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July 25, 1996
Securities And Exchange Commission
Attention: Document Control - EDGAR
450 Fifth Street, N.W.
Washington, D.C. 20549-1004
Re: Rule 24f-2 Notice for
IDS Federal Income Fund, Inc.
SEC File No. 2-96512/811-4260
Commissioners:
[i] In accordance with the provisions of Rule 24f-2,
IDS Federal Income Fund, Inc. hereby files its
Rule 24f-2 Notice for the fiscal period ended May
31, 1996 ("Fiscal Period").
[ii] Amount of securities registered other than under
24f-2 which were unsold at the beginning of the
fiscal period.* $0
[iii] Amount of securities registered during the fiscal
period other than under 24f-2.** $0
[iv] Amount of securities sold during the fiscal
period.*** $403,868,765
[v] Amount of securities sold pursuant to 24f-2. $403,868,765
[vi] Fee $403,868,765 / 2,900 $ 139,265.09
* 0 shares x $5.18 on July 17, 1996
** 0 shares x $5.18 on July 17, 1996
*** Sales of $1,487,055,791 minus redemptions of $1,083,187,026
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Securities and Exchange Commission
July 25, 1996
Enclosed please find an opinion of counsel.
A check for the filing fee in the amount of $139,265.09 has been
electronically wired.
If there are any questions, please contact the undersigned.
Very truly yours,
IDS FEDERAL INCOME FUND, INC.
William R. Pearce
President and Chief Executive Officer
WRP/KB/rdh
EXHIBIT INDEX
(b) (10) OPINION OF COUNSEL
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July 25, 1996
IDS Federal Income Fund, Inc.
IDS Tower 10
Minneapolis, Minnesota 55440-0010
Gentlemen:
I have examined the Articles of Incorporation and the By-Laws of
the Company and all necessary certificates, permits, minute books,
documents and records of the Company, and the applicable statutes
of the State of Minnesota, and it is my opinion:
(a) That the Company is a corporation duly organized and existing
under the laws of the State of Minnesota with an authorized
capital stock of 10,000,000,000 shares, all of $.01 par
value, that such shares may be shares and that on May 31,
1996, 348,164,707 shares were issued and outstanding;
(b) That all such authorized shares are, under the laws of the
State of Minnesota, redeemable as provided in the Articles of
Incorporation of the Company and upon redemption shall have
the status of authorized and unissued shares;
(c) That the Company registered on July 22, 1985 an indefinite
number of shares pursuant to Rule 24f-2 and is herewith
filing a Rule 24f-2 Notice covering the shares during its
Fiscal Period ended May 31, 1996; and
(d) That shares which were sold at not less than their par value
and in accordance with applicable federal and state
securities laws were legally issued, fully paid and
nonassessable.
I hereby consent that the foregoing opinion may be used in
connection with the Rule 24f-2 Notice.
Very truly yours,
William R. Pearce
901 S. Marquette Ave., Suite 2810
Minneapolis, Minnesota 55402-3268
