September 18, 1995
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth St., N.W.
Washington, DC 20549
Re: Rule 24f-2 Notice for INVESCO Diversified Funds, Inc.
File No. 33-68040
Gentlemen:
Pursuant to Rule 24f-2, the following information is provided for INVESCO
Diversified Funds, Inc.'s latest fiscal year which ended July 31, 1995. Enclosed
you will find an opinion of counsel relating to the securities sold.
Number of securities which had been registered under
the Securities Act of 1933 other than pursuant to
Section 24f-2 of the Investment Company Act, but which
remain unsold at the beginning of the fiscal year. -0-
Number of securities registered during the fiscal year
other than pursuant to Section 24f-2 of the Act. -0-
Number of securities sold during the fiscal year. 3,999,497
Number of securities sold during the fiscal year in
reliance upon registration pursuant to Section 24f-2
of the Act. 3,999,497
Actual aggregate sale price of securities sold in
reliance upon registration pursuant to Section 24f-2(c). $ 42,658,035
Less: Actual aggregate repurchase price of securities
repurchased during the fiscal year ($20,569,337) reduced
by actual aggregate repurchase price of such securities
previously applied pursuant to Section 24e-2(a)(none). $(20,569,337)
Fee Basis ------------
Fee: One-twentyninth of 1 per centum of the basis of the $ 22,088,698
price at which the securities were sold. ============
(Calculation made pursuant to Rule 24f-2(c) of the $ 7,616.79
Investment Company Act of 1940.) ============
Yours very truly,
/s/ Dan J. Hesser
-----------------------
Dan J. Hesser
President &
Chief Executive Officer
