BULL & BEAR U S GOVERNMENT SECURITIES FUND INC
N-30D, 1997-03-10
Previous: TUC HOLDING CO, U-1/A, 1997-03-10
Next: VAN KAMPEN AMERICAN CAPITAL EQUITY OPPORTUNITY TRUST SER 53, 487, 1997-03-10



Bull & Bear
U.S. Government Securities Fund

Investing for a high level of current income, liquidity and safety of principal.

Annual Report
December 31, 1996


Bull & Bear U.S. Government Securities Fund
11 Hanover Square, New York, NY 10005
1-800-847-4200
1-212-363-1100
 http://www.bull-and-bear.com



February 14, 1997

Dear Shareowner,

         We are very pleased to submit this First Report since shareowners voted
to convert Bull & Bear U.S.  Government  Securities Fund to closed-end status at
their Special  Meeting held on September 19, 1996.  The conversion was effective
October 4, 1996 and the Fund's  shares are now listed and traded on the American
Stock Exchange (symbol: BBG). The Fund's Board of Directors anticipates that the
change may help reduce the Fund's operating  expenses.  This,  together with the
greater investment flexibility now available to the Fund, is expected to enhance
the potential for a higher yield and total return as the Fund seeks a high level
of current income, liquidity, and safety of principal for its shareowners.

Review and Outlook

     During  the second  half of the year,  the  economy  was  characterized  by
moderate  growth and  consistently  low levels of inflation,  with "overall" and
"core"  Consumer  Price  Index  figures  up just  3.3% and  2.6%,  respectively.
Reflecting  this, the Federal Reserve has maintained its targeted  Federal Funds
rate,  the amount banks charge each other for overnight  loans,  at a relatively
low level of 5.25% since January 1996.  This is the longest  period of unchanged
rates since 1993,  and  confirms  the  modestly  expanding  overall  economy and
acceptable rates of inflation we have enjoyed throughout this period.

     Over 1.2 million new jobs were created in the United States during the last
six months of 1996.  Although  this was about 25% less than were created  during
the first  half of the year,  the  unemployment  rate  nevertheless  fell to its
lowest level since 1989. Other measures of employment, such as the length of the
average work week and overtime hours also continue to confirm  increased demands
for labor.  Tightness in labor markets needs to be monitored  closely because it
creates the potential for inflationary pressure on wages, and as personal income
rises, the demand for goods and services rises throughout the economy.

     Looking ahead,  we see several  variables that support the  continuation of
last year's moderate growth and low inflation experience.  While personal income
continues to grow at


<PAGE>



a rapid pace,  demand  pressures  should be moderated by high levels of consumer
debt.  Demographic trends should also restrain consumption,  particularly demand
related to housing and durable goods.

Dividend Reinvestment Plan

         The Bull & Bear U.S. Government  Securities Fund Dividend  Reinvestment
Plan is particularly  attractive  because quarterly  dividend  distributions are
reinvested at the lower of net asset value per share or market price. The market
price is determined by averaging the closing  ex-dividend  prices of the Fund on
the American Stock Exchange for the five trading days prior to the payment date.
Reinvesting  at the lower of net asset value or market  price per share can be a
considerable  advantage  for  shareowners,  and can  contribute  importantly  to
growing your investment over time.

         We appreciate your support and look forward to continuing to serve your
investment needs.

Sincerely,

                  Robert D. Anderson                  Thomas B. Winmill
                  Vice Chairman                       Co-President


<PAGE>

Mutual Funds  
Bull & Bear Dollar Reserves
A high quality moneymarket fund investing in U.S. Government securities.  Income
is generally free from state income and intangible personalproperty taxes. Free,
unlimited check writing with only a $250 minimum per check.

Bull & Bear Gold Investors        
Seeks long term  capital  appreciation  in  investments  with the  potential  to
provide a hedge  against  inflation  and  preserve the  purchasing  power of the
dollar.

Bull & Bear Special  Equities Fund 
Invests  aggressively  for maximum capital   appreciation.  

Bull & Bear U.S. and Overseas Fund
Invests worldwide for the highest possible  total return.
 
Call our  toll-free  number  for a  prospectus
containing    more    complete    information,
including charges and expenses. Please read it
carefully before you invest.

Closed-end           
investment companies 
listed on the        
American Stock       
Exchange             


Bull & Bear                     Investing for a high level of income from a
Global Income Fund              global portfolio of primarily investment
                                grade fixed income securities.


 Bull & Bear                     Investing for the highest possible income
 Municipal Income                exempt from Federal income tax that is
 Fund                            consistent with preservation of principal.

 Bull & Bear U.S.                Investing for a high level of current income,
 Government                      liquidity and safety of principal.
 Securities Fund




Discount Brokerage 
Services           

 Bull & Bear        
 Securities, Inc.         

Receive the investment  information you need and the low commissions you expect.
Plus you can earn American Airlines(R) AAdvantage(R) miles every time you trade.
And you can save an additional 10% off our already low commission rates when you
use Bull & Bear PC OnLine  Investment  CenterSM  and/or  Bull & Bear  TeleQuote/
TeleTrade  SM. (There is no check  writing  minimum for Bull & Bear  Performance
Plus(R) accounts.)
<PAGE>






                BULL & BEAR U.S. GOVERNMENT SECURITIES FUND, INC.
              SCHEDULE OF PORTFOLIO INVESTMENTS - DECEMBER 31, 1996
                                   (UNAUDITED)
<TABLE>



 PRINCIPAL                                                                                                                MARKET
  AMOUNT                                                                                                                  VALUE
            U.S. GOVERNMENT OBLIGATIONS (40.5%)
<C>                                                                             <C>         
$1,750,000  U.S. Treasury Note, 6.50%, due 5/31/01......................   $  1,770,234
   750,000  U.S. Treasury Note, 6.625%, due 7/31/01.....................        762,187
   800,000  U.S. Treasury Note, 6.50%, due 10/15/06.....................        804,750
 1,000,000  U.S. Treasury Bond 6.50%, due 11/15/26......................        981,562
                                                                         --------------
               Total U.S. Government Obligations (cost:  $4,320,160)....      4,318,733
                                                                          -------------

            U.S. GOVERNMENT AGENCIES (54.8%)
 2,000,000  Federal National Mortgage Assn., 6.08%, due 9/25/00.........      1,988,706
 1,000,000  Federal National Mortgage Assn., 7.375%, due 3/28/05........      1,046,997
   902,935  Government National Mortgage Assn., 6.50%, due 7/15/08......        892,213
   772,539  Government National Mortgage Assn., 7.0%, due 6/15/23.......        756,846
   125,973  Government National Mortgage Assn., 7.0%, due 5/15/24.......        123,414
 1,004,253  Government National Mortgage Assn., 8.0%, due 5/15/26.......      1,025,593
                                                                          -------------
               Total U.S. Government Agencies (cost:  $5,805,758).......      5,833,769
                                                                          -------------

    Shares  PREFERRED STOCK (4.7%)
    20,000  Tennessee Valley Authority, 7.50% Pfd. (cost:  $502,000)....        500,000
                                                                         --------------

            TOTAL INVESTMENTS (COST:  $10,627,918) (100.0%).............    $10,652,502
                                                                            ===========

</TABLE>


                   See    accompanying    notes   to financial statements.

U.S. Government Securities

<PAGE>



STATEMENT OF ASSETS AND LIABILITIES                                
December 31, 1996 (Unaudited)

<TABLE>



ASSETS:
<S>                                                                                  <C>        
  Investment at market value (cost: $10,627,918) (note 1)...................    $10,652,502
  Cash......................................................................         60,671
  Interest and dividends receivable.........................................        128,056
  Other assets..............................................................            816
                                                                            ---------------
         Total assets.......................................................     10,842,045
                                                                               ------------
LIABILITIES:
  Other liabilities.........................................................         49,709
  Accrued expenses..........................................................         34,408
  Accrued management fees...................................................          6,439
                                                                            ---------------
         Total liabilities..................................................         90,556
                                                                            ---------------
NET ASSETS: (applicable to 726,009 outstanding shares: 10,000,000 shares
 of $.01 par value authorized)...............................................   $10,751,489
                                                                                ===========
NET ASSET VALUE PER SHARE ($10,751,489 / 726,009 shares outstanding)........         $14.81
                                                                                     ======
At December 31, 1996, net assets consisted of:
  Paid-in capital...........................................................    $13,499,372
  Accumulated net realized loss on investments..............................    (2,776,397)
  Net unrealized appreciation on investments................................         24,584
  Undistributed net investment income.......................................          3,930
                                                                            ---------------
                                                                                $10,751,489




</TABLE>





                 See   accompanying   notes  to   financial statements.

U.S. Government Securities

<PAGE>



STATEMENT OF OPERATIONS
Six Months Ended December 31, 1996 (Unaudited)


<TABLE>



INVESTMENT INCOME:
<S>                                                                       <C>     
  Interest.............................................................   $380,511
  Dividends............................................................      9,375
                                                                       -----------
    Total investment income............................................    389,886
                                                                         ---------

EXPENSES:
  Investment management (note 3).......................................     41,583
  Transfer agent.......................................................     18,211
  Professional (note 3)................................................     11,703
  Custodian ...........................................................     11,482
  Distribution (note 3)................................................      8,256
  Registration (note 3)................................................      7,810
  Printing.............................................................      6,162
  Directors............................................................      4,023
  Shareholder administration (note 3)..................................      3,357
  Miscellaneous........................................................      9,392
                                                                       -----------
      Total expenses...................................................    121,979
                                                                         ---------
      Net investment income............................................    267,907
                                                                         ---------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
  Net realized loss from security transactions.........................    (6,214)
  Unrealized appreciation of investments during the period.............    126,651
                                                                         ---------
      Net realized and unrealized gain on investments..................    120,437
                                                                         ---------
      Net increase in net assets resulting from operations.............   $388,344
                                                                          ========

</TABLE>




             See   accompanying   notes  to  financial statements.

U.S. Government Securities

<PAGE>



STATEMENT OF CHANGES IN NET ASSETS
For the Six Months Ended December 31, 1996  (Unaudited)  and the Year Ended June
30, 1996
<TABLE>


                                                                                        DECEMBER 31,           JUNE 30,
                                                                                            1996                 1996
                                                                                            -----               -----
OPERATIONS:
<S>                                                                                  <C>                  <C>        
  Net investment income............................................................  $     267,907        $   629,150
  Net realized loss from security transactions.....................................        (6,214)           (68,278)
  Unrealized appreciation (depreciation) of investments during the period..........        126,651          (342,666)
                                                                                    --------------     --------------
    Net change in net assets resulting from operations.............................        388,344            218,206
  Subtractions from paid in capital (note 6).......................................       (73,428)                 --
DISTRIBUTIONS TO SHAREHOLDERS:
  Distributions from net investment income ($.34 and $.64 per share, respectively).      (263,976)          (630,604)
CAPITAL SHARE TRANSACTIONS:
  Change in net assets resulting from capital share transactions (a)...............    (2,334,687)        (2,929,650)
                                                                                    --------------       ------------
      Total change in net assets...................................................    (2,283,747)        (3,342,048)
NET ASSETS:
  Beginning of period                                                                   13,035,236         16,377,284
                                                                                      ------------        -----------
  End of period (including undistributed net investment income of $3,930 at
  December 31, 1996)...............................................................    $10,751,489        $13,035,236
                                                                                       ===========        ===========
- --------------

(a)  Transactions in capital shares were as follows:
</TABLE>
<TABLE>


                                                                  DECEMBER 31,                     JUNE 30,
                                                                      1996                           1996
                                                      ----------------------------------   --------------
                                                          Shares             Value           shares             Value
<S>                                                             <C>           <C>               <C>              <C>      
Shares sold                                                     8,064         $    118,783      56,994           $ 866,467
Shares issued in reinvestment of distributions..               10,694              149,278      32,182             487,951
Shares redeemed                                             (176,906)          (2,602,748)   (282,543)         (4,284,068)
                                                            ---------        -------------   ---------         -----------
Net decrease                                                (158,148)         $(2,334,687)   (193,367)        $(2,929,650)
                                                            =========         ============   =========        ============
</TABLE>










          See  accompanying   notes  to  financial statements.

U.S. Government Securities

<PAGE>



                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

(1) The Fund, a Maryland corporation, is registered under the Investment Company
Act of 1940,  as amended,  as a  diversified  closed-end  management  investment
company.  The Fund's  shares  are listed on the  American  Stock  Exchange.  The
investment  objective of the Fund is to provide  investors  with a high level of
income,  liquidity,  and safety of  principal.  The fund  seeks to  achieve  its
investment  objective by investing  primarily in  securities  backed by the full
faith and  credit of the  United  States,  as set forth in its  prospectus.  The
following is a summary of significant  accounting policies consistently followed
by the Fund in the  preparation  of its  financial  statements.  With respect to
security  valuation,  securities  listed  or  traded  on a  national  securities
exchange or the Nasdaq  National  Market  System  ("NMS") are valued at the last
quoted sales price on the day the  valuations are made.  Such listed  securities
that  are  not  traded  on  a  particular  day  and  securities  traded  in  the
over-the-counter  market that are not on the NMS are valued at the mean  between
the current  bid and asked  prices.  Securities  for which  quotations  from the
national  securities  exchange or the NMS are not readily  available or reliable
and other assets may be valued based on  over-the-counter  quotations or at fair
value as  determined  in good  faith by or under the  direction  of the Board of
Directors.  Debt  obligations  with remaining  maturities of 60 days or less are
valued at cost adjusted for amortization of premiums and accretion of discounts.
Investment  transactions  are accounted for on the trade date (date the order to
buy or sell is executed).  Interest  income is recorded on the accrual basis. In
preparing financial  statements in conformity with generally accepted accounting
principles,  management makes estimates and assumptions that affect the reported
amounts of assets and  liabilities at the date of the financial  statements,  as
well as the  reported  amounts of revenues  and  expenses  during the  reporting
period. Actual results could differ from those estimates.

(2) The Fund intends to comply with the  requirements  of the  Internal  Revenue
Code   applicable   to  regulated   investment   companies   and  to  distribute
substantially  all of its taxable  investment  income and net capital gains,  if
any, after utilization of any capital loss carryforward, to its shareholders and
therefore no Federal  income tax  provision is required.  At June 30, 1996,  the
Fund had an unused capital loss  carryforward of  approximately  $2,591,000,  of
which  $311,000  expires  in  1997,  $1,716,000  in 1998,  $361,000  in 2003 and
$203,000  in 2004.  Based on  Federal  income  tax  cost of  $10,627,918,  gross
unrealized  appreciation  and gross  unrealized  depreciation  were $123,161 and
$98,577, respectively at December 31, 1996.

(3) The Fund retains Bull & Bear Advisers, Inc. as its Investment Manager. Under
the  terms  of the  Investment  Management  Agreement,  the  Investment  Manager
receives a  management  fee,  payable  monthly,  based on the average  daily net
assets of the Fund,  at the annual rate of 7/10 of 1% of the first $250 million,
5/8 of 1% from $250 million to $500  million,  and 1/2 of 1% over $500  million.
The  Investment  Manager has agreed to waive all or part of its fee or reimburse
the Fund monthly if and to the extent the  aggregate  operating  expenses of the
Fund exceed the most  restrictive  limit imposed by any state in which shares of
the Fund are qualified for sale,  although  currently the Fund is not subject to
any such limits.  Certain  officers  and  directors of the Fund are officers and
directors of the  Investment  Manager and Investor  Service  Center,  Inc.,  the
Fund's former distributor. The Fund reimbursed the Investment Manager $2,339 for
providing  certain  administrative  and accounting  services at cost for the six
months ended December 31, 1996.

The Fund had a plan of distribution  pursuant to Rule 12b-1 under the Investment
Company Act of 1940 (the  "12b-1  Plan").  Pursuant to the 12b-1 Plan,  the Fund
paid the  Distributor a fee in an amount of one-quarter of one percent per annum
of the Fund's  average daily net assets as  compensation  for  distribution  and
service activities.  The fee was intended to cover personal services provided to
shareholders  in the Fund and the  maintenance of  shareholder  accounts and all
other  activities and expenses  primarily  intended to result in the sale of the
Fund's  shares.  Effective  with  the  conversion  of the  Fund to a  closed-end
management  investment company, the 12b-1 plan was terminated.  Investor Service
Center also received  $3,357 for  shareholder  administration  services which it
provided  to the Fund at cost for the  period  from July 1, 1996 to  October  4,
1996.

(4) Purchases and proceeds of sales of U.S.  government  obligations  other than
short term investments aggregated $16,284,039 and $17,121,662, respectively, for
the six months ended December 31, 1996.

(5) The Fund has a  committed  bank line of credit for  temporary  or  emergency
purposes.  At  December  31,  1996,  there was no  balance  outstanding  and the
interest rate was equal to the Federal  Reserve Funds Rate plus 1.75  percentage
points.  For the six months  ended  December  31,  1996,  the  weighted  average
interest rate was 7.10% based on the balances  outstanding during the six months
and the weighted average amount outstanding was $12,019.


U.S. Government Securities

<PAGE>




(6) A Special  Meeting of Shareholders  ("Special  Meeting") of Bull & Bear U.S.
Government  Securities Fund, a series of Bull & Bear Funds II, Inc. (the "Series
Fund")  was  held  on  September  19,  1996  pursuant  to  notice  given  to all
shareholders  of record  at the close of  business  on  August 8,  1996.  At the
Special  Meeting,  shareholders  approved a proposal  to convert the Series Fund
from a diversified series of a registered open-end management investment company
to a registered  closed-end  management  investment  company with 374,572 shares
voting in favor of the conversion,  89,682 shares voting against the conversion,
and 29,886 shares abstaining.

Effective  October 4,  1996,  the Fund  converted  from an  open-end  management
investment company to a closed-end management investment company pursuant to the
vote of the Fund's  shareholders  on September 19, 1996. In connection  with the
conversion,  costs of  approximately  $73,428 have been charged  against paid-in
capital.  In addition,  the Fund has adopted a Dividend  Reinvestment  Plan (the
"Plan").  Under the Plan, each dividend and capital gain  distribution,  if any,
declared by the Fund on outstanding  shares will,  unless  elected  otherwise by
each  shareholder  by  notifying  the Fund in  writing  at any time prior to the
record date for a particular  dividend or  distribution,  be paid on the payment
date  fixed  by the  Directors  in  additional  shares  in  accordance  with the
following: whenever the Market Price (as defined below) per share is equal to or
exceeds  the net asset  value per share at the time  shares  are  valued for the
purpose of determining  the number of shares  equivalent to the cash dividend or
capital gain  distribution (the "Valuation  Date"),  participants will be issued
additional shares equal to the amount of such dividend divided by the Fund's net
asset value per share. Whenever the Market Price per share is less than such net
asset value on the Valuation Date, participants will be issued additional shares
equal to the amount of such dividend  divided by the Market Price. The Valuation
Date is the  dividend or  distribution  payment  date or, if that date is not an
American Stock  Exchange  trading day, the next trading day. For all purposes of
the Plan:  (a) the Market Price of the shares on a particular  date shall be the
average  closing  market  price  on the five  trading  days  the  shares  traded
ex-dividend  on the Exchange  prior to such date or, if no sale oc curred on the
Exchange  prior to such date,  then the mean  between  the closing bid and asked
quotations  for the shares on the Exchange on such date, and (b) net asset value
per share on a  particular  date shall be as  determined  by or on behalf of the
Fund.


U.S. Government Securities

<PAGE>

<TABLE>

                              FINANCIAL HIGHLIGHTS



                                                         Six Months                      Years ended June 30,
                                                           Ended
                                                         December 31,
                                                             1996*

                                                                             1996         1995          1994       1993       1992
                                                                          --------       ------       -------  ---------  -------
PER SHARE DATA
<S>                                                           <C>         <C>            <C>         <C>        <C>        <C>     
Net asset value at beginning of period.....................   $ 14.74     $  15.20       $  14.63    $  15.53   $  14.80   $  13.82
                                                              -------     --------       --------    --------   --------   --------
Income from investment operations:
  Net investment income (a)................................       .34          .64            .73         .78        .78        .90
  Net realized and unrealized gain (loss) on investments...       .07         (.46)           .60       (1.03)       .75       1.00
                                                           ----------    ---------    -----------   ---------  --------- ----------
    Total from investment operations.......................       .41          .18           1.33        (.25)      1.53       1.90
Less distributions:
  Distributions from net investment income.................      (.34)        (.64)          (.76)       (.65)      (.80)      (.92)
                                                           ----------    ---------    -----------   ---------  --------- ----------
    Increase (decrease) in net asset value.................       .07         (.46)           .57        (.90)       .73        .98
                                                           ----------    ---------    -----------   ---------  --------- ----------
Net asset value at end of period...........................   $ 14.81     $  14.74       $  15.20    $  14.63   $  15.53   $  14.80
                                                              =======     ========       ========    ========   ========   ========
Per share market value at end of period....................   $ 12.81
                                                              =======
TOTAL RETURN...............................................      2.77%        1.18%          9.40%      (1.76)%    10.75%     14.10%
                                                            =========    =========     ==========   =========  =========  =========
RATIOS/SUPPLEMENTAL DATA
Net assets at end of period (000's omitted)...............   .$10,751      $13,035        $16,377     $17,777    $22,636    $26,187
                                                              =======      =======        =======     =======    =======    =======
Ratio of expenses to average net assets....................      2.05%**      2.10%          2.00%      1.85%       1.91%      1.86%
                                                            =========    =========     ==========   ========   ========= ==========
Ratio of net investment income to average net assets.......      4.51%**      4.25%          4.96%      4.16%       5.38%      6.40%
                                                            =========    =========     ==========   ========   ========= ==========
Portfolio turnover rate....................................       145%         762%           482%        261%       176%       140%
                                                                ======   ==========     ==========  ========== ========== ==========

  (a) For the six months  ended  December 31, 1996,  net  investment  income per
      share has been computed  using the average  number of shares  outstanding.
      These computations had no effect on net asset value.
  *   Unaudited.
  **  Annualized.


</TABLE>




U.S. Government Securities

<PAGE>


Bull & Bear U.S. Government Securities Fund
11 Hanover Square
New York, NY 10005
1-800-847-4200
1-212-363-1100
http://www.bull-and-bear.com

Call toll-free for Fund performance,  telephone  purchases,  exchanges among the
Bull & Bear Funds, and to obtain information concerning your account.
1-800-847-4200
1-212-363-1100


This report and the financial  statements contained herein are submitted for the
general  information  of  the  shareholders  of  the  Fund.  The  report  is not
authorized for distribution to prospective investors in the Fund unless preceded
or accompanied by an effective Prospectus.



U.S. Government Securities


<PAGE>



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission