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-Dreman Fund, Inc.
120 S. LaSalle Street, Chicago Illinois 60603
2. Name of each series or class of funds for which this notice is
filed: Kemper-Dreman High Return Fund
A, B, C and I Shares
3. Investment Company Act File Number: 811-5385
Securities Act File Number: 33-18477
4. Last day of fiscal year for which this notice is filed:
December 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: 2,408,948
Aggregate Sale Price: $50,229,974
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule 24f-2:
Number: 2,408,948
Aggregate Sale Price: $50,229,974
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):
$50,229,974
(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):
- -$6,517,012
(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):
$43,712,962
(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)]:
$15,073.44
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). [X]
Date of mailing or wire transfer of filing fees to the
Commission's lockbox depository: February 26, 1996
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: February 28, 1996
* Please print the name and title of the signing officer below the
signature.
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-Dreman Fund, Inc.
120 S. LaSalle Street, Chicago Illinois 60603
2. Name of each series or class of funds for which this notice is
filed: Kemper-Dreman Contrarian Fund
A, B and C Shares
3. Investment Company Act File Number: 811-5385
Securities Act File Number: 33-18477
4. Last day of fiscal year for which this notice is filed:
December 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: 899,840
Aggregate Sale Price: $14,356,432
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule 24f-2:
Number: 899,840
Aggregate Sale Price: $14,356,432
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):
$14,356,432
(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):
- -$4,266,137
(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):
$10,090,295
(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)]:
$3,479.41
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). [X]
Date of mailing or wire transfer of filing fees to the
Commission's lockbox depository: February 26, 1996
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: February 28, 1996
* Please print the name and title of the signing officer below the
signature.
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-Dreman Fund, Inc.
120 S. LaSalle Street, Chicago Illinois 60603
2. Name of each series or class of funds for which this notice is
filed: Kemper-Dreman Small Cap Value Fund
A, B, C and I Shares
3. Investment Company Act File Number: 811-5385
Securities Act File Number: 33-18477
4. Last day of fiscal year for which this notice is filed:
December 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: 1,701,040
Aggregate Sale Price: $25,134,695
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule 24f-2:
Number: 1,701,040
Aggregate Sale Price: $25,134,695
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):
$25,134,695
(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):
- -$7,166,795
(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):
$17,967,900
(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)]:
$6,195.83
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). [X]
Date of mailing or wire transfer of filing fees to the
Commission's lockbox depository: February 26, 1996
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: February 28, 1996
* Please print the name and title of the signing officer below the
signature.
VEDDER, PRICE, KAUFMAN & KAMMHOLZ
February 27, 1996
Kemper-Dreman Fund, Inc.
120 South LaSalle Street
Chicago, Illinois 60603
Re: Rule 24f-2 for Kemper-Dreman Fund, Inc. (the "Fund")
File No. 33-18477
Ladies and Gentlemen:
Reference is made to your Registration Statement under the
Securities Act of 1933 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 December 31, 1995.
Reference is also made to the 5,009,828 shares (the "Shares")
specified in said Notice as having been sold in reliance upon
registration pursuant to Rule 24f-2.
Assuming that the Fund's Articles of Incorporation dated
October 14, 1987, as amended on January 25, 1988, February 26,
1988, December 28, 1990, March 24, 1992 and September 8, 1995 and
the By-Laws of the Fund adopted January 13, 1988 are presently in
full force and effect and have not been further amended in any
respect and that the resolutions adopted by the Board of
Directors of the Fund on January 13, 1988 and March 19, 1992
relating to organizational matters and the issuance of shares are
presently in full force and effect and have not been amended in
any respect, it is our opinion that the Shares, the registration
of which the Notice makes definite in number, were legally
issued, fully paid and nonassessable. In rendering this opinion,
we have relied upon an Officer's Certificate executed by the
Treasurer of the Fund representing that all Shares of the Fund
have been issued at the net asset value determined in accordance
with the Fund's prospectus.
This opinion is solely for the benefit of the Fund, the
Fund's Board of Directors and the Fund's officers and may not be
relied upon by any other person without our prior written
consent. We 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/Vedder, Price, Kaufman & Kammholz
VEDDER, PRICE, KAUFMAN & KAMMHOLZ
ZCOK/dd
