USAA MUTUAL FUND INC
N-30D, 1996-09-25
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     Table of Contents

USAA Family of Funds                                   1
Message from the President                             2
Investment Review                                      4
Message from the Manager                               5  
Financial Information:
Distributions to Shareholders                          7
     Independent Auditors' Report                      8
     Statement of Assets and Liabilities               9
     Portfolio of Investments in Securities           10  
     Notes to Portfolio of Investments in Securities  15
     Statement of Operations                          16
     Statements of Changes in Net Assets              17
     Notes to Financial Statements                    18

Important Information:

Through our ongoing efforts to reduce expenses and respond to shareholder
requests, your annual and semiannual report mailings are now "streamlined."
One copy of each report will be sent to each address, instead of our 
previous practice of sending one report to every registered owner. 
For many shareholders and their families, this eliminates duplicate 
copies, saving paper and postage costs to the Fund.

If you are the primary shareholder on at least one account, prefer not to
participate in streamlining, and would like to continue receiving one report
per registered account owner, you may request this in writing to:

          USAA Investment Management Company
          Attn: Report Mail
          9800 Fredericksburg Road
          San Antonio, TX 78284-8916

or phone a Mutual Fund Representative at 1-800-531-8448 during business hours.

This report is for the information of the shareholders and others who have
received a copy of the currently effective prospectus of the USAA Growth Fund,
managed by USAA Investment Management Company (IMCO).  It may be used as sales 
literature only when preceded or accompanied by a current prospectus which gives
further details about the fund. 

USAA with the eagle is registered in the U.S. Patent & Trademark Office.
(copyright)1996, USAA. All rights reserved.

USAA Family of Funds Performance Summary

If you own only one or two USAA funds, you may not be aware of the performance
of our other funds. This summary is a snapshot of the performance of all 33
funds by investment objective as of June 30, 1996. 
<TABLE>
<CAPTION>

                                                 Average Annual Total Return*
Investment                         Inception                                Since
Objective                             Date      1 yr     5 yrs   10 yrs   Inception

Capital Appreciation
<S>                                  <C>        <C>      <C>     <C>      <C>
Aggressive Growth                    10/19/81   54.74    19.89   11.69        -    
Emerging Markets(1)                   11/7/94   13.17        -       -     7.33
Gold(1)                               8/15/84    7.30     7.62    6.05        -
Growth                                 4/5/71   22.12    15.53   11.13        -    
Growth & Income                        6/1/93   23.95        -       -    14.68
International(1)                      7/11/88   19.63    14.36       -    10.57
S&P 500 Index(4)                       5/1/96       -        -       -     4.58
World Growth(1)                       10/1/92   20.11        -       -    13.87

Asset Allocation                                                               
                                       
Balanced Strategy                      9/1/95       -        -       -     6.48
Cornerstone Strategy(1)               8/15/84   17.19    12.44   11.56        -
Growth and Tax Strategy(2)**          1/11/89   15.43    10.31       -     9.77
Growth Strategy(1)                     9/1/95       -        -       -    23.85
Income Strategy                        9/1/95       -        -       -     4.68

Income - Taxable                                                               
                     
GNMA                                   2/1/91    4.23     7.63       -     7.36
Income                                 3/4/74    6.13     8.92    9.42        -
Income Stock                           5/4/87   19.22    13.77       -    12.26
Short-Term Bond                        6/1/93    5.51        -       -     5.05

Income - Tax Exempt                                                            
                                     
Long-Term(2)**                        3/19/82    6.74     7.36    7.74        -
Intermediate-Term(2)**                3/19/82    6.19     7.25    7.29        -
Short-Term(2)**                       3/19/82    5.19     5.18    5.55        -
California Bond(2)**                   8/1/89    8.36     7.59       -     7.39
Florida Tax-Free Income(2)**          10/1/93    6.48        -       -     2.37
New York Bond(2)**                   10/15/90    6.19     7.40       -     8.22
Texas Tax-Free Income(2)**             8/1/94    8.20        -       -     8.65
Virginia Bond(2)**                   10/15/90    6.55     7.65       -     8.00

Money Market                                                                   
                                      
Money Market(3)                        2/2/81    5.43     4.41    5.88        -
Tax Exempt Money Market(2,3)**         2/6/84    3.53     3.16    4.26        - 
Treasury Money Market Trust(3)         2/1/91    5.27     4.17       -     4.24
California Money Market(2,3)**         8/1/89    3.45     3.04       -     3.67
Florida Tax-Free Money Market(2,3)**  10/1/93    3.39        -       -     2.96
New York Money Market(2,3)**         10/15/90    3.44     2.87       -     3.06
Texas Tax-Free Money Market(2,3)**     8/1/94    3.35        -       -     3.34
Virginia Money Market(2,3)**         10/15/90    3.29     2.98       -     3.20

</TABLE>

Non-deposit investment products offered by USAA Investment Management Company
are not insured by the FDIC, are not deposits or other obligations of, or
guaranteed by, USAA Federal Savings Bank, and are subject to investment risks,
including possible loss of the principal amount invested. 

For more complete information about the mutual funds managed and distributed
by USAA IMCO, including charges and expenses, please call 1-800-531-8181 for a
prospectus. Read it carefully before you invest.

1 Foreign investing is subject to additional risks, which are discussed in the
funds' prospectuses.

2 Some income may be subject to state or local taxes or the federal
alternative minimum tax.

3 An investment in a money market fund is neither insured nor guaranteed by
the U.S. government and there is no assurance that any of the funds will be
able to maintain a stable net asset value of $1 per share.

4 S&P 500(registered trademark) is a trademark of The McGraw-Hill Companies,
Inc., and has been licensed for use. The product is not sponsored, sold or
promoted by Standard & Poor's, and Standard & Poor's makes no representation
regarding the advisability of investing in the product.

* Total return equals income yield plus share price change and assumes
reinvestment of all dividends and capital gain distributions. No adjustment
has been made for taxes payable by shareholders on their reinvested dividends
and capital gain distributions. The performance data quoted represent past
performance and are not an indication of future results. Investment return and
principal value of an investment will fluctuate, and an investor's shares,
when redeemed, may be worth more or less than their original cost.

** IRAs are not available for tax-exempt funds. The Growth and Tax Strategy
Fund is not available as an investment for your IRA because the majority of
its income is tax exempt. California, Florida, New York, Texas, and Virginia
funds available to residents only.


Message from the President

"You are the master of your portfolio.
Tailor it to yourself."

In preparing this letter, I looked back at a "Letter to Shareholders" in an
annual report from the last presidential election season in 1992. At that
time, I was addressing themes that are still familiar - the state of the
economy, the budget deficit and the national debt, and inflation. These are
still current. But there are some interesting updates.

I noted then a mantra of politicians: Unless we balance the budget, the debt
burden will rise, interest rates will soar, and the economy will be weakened.
I also noted that during the '80s, our budget was heavily out of balance, our
debt did soar, but interest rates actually plummeted and the economy expanded
strongly. Now, to borrow from the venerable Paul Harvey, we have "the rest of
the story."

The 1992 letter noted that, "Interest rates are now lower than people can
believe. The 1991 year-end short-term interest rates of 3.5% represented 
a 27-year low!" The election yielded a president who was not nearly as
conservative as his two predecessors. The result was a hefty tax hike, a 
budget deficit cut in half in one term, a national debt that has quit growing 
as a percentage of gross domestic product, and uh-oh, higher interest rates.
The short-term market rose from 3.5% at the end of `91 to over 5% now, 
and the 3-year treasury bond's yield is about where it was in `91.

What does all this mean? It means, as I have noted often, the economy and 
the markets are never explained simply. Getting the federal budget in balance
is a worthy goal, but it may not bring interest rates down, and it may not
strengthen the economy.

In the '92 letter, I posed a question that was on many minds, "Is a bear 
market imminent?" My guidance, in answer to that question, is the same now as
it was then: Structure your portfolio at all times in a way that suits your
own desire for reward and tolerance for risk. For the vast majority of people,
that means a mixture of stocks, bonds and money market investments.

It is my belief that such a mixture would have taken an investor through the
good markets of 1993, the turbulence of 1994, and the super year of 1995. 
And it still applies. You are the master of your portfolio. Tailor it to
yourself.

[A photo of Michael J.C. Roth appears here]

Sincerely,


Michael J.C. Roth
President and 
Vice Chairman of the Board

Investment Review

Growth Fund

OBJECTIVE: Long-term growth of capital with secondary objectives of regular
income and conservation of principal.

Types of Investments: Primarily common stocks.
                 
                                   7/31/96
Net Assets                    $1,162.3 Million 
Net Asset Value Per Share          $20.05

Average Annual Total Returns as of 7/31/96

1 Year                              12.44%
5 Years                             13.36%
10 Years                            11.61%

[A graph is shown here which is a comparison of the change in value of
a $10,000 investment, for the period of 7/31/86 to 7/31/96, with dividends
and capital gains reinvested.  The ending value of each item graphed is as 
follows:  the S&P 500 Index - $36,856 and the USAA Growth Fund - $29,993.]

The chart compares the change in value of a $10,000 hypothetical investment
in the Growth Fund and the broad-based S&P 500 Index which is an unmanaged 
index representing the performance of a group of 500 widely held publicly 
traded stocks. It is not possible to invest directly in the S&P 500 Index.

Total return equals income yield plus share price change and assumes
reinvestment of all dividends and capital gain distributions. No adjustment
has been made for taxes payable by shareholders on their reinvested income
dividends and capital gain distributions. The performance data quoted
represent past performance and are not an indication of future results.
Investment return and principal value of an investment will fluctuate, and an
investor's shares, when redeemed, may be worth more or less than their
original cost.

Message from the Manager

[Photograph of David G. Parsons, Portfolio Manager, appears here]

Strategy

The USAA Growth Fund continues its contrarian strategy by seeking companies
that are out-of-favor with the market. Out-of-favor companies include cyclical
stocks (companies whose stock tend to rise quickly when the economy turns up
and to fall quickly when the economy turns down), defensive stocks, and growth
stocks. We search for these companies by analyzing the future prospects of
industries that have significantly underperformed the market over the past one
to three years.

In keeping with the Fund's strategy, we have purchased electric power and
semiconductor-related stocks during the last half of the Fund's fiscal year.
Electric power stocks now comprise 18.3% of the Fund's net assets, and
technology stocks comprise 13.3%. The portfolio remains overweighted in
tobacco, oil, gold, and trucking. Sales of airline, auto, oil service, 
healthcare, and tobacco stocks primarily financed the purchase of electric 
power and technology.

                      % of Net
     Industry          Assets
- ------------------------------
Electric Power         18.3
Oil-related            16.8
Tobacco                16.7
Technology             13.3
Gold Mining            12.2
Truckers                6.3

Performance

According to Lipper Analytical Services, an independent organization that
monitors the performance of mutual funds, the Fund performed better than 
its peer group average. For the twelve months ended July 31, 1996, the 
Fund's cumulative return was 12.44% compared to 8.89% for the Lipper 
Growth Fund Index(1). Tobacco, oil, and healthcare-related stocks contributed 
positively to performance, while gold, technology, electric utilities, and
trucking proved a drain on performance. However, the Fund underperformed 
the S&P 500 Index2 return of 16.55% for the same period. This index, 
like most broad market indices, is a hypothetical portfolio which, unlike a
mutual fund, has no operating expenses or transaction costs. It assumes all 
income and capital gains are reinvested. 

Method of Procedure

I do not make market predictions. I buy companies that: (1) have a future, (2)
have scarcity value (a shortage of companies in that industry) and (3) sell at
washed out prices because of a thorough dissemination of their actual and
potential problems. Typically, I sell stocks when they again become popular
with the investment community. This is now or at some point was the case with
oil service, airline, auto, and healthcare companies. The Fund will act in
contrarian fashion in its sales as well as its purchases. Indeed, the strategy
of the Fund is designed to take advantage of these swings in sentiment.
                    
(1) Lipper Analytical Services is an independent organization that monitors the
performance of mutual funds.

(2) S&P 500 Index is an unmanaged index representing the average performance of
a group of 500 widely held, publicly traded stocks. It is not possible to 
invest directly in the S&P 500 index. The return assumes monthly reinvestment 
of capital gains and dividends.

See page 10 for a complete listing of the Portfolio of Investments in
Securities.


Top 10 Equity Holdings
(% of Net Assets)

UST, Inc.                3.7
Philip Morris Companies  3.6
RJR Nabisco              3.1
B.A.T. Industries        2.7
Edison International     2.2
Texaco                   2.2
Universal Corp.          2.0
Intel Corp.              1.9
Pacific Gas & Electric   1.9
Royal Dutch Petroleum    1.9


Distributions to Shareholders

USAA Growth Fund completed its fiscal year on July 31, 1996. As required by
Federal Law (Internal Revenue Code of 1986, as amended, and the Regulations
thereunder), the following sets forth per share data concerning the portions
of the dividend distributions which represent domestic dividend income
qualifying for the dividends received deduction, and short-term and long-term
capital gains for the year ended July 31, 1996.

The per share data on this schedule reflects distributions related to earnings
for the fiscal year ended July 31, 1996, including any distributions
subsequent to year end which relate to those earnings. Therefore, the per
share data on this table may not agree with other disclosures concerning
distributions which occurred during the fiscal year.

Dividend income - domestic (qualifying)     $  .3286
Short-term capital gain 
  (treated as ordinary income)                1.1615
Long-term capital gain                        1.9573
                                            --------
TOTAL DISTRIBUTIONS                         $ 3.4474
                                            ========

Independent Auditors' Report

The Shareholders and Board of Directors
USAA Mutual Fund, Inc.:

We have audited the accompanying statement of assets and liabilities and
portfolio of investments in securities of the Growth Fund of USAA Mutual
Fund, Inc. as of July 31, 1996, the related statement of operations for 
the year then ended, the statements of changes in net assets for each of 
the years in the two-year period then ended, and the financial highlights 
information presented in note 7 to the financial statements for each of 
the periods in the five-year period then ended. These financial statements
and the financial highlights information are the responsibility of the 
Company's management.  Our responsibility is to express an opinion on 
these financial statements and the financial highlights information based 
on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements and the 
financial highlights information are free of material misstatement. An audit 
includes examining, on a test basis, evidence supporting the amounts and 
disclosures in the financial statements. Our procedures included confirmation
of securities owned as of July 31, 1996, by correspondence with the custodian 
and brokers. An audit also includes assessing the accounting principles used 
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements and the financial highlights
information referred to above present fairly, in all material respects, 
the financial position of the Growth Fund of USAA Mutual Fund, Inc. as of 
July 31, 1996, the results of its operations for the year then ended, 
the changes in its net assets for each of the years in the two-year period 
then ended, and the financial highlights information for each of the periods
in the five-year period then ended, in conformity with generally accepted 
accounting principles.
                              
                              KPMG PEAT MARWICK LLP
San Antonio, Texas
September 6, 1996


Growth Fund
Statement of Assets and Liabilities
(In Thousands)

July 31, 1996

Assets
     Investments in securities, at market value 
            (identified cost of $1,129,819)              $ 1,159,592
     Cash                                                        341
     Receivables:
          Capital shares sold                                    176
          Dividends and interest                               2,579
          Securities sold                                      1,200
                                                         -----------
               Total assets                                1,163,888
                                                         -----------
Liabilities
     Capital shares redeemed                                     540
     USAA Investment Management Company                          751
     USAA Transfer Agency Company                                173
     Accounts payable and accrued expenses                       162
                                                         -----------
               Total liabilities                               1,626
                    Net assets applicable to capital     -----------
                          shares outstanding             $ 1,162,262
                                                         ===========
Represented by:
     Paid-in capital                                     $   954,445
     Accumulated undistributed net investment income          10,726
     Accumulated net realized gain on investments            167,318
     Net unrealized appreciation of investments               29,773
                    Net assets applicable to capital     -----------
                          shares outstanding             $ 1,162,262
                                                         ===========
     Capital shares outstanding                               57,972
                                                         ===========
     Net asset value, redemption price, and  
           offering price per share                      $     20.05
                                                         ===========

See accompanying notes to financial statements.

Growth Fund
Portfolio of Investments in Securities

July 31, 1996

                                                               Market
  Number                                                       Value
of Shares                          Security                    (000)
- ---------                          --------                    -----
               

                              Common Stocks (99.2%)
             Airlines (0.9%)
   400,000   Southwest Airlines Co.                          $   9,900
                                                             ---------
             Aluminum (0.8%)
   150,000   Aluminum Co. of America                             8,700
                                                             ---------
             Computer Systems (1.0%)
   300,000   Gateway 2000, Inc.*                                12,037
                                                             ---------
             Conglomerates (1.1%)
 1,000,000   Hanson plc ADR                                     12,750
                                                             ---------
             Drugs (0.3%)
   150,000   ALZA Corp.*                                         3,712
                                                             ---------
             Electric Power (18.3%)
   163,000   Allegheny Power System, Inc.                        4,768
   482,000   American Electric Power Co., Inc.                  20,003
   522,200   Boston Edison Co.                                  11,815
   687,000   Consolidated Edison Co. of New York, Inc.          18,549
   140,900   Delmarva Power & Light Co.                          2,906
 1,636,000   Edison International                               25,358
   738,000   Enova Corp.                                        15,313
    57,200   Idaho Power Co.                                     1,709
   269,000   Nevada Power Co.                                    5,481
    24,800   New England Electric System                           784
   615,900   New York State Electric & Gas Corp.                13,319
 2,000,000   Niagara Mohawk Power Corp.*                        14,500
   800,000   Northeast Utilities                                 9,900
 1,137,000   Pacific Gas & Electric Co.                         22,456
   885,000   Pacificorp                                         18,474
   400,000   Peco Energy Co.                                     9,400
   212,500   Portland General Corp.                              7,544
   400,000   Public Service Enterprise Group, Inc.              10,450
                                                            ----------
                                                               212,729
                                                            ----------
             Electronics - Instrumentation (3.1%)
   520,000   KLA Instruments Corp.*                              9,815
   765,300   Lam Research Corp.*                                17,028
   700,000   Teradyne, Inc.*                                     9,450
                                                            ----------
                                                                36,293
                                                            ----------

             Electronics - Semi-Conductors (8.3%)
   217,900   Analog Devices, Inc.*                               4,549
   755,000   Applied Materials, Inc.*                           18,026
   300,000   Intel Corp.                                        22,537
   180,000   LSI Logic Corp.*                                    3,510
   800,000   Micron Technology, Inc.                            15,000
   100,000   Motorola, Inc.                                      5,400
   440,000   Novellus Systems, Inc.*                            15,840
   275,000   Texas Instruments, Inc.                            11,894
                                                            ----------
                                                                96,756
                                                            ----------
             Gaming Companies (1.4%)
   950,000   International Game Technology                      16,625
                                                            ----------

              Gold Mining (12.2%)
   806,600    Battle Mountain Canada, Inc.                       7,187
 1,970,000    Battle Mountain Gold Co.                          17,976
 1,000,000    Coeur D'Alene Mines Corp.*                        15,500
   850,000    Driefontein Consolidated Ltd. ADR                 11,156
   373,000    Freeport-McMoRan Copper & Gold, Inc.              11,050
   765,000    Hecla Mining Co.*                                  4,781
 1,200,000    Homestake Mining Co.                              19,650
   800,000    Kloof Gold Mining Co. Ltd. ADR                     8,100
   450,000    Newmont Mining Corp.                              22,219
 1,030,000    Vaal Reefs Exploration & Mining Ltd. ADR           8,144
   434,900    Western Deep Levels Ltd. ADR                      15,928
                                                            ----------
                                                               141,691
                                                            ----------

              Healthcare - Diversified (1.2%)
   250,000    Warner-Lambert Co.                                13,625
                                                            ----------
              Manufacturing - Diversified Industries (1.1%)
   391,200    Hillenbrand Industries, Inc.                      13,105
                                                            ----------

              Medical Products & Supplies (2.3%)
   382,000    Bausch & Lomb, Inc.                               13,561
   366,000    United States Surgical Corp.                      12,535
                                                            ----------
                                                                26,096
                                                            ----------
              Metals - Miscellaneous (1.4%)
   275,000    Phelps Dodge Corp.                                16,156
                                                            ----------

              Office Equipment & Supplies (0.9%)
   200,000    Compaq Computer Corp.*                            10,950
                                                            ----------

              Oil - Domestic (5.2%) 
   200,000    Amerada Hess Corp.                                 9,725
   185,000    Atlantic Richfield Co.                            21,460
   400,000    Occidental Petroleum Corp.                         8,950
   150,000    Pennzoil Co.                                       7,369
   400,000    Unocal Corp.                                      13,050
                                                            ----------
                                                                60,554
                                                            ----------

              Oil - Exploration & Production (2.5%)
   400,000    Apache Corp.                                      11,350
   300,000    Burlington Resources, Inc.                        12,825
   285,000    Union Texas Petroleum Holdings, Inc.               5,344
                                                            ----------
                                                                29,519
                                                            ----------

              Oil - International (7.4%)
   200,000    British Petroleum Co. plc ADR                     21,975
   275,000    Chevron Corp.                                     15,916
   150,000    Royal Dutch Petroleum Co.                         22,631
   300,000    Texaco, Inc.                                      25,500
                                                            ----------
                                                                86,022
                                                            ----------
              Oil & Gas Drilling (0.3%)
   250,000    Global Marine, Inc.*                               3,344
                                                            ----------
 
              Oil Well Equipment & Service (1.4%)
   100,000    Baker Hughes, Inc.                                 2,938
   100,000    Halliburton Co.                                    5,212
   100,000    Schlumberger Ltd.                                  8,000
                                                            ----------
                                                                16,150
                                                            ----------

              Paper & Forest Products (3.0%)
   250,000    Rayonier, Inc.                                     9,594
   658,600    Schweitzer-Mauduit International, Inc.            18,852
   150,000    Weyerhaeuser Co.                                   6,263
                                                            ----------
                                                                34,709
                                                            ----------
                         
              Pollution Control (1.4%)
    50,000    Browning-Ferris Industries, Inc.                   1,119
   525,000    WMX Technologies, Inc.                            15,553
                                                            ----------
                                                                16,672
                                                            ----------

              Restaurants (0.7%)
   600,000    Brinker International, Inc.*                       7,875
                                                            ----------

              Tobacco (16.7%)
 1,950,000    B.A.T. Industries plc ADR                         31,200
   950,550    Dimon, Inc.                                       17,942
   400,000    Philip Morris Companies, Inc.                     41,850
 1,175,292    RJR Nabisco Holdings Corp.                        36,140
   847,600    Universal Corp.                                   23,521
 1,300,000    UST, Inc.                                         43,225
                                                            ----------
                                                               193,878
                                                            ----------

              Truckers (6.3%)
   375,000    American Freightways Corp.*                        3,891
   250,000    Arnold Industries, Inc.                            3,531
   350,100    Caliber System, Inc.                               6,389
   600,000    Consolidated Freightways, Inc.                    11,775
   153,959    Heartland Express, Inc.*                           4,003
   350,000    J.B. Hunt Transport Services, Inc.                 6,431
   250,000    Landstar System, Inc.*                             6,437
   351,500    M.S. Carriers, Inc.*                               7,381
   139,800    Roadway Express, Inc.                              2,045
   187,500    Swift Transportation Co., Inc.*                    3,563
   351,300    US Freightways Corp.                               6,214
   255,000    Werner Enterprises, Inc.                           6,471
   402,000    Yellow Corp.*                                      5,125
                                                            ----------
                                                                73,256
                                                            ----------
          Total common stocks (cost: $1,123,331)             1,153,104
                                                            ----------

Principal                                                     Market
 Amount                               Coupon                   Value
  000                                  Rate       Matrity       000
  ---                                  ----       -------       ---

                                 Short-Term (0.6%)
           Commercial Paper
 $6,488    Aristar, Inc. (cost: $6,488)  5.70%    8/01/96    $    6,488
                                                             ----------
           Total investments (cost: $1,129,819)              $1,159,592
                                                             ==========

- ----------------------
 *Non-income producing.


Growth Fund
Notes to Portfolio of Investments in Securities

July 31, 1996


General Notes
Market values of securities are determined by procedures and practices
discussed in note 1 to the financial statements. 

The cost of securities for federal income tax purposes is approximately the
same as that reported in the financial statements.

The percentages shown represent the percentage of the investments to net
assets. Investments in foreign securities were 12.7% of net assets at 
July 31, 1996.

ADS/ADR - American Depositary Shares/Receipts are foreign shares held by a
U.S. bank which issues a receipt evidencing ownership. Dividends are paid in
U.S. dollars.



See accompanying notes to financial statements.


Growth Fund
Statement of Operations
(In Thousands)

Year ended July 31, 1996

Net investment income:
     Income (net of foreign taxes withheld of $410):
          Dividends                                    $    27,160
          Interest                                           2,575
						       ----------- 
               Total income                                 29,735
                                                       -----------
     Expenses:
          Management fees                                    8,232
          Transfer agent's fees                              2,142
          Custodian's fees                                     178
          Postage                                              291
          Shareholder reporting fees                            67
          Directors' fees                                        5
          Registration fees                                    129
          Audit fees                                            29
          Legal fees                                             5
          Other                                                 25
                                                       -----------
               Total expenses                               11,103
                                                       -----------
                    Net investment income                   18,632
                                                       -----------
Net realized and unrealized gain (loss) on investments:
     Net realized gain                                     180,403
     Change in net unrealized appreciation/depreciation    (79,937)
                    Net realized and unrealized gain       100,466
                                                       -----------
Increase in net assets resulting from operations       $   119,098
                                                       ===========


See accompanying notes to financial statements.

Growth Fund
Statements of Changes in Net Assets
(In Thousands)

Years ended July 31,


                                                          1996          1995
          
From operations:
     Net investment income                             $  18,632     $   12,245
     Net realized gain on investments                    180,403         48,004
     Change in net unrealized appreciation/
                depreciation of investments              (79,937)       118,291
                                                       ---------     ----------
          Increase in net assets resulting 
                from operations                          119,098        178,540
                                                       ---------     ----------
                                        
Distributions to shareholders from:
     Net investment income                               (15,339)       (10,408)
                                                       ---------      ---------
     Net realized gains                                  (49,084)       (90,772)
                                                       ---------      ---------
                                        
From capital share transactions:
     Proceeds from shares sold                           277,684        235,002
     Shares issued for dividends reinvested               63,058         99,768
     Cost of shares redeemed                            (155,976)      (107,994)
                                                       ---------      ---------
       Increase in net assets from capital share 
              transactions                               184,766        226,776
                                                       ---------      ---------
                                        
Net increase in net assets                               239,441        304,136
Net assets:
     Beginning of period                                 922,821        618,685
                                                       ---------      ---------
                                        
     End of period                                    $1,162,262     $  922,821
                                                       =========      =========
                                        
Undistributed net investment income included in net assets:
     Beginning of period                              $    7,433     $    5,596
                                                       =========      =========
     End of period                                    $   10,726     $    7,433
                                                       =========      =========
Change in shares outstanding:
     Shares sold                                          13,979        13,617
     Shares issued for dividends reinvested                3,371         5,967
     Shares redeemed                                      (7,794)       (6,269)
                                                       ---------      --------
       Increase in shares outstanding                      9,556        13,315
                                                       =========      ========
Authorized shares of $.01 par value                       75,000        75,000
                                                       =========      ========
                                        

See accompanying notes to financial statements.

                    
Growth Fund
Notes to Financial Statements

July 31, 1996
(1) Summary of Significant Accounting Policies
USAA MUTUAL FUND, INC. (the Company), registered under the Investment Company
Act of 1940, as amended, is a diversified, open-end management investment
company incorporated under the laws of Maryland consisting of eight separate
funds. The information presented in this annual report pertains only to the
Growth Fund (the Fund). The Fund's primary investment objective is long-term
growth of capital, with secondary objectives of regular income and
conservation of principal.

A. Security valuation - The value of each security is determined (as of the
close of trading on the New York Stock Exchange on each business day the
Exchange is open) as set forth below: 

1. Portfolio securities, except as otherwise noted, traded primarily on a
domestic securities exchange are valued at the last sales price on that
exchange. 

2. Over-the-counter securities are priced at the last sales price or, if not
available, at the average of the bid and asked prices.

3. Securities purchased with maturities of 60 days or less are stated at
amortized cost which approximates market value.

4. Securities which cannot be valued by the methods set forth above, and all
other assets, are valued in good faith at fair value, using methods determined
by the Manager under the general supervision of the Board of Directors.

B. Federal taxes - The Fund's policy is to comply with the requirements of the
Internal Revenue Code applicable to regulated investment companies and to
distribute substantially all of its income to its shareholders. Therefore, 
no federal income or excise tax provision is required.

C. Investments in securities - As is common in the industry, security
transactions are accounted for on the date the securities are purchased 
or sold (trade date). Gain or loss from sales of investment securities is
computed on the identified cost basis. Dividend income, less foreign taxes, 
if any, is recorded on the ex-dividend date. If the ex-dividend date has 
passed, certain dividends from foreign securities are recorded upon 
notification. Interest income is recorded on the accrual basis. Discounts
and premiums on short-term securities are amortized over the life of the 
respective securities. Amortization of market discounts on long-term 
securities is recognized as interest income upon disposition of the 
security to the extent there is a gain on disposition.  

D. Use of estimates - The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that may affect the reported amounts in the
financial statements.

(2) Lines of Credit
The Fund participates with other USAA funds in two joint short-term revolving
loan agreements totaling $850 million through January 14, 1997, one with USAA
Capital Corporation, an affiliate of the Manager ($750 million uncommitted),
and one with an unaffiliated bank ($100 million committed). The purpose of
the agreements is to meet temporary or emergency cash needs, including
redemption requests that might otherwise require the untimely disposition
of securities. Subject to availability under these agreements, the Fund 
may borrow up to a maximum of 25% of its total assets at the lending 
institution's borrowing rate plus a markup. The Fund had no borrowings 
under either of these agreements during the year ended July 31, 1996. 

(3) Distributions
Distributions of net investment income and realized gains from security
transactions not offset by capital losses are made in the succeeding fiscal
year or as otherwise required to avoid the payment of federal taxes. 
Distributions of net investment income of $.1842 per share, a short-term 
capital gain of $.9507 per share, and a long-term capital gain of $1.9223 
per share, declared and paid in September 1996, are not reflected in the 
accompanying financial statements.

(4) Investment Transactions
Purchases and sales of securities, excluding short-term securities, for the
year ended July 31, 1996 were $801,351,667 and $653,685,577, respectively.

Gross unrealized appreciation and depreciation of investments as of July 31,
1996 was $126,270,524 and $96,497,368, respectively.

(5) Transactions with Manager
A. Management fees - The investment policies of the Fund and management of the
Fund's portfolio are carried out by USAA Investment Management Company (the
Manager). The Fund's management fees are computed at .75% of its annual
average net assets. 

B. Transfer agent's fees - USAA Transfer Agency Company, d/b/a USAA
Shareholder Account Services, an affiliate of the Manager, provides transfer
agent services to the Fund. Shareholder accounting service fees are based on
an annual charge per shareholder account plus out-of-pocket expenses.

C. Underwriting agreement - The Company has an agreement with the Manager for
exclusive underwriting and distribution of the Fund's shares on a continuing
best efforts basis. This agreement provides that the Manager will receive no
fee or other remuneration for such services.

D. Brokerage services - USAA Brokerage Services, a discount brokerage service
of the Manager, may execute portfolio transactions for the Fund. The amount of
brokerage commissions paid to USAA Brokerage Services during the year ended
July 31, 1996 was $21,360.

(6) Transactions with Affiliates
USAA Investment Management Company is indirectly wholly owned by United
Services Automobile Association (the Association), a large, diversified
financial services institution. At July 31, 1996, the Association and its
affiliates owned 1,295,153 shares (2.2%) of the Fund.

(7) Financial Highlights
Per share operating performance for a share outstanding throughout each period
is as follows:

<TABLE>
<CAPTION>
                                                      Ten-Month
                                                     Period Ended
                             Year Ended July 31,       July 31,         Year Ended September 30,
                              1996       1995            1994                1993        1992
                              ----       ----            ----                ----        ----
<S>                        <C>        <C>             <C>                 <C>          <C>            
Net asset value at
     beginning of period   $   19.06  $  17.63        $  19.76            $ 17.49      $ 16.28
Net investment income            .33       .26             .19                .19          .36
Net realized and
     unrealized gain (loss)     1.92      3.95            (.17)              2.67         1.26
Distributions from net
     investment income          (.29)     (.27)           (.16)              (.32)        (.41)
Distributions of realized
     capital gains              (.97)    (2.51)          (1.99)              (.27)         -  
                           ---------  --------        --------            -------      -------                  
Net asset value at
     end of period         $   20.05  $  19.06        $  17.63            $ 19.76      $ 17.49
                           =========  ========        ========            =======      =======                                      
Total return (%) *             12.44     26.46             .31              16.77        10.17
Net assets at
     end of period (000)  $1,162,262  $ 922,821       $ 618,685          $605,457     $432,125
Ratio of expenses to
     average net assets (%)     1.01       1.04            1.04(a)           1.07         1.07
Ratio of net investment
     income to average 
     net assets (%)             1.70       1.63            1.33(a)           1.07         2.27
Portfolio turnover (%)         62.30      69.64          117.80             96.19        39.39
Average commission
     rate paid per share  $     .050 

(a)  Annualized. The ratio is not necessarily indicative of 12 months of operations.
 *   Assumes reinvestment of all dividend income and capital gain distributions during the period.

</TABLE>





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