KEMPER CORP
PREA14A, 1994-04-05
LIFE INSURANCE
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                             SCHEDULE 14A

                INFORMATION REQUIRED IN PROXY STATEMENT

                       SCHEDULE 14A INFORMATION
      Proxy Statement Pursuant to Section 14(a) of the Securities
                Exchange Act of 1934 (Amendment No.  )

Filed by the registrant /X/
Filed by a party other than the registrant / /
Check the appropriate box:

/ /  Preliminary proxy statement

/ /  Definitive proxy statement

/ /  Definitive additional materials

/X/  Soliciting material pursuant to Rule 14a-11 or Rule 14a-12
                          KEMPER CORPORATION
__________________________________________________________________
           (Name of Registrant as Specified in Its Charter)
                          KEMPER CORPORATION
__________________________________________________________________
              (Name of Person(s) Filing Proxy Statement)

Payment of filing fee (Check the appropriate box):

/ /  $125 per Exchange Act Rule 0-11(c)(1)(ii), 14a-6(i)(1), or
     14a-6(j)(2).

/ /  $500 per each party to the controversy pursuant to Exchange Act
     Rule 14a-6(i)(3).

/ /  Fee computed on table below per Exchange Act Rules 14a-6(i)(4)
     and 0-11.

(1)  Title of each class of securities to which transaction applies:
___________________________________________________________________

(2)  Aggregate number of securities to which transaction applies:

___________________________________________________________________
(3)  Per unit price or other underlying value of transaction computed
     pursuant to Exchange Act Rule 0-11:  1

___________________________________________________________________

(4)  Proposed maximum aggregate value of transaction:

___________________________________________________________________

  1 Set forth the amount on which the filing fee is calculated and
state how it was determined.

/ /  Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for which the
offsetting fee was paid previously.  Identify the previous filing by
registration statement number, or the form or schedule and the date of
its filing.

(1)  Amount previously paid:

___________________________________________________________________

(2)  Form, schedule or registration statement no.:

___________________________________________________________________

(3)  Filing party:

___________________________________________________________________

(4)  Date filed:

___________________________________________________________________

/X/  Filing fee of $500 was previously paid in two payments on March
24, 1994 and March 28, 1994, the latter date when the Preliminary
Proxy Statement was filed.





Kemper Corporation -- Oral Response to Media Inquiries --
April 4, 1994, 6:15 p.m.



We just received a copy of GE Capital's most recent letter.  Even a
first reading shows it is riddled with inaccuracies, inconsistencies
and innuendo.  We look forward to a full discussion of the facts with
our stockholders in due course.  For now though, the bottom line is
that $55 a share was found by our Board and by Goldman Sachs to be
inadequate.  Kemper remains not for sale at this time.  It also
remains committed to protecting and enhancing stockholder value.




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