UNITED SERVICES FUNDS
497, 1997-02-05
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                                  DISCOVER OUR
                                   STAR FUNDS

                          U.S. Global Investors' stars
                          were shining bright in 1996.
                          The following funds received
                          top honors from Morningstar.

[GRAPHIC:  PICTURE OF THE COVER OF THE U.S. REAL ESTATE FUND]
*****
U.S. REAL ESTATE FUND
Invests for growth and income in REITs and other 
real estate stocks. Can enhance any portfolio.

              [GRAPHIC:  PICTURE OF THE COVER OF THE U.S. GLOBAL RESOURCES FUND]
                                                                           *****
                                                      U.S. GLOBAL RESOURCES FUND
                                  Invests for growth in the suppliers of natural
                                                         resources of all kinds.

[GRAPHIC:  PICTURE OF THE COVER OF THE UNITED SERVICES NEAR-TERM TAX FREE FUND]
*****
UNITED SERVICES NEAR-TERM TAX FREE
Invests in investment-grade municipal bonds and
provides monthly tax-free dividends.

                      [GRAPHIC:  PICTURE OF THE COVER OF THE U.S. TAX FREE FUND]
                                                                           *****
                                                              U.S. TAX FREE FUND
                  Invests for a high level of current income exempt from federal
              income  taxation.  A great  investment for reducing your tax bill.

[GRAPHIC:  PICTURE OF THE COVER OF THE U.S. ALL AMERICAN EQUITY FUND]
*****
U.S. ALL AMERICAN EQUITY FUND 
A fund starring America's best-known blue chips:
Wal-Mart, McDonalds, Toys R Us and more.

                                    [GRAPHIC:  U.S. GLOBAL INVESTORS, INC. LOGO]

                                            Call today for a FREE investment kit
                                     containing  everything  you need to open an
                                     account in one of our  award-winning funds.
                                                       1-800-557-2297,  ext. 171
                                                                 www.usfunds.com

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*Morningstar  Rankings as of 12/31/96.  For more information,  including charges
and expenses,  call 1-800-US-FUNDS.  Please read the prospectus carefully before
investing.  U.S. stands for United Services. Past performance is no guarantee of
future results.  Investment  return and principal value will fluctuate.  You may
have a gain or a loss when you sell shares. Morningstar, a nationally recognized
mutual fund rating service,  awards ratings which reflect historical risk-adjust
performance.  Five stars are awarded to funds in the top 10% of their  category,
four stars are  awarded to funds in the next  22.5%,  three stars are awarded to
funds in the next 35%, two stars are awarded to funds in the next 22.5%, and one
star is awarded to funds in the bottom 10%. The U.S. Real Estate Fund received 5
stars  out of 2959  funds for 1 year and 1 star out of 1058  funds 5 years,  the
U.S. Global Resources received 5 stars out of 2959 funds for 1 year, 2 stars out
of 1058  funds  for 5  years,  and 1 star out of 598  funds  for 10  years.  The
Near-Term  Tax Free Fund  received  5 stars  out of 1739  funds for 1 year and 4
stars out of 580 funds for 5 years.  The U.S. Tax Free Fund received 4 stars out
of 1739 funds for 1 year, 3 stars out of 580 funds for 5 years,  and 3 stars out
of 257 funds for 10 years.  The U.S. All American  Equity Fund  received 4 stars
out of 2959  funds for 1 year,  3 stars out of 1058 funds for 5 years and 1 star
out of 589 funds for 10 years.  Total operating  expenses for the U.S. Near-Term
Tax Free Fund and U.S.  Tax Free Fund were either  capped or  subsidized  by the
adviser which benefited shareholders and improved fund performance.       B&B030



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