USAA MUTUAL FUND INC
N-30D, 1999-02-23
Previous: USAA MUTUAL FUND INC, 24F-2NT, 1999-02-23
Next: WALKER INTERNATIONAL INDUSTRIES INC, 10KSB, 1999-02-23





Table of Contents

      USAA Family of Funds                                              1
      Message from the President                                        2
      Investment Review                                                 4
      Message from the Manager                                          5
      Financial Information:
         Portfolio of Investments                                       8
         Notes to Portfolio of Investments                             13
         Statement of Assets and Liabilities                           14
         Statement of Operations                                       15
         Statements of Changes in Net Assets                           16
         Notes to Financial Statements                                 17






Important Information

Through  our  ongoing  efforts to reduce  expenses  and  respond to  shareholder
requests, your annual and semiannual report mailings are "streamlined." One copy
of each report is sent to each address,  rather than 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 Income Stock
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)1999, USAA. All rights reserved.





USAA Family of Funds Summary

         Fund                                             Minimum
       Type/Name                     Volatility          Investment*
       ---------                     ----------          ----------

 CAPITAL APPRECIATION
===============================================================================
 Aggressive Growth                 Very high               $3,000
 Emerging Markets(1)               Very high               $3,000
 First Start Growth                Moderate to high        $3,000
 Gold(1)                           Very high               $3,000
 Growth                            Moderate to high        $3,000
 Growth & Income                   Moderate                $3,000
 International(1)                  Moderate to high        $3,000
 S&P 500 (Registered Trademark)
  Index(2)                         Moderate                $3,000
 Science & Technology(5)           Very high               $3,000
 World Growth(1)                   Moderate to high        $3,000
       
 ASSET ALLOCATION            
===============================================================================
 Balanced Strategy(1)              Moderate                $3,000
 Cornerstone Strategy(1)           Moderate                $3,000
 Growth and Tax
  Strategy(3)                      Moderate                $3,000
 Growth Strategy(1)                Moderate to high        $3,000
 Income Strategy                   Low to moderate         $3,000
          
 INCOME - TAXABLE         
===============================================================================
 GNMA                              Low to moderate         $3,000
 Income                            Moderate                $3,000
 Income Stock                      Moderate                $3,000
 Short-Term Bond                   Low                     $3,000
              
 INCOME - TAX EXEMPT        
===============================================================================
 Long-Term(3)                      Moderate                $3,000
 Intermediate-Term(3)              Low to moderate         $3,000
 Short-Term(3)                     Low                     $3,000
 State Bond Income(3)**            Moderate                $3,000
       
 MONEY MARKET        
===============================================================================
 Money Market(4)                   Very low                $3,000
 Tax Exempt
  Money Market(3),(4)              Very low                $3,000
 Treasury Money
  Market Trust(4)                  Very low                $3,000
 State Money Market(3),(4)**       Very low                $3,000

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

(2)  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.

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

(4)  An investment  in a money market fund is not insured or  guaranteed  by the
     FDIC or any other government agency.  Although the fund  seeks  to preserve
     the value of your investment at $1 per share, it is possible to lose  money
     by investing in the fund.

(5)  This Fund may be more  volatile  than a fund that  diversifies  across many
     industries.

 *   The  InveStart (Registered Trademark)  program is available  for  investors
     without the $3,000 initial investment  required to open an IMCO mutual fund
     account.  A mutual fund account can be opened with no initial investment if
     you elect to have monthly automatic investments of at least $50 from a bank
     account.  InveStart  is not  available on  tax-exempt  funds or the S&P 500
     Index Fund. The minimum initial investment for IRAs is $250, except for the
     $2,000 minimum  required for the S&P 500 Index Fund. 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.  

Non-deposit investment products 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, and may lose value.

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.






Message from the President

[Photograph of the President and Vice Chairman of the Board, Michael J. C. Roth,
CFA, appears here.]

The Income Stock Fund has a  three-pronged  objective:  high current  income,  a
growing  dividend  stream,  and capital  appreciation.  These three parts do not
always fit together  easily.  In fact, our last three messages have spoken about
this  challenge.  High  yielding  stocks do not  usually  have  rapidly  growing
earnings.  Rapidly growing companies may raise their dividends  generously,  but
seldom have high dividend yields.  And growth of earnings and dividends is a key
to capital appreciation.  For much of the Income Stock Fund's history,  periodic
market dips  offered the  opportunity  to buy growing  companies  at  attractive
yields. But since 1995, the stock market has driven steadily upward to the point
where  the  yield on the S&P 500(1) currently stands  well  under  2%.  This has
accentuated our challenge.

As indicated in our previous  messages,  we believe the best course for the Fund
is a balance among the three parts of its objective. As we go forward, this will
entail a drop in its dividend. We believe, however, that this strategy will move
us toward the Fund's objective in this way:

     1. Maintaining a dividend yield well above that of the S&P 500.
     2. Resuming the growth  pattern of the Fund's  dividend as the companies we
        own increase their dividends. 
     3. Achieving a total return closer to that of the S&P 500.

Of course we cannot  assure  that the Fund will  achieve its  objective,  but we
strongly believe that the concept behind the Income Stock Fund is a sound one.

I have owned it for years, and will continue to do so.

Sincerely,

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





(1) The S&P 500 Index is an unmanaged index representing  the  weighted  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 performance data quoted represents past  performance;  the investment return
and  principal  value of an  investment  will  fluctuate  so that an  investor's
shares, when redeemed, may be worth more or less than their original cost.

For more complete  information about the mutual funds managed and distributed by
USAA  Investment  Management  Company  (IMCO),  including  charges and operating
expenses, please call for a prospectus. Read it carefully before you invest.






Investment Review

USAA INCOME STOCK FUND

OBJECTIVE:  Current income with the prospect of increasing  dividend  income and
the potential for capital appreciation.

TYPES OF INVESTMENTS:  Common stocks of  well-established,  large companies with
above-average dividend yields.

- --------------------------------------------------------------------------------
                                            7/31/98               1/31/99
- --------------------------------------------------------------------------------
  Net Assets                           $2,496.6  Million    $2,469.8  Million
  Net Asset Value Per Share                 $19.65               $19.71
- --------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AS OF 1/31/99
- --------------------------------------------------------------------------------
     7/31/98 to 1/31/99          1 Year           5 Years          10 Years
            6.38(+)              10.68%           15.31%            14.44%
- --------------------------------------------------------------------------------
(+) Total  returns  for periods of less than one year are not  annualized.  This
six-month return is cumulative.

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.





                   CUMULATIVE PERFORMANCE COMPARISON

A chart in the form of a line graph appears here, illustrating the comparison of
a $10,000  hypothetical  investment  in the USAA Income  Stock Fund,  the Lipper
Mixed  Equity-Income  Funds  Average,  and the S&P 500 Index  for the  period of
01/31/89 through 01/31/99. The data points from the graph are as follows:


           USAA Income                                  Lipper Mixed Equity-
           Stock Fund             S&P 500 Index         Income Funds Average
           -----------            -------------         --------------------

01/89         $10,000                  $10,000                  $10,000
07/89          11,675                   11,837                   11,481
01/90          11,512                   11,443                   11,017
07/90          11,782                   12,603                   11,431
01/91          12,312                   12,401                   11,114
07/91          13,798                   14,208                   12,570
01/92          15,254                   15,209                   13,538
07/92          16,314                   16,022                   14,330
01/93          16,651                   16,816                   15,104
07/93          17,940                   17,417                   16,123
01/94          18,905                   18,977                   17,446
07/94          18,080                   18,314                   16,773
01/95          18,632                   19,077                   16,883
07/95          21,485                   23,089                   19,608
01/96          23,959                   26,443                   22,163
07/96          24,323                   26,911                   22,442
01/97          28,627                   33,405                   26,645
07/97          31,974                   40,934                   31,308
01/98          34,814                   42,391                   32,508
07/98          36,221                   48,837                   34,886
01/99          38,533                   56,173                   36,759

Data from 1/31/89 through 1/31/99


The graph illustrates the comparison of a $10,000 hypothetical investment in the
USAA Income Stock Fund to the S&P 500 Index and the Lipper Mixed Equity - Income
Funds Average,  an average performance level of all Lipper Mixed Equity - Income
Funds, as reported by Lipper Analytical  Services,  an independent  organization
that monitors the performance of mutual funds. The S&P 500 Index is an unmanaged
index  representing  the weighted  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.






Message from the Manager

[Photograph of the Portfolio Manager, Stephan J. Klaffke, CFA, appears here.]

1998 was a significant  year for the USAA Income Stock Fund. On August 28, 1998,
Harry Miller retired from USAA. Harry guided the Fund for the past ten years and
achieved a steady  performance  record.  He not only proved to be an outstanding
investment  manager,  but was also instrumental in the growth of the USAA equity
department. Harry will be sorely missed.

Michael J.C.  Roth's letter to investors  outlines the three parts of the Fund's
objective.  We will  continue to seek an above  average  dividend  yield,  while
pursuing stocks with good capital appreciation  potential and with an ability to
raise their dividend. To that end, several modifications have been made over the
past six months.  We lowered the  weighting of several  industries  of which two
were:  real estate  investment  trusts  (REITs)  from 13.7% to 5.5% and electric
utilities from 12.8% to 8.2%. The proceeds were opportunistically  reinvested in
banks,  technology,  basic materials,  capital goods and consumer staples during
the market sell-off in August.

PERFORMANCE

For the six  months  ending  January  31,  1999,  the stock  market was ruled by
volatility. The global economic crisis entered its second year, and yet, the S&P
500 Index(1) was up 15.02%,  primarily  in response to three  separate  interest
rate reductions by the Federal Reserve.  This market environment has not favored
funds paying an above average dividend yield. The six-month total return for the
Fund was 6.38%, compared to the Lipper Income category total return of 3.52%.(2)


(1) The S&P 500 Index is an unmanaged index  representing  the weighted  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.

(2) The  performance  data quoted  represents past  performance;  the investment
return and principal value of an investment will fluctuate so that an investor's
shares, when redeemed, may be worth more or less than their original cost.


Since our last report of July 31, 1998, the best performing sectors for the Fund
were   telecommunication    services   and   technology.   The   investment   in
telecommunication   services  made  the  biggest   contribution  to  the  Fund's
performance  over the past six  months.  They  offered  above  average  dividend
yields, had little exposure to foreign markets, and had increased earnings.  The
Fund's  investment  in technology  is small,  but what the Fund owned  performed
well.  The sell-off of technology  companies in August created an opportunity to
increase the Fund's exposure in these  companies with a growing  dividend stream
and strong fundamentals.

The underperforming sectors for the Fund were energy and REIT stocks. The global
economic  problems and commodity  deflation  had a devastating  impact on energy
stock  prices.  We  view  the  current  energy  stock  valuations  as  a  buying
opportunity. These stocks have demonstrated three attributes we are looking for:
above average yields, growing dividend streams, and strong balance sheets. REITs
underperformed  the market averages as investors  continued to question  whether
the industry  has the  financial  resources to sustain  growth at the same rapid
pace that it has  historically  enjoyed.  The August market  correction  created
compelling buying opportunities.  As previously  mentioned,  we reduced our REIT
weighting to fund the new purchases.

OUTLOOK AND PERSPECTIVE

There is no doubt that these are  extraordinary  times as the S&P 500  completes
four consecutive years of 20%+ returns.  During 1998, the 20 largest  companies,
which currently represent a 29% weighting of the S&P 500 index, outperformed the
average S&P 500 stock by 27%. This flight to the largest  capitalization  stocks
has been going on for the past four years, as a strong economic  environment has
given way to concerns of a global economic  meltdown.  As long as investors gain
confidence that the economy is still healthy,  a broader recovery will occur. We
believe employing our three-prong approach -- of selecting stocks with a growing
dividend  stream,  using a fundamental  discipline to uncover stocks with a good
capital appreciation potential, and maintaining an above average portfolio yield
- -- will position us for the future.


- ------------------------------
   TOP 10 EQUITY HOLDINGS
     (% OF NET ASSETS)
- ------------------------------
Bristol-Myers Squibb       5.4
Ford Motor                 5.0
GTE                        4.3
American Home Products     4.3
Bell Atlantic              4.3
DaimlerChrysler            4.2
Bankers Trust              3.5
Texas Utilities            3.4
Airtouch Communications    3.2
US West                    3.0
- ------------------------------


- ----------------------------------
        TOP 10 INDUSTRIES
        (% OF NET ASSETS)
- ----------------------------------
Telephones                    11.6
Healthcare-Diversified         9.7
Automobiles                    9.2
Banks-Money Center             8.4
Electric Utilities             8.2
Real Estate Investment Trusts  5.5
Natural Gas Utilities          5.4
Telecommunications -
  Cellular/Wireless            3.7
Oil-International Integrated   3.3
Computer Software & Services   3.0
- ----------------------------------



See page 8 for a complete listing of the Portfolio of Investments.






USAA INCOME STOCK FUND
PORTFOLIO OF INVESTMENTS

January 31, 1999
(Unaudited)
                                                                       Market
     Number                                                            Value
   of Shares                      Security                             (000)
- --------------------------------------------------------------------------------

                              COMMON STOCKS (86.3%)
              Automobiles (9.2%)
    997,600   DaimlerChrysler AG                                     $  103,314
  2,000,000   Ford Motor Co.                                            122,875
- --------------------------------------------------------------------------------
                                                                        226,189
- --------------------------------------------------------------------------------
              Auto Parts (0.6%)
  1,000,000   Tomkins plc ADR                                            14,875
- --------------------------------------------------------------------------------
              Banks - Major Regional (2.8%)
    554,000   Fleet Financial Group, Inc.                                24,549
    890,000   PNC Bank Corp.                                             45,557
- --------------------------------------------------------------------------------
                                                                         70,106
- --------------------------------------------------------------------------------
              Banks - Money Center (8.4%)
    700,000   BankAmerica Corp.                                          46,812
  1,000,000   Bankers Trust Corp.                                        87,000
    350,000   Chase Manhattan Corp.                                      26,928
    500,000   Citigroup, Inc.                                            28,031
    550,000   Westpac Banking Corp. Ltd. ADR                             19,388
- --------------------------------------------------------------------------------
                                                                        208,159
- --------------------------------------------------------------------------------
              Beverages - Nonalcoholic (0.4%)
    250,000   PepsiCo, Inc.                                               9,766
- --------------------------------------------------------------------------------
              Chemicals (0.8%)
    175,000   Du Pont (E. I.) De Nemours & Co.                            8,958
    700,000   Lyondell Petrochemical Co.                                 10,456
- --------------------------------------------------------------------------------
                                                                         19,414
- --------------------------------------------------------------------------------
              Chemicals - Diversified (1.3%)
    600,000   B.F. Goodrich Co.                                          20,400
    400,000   Hercules Inc.                                              10,775
- --------------------------------------------------------------------------------
                                                                         31,175
- --------------------------------------------------------------------------------
              Communication Equipment (1.0%)
    400,000   Northern Telecom Ltd.                                      25,250
- --------------------------------------------------------------------------------
              Computer - Hardware (2.5%)
    800,000   Hewlett-Packard Co.                                        62,700
- --------------------------------------------------------------------------------
              Computer Software & Service (0.2%)
    158,170   Unisys Corp.                                                5,239
- --------------------------------------------------------------------------------
              Electric Utilities (8.2%)
  1,327,500   Allegheny Energy, Inc.                                     41,982
    326,300   Central Hudson Gas & Electric Corp.                        13,154
  1,254,000   Interstate Energy Corp.                                    36,053
    622,750   New Century Energies, Inc.                                 27,401 
  1,900,000   Texas Utilities Co.                                        83,481
- --------------------------------------------------------------------------------
                                                                        202,071
- --------------------------------------------------------------------------------
              Electrical Equipment (1.7%)
    400,000   General Electric Co.                                       41,950
- --------------------------------------------------------------------------------
              Electronics - Semiconductors (0.6%)
    100,000   Intel Corp.                                                14,094
- --------------------------------------------------------------------------------
              Entertainment (0.4%)
    300,000   Walt Disney Co.                                             9,900
- --------------------------------------------------------------------------------
              Foods (0.3%)
    200,000   Kellogg Co.                                                 8,175
- --------------------------------------------------------------------------------
              Healthcare - Diversified (9.7%)
  1,800,000   American Home Products Corp.                              105,637 
  1,050,000   Bristol-Myers Squibb Co.                                  134,597
- --------------------------------------------------------------------------------
                                                                        240,234
- --------------------------------------------------------------------------------
              Household Products (0.7%)
    200,000   Procter & Gamble Co.                                       18,175
- --------------------------------------------------------------------------------
              Leisure Time (1.0%)
  1,000,000   Brunswick Corp.                                            24,687
- --------------------------------------------------------------------------------
              Machinery - Diversified (0.8%)
    600,000   Deere & Co.                                                19,538
- --------------------------------------------------------------------------------
              Manufacturing - Diversified Industries (0.7%)
    140,000   AlliedSignal, Inc.                                          5,460
    100,000   United Technologies Corp.                                  11,944
- --------------------------------------------------------------------------------
                                                                         17,404
- --------------------------------------------------------------------------------
              Natural Gas Utilities (5.1%)
  1,433,200   National Fuel Gas Co.                                      60,642 
  1,500,000   NICOR, Inc.                                                57,844
    239,400   Peoples Energy Corp.                                        8,259
- --------------------------------------------------------------------------------
                                                                        126,745
- --------------------------------------------------------------------------------
              Oil - Domestic Integrated (2.3%)
    600,000   Atlantic Richfield Co.                                     34,425 
  1,500,000   Occidental Petroleum Corp.                                 22,594
- --------------------------------------------------------------------------------
                                                                         57,019
- --------------------------------------------------------------------------------
              Oil - International Integrated (3.3%)
    150,000   Chevron Corp.                                              11,213 
  1,500,000   Texaco, Inc.                                               71,062
- --------------------------------------------------------------------------------
                                                                         82,275
- --------------------------------------------------------------------------------
              Paper & Forest Products (0.1%)
     63,000   Georgia-Pacific Corp.                                       1,418
- --------------------------------------------------------------------------------
              Personal Care (0.5%)
    280,200   International Flavors & Fragrances Inc.                    12,224
- --------------------------------------------------------------------------------
              Publishing/Newspapers (0.5%)
    920,000   Hollinger International Inc.                               12,075
- --------------------------------------------------------------------------------
              Real Estate Investment Trusts (5.5%)
    500,000   Avalon Bay Communities, Inc.                               16,031
    500,000   Boston Properties, Inc.                                    16,250
    879,200   Brandywine Realty Trust                                    14,507
    275,000   Chelsea GCA Realty, Inc.                                    8,989
    450,000   Felcor Lodging Trust, Inc.                                  9,816
    600,000   First Industrial Realty Trust, Inc.                        15,412
    250,000   Highwoods Properties, Inc.                                  6,031
    500,000   Liberty Property Trust                                     11,812
    200,000   Mack California Realty Corp.                                5,975
    247,000   Mills Corp.                                                 4,678
    600,000   Patriot American Hospitality, Inc.                          3,225
    500,000   Post Properties, Inc.                                      18,625
    205,000   Shurgard Storage Centers, Inc.                              5,215
- --------------------------------------------------------------------------------
                                                                        136,566
- --------------------------------------------------------------------------------
              Retail - Department Stores (1.4%)
    900,000   J.C. Penney Company, Inc.                                  35,269
- --------------------------------------------------------------------------------
              Services - Data Processing (0.7%)
    450,000   First Data Corp.                                           17,241
- --------------------------------------------------------------------------------
              Telecommunications - Cellular/Wireless (0.5%)
    350,000   Sprint PCS*                                                11,156
- --------------------------------------------------------------------------------
              Telecommunications - Long Distance (2.4%)
    700,000   Sprint Corp.                                               58,712
- --------------------------------------------------------------------------------
              Telephones (11.6%)
  1,750,000   Bell Atlantic Corp.                                       105,000
  1,590,000   GTE Corp.                                                 107,325
  1,200,000   US West, Inc.                                              74,025
- --------------------------------------------------------------------------------
                                                                        286,350
- --------------------------------------------------------------------------------
              Waste Management (1.1%)
    950,000   Browning-Ferris Industries, Inc.                           26,125
- --------------------------------------------------------------------------------
              Total common stocks (cost: $1,483,584)                  2,132,276
- --------------------------------------------------------------------------------

                       PREFERRED STOCKS (10.8%)
              Chemicals (0.4%)
    190,000   Monsanto Co., 6.50% cumulative convertible                  9,286
- --------------------------------------------------------------------------------
              Computer Software & Service (2.8%)
  1,230,319   Unisys Corp., depositary shares "A", 
                $3.75 cumulative convertible                             69,974
- --------------------------------------------------------------------------------
              Insurance - Life/Health (2.4%)
    750,000   Aetna, Inc., Class C, 6.25% cumulative convertible         60,094
- --------------------------------------------------------------------------------
              Iron & Steel (0.5%)
    250,000   USX Corp., 6.50% cumulative convertible                    12,156
- --------------------------------------------------------------------------------
              Investment Companies (0.4%)
    240,000   Dollar General Corp., 8.50% cumulative convertible          9,120
- --------------------------------------------------------------------------------
              Machinery - Diversified (0.8%)
    800,000   Ingersoll-Rand Co., 6.75%, cumulative convertible          19,700
- --------------------------------------------------------------------------------
              Natural Gas Utilities (0.3%)
    149,200   El Paso Energy Corp., 4.75% cumulative convertible          7,162
- --------------------------------------------------------------------------------
              Telecommunications - Cellular/Wireless (3.2%)
  1,000,000   AirTouch Communications, Inc., Class B, 6.00% 
                cumulative convertible                                   78,375
- --------------------------------------------------------------------------------
              Total preferred stocks (cost: $192,987)                   265,867
- --------------------------------------------------------------------------------


Principal
 Amount
 (000)
- ---------

                          CONVERTIBLE BONDS (1.1%)
$   15,000   Continental Airlines, Inc., 6.75%, 4/15/2006                18,281
       165   Ralston Purina Co., 7.00%, 8/01/2000                         8,209
- --------------------------------------------------------------------------------
              Total convertible bonds (cost: $28,630)                    26,490
- --------------------------------------------------------------------------------

                              SHORT-TERM (1.6%)
             Commercial Paper
    40,837   General Electric Capital Corp., 4.81%, 2/01/1999 
              (cost: $40,826)                                            40,826
- --------------------------------------------------------------------------------
             Total investments (cost: $1,746,027)                    $2,465,459
================================================================================






USAA INCOME STOCK FUND
NOTES TO PORTFOLIO OF INVESTMENTS

January 31, 1999
(Unaudited)



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.

ADR - American Depositary Receipts are receipts issued by a U.S. bank evidencing
ownership of foreign shares. Dividends are paid in U.S. dollars.


SPECIFIC NOTES
* Non-income producing





See accompanying notes to financial statements.







USAA INCOME STOCK FUND
STATEMENT OF ASSETS AND LIABILITIES
(IN THOUSANDS)

January 31, 1999
(Unaudited)



ASSETS
   Investments in securities, at market value 
     (identified cost of $1,746,027)                                $ 2,465,459
   Cash                                                                     421
   Receivables:
      Capital shares sold                                                   400
      Dividends and interest                                              7,223
      Securities sold                                                       229
                                                                    ------------
         Total assets                                                 2,473,732
                                                                    ------------

LIABILITIES
   Capital shares redeemed                                                2,471
   USAA Investment Management Company                                     1,047
   USAA Transfer Agency Company                                             236
   Accounts payable and accrued expenses                                    135
                                                                    ------------
         Total liabilities                                                3,889
                                                                    ------------
            Net assets applicable to capital shares outstanding     $ 2,469,843
                                                                    ============

REPRESENTED BY:
   Paid-in capital                                                  $ 1,794,275
   Accumulated undistributed net investment income                        6,277
   Accumulated net realized loss on investments                         (50,141)
   Net unrealized appreciation of investments                           719,432
                                                                    ------------
            Net assets applicable to capital shares outstanding     $ 2,469,843
                                                                    ============
   Capital shares outstanding                                           125,335
                                                                    ============
   Authorized shares of $.01 par value                                  250,000
                                                                    ============
   Net asset value, redemption price, and offering price per share  $     19.71
                                                                    ============



See accompanying notes to financial statements.






USAA INCOME STOCK FUND
STATEMENT OF OPERATIONS
(IN THOUSANDS)

Six-month period ended January 31, 1999
(Unaudited)



Net investment income:
   Income:
      Dividends (net of foreign taxes withheld of $5)                 $  45,817
      Interest                                                            4,736
                                                                      ----------
         Total income                                                    50,553
                                                                      ----------
   Expenses:
      Management fees                                                     6,023
      Transfer agent's fees                                               1,445
      Custodian's fees                                                      134
      Postage                                                               172
      Shareholder reporting fees                                             32
      Directors' fees                                                         2
      Registration fees                                                      45
      Professional fees                                                      16
      Other                                                                  24
                                                                      ----------
         Total expenses                                                   7,893
                                                                      ----------
            Net investment income                                        42,660
                                                                      ----------
Net realized and unrealized gain on investments:
   Net realized loss                                                    (50,134)
   Change in net unrealized appreciation/depreciation                   154,433
                                                                      ----------
            Net realized and unrealized gain                            104,299
                                                                      ----------
Increase in net assets resulting from operations                      $ 146,959
                                                                      ==========




See accompanying notes to financial statements.







USAA INCOME STOCK FUND
STATEMENTS OF CHANGES IN NET ASSETS
(IN  THOUSANDS)

Six-month period ended January 31, 1999
and Year ended July 31, 1998
(Unaudited)



                                                        1/31/99       7/31/98
                                                      --------------------------
From operations:
   Net investment income                              $   42,660    $   93,097
   Net realized gain (loss) on investments               (50,134)      131,080
   Change in net unrealized appreciation/depreciation 
      of investments                                     154,433        64,929
                                                      --------------------------
      Increase in net assets resulting from operations   146,959       289,106
                                                      --------------------------
Distributions to shareholders from:
   Net investment income                                 (42,307)      (92,033)
                                                      --------------------------
   Net realized gains                                    (91,729)     (118,394)
                                                      --------------------------
From capital share transactions:
   Proceeds from shares sold                             123,734       382,576
   Shares issued for dividends reinvested                124,479       195,544
   Cost of shares redeemed                              (287,863)     (346,558)
                                                      --------------------------
      Increase (decrease) in net assets from
         capital share transactions                      (39,650)      231,562
                                                      --------------------------
Net increase (decrease) in net assets                    (26,727)      310,241
Net assets:
   Beginning of period                                 2,496,570     2,186,329
                                                      --------------------------
   End of period                                      $2,469,843    $2,496,570
                                                      ==========================
Undistributed net investment income included in net 
   assets:
   End of period                                      $    6,277    $    5,924
                                                      ==========================
Change in shares outstanding:
   Shares sold                                             6,584        19,195
   Shares issued for dividends reinvested                  7,010        10,251
   Shares redeemed                                       (15,287)      (17,438)
                                                      --------------------------
      Increase (decrease) in shares outstanding           (1,693)       12,008
                                                      ==========================




See accompanying notes to financial statements.






USAA INCOME STOCK FUND
NOTES TO FINANCIAL STATEMENTS

January 31, 1999
(Unaudited)


(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 ten  separate
funds. The information  presented in this semiannual report pertains only to the
USAA Income Stock Fund (the Fund).  The Fund's  investment  objective is current
income with the prospect of  increasing  dividend  income and the  potential for
capital appreciation.  USAA Investment Management Company (the Manager) seeks to
achieve  this  objective  by  investing  the Fund's  assets  primarily in equity
securities of  well-established,  large  companies with  above-average  dividend
yields and in real estate investment trusts (REITs).

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 - 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 is recorded on the ex-dividend  date;  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 three joint short-term  revolving
loan  agreements  totaling  $850  million,  two with  USAA  Capital  Corporation
(CAPCO),  an affiliate of the Manager ($250  million  committed and $500 million
uncommitted),  and one with NationsBank of Texas, N.A. ($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 the CAPCO agreements,
the Fund may borrow from CAPCO an amount under both agreements combined of up to
5% of the Fund's total assets at CAPCO's borrowing rate with no markup.  Subject
to availability  under its agreement with NationsBank,  the Fund may borrow from
NationsBank  an amount which,  when added to  outstanding  borrowings  under the
CAPCO   agreements,   does  not  exceed  25%  of  the  Fund's  total  assets  at
NationsBank's borrowing rate plus a markup. The Fund had no borrowings under any
of these agreements during the six-month period ended January 31, 1999.


(3)  DISTRIBUTIONS
Distributions  of net investment  income are made  quarterly.  Distributions  of
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.


(4)  INVESTMENT TRANSACTIONS
Cost of purchases and proceeds from sales of  securities,  excluding  short-term
securities,  for the six-month period ended January 31, 1999 were $424.9 million
and $484.3 million, respectively.

Gross unrealized  appreciation and depreciation of investments as of January 31,
1999 was $776.6 million and $57.2 million, respectively.


(5)  TRANSACTIONS WITH MANAGER
A.  Management fees - USAA Investment Management  Company carries out the Fund's
investment policies and manages the Fund's portfolio. The Fund's management fees
are computed at .50% 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  based on an  annual  charge  of $26 per  shareholder  account  plus
out-of-pocket expenses.

C.  Underwriting  services - The Manager  provides  exclusive  underwriting  and
distribution  of the Fund's  shares on a  continuing  best  efforts  basis.  The
Manager receives no commissions or fees for this service.

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  six-month
period ended January 31, 1999 was $57,000.


(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 January 31, 1999, the  Association and its affiliates
owned 6.4 million shares (5.1%) of the Fund.

Certain directors and officers of the Fund are also directors,  officers, and/or
employees  of the Manager.  None of the  affiliated  directors or Fund  officers
received any compensation from the Fund.


(7)  YEAR 2000
Like other mutual  funds,  the Fund could be adversely  affected if the computer
systems used by the Manager and the Fund's other service  providers are not able
to perform  their  intended  functions  effectively  after  1999  because of the
inability of computer  software to distinguish the year 2000 from the year 1900.
The Manager is taking  steps to address  this  potential  year 2000 problem with
respect  to the  computer  systems  that  they  use and to  obtain  satisfactory
assurances  that  comparable  steps are being  taken by the Fund's  other  major
service providers.  At this time, however,  there can be no assurance that these
steps  will be  sufficient  to avoid  any  adverse  impact of the Fund from this
problem.


(8)  FINANCIAL HIGHLIGHTS
Per share operating  performance for a share outstanding  throughout each period
is as follows:

<TABLE>
<CAPTION>


                             Six-month                                                    Ten-month
                           Period Ended                                                 Period Ended
                            January 31,               Year Ended July 31,                  July 31,
                          ----------------------------------------------------------------------------
                               1999        1998        1997         1996         1995         1994
                          ----------------------------------------------------------------------------
<S>                       <C>          <C>          <C>          <C>          <C>          <C>

Net asset value at
   beginning of period    $    19.65   $    19.01   $    15.85   $    14.96   $    13.50   $    14.95
Net investment income            .34          .75          .81          .77          .74          .60
Net realized and
   unrealized gain (loss)        .78         1.66         3.88         1.16         1.69        (1.12)
Distributions from net
   investment income            (.33)        (.75)        (.79)        (.77)        (.75)        (.74)
Distributions of realized
   capital gains                (.73)       (1.02)        (.74)        (.27)        (.22)        (.19)
                          ----------------------------------------------------------------------------
Net asset value at
   end of period          $    19.71   $    19.65   $    19.01   $    15.85   $    14.96   $    13.50
                          ============================================================================
Total return (%) *              6.38        13.28        31.46        13.21        18.83        (3.53)
Net assets at
   end of period (000)    $2,469,843   $2,496,570   $2,186,329   $1,710,769   $1,408,371   $1,190,024
Ratio of expenses to
   average net assets (%)        .66(a)       .65          .68          .72          .75          .73(a)
Ratio of net investment
   income to average
   net assets (%)               3.54(a)      3.85         4.73         4.84         5.34         5.25(a)
Portfolio turnover (%)         18.73        22.34        34.95        32.38        34.94        24.82

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

</TABLE>





DIRECTORS
Robert G. Davis, Chairman of the Board
Michael J.C. Roth, President and Vice Chairman of the Board
John W. Saunders, Jr., Vice President
Barbara B. Dreeben
Howard L. Freeman, Jr.
Robert L. Mason
Richard A. Zucker

INVESTMENT ADVISER, UNDERWRITER AND DISTRIBUTOR
USAA Investment Management Company
9800 Fredericksburg Road
San Antonio, Texas 78288

TRANSFER AGENT
USAA Shareholder Account Services
9800 Fredericksburg Road
San Antonio, Texas 78288

CUSTODIAN
State Street Bank and Trust Company
P.O. Box 1713
Boston, Massachusetts 02105

LEGAL COUNSEL
Goodwin, Procter & Hoar LLP
Exchange Place
Boston, Massachusetts 02109

INDEPENDENT AUDITORS
KPMG Peat Marwick LLP
112 East Pecan, Suite 2400
San Antonio, Texas 78205

Telephone Assistance Hours
Call toll free - Central Time
Monday - Friday 7:30 a.m. to 8:00 p.m.
Saturdays 8:30 a.m. to 5:00 p.m.

For Additional Information On Mutual Funds
1-800-531-8181, (in San Antonio) 456-7211
For account servicing, exchanges or redemptions
1-800-531-8448, (in San Antonio) 456-7202

Recorded Mutual Fund Price Quotes
24-Hour Service (from any phone)
1-800-531-8066, (in San Antonio) 498-8066

Mutual Fund TouchLine(Registered Trademark)
(from Touchtone phones only)
For account balance, last transaction or fund prices
1-800-531-8777, (in San Antonio) 498-8777




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