VAN WAGONER FUNDS INC
N-30D, 1998-03-04
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                                                             December 31, 1997
Dear Shareholder:

This has been an especially difficult year for Van Wagoner Capital Management.
Some of the forces behind our performance are exactly those that make growth
stocks volatile. Others have led us to make changes that should improve our
results. Let me briefly discuss the issues we face and the actions we're taking.

   1. GROWTH STOCK INVESTING IS CURRENTLY OUT OF FAVOR WITH THE MARKET.
      Early in 1997, concerns about the U.S. economy fueled a shift for
      small, lesser-known companies to larger companies offering more
      liquidity. Small-cap technology stocks took a beating. Still, the
      fundamentals of our holdings stayed positive. This, plus good economic
      news, led to dramatic rebounds from May to mid-October. It looked like
      we'd have another strong year - until the economic crisis in Southeast
      Asia hit. Wall Street's reaction to the turmoil was swift: any company
      with Asian exposure saw stock prices fall sharply.

      WHAT WE'RE DOING: We did reduce or sell our positions in companies
      whose results will suffer due to Asia's economic problems. But we'll
      continue to hold companies with only limited exposure to Asia that
      show strong prospects and whose stocks we believe are undervalued.

   2. THE MARKET ENTERED A NEW PHASE IN 1997. This year various forces
      affected prices as never before. There are more retail investors and
      more traders ready to hedge quickly. Broad industry fundamentals,
      technical chart patterns, and the rumor mill became more important in
      determining stock prices. In this environment, our strong fundamental
      research wasn't enough.

      WHAT WE'RE DOING: We will continue with our fundamental approach. I'm
      convinced that fully understanding the companies in which we invest
      will ultimately pay off. In fact, as of the December pre-reporting
      period, a number of high-profile companies missed their stated
      earnings goal - but one of the companies we held missed its
      fundamental targets.

While remaining dedicated to our style of investment, we are not going to just
wait for the markets to change for performance to improve. We are increasing and
incorporating a greater awareness of who else owns the stocks we hold, or are
interested in, and their investment style. We believe this will enhance our
trading strategies, and should improve results.

I want to thank you, our shareholders, for holding firm during a frustrating
year. I know that can be difficult when markets are not performing well, even
when you understand the long-term potential. We look forward to a new year
where we believe our fundamental approach and the dedication of our research
staff will reward your patience.

Sincerely,

/s/ Garrett R. Van Wagoner



                   CAPITAL APPRECIATION FUND
                         
                   Capital            S&P
                Appreciation       500 Stock
                    Fund             Index
                  _________        _________
                    
12/31/96           $10,000          $10,000

12/31/97           $10,456          $13,336

_____________________________

TOTAL RETURN
For the period ended 12/31/97
_____________________________

ONE YEAR                4.56%
_____________________________
                        
                

This chart assumes an initial investment of $10,000 made after the close of 
business on 12/31/96 (Commencement). Returns shown here and in the table are
based on net change in NAV. Performance figures reflect fee waivers in effect
and represent past performance which is no guarantee of future results. The
investment return and principal value of an investment in Van Wagoner Funds
will fluctuate so that an investor's shares in the Funds, when redeemed, may
be worth more or less than their original cost.

The S&P 500 Stock Index is an unmanaged index of 500 selected common stocks,
most of which are listed on the New York Stock Exchange. The Index is heavily
weighted toward stocks with large market capitalizations and represents 
approximately two-thirds of the total market value of all domestic common
stocks.


                         GROWTH FUND
                         
                                      S&P
                    Growth         500 Stock
                     Fund            Index
                  _________        _________
                    
12/31/96           $10,000          $10,000

12/31/97           $10,574          $13,336

_____________________________

TOTAL RETURN
For the period ended 12/31/97
_____________________________

ONE YEAR                5.74%
_____________________________



This chart assumes an initial investment of $10,000 made after the close of 
business on 12/31/96 (Commencement). Returns shown here and in the table are
based on net change in NAV. Performance figures reflect fee waivers in effect
and represent past performance which is no guarantee of future results. The
investment return and principal value of an investment in Van Wagoner Funds
will fluctuate so that an investor's shares in the Funds, when redeemed, may
be worth more or less than their original cost.

The S&P 500 Stock Index is an unmanaged index of 500 selected common stocks,
most of which are listed on the New York Stock Exchange. The Index is heavily
weighted toward stocks with large market capitalizations and represents 
approximately two-thirds of the total market value of all domestic common
stocks.



                     VAN WAGONER CAPITAL APPRECIATION FUND
                            SCHEDULE OF INVESTMENTS
                               DECEMBER 31, 1997

   Number
 of Shares                                                         Value
- ----------                                                        ---------

             COMMON STOCKS                              90.40%
             COMMERCIAL SERVICES - SECURITY/SAFETY       4.69%
   1,500     Check Point Software Technologies Ltd.*                $61,125
                                                                  ---------

             COMPUTERS - LOCAL NETWORKS                  8.64%
   1,000     Cisco Systems, Inc.*                                    55,750
     750     Citrix Systems, Inc.*                                   57,000
                                                                  ---------
                                                                    112,750
                                                                  ---------

             COMPUTERS - MEMORY DEVICES                  7.28%
   1,000     Legato Systems, Inc.*                                   44,000
   1,000     Veritas Software Corp.*                                 51,000
                                                                  ---------
                                                                     95,000
                                                                  ---------

             COMPUTERS - MINI/MICRO                      3.22%
     500     Dell Computer Corp.*                                    42,000
                                                                  ---------


             COMPUTERS - SOFTWARE                       18.27%
   4,000     Avant! Corp.*                                           67,000
   2,500     J.D. Edwards & Co.*                                     73,750
   1,000     Manugistics Group, Inc.*                                44,625
   1,000     Networks Associates Inc.*                               52,875
                                                                  ---------
                                                                    238,250
                                                                  ---------

             ELECTRONICS - MISCELLANEOUS COMPONENTS      5.06%
   2,500     Sawtek Inc.*                                            65,938
                                                                  ---------

             ELECTRONICS - SEMICONDUCTOR MANUFACTURING   5.94%
   1,000     Jabil Circuit, Inc.*                                    39,750
   1,000     Vitesse Semiconductor Corp.*                            37,750
                                                                  ---------
                                                                     77,500
                                                                  ---------

             ENERGY - SERVICES                           3.97%
   1,000     EVI, Inc.*                                              51,750
                                                                  ---------

             MULTI INDUSTRY                              1.51%
     500     Veritas DGC Inc.*                                       19,750
                                                                  ---------


   Number
 of Shares                                                         Value
- ----------                                                        ---------

                OIL & GAS - DRILLING                     2.66%
     500     Noble Drilling Corp.*                                  $15,312
     500     Patterson Energy, Inc.*                                 19,344
                                                                  ---------
                                                                     34,656
                                                                  ---------

             OIL & GAS - EXPLORATION & PRODUCTION        4.58%
   5,000     Comstock Resources, Inc.*                               59,688
                                                                  ---------

             OIL & GAS - FIELD SERVICES                  4.40%
     250     BJ Services Co.*                                        17,984
     750     Friede Goldman International, Inc.*                     22,406
   1,000     Global Industries Ltd.*                                 17,000
                                                                  ---------
                                                                     57,390
                                                                  ---------

             OIL & GAS - INTERNATIONAL SPECIALTY         3.37%
   2,000     Gulf Indonesia Resources Ltd.*                          44,000
                                                                  ---------

             OIL & GAS - MACHINERY & EQUIPMENT           5.51%
   1,000     Dril-Quip, Inc.*                                        35,125
     250     Smith International, Inc.*                              15,344
   1,000     Varco International, Inc.*                              21,437
                                                                  ---------
                                                                     71,906
                                                                  ---------

             POLLUTION CONTROL - SERVICES                1.34%
   1,000     Newpark Resources, Inc.*                                17,500
                                                                  ---------

             TELECOMMUNICATIONS - EQUIPMENT              8.69%
   1,000     CIENA Corp.*                                            61,125
   2,000     Premisys Communications, Inc.*                          52,250
                                                                  ---------
                                                                    113,375
                                                                  ---------

             TELECOMMUNICATIONS - SERVICES               1.27%
     750     RSL Communications, Ltd. Class A*                       16,500
                                                                  ---------

             TOTAL COMMON STOCKS (COST $1,115,269)                1,179,078
                                                                  ---------


 Principal
   Amount                                                          Value
- ----------                                                        ---------

             REPURCHASE AGREEMENTS                      49.60%
$647,000     UMB Bank, n.a., 5.80%, dated 12/31/97,
             repurchase price $647,206, maturing
             1/2/98 (collateralized by U.S.
             Treasury Notes, 5.875%, 2/28/99)                      $647,000
                                                                  ---------

             Total Repurchase Agreements (cost $647,000)            647,000
                                                                  ---------

             SHORT-TERM INVESTMENTS                      0.04%
     534     UMB Bank, n.a., Money Market Fiduciary                     534
                                                                  ---------

             Total Short-Term Investments (cost $534)                   534
                                                                  ---------

             Total Investments (cost $1,762,803)       140.04%    1,826,612

             Other Liabilities less Assets            (40.04)%    (522,263)
                                                                  ---------

             NET ASSETS                                100.00%   $1,304,349
                                                                  =========

             * Non-income producing

                       See notes to financial statements.



                            VAN WAGONER GROWTH FUND
                            SCHEDULE OF INVESTMENTS
                               DECEMBER 31, 1997

   Number
 of Shares                                                         Value
 ----------                                                        ------
             COMMON STOCKS                              88.89%
             Commercial Services - Security/Safety       4.62%
   1,500     Check Point Software Technologies Ltd.*                $61,125
                                                                  ---------

             COMPUTERS - LOCAL NETWORKS                  8.53%
   1,000     Cisco Systems, Inc.*                                    55,750
     750     Citrix Systems, Inc.*                                   57,000
                                                                  ---------
                                                                    112,750
                                                                  ---------

             COMPUTERS - MEMORY DEVICES                  9.11%
   1,000     Legato Systems, Inc. *                                  44,000
   1,500     Veritas Software Corp. *                                76,500
                                                                  ---------
                                                                    120,500
                                                                  ---------

             COMPUTERS - MINI/MICRO                      3.18%
     500     Dell Computer Corp. *                                   42,000
                                                                  ---------

             COMPUTERS - SOFTWARE                       18.01%
   4,000     Avant! Corp. *                                          67,000
   2,500     J.D. Edwards & Co. *                                    73,750
   1,000     Manugistics Group, Inc. *                               44,625
   1,000     Networks Associates Inc. *                              52,875
                                                                  ---------
                                                                    238,250
                                                                  ---------

             ELECTRONICS - MISCELLANEOUS COMPONENTS      4.99%
   2,500     Sawtek Inc. *                                           65,938
                                                                  ---------

             ELECTRONICS - SEMICONDUCTOR MANUFACTURING   5.86%
   1,000     Jabil Circuit, Inc. *                                   39,750
   1,000     Vitesse Semiconductor Corp. *                           37,750
                                                                  ---------
                                                                     77,500
                                                                  ---------

             ENERGY - SERVICES                           3.91%
   1,000     EVI, Inc. *                                             51,750
                                                                  ---------

             MULTI INDUSTRY                              1.49%
     500     Veritas DGC Inc. *                                      19,750
                                                                  ---------

   Number
 of Shares                                                         Value
- ----------                                                        ---------
             OIL & GAS - DRILLING                        2.62%
     500     Noble Drilling Corp. *                                 $15,312
     500     Patterson Energy, Inc. *                                19,344
                                                                  ---------
                                                                     34,656
                                                                  ---------

             OIL & GAS - EXPLORATION & PRODUCTION        3.61%
   4,000     Comstock Resources, Inc. *                              47,750
                                                                  ---------

             OIL & GAS - FIELD SERVICES                  3.05%
     250     BJ Services Co. *                                       17,984
     750     Friede Goldman International, Inc. *                    22,406
                                                                  ---------
                                                                     40,390
                                                                  ---------

             OIL & GAS - INTERNATIONAL SPECIALTY         3.33%
   2,000     Gulf Indonesia Resources Ltd. *                         44,000
                                                                  ---------

             OIL & GAS - MACHINERY & EQUIPMENT           5.44%
   1,000     Dril-Quip, Inc. *                                       35,125
     250     Smith International, Inc. *                             15,344
   1,000     Varco International, Inc. *                             21,438
                                                                  ---------
                                                                     71,907
                                                                  ---------

             POLLUTION CONTROL - SERVICES                1.32%
   1,000     Newpark Resources, Inc. *                               17,500
                                                                  ---------

             TELECOMMUNICATIONS - EQUIPMENT               8.57%
   1,000     CIENA Corp. *                                           61,125
   2,000     Premisys Communications, Inc. *                         52,250
                                                                  ---------
                                                                    113,375
                                                                  ---------

             TELECOMMUNICATIONS - SERVICES               1.25%
     750     RSL Communications, Ltd. Class A *                      16,500
                                                                  ---------

             TOTAL COMMON STOCKS (COST $1,093,065)                1,175,641
                                                                  ---------

 Principal
   Amount                                                          Value
- -----------                                                         -----
             REPURCHASE AGREEMENTS                      50.58%
$669,000     UMB Bank, n.a., 5.80%, dated 12/31/97,
             repurchase price $669,106, maturing
             1/2/98 (collateralized by U.S.
             Treasury Notes, 5.875%, 2/28/99)                      $669,000
                                                                  ---------

             TOTAL REPURCHASE AGREEMENTS (COST $669,000)            669,000
                                                                  ---------

             SHORT-TERM INVESTMENTS                      0.01%
      98     UMB Bank, n.a., Money Market Fiduciary                      98
                                                                  ---------

             Total Short-Term Investments (cost $98)                     98
                                                                  ---------

             TOTAL INVESTMENTS (COST $1,762,163)       139.48%    1,844,739

             Other Liabilities less Assets            (39.48)%    (522,159)
                                                                  ---------

             NET ASSETS                                100.00%   $1,322,580
                                                                  =========

          * Non-income producing

 See notes to financial statements.


                            VAN WAGONER FUNDS, INC.
                      STATEMENTS OF ASSETS AND LIABILITIES
                               DECEMBER 31, 1997
                                                   Capital
                                                 Appreciation      Growth
                                                     Fund           Fund
                                                -------------     -------

ASSETS:
  Investments, at value (cost $1,115,803
     and $1,093,163, respectively)                $1,179,612     $1,175,739
  Repurchase agreements, at value
     (cost $647,000 and
     $669,000, respectively)                         647,000        669,000
  Receivable from investment adviser                   9,052          8,820
  Interest and dividends receivable                      200            242
  Prepaid expenses and other assets                    3,094          3,094
                                                   ---------      ---------

  Total Assets                                     1,838,958      1,856,895
                                                   ---------      ---------

LIABILITIES:
  Payable for investments purchased                  514,219        514,219
  Accrued investment advisory fee                      1,392          1,123
  Accrued expenses and other liabilities              18,998         18,973
                                                   ---------      ---------

  Total Liabilities                                  534,609        534,315
                                                   ---------      ---------

NET ASSETS                                        $1,304,349     $1,322,580
                                                   =========      =========

NET ASSETS CONSIST OF:
  Capital stock                                          $14            $14
  Paid-in-capital                                  1,478,043      1,431,964
  Accumulated net realized loss on investments      (69,320)       (69,856)
  Accumulated distributions in excess of
     net realized gains                            (168,197)      (122,118)
  Net unrealized appreciation on investments          63,809         82,576
                                                   ---------      ---------

  Net Assets                                      $1,304,349     $1,322,580
                                                   =========      =========

CAPITAL STOCK, $0.0001 PAR VALUE
  Authorized                                     100,000,000    100,000,000
  Issued and outstanding                             143,621        138,071

NET ASSET VALUE, REDEMPTION PRICE,
AND OFFERING PRICE PER SHARE (NET
ASSETS/SHARES OUTSTANDING)                        $     9.08     $     9.58
                                                   =========      =========

See notes to financial statements.


                            VAN WAGONER FUNDS, INC.
                            STATEMENTS OF OPERATIONS
                          YEAR ENDED DECEMBER 31, 1997

                                                   Capital
                                                 Appreciation      Growth
                                                     Fund           Fund
                                                -------------     -------

INVESTMENT INCOME:
  Interest                                            $6,303         $5,654
  Dividends                                              498            644
                                                  ----------     ----------
  Total Investment Income                              6,801          6,298
                                                  ----------     ----------

EXPENSES:
  Fund accounting and administration fees             61,667         61,667
  State registration fees                             23,626         23,625
  Professional fees                                   17,164         17,142
  Investment advisory fees                            14,327         11,376
  Custody fees                                         8,658          8,524
  Printing and postage expenses                        4,425          4,425
  Directors' fees and expenses                         3,589          3,589
  Miscellaneous                                        1,599          1,610
                                                  ----------     ----------

  Total expenses before waiver                       135,055        131,958
  Less:  Waiver of expenses                        (112,705)      (109,775)
                                                  ----------     ----------

  Net Expenses                                        22,350         22,183
                                                  ----------     ----------

NET INVESTMENT LOSS                                 (15,549)       (15,885)
                                                  ----------     ----------

REALIZED AND UNREALIZED GAIN (LOSS):
  Net realized loss on investments                  (53,771)       (53,971)
  Change in unrealized appreciation
     on investments                                   63,809         82,576
                                                  ----------     ----------

  Net Gain on Investments                             10,038         28,605
                                                  ----------     ----------

NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                           $(5,511)        $12,720
                                                  ==========     ==========

See notes to financial statements.



                            VAN WAGONER FUNDS, INC.
                      STATEMENTS OF CHANGES IN NET ASSETS
                          YEAR ENDED DECEMBER 31, 1997


                                                   Capital
                                                 Appreciation      Growth
                                                     Fund           Fund
                                                -------------     -------

OPERATIONS:
  Net investment loss                              $(15,549)      $(15,885)
  Net realized loss on investments                  (53,771)       (53,971)
  Change in unrealized appreciation
     on investments                                   63,809         82,576
                                                  ----------     ----------

  Net increase (decrease) in net assets
     resulting from operations                       (5,511)         12,720
                                                  ----------     ----------

DISTRIBUTIONS:
  In excess of net realized gains                  (168,197)      (122,118)
                                                  ----------     ----------

CAPITAL SHARE TRANSACTIONS:
  Proceeds from sale of shares                     1,309,860      1,309,860
  Proceeds from reinvestment of dividends            168,197        122,118
  Redemption of shares                                     -              -
                                                  ----------     ----------

  Net increase from share transactions             1,478,057      1,431,978
                                                  ----------     ----------


TOTAL INCREASE IN NET ASSETS                       1,304,349      1,322,580


NET ASSETS:
  Beginning of period                                      -              -
                                                  ----------     ----------

  End of period                                   $1,304,349     $1,322,580
                                                  ==========     ==========

TRANSACTIONS IN SHARES:
  Shares sold                                        124,722        125,094
  Shares issued in reinvestment of dividends          18,899         12,977
  Shares redeemed                                          -              -
                                                  ----------     ----------

  Net increase                                       143,621        138,071
                                                  ==========     ==========


See notes to financial statements.


                            VAN WAGONER FUNDS, INC.
                             FINANCIAL HIGHLIGHTS
                          YEAR ENDED DECEMBER 31, 1997
               For a Fund share outstanding throughout the period.


                                                   Capital
                                                 Appreciation      Growth
                                                    Fund<1>        Fund<1>
                                                -------------     ---------

NET ASSET VALUE,
  BEGINNING OF PERIOD                            $     10.00    $     10.00
 
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
  Net investment loss                                  (0.11)         (0.12)
  Net realized and unrealized 
    gains on investment                                 0.54           0.68
                                                  ----------     ----------
    
    Total from investment operations                    0.43           0.56 
                                                  ----------     ----------
 
DISTRIBUTIONS:
  In excess of net realized gains                      (1.35)         (0.98)
  
NET ASSET VALUE, END OF PERIOD                   $      9.08    $      9.58
                                                  ==========     ==========
                                                  
TOTAL RETURN                                           4.56%          5.74%

SUPPLEMENTAL DATA and RATIOS:
  Net assets, end of period (000s)               $     1,304    $     1,323
  Ratio of expenses to average net 
    assets, net of waivers and reimbursements          1.95%          1.95% 
  Ratio of net investment loss to average net
    assets, net of waivers and reimbursements        (1.36)%        (1.40)% 
  Ratio of expenses to average net assets, 
    before waivers and reimbursements                 11.78%         11.60%
  Ratio of net investment loss to average 
    net assets, before waivers and
    reimbursements                                  (11.19)%       (11.05)% 
  Portfolio turnover rate                               625%           593% 
  Average commission rate paid on portfolio
    investment transactions                      $   0.0458    $    0.0465
  
  
  <F1>Commenced operations after the close of business on December 31, 1996
  
  
  See notes to financial statements.


                            VAN WAGONER FUNDS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                               DECEMBER 31, 1997


(1)   Organization
      ------------
      Van Wagoner Funds, Inc. (the "Company") was organized on October 18, 1995
      as a Maryland corporation and is registered under the Investment Company
      Act of 1940 (the "1940 Act") as an open-end management investment company.
      The Capital Appreciation Fund and the Growth Fund (collectively, the
      "Funds") are separate, diversified investment portfolios of Van Wagoner
      Funds, Inc.  The Funds commenced operations after the close of business
      on December 31, 1996.  The sole shareholder of the Funds is an affiliate
      of the investment adviser.

(2)   Significant Accounting Policies
      -------------------------------
      The following is a summary of significant accounting policies
      consistently followed by the Funds in the preparation of their financial
      statements.  These policies are in conformity with generally accepted
      accounting principles ("GAAP").  The presentation of financial statements
      in conformity with GAAP requires management to make estimates and
      assumptions that affect the reported amounts of assets and liabilities at
      the date of the financial statements and the reported amounts of revenues
      and expenses during the reporting period.  Actual results could differ
      from those estimates.
  (a) Investment Valuation - A security traded on a recognized stock exchange
      is valued at the last sale price prior to the time when assets are valued
      on the principal exchange on which the security is traded.  If no sale is
      reported on the valuation date, the most current bid price will be used.
      All other securities for which over-the-counter market quotations are
      readily available are valued at the most current closing price.  Debt
      securities which will mature in more than 60 days are valued at prices
      furnished by a pricing service.  Securities which will mature in 60 days
      or less are valued at amortized cost, which approximates market value.
      Any securities for which market quotations are not readily available are
      valued at their fair value as determined in good faith by the Funds'
      investment adviser pursuant to guidelines established by the Board of
      Directors.

  (b) Repurchase Agreements - During the term of a repurchase agreement, the
      market value of the underlying collateral, including accrued interest, is
      required to equal or exceed the market value of the repurchase agreement.
      The underlying collateral for all repurchase agreements is held by the
      Funds' custodian.

                            VAN WAGONER FUNDS, INC.
                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                               DECEMBER 31, 1997


  (c) Expenses - The Funds are charged for those expenses that are directly
      attributable to each portfolio, such as advisory and custodian fees.
      Expenses that are not directly attributable to a portfolio are typically
      allocated among the portfolios in proportion to their respective net
      assets.

  (d) Federal Income Taxes - Each Fund intends to comply with the requirements
      of the Internal Revenue Code necessary to qualify as a regulated
      investment company and to make the requisite distributions of income to
      its shareholders which will be sufficient to relieve it from all or
      substantially all federal income taxes.

  (e) Distributions to Shareholders - Dividends from net investment income and
      net realized capital gains, if any, will be declared and paid at least
      annually.  Distributions to shareholders are recorded on the ex-dividend
      date.  Each Fund may periodically make reclassifications among certain of
      its capital accounts as a result of the timing and characterization of
      certain income and capital gains distributions determined in accordance
      with federal tax regulations, which may differ from GAAP.  Accordingly,
      at December 31, 1997, reclassifications were recorded to increase
      undistributed net investment income and decrease accumulated net realized
      loss on investments by $15,549 and $15,885 for the Capital Appreciation
      and Growth Funds, respectively.

  (f) Other - Investment transactions are accounted for on the trade date
      basis.  Each Fund determines the gain or loss realized from the
      investment transactions by comparing the original cost of the security
      lot sold with the net sale proceeds.  Dividend income is recognized on
      the ex-dividend date and interest income is recognized on an accrual
      basis.

(3)   Investment Advisory Agreement
      -----------------------------
      The Funds have an agreement with Van Wagoner Capital Management, Inc.
      (the "Adviser") to furnish investment advisory services to the Funds.
      Under the terms of this agreement, the Adviser is compensated at the rate
      of 1.25% and 1.00% of the average daily net assets of the Capital
      Appreciation Fund and Growth Fund, respectively.  The Adviser has agreed
      to voluntarily reduce fees for expenses (exclusive of brokerage,
      interest, taxes and extraordinary expenses) that exceed the expense
      limitation of 1.95% for each Fund until January 1, 1999.  Expenses of
      $112,705 and $109,775 were waived in the Capital Appreciation and Growth
      Funds, respectively.


                            VAN WAGONER FUNDS, INC.
                   NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                               DECEMBER 31, 1997


(4)   Service and Distribution Plan
      -----------------------------
      The Funds have adopted a Service and Distribution Plan (the "Plan")
      pursuant to Rule 12b-1 under the 1940 Act.  The Plan authorizes payments
      by the Funds in connection with the distribution of their shares at an
      annual rate, as determined from time to time by the Board of Directors,
      of up to 0.25% of a Fund's average daily net assets.

(5)   Investment Transactions
      -----------------------
      The aggregate purchases and sales of securities, excluding short-term
      investments, for the Funds for the year ended December 31, 1997 were as
      follows:

                                         Capital
                                       Appreciation      Growth
                                           Fund           Fund
                                       ------------      ------

      Purchases                         $7,042,850     $6,783,559
      Sales                              5,909,791      5,672,505

      For the year ended December 31, 1997, there were no purchases or sales of
      long-term U.S. Government securities.

      The cost of securities on a tax basis for the Capital Appreciation Fund
      and Growth Fund is $1,818,994 and $1,802,463, respectively.  At December
      31, 1997, gross unrealized appreciation and depreciation on investments
      for federal income tax purposes were as follows:


                                         Capital
                                       Appreciation      Growth
                                           Fund           Fund
                                       ------------      ------

      Unrealized appreciation             $ 85,965       $ 93,546
      (Unrealized depreciation)           (78,347)       (51,270)
                                          --------       --------
      Net unrealized appreciation
           on investments                 $  7,618       $ 42,276
                                          ========       ========
                                          
                                          
                                          
                                          
                        REPORT OF INDEPENDENT ACCOUNTANTS


To the Board of Directors and Shareholders
  of The Van Wagoner Funds, Inc.

In our opinion, the accompanying statements of assets and liabilities, including
the portfolios of investments, and the related statements of operations and of
changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of the Van Wagoner Capital
Appreciation Fund and the Van Wagoner Growth Fund, two of the portfolios of the
Van Wagoner Funds, Inc. (the "Funds") at December 31, 1997, the results of each
of their operations, the changes in each of their net assets and the financial
highlights for each of the periods indicated, in conformity with generally
accepted accounting principles. These financial statements and financial
highlights (hereafter referred to as "financial statements") are the
responsibility of the Funds' management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits, which included confirmation of securities at December 31, 1997 by
correspondence with the custodian and brokers, provide a reasonable basis for
the opinion expressed above.

/s/ Price Waterhouse LLP

Milwaukee, Wisconsin
January 28, 1998






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