CONSENT OF INDEPENDENT AUDITORS
Tax Exempt Proceeds Fund, Inc.
We consent to the incorporation by reference of our report dated July 28, 2000
appearing in the Annual Report for the year ended June 30, 2000 in
Post-Effective Amendment No. 15 to Registration Statement No. 33-25747 of Tax
Exempt Proceeds Fund, Inc. and to the references to us under the caption
"Financial Highlights" in the Prospectus and "Auditors" and "Financial
Statements" appearing in the Statement of Additional Information, both of which
are part of such Registration Statement.
\s\ Deloitte & Touche LLP
Deloitte & Touche LLP
New York, New York
October 27, 2000
