UNITED STATES
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:

The Lazard Funds, Inc.
30 Rockefeller Plaza
New York, NY 10112-6300

2. The name of each series or class of securities for which this Form
is filed (If the Form is being filed for all series and classes of
securities of the issuer, check the box but do not list
series or classes):  /X/


3. Investment Company Act File Number:
811-06312

Securities Act File Number
033-40682

4(a).  Last day of fiscal year for which this Form is filed:
December 31, 2011

4(b). Check box if this Form is being filed late (ie., more than 90
calendar days after the end of the fiscal year).
(See Instruction A.2)
N/A

Note: If the Form is being filed late, interest must be paid on
the registration fee due.

4(c). Check box if this is the last time the issuer will be filing
this Form.
N/A

5.  Calculation of registration fee:


(i)Aggregate sale price of securities sold during the fiscal year
Pursuant to section 24(f):

         $5,292,040,000

(ii)Aggregate price of securities redeemed or repurchased during the
fiscal year:

	$5,928,658,302

(iii)Aggregate price of securities redeemed or repurchased during any
prior fiscal year ending no earlier than October 11, 1995 that were
not previously used to reduce registration fees payable to the
Commission:

           $0

(iv)Total available redemption credits [add Item 5(ii) and 5(iii):

	$5,928,658,302

(v)Net sales - If Item 5(i) is greater than Item 5(iv)[subtract Item
5(iv) from Item 5(i) ]:

	$0

(vi)Redemption credits available for use in future years

            $(636,618,302)

- if Item 5(i) is less than Item 5(iv) [subtract Item 5(iv) from
Item 5(i)]:

(vii) Multiplier for determining registration fee (See Instruction C.9):

	X$0.0001146

(viii) Registration fee due [multiply Item 5(v) by Item 5(vii)]
(enter O if no fee is due):

	=$0

6. Prepaid Shares

If the response to item 5(i) was determined by deducting an amount of
securities that were registered under the Securities Act of 1933
pursuant to rule 24e-2 as in effect before [effective date of rescission
of rule 24e-2], then report the amount of securities (number of shares
or other units) deducted here:    0 . If there is a number of shares
or other units that were registered pursuant to rule 24e-2 remaining
unsold at the end of the fiscal year for which this form is filed that
are available for use by the issuer in future fiscal years, then state
that number here: 0 .

7.  Interest due - if this Form is being filed more than 90 days after
the end of the issuers fiscal year
 (see Instruction D):

	+$0

8.  Total of the amount of the registration fee due plus any interest due
[line 5(vii) plus line 7]:

	=$0


9. Date the registration fee and any interest payment was sent to the
Commissionslockbox depository: N/A


Method of Delivery: N/A

  Wire Transfer
  Mail or other means


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/ Stephen St. Clair



Stephen St. Clair, Treasurer
Date   3/29/12
*Please print the name and title of the signing officer below the
signature.