Exhibit 11


                           KIRKPATRICK & LOCKHART LLP
                         1800 MASSACHUSETTS AVENUE, N.W.
                           WASHINGTON, D.C. 20036-1800

                            TELEPHONE (202) 778-9000
                            FACSIMILE (202) 778-9100
                                   www.kl.com

                                 Febraury 1, 1999


INVESCO Tax-Free Income Funds, Inc.
7800 E. Union Avenue
Denver, Colorado 80237

Ladies and Gentlemen:

      You have  requested  our  opinion  as to  certain  matters  regarding  the
issuance by INVESCO  Tax-Free  Income  Funds,  Inc.  ("Company"),  a corporation
organized  under the laws of the State of  Maryland,  of shares of common  stock
("Shares") of INVESCO Tax-Free  Long-Term Bond Fund ("Long-Term Bond Fund"),
a series of the Company,  pursuant to a Plan of Reorganization ("Plan") approved
by the Company's  board of directors  ("Board") on behalf of Long-Term Bond Fund
and INVESCO Intermediate Bond Fund, also a series of the Company  ("Intermediate
Bond Fund").  Under the Plan,  Long-Term  Bond Fund would  acquire the assets of
Intermediate  Bond  Fund in  exchange  for the  Shares  and  the  assumption  by
Long-Term Bond Fund of Intermediate Bond Fund's liabilities.  In connection with
the Plan,  the Company is about to file a  Registration  Statement  on Form N-14
(the "N-14") for the purpose of registering  the Shares under the Securities Act
of 1933, as amended ("1933 Act"), to be issued pursuant to the Plan.

      We have examined  originals or copies  believed by us to be genuine of the
Company's  Articles of  Incorporation  and  By-Laws,  minutes of meetings of the
Company's Board, the form of the Plan, and such other documents  relating to the
authorization and issuance of the Shares as we have deemed relevant.  Based upon
that examination,  we are of the opinion that the Shares being registered by the
N-14 may be issued in  accordance  with the Plan and the  Company's  Articles of
Incorporation and By-Laws,  subject to compliance with the 1933 Act, as amended,
the  Investment  Company Act of 1940,  as  amended,  and  applicable  state laws
regulating the distribution of securities, and when so issued, those Shares will
be legally issued, fully paid and non-assessable.

      We hereby  consent  to this  opinion  accompanying  the Form N-14 that the
Company plans to file with the  Securities  and Exchange  Commission  and to the
reference to our firm under the caption  "Miscellaneous -- Legal Matters" in the
Prospectus/Proxy Statement filed as part of the Form N-14.

                                Sincerely yours,

                                /s/ KIRKPATRICK & LOCKHART LLP

                                KIRKPATRICK & LOCKHART LLP