24F-2NT

                    U.S. SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                  FORM 24f-2
            Annual Notice of Securities Sold Pursuant to Rule 24f-2

            Read Instructions at end of Form before preparing Form.
                             Please print or type.


1.   Name and address of issuer:   Matthews International Funds
                         655 Montgomery Street
                         Suite 1438
                         San Francisco, CA 94111 


2.   Name of each series or class of funds for which this notice is
     filed:    Matthews Pacific Tiger Fund
          Matthews Asian Convertible Securities Fund
          Matthews Korea Fund


3.   Investment Company Act File Number:   811-8510

     Securities Act File Number:   33-78960


4.   Last day of fiscal year for which this notice is filed:
          August 31, 1996 


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 issuers's 24f-2 declaration:

                                                       [  ]


6.   Date of termination of issuer's declaration under Rule 24f-2(a)(1),
     if applicable (see instruction A.6):

     Not Applicable
                                       


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:

     2,370,053 shares were sold for an aggregate price of $24,395,706


10.  Number and aggregate sale price of securities sold during the
     fiscal year in reliance upon registration pursuant to Rule 24f-2:

     2,370,053 shares were sold for an aggregate price of $24,395,706  


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):

   6,084 shares were reinvested for an aggregate price of $61,112


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).....................$24,395,706    

     (ii) Aggregate price of shares issued
          in connection with dividend reinvestment plans
          (from item 11, if applicable).................+$61,112

    (iii) Aggregate price of shares redeemed
          or repurchased during the fiscal year
          (if applicable)...............................-$3,366,545



     (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)...............     $ 21,090,273

     (vi) Multiplier prescribed by Section 6(b) of the 
          Securities Act of 1933 or other applicable 
          law or regulation (see instruction C.6).......x 1/29th of 1% 

    (vii) Fee due
          [line (i) or line (v) multiplied by line (vi)]: $ 7,272.51

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 Commision'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:

     August 28,  1996


                                  SIGNATURES

This report has been signed below by the following person on behalf of
the issuer and in the capacities and on the date indicated.


By: (Signature and Title)                                                   

                                  G. Paul Matthews, President

Date:   October 28, 1996

EX-5

SHARTSIS, FRIESE & GINSBURG, LLP
Eighteenth Floor
One Maritime Plaza
San Francisco, CA 94111


October 25, 1996


Matthews International Funds 
655 Montgomery Street
Suite 1438
San Francisco, CA 94111

Re:  Matthews International Funds
     Rule 24f-2 Notice

We have acted as counsel to Matthews International Funds, a 
Delaware business trust (the "Trust"), in connection with the 
filing of a Notice pursuant to Rule 24f-2 under the Investment 
Company Act of 1940, as amended, concerning sales of the Trust's 
shares during its fiscal year ended August 31, 1996 (the
"Notice").

We have examined such instruments, documents, certificates and 
records of the Trust that we have deemed relevant and necessary 
for the basis of our opinion hereinafter expressed.  In such 
examination, we have assumed the following:
(a) the authenticity of original documents and the genuineness of 
all signatures; (b) the conformity of the originals of all 
documents submitted to us as copies; and (c) the truth, accuracy 
and completeness of the information, representations and 
warranties contained in the instruments, documents,
certificates and records we have reviewed.  Included in such 
examination was an officer's certificate executed by the Trust's 
Secretary an principal financial officer to the effect that 
(i) all sales of the Trust's shares during the fiscal year ended 
August 31, 1996, were made in consideration of
full payment in cash of the applicable purchase price of such 
shares, (ii) the number of shares of the Trust issued and 
outstanding at any time during such fiscal year did not exceed 
the number authorized and (iii) all sales of the
Trust's shares during such fiscal year were made in conformity 
with Article II of the Trust's Instrument dated April 8, 1994.

The opinions expressed below are given as of the date hereof, and 
we shall have no obligation or undertaking to amend modify or 
amplify such opinions hereafter.

Our opinion below is limited to the business trust laws of the 
State of Delaware.  We are not licensed to practice law in the 
State of Delaware, and we have based our opinion below solely on 
our review of Chapter 38 of Title 12 of the Delaware Code and the 
case law interpreting such Chapter as reported in Delaware Code 
Annotated.  In rendering this opinion we have not undertaken a
review of other Delaware law or of any administrative or court 
decisions.  We disclaim any opinion as to any law other than that 
of the United States of America and the business trust law of 
the State of Delaware as described above, and we disclaim any 
opinion as to any stature, rule , regulation, ordinance, order 
or other promulgation of any regional or local governmental
authority.

Based on and subject to the foregoing,, it is our opinion that the 
Trust's shares sold during the fiscal year ended August 31, 1996, 
as reported in the Notice, were legally issued and are fully paid 
and nonassessable.

This opinion is rendered to you in connection with the 
Registration Statement and is solely for your benefit.  This 
opinion may not be relied upon by you for any other purpose or 
relied upon by any other person, firm, corporation,
or other entity for any purpose, without our prior written consent.

We hereby consent to the use of this opinion in connection with 
the filing of the Notice with the Securities and Exchange 
Commission.

                              Very truly yours,

                              SHARTSIS, FRIESE & GINSBURG, LLP





                              By:                            
                                                            
                                   Robert D. Evans, a Partner