or sale of securities for our 
account with underwriters, dealers or brokers selected by it for that 
purpose. However, the Dupree firm will not deal with us as principal, or 
as our agent, in purchasing and selling securities for our accounts. 
Purchases and sales of securities for the Trust's portfolios, as well as 
allocation of brokerage, are reviewed quarterly by the Trust's Board of 
Trustees.

Dupree Investment Advisers, Inc. has advised us that, in placing orders 
for the purchase and sale of our portfolios transactions, it will seek 
execution at the most favorable prices through responsible brokers, in 
agency transactions, at competitive commission rates. The Dupree firm has 
also advised us that, in selecting brokers to execute our portfolio 
transactions, it will give consideration to such factors as the price of 
the security, the rate of commission, if any, the size and difficulty of 
the order, the reliability, integrity, financial conditions and general 
execution and operating capabilities of competing brokers, and the 
brokerage and research services which they provide to the Dupree firm or 
to us.

Dupree Investment Advisers, Inc. has further advised us that it does not 
presently intend to award brokerage on our portfolios to brokers who 
charge higher commissions because of research services they provide. 
However, under our Investment Advisory Agreements with it, we have 
authorized the Dupree firm to adopt a brokerage allocation policy 
embodying the concepts of Section 28(e) of the Securities Exchange Act of 
1934. Under such a policy, a broker furnishing research services could be 
paid a higher commission than the commission that would be paid to another 
broker which either does not furnish research services or furnishes 
research services deemed to be of lesser value, if such higher commission 
is deemed to be reasonable in relation to the value of the brokerage and 
research services provided by the broker charging it, either in terms of 
that particular transaction or in terms of the overall responsibilities of 
the Dupree firm with respect to the accounts as to which it exercises 
investment discretion. Research services furnished by a broker can include 
evaluation of the market prices of securities in the Trust's portfolios, 
evaluation of potential additions to the Trust's portfolios and credit 
analysis of particular issuers of securities.

Whether and to what extent net prices or commissions charged by brokers 
selected by Dupree Investment Advisers, Inc. reflect an element of value 
for research services cannot presently be determined. To the extent that 
research services of value are provided by brokers with or through which 
the Dupree firm places our portfolio transactions, the Dupree firm may be 
relieved of expenses it might otherwise bear. Research services furnished 
by brokers could be useful and of value to the Dupree firm in serving its 
other clients as well as us; but, on the other hand, research services 
obtained by the Dupree firm as a result of placing portfolio brokerage of 
other clients could be useful and of value to it in serving us.

Since our shares are not sold through intermediary brokers, it is not the 
practice of Dupree Investment Advisers, Inc. to allocate principal 
business or portfolio brokerage on the basis of such sales. However, 
brokers effecting purchases of our shares for their customers may 
participate in principal transactions of brokerage allocated as described 
in the preceding paragraphs. The Dupree firm has advised us that, when it 
purchases Kentucky municipal securities for our portfolios in 
underwritings, it will seek to negotiate a purchase price reflecting a 
reduction from the initial public offering price by an amount equal to 
some or all of the applicable selling group concessions.

No brokerage commissions have been paid by the Trust during the three most 
recent fiscal years.


	SHARES OF BENEFICIAL INTEREST

Dupree Mutual Funds is a Kentucky Business Trust organized under the laws 
of the Commonwealth of Kentucky on July 1, 1987. The Business Trust is the 
successor of Kentucky Tax-Free Income Fund, Inc. The Trust offers shares 
of beneficial interest of separate Series without par value. Shares of 
seven Series have been authorized, though only shares which constitute the 
interests in Kentucky Tax-Free Income Series, Kentucky Tax-Free Short-to-
Medium Series, North Carolina Tax-Free Income Series, North Carolina Tax-
Free Short-to-Medium Series, Tennessee Tax-Free Income Series, Tennessee 
Tax-Free Short-to-Medium Series, and Intermediate Government Bond Series 
as described in the Prospectus are being offered.

Each share has one vote. Fractional shares have proportionate voting 
rights and participate pro rata in dividends and distributions. Our 
shareholders have cumulative voting rights for the election of Trustees. 
This means that, in each election of Trustees, each shareholder has the 
right to cast a number of votes equal to the number of Trustees to be 
elected and to cast all of such votes for one candidate or distribute such 
votes among two or more candidates, as the shareholder sees fit. When 
issued, our shares are fully paid and nonassessable.

As of August 1, 1995, no person was known to beneficially own 5% or more 
of our outstanding shares of Kentucky Tax-Free Income Series or the 
Intermediate Government Bond Series.  As of that date Cebantco owned 5.05% 
of the outstanding shares of the Kentucky Tax-Free Short-to-Medium Series. 
As of that date Patricia Hurlocker owned 5.39%, Gail Mays owned 15.79%, 
Terrell Mays owned 11.34%, and Don Walker owned 5.65% of the outstanding 
shares of the Tennessee Tax-Free Income Series. As of that date Thomas 
Buchanan, Jr. owned 6.16%, Gail Mays owned 23.63%, Harry Samuels Trust 
owned 10.44% and Arthur Woods owned 12.26% of the Tennessee Tax-Free 
Short-to-Medium Series.

As of October 1, 1995, shares of neither of the North Carolina Series were 
being offered.

	HOW TO PURCHASE SHARES

Shares of our Trust which are offered for sale are offered directly by the 
Trust. Since we do not charge any sales commissions, every dollar you 
invest in us is applied to the purchase of our shares.

The price of your shares will be their net asset value per share, as 
calculated in the first determination of net asset value after your order 
has become effective. Your order will be priced and executed at the net 
asset value next determined after the order is received. There is no sales 
charge or load.

The Prospectus describes the procedures to be utilized by an investor 
desiring to purchase our shares.

	Determination of Net Asset Value

We compute the net asset value of the shares of each Series separately at 
the close of trading on the New York Stock Exchange each day the Exchange 
is open for trading, by dividing the value of the assets of each Series, 
minus its liabilities, by the total number of shares of each Series which 
are outstanding. The New York Stock Exchange is closed on the following 
Holidays:  New Year's Day (January 1), Washington's Birthday (third Monday 
in February), Good Friday (varies annually), Memorial Day (last Monday in 
May), Independence Day (July 4), Labor Day (first Monday in September), 
Thanksgiving Day (fourth Thursday in November), and Christmas Day 
(December 25).

The securities in which we invest are traded primarily in the over-the-
counter market. We value securities for which representative price 
quotations are current and readily available at the mean between the 
quoted bid and asked prices. If price quotations are not readily 
available, or if we believe that available quotations are not current or 
representative, we value securities at prices we believe will best reflect 
their fair value. In such cases, and in the case of other assets, fair 
value is determined in good faith in accordance with procedures approved 
in advance by our Board of Trustees, consistently applied by or under the 
supervision of our officers, and monitored by the Board on an ongoing 
basis.

Under procedures currently in effect, all series securities for which 
representative price quotations are not readily available are valued on 
the basis of appraisals obtained from at least three dealers. The dealers 
furnishing such appraisals may, but need not, be market makers with 
respect to the particular issues to which their appraisals relate. Where 
appraisals are not available for particular Kentucky, North Carolina or 
Tennessee municipal securities in our portfolios, we value such securities 
on the basis of price quotations or appraisals for comparable municipal 
securities. In evaluating appraisals, as well as available price 
quotations, our officers will take into account pricing data derived from 
a matrix system developed and used for many years by our Investment 
Adviser's parent, Dupree & Company, Inc. This matrix system utilizes 
electronic data processing techniques to rank and price municipal 
securities of the same maturity on the basis of their respective yields.

HOW TO REDEEM SHARES
The Prospectus describes the procedures to be utilized by a shareholder 
desiring to redeem our shares.

	Redemption by Trust

If transactions in your account at any time reduce its value to less than 
$100, we may notify you that, unless you bring the account up to at least 
$100, we will redeem all of your shares and close out your account by 
paying you the redemption price and dividends declared but unpaid at the 
date of redemption. We will give you this notice no earlier than the 15th 
of the month following the month in which your account falls below $100, 
and you will have 30 days to bring the account up to $100 before we take 
any action. The Trust reserves the right to raise or lower minimum account 
size.

HOW WE COMPUTE OUR YIELDS

The yield for each Series is determined separately.

We compute the yields, the average annual total return, and tax equivalent 
yields on our shares in each portfolio separately in accord with SEC 
guidelines. Our tax equivalent yield for the 30-day (or one month) period 
ended on June 30, 1995 is computed by dividing that portion which is tax-
exempt by one minus a stated income tax rate and adding the product to 
that portion, if any, of the yield which is not tax-exempt. Thereafter any 
applicable ad valorem tax rate is added. Thus, the tax equivalent 
distribution rate for the Kentucky Tax-Free Income Series was 8.67% in 
Kentucky, 7.97% in Indiana, 7.60% in Texas, and 7.88% in Florida. The tax 
equivalent distribution rate for the Kentucky Tax-Free Short-to-Medium 
Series was 6.52% in Kentucky, 5.90% in Indiana, 5.62% in Texas, and 5.90% 
in Florida. The tax equivalent distribution rate for the Tennessee Tax-
Free Income Series was 8.48% in Tennessee. The tax equivalent distribution 
rate for the Tennessee Tax-Free Short-to-Medium Series was 6.21% in 
Tennessee. Neither of the North Carolina Series were available for sale as 
of June 30, 1995.

The average annual total return for the 1, 5 and 10 year periods ended on 
June 30, 1994 is computed by finding the average annual compounded rates 
of return over the 1, 5 and 10 year periods that would equate the initial 
amount invested to the ending redeemable value, according to the following 
formula:  P(1+T)n = ERV, where:  P equals a hypothetical initial payment 
of $1,000, T equals average annual total return, n equals number of years, 
and ERV equals ending redeemable value of a hypothetical $1,000 payment 
made at the beginning of the one, five, or ten year periods at the end of 
the one, five, or ten year periods (or fractional portion thereof).

Set forth below is average annual total return information for the Income 
Series and the Short-to-Medium Series and the Intermediate Government Bond 
Series for the periods indicated. Neither of the North Carolina Series 
were operational during the periods.


	Expressed as a Percentage        		Redeemable Value
	Based on a Hypothetical			        	of a Hypothetical $1,000 
	$1,000 Investment					             Investment at the end of  
                                   	the period                
                            
       KY			               TN			           KY			                 TN
KY	   Short-  Gov't. TN	  Short-	    KY	   Short-  Gov't. TN     Short-
Income to-	  Bond  Income to-   	   Income to-	    Bond   Income 	to-
SeriesMedium Series SeriesMedium	   Series Medium  Series Series Medium 
SeriesSeries	Series	      Series

Period	Average Annual Total Return

One  year ended
June 30, 1995
6.9%	4.27%	 12.78% 11.65% 7.41%4     $1,069	$1,043 $1,128 $1,117 $1,0494

Five years ended
June 30, 1995
7.97%	5.54%	  7.10%2 5.68%3	          $1,457	$1,307 $1,2202 $1,0913

Ten years ended
June 30, 1995
8.47%	5.63%1			    $2,240  $1,5251

1 since inception 9/15/87
2 since inception 7/14/92
3 since inception 12/20/93
4 since inception 11/1/94

The Series' average annual total return may be expressed either as a 
percentage or as a dollar amount in order to illustrate such total return 
on a hypothetical investment in the Series at the beginning of each 
specified period.

For the Kentucky, North Carolina  and Tennessee Income Series,  Kentucky, 
North Carolina and Tennessee Short-to-Medium Series and Intermediate 
Government Bond Series, if yield is computed for a period of less than one 
year it is annualized on a 360 day basis. The yields we quote in response 
to telephone inquiries represent such an annualization of our yields for 
the preceding 30 calendar days.

Our yields for any given period in the past should not be considered a 
representation as to our yields for any future period. Since the dividends 
we declare are based on income earned on portfolio securities net of 
expenses, any changes in our income or expenses will directly affect our 
yields. The income we earn on our portfolio securities can be expected to 
fluctuate as we make changes in or additions to our portfolios. Our yields 
will be affected if we experience a net inflow of new money which is 
invested at interest rates different from those being earned on our then-
current portfolio securities. A change in our net asset values due to 
fluctuations in values of our portfolio securities will, of course, also 
affect our yields. 

Yield information may be useful in reviewing our performance and comparing 
an investment in our shares with other investment alternatives. In 
addition, when comparing the yields of mutual funds, you should consider 
the investment objectives, policies and programs of each fund, including 
the types of investments permitted and the quality and maturity of the 
portfolio securities, as well as the method used by each fund to compute 
yield, which may differ from fund to fund. Finally, in evaluating our 
yields, you should be aware that prior to November 1, 1986 our Investment 
Adviser had been bearing a portion of our operating expenses for our 
Kentucky Income Series. Our Investment Adviser has been bearing a portion 
of our operating expenses for our Kentucky Short-to-Medium Series prior to 
July 1, 1993 and has been bearing a portion of our operating expenses for 
the Government Bond Series since its inception July 14, 1992, for the 
Tennessee Tax-Free Income Series since its inception, December 21, 1993 
and for the Tennessee Tax-Free Short-to-Medium Series since its inception, 
November 1, 1994.

In order to keep shareholders and prospective investors informed about our 
historic and current yields, the make-up of our portfolios, and other 
meaningful investment information, we (i) send reports to our shareholders 
on a semi-annual and annual basis, (ii) provide such information in our 
sales literature, and (iii) maintain a toll-free telephone through which 
such information may be obtained.

Yield quotations will be computed based on a 30-day period by dividing (a) 
the net income based on the yield of each security earned during the 
period by (b) the average daily number of shares outstanding during the 
period that were entitled to receive dividends multiplied by the maximum 
offering price per share on the last day of the period. Tax equivalent 
yield quotations will be computed by dividing (a) the part of the Series' 
yield that is tax-exempt by (b) one minus a stated tax rate and adding the 
result to that part, if any, of the Series' yield that is not tax-exempt. 
The yield for the 30-day period ending June 30, 1995 for the Kentucky Tax-
Free Income Series was 4.62% and for the Kentucky Short-to-Medium Series 
was 2.88%. The tax-equivalent yield for Kentucky residents for the same 
period (based on a tax rate of 28%) for the Kentucky Income Series was 
6.41% and for the Kentucky Short-to-Medium Series was 4.00% The yield for 
the 30-day period ending June 30, 1995 for the Tennessee Tax-Free Income 
Series was 5.13%. The Tax-equivalent yield for Tennessee residents for the 
same period (based on a tax rate of 28%) for the Tennessee Income Series 
was 7.12% and for the Tennessee Tax-Free Short-to-Medium Series was 4.47%.

Total return, yield and tax equivalent yield figures are based on the 
Series' historical performance and are not intended to indicate future 
performance. The Series' total return, yield and tax equivalent yield will 
vary depending on market conditions, the securities comprising the Series' 
portfolio, the Series' operating expenses and the amount of realized and 
unrealized net capital gains or losses during the period. The value of an 
investment in the Trust may fluctuate and an investors' shares, when 
redeemed, may be worth more or less than their original cost.

	TAX INFORMATION

	Federal Tax Information

We have qualified as a "regulated investment company" under the Internal 
Revenue Code and intend to continue to do so. By qualifying as a regulated 
investment company we are relieved of federal and Kentucky income taxes on 
all net income and all net realized capital gains, if any, that we 
distribute to shareholders. In order to qualify for this treatment, we 
must (i) derive at least 90% of our gross income from dividends, interest 
and gains from the sale or other disposition of securities, (ii) derive 
less than 30% of our gross income from the sale or other disposition of 
securities held less than three months, (iii) meet certain diversification 
tests as to our investments in securities, and (iv) distribute to 
shareholders at least 90% of our net tax exempt and net taxable income 
earned in any year.

Distribution of net short-term capital gains we may realize from the sale 
of municipal or other securities will be taxable to the shareholders as 
ordinary income. Distribution of net long-term capital gains, if any, will 
be taxable to shareholders as long-term capital gains, regardless of how 
long the shareholder has held the shares in respect of which the 
distributions are paid. The tax effect of dividends (whether taxable or 
exempt) on our shareholders is the same whether such dividends are in the 
form of cash or additional shares.

The net asset value at which our shares are purchased may include 
undistributed income or capital gains or unrealized appreciation in the 
value of securities held in our investment portfolio. To the extent that 
such income or gains, or any capital gains realized from such 
appreciation, are subsequently distributed to the holder of such shares, 
the distributed amounts, although a return of his investment, may be 
taxable to him as set forth above.

The Internal Revenue Code prohibits investors from deducting for federal 
income tax purposes interest paid on loans made or continued for the 
purpose of purchasing or carrying shares of a mutual fund, such as the 
Kentucky or Tennessee Income or Short-to-Medium Series, that distributes 
exempt interest dividends. Under rules of the Internal Revenue Service, 
there are circumstances in which purchases of our shares may be considered 
to have been made with borrowed funds, even though the borrowed funds are 
not directly traceable to the share purchases. However, these rules 
generally permit the deduction of interest paid on mortgage borrowings to 
purchase or improve a personal residence and on business borrowings 
directly related to business needs or purposes.

If in any fiscal year we have taxable income, we will use the actual 
earned method of allocating taxable and nontaxable income. We will also 
allocate expenses between taxable and non-taxable income. In any such 
year, the percentage of quarterly dividends that are exempt will vary from 
quarter to quarter.

The following summary discusses some of the more important tax issues 
affecting the Trust and its shareholders.

	Excise Tax

The Internal Revenue Code contains a provision which discourages 
shareholders from deferring tax on dividend income received from a 
regulated investment company. Under the provision, a 4% non-deductible 
federal excise tax is levied on undistributed fund income unless the fund 
distributes at least a) 98% of calendar year ordinary income during the 
calendar year; b) 98% of capital gain net income earned in the year ending 
October 31 by December 31; and c) 100% of any undistributed capital gain 
net income from the prior October 31 measurement period and 100% of any 
undistributed ordinary income from the prior December 31 measurement 
period.

	Capital Gains

Long term capital gain distributions to a corporation will be taxed at the 
regular corporate tax rate. Net long term capital gain distributions to 
individuals will be taxed at the applicable individual tax rate; however 
the maximum federal tax rate imposed on net long term capital gains cannot 
exceed 28%.

For the 1994-95 fiscal year, a capital gains distribution was paid March 
31, 1995 for the Kentucky Tax-Free Income and Short-to-Medium Series 
following a recharacterization of dividends paid from February through 
March 15, 1995. This recharacterization was made by the Trusts's Board of 
Trustees on August 28, 1995 and a spill back tax-exempt dividend was 
declared and paid in amounts equal to the recharacterized capital gains 
dividend.

	Exempt Interest Dividends

Under the present tax law, if the stock of a regulated investment company 
acquired after March 28, 1985 is held for six months or less, any loss on 
the sale or exchange of that stock would be disallowed to the extent the 
taxpayer received exempt interest dividends with respect to that stock. 
Further, the six month requirement would be shortened under Treasury 
Department regulation to a period not less than the greater of 31 days or 
the period between regular dividend distributions, if the regulated 
investment company regularly distributes at least 90% of its net tax-
exempt interest.

Tax Exempt Bonds

Under laws in effect as of the date of this Prospectus, interest on 
obligations of states, territories, possessions of the U.S., the District 
of Columbia and political subsidiaries of these governmental entities is 
generally exempt from state taxation. Interest on non-governmental purpose 
bonds, such as industrial development bonds, issued by qualified 
government units may be taxable unless the bonds are issued to finance 
certain specified exempt activities, are used for development of 
industrial park sites, or are exempt small issues. Furthermore, bonds 
issued for activities for non-governmental persons are referred to 
collectively as "non-essential" bonds. Interest on non-essential bonds may 
be taxable unless a specific exception is provided. For example, interest 
on exempt facility bonds, small issue bonds, mortgage subsidy bonds and 
qualified student loan bonds, is non-taxable. Stricter volume limitations 
will apply to certain issuers and aggregate volume limitations would apply 
to all non-essential bonds issued in each state. Tax exempt interest on 
non-essential function bonds will be treated as an alternative minimum tax 
preference item for corporate and individual taxpayers. The Trust does not 
intend to purchase "non-essential purpose" bonds for the Income Series or 
the Short-to-Medium Series.

	Income Series and Short-to-Medium Series

As a regulated investment company, we are qualified to pay "exempt 
interest dividends", provided that at least 50% of our total assets are 
invested in municipal securities at the close of each quarter of our 
taxable year. Ordinarily, the dividends we pay from net income earned on 
our investments in Kentucky, North Carolina or Tennessee municipal 
securities will be exempt interest dividends. Shareholders receiving 
exempt interest dividends may exclude them from gross income for federal 
income tax purposes. However, dividends to our shareholders from net 
income we may earn from investments in non-municipal securities will be 
fully taxable as interest income.

	Intermediate Government Bond Series

Ordinarily, the dividends we pay from net income earned on our investments 
will not be exempt interest dividends. Accordingly, shareholders will 
include these dividends in gross income for Federal income tax purposes.

The above analysis is not all-inclusive and is subject to federal 
regulations.

Kentucky Tax Information

Insofar as the dividends we pay from the Kentucky Series qualify as 
"exempt interest dividends" for federal income tax purposes, they will 
also be excludable from the shareholder's gross income for Kentucky income 
tax purposes. For Kentucky residents who own shares of the Government Bond 
Series, a portion of dividends and distributions paid by the Trust may be 
exempt from Kentucky income taxes. All other dividends and distributions, 
as well as any earnings we receive from taxable investments and any 
capital gains we realize from any investments, will have the same general 
consequences to shareholders for Kentucky income tax purposes as they have 
for federal income tax purposes. This means that dividends paid by the 
Income Series and the Short-to-Medium Series will ordinarily be excludable 
from gross income for Kentucky income tax purposes.

Shareholders of the Income Series, and the Short-to-Medium Series are not 
subject to Kentucky ad valorem taxes on their shares. For individual 
Kentucky residents who own shares of the Intermediate Government Bond 
Series, a portion of the shares of that series are subject to Kentucky ad 
valorem tax. The Kentucky municipal securities in our portfolios are also 
exempt from Kentucky ad valorem taxes and from the Kentucky Corporation 
License Tax.

	Indiana Tax Information

Insofar as the dividends it pays qualify as "exempt interest dividends" 
for federal income tax purposes, they will also be excludable from the 
shareholder's gross income for Indiana income tax purposes. For Indiana 
residents who own shares of the Government Bond Series, a portion of the 
dividends paid by the Trust are exempt from Indiana income tax. All other 
dividends and distributions, as well as any earnings we receive from 
taxable investments and any capital gains we realize from any investments, 
will have the same general consequences to shareholders for Indiana income 
tax purposes as they have for federal income tax purposes. This means that 
dividends paid by the Income Series and the Short-to-Medium Series will 
ordinarily be excludable from gross income for Indiana individual income 
tax purposes.

The state of Indiana does not impose intangible tax on resident 
individuals. Accordingly, individual Indiana resident shareholders of the 
Income Series, the Short-to-Medium Series and the Government Bond Series 
are not subject to Indiana ad valorem taxes on their shares.

No representation is made as to the tax implications of an Indiana 
corporation or other entity.


	Texas Tax Information

The state of Texas does not impose an individual income tax or personal 
intangible property tax upon resident individuals. Accordingly, Texas 
resident shareholders of the Income Series, the Short-to-Medium Series or 
the Government Bond Series are not subject to individual income tax or 
personal intangible property tax on the dividends and distributions they 
receive from us.

No representation is made as to the tax implications of a Texas 
corporation or other entity.


	Florida Tax Information

The state of Florida does not impose an individual income tax upon 
resident individuals. Accordingly, individual Florida resident 
shareholders of the Income Series, Short-to-Medium Series or Government 
Bond Series are not subject to individual income tax.

Individual Florida resident shareholders of the Income Series or the 
Short-to-Medium Series will be subject to an annual intangible property 
tax of 1.0 mill (.10%) per dollar of intangible property value. An 
additional 1.0 mill (.10%) tax is levied against intangible property 
valued greater than $100,000 ($200,000 for taxpayers filing jointly). Each 
Florida resident is entitled to apply a $20 tax exemption ($40 for 
taxpayers filing jointly) against property subject to the first mill of 
tax. An additional tax exemption of $100 ($200 for taxpayers filing 
jointly) is available for property subject to the additional 1.0 mill tax. 
For individual Florida residents who own shares of the Government Bond 
Series, a portion of the shares of that Series are exempt from Florida ad 
valorem tax.

No representation is made as to the tax implications of a Florida 
corporation or other entity.

	Tennessee Tax Information

Insofar as the dividends we pay from the Tennessee Series qualify as 
"exempt interest dividends" for federal income tax purposes, they will 
also be excludable from the shareholder's gross income for Tennessee Hall 
income tax purposes. All other dividends and distributions, as well as any 
earnings we receive from taxable investments and any capital gains we 
realize from any investments, will have the same general consequences to 
shareholders for Tennessee Hall income tax purposes as they have for 
federal income tax  purposes. This means that dividends 
paid by the Tennessee Series will ordinarily be excludable from gross 
income for Tennessee Hall individual income tax purposes.

Individual shareholders of the Tennessee Series are not subject to 
Tennessee ad valorem taxes on their shares or on the dividends and 
distributions they receive from us.

For Tennessee residents who own shares of the Intermediate Government Bond 
Series, a portion of the dividends paid by the Trust is exempt from 
Tennessee Hall income tax.

No representation is made as to the tax implications of a Tennessee 
corporation or other entity.


	North Carolina Tax Information

Insofar as the dividends we pay from the North Carolina Series qualify as 
"exempt interest dividends" for federal income tax purposes, they will 
also be excludable from the shareholder's gross income for North Carolina 
income tax purposes. For North Carolina residents who own shares of the 
Government Bond Series, a portion of dividends and distributions paid by 
the Trust are exempt from North Carolina income taxes. All other dividends 
and distributions, as well as any earnings we receive from taxable 
investments and any capital gains we realize from any investments, will 
have the same general consequences to shareholders for North Carolina 
income tax purposes as they have for federal income tax purposes. This 
means that dividends paid by the Income Series and the Short-to-Medium 
Series will ordinarily be excludable from gross income for North Carolina 
income tax purposes.

Shareholders of the Income Series and the Short-to-Medium Series are not 
subject to North Carolina ad valorem taxes on their shares. For individual 
North Carolina residents who own shares of the Intermediate Government 
Bond Series, a portion of the shares of that series are subject to North 
Carolina ad valorem tax.

No representation is made as to the tax implications of a North Carolina 
corporation or other entity.




DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           

Bond Description			
	       Maturity                                                Market
Coupon	   Date	    Rating+ 	                            Par	     Value    

HOSPITAL AND HEALTHCARE REVENUE BONDS		
9.24%	 Percent of Total Market Value		

Jefferson County KY Hospital - Jewish Hospital		
7.200 	01/01/14     A/A+*    	                     $   500,000 $ 	529,060
Jefferson County KY - Medical Center Refunding	
7.300	05/01/09     A/A+*	                              400,000   	431,956	
KY Development Finance Authority-St.Lukes Hospital	
7.500	10/01/12     A/A*	                             2,000,000   2,224,860
KY Development Finance Authority-Sisters of Charity	
7.375	11/01/16     A1/A-*	                           2,500,000   2,783,525 
KY Development Finance Authority-Sisters of Charity	
6.500 	11/01/07    A1/A+*	                           2,000,000   2,143,960 
KY Development Finance Authority-Sisters of Charity	
6.750 	11/01/12    A1/A+*                           16,160,000  17,041,690 

INDUSTRIAL REVENUE AND POLLUTION CONTROL REVENUE BONDS		
8.46%	 Percent of Total Market Value		

Ashland KY PCR - Ashland Oil				
7.375 	07/01/09     Baa1	                              300,000    	320,646 
Ashland KY PCR - Ashland Oil				
6.650	08/01/09     Baa	                              8,835,000   9,132,209 	
Campbellsville KY IBR					
6.950 	03/01/15     NR	                             	1,150,000   1,210,950 	
City of Elsmere KY IBR - Courtaulds			
6.750 	04/01/10     NR		                             2,000,000   2,077,860 	
Jefferson County KY PCR - Dupont			
6.300 	07/01/12     Aa2/AA*                         	3,500,000   3,709,720 	
Jefferson County KY PCR - LG&E			
7.450 	06/15/15     Aa2/AA*	                         1,750,000   1,962,765 	
Mercer County KY PCR - Kentucky Utilities		  
6.250 	02/01/18     Aa2/AA-*	                        2,500,000   2,573,375 	
Middlesboro KY IBR					
6.200 	12/01/02     NR		                               990,000   1,031,402 	
Muhlenberg County KY PCR - Kentucky Utilities	
6.250 	02/01/18     Aa2/AA*	                         1,000,000   1,029,350 	

INSURED MUNICIPAL REVENUE BONDS		
31.63%	 Percent of Total Market Value		

Boyle County KY Hospital Revenue/Ephraim McDowell	
5.800 	04/01/14    Aaa/AAA*	                         1,000,000   	993,120 
Danville - Radcliffe Sewer Revenue			
6.875 	12/01/10    AAA*	                               400,000   	444,544
Danville - Shelbyville Water & Sewer Revenue		
6.700 	07/01/11    AAA*	                             2,500,000   2,712,675 
Danville - Shelbyville Water & Sewer Revenue		
6.550 	07/01/06    AAA*	                               495,000	    548,109	
Daviess County KY Hospital				
6.250 	08/01/12    Aaa/AAA*	                         3,000,000   3,091,980	
Floyd County KY Hospital Refunding			
7.500 	08/01/10    AAA*        	                     1,745,000   1,944,593 
Hopkins County KY Hospital - Trover Clinic		
6.625 	11/15/11    Aaa/AAA*	                         2,000,000   2,146,640 
Jefferson County KY Hospital - Alliant Health		
6.436 	10/23/14    Aaa/AAA*	                         4,000,000   4,176,800 
Jefferson County KY Hospital - Jewish Hospital		
6.500 	05/01/15    Aaa/AAA*	                         6,380,000   6,657,849 
KY Counties Single Family Mortgage Series:B		
8.625 	09/01/15    AAA*	                                70,000   	  77,538 
KY Development Finance Authority-Kings Daughter	
6.125 	02/01/12    AAA*	                             5,200,000   5,318,716 
KY Development Finance Authority-Baptist Hospital SE.
7.625 	09/01/11    AAA*	                             6,930,000   7,669,708
KY Development Finance Authority-Pooled Loan 	
7.450 	12/01/15    AAA*	                             2,000,000   2,205,760
KY Development Finance Authority-Pooled Loan	
7.375 	12/01/09    AAA*		                            2,765,000   3,010,809 
KY Development Finance Authority - St. Claire		
5.875	09/01/13     Aaa		                             2,000,000   2,010,040
KY Development Finance Authority-St. Elizabeth Hosp	
5.900 	12/01/15   Aaa/AAA*	                          2,500,000   2,496,900
KY Development Finance Authority-St. Lukes Hospital	 
7.000 	10/01/11   AAA*                            		   500,000	    553,020 
KY Housing Corporation 1992				
6.600 	01/01/11   Aa1/AAA*	                          1,640,000   1,764,574 
KY Housing Corporation 1992 Series:A			
6.625 	07/01/14   Aa1/AAA*	                          1,000,000   1,056,500 
KY Housing Corporation 1992 Series:B			
6.600 	07/01/11   Aa1/AAA*	                          4,500,000   4,795,155 
KY Housing Corporation 1993				
5.800 	01/01/19   Aa/AAA*	                           5,755,000   5,603,874 
KY Housing Corporation 1994 Series:A			
6.500 	07/01/17   Aaa/AAA*	                          7,710,000   8,010,844 
KY Housing Corporation Series:92A			
6.600 	07/01/11   Aaa/AAA*  	                          395,000    	423,788	
KY Housing Corporation - FHA/VA			
7.125 	01/01/10   Aa1/AAA*	                          3,935,000   4,398,582 
KY Housing Corporation - FHA/VA			
7.250 	01/01/17   Aa1/AAA*	                          2,450,000   2,767,888 
KY Housing Corporation - Multi-Family Series:85A	
8.875 	07/01/19   AAA*	                            	    25,000    	 25,005 
KY Housing Corporation - Multi-Family Series:85A	
8.625 	07/01/05   AAA*	 	                               65,000    	 65,012 
KY Housing Corporation - Multi-Family			
5.600 	07/01/13   Aaa/AAA*	                          1,000,000    	965,930 


The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           

Bond Description				
        Maturity                                                Market
Coupon	   Date	    Rating+                           	 Par	      Value    

KY Turnpike Authority Resource Recovery Revenue	
6.000 	07/01/09    Aaa/AAA*	                           150,000    150,002 	
Lexington-Fayette Urban County Govt Sewer Revenue	
6.375 	07/01/12    Aaa/AAA*	                         2,500,000  2,628,550 	
Lexington-Fayette Urban County Govt Sewer Revenue	
6.375 	07/01/10    Aaa/AAA*	                         2,900,000  3,083,744 	
Lexington-Fayette Urban County Govt Sewer Revenue	
6.350 	07/01/07    Aaa/AAA*                        	   400,000    433,276 	
Lexington-Fayette Urban County Govt - Res. Facility	
7.700 	05/15/06    AAA*	                               625,000    690,931 	
Lexington-Fayette Urban County Govt - Res. Facility	
7.750 	05/15/15    Aaa/AAA* 	                          100,000    110,254 	
Lexington-Fayette Urban County Govt - Res. Facility	
7.700 	05/15/06    AAA*	                               535,000    590,672 	
Northern KY University COP - Student Housing	
7.250 	01/01/12    AAA*	                             1,500,000  1,675,020 	
Owensboro KY Water Revenue				
6.250 	09/15/09    Aaa/AAA*	                           800,000    839,592 	

KY TURNPIKE AUTHORITY REVENUE BONDS		
0.51%	 Percent of Total Market Value		

KY Turnpike Authority - Toll Road Series:89		
8.500 	07/01/04    A/A*	                              540,000    572,319 	
KY Turnpike Authority Resource Recovery Ref 1987A	
8.000 	07/01/03    A/A+*	                             750,000    814,815 	

MUNICIPAL UTILITY REVENUE BONDS		
4.22%	 Percent of Total Market Value		

Campbell County KY Water Revenue			
6.600 	12/01/11    A*	                             	1,000,000  1,079,200 	
Campbell County KY Water Revenue			
6.125 	12/01/14    A*	                             	1,525,000  1,568,066 	
Campbell & Kenton Counties KY Sanitation Dist Rev	
7.750	08/15/05    Aa/A+*                          	   300,000    325,560 	
Cynthiana KY Water & Sewer Revenue			
6.400	01/01/07    BBB-	                               575,000    626,739 	
Danville-Ashland KY Utilities				
6.750	04/01/12    A-	                             	   915,000    985,757 	
Danville-Hopkinsville KY Flood Control			
6.875	06/01/12    Aaa/AAA*	                         2,170,000  2,441,793 	
Franklin County KY Water & Sewer			
6.200	12/01/11    Baa	                             	1,045,000  1,095,379 	
Grayson County KY Utility				
7.375	02/01/10    NR	                             	   320,000    353,696 	
Hardin County KY Water District #1			
7.400	09/01/07    A	                             	     90,000    104,010 	
Hardin County KY Water District #1			
7.400	09/01/09    A	                              	   105,000    121,081 	
Hardin County KY Water District #1			
7.400	09/01/08    A	                              	   100,000    115,567 	
Hardin County KY Water District #1			
7.400	09/01/06    A	                              	    85,000     98,232 	
Jeffersontown KY Public Property			
6.500	09/01/09    Baa1	                             1,400,000  1,437,744 	
Lexington-Fayette Urban County Govt-Third YR Sewer	
10.250	02/01/01    A1		                                75,000     77,631 	
Lexington-Fayette Urban County Govt-Imp. Lien	
8.500 	12/01/07    A1                          		      55,000     62,548 	
Lexington-Fayette Urban County Govt-Imp. Lien	
8.500 	12/01/06    A1                            		    50,000     56,862 	
Lexington-Fayette Urban County Govt-Imp. Lien	
8.500 	12/01/05    A1                            		    45,000     51,176 	
Lexington-Fayette Urban County Govt-Imp. Lien	
8.500 	12/01/08    A1                            		    55,000     62,548 	
Lexington-Fayette Urban County Govt-Imp. Lien	
8.500 	12/01/04    A1                            		    40,000     45,490 	
Lexington-Fayette Urban County Govt-Imp. Lien	
8.500 	12/01/03    A1                            		    40,000     45,490 	
Pendleton County KY - Multi-County(Louisville/Jefferson)
7.450 	03/01/04    AA	                             	  245,000    280,625 	
Trimble County KY PCR				
7.250 	12/01/16    AA2/AA-*                        	  200,000     211,196 	
Wurtland KY Sewer System Revenue			
7.700 	10/01/04    AA+*	                              200,000     234,786 	


PREREFUNDED BONDS AND ESCROWED TO MATURITY		
0.10%	 Percent of Total Market Value		

KY Infrastructure Authority				
7.750 	08/01/02    Aaa/AAA*	                          165,000     187,486 	
KY Infrastructure Authority				
7.625 	08/01/04    Aaa/AAA* 	                          70,000      79,217 	


The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           

Bond Description			
	       Maturity                                                   Market
Coupon	   Date	    Rating+                               	 Par	     Value    

PUBLIC CORPORATION REVENUE BONDS		
18.99%	 Percent of Total Market Value		

Ashland KY League of Cities COPS			
6.250 	08/01/17    A-                                		1,550,000   1,594,206 	
Boone County KY COPS - Golf Course			
7.000 	11/15/14    A                                 		5,000,000   5,481,100 	
Boone County KY Public Property			
6.250 	12/15/12    A1                               		   960,000     993,907 	
Campbell County KY Public Property			
6.250 	12/01/15    A                              	  	   810,000     834,770 	
Covington KY Municipal Property Corporation		
7.375 	08/01/11    Baa1		                                875,000     954,651 	
Covington KY Municipal Property Corporation		
7.950 	08/01/04    Baa1	  	                              230,000     254,670 	
Covington KY Municipal Property Corporation		
7.900 	08/01/03    Baa1                              	   500,000     552,925 	
Covington KY Municipal Property Corporation		
7.850 	08/01/02    Baa1	                             	   330,000     364,465 	
Covington KY Municipal Property Corporation		
7.375 	08/01/12    Baa1                              	   550,000      600,067 	
Danville - Mt Sterling Public Property			
7.375 	06/01/07    NR                                	   240,000      270,156 	
Danville - Paducah Public Property			
7.200 	06/01/11    A                                		   500,000      560,185 	
Danville - Campbellsville Public Property		
7.000 	04/01/02    NR                               		   475,000      505,809 	
Danville - Mt Sterling Public Property			
7.500 	09/01/11    NR                                	   400,000      451,948 	
Danville - Mt Sterling Public Property			
7.500 	06/01/11    NR                                	   205,000      232,046 	
Danville - Owensboro Public Property - Museum		
7.050 	08/01/11    A                                 	   440,000      486,508 	
Danville - Owensboro Public Property - Riverpark	
5.550 	07/01/11    A	                                	   800,000      774,464 	
Danville - Owensboro Public Property - Riverpark	
5.450 	07/01/08    A	                                	   675,000      668,189 	
Danville Multi Housing-Jefferson County Admin Building
6.500 	02/01/12    A1                                 		1,170,000   1,247,630 	
Florence KY Public Property 1st Mortgage		
7.000 	03/01/13    A                                 		   300,000     330,417 	
Graves County KY Building 1st Mortgage		
7.250 	01/01/06    Baa-1	                                  70,000      77,521 	
Jefferson County KY Economic Development		
7.750 	07/01/16    A1                                		   500,000     526,285 	
Jefferson County KY Economic Development		
7.625 	07/01/08    A1	                                	   100,000     105,135 	
Middlesboro KY League of Cities COPS			
6.200 	08/01/17    A-                                		   555,000     573,687 	
Lexington Fayette Urban County Govt Pub Facility Corp
6.750 	12/01/09    A1	                                	   470,000     510,876 	
Lexington Fayette Urban County Govt Pub Parking Corp
6.875 	02/01/08    A1                                		   300,000     330,684 	
Lexington Fayette Urban CountyGovt Pub Facility Corp	
6.750 	07/01/09    A1                                 	   275,000     295,171 	
Louisville KY Public Parking Corporation		
6.875 	12/01/11    A/A*		                                 490,000     534,022 	
Louisville KY Public Parking Corporation		
6.875 	12/01/20    A/A*	                               	1,000,000   1,090,950 	
Louisville KY Public Property Refunding 92		
6.700 	12/01/14    A/A-*                               	1,945,000   2,104,082 	
Martin County KY Public Property 1st Mortgage	
7.250 	09/01/11    NR                                		   160,000     179,899 	
Martin County KY Public Property 1st Mortgage	
7.250 	09/01/10    NR                                		   150,000     168,656 	
Mt. Sterling League of Cities				
6.200 	03/01/18    Aa                                 		5,500,000   5,615,610 	
Mt. Sterling League of Cities				
6.100 	03/01/08    Aa                                 		1,500,000   1,582,770 	
Mt. Sterling League of Cities				
6.150 	03/01/13    Aa                       	          12,000,000  12,297,360 	
Pendleton County Ky Multi-County Lease Series:A	
6.500 	03/01/19    A*                                 		5,000,000   5,158,650 	
Richmond KY Public Recreation Corporation 1st Mortgage
7.250 	10/01/11    NR                                		  290,000      321,833 	
Richmond KY Public Recreation Corporation		
6.750 	08/01/13    NR                                		  575,000      608,839 	
Shelbyville KY Public Recreation Corporation-Golf Course
6.900 	10/01/12    NR	                                 	  400,000     434,460 	
Somerset KY Municipal Project				
7.500 	05/01/00    NR                                	 	  140,000     141,840 	
Somerset KY Municipal Project - Community College	
7.500 	05/01/99    NR                                 		  130,000     131,775 	
Union County KY Public Property			
6.125 	09/01/15    NR                                 		  765,000     761,848 	
Woodford County KY Public PropertyCorporation Ref	
5.600 	11/01/17    A                                   	1,065,000   1,011,601

SCHOOL BUILDING REVENUE BONDS		
13.55%	 Percent of Total Market Value		

Adair County KY Schools				
6.375 	03/01/12    A	                                   	 315,000     335,195 	
Barren County KY Schools				
7.000 	06/01/11    BBB+	                                  215,000     242,834 	
Bath County KY Schools				
7.200 	10/01/09    A/A-*	                                 295,000     334,987 	
Bell County KY School District Finance Corporation	
6.875 	09/01/10    A-                                  		 675,000     752,895 	
Bell County KY Schools					
6.850 	09/01/09    A/A-	                                	 450,000      502,614 	
Boone County KY Schools				
6.000 	02/01/18   A	                                   1,000,000       992,600 	

The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           


Bond Description				
        Maturity                                                 Market
Coupon	   Date	    Rating+                           	 Par	       Value    

Boone County KY Schools				
5.700 	05/01/18    A	                              	2,500,000  2,404,150 	
Boone County KY Schools Series:C			
7.000 	09/01/12    A                              		2,400,000  2,636,136 	
Boone County KY Schools Series:C			
6.750 	09/01/10    A                              		1,500,000  1,628,190 	
Bracken County KY Schools		
7.600 	12/01/06    A-                           		     45,000     50,748 	
Bracken County KY Schools				
7.700 	12/01/08    A-                           		     40,000     45,098 	
Bracken County KY Schools				
7.700 	12/01/07    A-                           		     40,000     45,235 	
Breathitt County KY School FacilitiesConstruction Com	
6.500 	03/01/12    A	                             	   450,000    482,621 	
Breathitt County KY School FacilitiesConstruction Com	
6.500 	03/01/11    A                             		   420,000    451,672 	
Bullitt County KY Schools				
6.000 	08/01/14    A                             		 1,100,000  1,113,508 	
Caldwell County KY Schools				
7.000 	06/01/10    A-                            		   335,000    374,426 	
Caldwell County KY Schools				
7.000 	06/01/11    A-                            		   360,000    399,427 	
Carroll County Ky Schools				
7.000 	07/01/10    A-                            		   270,000    303,577 	
Clark County KY Schools				
6.000 	05/01/12    A	                             	   320,000    325,232 	
Elliott County KY Schools				
7.250 	11/01/07    A-                            		   115,000    131,599 	
Elliott County KY Schools				
7.250 	11/01/08    A-                            		   100,000    112,906 	
Floyd County KY Schools				
6.000 	06/01/14    A	                              	1,000,000  1,008,780 	
Gallatin County KY Schools				
7.875 	06/01/06   A/A-                           		    90,000     98,420 	
Gallatin County KY Schools				
7.875 	06/01/07   A/A-	                          	    100,000    109,356 	
Greenup County KY Schools	
6.100 	09/01/14   A/A*	                            	1,105,000  1,119,210 	
Harlan County Schools					
7.500 	06/01/08   NR                             		   240,000    277,111 	
Harlan County Schools					
7.500 	12/01/08   NR                             		   250,000    288,658 	
Harlan County Schools					
7.500 	06/01/09   NR                             		   260,000    299,577 	
Harlan County Schools				
6.000 	05/01/15   A                              		   275,000    276,045 	
Hopkins County KY Schools				
6.200 	06/01/15   A                               		2,500,000  2,549,025 	
Jessamine County KY Schools				
6.125 	06/01/15   A                               		1,000,000  1,031,090 	
Johnson County KY Schools				
6.750 	03/01/10   A-                             		   300,000    333,927 	
Johnson County KY Schools				
6.750 	03/01/11   A-                             		   325,000    360,900 	
Kenton County KY Schools				
6.800 	12/01/09   A                              		   100,000    112,643 	
Larue County KY Schools				
6.500 	10/01/10   A	                              	   290,000    312,809 	
Lee County KY Schools					
7.100 	06/01/10   NR                             		   200,000    225,098 	
Leslie County KY Schools				
6.600 	05/01/11   A-                             		   820,000    878,802 	
Letcher County KY Schools				
6.700 	10/01/14   A                              	 	1,490,000  1,618,036 	
Livingston County KY Schools				
6.750 	03/01/06   A-                             		   200,000    219,714 	
Ludlow KY Schools					
6.875 	12/01/11   NR	                             	   125,000    139,664 	
Marion County KY Schools				
7.100 	06/01/09   NR                             		   100,000    113,456 	
Marion County KY Schools		
7.100 	06/01/10   NR                             		   110,000    124,193 	
Marion County KY Schools				
7.100 	06/01/11   NR                           	  	   115,000    129,838 	
Martin County KY Schools				
5.500 	06/01/15   A                               		1,650,000  1,552,931 	
Martin County KY School Facilities Construction Com	
7.200 	09/01/09   A-	                              	  380,000    425,186 	
McCreary County KY Schools				
6.600 	10/01/10   A                               		  400,000    435,752 	
McLean County Schools					
6.000 	06/01/14   A                               		1,405,000  1,417,336 	
Monroe County KY School Facilities Construction Com	
7.000 	02/01/11   A-		                                300,000    332,469 	
Perry County KY Schools				
6.250 	07/01/12   A	                               	1,305,000  1,345,833 	
Perry County KY Schools				
6.250 	07/01/10   A	                               	1,155,000  1,213,004 	
Pike County KY Schools				
6.200 	08/01/11   A	                               	  325,000    339,992 	
Pike County KY Schools				
6.200 	08/01/10   A	                               	  305,000    320,686 	
Pike County KY School Facilities Construction Com	
6.875 	12/01/08   A-	                              	  140,000    154,403 	
Pike County KY School Facilities Construction Com	
7.250 	06/01/10   A	                               	  135,000    145,912 	
Scott County KY Schools				
5.900 	06/01/16   A	                               	3,450,000  3,404,943 	
Simpson County KY Schools				
6.700 	01/01/11   A-                              		  175,000    188,228 	
Wolfe County KY School Facilities Construction Com	
7.000 	03/01/11   A-                             	 	  290,000    320,259 	



The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           

Bond Description				
        Maturity                                                 Market
Coupon	   Date	    Rating+                             	 Par	     Value    

STATE AND LOCAL MORTGAGE REVENUE BONDS		
8.13%	 Percent of Total Market Value		

Erlanger KY Public Property 1st Mortgage		
7.400 	11/01/09    BBB+	                                100,000    112,108 	
Erlanger KY Public Property 1st Mortgage		
7.400 	11/01/08    BBB+	                                 75,000     84,268 	
Jefferson Oldham & Bullitt KY Residential Mortgage	
10.750	11/01/14    A1		                                  35,000     35,969 	
Jefferson County KY Home Mortgage			
9.625 	05/01/14    A1                                 	  20,000     20,479 	
Jefferson County KY Home Mortgage - Single Family	
9.100 	11/01/96    A/A1                              	    5,000      5,075 	
KY Housing Authority - 1994 Series C			
6.400 	01/01/17    Aaa/AAA*                          15,000,000 15,526,950 	
KY Housing Authority - 1988				
7.625 	01/01/09    Aa/AA*                              	330,000    371,474 	
KY Housing Authority - 1990 Series A			
7.550 	01/01/16    AA	                                2,910,000  3,299,707 	
KY Housing Authority - 1990 Series A			
7.400 	01/01/10    Aa/AA*                             2,355,000  2,677,400 	


STATE AND LOCAL REVENUE BONDS		
2.21%	 Percent of Total Market Value		

KY Higher Education Student Loans			
9.250 	06/01/01    A/A*                               		180,000    218,666 	
KY Infrastructure Authority				
6.000 	06/01/11    A/A*	                              1,000,000  1,009,340 	
KY Infrastructure Authority / Government Securities	
7.625 	08/01/04    A                                  		 20,000     22,197 	
KY Infrastructure Authority / Government Securities	
6.375 	08/01/14    A*                     	             700,000    733,957 	
KY Infrastructure Authority / Government Securities	
7.750 	08/01/02    A		                                   40,000     46,182 	
KY Infrastructure Authority Series:93E			
5.750 	08/01/13    A*		                                 900,000    884,079 	
KY Infrastructure Authority Series:93E			
5.750 	08/01/18    A*	                                 	500,000    480,835 	
KY Infrastructure Authority Series:92G			
6.300 	06/01/12    A/A*	                              1,500,000  1,545,240 	
KY Infrastructure Authority Water & Sewer		
6.000 	08/01/11    A*	                                 	400,000    402,804 	
KY Infrastructure Authority - Wastewater		
5.600 	06/01/13    A/A*                              	 	750,000    724,470 	


KY STATE PROPERTY AND BUILDING COMMISSION REVENUE BONDS		
1.44%	 Percent of Total Market Value		

KY Property & Building Commission Project #27	
7.100 	05/01/06   A/A*		                                300,000   316,395 	
KY Property & Building Commission Project #40-2	
6.875 	11/01/07   A/A*	                               3,250,000 3,594,724 	


UNIVERSITY CONSOLIDATED EDUCATION AND BUILDINGS REVENUE BONDS		
	0.63%	 Percent of Total Market Value		

University of Louisville Housing & Education		
6.000 	11/01/13   A1/A*                               1,180,000 1,188,277 	
University of Kentucky Consolidated Education Bldgs S:J
6.100 	05/01/07   A/AA-*	                               500,000   522,200 	


VARIABLE RATE BONDS		

0.89%	 Percent of Total Market Value		

KY Development Finance Authority-AppalachianHealth	
4.100 	09/01/06   AA-/VM1                             1,200,000 1,200,000 	
KY Development Finance Authority-Presbyterian Mtg	
4.250 	11/01/18   Aa		                                  215,000   215,000 	
Perry County KY Healthcare System Revenue		
4.100 	08/01/14   Aa2/VM1                             1,000,000	1,000,000 	

Total investments (cost $259,838,918)						      $ 258,420,000 $272,324,738 	
            										                                 (Notes 3 and 5)


The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           



 *	Standard and Poor's Corporation		
NR	Not Rated		
	All other ratings by Moody's Investors Service, Inc.

+	Bond ratings were obtained from sources believed to be reliable but 
were not verified by Coopers & Lybrand L.L.P.

Federal Income Tax Information

At June 30, 1995, the net unrealized appreciation based on cost for 
Federal income tax purposes of $259,838,918 was as follows:

Aggregate gross unrealized appreciation for all investments in which there 
is an excess of value over tax cost			                		$ 13,051,321 

Aggregate gross unrealized depreciation for all investments in which there 
is an excess of tax cost over value	    		 	               (565,501)

Net unrealized appreciation				                      		$ 12,485,820 



The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES

STATEMENT OF ASSETS AND LIABILITIES							
		
June 30, 1995

ASSETS:
Investments in securities, as annexed, at value
   (identified cost $259,838,918) (Note 1a)		     	$ 272,324,738 
Cash				                       		                         29,561
Bonds sold receivable				                                255,000 
Interest receivable				                                5,586,509 
     Total assets				               		               278,195,808 

LIABILITIES:
Bonds purchased payable 			     $ 3,448,794 
Dividends payable  (Note 1d)			   5,168,120 
Fund shares redeemed payable			     158,166 
Investment advisory and transfer agent
   fees payable (Note 2)			         127,903 
Accrued expenses			                   3,491 
      Total liabilities				                           8,906,474 

Net assets, at value (Note 4)			               			$ 269,289,334 

NET ASSETS:
Net assets consist of:
Capital				         			                           $ 261,128,219
Net accumulated realized losses
 on investment transactions	                        (4,324,705)
Net unrealized appreciation in
 value of investments                               12,485,820 
Net assets, at value (Note 4)				                $ 269,289,334 

NET ASSET VALUE, offering price and 
  redemption price per share		
  ($269,289,334 , 36,914,955 shares) (Note 4)	  	$ 7.29


STATEMENT OF OPERATIONS	
For the year ended June 30, 1995

Investment income:
	Interest income					                          		$  16,163,932

Expenses:
	Audit								                                         28,775 
	Investment advisory fees (Note 2)				              1,164,516 
	Insurance							 	                                    29,646 
	Legal								 	                                       23,000 
	Printing								                                      30,000 
	Postage								                                       21,100 
	Registration fees		  					                             4,779 
	Transfer agent (Note 2)						                        317,855 
	Trustees' fees							                                 25,739 
	Interest									                                        709 
	Miscellaneous		             				                         210 

	Total expenses		     				                          1,646,329 
Net investment income		   					                    14,517,603 

Realized and unrealized gain/(loss) on investments (Notes 3 and 5)
	Net realized loss							                          (4,324,705)
	Net increase in unrealized appreciation		          9,007,708 
Net realized and unrealized gain on investments		   4,683,003 

Net increase in net assets resulting
 from operations	                               $  19,200,606 



The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES

STATEMENT OF CHANGES IN NET ASSETS
For the years ended June 30, 1995 and 1994




Increase in net assets:	             			1995 	   	    1994 
Operations:
Net investment income			         $   14,517,603 	$ 14,174,940 
Net realized gain/(loss) on
  investments	              		      	(4,324,705)	   2,277,225 
Net increase/(decrease)
  in unrealized appreciation	     		  9,007,708  (15,218,503)
Net increase in net assets
  resulting from operations	      		 19,200,606    1,233,662 
Capital gains distributed to shareholders
($.046 and $.048 per share,
 respectively)                      	(1,677,266)  (1,674,049)
Dividends to shareholders
($.403 and $.409 per share,
 respectively)                      (14,517,603)	 (14,174,940)
Net fund share transactions (Note 4)  9,097,571    33,939,426 

Total increase				                   12,103,308    19,324,099 
Net assets:
Beginning of year		 		              257,186,026   237,861,927 
End of year					                $   269,289,334 $ 257,186,026 




The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - KENTUCKY SHORT-TO-MEDIUM SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           

Bond Description				
        Maturity                                                Market 
Coupon	   Date	   Rating+                           	 Par	       Value    

HOSPITAL AND HEALTHCARE REVENUE BONDS		
1.52%	 Percent of Total Market Value		

Jefferson County KY - Jewish Hospital			
6.450	01/01/97      A/A+*	                              85,000 	 87,531 	
Jefferson County KY - Medical Center Hospital		
5.750	05/01/97      A	                               	  60,000 	 61,271 	
KY Development Finance Authority- St.Clair Med Ctr	
6.000	09/01/97      A-*		                              310,000 	318,646 
KY Development Finance Authority- St.Clair Med Ctr	
6.150	09/01/98      A-*		                              325,000 	338,894 
KY Development Finance Authority - St.Luke Hospital	
7.000	10/01/95      A/A-*	                              50,000 	 50,321 	


INDUSTRIAL REVENUE AND POLLUTION CONTROL REVENUE BONDS		
2.81%	 Percent of Total Market Value		

Trimble County KY PCR				
7.250	12/01/16      Aa2/AA*                         1,500,000 1,582,275 	

INSURED MUNICIPAL REVENUE BONDS		
9.84%	 Percent of Total Market Value		

Danville Multi - Shelbyville Water & Sewer		
5.750	07/01/98     AAA*	                              300,000  	311,019
Danville Multi - Shelbyville Water & Sewer		
5.600	07/01/97     AAA*	                              260,000  	266,269 
Daviess County KY Hospital Revenue			
4.150	09/01/96     Aaa/AAA*                        	  200,000  	199,810 
Daviess County KY Hospital Revenue			
4.400	09/01/97     Aaa/AAA*	                          130,000  	130,046 
Jefferson County KY - Alliant Hospital			
4.600	10/01/95     Aaa/AAA*	                          500,000  	500,615 
Jefferson County KY - Norton Kosair Hospital		
6.800	10/01/96     AAA*	                              250,000  	257,738 
KY Development Finance Authority-St.Elizabeth Hosp	
6.100	11/01/97     AAA*	                              500,000  	518,860 
Kenton County KY Airport Corporation			
4.450	03/01/98     Aaa/AAA*                        	1,000,000 1,001,690 
KY Housing Corporation				
4.450	07/01/00     Aaa/AAA*	                          500,000  	490,555 
KY Turnpike Authority Economic Development		
7.600	01/01/99     Aaa		                              200,000	  210,384 
Lexington-Fayette Urban County Govt-Residential Mtg	
6.800	05/15/96     AA*	                            	  135,000  	137,940	
Louisville-Jefferson County Metro Sewer		
6.250	06/01/96     Aaa/AAA*	                        1,255,000 1,279,272 
Somerset KY Water & Sewer Revenue			
6.100	12/01/97     AAA*	                              230,000  	239,246 	

KY STATE PROPERTY AND BUILDING COMMISSION REVENUE BONDS		
	17.80%	 Percent of Total Market Value		

Project #48-53						
6.000	08/01/97     A/A*	                              585,000  	603,667 
Project #48-53						
5.900	10/01/99     A/A*	                              170,000  	178,568 
Project #48-53						
5.500	08/01/96     A/A+*                          	    50,000	   50,612	
Project #48-53						
5.750	08/01/95     A/A*	                              625,000	  625,806	
Project #26						
7.000	06/01/96     A/A*	                              500,000  	511,880 
Project #27						
6.600	05/01/97     A/A*	                              375,000  	389,839	
Project #27						
6.500	05/01/96     A/A*	                              200,000	  203,510 
Project #30-5						
7.000	12/01/96     A/A*	                               50,000 	  51,816	
Project #30-5						
8.750	12/01/95     A/A*                            	  500,000  	509,375	
Project #30-5						
6.900	12/01/95     A/A*	                              125,000  	126,263 
Project #32,36						
6.200	06/01/96     A	                              	  400,000  	406,652 
Project #34						
6.900	06/01/96     A		                                 50,000 	  51,144	
Project #40						
7.900	11/01/97     A/A*                            	1,000,000 1,077,260
Project #48-53						
5.600	10/01/96     A/A*                            	1,000,000 1,015,240	 
Project #48-53						
5.700	08/01/97     A                              		  100,000  	102,599 
Project #48-53						
5.700	10/01/97     A/A*                            	1,030,000 1,058,778
Project #53						
5.800	10/01/98     A/A*	                              500,000   519,730
Project #54						
4.300	09/01/96     A/A*	                              100,000  	 99,961
Project #55						4.100
	09/01/98     A/A*	                                 1,000,000  	981,600 


The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE SHORT-TO-MEDIUM SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           


Bond Description				
        Maturity                                                 Market
Coupon	   Date	      Rating+                           	 Par	     Value    

Project #34						
7.000 	12/01/98        A/A*	                            500,000  	539,510 
Project #55						
4.150 	09/01/99        A/A*	                            945,000  	929,682 	

KY TURNPIKE AUTHORITY REVENUE BONDS		
14.12%	 Percent of Total Market Value		

KY Turnpike Authority Economic Development		
6.900 	05/15/97        A/A*	                            300,000  	313,446 
KY Turnpike Authority Economic Development		
7.000 	05/15/99        A/A*	                          1,750,000 1,898,680 
KY Turnpike Authority Economic Development		
5.000 	01/01/98        A/A+*	                         2,000,000 2,026,700 
KY Turnpike Authority Economic Development		
4.600 	07/01/98        A/A*	                            730,000  	733,446 
KY Turnpike Authority Economic Development		
7.400 	01/01/97        A/A*	                            550,000  	574,310	
KY Turnpike Authority Economic Development		
7.200 	07/01/96        A/A*	                            100,000  	102,786 
KY Turnpike Authority Economic Development		
4.500 	01/01/96        A/A*	                            400,000  	400,332 
KY Turnpike Authority Resource Recovery		
7.100 	07/01/96        A/A+*	                            520,000 	533,983 
KY Turnpike Authority Toll Roads			
8.125 	07/01/98        A/A*	                           1,300,000 1,371,487 

MUNICIPAL UTILITY REVENUE BONDS		
0.92%	 Percent of Total Market Value		

Ashland KY Utility Revenue				
5.700 	04/01/96        A-	      	                         25,000  	 25,268 	
Campbell County KY Water District			
7.400 	12/01/96        A 	                           	    25,000  	 25,827 	
Cynthiana KY Water & Sewer				
4.500 	01/01/96        BBB-*	                            200,000  	200,018 
Cynthiana KY Water & Sewer				
5.250 	01/01/98        BBB-*	                            265,000  	267,594 	


PREREFUNDED BONDS AND ESCROWED TO MATURITY		
9.42%	 Percent of Total Market Value		

Ashland KY Utility Revenue				
7.000	04/01/99        A-                            		    50,000 	 53,329 	
Danville Multi - Hopkinsville Flood Control - ETM	
6.200	06/01/01        Baa1	                              165,000 	178,715 
Danville Multi - Hopkinsville Flood Control - ETM	
5.800	06/01/98        Baa1	                              130,000 	134,820 
Danville Multi - Hopkinsville Flood Control - ETM	
6.100	06/01/00        Baa1	                              140,000 	149,272 
KY Development Finance Authority - St. Joseph Hosp   
12.250	05/01/11       AAA*	                              750,000 	854,370 
KY State Property & Building - Project #32-2		
8.000 	12/01/96       Aaa/AAA*	                           70,000 	 72,562 	
KY State Property & Building - Project #40-1 Toyota	
8.200 	11/01/99       A	                              	  400,000 	441,244 
KY State Property & Building - Project #39		
8.000 	12/01/04       A/AAA*	                          1,000,000 1,105,070 
KY Turnpike Authority Economic Development		
7.875 	01/01/04       AAA*	                            1,000,000 1,055,610 
KY Turnpike Authority Resource Recovery		
6.500 	07/01/10       Aaa/AAA*	                          480,000  	500,270 
KY Turnpike Authority Resource Recovery		
9.100 	01/01/04       Aaa/AAA*	                           40,000  	 41,205 
KY Turnpike Authority Resource Recovery	
9.200 	07/01/08        Aaa/AAA*	                          40,000  	 41,205
KY Turnpike Authority Toll Roads			
6.200 	07/01/11        A	                             	  660,000  	682,823 	


PUBLIC CORPORATION REVENUE BONDS		
2.04%	 Percent of Total Market Value		

Boone County Ky COPS (Golf Course)			
5.200	11/15/95        A	                              	  100,000  	100,389	
Corbin KY City Hall Public Corporation			
7.100	10/01/97        NR	                                 75,000 	  75,462 
Danville Multi - Jefferson County Administration	
5.750	02/01/00        A                               	  150,000  	156,234 
Danville Multi - Mt.Sterling				
6.800	09/01/99        NR                             	    75,000 	  79,930
Danville Multi - Riverpark				
4.650	07/01/00        A	   	                             340,000   339,548
Erlanger KY Public Property 1st Mortgage		
6.300	11/01/95        BBB*     	                          35,000 	  35,219 
Louisville KY Public Property Corporation		
5.500	04/01/99        A/A*                               350,000  	360,350 


The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - KENTUCKY SHORT-TO-MEDIUM SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           


Bond Description			
        Maturity                                                   Market
Coupon	   Date	    Rating+                                	 Par	    Value    

SCHOOL BUILDING REVENUE BONDS		
11.08%	 Percent of Total Market Value		

Barren County KY Schools				
5.950	06/01/96    A-	                                	    90,000	 	 91,337 	
Bell County KY Schools					
5.850	10/01/96    A-	                                   	250,000   254,718 	
Floyd County KY Schools				
6.000	04/01/98    A-	                                   	130,000 		135,053 
Floyd County KY Schools				
6.000	04/01/96    A-	                                   	155,000  	156,942 
Floyd County KY Schools				
6.000	04/01/97    A-	                                   	170,000 		174,583 
Jefferson County KY Schools				
6.000	05/01/98    A1/A+*                                	900,000  	935,991 
Jefferson County KY Schools				
5.750	03/01/96    Aaa/A+*                              1,000,000 1,010,520 
Jefferson County KY Schools Series:C			
5.900	05/01/97    A1/A+*	                                700,000  	719,145 
Jefferson County KY Schools Series:C			
5.700	05/01/96    A1/A+*                               1,000,000 1,012,700 
KISTA Equipment Lease Revenue			
5.900	03/01/99    A	                                    	200,000  	208,124 
KISTA Equipment Lease Revenue			
6.000	03/01/00    A	                                    	500,000  	527,355	
KISTA Equipment Lease Revenue			
5.250	03/01/96    A/A-*                                 	500,000  	502,805 
KISTA Equipment Lease Revenue			
4.500	03/01/97    A	                                    	245,000 		245,064 
Muhlenberg County KY Schools				
4.900	08/01/98    A	                                    	130,000  	131,739 
Muhlenberg County KY Schools				
4.700	08/01/97    A	                                    	135,000	 	135,981 

STATE GENERAL OBLIGATION REVENUE BONDS		
0.63%	 Percent of Total Market Value		

Louisville KY Municipal Improvement G.O.	
5.200	09/01/96   A1/AA-*                                	350,000	 	354,438 

STATE AND LOCAL MORTGAGE REVENUE BONDS		
3.08%	 Percent of Total Market Value		

Jefferson County KY Home Mortgage-Single Family	
9.100	05/01/96   A/A1*	                                   10,000 		 10,378
KY Housing Corporation			
5.250	07/01/97   Aaa/AAA*	                               500,000  	506,820 
Lexington Center Corporation Mortgage Revenue	
4.300	10/01/98   A	                                    1,000,000  	993,050 
Louisville KY Multi Family Housing LOC		
7.100	07/15/96   AA2	                                   	220,000  	226,475 

STATE AND LOCAL REVENUE BONDS		
13.03%	 Percent of Total Market Value		

KY Higher Education Student Loan Revenue		
8.200	12/01/97   A	                                        5,000 		  5,080 
KY Higher Education Student Loan Revenue		
4.700	06/01/00   A1/AA-*                               2,500,000 2,480,425
KY Higher Education Student Loan Revenue
4.550	06/01/99   A1/AA-*                               1,000,000   993,590 	
KY Higher Education Student Loan Revenue		
4.400	12/01/98   A1/AA-*                               2,000,000 1,982,400
KY Higher Education Student Loan Revenue 
Series:C	5.950	06/01/97   A	                            	880,000   901,877 	
KY Higher Education Student Loan Revenue Series:C	
6.050	12/01/98   A	                                     	150,000   156,900 	
KY Infrastructure Authority Series: D			
5.800	08/01/95   A                                     		 90,000 		 90,123 	
KY Infrastructure Authority Series: E			
5.900	06/01/99   A/A*                                  		215,000   225,066 	
KY State Bureau Vocational Education KSCB		
7.800	11/01/95   A*	                                    	500,000 		505,935 


UNIVERSITY CONSOLIDATED EDUCATION AND BUILDING REVENUE BONDS		
8.13%	 Percent of Total Market Value		

Murray State University Consolidated Education	
3.800	05/01/97   A/A*	                                   	605,000 	599,367 
Murray State University Consolidated Education	
4.000	05/01/98   A 	                                    1,000,000 	987,300	
University of Kentucky Community College		
6.600	05/01/98   A/AA-*                                  	285,000 	300,513 
University of Kentucky Community College		
6.250	05/01/98   A/AA-*                                  	225,000		235,172 	


The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - KENTUCKY SHORT-TO-MEDIUM SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Kentucky Municipal Bonds -- 100%
June 30, 1995           


Bond Description				
        Maturity                                                  Market 
Coupon	   Date	    Rating+                              	 Par	     Value    

University of Kentucky Community College Series:H	
6.600	05/01/96    A/AA-*	                               500,000     509,180 	
University of Kentucky Community College Series:H	
6.600	05/01/97    A/AA-*	                               500,000     519,340 	
University of Kentucky Consolidated Education		
6.600	05/01/99    A1/AA-*	                              100,000     105,441 	
University of Louisville Consolidated Education		
5.100	05/01/97    A/AA-*	                               815,000     825,196 	
University of Louisville Consolidated Education Series:G	
6.000	05/01/97    A/A+*	                                485,000     498,678 


VARIABLE RATE BONDS		
5.58%	 Percent of Total Market Value		

Louisville KY  Zeochem Project				
4.150	09/01/01    Aa3	                                3,150,000   3,150,000 	


Total investments (cost $56,006,262)						         $ 55,000,000	$ 56,352,179 	
                                                         (Notes 3 and 5)		 


 *	Standard and Poor's Corporation		
NR	Not Rated		
	All other ratings by Moody's Investors Service, Inc.

+	Bond ratings were obtained from sources believed to be reliable but 
were not verified by Coopers & Lybrand L.L.P.

Federal Income Tax Information

At June 30, 1995, the net unrealized appreciation based on cost for 
Federal income tax purposes of $56,006,262 was as follows:

Aggregate gross unrealized appreciation for all investments which there is
an excess of value over tax cost			                 		$ 1,410,374 

Aggregate gross unrealized depreciation for all investments in which there 
is an excess of tax cost over value					               (1,064,457)

Net unrealized appreciation				                     		$   345,917 




The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE SHORT-TO-MEDIUM SERIES

STATEMENT OF ASSETS AND LIABILITIES							
		
June 30, 1995

ASSETS:
Investments in securities, as annexed, at value
   (identified cost $56,006,262) (Note 1a)		    	$  56,352,179 
Cash				                     		                        155,953 
Bonds sold receivable				                               70,000 
Interest receivable				                                769,275 
     Total assets				                 		            57,347,407 

LIABILITIES:
Dividends payable  (Note 1d)		    	$  242,389
Fund shares redeemed payable			           187
Investment advisory and transfer agent
   fees payable (Note 2)			            29,836
Accrued expenses			     	              18,072
      Total liabilities				   		                      290,484 

Net assets, at value (Note 4)				               $  57,056,923 

NET ASSETS:
Net assets consist of:
Capital				 				                                $  57,125,184 	
Net accumulated realized losses on
 investment transactions	                            (414,178)
Net unrealized appreciation in
 value of investments		                               345,917 
Net assets, at value (Note 4)				               $  57,056,923 

NET ASSET VALUE, offering price and 
  redemption price per share		
  ($57,056,923 , 11,012,547 shares) (Note 4)	   $ 5.18 


STATEMENT OF OPERATIONS	
For the year ended June 30, 1995

Investment income:
	Interest income						                         	$  2,921,812

Expenses:
	Audit				                            				            20,275 
	Investment advisory fees (Note 2)				               309,977 
	Insurance							                                      6,078 
	Legal								                                         7,500 
	Printing							                                       6,317 
	Postage								                                       6,316 
	Transfer agent (Note 2)						                        80,395 
	Trustees' fees							                                 6,271 
	Interest		             					                             18 

	Total expenses		     					                          443,147 
Net investment income		   					                    2,478,665 

Realized and unrealized gain/(loss) on investments (Notes 3 and 5)
	Net realized loss						                            (414,178)
	Net increase in unrealized appreciation		           550,829 
Net realized and unrealized gain on investments		    136,651 

Net increase in net assets resulting
 from operations	                               $  2,615,316 



The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE SHORT-TO-MEDIUM SERIES

STATEMENT OF CHANGES IN NET ASSETS
For the years ended June 30, 1995 and 1994





Increase in net assets:             					1995       			1994 
Operations:
Net investment income			          	$   2,478,665 	$  2,619,983 
Net realized gain/(loss) on
  investments				                       (414,178)	     114,065 
Net increase/(decrease)
  in unrealized appreciation		           550,829 	  (1,726,714)
Net increase in net assets
resulting from operations			           2,615,316 	   1,007,334 
Capital gains distributed to shareholders
($.01 and $.00356 per share,
  respectively)                          (61,242)      (45,271) 
Dividends to shareholders
($.206 and $.207 per share,
  respectively)                   	   (2,478,665)	   (2,619,983)
Net fund share transactions (Note 4) (12,569,519)    15,194,200 

Total increase/(decrease)		        	 (12,494,110)	   13,536,280 
Net assets:
Beginning of year	            	  			  69,551,033 	   56,014,753 
End of year					                      57,056,923      $  69,551,033 



The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Tennessee Municipal Bonds -- 100%
June 30, 1995           


Bond Description				
         Maturity                                               Market
Coupon	   Date	    Rating+                            	 Par	     Value    

HOSPITAL AND HEALTHCARE REVENUE BONDS		
5.24%	 Percent of Total Market Value		

Anderson County TN Health & Education-Methodist Med 
5.650	07/01/07      A1		                               155,000  	156,189	
Signal Mountain TN Health & Education - Alexian Village 
7.500	01/01/19      A		                                 15,000 	  16,556	
Sumner County TN Health & Education Revenue	  
7.500	11/01/14      A-*	 	                              75,000 	  86,555	

INDUSTRIAL REVENUE AND POLLUTION CONTROL REVENUE BONDS		
5.07%	 Percent of Total Market Value		

Chattanooga TN IDB Revenue - F.L. Haney		
7.200	02/15/10      AAA*                             	 100,000 	115,497 
Chattanooga TN IDB Revenue - F.L. Haney		
7.200	08/15/10      AAA*                            	   20,000 	 23,391 	
Franklin County TN IDB Multi-Family - Sussex Downs	
6.250	06/01/07      AAA*	                               30,000 	 32,411
TN Local Development Authority-Community Prov.Pool	
6.250	10/01/09      A/A-*	                              30,000 	 31,788 	
TN Local Development Authority-Community Prov.Pool	
6.450 10/01/14      A1/A*	                              40,000 	 42,190 	
TN Local Development Authority-Community Prov.Pool	
7.000 	10/01/11     A-*		                                5,000 	  5,501 	

INSURED MUNICIPAL REVENUE BONDS		
24.88%	 Percent of Total Market Value		

Chattanooga-Hamilton TN Hospital Rev-Erlanger Med	
5.625 	10/01/18     Aaa/AAA*	                           30,000 	 29,406 	
Chattanooga-Hamilton TN Hospital Rev-Erlanger Med	
5.500 	10/01/13     AAA/AAA*	                            5,000	   4,870 	
Clarksville TN Water & Sewer Revenue			
6.250 	02/01/18     Aaa/AAA*                         	 200,000 	204,244	
Gatlinburg TN Public Building Revenue			
6.900 	12/01/12     Aaa/AAA*	                           90,000   97,850 
Greater TN Housing Assistance Multi-Family		
7.250 	07/01/24     Aaa/AAA*                        	    5,000 	  5,791 
Knox County TN Hospital - Ft. Sanders			
5.650 	01/01/08     Aaa/AAA*	                           20,000   20,433 
Knox County TN Hospital - Ft. Sanders			
6.250 	01/01/13     Aaa/AAA*	                           10,000	  10,570 
Knox County TN Health & Education - Mercy Health	
5.875 	09/01/15     Aaa/AAA*	                           15,000   15,385 
Knox County TN Health & Education - Mercy Health	
6.000 	09/01/19     Aaa/AAA*	                            5,000    5,083 
Knox-Chapman TN Utility District Water & Sewer	
6.000 	01/01/14     Aaa/AAA*	                           40,000	  40,372 
Lauderdale County TN G.O. - Correction Facility	
6.000 	04/01/13     Aaa/AAA*	                           20,000   20,570 
Lawrence County TN Public Improvements		
6.300 	03/01/08     Aaa/AAA*                         	  50,000   53,150 
Memphis-Shelby County TN Airport Revenue		
5.650 	09/01/15     Aaa/AAA*	                           55,000	  53,512
Metro Nashville TN Airport Revenue			
6.600 	07/01/15     Aaa/AAA*                          	130,000 	136,752
Metro Nashville TN Health & Education-Meharry Hospital	
7.000 	12/01/11     Aaa/AAA*	                          100,000 	111,478 
Metro Nashville TN Airport Revenue			
6.600 	07/01/15     Aaa/AAA*	                           20,000	  21,039 
Milan TN Schools					
6.750 	04/01/13     Aaa/AAA*                         	  60,000	  65,543	
Milan TN Hospital Revenue				
5.100 	03/01/14     Aaa/AAA*                        	    5,000    4,588 
Putnam County TN Schools				
5.125 	04/01/12     Aaa/AAA*	                           10,000    9,353 
Shelby County TN Health & Education-Lebohnhuer	
5.500 	08/15/19     Aaa/AAA*	                           20,000	  19,320 
Shelby County TN Health & Education - Heritage Place	
6.900 	07/01/14     Aaa/AAA*                          	150,000 	163,007 
Sullivan County TN Health & Education-Holston Valley 	
5.750 	02/15/13     Aaa/AAA*	                           30,000 	 29,910
Tipton County TN Schools		
6.650 	04/01/14     Aaa/AAA*	                           30,000 	 32,110 	
TN Housing Development Agency			
5.900 	07/01/17     Aaa/AAA*	                           35,000 	 34,660 	
West Knox TN Water & Sewer Utility			
6.500 	12/01/13     Aaa/AAA*                         	  40,000 	 41,604 	

MUNICIPAL UTILITY REVENUE BONDS		
16.17%	 Percent of Total Market Value		

Atoka TN Water & Sewer Revenue			
7.000 	02/01/11    NR	                               	  50,000 	 51,027 	
Knoxville TN Gas Utility Revenue			
5.900 	03/01/12    A1/AA*	                              25,000 	 24,788 	
Memphis TN Sewer Revenue				
5.750 	10/01/14    Aa/AA*	                             100,000 	 99,759 	
Memphis TN Water Revenue				
6.000 	01/01/12    Aa/AA*                            	 140,000  143,556 	



The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Tennessee Municipal Bonds -- 100%
June 30, 1995           

Bond Description			
        Maturity  	                                                Market
Coupon	   Date	    Rating+ 	                               Par	     Value    

Metro Nashville/Davidson TN Water & Sewer Revenue	
7.000 	01/01/14   A1/A*                                 	  50,000 	 51,461 	
Metro Nashville/Davidson TN Electric Revenue		
6.000 	05/15/12   Aa/AA*	                                  30,000 	 31,104 	
Metro Nashville/Davidson TN Electric Revenue		
6.000 	05/15/17   Aa/AA*	                                 345,000  350,423 	
Metro Nashville/Davidson TN Water & Sewer Refunding
5.500 	01/01/16   A1/A*	                                    5,000	   4,747 	
Mt Juliet TN Utility District				
7.550 	02/01/14   A3		                                     25,000 	 27,678 	
Scott County TN Public Improvement Utility		
5.500 	09/01/07   Baa	                                  	  15,000		 15,117 	

PREREFUNDED BONDS AND ESCROWED TO MATURITY		
1.60%	 Percent of Total Market Value		

Jackson TN Water & Sewer Revenue 			
7.200 	07/01/12   Aaa/AAA*                              	  10,000  	11,643 	
Metro Nashville/Davidson TN Water & Sewer Revenue	
6.500 	12/01/14   Aaa/AAA*	                                60,000  	67,255 	

MUNICIPAL LEASE AND RENTAL REVENUE BONDS		
	0.45%	 Percent of Total Market Value		

Memphis-Shelby County TN Airport - Federal Express	
7.875 	09/01/09   Baa3/BB*	                                20,000 		22,490 	


COUNTY GENERAL OBLIGATION AND SCHOOL REVENUE BONDS		
11.13%	 Percent of Total Market Value		

Marshall County TN Schools				
5.600	06/01/14    A		                                       5,000	   4,836 
Marshall County TN Schools				
5.700	06/01/09    A	                                    	  25,000	  25,261 
Metro Nashville/Davidson TN Correctional Facilities	
7.000	09/01/11    A1/A*                                   180,000 	194,260	
Shelby County TN Schools Series:A			
5.900	03/01/12    Aa/AA*                                	  10,000	  10,278 
Shelby County TN G.O. Public Improvements		
5.875	03/01/07    Aa/AA*                                	  50,000	  51,566	
Shelby County TN G.O. Public Improvements Series:A	
6.000	03/01/13    Aa/AA*	                                  30,000   30,856 
Shelby County TN Schools				
6.000	03/01/13    Aa/AA+*                               	  35,000	  36,068 
Shelby County TN Schools				
5.900	03/01/16    Aa/AA+*	                                 50,000	  49,877 
Williamson County TN G.O. Public Works		
5.600	09/01/10    Aa	                                   	  45,000	  45,668 
Wilson County TN COPS				
6.125	06/30/10    A	                                     	100,000 	101,559 	


LOCAL GENERAL OBLIGATION AND SCHOOL REVENUE BONDS		
5.33%	 Percent of Total Market Value		

Chattanooga TN G.O. Refunding			
5.500	11/01/09    A1/A+*	                                   5,000		  4,912 	
Collierville TN G.O. Improvements			
5.900	05/01/12    A1	                                     	30,000 		30,260 	
Lebanon TN G.O. Public Improvements			
5.500	03/01/11    A	                                      	25,000 		24,510 	
Memphis TN General Improvement			
5.500	10/01/10    Aa/AA*                                  	20,000 		20,045 	
Memphis TN General Improvement			
5.250	03/01/13    Aa/AA*                                  	20,000 		19,285 	
Metro Nashville/Davidson TN G.O. Multi-Purpose	
6.125	05/15/19    Aa/AA*                                  	90,000 		92,188 	
Metro Nashville/Davidson TN G.O. Multi-Purpose	
6.125	05/15/13    Aa/AA*                                  	70,000 		72,439 	


STATE AND LOCAL MORTGAGE REVENUE BONDS		
23.62%	 Percent of Total Market Value		

Knoxville TN Community Development Multi-Family (Clinton Towers)
6.650	10/15/10    A*	                                     	35,000		38,123 	
Knoxville TN Community Development Multi-Family	
5.350	04/15/07    A*	                                    	  5,000	  4,965 	
Memphis TN Health & Education/Multi Hsg (Hunter's Trace)
6.250	10/01/13    Aaa	                                    	50,000		51,710 	



The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE INCOME SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Tennessee Municipal Bonds -- 100%
June 30, 1995           


Bond Description			
         Maturity  	                                               Market
Coupon	   Date	    Rating+                               	 Par	     Value    

Memphis TN Health & Education/Multi Housing (Hunter's Trace)
6.250	06/01/13    AA*		                                    55,000	  56,201
Metro Nashville/Davidson TN Multi-Family-(Hermitage)	
5.900	02/01/19    A*                                    		250,000 	239,858 
Murfreesboro TN Multi-Family (Westbrook Towers)
5.875	01/15/10    A*	                                    	150,000 	147,054 
Shelby County TN Health & Education/Multi Hsg (Windsor Apts)
6.750	10/01/17    AA*	                                   	355,000 	371,596 
TN Housing Development Agency			
6.700	07/01/12    Aa/A+*	                                  85,000 	  91,664 
TN Housing Development Agency			
5.900	07/01/18    A1/A+*                                 	145,000  	141,965	
TN Housing Development Agency			
5.850	07/01/13    A1/A+*	                                  25,000 	  25,056 

STATE GENERAL OBLIGATION & AGENCY REVENUE BONDS		
3.98%	 Percent of Total Market Value		

Memphis-Shelby County TN Airport - Federal Express	
6.750	09/01/12    Baa/BBB*                                155,000   160,329 	
TN State Schools					
6.250	05/01/17    A1/AA*	                                  35,000   	36,492 	

UNIVERSITY CONSOLIDATED EDUCATION BUILDINGS AND HOUSING REVENUE		
2.53%	 Percent of Total Market Value		

Metro Nashville/Davidson TN Health & 
Education - Vanderbilt					
6.500	05/01/16    Aa/AA*                                   80,000	  	83,884 	
Metro Nashville/Davidson TN Health & Education - Vanderbilt
6.000	10/01/16    Aa/AA*                                	  30,000   	30,811 	
Metro Nashville/Davidson TN Health & Education - Belmont Univ.
6.300	12/01/14    Baa	        	                            10,000    10,040 	

Total investments (cost $4,799,063) 						            $ 4,775,000$ 4,945,342  
									                                                 (Notes 3 and 5)		 
 *	Standard and Poor's Corporation		
NR	Not Rated		
	All other ratings by Moody's Investors Service, Inc.

+	Bond ratings were obtained from sources believed to be reliable but 
were not verified by Coopers & Lybrand L.L.P.

Federal Income Tax Information

At June 30, 1995, the net unrealized appreciation based on cost for 
Federal income tax purposes of $4,799,063 was as follows:

Aggregate gross unrealized appreciation for all investments in which there 
is an excess of value over tax cost			                  		$  158,186 

Aggregate gross unrealized deprecation for all investments in which there 
is an excess of tax cost over value					                     (11,907)

Net unrealized appreciation						                          $ 146,279 



The accompanying notes are an integral part of the financial statements.



DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE INCOME SERIES

STATEMENT OF ASSETS AND LIABILITIES							
		
June 30, 1995

ASSETS:
Investments in securities, as annexed, at value
   (identified cost $ 4,799,063) (Note 1a)		     	$  4,945,342 
Cash				              				                              54,348 
Interest receivable				     	      	                   106,184 
     Total assets				  	      		                     5,105,874 

LIABILITIES:
Bonds purchased payable		     	$  10,518 
Dividends payable  (Note 1d)		    59,689 
Fund shares redeemed payable		     1,065 
    Total liabilities			   	         		                71,272 

Net assets, at value (Note 4)				     	          $  5,034,602 

NET ASSETS:
Net assets consist of:
Capital				            		                        $  4,906,806 	
Net accumulated realized losses on
 investment transactions	                             (18,483)
Net unrealized appreciation in
 value of investments		                               146,279 
Net assets, at value (Note 4)				                $  5,034,602 

NET ASSET VALUE, offering price and 
  redemption price per share		
  ($5,034,602 , 500,745 shares) (Note 4)			      $ 10.05 


STATEMENT OF OPERATIONS	  
For the year ended June 30, 1995


Investment income:
	Interest income						                     	$    137,917 

Expenses:
	Audit								                                     6,700 
	Investment advisory fees (Note 2)		     		       11,633 
	Insurance							                                    241 
	Legal		    						                                 1,000 
	Printing							                                   1,000 
	Postage		  						                                 1,000 
	Registration fees		      				                     1,413 
	Transfer agent (Note 2)		      			                3,490 
	Trustees' fees							                               197 
	Miscellaneous		           				                      250 

	Total expenses		          				                   26,924 
	Reimbursement from Investment Adviser (Note 2)  (19,037)
Net investment income		     					                130,030 

Realized and unrealized gain/(loss) on investments (Notes 3 and 5)
	Net realized loss		        				                (10,904)
	Net increase in unrealized appreciation		      174,077 
Net realized and unrealized gain on investment  163,173 

Net increase in net assets resulting from
 operations	                               $    293,203 



The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE INCOME SERIES

STATEMENT OF CHANGES IN NET ASSETS
For the year ended June 30, 1995 and
the period December 20, 1993 (commencement of operations) to June 30, 1994




Increase in net assets:			              		1995	        		1994	
Operations:	
Net investment income			          	$      130,030 	$      13,450 
Net realized loss on
 investments					                         (10,904)	       (7,579)
Net increase/(decrease)
in unrealized appreciation 			          	 174,077 	      (27,798)
Net increase/(decrease) in net assets
  resulting from operations			            293,203        (21,927)
Dividends to shareholders
  ($.535 and $.275 per share)  		     		 (130,030)	      (13,450)
Net fund share transactions (Note 4)	   4,077,244 	      829,562 

Total increase					                     4,240,417 	      794,185 
Net assets:
Beginning of period		            		       794,185 	            0 
End of period				                    $  5,034,602  $     794,185 
	



The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE SHORT-TO-MEDIUM SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Tennessee Municipal Bonds -- 100%
June 30, 1995           


Bond Description
         Maturity                                                    Market
Coupon     Date    Rating+                                 	 Par	     Value    

INSURED MUNICIPAL REVENUE BONDS		
15.38%	 Percent of Total Market Value		

Chattanooga-Hamilton TN (Erlanger Medical)		
5.125	10/01/02   Aaa/AAA*                                  	50,000 		50,768 	
Chattanooga TN G.O. Water & Sewer Revenue		
5.000	06/01/98   Aaa/AAA*                                  	50,000 		50,716 	
Hamilton County TN IDB Lease Revenue		
4.875	09/01/97   Aaa/AAA*                                  	10,000 		10,113 	
Johnson City TN Hospital Revenue			
6.200	07/01/99   Aaa/AAA*                                  	10,000 		10,590 
Milan TN Hospitals					
7.050	03/01/99   Aaa/AAA*                                  	80,000 		86,345 	
Metro Government Nashville/Davidson TN Energy	
6.500	07/01/99   Aaa/AAA*                                  	10,000 		10,418 	
Metro Government Nashville/Davidson TN HEA Advent	
6.400	11/15/95   Aaa/AAA*	                                  10,000 		10,085 	
Shelby County TN Health & Education			
6.500	06/01/97   Aaa/AAA*                                 	  5,000		  5,194 	

MUNICIPAL UTILITY REVENUE BONDS		
4.41%	 Percent of Total Market Value		

City of Loudon TN Electric Revenue			
4.400	07/01/97   A1	                                       	10,000 		10,015 	
City of Memphis TN Sanitary Sewer System Revenue	
5.500	10/01/99   Aa/AA*	                                    25,000 		25,839 	
City of Memphis TN Sanitary Sewer System Revenue	
4.600	10/01/97   Aa/AA*	                                    10,000 		10,091 	
Sevier County TN Utility Revenue			
6.300	05/01/99   Aaa/AAA*                                  	20,000 		21,167 	


PREREFUNDED BONDS & ESCROWED TO MATURITY		
41.51%	 Percent of Total Market Value		

Chattanooga TN G.O.					
7.500	04/01/05   Aaa/AAA*                                  	20,000 		21,099 	
Chattanooga-Hamilton TN (Erlanger Medical)		
7.500	10/01/13   Aaa/AAA*                                  	10,000 		10,598 	
Chattanooga-Hamilton TN (Erlanger Medical)		
7.500	10/01/13   Aaa/AAA*	                                  15,000 		15,897 	
Clarksville TN Water/Sewer/Gas Revenue		
7.400	02/01/05   Aaa/AAA*                                  	10,000 		10,925 	
Fairview TN G.O. Water Improvement 			
6.900	06/01/01   Aaa/AAA*                                  	25,000 		26,731 	
Harpeth Valley TN Utility Revenue			
7.000	09/01/08   Aaa/AAA*                                  	10,000 		10,521 	
Harpeth Valley TN Utility Revenue			
7.250	09/01/11   Aaa/AAA*                                  	10,000 		10,550 	
Jackson TN Water/Sewer Revenue			
7.600	01/01/12   Aaa/AAA*                                  	10,000 		10,690 	
Jackson TN Water/Sewer Revenue			
10.375	07/01/12  Aaa/AAA*	                                  10,000 		12,289 	
Knox County TN Health & Education			
7.000 	01/01/08   Aaa/AA*	                                  10,000 		11,120 	
Knox County TN Health & Education			
7.000 	01/01/15   Aaa/AAA*	                                 30,000 		33,361 	
Knoxville TN Gas Revenue				
6.500 	04/01/11   Aa/AA*	                                   10,000 		10,635 	
Knoxville TN Gas Revenue				
6.700 	03/01/05   A1                                      		50,000 		53,859 	
Memphis TN G.O. Improvement			
6.800 	07/01/11   Aaa/AAA*                                 	40,000 		43,410 	
Metro Nashville/Davidson TN Airport Improvement	
7.750 	07/01/06   Aaa/AAA*                                	100,000		117,478 
Metro Nashville/Davidson TN Water/Sewer Revenue	
10.625	12/01/07   Aaa/AAA*	                                 20,000		 22,866 	
Metro Nashville/Davidson TN Health &
Education - Vanderbilt					
6.875 	07/01/18   Aaa/AAA*	                                 50,000 	 53,444 	
Metro Nashville/Davidson TN Water/Sewer Revenue	
6.600 	04/01/98   Aaa/AAA*	                                 15,000 	 15,837 	
Metro Nashville/Davidson TN Water/Sewer Revenue	
7.250 	01/01/16   Aaa/AAA*	                                  5,000 	  5,301 	
Metro Nashville/Davidson TN Water/Sewer Revenue	
7.200 	01/01/11   Aaa/AAA*	                                 45,000 		47,690 	
Oak Ridge TN Public Improvement G.O.		
6.600 	04/01/09   Aa	                                     	 10,000 		10,736 	
Scott/Morgan Counties TN Citizen Gas Utility District	
7.500 	01/01/09   Aaa/AAA*                                	 10,000 		11,144 	
Shelby County TN Health & Education			
7.600 	08/15/19   Aaa/AAA*                                	 50,000 		55,540 	
Williamson County TN School G.O.			
6.500 	04/01/05   Aa/AA*	                                   10,000 		10,372 	


PUBLIC CORPORATION REVENUE BONDS		
5.19%	 Percent of Total Market Value		

Clarksville TN Public Building - Pooled Loan		
4.750 	12/01/00   AA*	                                    	 80,000		 78,983 	


The accompanying notes are an integral part of the financial statements.


DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE SHORT-TO-MEDIUM SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Tennessee Municipal Bonds -- 100%
June 30, 1995           


Bond Description			
        Maturity	                                                   Market
Coupon	   Date	    Rating+ 	                                Par	     Value    

COUNTY GENERAL OBLIGATION AND SCHOOL REVENUE BONDS		
10.30%	 Percent of Total Market Value		

Gibson County TN School Revenue			
5.400 	08/01/96   BAA1                                  		 10,000 		 10,076 	
Hamilton County TN G.O. Revenue			
4.600 	10/01/98   Aa	                                    	 10,000 		 10,053 	
Knox County TN School G.O. Revenue			
4.250 	03/01/96   Aa/AA*	                                  10,000 		 10,002 	
Metro Government Nashville/Davidson
TN G.O. Improvement					
5.250 	05/15/97   Aa/AA*	                                  10,000 		 10,174 	
Shelby County TN G.O. Revenue			
6.600 	08/01/96   Aa/AA+*                                	 15,000 		 15,064 	
Shelby County TN G.O. Schools				
4.500 	03/01/96   Aa/AA+*	                                 70,000 		 70,216 	
Sumner County TN Schools				
7.000 	02/01/98   Aa                                    		 20,000 		 21,272 	
Williamson County TN Capital Outlay G.O.		
4.400 	08/01/97   Aa                                    		 10,000 		 10,025 	


LOCAL GENERAL OBLIGATION AND SCHOOL REVENUE BONDS		
22.54%	 Percent of Total Market Value		

Chattanooga TN G.O. Public Improvement		
4.900 	02/01/99   A1/A*	                                   40,000 		 40,365 	
Chattanooga TN G.O. Public Improvement		
5.000 	11/01/00   A1/A+*	                                  30,000 		 30,461 	
City of Oak Ridge TN Schools				
4.500 	07/01/97   AA*                                   		 20,000 		 20,068 
City of Oak Ridge TN Schools				
4.600 	07/01/98   AA*                                   		 15,000 		 15,033 	
Metro Government Nashville/Davidson TN G.O. Imp	
4.500 	05/15/99   Aa/AA*                                 	 70,000 		 69,948 	
Metro Government Nashville/Davidson TN G.O. Imp	
7.000 	06/15/97   Aa/AA*                                 	150,000	 	156,825 
Murfeesboro TN G.O. Revenue				
5.700 	09/01/99   A1                                    		 10,000 		 10,347 	

STATE GENERAL OBLIGATION & AGENCY REVENUE BONDS		
0.67%	 Percent of Total Market Value		

Tennessee State School Revenue			
5.800 	05/01/97   A1/AA*                                   10,000    10,252 	


Total investments (cost $ 1,508,725) 			              $ 1,445,000$ 1,522,598				
			                                                       (Notes 3 and 5)		
 *	Standard and Poor's Corporation		
NR	Not Rated		
	All other ratings by Moody's Investors Service, Inc.

+	Bond ratings were obtained from sources believed to be reliable but 
were not verified by Coopers & Lybrand L.L.P.


Federal Income Tax Information

At June 30, 1995, the net unrealized appreciation based on cost for 
Federal income tax purposes of $1,508,725 was as follows:

Aggregate gross unrealized appreciation for all investments in which there 
is an excess of value over tax cost				                   	$  15,280 

Aggregate gross unrealized deprecation for all investments in which there 
is an excess of tax cost over value	    			                   (1,407)

Net unrealized appreciation					                          	$  13,873 




The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE SHORT-TO-MEDIUM SERIES

STATEMENT OF ASSETS AND LIABILITIES							
		
June 30, 1995

ASSETS:
Investments in securities, as annexed, at value
   (identified cost $ 1,508,725) (Note 1a)		  	$   1,522,598 
Cash				  					                                       41,133 
Interest receivable				  	       	                    27,945 
     Total assets				  	     			                   1,591,676 

LIABILITIES:
Bonds purchased payable			     $ 51,161 
Dividends payable  (Note 1d)		    4,468 
Accrued expenses			   	           1,403 
      Total liabilities			   	                        57,032 

Net assets, at value (Note 4)				  	           $   1,534,644 

NET ASSETS:
Net assets consist of:
Capital				          			                       $   1,520,771
Net unrealized appreciation in
 value of investments	                                13,873 
Net assets, at value (Note 4)				              $   1,534,644 

NET ASSET VALUE, offering price and 
  redemption price per share		
  ($1,534,644 , 150,382 shares) (Note 4)			    $ 10.20 


STATEMENT OF OPERATIONS	  
For the period November 1, 1994 (commencement of operations) to June 30, 
1995


Investment income:
	Interest income						                    	$    19,278 

Expenses:
	Audit								                                   5,628 
	Investment advisory fees (Note 2)		     		      2,067 
	Insurance							                                   38 
	Legal		     						                              2,100 
	Printing							                                 1,200 
	Postage		    						                               500 
	Registration fees		        				                   526 
	Transfer agent (Note 2)		    				                 620 
	Trustees' fees							                              30 
	Miscellaneous		            				                    50 

	Total expenses		          				                 12,759 
	Reimbursement from Investment Adviser (Note 2)(11,008)
Net investment income		     					               17,527 

Realized and unrealized gain on investments (Notes 3 and 5)
	Net unrealized appreciation		      		          13,873 
Net realized and unrealized gain on investments 13,873 

Net increase in net assets resulting
 from operations	                          $    31,400 



The accompanying notes are an integral part of the financial statements.





DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE SHORT-TO-MEDIUM SERIES

STATEMENT OF CHANGES IN NET ASSETS
For the period November 1, 1994 (commencement of operations) to June 30, 
1995



		
Increase in net assets:			             		1995	
Operations:
Net investment income		            		$     17,527 	
Net unrealized appreciation			             13,873 	
et increase in net assets
resulting from operations		     	          31,400 	
Dividends to shareholders
($.283 per share)		                		     (17,527)	
Net fund share transactions (Note 4)	   1,520,771 	

Total increase		   			                  1,534,644 	
Net assets:
Beginning of period		                	         0 	
End of period				                    $  1,534,644 	




The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - INTERMEDIATE GOVERNMENT BOND SERIES
SCHEDULE OF PORTFOLIO INVESTMENTS
Government Municipal Bonds -- 100%
June 30, 1995           

                  						 	Maturity 		                   Market   
Bond Description			Coupon	  Date              	 Par	     Value    

FEDERAL HOME LOAN MORTGAGE CORPORATION
34.03%   Percent of Total Market Value		

Capital Debenture			8.740		12/08/04         	2,500,000 2,621,206 
	


FEDERAL HOME LOAN BANK
31.08%   Percent of Total Market Value		

Medium Term Note			8.170		12/16/04          	2,000,000 2,232,706 
Medium Term Note			7.560		09/01/04             150,000   160,794 



FEDERAL NATIONAL MORTGAGE ASSOCIATION		
26.43%  Percent of Total Market Value		

Fannie Mae - Medium Term Note	7.700		08/10/04 	 250,000   256,465
Fannie Mae - Medium Term Note	7.600		04/14/04	1,500,000 1,528,104 
Fannie Mae - Medium Term Note	7.550		06/10/04	  100,000   101,586 
Fannie Mae - Medium Term Note	7.090		04/01/04	  150,000   149,689 
	


STUDENT LOAN MARKETING ASSOCIATION		
8.46%	 Percent of Total Market Value		

Sallie Mae - Medium Term Note	8.440		12/03/12	  300,000   354,882 
Sallie Mae - Medium Term Note	9.250		06/01/04	  250,000   295,897 
	

Total investments (cost $7,303,587)			      $ 7,200,000 $ 7,701,329 
                           	 						              (Notes 3 and 5)	
	 

Federal Income Tax Information

At June 30, 1995, the net unrealized appreciation based on cost for 
Federal income tax purposes of  $7,303,587 was as follows:

Aggregate gross unrealized appreciation for all investments in which there 
is an excess of value over tax cost				                  	$  410,805 

Aggregate gross unrealized depreciation for all investments in which there 
is an excess of tax cost over value	  			                    (13,063)

Net unrealized appreciation					                         	$  397,742 



The accompanying notes are an integral part of the financial statements.




DUPREE MUTUAL FUNDS - INTERMEDIATE GOVERNMENT BOND SERIES

STATEMENT OF ASSETS AND LIABILITIES							
		
June 30, 1995

ASSETS:
Investments in securities, as annexed, at value
   (identified cost $7,303,587) (Note 1a)				$   7,701,329 
Cash				                      			                   21,877 
Interest receivable				                             66,710 
     Total assets				                		          7,789,916 

LIABILITIES:
Dividends payable  (Note 1d)			 $   45,052 
Investment advisory and transfer agent
  fees payable (Note 2)			   	      18,246 
Accrued expenses			                 13,935 
      Total liabilities				                         77,233 

Net assets, at value (Note 4)				            $   7,712,683 

NET ASSETS:
Net assets consist of:
Capital				         		                       $   8,055,524 
Net accumulated realized
 losses on investment transactions	               (740,583)
Net unrealized appreciation in
 value of investments		                            397,742 
Net assets, at value (Note 4)				            $   7,712,683 

NET ASSET VALUE, offering price and 
  redemption price per share		
  ($7,712,683 , 759,735 shares) (Note 4)			  $ 10.15



STATEMENT OF OPERATIONS
For the year ended June 30, 1995

Investment income:
	Interest income					                     		$     568,322

Expenses:
	Audit								                                      6,818 
	Investment advisory fees (Note 2)				             15,235 
	Insurance		 					                                    873 
	Legal		 						                                     3,500 
	Printing							                                    3,314 
	Postage							   	                                 4,314 
	Transfer agent (Note 2)		 				                    11,395 
	Trustees' fees		           			                       764 

	Total expenses		       				                       46,213 
	Reimbursement from Investment Adviser (Note 2)		 (15,743)
Net investment income		     				  	               537,852 

Realized and unrealized gain/(loss) on investments (Notes 3 and 5)
	Net realized loss		  				                       (702,001)
	Net increase in unrealized appreciation		      1,056,099 
Net realized and unrealized gain on investments	  354,098 

Net increase in net assets resulting
 from operations	                           $     891,950 



The accompanying notes are an integral part of the financial statements.





DUPREE MUTUAL FUNDS - INTERMEDIATE GOVERNMENT BOND SERIES

STATEMENT OF CHANGES IN NET ASSETS
For the years ended June 30, 1995 and 1994




Increase in net assets:					        	1995       	1994 
Operations:
Net investment income			       $    537,852 	$   470,349 
Net realized loss on
  investments					                 (702,001)	    (37,893)
Net increase/(decrease)
  in unrealized appreciation		    1,056,099 	   (799,544)
Net increase/(decrease) in net assets
resulting from operations		         891,950 	   (367,088)
Capital gains distributed to shareholders
($.000 and $.00089 per share,
 respectively)                    	     0  	       (689) 
Dividends to shareholders
($.685 and $.628 per share,
 respectively)                    (537,852)	   (470,349)
Net fund share
 transactions (Note 4)	         (1,013,037)	  3,307,397 

Total increase/(decrease)		       (658,939)	  2,469,271 

Net assets:
Beginning of year		  		          8,371,622    5,902,351 
End of year				 	            	$  7,712,683 $  8,371,622 


 
The accompanying notes are an integral part of the financial statements.



 
DUPREE MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS
June 30, 1995


1.	Significant Accounting Policies

Dupree Mutual Funds is registered under the Investment Company Act of 
1940, as amended, as a no-load, open-end investment company. The 
Declaration of Trust of Dupree Mutual Funds (the "Trust") permits the 
Trustees to create an unlimited number of series of investment portfolios 
("Funds") and with respect to each series to issue an unlimited number of 
full or fractional shares of a single class. The Trust currently offers 
five Series:

the Kentucky Tax-Free Income Series, a diversified portfolio,
the Kentucky Tax Free Short-to-Medium Series, a non-diversified portfolio,
the Tennessee Tax-Free Income Series, a diversified portfolio,
the Tennessee Tax Free Short-to-Medium Series, a non-diversified 
portfolio, and
the Intermediate Government Bond Series, a non-diversified portfolio.

The five tax-free funds' investment strategy is to maintain 100% of their 
investments in Kentucky or Tennessee municipal securities. Regarding the 
Kentucky Series, unlike many states, payment on nearly all Kentucky 
municipal securities depends upon revenue generated by the property 
financed by the securities, and the securities are not general obligations 
of the issuer.

The Intermediate Government Bond Series' investment strategy is to invest 
only in obligations of the U.S. Treasury and Agencies of the U.S. 
Government.  Investment in U.S. Agency mortgage-backed securities is 
prohibited by the prospectus.  The Intermediate Government Bond Series 
will buy bonds and notes that will maintain an average maturity of no more 
than ten years.

Each Series also maintains cash on deposit with principally one financial 
institution at June 30, 1995.

The following is a summary of significant accounting policies consistently 
followed by the Funds in the preparation of their financial statements. 
The policies are in conformity with generally accepted accounting 
principles.

	A.	Security Valuation
	Securities for which representative price quotations are current and 
readily available are valued at the mean between the quoted bid and ask 
price. If price quotations are not readily available the Funds value 
securities based upon appraisals obtained from at least three dealers in 
securities. Where appraisals are not available for a particular security 
the Funds value the security based on price quotations or appraisals for 
comparable securities. In evaluating these appraisals the Funds take into 
account pricing data derived from a matrix system which utilizes 
electronic data processing techniques to rank and price securities of the 
same maturity on the basis of their respective yields. The prices derived 
from the matrix pricing system are periodically reviewed and approved by 
the Board of Trustees.

	B.	Amortization
	Premiums are amortized for financial and tax reporting purposes. 
Market discounts are not accreted for financial reporting purposes, 
whereas original issue discounts are accreted for both financial and tax 
reporting purposes.

	C.	Federal Income Taxes
	Each of the Funds is a separate entity for federal income tax 
purposes. It is each Fund's policy to qualify as a regulated investment 
company by complying with the requirements of the Internal Revenue Code 
applicable to regulated investment companies, including the distribution 
of all taxable income to their shareholders. Therefore, no federal income 
tax provision is required.



DUPREE MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS
June 30, 1995

1.	Significant Accounting Policies, continued:

	D.	Dividends and Distributions
	All of the net investment income of the Funds is declared as a 
dividend to shareholders of record as of the close of business each day. 
Interest income is accrued pro-rata daily. Dividends to be paid are 
payable in cash or in additional shares at the net asset value on the 
payable date. Dividends are payable:

Monthly for:		the Kentucky Tax-Free Short-to-Medium Series, and
          				the Tennessee Tax-Free Short-to-Medium Series, and
			          	the Intermediate Government Bond Series, and
Quarterly for:		the Kentucky Tax-Free Income Series, and
				            the Tennessee Tax-Free Income Series

The Fund may periodically make reclassifications among certain of its 
capital accounts as a result of the timing and characterization of certain 
income and capital gains distributions determined annually in accordance 
with federal tax regulations which may differ from generally accepted 
accounting principles. For the year ended June 30, 1995, $ 626,476 of 
expired capital loss carryforwards from prior years was reclassified to 
capital for the Kentucky Tax-Free Income Series.  

2.	Investment Advisory Fee and Other Transactions with Affiliates

Subject to the direction of the Trustees, Dupree Investment Advisers is 
responsible for the management of the Funds' portfolios. The compensation 
paid to Dupree Investment Advisers pursuant to the Investment Advisory 
Agreements is a percentage of the daily net assets of each Series 
(determined separately) as follows:

Range of Net Assets				               	 $100,000,001-	
   (in dollars)		     	$0-$100,000,000	 $150,000,000  $150,000,001+

Intermediate Government
 Bond Series              	.20 of 1%    	.20 of 1%     	.20 of 1%

KY Tax-Free Income Series		.50 of 1%    	.45 of 1%	     .40 of 1%
KY Tax-Free Short-to-
 Medium Series            	.50 of 1%    	.45 of 1%     	.40 of 1%
TN Tax-Free Income Series		.50 of 1%	    .45 of 1%	     .40 of 1%
TN Tax-Free Short-to-
 Medium Series            	.50 of 1%	    .45 of 1%    	 .40 of 1%

	However, the Dupree firm may voluntarily waive or refund investment 
advisory fees payable to it under the Investment Advisory Agreement with 
the Intermediate Government Bond Series, and both Tennessee Series and 
assume and pay other operating expenses to the extent necessary to keep 
operating expenses (excluding interest, taxes and extraordinary expenses) 
from exceeding the annual rate of .40 of 1% of average daily net asset 
value for the Intermediate Government Bond Series, and .75 of 1% for both 
Tennessee Series during each fiscal year.

For the period ending June 30, 1995 investment advisory fees for:

the Tennessee Tax-Free Income Series totalled $11,633; however, Dupree 
voluntarily refunded fees and reimbursed expenses totalling $19,037 in 
accordance with the investment advisory agreement,



DUPREE MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS
June 30, 1995


2.	Investment Advisory Fee and Other Transactions with Affiliates, 
continued:

the Tennessee Tax-Free Short-to-Medium Series totalled $2,067; however, 
Dupree voluntarily refunded fees and reimbursed expenses totalling $11,008 
in accordance with the investment advisory agreement, and

the Intermediate Government Bond Series totalled $15,235; however, Dupree 
voluntarily refunded fees totalling $15,743 in accordance with the 
investment advisory agreement.

In addition, each Fund has entered into a shareholder service agreement 
with Dupree. The agreement provides for a fee computed on the average 
daily net asset value at the annual rate of .15% on the first $20,000,000 
and .12% of all amounts in excess of $20,000,000.


3.	Purchases and Sales of Securities

During the period, the cost of purchases and the proceeds from sales for 
each Series were as follows:

                                						   	   Purchases         Sales     

Kentucky Tax-Free Income Series		          $  58,214,639	$ 46,355,751
Kentucky Tax-Free Short-to-Medium Series	  $   2,371,575	$ 14,856,446
Tennessee Tax-Free Income Series		         $   4,165,597	$    172,620
Tennessee Tax-Free Short-to-Medium Series	 $   1,550,507	$      5,100
Intermediate Government Bond Series		      $   5,643,969	$  6,461,571

Certain short term securities were purchased and sold between the Kentucky 
Tax-Free Income Series and Kentucky Tax-Free Short-to-Medium Series. Sales 
from the Income Series to the Short-to-Medium Series totalled $1,615,000 
and sales from the Short-to-Medium Series to the Income Series totalled 
$515,000.


4.	Capital Shares

At June 30, 1995, there was an unlimited number of shares of beneficial 
interest authorized. Transactions in capital shares were as follows:

	KENTUCKY TAX-FREE INCOME SERIES:
		  			                       1995            			    1994
                				   Shares 	    Amount      Shares     Amount   

Shares sold		       	5,959,668 	$ 42,855,288  8,398,952	$ 63,940,027 
Shares issued to shareholders
for reinvestment of 
capital gains      		  130,155	      948,829    142,308	   1,087,232 
Shares issued to shareholders
for reinvestment of dividends
from net investment
income		               944,055     6,780,036    991,719     7,538,901 
Shares redeemed	    (5,797,256)	 (41,486,582)(5,132,338)  (38,626,734)

Net increase	        1,236,622 	$  9,097,571  4,400,641	 $ 33,939,426 
                                                  		              
       		                    	                   		  
                  




DUPREE MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS
June 30, 1995

4.	Capital Shares, continued:

	KENTUCKY TAX-FREE SHORT-TO-MEDIUM SERIES:
					                            1995 			               1994
                     	 	 	Shares 	    Amount      Shares      Amount   

Shares sold	          		4,072,398 	$ 21,016,123  9,491,250 $ 50,134,162 
Shares issued to shareholders
for reinvestment of
capital gains		             8,881        45,650      6,902       36,511 
Shares issued to shareholders
for reinvestment of dividends
from net investment
income			                 344,866     1,780,065    368,456    1,942,994 
Shares redeemed	       (6,864,468)  (35,411,357)(7,009,953) (36,919,467)
                                       		                 	        
Net Increase/(decrease)(2,438,323) $(12,569,519) 2,856,655	$ 15,194,200 
                                          		                    
	                    	                   		             
	TENNESSEE TAX-FREE INCOME SERIES:
 	                          	  1995 	           		     1994
  	                   		Shares 	    Amount      Shares 	    Amount   

Shares sold		          	490,607 	$ 4,783,331	    114,411	$ 1,134,736 
Shares issued to shareholders
for reinvestment of dividends
from net investment
income	               		  4,498       43,388 	       333       3,263 
Shares redeemed	       	(77,859) 	  (749,475)	   (31,245)   (308,437)

Net increase          		417,246 	$ 4,077,244      83,499	$   829,562 
                                                  		              
	                    	                   		          
	TENNESSEE TAX-FREE SHORT-TO-MEDIUM SERIES:
				                             	 1995 			
                  			      Shares   	    Amount    	

Shares sold		            	191,227 	$  1,933,670 			
Shares issued to shareholders
for reinvestment of dividends
from net investment
income	                 		  1,233        12,483 			
Shares redeemed	         	(42,078)	    (425,382)			

Net increase	            	150,382 	$  1,520,771 	 			
                                		                     		  
                  	   		
	INTERMEDIATE GOVERNMENT BOND SERIES:
					                             1995            			    1994
                 			      Shares   	    Amount     Shares 	    Amount   

Shares sold	            		133,833 	$  1,305,268   423,580 	$ 4,487,439 
Shares issued to shareholders
for reinvestment of
capital gains	                		0 	     	     0        51       	  547 
Shares issued to shareholders
for reinvestment of dividends
from net investment
income	            	       34,337       331,930    29,285      306,043 
Shares redeemed	         (275,673) 	 (2,650,235) (142,554)	 (1,486,632)

Net increase/(decrease)  (107,503) 	$(1,013,037)  310,362 	$ 3,307,397 



DUPREE MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS
June 30, 1995

5.	Federal Income Taxes

	At June 30, 1995, the Kentucky Tax-Free Income Series, the Kentucky 
Tax-Free Short-to-Medium Series, the Tennessee Tax-Free Income Series and 
the Intermediate Government Bond Series have capital loss carryforwards 
which are available to offset future capital gains, if any. The capital 
loss carryforwards expire as follows:


	       Kentucky		   Kentucky Tax-	   Tennessee		  Intermediate
	      Tax-Free	   	 Free Short-to-	   Tax-Free		  Government	
	    Income Series  	Medium Series 	Income Series  Bond Series 
	

2002	                         						$       7,579 	$     38,582 
2003	$  4,324,705  	$     414,178  	       10,904 	     702,001

    	$  4,324,705  	$     414,178  	$      18,483 	$    740,583  
	

6.	Revolving Credit Agreement

	Under the terms of individual revolving credit agreements, the 
Series may borrow up to $1,000,000. The principal amounts borrowed are due 
on demand. Interest will be payable based on one percent above the prime 
rate of the bank (9.00% at June 30, 1995). Securities with a minimum value 
of $3,000,000 will be assigned as collateral until the balance of the note 
and unpaid interest is paid in full and terminated. Debt covenants, among 
others, require the Series to:

* Provide the lender with the Funds' annual report
* Comply with all agreements with the lender and with applicable laws and 
regulations
* Maintain appropriate insurance coverage

	The Tennessee Tax-Free Income Series, the Tennessee Tax-Free Short-
to-Medium Series and the Intermediate Government Bond Series had no 
borrowings during the year ended and period ended June 30, 1995, 
respectively. At June 30, 1995, none of the Funds had amounts outstanding 
under the revolving credit agreement. The maximum and average amounts 
outstanding during the year ended June 30, 1995, as well as the weighted 
average interest rate for each Series, where applicable, were as follows:


KENTUCKY TAX-FREE INCOME SERIES:
Maximum amount outstanding at any month end		    	$         0 
Daily average amount outstanding			             		$     6,849
Weighted average interest rate				                      9.78%


KENTUCKY TAX-FREE SHORT-TO-MEDIUM SERIES:
Maximum amount outstanding at any month end			     $        0 
Daily average amount outstanding					              $      173 
Weighted average interest rate					                    10.00%





                   This Page Intentionally Left Blank





REPORT OF INDEPENDENT ACCOUNTANTS

To the Shareholders and the
          Board of Trustees of
          Dupree Mutual Funds

We have audited the accompanying statements of assets and liabilities of 
the Dupree Mutual Funds (comprised of the Kentucky Tax-Free Income Series, 
the Kentucky Tax-Free Short-to-Medium Series, the Intermediate Government 
Bond Series, the Tennessee Tax-Free Income Series, and the Tennessee Tax-
Free Short-to-Medium Series), including the schedules of portfolio 
investments, as of June 30, 1995, and the related statements of operations 
for the year ended June 30, 1995 for the Kentucky Tax-Free Income Series, 
the Kentucky Tax-Free Short-to-Medium Series, the Intermediate Government 
Bond Series, and the Tennessee Tax-Free Income Series, and for the period 
November 1, 1994 (commencement of operations) to June 30, 1995 for the 
Tennessee Tax-Free Short-to-Medium Series; the statements of changes in 
net assets for each of the two years ended June 30, 1995 and 1994 for the 
Kentucky Tax-Free Income Series, the Kentucky Tax-Free Short-to-Medium 
Series, and the Intermediate Government Bond Series, for the year ended 
June 30, 1995 and for the period December 20, 1993 (commencement of 
operations) to June 30, 1994 for the Tennessee Tax-Free Income Series, and 
for the period November 1, 1994 (commencement of operations) to June 30, 
1995 for the Tennessee Tax-Free Short-to-Medium Series; and the financial 
highlights for each of the ten years in the period ended June 30, 1995 for 
the Kentucky Tax-Free Income Series, for each of the seven years in the 
period ended June 30, 1995 and the period September 15, 1987 (commencement 
of operations) to June 30, 1988 for the Kentucky Tax-Free Short-to-Medium 
Series, for each of the two years in the period ended June 30, 1995 and 
for the period July 14, 1992 (commencement of operations) to June 30, 1993 
for the Intermediate Government Bond Series, for the year ended June 30, 
1995 and for the period December 20, 1993 (commencement of operations) to 
June 30, 1994 for the Tennessee Tax-Free Income Series, and for the period 
November 1, 1994 (commencement of operations) to June 30, 1995 for the 
Tennessee Tax-Free Short-to-Medium Series. These financial statements and 
financial highlights are the responsibility of the Funds' management. Our 
responsibility is to express an opinion on these financial statements and 
financial highlights based on our audits.

	We conducted our audits 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 included 
confirmation of securities owned as of June 30, 1995, by correspondence 
with the custodian and brokers. An 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 respects, the financial 
position of each of the Series constituting Dupree Mutual Funds as of June 
30, 1995, the results of their operations, the changes in their net assets 
and financial highlights for each of the periods referred to above, in 
conformity with generally accepted accounting principles.

COOPERS & LYBRAND L.L.P.


s/ Coopers & Lybrand L.L.P.

Lexington, Kentucky
August 28, 1995






DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE INCOME SERIES

FINANCIAL HIGHLIGHTS
Selected data for a share outstanding:
For the Years Ended June 30:
			          
               			1995	1994	 1993	 1992	 1991	 1990	 1989	 1988	 1987
Net asset value,
Beginning of year
               			7.21	7.60 	7.16 	6.87 	6.77 	6.76  6.52 	6.59	 6.62

Income From Investment Operations
Net investment
income	           	.40 	.41  	.43	  .44  	.45	  .46	  .47	  .48	  .50
Net gains or losses on
securities (both realizedand 
unrealized)	      	.13 (.34)  .44   .29   .10   .01   .24  (.07) (.03)
Total from investment 
 perations	       	.53 	.07  	.87  	.73  	.55  	.47  	.71	  .41	  .47
Less Distributions
Distributions (from capital
gains)       	    (.05)(.05)(.00)  (.00) (.00) (.00) (.00) (.00) (.00)
Dividends (from net
investment
income)           (.40)(.41)(.43)  (.44) (.45) (.46) (.47) (.48) (.50)
Totaldistri-
butions           (.45)(.46)(.43)  (.44) (.45) (.46) (.47) (.48) (.50)
Net asset value,
End of year	     $7.29 $7.21$7.60 $7.16  $6.87$6.77 $6.76 $6.52  $6.59 

Total Return      6.90%  .75%12.45%10.95% 8.43%7.19%11.32% 6.54%  7.13%

Ratios/Supplemental Data (in millions):
Net assets,end of
period   	       $269.3$257.2$237.9$169.3$113.7$87.6$73.0 $60.4 $61.8
Shares outstanding, end
of period          36.9  35.7  31.3  23.6  16.5 12.9 10.8   9.3   9.4
Ratio of expenses to average
net assets	       	.63% 	.69% 	.67% 	.71% 	.75%	.76%	.78% 	.81%	 .79%**
Ratio of net investment
income to average
net assets	       5.60% 5.82% 5.79% 6.28% 6.63%6.82%7.44% 7.40% 7.32%
Portfolio turnover
rate		           18.05%30.53%31.79%11.93%18.08%35.82%43.70%87.37%54.43%

** During these periods the advisor reimbursed the fund a portion of the 
fees and expenses in accordance with the investment advisory agreement.





DUPREE MUTUAL FUNDS - KENTUCKY TAX-FREE SHORT-TO-MEDIUM SERIES

FINANCIAL HIGHLIGHTS
Selected data for a share outstanding:
For the years ended June 30, 1995, 1994, 1993, 1992, 1991, 1990, and 1989, 
and for the period September 15, 1987 (commencement of operations) to June 
30, 1988:

                    				1995 	1994	 1993	 1992	 1991	 1990	 1989 	1988
Net asset value,
Beginning of year       	5.17	5.29 	5.17	 5.05	 4.99 	4.97 	5.00 	5.00

Income From Investment Operations
  Net investment income	  .21	 .21	  .23	  .26	  .28	  .29	  .29	  .20
  Net gains or losses on
    securities (both realized
    and unrealized)	      .02	(.12)  .12 	 .12 	 .06 	 .02 	(.03)	 .00 
 Total from investment 
operations		            	 .23	 .09 	 .35 	 .38	  .34 	 .31	  .26 	 .20
Less Distributions
Distributions (from 
capital gains)	        	(.01)(.00) 	(.00)	(.00)	(.00)	(.00)	(.00)	(.00)
Dividends (from net investment 
income)		              	(.21)(.21) 	(.23)	(.26)	(.28)	(.29)	(.29)	(.20)
  Total distributions	  (.22)(.21) 	(.23)	(.26)	(.28)	(.29)	(.29)	(.20)
Net asset value,
  End of year	        	$5.18$5.17 	$5.29	$5.17	$5.05 $4.99	$4.97	$5.00 

Total Return	          	4.27%1.71% 	6.91%	7.67%	7.03%	6.36%	5.42%	5.53%

Ratios/Supplemental Data (in millions):	
Net assets, end of
period		               	$57.1	$69.6 $56.0	$34.2	$14.0 $6.7 	$7.3 	$3.1
Shares outstanding,
end of period	          	11.0 	13.5 	10.6  	6.6  	2.8	 1.3	  1.5   	.6
Ratio of expenses to
average net assets      	.72%	 .72%	 .76%**.76%**.76%**.76%**.75%**.75%**
Ratio of net investment income to
  average net assets    	4.00%	3.92%	4.37%	4.96%	5.58%	5.79%	5.88%	5.48%
Portfolio turnover rate 	4.07%17.62%22.89%29.35%26.41%57.61%41.31%103.35%

** During these periods the advisor reimbursed the fund a portion of the 
fees and expenses in accordance with the investment advisory agreement. 
For the years ended June 30, 1993, 1992, 1991, 1990 , and 1989 the ratio 
of expenses to average net assets without the reimbursement of expenses by 
the investment advisor would have been .77%, .83%, .85%, .89%, and .92%, 
respectively.


DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE INCOME SERIES

FINANCIAL HIGHLIGHTS
Selected data for a share outstanding:
For the year ended June 30, 1995 and the period December 20, 1993 
(commencement of operations) to June 30, 1994:
	
                                								1995	1994
Net asset value,
  Beginning of period			             		 9.51	10.00

Income From Investment Operations
  Net investment income			  		           .54	  .28
  Net gains or losses on
    securities (both realized
    and unrealized)				                  .54 (.49)
  Total from investment operations	     1.08 (.21)
Less Distributions
  Dividends (from net investment 
   income)						                       	(.54)(.28)
  Total distributions				              	(.54)(.28)
Net asset value,
  End of year			                	     $10.05 $9.51 

Total Return					                      11.65%(4.17)%

Ratios/Supplemental Data (in millions):	
Net assets, end of period			          	$5.0  	$.794
Shares outstanding, end of period		     	.500 	.083
Ratio of expenses to average net assets		.34**	.12%**1
Ratio of net investment income to
  average net assets				               	5.59%	2.83%1
Portfolio turnover rate			            		6.84%	15.88%

** During this period the advisor reimbursed the fund a portion of the 
fees and expenses in accordance with the investment advisory agreement. 
For the year ended June 30, 1995 and the period ended June 30, 1994 the 
ratio of expenses to average net assets without the reimbursement of 
expenses by the investment advisor would have been 1.16% and 4.01%, 
respectively.

1	Annualized




DUPREE MUTUAL FUNDS - TENNESSEE TAX-FREE SHORT-TO-MEDIUM SERIES

FINANCIAL HIGHLIGHTS
Selected data for a share outstanding:
For the period November 1, 1994 (commencement of operations) to June 30, 
1995

						                              	1995
Net asset value,
Beginning of period			             	10.00

Income From Investment Operations
  Net investment income				           .28
  Net gains on
    securities (both realized
    and unrealized)				               .20 
  Total from investment operations		  .48 
Less Distributions
  Dividends (from net investment 
    income)						                    (.28)
  Total distributions			            	(.28)
Net asset value,
  End of year				                  $10.20 

Total Return				                    	7.41%	

Ratios/Supplemental Data (in millions):
Net assets, end of period		         $1.5
Shares outstanding, end of period	   	.150
Ratio of expenses to average
 net assets                          	.28%**1
Ratio of net investment income to
  average net assets			             	2.80%1
Portfolio turnover rate			          	0.71%

** During these periods the advisor reimbursed the fund a portion of the 
fees and expenses in accordance with the investment advisory agreement. 
For the eight months ended June 30, 1995, the ratio of expenses to average 
net assets without the reimbursement of expenses by the investment advisor 
would have been 2.05%.

1	Annualized




DUPREE MUTUAL FUNDS - INTERMEDIATE GOVERNMENT BOND SERIES

FINANCIAL HIGHLIGHTS
Selected data for a share outstanding:
For the years ended June 30, 1995 and 1994, and the period July 12, 1992 
(commencement of operations) to June 30, 1993:

	
	                           					1995	1994	 1993
 Net asset value,
  Beginning of year          				9.65	10.60	10.00

Income From Investment Operations
  Net investment income				       .69	  .63	  .59
  Net gains or losses on
    securities (both realized
    and unrealized)			            .50 	(.95)	 .60 
  Total from investment
    operations	                  1.19 	(.32)	1.19
Less Distributions
  Dividends (from net investment 
    income)				                		(.69)	(.63)	(.59)
  Total distributions			        	(.69)	(.63)	(.59)
Net asset value,
  End of year			   	          $ 10.15$ 9.65 $10.60 

Total Return				                12.78%(3.32)%12.64%	

Ratios/Supplemental Data (in millions):
Net assets, end of period		    	$7.7	 $8.4	  $5.9
Shares outstanding,
 end of period                    .8	   .9	    .6
Ratio of expenses to average 
net assets				                    .40%**.40%** .40%**1
Ratio of net investment income to
  average net assets			         	7.06%	6.00%	 6.23%1
Portfolio turnover rate			     	74.98%23.08%  0.00%

**	During these periods the advisor reimbursed the fund a portion of 
the fees and expenses in accordance with the investment advisory 
agreement. For the years ended June 30, 1995, 1994 and 1993 the ratio of 
expenses to average net assets without the reimbursement of expenses by 
the investment advisor would have been .61%, .65% and 1.34%, respectively.

1	Annualized





GENERAL INFORMATION                                                       
  
Investment Adviser 
Transfer Agent and Disbursing Agent
Dupree Investment Advisers, Inc.
(In Texas, d/b/a DIA Dupree Investment Advisers, Inc.)
P.O. Box 1149
Lexington, Kentucky 40589-1149

Custodian
Star Bank
425 Walnut Street, ML 6118
P.O. Box 1118
Cincinnati, Ohio  45201-1118

Independent Accountants
Coopers & Lybrand L.L.P.
201 East Main Street, Suite 1400
Lexington, Kentucky  40507

Legal Counsel
Darsie & Elste
P.O. Box 22219
Lexington, Kentucky  40522


Board of Trustees

Thomas P. Dupree, Sr.
Chairman
President, Dupree & Company, Inc. and
Dupree Investment Advisers, Inc.

F.L. Dupree, Jr.
Vice President, Secretary and Treasurer
Dupree & Company, Inc. and
Dupree Investment Advisers, Inc.

William A. Combs, Jr.
Secretary, Treasurer, Director
Freedom Dodge, Lexington, Kentucky
Dana Motor Company, Cincinnati, Ohio

Robert L. Maddox
Member, Wyatt, Tarrant & Combs
Louisville, Kentucky

William S. Patterson
President and CEO
Cumberland Surety Insurance Co., Inc.
Lexington, Kentucky

How to Reach Us
Dupree Mutual Funds
P.O. Box 1149
Lexington, KY  40589-1149

By Phone: 
(800) 866-0614
(606)  254-7741

in North Carolina:
c/o Carolina Financial Group, Inc.
P.O. Box 1466
Brevard, NC 28712

By Phone:
(800) 284-2562
(704)  883-4400

DUPREE MUTUAL FUNDS
POST-EFFECTIVE AMENDMENT NO. 35

	PART C of Form N-1A		OTHER INFORMATION
Page
Item 24. Financial Statementsand Exhibits
            KYIncome  KYSh/Med  TNIncome TNSh/Med  Govt  NCIncome NCSh/Med

	(a)  Financial Statements

Included in  the Registration Statement, Part B,
Statement of Additional Information:

Portfolio of Investment of June 30, 1995
       		     25       33        	39	       	44     	48

 Statement of Assets and Liabilities
 at June 30, 1995	
    	   	     31       37        	42	       	46     	49

Statement of Operation for the Year
at June 30, 1995
              31	      37        	42       		46     	49

Statements of Changes in Net Assets
for  the Years Ended June 30, 1994
and 1995	     32	      38        	43       		47     	50

Notes to Financial Statements		  	51

Report of Independent Accountants	57

Unaudited Portfolio of Investments 
	of March 31, 1996				                                 Sticker 2 Sticker 6

Unaudited Statement of Assets and
Liabilities of March 31, 1996			                       Sticker 4 Sticker 8

Unaudited Statement of Operations for
137 days ended March 31, 1996			                       Sticker 4 Sticker 8

Unaudited Statement of Changes in Net
Assets for 137 days ended March 31, 1996		             Sticker 5 Sticker 9

Notes to Financial Statements				    	                     Sticker 10

Included in the Registration Statement Part C, Other
     Information

(11)	Consent of Independent Accountants

(16)	Schedule for computation of each performance quotation shown at
	"How to Compute Our Yields" in Statement of Additional Information

Item 25.  Persons Controlled by or under Common Control with Registrant	

	Inapplicable






Item 26.  Number of Holders of Securities

	On May 31, 1996 there were 8,409 record holders of Registrant's 
Shares of Beneficial Interest as follows:

	Title of Series				             		Number of Record Holders

	Kentucky Tax-Free Income Series				        	  5,615

	Kentucky Tax-Free Short to Medium Series				  1,488
 
	Tennessee Tax-Free Income Series					           323

	Tennessee Tax-Free Short to Medium Series				   104

	North Carolina Tax-Free Income Series				       39

	North Carolina Tax-Free Short to Medium Series  30

	Intermediate Government Bond Series					       810

Item 27.  Indemnification

	Inapplicable

Item 28.  Business and Other Connections of Investment Adviser

	The Registrant's Investment Adviser, Dupree Investment Advisers, 
Inc., is a wholly owned subsidiary of Dupree & Company, Inc., the former 
investment adviser.  Dupree Investment Advisers, Inc. is a Kentucky 
corporation located at 125 South Mill Street, Suite 100, Lexington, 
Kentucky 40507,  and it serves as the Transfer Agent for Registrant.  
Thomas P. Dupree, Sr., is President of Dupree Investment Advisers, Inc., 
Dupree & Co.., Inc. and the Registrant.  Fred L. Dupree, Jr., is Vice-
President, Secretary and Treasurer of Dupree Investment Advisers, Inc., 
Dupree & Co., Inc. and the Registrant. 

Item 29.  Principal Underwriters

	Inapplicable

Item 30.  Location of Accounts and Records

	Registrant's Transfer Agent and Dividend Disbursing Agent is Dupree 
Investment Advisers, Inc., 125 South Mill Street, Vine Center, Suite 100, 
Lexington, Kentucky 40507. 
	
Item 31.  Management Services								
	  			     	
	Inapplicable at this time.

Item 32.  Undertakings

	None	           






DUPREE MUTUAL FUNDS

EXHIBITS

TO

POST-EFFECTIVE AMENDMENT NO. 35

TO

FORM N-1A REGISTRATION STATEMENT

UNDER

SECURITIES ACT OF 1933

AND

INVESTMENT COMPANY ACT OF 1940








CONSENT OF INDEPENDENT ACCOUNTANTS
To the Board of Trustees of
DUPREE MUTUAL FUNDS

We consent to the inclusion included in the Post-Effective Amendment No. 
35 to the Registration Statement of Dupree Mutual Funds (comprised of the 
Kentucky Tax-Free Income Series, the Kentucky Tax-Free Short-to-Medium 
Series, the Intermediate Government Bond Series, the Tennessee Tax-Free 
Income Series, the Tennessee Tax-Free Short-to-Medium Series, the North 
Carolina Tax-Free Income Series, and the North Carolina Tax-Free Short-to-
Medium Series) on Form N-1A of our report dated August 28, 1995 on our 
audit of the financial statements and financial highlights of the Funds, 
which report is included in the Annual Report to Shareholders for the year 
ended June 30, 1995 which is also included in the Registration Statement. 
 We also consent to the reference to our Firm under the caption "Other 
Services."

s/  COOPERS & LYBRAND L.L.P.

Lexington, Kentucky
June 25, 1996







SCHEDULE FOR COMPUTATION OF PERFORMANCE QUOTATIONS

Yield figures are based on historical earnings and are not intended to 
indicate future performance.  The "yield" of the Fund refers to interest 
earned during a thirty-day period less expenses accrued for the period and 
is based on the average number of shares outstanding for the period and on 
the maximum offering price per share on the last day of the period.  The 
results are compounded on a bond equivalent (semi-annual) basis and then 
annualized.

Interest earned is determined by computing yield to maturity on each 
obligation held by the fund during the period and is based on the market 
value of the obligation plus accrued interest at the close of business on 
each day during the thirty-day period.  Daily interest income for premium 
obligations is calculated using the daily yield to maturity rate applied 
to market value plus accrued interest of the obligations.  For discount 
bonds, other than original issue discounts, the coupon rate is used 
instead of the yield to maturity rate and the par value of the obligation 
plus accrued interest is used instead of market value.

At June 30, 1995, the yield for the Kentucky Tax Free Income Series was 
4.620% and was calculated as follows:

		YIELD=

					2[ ((a-b ( bc)  +1)6  - 1 ]
 					

Where:		a = 	Interest earned during the period.  Interest
             earned during the 30-day	period ended was 
             $1,167,126.06
    				b =	Expenses accrued for the period:  142,489.08
			    	c =	The average daily number of shares outstanding
            during the period that 		were entitled to receive 
            dividends:  36,857,057.388
    				d =	The maximum offering price per share on the 
            last day of the period, June 30, 1995: 7.29.








					EXHIBIT 16

The average annual total return for the Kentucky Tax Free Income Series 
for the one-year period ended June 30, 1995, was 6.898% and was calculated 
as follows:


					P(1 + T)n   = ERV



	Where:		P = 	a hypothetical initial payment of $1,000

     				T =	average annual total return

     				n =	number of years - 1

 			  	ERV =	The redeemable value of the initial
             hypothetical $1,000 payment made at	the beginning of the one-
             year period: $1,068.98

The average annual total return for the Kentucky Tax Free Income Series 
for the period July 1, 1990 to June 30, 1995, was 7.82% and for the period 
July 1, 1985 to June 30, 1995, was 8.40%.  The average annual total return 
for each of these periods was calculated in a manner similar to that 
described above.

The ending redeemable value of a hypothetical $1,000 payment made at the 
beginning of the one-year period was calculated as follows:

Step 1 -	Initial investment ($1,000) divided by beginning Net Asset 
Value per share ($7.21) equals initial number of shares (138.696 shares).

Step 2 -	Convert initial shares to ending shares assuming timely 
reinvested distributions.  Initial shares of 138.696 plus incremental 
number of shares of 7.940 equals 146.636 ending shares.

Step 3 -	Determine value of ending shares.  Number of ending shares 
times ending Net Asset Value per share equals ending value.  (146.636 
shares x $7.29 = $1,068.98)







The above calculation assumes that all distributions are reinvested on the 
payment date at the then current net asset value per share.  The resulting 
calculation of reinvested shares for the one-year period ending June 30, 
1995 was as follows:

Payable	    	Total							              Cumulative
Reinvestment	Quarterly		 Reinvestment		Incremental
Date			      Dividend	  	Price				     Shares

 
 6/30/94	           				 7.21
 9/30/94		  .101724   		 7.19      				1.962
12/31/94		  .102201		    7.09			      	3.990
 3/31/95		  .099254		    7.24			      	5.946
 6/30/95		  .100493	   	 7.29				      7.940





COMPUTATION OF TAX EQUIVALENT YIELD

The tax equivalent yield is computed by dividing (a) the part of the 
series yield that is tax-exempt by (b) one minus a stated tax rate and 
adding the result to that part, if any, of the series yield that is not 
tax-exempt.

At June 30, 1995, the tax equivalent yield for the Kentucky Tax Free 
Income Series was 6.412% (based on a tax rate of 28%) and was calculated 
as follows:


Tax Equivalent Yield = 

				[A  (  (1 - B)  ] + C


Where: 		A =	The part of the series yield that is tax-exempt: 4.620%

     				B =	Stated tax rate:  28%

     				C =	That part of the series yield that is not	tax-exempt:  0.






SCHEDULE FOR COMPUTATION OF PERFORMANCE QUOTATIONS

Yield figures are based on historical earnings and are not intended to 
indicate future performance.   The "yield" of the Fund refers to interest 
earned during a thirty-day period less expenses accrued for the period and 
is based on the average number of shares outstanding for the period and on 
the maximum offering price per share on the last day of the period.  The 
results are compounded on a bond equivalent (semi-annual) basis and then 
annualized.

Interest earned is determined by computing yield to maturity on each 
obligation held by the fund during the period and is based on the market 
value of the obligation plus accrued interest at the close of business on 
each day during the thirty-day period.  Daily interest income for premium 
obligations is calculated using the daily yield to maturity rate applied 
to market value plus accrued interest of the obligations.  For discount 
bonds, other than original issue discounts, the coupon rate is used 
instead of the yield to maturity rate and the par value of the obligation 
plus accrued interest is used instead of market value.

At June 30, 1995, the yield for the Kentucky Tax Free Short-to-Medium 
Series was 2.878% and was calculated as follows:

		YIELD = 

					2[ ((a-b ( bc)  +1)6  - 1 ]
 					
Where: a = Interest earned during the period. Interest	earned
           during the 30-day period ended was $170,296.09
   				b =	Expenses accrued for the period: $33,499.81
	     	c =	The average daily numer of shares outstanding
           during the period that	were entitled to receive dividends: 
           11,076,302.852
	   			d =	The maximum offering price per share on the 
           last day of the period, June 30, 1995: $5.18






						EXHIBIT 16

The average annual total return for the Kentucky Tax Free Short-to-Medium 
Series for the one-year period ended June 30, 1995, was 4.27% and was 
calculated as follows:


					P(1 + T)n   = ERV


	Where:		P =	a hypothetical initial payment of $1,000

         T = average annual total return

     				n =	number of years - 1

   				ERV =	The redeemable value of the initial
             hypothetical $1,000 payment made at the 
             beginning of the one-year period:  $1,042.65


The average annual total return for the Kentucky Tax Free Short-to-Medium 
Series for the period July 1, 1990 to June 30, 1995, was 5.50% and was 
calculated in a similar manner.

The ending redeemable value of a hypothetical $1,000 payment made at the 
beginning of the one-year period was calculated as follows:

Step 1 -	Initial investment ($1,000) divided by beginning Net Asset 
Value per share ($5.17) equals initial number of shares (193.424 shares).

Step 2 -	Convert initial shares to ending shares assuming timely 
reinvested distributions.  Initial shares of 193.424 plus incremental 
number of shares of 7.860 equals 201.284 ending shares.

Step 3 -	Determine value of ending shares.  Number of ending shares 
times ending Net Asset Value per share equals ending value.  (201.284 
shares x $5.18 = $1,042.65)







The above calculation assumes that all distributions are reinvested on the 
payment date at the then current net asset value per share.  The resulting 
calculation of reinvested shares of the one-year period ending June 30, 
1995 was as follows:


Payable	    	Total					         	     Cumulative
Reinvestment	Quarterly 	Reinvestment		Incremental
Date		      	Dividend	 	Price			     	Shares


 6/30/94			         		  5.17
 9/30/94		 .051966		    5.16      			 1.948
12/31/94		 .051340		    5.15			       3.860
 3/31/95		 .051015		    5.13		      	 5.858
 6/30/95		 .052044		    5.18			       7.860









COMPUTATION OF TAX EQUIVALENT YIELD

The tax equivalent yield is computed by dividing (a) the part of the 
series yield that is tax-exempt by (b) one minus a stated tax rate and 
adding the result to that part, if any, of the series  yield that is not 
tax-exempt.

At June 30, 1995, the tax equivalent yield for the Kentucky Tax Free 
Short-to-Medium Series was 4.00% (based on a tax rate of 28%) and was 
calculated as follows:


Tax Equivalent Yield =

				[A  (  (1 - B)  ] + C


	Where:		A =	The part of the series yield that is tax-
             exempt:  2.878%

     				B =	Stated tax rate:  28%

     				C =	That part of the series yield that is not tax-exempt:  0.







SCHEDULE FOR COMPUTATION OF PERFORMANCE QUOTATIONS

Yield figures are based on historical earnings and are not intended to 
indicate future performance.  The "yield" of the Fund refers to interest 
earned during a thirty-day period less expenses accrued for the period and 
is based on the average number of shares outstanding for the period and on 
the maximum offering price per share on the last day of the period.  The 
results are compounded on a bond equivalent (semi-annual) basis and then 
annualized.

Interest earned is determined by computing yield to maturity on each 
obligation held by the fund during the period and is based on the market 
value of the obligation plus accrued interest at the close of business on 
each day during the thirty-day period.  Daily interest income for premium 
obligations is calculated using the daily yield to maturity rate applied 
to market value plus accrued interest of the obligations.  For discount 
bonds, other than original issue discounts, the coupon rate is used 
instead of the yield to maturity rate and the par value of the obligation 
plus accrued interest is used instead of market value.

At June 30, 1995, the yield for the Tennessee Tax Free Income Series was 
5.128% and was calculated as follows:

		YIELD =

					2[ ((a-b ( bc)  +1)6  - 1 ]



Where: 	a =	Interest earned during the period.  Interest 
            earned during the 30-day period ended was $22,034.00
    				b =	Expenses accrued for the period:  $1,603.16
			    	c =	The average daily number of shares outstanding
            during the period that	were entitled to receive 
            dividends: 480,742.727
				    d =	The maximum offering price per share on the 
            last day of the period, June 30, 1995:  $10.05.








					EXHIBIT 16

The average annual total return for the Tennessee Tax Free Income Series 
for the on year period ended June 30, 1995, was 11.65% and was calculated 
as follows:


					P(1 + T)n   = ERV



Where: P = 	a hypothetical initial payment of $1,000

   				T =	average annual total return

   				n =	number of years - 1

 				ERV =	The redeemable value of the initial 
           hypothetical $1,000 payment made at the
           beginning of the one-year period:  $1,116.54

The average annualized total return for the Tennessee Tax Free Income 
Series for the period July 1, 1994 to June 30, 1995, was 11.65% and was 
calculated in a manner similar to that described above.

The ending redeemable value of a hypothetical $1,000 payment made at the 
beginning of the period was calculated as follows:

Step 1 -	Initial investment ($1,000) divided by beginning Net Asset 
Value per share ($9.51) equals initial number of shares (105.152 shares).

Step 2 -	Convert initial shares to ending shares assuming timely 
reinvested distributions.  Initial shares of 105.152 plus incremental 
number of shares of 5.947 equals 111.099 ending shares.

Step 3 -	Determine value of ending shares.  Number of ending shares 
times ending Net Asset Value per share equals ending value.  (111.099 
shares x $10.05 = $1,116.54)








The above calculation assumes that all distributions are reinvested on the 
payment date at the then current net asset value per share.  The resulting 
calculation of reinvested shares for the one-year period ending June 30, 
1995 was as follows:

Payable		    Total					             		Cumulative
Reinvestment	Quarterly		Reinvestment		Incremental
Date		      	Dividend	 	Price				     Shares

 
06/30/94         					  9.51
09/30/94		 .130530  		  9.50     				1.445
12/31/94		 .134958		    9.38			     	2.979
03/31/95		 .133530		    9.93			     	4.433
06/30/95		 .138885 		  10.05		     		5.947
 								







COMPUTATION OF TAX EQUIVALENT YIELD

The tax equivalent yield is computed by dividing (a) the part of the 
series yield that is tax-exempt by (b) one minus a stated tax rate and 
adding the result to that part, if any, of the series yield that is not 
tax-exempt.

At June 30, 1995, the tax equivalent yield for the Tennessee Tax Free 
Income Series was 7.122% (based on a tax rate of 28%) and was calculated 
as follows:


Tax Equivalent Yield = 

				[A  (  (1 - B)  ] + C


	Where:		A =	The part of the series yield that is tax-exempt: 5.128%

     				B =	Stated tax rate:  28%

     				C =	That part of the series yield that is not 
             tax-exempt:  0.









SCHEDULE FOR COMPUTATION OF PERFORMANCE QUOTATIONS

Yield figures are based on historical earnings and are not intended to 
indicate future performance.  The "yield" of the Fund refers to interest 
earned during a thirty-day period less expenses accrued for the period and 
is based on the average number of shares outstanding for the period and on 
the maximum offering price per share on the last day of the period.  The 
results are compounded on a bond equivalent (semi-annual) basis and then 
annualized.

Interest earned is determined by computing yield to maturity on each 
obligation held by the fund during the period and is based on the market 
value of the obligation plus accrued interest at the close of business on 
each day during the thirty-day period.  Daily interest income for premium 
obligations is calculated using the daily yield to maturity rate applied 
to market value plus accrued interest of the obligations.  For discount 
bonds, other than original issue discounts, the coupon rate is used 
instead of the yield to maturity rate and the par value of the obligation 
plus accrued interest is used instead of market value.

At June 30, 1995, the yield for the Tennessee Tax Free Short-to-Medium 
Series was 3.218% and was calculated as follows:
		
		YIELD: 

					2[ ((a-b ( bc)  +1)6  - 1 ]


Where:		a =	Interest earned during the period.  Interest
            earned during the 30-day period ended was $3,588.47
			    	b =	Expenses accrued for the period:  $414.40
		      c =	The average daily number of shares 
            outstanding during the period that 
					       were entitled to receive dividends:
            $ 116,818.118
		    		d =	The maximum offering price per share on the 
            last day of the period, June 30, 1995: $10.20.






						EXHIBIT 16


The average annual total return for the Tennessee Tax Free Short-to-Medium 
Series for the period ended November 1, 1994 (commencement of operations) 
to June 30, 1995, was 7.41% and was calculated as follows:


					P(1 + T)n   = ERV



	Where:		P =	a hypothetical initial payment of $1,000

     				T =	average annual total return

     				n =	number of years - 1

    			ERV =	The redeemable value of the initial 
             hypothetical $1,000 payment made at the
             beginning of the one-year period:  $1,049.14


The average annualized total return for the Tennessee Tax-Free Short-to-
Medium Series for the period November 1, 1994 (commencement of operations) 
to June 30, 1995, was 7.41% and was calculated in a manner similar to that 
described above.

The ending redeemable value of a hypothetical $1,000 payment made at the 
beginning of the period was calculated as follows:

Step 1 -	Initial investment ($1,000) divided by beginning Net Asset 
Value per share ($10.00) equals initial number of shares (100.000 shares).

Step 2 -	Convert initial shares to ending shares assuming timely 
reinvested distributions.  Initial shares of 100.000 plus incremental 
number of shares of 2.857 equals 102.857 ending shares.

Step 3 -	Determine value of ending shares.  Number of ending shares 
times ending Net Asset Value per share equals ending value.  (102.857 
shares x $10.20 = $1,049.14)








The above calculation assumes that all distributions are reinvested on the 
payment date at the then current net asset value per share.  The resulting 
calculation of reinvested shares for the period November 1, 1994 
(commencement of operations) to June 30, 1995 was as follows:

Payable		    Total					             		Cumulative
Reinvestment	Quarterly		Reinvestment		Incremental
Date	      		Dividend	 	Price				     Shares

 
11/01/94	           				10.00
12/31/94		 .073126		    10.07   			  	 .729
 3/31/95		 .104300		    10.10			     	1.776
 6/30/95		 .107636 		   10.20		     		2.857
 								









COMPUTATION OF TAX EQUIVALENT YIELD

The tax equivalent yield is computed by dividing (a) the part of the 
series yield that is tax-exempt by (b) one minus a stated tax rate and 
adding the result to that part, if any, of the series yield that is not 
tax-exempt.

At June 30, 1995, the tax equivalent yield for the Tennessee Tax-Free 
Short-to-Medium Series was 4.469% (based on a tax rate of 28%) and was 
calculated as follows:


Tax Equivalent Yield = 

				[A  (  (1 - B)  ] + C



Where:		A =	The part of the series yield that is tax-
            exempt: 3.218%

    				B =	Stated tax rate:  28%

    				C =	That part of the series yield that is not tax-exempt:  0.









SCHEDULE FOR COMPUTATION OF PERFORMANCE QUOTATIONS

Yield figures are based on historical earnings and are not intended to 
indicate future performance.   The "yield" of the Fund refers to interest 
earned during a thirty-day period less expenses accrued for the period and 
is based on the average number of shares outstanding for the period and on 
the maximum offering price per share on the last day of the period.  The 
results are compounded on a bond equivalent (semi-annual) basis and then 
annualized.

Interest earned is determined by computing yield to maturity on each 
obligation held by the fund during the period and is based on the market 
value of the obligation plus accrued interest at the close of business on 
each day during the thirty-day period.  Daily interest income for premium 
obligations is calculated using the daily yield to maturity rate applied 
to market value plus accrued interest of the obligations.  For discount 
bonds, other than original issue discounts, the coupon rate is used 
instead of the yield to maturity rate and the par value of the obligation 
plus accrued interest is used instead of market value.

At June 30, 1995, the yield for the Intermediate Government Bond Series 
was 5.701% and was calculated as follows:

		YIELD = 

					2[ ((a-b ( bc)  +1)6  - 1 ]


Where:	a =	Interest earned during the period. 
           Interest earned during the 30-day
				      	period ended was $38,514.94
			   	b =	Expenses accrued for the period: $2,529.86
		   		c =	The average daily numer of shares
           outstanding during the period that 
					      were entitled to receive dividends:  $ 55,007.394
			   	d =	The maximum offering price per share on the 
           last day of the period, June 30, 1995: $ 10.15









						EXHIBIT 16


The average annual total return for the Intermediate Government Bond 
Series for the one-year period ended June 30, 1995, was 12.78% and was 
calculated as follows:


					P(1 + T)n   = ERV



Where: 	P =	a hypothetical initial payment of $1,000

    				T =	average annual total return

    				n =	number of years - 1

  				ERV =	The redeemable value of the initial 
            hypothetical $1,000 payment made at
            the beginning of the one-year period:  $1,127.82.


The average annual total return for the Intermediate Government Bond 
Series for the period July 1, 1994 to June 30, 1995, was 12.78% and was 
calculated in a similar manner.

The ending redeemable value of a hypothetical $1,000 payment made at the 
beginning of the one-year period was calculated as follows:

Step 1 -	Initial investment ($1,000) divided by beginning Net Asset 
Value per share ($9.65) equals initial number of shares (103.627 shares).

Step 2 -	Convert initial shares to ending shares assuming timely 
reinvested distributions.  Initial shares of 103.627 plus incremental 
number of shares of 7.488 equals 111.115 ending shares.

Step 3 -	Determine value of ending shares.  Number of ending shares 
times ending Net Asset Value per share equals ending value.  (111.115 
shares x $10.15 = $1,127.82)










The above calculation assumes that all distributions are reinvested on the 
payment date at the then current net asset value per share.  The resulting 
calculation of reinvested shares of the one-year period ending June 30, 
1995 was as follows:


Payable	    	Total				    	         	Cumulative
Reinvestment	Quarterly	Reinvestment 	Incremental
Date	      		Dividend		Price	 	     	Shares




 6/30/94		       			       9.65 
 9/30/94		 .159115	      	 9.54	   		 1.705
12/31/94		 .164083	      	 9.45			    3.549
 3/31/95		 .177458		       9.74			    5.527
 6/30/95		 .179065      		10.15			    7.488









COMPUTATION OF TAX EQUIVALENT YIELD

The tax equivalent yield is computed by dividing (a) the part of the 
series yield that is tax-exempt by (b) one minus a stated tax rate and 
adding the result to that part, if any, of the series  yield that is not 
tax-exempt.

At June 30, 1995, the tax equivalent yield for the Intermediate Government 
Bond Series was 7.918% (based on a tax rate of 28%) and was calculated as 
follows:

Tax Equivalent Yield =

				[A  (  (1 - B)  ] + C



Where:	A =	The part of the series yield that is tax-exempt:  5.701%

   				B =	Stated tax rate:  28%

   				C =	That part of the series yield that is not tax-exempt:  0.









SIGNATURES

	Pursuant to the requirements of the Securities Act of 1933 and the 
Investment Company Act of 1940, the Registrant certifies that it meets all 
of the requirements for effectiveness of this Registration Statement 
pursuant to Rule 485(b) under the Securities Act of 1933 and has duly 
caused this Amendment to its Registration Statement to be signed on its 
behalf by the undersigned, thereunto duly authorized, in the County of 
Fayette and State of Kentucky on the 21st day of June, 1996.

                                					DUPREE MUTUAL FUNDS



                           					By   s/ Thomas P. Dupree, Sr.	
                         					       Thomas P. Dupree, Sr.
                        					        President

	Pursuant to the requirements of the Securities Act of 1933, this 
Post-Effective Amendment No. 35 to the Registration Statement has been 
signed below by the following persons in the capacities and on the dates 
indicated.

	Signatures		               	Title			                     		Date

s/ Thomas P. Dupree, Sr.	   President (Principal           06/13/96
                            Executive Officer)	
                            and Trustee



s/ Fred L. Dupree, Jr.    		Vice President, Secretary,     06/13/96 
                            and Treasurer (Principal
                            Financial and Accounting Officer)
				                        and Trustee



s/ William A. Combs, Jr.  		Trustee	                        6/13/96




_____________________				  	Trustee			
Robert L. Maddox



s/ William S. Patterson					Trustee			                      	6/14/96







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