US GLOBAL INVESTORS FUNDS
497, 1997-05-02
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                                                                        [PAGE 1]
                                                    [GRAPHIC:  U.S. GLOBAL LOGO]

May 1, 1997

Dear Shareholder,

Thank you and congratulations.  We want to thank you for entrusting us to manage
your money.  And we would like to congratulate you on the wise decision you have
made.  Your  investment  has earned one of  Morningstar's  highest  ratings  for
performance in its peer group.

So have several of our other funds, as you can see below:

STOCK FUNDS                                  1 YR
U.S. All American Equity Fund                *****
China Region Opportunity Fund                *****
U.S. Real Estate Fund                        *****
U.S. Global Resources Fund                   ****

BOND FUNDS                                   1 YR      3 YRS     5 YRS

United Services Near-Term Tax Free Fund      *****     *****     ****
U.S. Tax Free Fund                           *****     ****      ****

At U.S. Global Investors,  we strive to deliver consistent superior  performance
to you. Our portfolio  managers are compensated  according to their demonstrated
ability  to make  money  for you  and as  compared  to  their  competitors  on a
risk-adjusted  basis.  In  every  consecutive  quarter  in  which  they  achieve
outstanding  investment  returns,  their incentive bonuses are compounded.  They
earn more when you earn more, because your success is what is most important.

If you do not already have an account in one of our other  high-ranked  funds, I
urge you to consider an investment today. Our U.S. Government Securities Savings
Fund,  for  example,  is an  excellent  choice  to add to your  portfolio.  With
Lipper's #1 ranking for consistent,  superior five-year  performance,  it offers
the stability of U.S.  government  securities and the instant  liquidity of free
checkwriting. This safe harbor is the ideal parking place to protect profits.

You  can  easily  have  any  question   about  our  funds  answered  by  calling
1-800-US-FUNDS   or   1-800-873-8637.   Please   call   today  so  an   Investor
Representative  can tell you more about how our  Morningstar  top performers can
help you achieve your financial goals. We make it easy to open a new account, or
add to an existing one.  Simply call  1-800-873-8637  to purchase fund shares by
telephone.

Sincerely yours,


/S/  FRANK E. HOLMES

Frank Holmes
Chairman & CEO

P.S. All of our funds are  eligible  for an  IRS-approved  IRA  program.  If you
     transfer  $10,000 or more to a U.S. Global Investors IRA, we will waive our
     annual custodial fee for the life of your account.  Call 1-800-873-8637 now
     for a transfer form and instructions.


                                                             7900 Callaghan Road
                                                  ..............................
                                                                   Mail Address:
                                                                  P.O. Box 29467
                                                              San Antonio, Texas
                                                                      78229-0467
                                                  ..............................
                                                                Tel 210-308-1234
                                                  ..............................
                                                                  1-800-US-FUNDS
                                                  ..............................
                                                                Fax 210-308-1223
                                                  ..............................
                                                         email [email protected]
- --------------------------------------------------------------------------------
                                                                        [PAGE 2]

LEGAL INFORMATION

For more  information,  including charges and expenses,  call  1-800-US-FUNDS or
visit us on the Web at  www.usfunds.com.  Please read the  prospectus  carefully
before investing;  it details the special risks,  including political,  currency
and economic  risks,  of investing in emerging  markets.  U.S. stands for United
Services. Past performance is no guarantee of future results. Investment returns
and  principal  may  fluctuate so that you may have a gain or loss when you sell
shares.

Lipper Analytical Services ranked the U.S. Government Securities Savings Fund #5
and #1 for the  one-  and  five-year  periods  ended  3/31/97  out of 115 and 79
government money market funds, respectively.

Morningstar is a nationally recognized fund rating service which awards rankings
that reflect historical risk-adjusted performance. It awards five stars to funds
in the top 10% of their category,  four stars to funds in the next 22.5%,  three
stars to the next 35%,  two stars to the next 22.5% and one star to funds in the
bottom 10%. A summary of rankings follows for the funds noted on the reverse.

<TABLE>

                                              1 YR      # FUNDS   3 YRS     # FUNDS   5 YRS     # FUNDS   10 YRS    # FUNDS
                                
<S>                                           <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
U.S. All American Equity Fund                 5*        3048      4*        1919      3*        1076      1*        601
China Region Opportunity Fund                 5*         939      2*         478      --         --       --        --
U.S. Real Estate Fund                         5*        3048      3*        1919      1*        1076      --        --
U.S. Global Resources Fund                    4*        3048      2*        1919      2*        1076      1*        601
United Services Near-Term Tax Free Fund       5*        1751      5*        1237      4*         601      --        --
U.S. Tax Free Fund                            5*        1751      4*        1237      4*         601      3*        267
</TABLE>


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