USAA MUTUAL FUND INC
N-30D, 1999-09-27
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Table of Contents
      USAA Family of Funds                                              1
      Message from the President                                        2
      Investment Review                                                 4
      Message from the Managers                                         5
      Financial Information:
         Distributions to Shareholders                                  9
         Independent Auditors' Report                                  10
         Portfolio of Investments                                      11
         Notes to Portfolio of Investments                             20
         Statement of Assets and Liabilities                           21
         Statement of Operations                                       22
         Statements of Changes in Net Assets                           23
         Notes to Financial Statements                                 24








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  Aggressive
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) 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                        Very high                     $3,000
 First Start Growth                      Moderate to high              $3,000
 Gold                                    Very high                     $3,000
 Growth                                  Moderate to high              $3,000
 Growth & Income                         Moderate                      $3,000
 International                           Moderate to high              $3,000
 S&P 500(Registered Trademark) Index     Moderate                      $3,000
 Science & Technology                    Very high                     $3,000
 Small Cap Stock                         Very high                     $3,000
 World Growth                            Moderate to high              $3,000
- --------------------------------------------------------------------------------
ASSET ALLOCATION
- --------------------------------------------------------------------------------
 Balanced Strategy                       Moderate                      $3,000
 Cornerstone Strategy                    Moderate                      $3,000
 Growth and Tax Strategy                 Moderate                      $3,000
 Growth Strategy                         Moderate to high              $3,000
 Income Strategy                         Low to moderate               $3,000
- --------------------------------------------------------------------------------
INCOME - TAXABLE
- --------------------------------------------------------------------------------
 GNMA                                    Low to moderate               $3,000
 High-Yield
  Opportunities                          High                          $3,000
 Income                                  Moderate                      $3,000
 Income Stock                            Moderate                      $3,000
 Intermediate-Term
  Bond                                   Low to moderate               $3,000
 Short-Term Bond                         Low                           $3,000
- --------------------------------------------------------------------------------
INCOME - TAX EXEMPT
- --------------------------------------------------------------------------------
 Long-Term                               Moderate                      $3,000
 Intermediate-Term                       Low to moderate               $3,000
 Short-Term                              Low                           $3,000
 State Bond Income                       Moderate                      $3,000
- --------------------------------------------------------------------------------
MONEY MARKET
- --------------------------------------------------------------------------------
 Money Market                            Very low                      $3,000
 Tax Exempt
  Money Market                           Very low                      $3,000
 Treasury Money
  Market Trust                           Very low                      $3,000
 State Money Market                      Very low                      $3,000
- --------------------------------------------------------------------------------


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

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.

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

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.

The Science & Technology 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, are subject
to investment risks, and may lose value.

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








Message from the President

Year 2000 Readiness Disclosure


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


As we rapidly approach the year 2000, an interesting market picture is emerging.
Many of our  shareholders  have had questions about the "year 2000 problem," and
we have spent a lot of time,  energy, and money on it. We believe that we -- and
your funds -- are in good shape  because we have treated the problem  seriously.
We also  believe  that we -- and your funds -- are not alone in that  effort.  I
always like to look at what the market tells us about such things.

Many dire  predictions have been around for years now. Last summer, I asked some
business  associates  for the names of some  systems  people at major  financial
firms to whom I could speak  about Y2K.  One of these was the head of the effort
at a major credit card institution.  He was more dire in his outlook than anyone
else I spoke to. One prediction was, "By the second quarter of 1999, the federal
government  will  intervene  in the  financial  markets and the  banking  system
because of the spreading panic." It is mid-September.  The financial markets are
choppy because Fed Chairman Greenspan keeps talking about inflation, but so far,
no  panic.  Not even a hint.  As for  other  predictions,  we find  that the Y2K
problem is being taken very seriously by firms with which we do business or with
whom we invest.  We cannot  assure that  nothing  will go wrong,but we are quite
sure that these  firms have made a serious  effort to  confront  it,  just as we
have. As an added safeguard,  we've developed, and continue to test, contingency
plans designed to help ensure continuous service in the event of a Y2K problem.

Early January will be very interesting.  I have cancelled all employee vacations
from  mid-December  through  mid-January.  We will be here for you.  Because our
computers will be doing the normal year-end  processing on Saturday,  January 1,
2000, we probably  won't be able to give you year-end  figures for your accounts
until sometime that afternoon. We plan to have some employees in from noon until
6 p.m.  CST on New Year's Day,  and Sunday,  January 2, we will be in the office
from 8 a.m.  until 8 p.m.  CST.  With  patience,  because we expect  heavy phone
traffic in general,  you should be able to reach us. We will also have our voice
response system (VRS) and Web site up. There may be some problems,  but I expect
we will be able to wish you a "Happy New Year."

Sincerely,



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


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








Investment Review

USAA AGGRESSIVE GROWTH FUND

OBJECTIVE: Capital appreciation.

TYPES OF INVESTMENTS: Invests principally in equity securities of companies with
the prospect of rapidly growing earnings.

- --------------------------------------------------------------------------------
                                          7/31/98                7/31/99
================================================================================
  Net Assets                            $736.5 Million      $1,029.3 Million
  Net Asset Value Per Share               $31.62                 $38.23
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
Average Annual Total Returns as of 7/31/99
================================================================================
         1 Year                     5 Years                   10 Years
         43.14%                     26.53%                     15.41%
- --------------------------------------------------------------------------------


Total  return   equals   income  yield  plus  share  price  change  and  assumes
reinvestment of all dividends and capital gains distributions. No adjustment has
been made for taxes payable by shareholders on their reinvested income dividends
and capital gains  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  Aggressive  Growth  Fund,  the
Russell 2000  (Registered  Trademark)  Index,  the S&P 500 Index, and the Lipper
Small Cap Funds Average for the period of 07/31/89  through  07/31/99.  The data
points from the graph are as follows:


                  USAA
               Aggressive       Russell        S&P 500       Lipper Small Cap
              Growth Fund     2000 Index        Index         Funds Average
              -----------     ----------       -------       ----------------

07/31/89        $10,000        $10,000         $10,000            $10,000
01/31/90          8,938          8,917           9,667              9,260
07/31/90          9,743          9,477          10,647             10,357
01/31/91          9,769          8,579          10,476              9,833
07/31/91         11,743         10,397          12,002             11,825
01/31/92         14,303         12,421          12,848             14,382
07/31/92         12,047         11,905          13,535             13,252
01/31/93         13,662         14,065          14,206             15,802
07/31/93         13,060         14,697          14,714             16,313
01/31/94         14,977         16,680          16,031             18,607
07/31/94         12,923         15,375          15,472             16,960
01/31/95         14,159         15,678          16,116             17,830
07/31/95         19,382         19,215          19,505             22,353
01/31/96         21,790         20,374          22,339             23,628
07/31/96         23,483         20,543          22,734             24,771
01/31/97         26,652         24,235          28,221             28,927
07/31/97         28,180         27,403          34,581             32,536
01/31/98         27,651         28,614          35,812             33,224
07/31/98         29,281         28,036          41,257             33,303
01/31/99         37,310         28,710          47,455             33,925
07/31/99         41,914         30,114          49,592             36,148

Data from 7/31/89 through 7/31/99

The graph illustrates the comparison of a $10,000 hypothetical investment in the
USAA  Aggressive  Growth  Fund to the S&P 500  Index,  the  broad-based  Russell
2000(Registered  Trademark)  Index, and the Lipper Small Cap Funds Average.  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 in the S&P 500 Index. The Russell 2000(Registered  Trademark)
is a  widely  recognized  unmanaged  small-cap  index  consisting  of the  2,000
smallest  companies  within the Russell  3000(Registered  Trademark)  Index. The
Lipper  Small Cap Funds  Average is an average of all the  small-cap  funds,  as
reported by Lipper Analytical Services,  Inc., an independent  organization that
monitors the performance of mutual funds.








Message from the Managers


[Photograph of Portfolio Managers: Eric M. Efron, CFA (left) and John K. Cabell,
Jr. CFA (right), appears here]


MARKET CONDITIONS
The stock market environment during the 12-month period ended July 31, 1999, did
not vary  meaningfully  from the standard pattern of the past several years. For
the most part,  corporate  earnings  were good.  Additionally,  the  outlook for
economies  around the world continued to be satisfactory in the aggregate,  with
the United States and Europe strong,  but possibly  decelerating  some, and with
Asia showing  initial signs of a gradual  recovery from its recent  economic and
financial  crises.  Prospects for an Asian recovery prompted some concern in the
investment community about rising inflation and interest rates,  particularly in
June and July, and helped revive interest in cyclical stocks.

Although this blend of positives  and negatives led to day-to-day  volatility in
stock prices, the pluses ultimately prevailed,  with all major indices higher at
the end of the period than at the beginning. The S&P 500, the Dow Jones, and the
NASDAQ  Composite  -- all of which are  large-cap  centric  -- with  returns  of
20.20%, 22.05%, and 40.92%, respectively.  And once again, small-cap benchmarks,
such as the  Russell  2000  and the  S&P  SmallCap  600,  brought  up the  rear,
generating  more  modest  returns of 7.41% and 4.85%,  respectively.  This shows
investors'  continuing  preference  for the liquidity  and  perceived  safety of
large-cap  stocks  over the better  growth  prospects  and lower  valuations  of
small-cap equities.


The S&P  SmallCap  600 Index is an  unmanaged  index  representing  the weighted
average  performance  of a group of 600 domestic  stocks chosen for market size,
liquidity,  and  industry  group  representation.  It is not  possible to invest
directly in the S&P SmallCap 600 Index.


PERFORMANCE
For the 12 months  ended July 31,  1999,  the Fund had a total return of 43.14%.
For the same time period,  the Fund  outperformed  all the major market  indices
mentioned previously.


PORTFOLIO STRATEGY
We believe that change is central to existence and is inevitable.  Whether it be
life forms, civilizations,  governments, social institutions,  economic systems,
or  businesses,  entities that embrace  change are likely to succeed and thrive.
Those that  resist  change are doomed to  failure,  at worst,  and to  extremely
limited  prospects,  at best.  With this in mind,  we try to identify  long-term
social and economic  trends that are in their early  stages and are  potentially
powerful and  pervasive.  We then  aggregate  these  trends into six  overriding
themes (the  telecommunications  revolution,  new  computing,  new  products and
services, the drive for efficiency,  changing lifestyles, and consolidation) and
look to invest in  companies  that are in a good  position  to benefit  from the
changes that lie ahead.

In  addition,  we focus our  investments  on companies  that are either  growing
rapidly or have the  potential  to do so. We believe that rapid growth is one of
the best ways to build  value over the long term.  We are willing to pay premium
valuations  for the  companies  in  which we  invest  because  we feel  that the
premiums  could be paid off  handsomely  over time. We are firm believers in the
old adage that you get what you pay for.

Our  investments  tend to focus on small- to mid-cap  companies  because this is
where  most of the  rapid  growth  and  innovation  we  desire  is to be  found.
Nevertheless,  we will also invest in larger companies (Microsoft, Intel, Cisco,
Dell Computers,  Clear Channel  Communications,  and Infinity Broadcasting,  for
example) that possess the attributes we are looking for.

We have overweighted our investments in the technology and communications areas.
The Internet (Network Solutions,  Concentric Networks, and StarMedia Network) is
rapidly  transforming  how we  communicate,  do business,  and live. At the same
time, old  telecommunications  monopolies worldwide are crumbling in the face of
deregulation  and  competition,  as new companies  (Global  Telesystems,  Global
Crossing,  Qwest  Communications,  Level 3 Communications)  arise to provide the
Internet  and other new services  that  customers  demand.  Almost as rapidly as
these new companies  are being  established,  companies  within the industry are
acquiring  one  another  (Metromedia  Fiber  Networks/AboveNet   Communications,
VoiceStream  Wireless/Omnipoint) to position themselves for dominance in the new
telecommunications  age.  All  of  this  is  stimulating  huge  demand  for  the
networking and data  communications  equipment (Cisco Systems,  CIENA,  Harmonic
Lightwaves)  that goes into the  telecommunications  infrastructure  and for the
semiconductors   (Vitesse  Semiconductor,   Applied  Micro  Circuits,   Triquint
Semiconductor,  MMC Networks) and other  components  (JDS Uniphase) that go into
the equipment.

All the  companies  mentioned  here are holdings or are recent sales in the Fund
and fit within the six major themes mentioned  earlier.  Taken together with our
other positions in the technology and  communications  areas,  they  contributed
significantly to our strong relative performance during the 12 months ended July
31,1999.  It is very tempting to further  overweight  our  investments  in these
areas, but we refrain from doing so in order to limit risk. We also want to take
advantage  of  opportunities  in other  promising  industries  such as retailing
(Abercrombie  & Fitch,  99 Cents Only  Stores,  Williams-Sonoma),  biotechnology
(IDEC  Pharmaceuticals,  Immunex),  health care (Express Scripts), and financial
services (Knight/Trimark Group).


OUTLOOK
On  balance,  conditions  continue to look  positive  for  investors.  Worldwide
economies,  depending on locale,  appear to be good or improving,  but not at an
explosive  pace. The outlook for corporate  earnings is  encouraging.  There are
some concerns about inflation and interest rates,  but they do not appear strong
enough to offset the positives.

At the same time, stock valuations are very high by many conventional  standards
and are subject to sharp downdrafts in the face of any negative news.  Moreover,
from a geopolitical  perspective,  the world is not a pleasant  place.  Problems
abound, such as the deepening  political  partisanship and disenchantment in the
United States, chronic instability in Russia, the Yugoslav/Kosovo situation, the
ongoing tensions between India and Pakistan over Kashmir,  the apparent chilling
of relations  between the United  States and China,  China's  debate with Taiwan
over the latter's political status,  and North Korea's continuing  quarrels with
its  neighbors.  The potential  for the eruption of crises that could  undermine
investor confidence is substantial.

As always,  we counsel  investors to expect volatility and to take it in stride.
In the event of a stock market  correction,  this Fund may be more volatile than
many   others   due  to  its   large   concentration   of   high-valuation   and
low-market-capitalization   holdings.   However,   the  long-term   fundamentals
underlying our investments  appear to be very sound,  and, in our opinion,  have
the potential for price appreciation for patient, risk-tolerant investors.


Past performance is no guarantee of future results.

See page 11 for a complete listing of the Portfolio of Investments.








- ------------------------------------------------------------------
                           Top 10 Equity Holdings
                              (% Of Net Assets)
- ------------------------------------------------------------------
Metromedia Fiber Network                                       2.9
Express Scripts                                                2.5
Med Immune                                                     2.2
Sandisk                                                        2.0
Harmonic Lightwaves                                            1.9
Dollar Tree Stores                                             1.5
IDEC Pharmaceuticals                                           1.5
Network Solutions                                              1.4
Clear Channel Communications                                   1.4
Applied Micro Circuits                                         1.4
- ------------------------------------------------------------------




- ------------------------------------------------------------------
                           Top 10 Industries
                           (% of Net Assets)
- ------------------------------------------------------------------
Telephones                                                    10.3
Electronics-Semiconductors                                     8.3
Internet Services                                              7.0
Biotechnology                                                  6.6
Communication Equipment                                        5.5
Computer Software & Service                                    4.4
Equipment-Semiconductors                                       3.4
Health Care-Specialized Services                               3.2
Retail-Specialty                                               3.1
Broadcasting-Radio & TV                                        3.0
- ------------------------------------------------------------------


See page 11 for a complete listing of the Portfolio of Investments.








                        Distributions to Shareholders

The  following  per share  information  describes  the federal tax  treatment of
distributions made during the fiscal year ended July 31, 1999. These figures are
provided for  information  purposes only and should not be used for reporting to
federal or state revenue  agencies.  Distributions for the calendar year will be
reported to you on Form 1099-DIV in January 2000.

                   Ordinary income                  $ .6821*
                   Long term capital gains           3.3096
                                                    -------
                     Total                          $3.9917
                                                    =======

*Includes distribution of short-term capital gains, if any, which are taxable as
ordinary income.








Independent Auditors' Report

KPMG



The Shareholders and Board of Directors

USAA AGGRESSIVE GROWTH FUND:

We have audited the accompanying statement of assets and liabilities,  including
the portfolio of  investments  of the USAA  Aggressive  Growth Fund, a series of
USAA Mutual  Fund,  Inc.,  as of July 31,  1999,  and 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 financial  highlights,
presented in note 8 to the  financial  statements,  for each of the years in the
five-year period then ended. These financial statements and financial highlights
are the  responsibility of the Company's  management.  Our  responsibility is to
express an opinion on these financial  statements and financial highlights 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  financial
highlights 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, 1999,  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 financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
USAA  Aggressive  Growth Fund as of July 31, 1999, 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  for each of the
years in the five-year period then ended, in conformity with generally  accepted
accounting principles.

                                               KPMG LLP

San Antonio, Texas
September 3, 1999








USAA AGGRESSIVE GROWTH FUND
PORTFOLIO OF INVESTMENTS

July 31, 1999

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

                              COMMON STOCKS (97.2%)
            Aerospace/Defense (2.5%)
  425,000   AAR Corp.                                                  $   8,952
  200,000   Aviation Sales Co.*                                            7,775
  100,000   HEICO Corp. "A"                                                2,106
  200,000   TriStar Aerospace Co.*                                         1,488
  200,000   Triumph Group, Inc.*                                           5,162
                                                                       ---------
                                                                          25,483
                                                                       ---------
            Air Freight (0.5%)
  130,000   Eagle USA Airfreight, Inc.*                                    4,729
                                                                       ---------
            Airlines (0.7%)
  100,000   Atlantic Coast Airlines, Inc.*                                 2,031
  155,000   Midwest Express Holdings, Inc.*                                5,154
                                                                       ---------
                                                                           7,185
                                                                       ---------
            Auto Parts (0.3%)
  120,000   Copart, Inc.*                                                  2,880
                                                                       ---------
            Banks - Major Regional (0.9%)
  100,000   Bank United Corp. "A"                                          3,850
  157,500   Columbia Banking Systems, Inc.*                                2,294
  130,000   Hamilton Bancorp, Inc.*                                        3,510
                                                                       ---------
                                                                           9,654
                                                                       ---------
            Beverages - Alcoholic (0.8%)
  100,000   Beringer Wine Estates Holdings, Inc. "B"*                      3,825
  100,000   Golden State Vintners, Inc.*                                     613
  100,000   Robert Mondavi Corp. "A"*                                      3,650
                                                                       ---------
                                                                           8,088
                                                                       ---------
            Biotechnology (6.6%)
  120,000   Genzyme Corp.*                                                 6,788
   21,481   Genzyme Surgical Products*                                       113
  150,000   IDEC Pharmaceuticals Corp.*                                   14,869
  100,000   Immunex Corp.*                                                11,287
  121,000   Inhale Therapeutic Systems, Inc.*                              2,980
  280,000   Med Immune, Inc.*                                             22,365
   53,000   SangStat Medical Corp.*                                          987
  300,000   Techne Corp.*                                                  9,000
                                                                       ---------
                                                                          68,389
                                                                       ---------
            Broadcasting - Radio & TV (3.0%)
  210,000   Clear Channel Communications, Inc.*                           14,608
   66,900   Entercom Communications Corp.*                                 2,709
   83,100   Gray Communications Systems, Inc. "B"                          1,262
  118,100   Infinity Broadcasting Corp.*                                   3,255
   67,900   Insight Communications, Inc.*                                  2,029
   45,200   Salem Communications Corp.*                                    1,266
   85,800   Univision Communications, Inc. "A"*                            5,942
                                                                       ---------
                                                                          31,071
                                                                       ---------
            Communication Equipment (5.5%)
  127,800   Advanced Fibre Communications, Inc.*                           2,125
  300,000   Brightpoint, Inc.*                                             1,556
   90,000   CIENA Corp.*                                                   3,038
  161,805   Digital Microwave Corp.*                                       1,921
  108,500   Ditech Communications Corp.*                                   2,333
   32,500   Efficient Networks, Inc.*                                      1,438
   10,300   Gadzoox Networks, Inc.*                                          775
  242,900   Harmonic Lightwaves, Inc.*                                    19,311
   89,500   Inet Technologies, Inc.*                                       2,170
  103,844   JDS Uniphase Corp.*                                            9,385
  200,000   P-Com, Inc.*                                                     909
  228,200   Pairgain Technologies, Inc.*                                   2,154
   18,100   Paradyne Networks, Inc.*                                         803
  143,450   REMEC, Inc.*                                                   1,802
  186,900   Spectrian Corp.*                                               2,161
   81,000   Tekelec, Inc.*                                                   815
  108,300   Terayon Communication Systems, Inc.*                           4,237
                                                                       ---------
                                                                          56,933
                                                                       ---------
            Computer - Hardware (2.8%)
  200,600   Dell Computer Corp.*                                           8,200
  263,600   Sandisk Corp.*                                                20,231
                                                                       ---------
                                                                          28,431
                                                                       ---------
            Computer - Networking (2.2%)
  350,250   3Com Corp.*                                                    8,450
  220,200   Cisco Systems, Inc.*                                          13,680
                                                                       ---------
                                                                          22,130
                                                                       ---------
            Computer Software & Service (4.4%)
   49,800   Accrue Software, Inc.*                                           600
  130,000   CBT Group plc ADR*                                             3,640
  153,800   Digital Island, Inc.*                                          3,153
   90,700   HNC Software, Inc.*                                            3,299
   54,400   Liberate Technologies, Inc.*                                   1,040
  163,200   Macrovision Corp.*                                            11,424
   84,700   Microsoft Corp.*                                               7,268
   31,700   Netiq Corp.*                                                     523
    9,000   Packeteer, Inc.*                                                 266
   37,100   Primus Knowledge Solutions, Inc.*                                893
  206,500   Rational Software Corp.*                                       6,892
   67,700   Scientific Learning Corp.*                                     1,223
   90,400   ShowCase Corp.*                                                  876
  112,800   Softworks, Inc.*                                                 821
   40,500   TenFold Corp.*                                                 1,124
  181,100   US SEARCH.com, Inc.*                                           1,969
                                                                       ---------
                                                                          45,011
                                                                       ---------
            Distributions - Food/Health (0.3%)
  160,000   United Natural Foods, Inc.*                                    3,000
                                                                       ---------
            Drugs (2.2%)
  115,000   Alpharma, Inc. "A"                                             4,269
  120,000   Elan Corp. plc ADR*                                            3,488
  130,000   Jones Pharma, Inc.                                             5,643
   60,000   Roberts Pharmaceutical Corp.*                                  1,646
  100,000   Sepracor, Inc.*                                                7,350
                                                                       ---------
                                                                          22,396
                                                                       ---------
            Electrical Equipment (0.5%)
   75,537   Sanmina Corp.*                                                 4,934
                                                                       ---------
            Electronics - Semiconductors (8.3%)
  149,200   Applied Micro Circuits Corp.*                                 14,025
  201,700   Genesis Microchip, Inc.*                                       4,160
  100,000   Intel Corp.                                                    6,900
  103,500   Lattice Semiconductor Corp.*                                   5,938
   17,900   Maker Communications, Inc.*                                      497
  151,500   MIPS Technologies, Inc.*                                       5,605
  140,400   MMC Networks, Inc.*                                            5,923
  100,700   PLX Technology, Inc.*                                          2,933
   71,200   Rambus, Inc.*                                                  6,341
  110,300   Ravisent Technologies, Inc.*                                   1,668
  292,650   TranSwitch Corp.*                                             12,840
  177,900   Triquint Semiconductor, Inc.*                                  7,383
  179,000   Vitesse Semiconductor Corp.*                                  11,434
                                                                       ---------
                                                                          85,647
                                                                       ---------
            Engineering & Construction (0.3%)
   50,000   Integrated Electrical Services, Inc.*                            844
   60,000   Quanta Services, Inc.*                                         1,864
                                                                       ---------
                                                                           2,708
                                                                       ---------
            Equipment - Semiconductors (3.4%)
  171,600   Brooks Automation, Inc.*                                       4,655
  115,700   Cerprobe Corp.*                                                  788
  192,400   CFM Technologies, Inc.*                                        1,611
  181,100   Cymer, Inc.*                                                   5,739
  150,500   Electroglas, Inc.*                                             2,841
  147,000   Etec Systems, Inc.*                                            5,715
  193,600   MKS Instruments, Inc.*                                         4,126
  111,400   Photronics, Inc.*                                              3,133
  113,700   PRI Automation, Inc.*                                          3,517
  321,179   SpeedFam-IPEC, Inc.*                                           3,162
                                                                       ---------
                                                                          35,287
                                                                       ---------
            Finance - Consumer (0.9%)
   40,000   Metris Companies, Inc.                                         1,572
  193,300   NCO Group, Inc.*                                               7,563
                                                                       ---------
                                                                           9,135
                                                                       ---------
            Finance - Diversified (0.3%)
  120,000   Heller Financial, Inc. "A"                                     3,060
                                                                       ---------
            Foods (1.0%)
  150,000   American Italian Pasta Co. "A"*                                4,294
  100,000   Horizon Organic Holding Corp.*                                 1,237
  165,000   Suiza Foods Corp.*                                             5,156
                                                                       ---------
                                                                          10,687
                                                                       ---------
            Health Care - Diversified (0.7%)
   60,000   Accredo Health, Inc.*                                          1,913
  120,000   ICON plc ADR*                                                  2,640
  100,000   Professional Detailing, Inc.*                                  3,100
                                                                       ---------
                                                                           7,653
                                                                       ---------
            Health Care - HMOs (2.5%)
  375,000   Express Scripts, Inc. "A"*                                    26,109
                                                                       ---------
            Health Care - Specialized Services (3.2%)
  100,000   Advance Paradigm, Inc.*                                        6,813
   50,000   MEDE America Corp.*                                            1,406
  235,000   Omnicare, Inc.                                                 2,526
  330,000   Orthodontic Centers of America, Inc.*                          5,486
  131,200   PAREXEL International Corp.*                                   1,443
  140,000   Pediatrix Medical Group, Inc.*                                 2,756
   40,000   Priority Healthcare Corp. "B"*                                 1,930
  225,000   Renal Care Group, Inc.*                                        5,049
  150,000   Superior Consultant Holdings Corp.*                            4,050
  130,000   Total Renal Care Holdings, Inc.*                               1,089
                                                                       ---------
                                                                          32,548
                                                                       ---------
            Home Furnishings & Appliances (1.0%)
  330,000   Ethan Allen Interiors, Inc.                                   10,477
                                                                       ---------
            Hospitals (0.2%)
  130,000   Province Healthcare Co.*                                       2,194
                                                                       ---------
            Housewares (0.2%)
  100,000   Yankee Candle Company, Inc.*                                   2,250
                                                                       ---------
            Insurance Brokers (0.1%)
   26,400   InsWeb Corp.*                                                    802
                                                                       ---------
            Insurance - Life/Health (0.1%)
   40,200   MONY Group, Inc.                                               1,236
                                                                       ---------
            Internet Services (7.0%)
   84,600   24/7 Media, Inc.*                                              2,644
  110,000   barnesandnoble.com, Inc.*                                      1,987
  106,100   CAIS Internet, Inc.*                                           1,658
   35,000   CareInsite, Inc.*                                              1,509
   25,900   Cheap Tickets, Inc.*                                           1,499
  362,400   Concentric Network Corp.*                                      8,743
   63,000   Digex, Inc.*                                                   1,071
  143,500   Digital River, Inc.*                                           3,265
   85,800   drkoop.com, Inc.*                                              1,909
   50,000   E-LOAN, Inc.*                                                  1,947
  196,800   EDGAR Online, Inc.*                                            1,783
   95,300   Entrust Technologies, Inc.*                                    2,859
   45,200   High Speed Access Corp.*                                       1,568
   45,200   Hoovers, Inc.*                                                   604
  113,800   Interliant, Inc.*                                              2,191
   50,000   iTurf, Inc. "A"*                                                 687
   90,400   JFAX.COM, Inc.*                                                  780
   17,900   Media Metrix, Inc.*                                              687
   81,600   N2H2, Inc.*                                                    1,061
   41,100   National Information Consortium, Inc.*                           673
  237,800   Network Solutions, Inc. "A"*                                  14,803
  196,800   Preview Travel, Inc.*                                          4,600
   15,600   Priceline.com, Inc.*                                           1,178
   48,500   StarMedia Network, Inc.*                                       2,091
  226,200   Student Advantage, Inc.*                                       3,082
   13,600   Talk City, Inc.*                                                 165
  199,400   USWeb Corp.*                                                   4,175
  103,900   Voyager. net, Inc.*                                            1,299
   35,900   Ziff-Davis, Inc.*                                                675
  107,400   ZipLink, Inc.*                                                 1,074
                                                                       ---------
                                                                          72,267
                                                                       ---------
            Investment Banks/Brokerage (0.9%)
   60,800   DLJdirect, Inc.*                                               1,311
  200,000   Knight/Trimark Group, Inc.*                                    8,425
                                                                       ---------
                                                                           9,736
                                                                       ---------
            Lodging/Hotel (0.8%)
  150,000   Four Seasons Hotels, Inc.                                      6,881
  125,000   ResortQuest International, Inc.*                               1,133
                                                                       ---------
                                                                           8,014
                                                                       ---------
            Manufacturing - Specialized (0.1%)
   14,500   Creo Products, Inc.*                                             296
                                                                       ---------
            Medical Products & Supplies (1.2%)
  130,000   Henry Schein, Inc.*                                            2,860
  238,050   Serologicals Corp.*                                            1,800
  250,000   Sybron Corp.*                                                  7,453
                                                                       ---------
                                                                          12,113
                                                                       ---------
            Nursing Care (0.3%)
  125,000   Sunrise Assisted Living, Inc.*                                 3,773
                                                                       ---------
            Oil & Gas - Drilling/Equipment (1.5%)
  100,000   Carbo Ceramics, Inc.                                           2,300
   70,000   Cooper Cameron Corp.*                                          2,537
  200,000   Petroleum Geo-Services ADR*                                    4,000
   75,000   Smith International, Inc.*                                     3,253
  170,000   Varco International, Inc.*                                     1,806
   30,000   Weatherford International, Inc.*                               1,176
                                                                       ---------
                                                                          15,072
                                                                       ---------
            Personal Care (1.2%)
  100,000   Chattem, Inc.*                                                 2,925
  200,000   Estee Lauder Companies, Inc. "A"                               9,512
                                                                       ---------
                                                                          12,437
                                                                       ---------
            Precious Metals & Mining (0.2%)
   75,000   Stillwater Mining Co.*                                         1,697
                                                                       ---------
            Railroads/Shipping (0.3%)
  150,000   MotivePower Industries, Inc.*                                  2,653
                                                                       ---------
            Restaurants (1.6%)
  125,000   Dave & Buster's, Inc.*                                         3,266
  100,000   P. F. Chang's China Bistro, Inc.*                              2,325
  250,000   Papa John's International, Inc.*                              10,734
                                                                       ---------
                                                                          16,325
                                                                       ---------
            Retail - Building Supplies (0.6%)
  110,000   Fastenal Co.                                                   6,504
                                                                       ---------
            Retail - Discounters (1.5%)
  355,000   Dollar Tree Stores, Inc.*                                     15,021
                                                                       ---------
            Retail - Food (0.4%)
  120,000   Wild Oats Markets, Inc.*                                       4,365
                                                                       ---------
            Retail - Specialty (3.1%)
  250,000   99 Cents Only Stores*                                          9,531
  200,000   Cost Plus, Inc.*                                               8,800
  100,000   CSK Auto Corp.*                                                2,538
  130,000   Hibbett Sporting Goods, Inc.*                                  2,632
   53,800   Musicmaker.com, Inc.*                                            699
   31,600   Pantry, Inc.*                                                    490
  100,000   Tuesday Morning Corp.*                                         2,313
  140,000   Williams-Sonoma, Inc.*                                         5,241
                                                                       ---------
                                                                          32,244
                                                                       ---------
            Retail - Specialty Apparel (1.2%)
  260,000   Abercrombie & Fitch Co. "A"*                                  10,790
  150,000   Delia's, Inc.*                                                 1,491
                                                                       ---------
                                                                          12,281
                                                                       ---------
            Services - Commercial & Consumer (1.1%)
  100,000   Barra, Inc.*                                                   2,369
   26,900   Heidrick & Struggles International, Inc.*                        461
  300,000   MSC Industrial Direct Co. "A"*                                 3,300
  320,000   Stewart Enterprises, Inc. "A"                                  3,980
   67,700   Tanning Technology Corp.*                                      1,218
                                                                       ---------
                                                                          11,328
                                                                       ---------
            Services - Computer Systems (0.5%)
  146,600   Flextronics International Ltd.*                                6,579
                                                                       ---------
            Services - Data Processing (1.4%)
   22,600   Allscripts, Inc.*                                                362
  126,100   Checkfree Holdings Corp.*                                      3,728
  230,000   MedQuist, Inc.*                                                9,976
                                                                       ---------
                                                                          14,066
                                                                       ---------
            Services - Facilities & Environment (0.1%)
   12,500   Tetra Tech, Inc.*                                                198
                                                                       ---------
            Telecommunications - Cellular/Wireless (2.0%)
  122,800   Crown Castle International Corp.*                              2,586
  233,500   Microcell Telecommunications, Inc. "B"*                        2,481
  111,500   Pinnacle Holdings, Inc.*                                       2,753
   92,300   Powertel, Inc.*                                                3,392
  114,000   VoiceStream Wireless Corp.*                                    5,144
  114,000   Western Wireless Corp. "A"*                                    3,990
                                                                       ---------
                                                                          20,346
                                                                       ---------
            Telecommunications - Long Distance (2.8%)
  110,400   CapRock Communications Corp.*                                  3,698
   94,000   Global Crossing Ltd.*                                          3,901
  114,500   IDT Corp.*                                                     2,261
  249,200   ITC DeltaCom, Inc.*                                            6,573
   63,600   IXC Communications, Inc.*                                      2,703
   53,000   Level 3 Communications, Inc.*                                  2,809
   45,500   Pacific Gateway Exchange, Inc.*                                1,115
  116,000   Qwest Communications International, Inc.*                      3,422
   77,000   RSL Communications Ltd. "A"*                                   1,319
  105,800   Startec Global Communications Corp.*                           1,362
                                                                       ---------
                                                                          29,163
                                                                       ---------
            Telephones (10.3%)
  142,200   AT & T Canada, Inc. "B"*                                       8,967
   40,600   Convergent Communications, Inc.*                                 650
   54,300   Covad Communications Group, Inc.*                              2,498
  178,700   e.spire Communications, Inc.*                                  1,787
  135,900   Electric Lightwave, Inc. "A"*                                  2,005
   32,200   Focal Communications Corp.*                                      612
  187,200   Global TeleSystems Group, Inc.*                                5,967
  208,700   GST Telecommunications, Inc.*                                  3,130
  151,500   Hyperion Telecommunications, Inc. "A"*                         3,125
   64,200   ICG Communications, Inc.*                                      1,453
   97,000   Intermedia Communications of Florida, Inc.*                    2,674
   92,200   McLeod, Inc.*                                                  2,749
  916,000   Metromedia Fiber Network, Inc. "A"*                           29,426
  135,600   Network Access Solutions Corp.*                                1,856
   90,400   Network Plus Corp.*                                            1,638
   87,700   NEXTLINK Communications, Inc. "A"*                             9,833
  281,900   Northeast Optic Network, Inc.*                                10,201
   56,300   NorthPoint Communications Group, Inc.*                         1,372
   50,000   Rhythms NetConnections, Inc.*                                  2,175
   96,600   Teligent, Inc. "A"*                                            6,967
   48,500   Time Warner Telecom, Inc. "A"*                                 1,510
   98,000   Winstar Communications, Inc.*                                  5,145
                                                                       ---------
                                                                         105,740
                                                                       ---------
            Textiles - Apparel (1.2%)
  110,000   Columbia Sportswear Co.*                                       1,911
   97,600   Cutter & Buck, Inc.*                                           1,641
  240,000   Tommy Hilfiger Corp.*                                          8,865
                                                                       ---------
                                                                          12,417
                                                                       ---------
            Truckers (0.1%)
   60,000   Forward Air Corp.*                                             1,406
                                                                       ---------
            Waste Management (0.4%)
   75,000   U. S. Liquids, Inc.*                                           1,538
  100,000   Waste Connections, Inc.*                                       2,650
                                                                       ---------
                                                                           4,188
            Total common stocks (cost: $589,923)                       1,000,336
                                                                       ---------



  Principal
   Amount
   (000)
- --------------
                                SHORT-TERM (2.8%)
            Commercial Paper
 $ 29,383   PHH Corp., 5.20%, 8/02/1999 (cost: $29,374)                   29,374
                                                                      ----------
            Total investments (cost: $619,297)                        $1,029,710
                                                                      ==========





USAA AGGRESSIVE GROWTH FUND
NOTES TO PORTFOLIO OF INVESTMENTS

July 31, 1999


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 5.6% of net assets at July 31, 1999.

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


SPECIFIC NOTES
* Non-income producing.



See accompanying notes to financial statements.








USAA AGGRESSIVE GROWTH FUND
SSTATEMENT OF ASSETS AND LIABILITIES
(IN THOUSANDS)

July 31, 1999


ASSETS
   Investments in securities, at market value (identified
     cost of $619,297)                                              $1,029,710
   Cash                                                                    364
   Receivables:
      Capital shares sold                                                  843
      Dividends                                                             55
      Securities sold                                                    6,511
                                                                    ----------
         Total assets                                                1,037,483
                                                                    ----------

LIABILITIES
   Securities purchased                                                  7,260
   Capital shares redeemed                                                 386
   USAA Investment Management Company                                      329
   USAA Transfer Agency Company                                             86
   Accounts payable and accrued expenses                                   140
                                                                    ----------
         Total liabilities                                               8,201
                                                                    ----------
            Net assets applicable to capital shares outstanding     $1,029,282
                                                                    ==========

REPRESENTED BY:
   Paid-in capital                                                  $  557,764
   Accumulated net realized gain on investments                         61,105
   Net unrealized appreciation of investments                          410,413
                                                                    ----------
            Net assets applicable to capital shares outstanding     $1,029,282
                                                                    ==========
   Capital shares outstanding                                           26,921
                                                                    ==========
   Authorized shares of $.01 par value                                  55,000
                                                                    ==========
   Net asset value, redemption price, and offering price per share  $    38.23
                                                                    ==========


See accompanying notes to financial statements.








USAA AGGRESSIVE GROWTH FUND
STATEMENT OF OPERATIONS
(IN THOUSANDS)

Year ended July 31, 1999


Net investment loss:
   Income:
      Dividends (net of foreign taxes withheld of $2)                 $    490
      Interest                                                             843
                                                                      --------
         Total income                                                    1,333
                                                                      --------
   Expenses:
      Management fees                                                    3,095
      Transfer agent's fees                                              2,148
      Custodian's fees                                                     165
      Postage                                                              307
      Shareholder reporting fees                                            17
      Directors' fees                                                        4
      Registration fees                                                     52
      Professional fees                                                     36
      Other                                                                  9
                                                                      --------
         Total expenses                                                  5,833
                                                                      --------
            Net investment loss                                         (4,500)
                                                                      --------
Net realized and unrealized gain on investments:
   Net realized gain                                                    65,690
   Change in net unrealized appreciation/depreciation                  248,390
                                                                      --------
            Net realized and unrealized gain                           314,080
                                                                      --------
Increase in net assets resulting from operations                      $309,580
                                                                      ========


See accompanying notes to financial statements.








USAA AGGRESSIVE GROWTH FUND
STATEMENTS OF CHANGES IN NET ASSETS
(IN THOUSANDS)

Years ended July 31,


                                                         1999           1998
                                                    --------------------------
From operations:
   Net investment loss                              $   (4,500)     $  (2,882)
   Net realized gain on investments                     65,690        125,534
   Change in net unrealized appreciation/depreciation
      of investments                                   248,390        (95,797)
                                                    --------------------------
      Increase in net assets resulting from
         operations                                    309,580         26,855
                                                    --------------------------
Distributions to shareholders from:
   Net realized gains                                  (91,693)       (54,316)
                                                    --------------------------
From capital share transactions:
   Proceeds from shares sold                           321,840        221,629
   Shares issued for dividends reinvested               90,620         51,253
   Cost of shares redeemed                            (337,515)      (262,955)
                                                    --------------------------
      Increase in net assets from capital share
         transactions                                   74,945          9,927
                                                    --------------------------
Net increase (decrease) in net assets                  292,832        (17,534)
Net assets:
   Beginning of period                                 736,450        753,984
                                                    --------------------------
   End of period                                    $1,029,282      $ 736,450
                                                    ==========================
Change in shares outstanding:
   Shares sold                                          10,648          6,779
   Shares issued for dividends reinvested                4,176          1,690
   Shares redeemed                                     (11,190)        (8,156)
                                                    --------------------------
      Increase in shares outstanding                     3,634            313
                                                    ==========================



See accompanying notes to financial statements.








USAA AGGRESSIVE GROWTH FUND
NOTES TO FINANCIAL STATEMENTS

July 31, 1999


(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 13 separate funds.
The  information  presented  in this  annual  report  pertains  only to the USAA
Aggressive  Growth  Fund  (the  Fund).  The  Fund's   investment   objective  is
appreciation of capital.  USAA Investment Management Company (the Manager) seeks
to achieve this  objective by investing  the Fund's  assets  primarily in equity
securities of companies that have the prospect of rapidly growing earnings.

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.  As a result of certain
permanent  differences between book and tax basis accounting,  reclassifications
have  been  made  on  the  statement  of  assets  and  liabilities  to  decrease
accumulated  undistributed  net  investment  loss by $4.5 million,  and decrease
accumulated net realized gain on investments by $4.5 million.

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. 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.

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 Bank of America ($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 both agreements with CAPCO, the Fund
may borrow from CAPCO an amount up to 5% of the Fund's  total  assets at CAPCO's
borrowing rate with no markup.  Subject to availability under its agreement with
Bank of America,  the Fund may borrow from Bank of America, at Bank of America's
borrowing  rate  plus a markup,  an  amount  which,  when  added to  outstanding
borrowings under the CAPCO  agreements,  does not exceed 25% of the Fund's total
assets. The Fund had no borrowings under any of these agreements during the year
ended July 31, 1999.

(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.

(4) INVESTMENT TRANSACTIONS
Cost of purchases and proceeds from sales of  securities,  excluding  short-term
securities,  for the year ended July 31,  1999,  were $282.1  million and $315.6
million, respectively.

Gross unrealized  appreciation  and depreciation of investments,  as of July 31,
1999, was $464.2 million and $53.8 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 as a  percentage  of its annual  average  net assets,  which on an
annual  basis is equal to .50% of the first $200  million,  .40% of that portion
over $200 million but not over $300  million,  and .33% of the portion over $300
million.

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.

(6) TRANSACTIONS WITH AFFILIATES
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 (unaudited)
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 has taken steps to address  this  potential  year 2000  problem with
respect  to the  computer  systems  that  it  uses  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 to the Fund from this
problem.



<TABLE>

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

<CAPTION>

                                                             Year Ended July 31,
                                 --------------------------------------------------------------------------
                                       1999           1998           1997           1996           1995
                                 --------------------------------------------------------------------------
<S>                              <C>              <C>            <C>            <C>            <C>
Net asset value at
   beginning of period           $    31.62       $  32.82       $  27.88       $  24.49       $  17.74
Net investment loss                    (.17)(a)       (.12)(a)       (.14)(a)       (.12)(a)       (.05)(a)
Net realized and
   unrealized gain                    10.77           1.26           5.65           5.12           8.35
Distributions of realized
   capital gains                      (3.99)         (2.34)          (.57)         (1.61)         (1.55)
                                 --------------------------------------------------------------------------
Net asset value at
   end of period                 $    38.23       $  31.62       $  32.82       $  27.88       $  24.49
                                 ==========================================================================

Total return (%) *                    43.14           3.91          20.00          21.16          49.98
Net assets at
   end of period(000)            $1,029,282       $736,450       $753,984       $607,437       $363,390
Ratio of expenses to
   average net assets (%)               .72            .71            .74            .74            .86
Ratio of net investment
   loss to average net
   assets (%)                          (.55)          (.38)          (.47)          (.42)          (.28)
Portfolio turnover (%)                35.18          83.32          57.15          43.75         138.32

</TABLE>



  * Assumes reinvestment of all dividend  income and capital  gain distributions
    during the period.

(a) Calculated using weighted average shares.








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 LLP
112 East Pecan, Suite 2400
San Antonio, Texas  78205

Telephone Assistance Hours
Call toll free - Central Time
Monday - Friday 7:00 a.m. to 9:00 p.m.
Saturdays 8:30 a.m. to 5:00 p.m.

Internet Access
www.usaa.com

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










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