U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer:
Kemper International Fund
120 S. LaSalle Street, Chicago Illinois 60603
2. Name of each series or class of funds for which this notice is
filed: Class A, B, C, and I shares.
3. Investment Company Act File Number: 811-3136
Securities Act File Number: 2-70639
4. Last day of fiscal year for which this notice is filed:
October 31, 1995
5. Check box if this notice is being filed more than 180 days
after the close of the issuer's fiscal year for purposes of
reporting securities sold after the close of the fiscal year but
before termination of the issuer's 24f-2 declaration: [ ]
6. Date of termination of issuer's declaration under rule 24f-
2(a)(1), if applicable (see Instruction A.6): N/A
7. Number and amount of securities of the same class or series
which had been registered under the Securities Act of 1933 other
than pursuant to rule 24f-2 in a prior fiscal year, but which
remained unsold at the beginning of the fiscal year:
0
8. Number and amount of securities registered during the fiscal
year other than pursuant to rule 24f-2:
0
9. Number and aggregate sale price of securities sold during the
fiscal year:
Number: 15,615,664
Aggregate Sale Price: $156,690,989
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule 24f-2:
Number: 15,615,664
Aggregate Sale Price: $156,690,989
11. Number and aggregate sale price of securities issued during the
fiscal year in connection with dividend reinvestment plans, if
applicable (see Instruction B.7):
Number: 0
Aggregate Sale Price: $0
U.S. Securities and Exchange Commission, Rule 24f-2 Notice p.2
12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the fiscal year
in reliance on rule 24f-2 (from Item 10):
$156,690,989
(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from Item 11, if applicable):
+$0
(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year (if applicable):
- -$187,930,506
(iv) Aggregate price of shares redeemed or repurchased and
previously applied as a reduction to filing fees pursuant to rule
24e-2 (if applicable):
+$0
(v) Net aggregate price of securities sold and issued during the
fiscal year in reliance on rule 24f-2 [line (i), plus line (ii),
less line (iii), plus line (iv)] (if applicable):
$0.00
(vi) Multiplier prescribed by Section 6(b) of the Securities Act of
1933 or other applicable law or regulation (see Instruction C.6):
x1/29th of 1%
(vii) Fee due [line (i) or line (v) multiplied by line (vi)]:
$0.00
Instruction: Issuers should complete lines (ii), (iii), (iv), and
(v) only if the form is being filed within 60 days after the close
of the issuer's fiscal year. See Instruction C.3.
13. Check box if fees are being remitted to the Commission's
lockbox depository as described in section 3a of the Commission's
Rules of Informal and Other Procedures (17 CFR 202.3a). [ ]
Date of mailing or wire transfer of filing fees to the
Commission's lockbox depository: N/A
SIGNATURES
This report has been signed below by the following persons on
behalf of the issuer and in the capacities and on the dates
indicated.
By (Signature and Title)*/s/Philip J. Collora, Vice President and
Secretary
-------------------------------------
Philip J. Collora, Vice President and
Secretary
Date: December 22, 1995
* Please print the name and title of the signing officer below the
signature.
Philip J. Collora
Attorney at Law
120 South LaSalle Street
Chicago, Illinois 60603
December 22, 1995
Kemper International Fund
120 South LaSalle Street
Chicago, Illinois 60603
Dear Sir or Madam:
Reference is made to your Registration Statement under the
Securities Act of 1933 (the "1933 Act") and the Investment Company
Act of 1940 (the "1940 Act") on Form N-1A and all amendments
thereto and the Rule 24f-2 Notice ("Notice") to be filed by you
with the Securities and Exchange Commission pursuant to Rule 24f-2
under the 1940 Act for the fiscal year ended October 31, 1995.
Reference is also made to the 15,615,664 shares (the "Shares")
specified in said Notice as having been sold in reliance upon
registration pursuant to Rule 24f-2. I have examined such
documents, certificates and opinions and have made such
investigations as I have deemed necessary for the purposes of this
opinion. It is my opinion that the Shares, the registration of
which the Notice makes definite in the number, were legally issued,
fully paid and non assessable (although shareholders of the Fund
may be subject to liability under certain circumstances described
in the Statement of Additional Information in the Registration
Statement of the Fund under the caption "Shareholder Rights"). I
consent to the use of this opinion in connection with the
aforementioned Notice to be filed pursuant to Rule 24f-2 under the
1940 Act.
Sincerely,
/s/Philip J. Collora
Philip J. Collora
PJC/jps
