SCOUT KANSAS TAX EXEMPT BOND FUND INC
497J, 1998-03-10
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THE
SCOUT 
FUNDS

Scout Kansas
Tax-Exempt Bond Fund


Prospectus
February 23, 1998



PROSPECTUS

February 23, 1998


SCOUT KANSAS TAX-EXEMPT BOND FUND, INC.


Managed By:
UMB Bank, n.a.
Kansas City, Missouri


Toll-Free: 
1-800-996-2862


Distributed By:
Jones & Babson, Inc.
BMA Tower, 700 Karnes Blvd.
Kansas City, Missouri 64108-3306


INVESTMENT OBJECTIVE

Scout Kansas Tax-Exempt Bond Fund, Inc. is a member of the Scout Fund Group. 
The Scout Funds were created especially for the benefit of customers of 
affiliated banks of UMB Financial Corporation and those investors who share 
the Funds' investment goals. The Fund is no-load. The Scout Kansas Tax-Exempt 
Bond Fund seeks current income exempt from regular federal income tax and 
Kansas state personal income taxes. The Fund seeks to achieve its objective by 
investing at least 80% of its net assets in municipal bonds or debt 
instruments, the interest on which is exempt from regular federal income tax 
and from state personal income tax. The shares offered by this prospectus are 
not deposits or obligations of, nor guaranteed or endorsed by, UMB Bank, n.a., 
or any of its affiliate banks. They are not federally insured by the Federal 
Deposit Insurance Corporation (F.D.I.C.), the Federal Reserve Board or any 
other agency. These shares may involve investment risks, including the 
possible loss of the principal invested.

PURCHASE INFORMATION
Minimum Investment

Initial Purchase                $     1,000
  (unless Automatic Monthly)
Initial Uniform Transfers 
  (Gifts) to Minors Purchase    $       250
  (unless Automatic Monthly)
Subsequent Purchase: 
  (unless Automatic Monthly)
  By Mail                       $       100
  By Telephone Purchase (ACH)   $       100
  By Wire                       $       500
Automatic Monthly Purchases:
  Initial                       $       100
  Subsequent                    $        50

Shares are purchased and redeemed at net asset value. There are no sales, 
redemption or Rule 12b-1 distribution charges. If you need further 
information, please call the Fund at the telephone number indicated above.

ADDITIONAL INFORMATION

This prospectus should be read and retained for future reference. It contains 
the information that you should know before you invest. A "Statement of 
Additional Information" of the same date as this prospectus has been filed 
with the Securities and Exchange Commission and is incorporated by reference. 
Investors desiring additional information about the Fund may obtain a copy 
without charge by calling the Fund at the telephone number indicated above or 
by writing to the address on the cover.


THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES 
AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR 
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A 
CRIMINAL 
OFFENSE.



TABLE OF CONTENTS
                                                                        Page
Fund Expenses                                                           3

Investment Objective and Portfolio Management Policy                    4

Municipal Bonds and Debt Instruments                                    4 

Repurchase Agreements                                                   7

Risk Factors Applicable to Repurchase Agreements                        7

When-Issued Securities                                                  7

Inverse Floaters                                                        7

Futures Transactions                                                    8

Investment Restrictions                                                 8

Performance Measures                                                    8

How to Purchase Shares                                                  9

Initial Investments                                                    10

Investments Subsequent to Initial Investment                           10

Telephone Investment Service                                           10

Automatic Monthly Investment Plan                                      11

How to Redeem Shares                                                   11

Systematic Redemption Plan                                             13

How to Exchange Shares Between Scout Funds                             14

How Share Price is Determined                                          14

Officers and Directors                                                 15

Manager and Underwriter                                                15

General Information and History                                        16

Dividends, Distributions and Their Taxation                            17

Shareholder Services                                                   18

Shareholder Inquiries                                                  18



FUND EXPENSES

Scout Kansas Tax-Exempt Bond Fund


The following information is provided in order to assist you in understanding
the various costs and expenses that a shareholder of the Fund will bear
directly or indirectly.

	Shareholder Transaction Expenses
          Maximum sales load imposed on purchases                       None
          Maximum sales load imposed on reinvested dividends            None
          Deferred sales load                                           None
          Redemption fee                                                None
          Exchange fee                                                  None

Annual Fund Operating Expenses 
(as a percentage of average net assets)
           Management fees                                              .50%
           12b-1 fees                                                   None
           Other expenses                                               .02%
           Total Fund operating expenses                                .52%

Example

You would pay the following expenses on a $1,000 investment, assuming (1) 5% 
annual return and (2) redemption at the end of each time period:

		1 Year	3 Year
                  $5      $17

The above example should not be considered a representation of past or future 
expenses, as actual expenses may be greater or less than those shown. The 
assumed 5% annual return is hypothetical and should not be considered a 
representation of past or future annual return. The actual return may be 
greater or less than the assumed amount.

The various costs and expenses reflected in the foregoing Expense Tables and 
Example are explained in more detail in this prospectus. "Other expenses" is 
based on estimated amounts for the current fiscal year. Management fees are 
discussed in greater detail under "Manager and Underwriter."

INVESTMENT OBJECTIVE AND
PORTFOLIO MANAGEMENT POLICY

The Scout Kansas Tax-Exempt Bond Fund seeks current income exempt from regular 
federal income tax and Kansas state personal income taxes. The Fund seeks to 
achieve its objective by investing at least 80% of its net assets in municipal 
bonds or debt instruments, the interest on which is exempt from regular 
federal income tax and from state personal income tax.

The Fund will generally invest in securities that, at the time of purchase, 
are classified as investment grade by Moody's Investors Service, Inc. 
("Moody's") (Aaa to Baa), by Standard & Poor's (AAA to BBB) or Fitch 
Investor's Services ("Fitch") (AAA to BBB). The ratings BBB and Baa are not 
identical. Standard & Poor's and Fitch consider bonds and debt instruments 
rated BBB to have adequate capacity to pay principal and interest. Moody's 
considers bonds and debt instruments rated Baa to have speculative 
characteristics. Securities that are subsequently downgraded to non-investment 
grade may continue to be held by the Fund until such time as they can be 
disposed of in a reasonably practicable manner. In addition, the credit 
quality of unrated securities purchased by the Fund must be, in the opinion of 
the Fund's manager, at least equivalent to a Baa rating by Moody's or a BBB 
rating by Standard & Poor's or Fitch.

MUNICIPAL BONDS AND DEBT INSTRUMENTS

Municipal bonds and debt instruments include bonds, notes and commercial paper 
of varying maturities issued by a municipality for a wide variety of both 
public and private purposes, the interest on which is, in the opinion of bond 
counsel, exempt from regular federal income tax. Public purpose municipal 
bonds include general obligation and revenue bonds. General obligation bonds 
are backed by the taxing power of the issuing municipality. Revenue bonds are 
backed by the revenues of a project or facility or from the proceeds of a 
specific revenue source. Some revenue bonds are payable solely or partly from 
funds which are subject to annual appropriations by a state's legislature and 
the availability of monies for such payments. Municipal notes include bond 
anticipation, tax anticipation and revenue anticipation notes. Bond, tax and 
revenue anticipation notes are short-term obligations that will be retired 
with the proceeds of an anticipated bond issue, tax revenue or facility 
revenue, respectively. Under normal market conditions, the Fund will invest at 
least 80% of its net assets in obligations issued by Kansas or its political 
subdivisions.

The Fund will concentrate its investments in municipal obligations issued by 
Kansas and its political subdivisions. The Fund is, therefore, more 
susceptible to factors adversely affecting issuers in Kansas than mutual funds 
which do not concentrate in a specific state. Municipal obligations of issuers 
in a single state may be adversely effected by economic developments 
(including insolvency of an issuer) and by legislation and other governmental 
activities in that state. Municipal obligations that rely on an annual 
appropriation of funds by a state's legislature for payment are also subject 
to the risk that the legislature will not appropriate the necessary amounts or 
take other action needed to permit the issuer of such obligations to make 
required payments. To the extent that the Fund's assets are concentrated in 
municipal obligations of issuers of a single state, the Fund may be subject to 
an increased risk of loss. The Fund may also invest in obligations issued by 
the governments of Puerto Rico, the U.S. Virgin Islands and Guam.

The Fund may invest up to 20% of its net assets in municipal obligations 
issued by the same or similar types of issuers, including, without limitation, 
the following: lease rental obligations of state and local authorities; 
obligations dependent on annual appropriations by a state's legislature for 
payment; obligations of state and local housing finance authorities, municipal 
utilities systems or public housing authorities; obligations of hospitals or 
life care facilities; or industrial development or pollution control bonds 
issued for electric utility systems, steel companies, paper companies or other 
purposes. This may make the Fund more susceptible to adverse economic, 
political or regulatory occurrences affecting a particular category of issuer. 
For example, health care-related issuers are susceptible to fluctuations in 
Medicare and Medicaid reimbursements, and national and state health care 
legislation. As the Fund's concentration increases, so does the potential for 
fluctuation in the value of the Fund's shares.

The secondary market for some municipal obligations issued within Kansas 
(including issues which are privately placed) is less liquid than that for 
taxable debt obligations or other more widely traded municipal obligations. 
The Fund will not invest in illiquid securities if more than 15% of its net 
assets would be invested in securities that are not readily marketable. No 
established resale market exists for certain of the municipal obligations in 
which the Fund may invest. The market for obligations rated below investment 
grade is also likely to be less liquid than the market for higher rated 
obligations. As a result, the Fund may be unable to dispose of these municipal 
obligations at times when it would otherwise wish to do so at the prices at 
which they are valued.

Certain securities held by the Fund may permit the issuer at its option to 
"call" or redeem its securities. If an issuer redeems securities held by the 
Fund during a time of declining interest rates, the Fund may not be able to 
reinvest the proceeds in securities providing the same investment return as 
the securities redeemed.

Some of the securities in which the Fund invests may include so-called "zero-
coupon" bonds, whose values are subject to greater fluctuation in response to 
changes in market interest rates than bonds which pay interest currently. 
Zero-coupon bonds are issued at a significant discount from face value and pay 
interest only at maturity rather than at intervals during the life of the 
security. The Fund is required to accrue income from zero-coupon bonds on a 
current basis, even though it does not receive that income currently in cash 
and the Fund is required to distribute its share of the Fund's income for each 
taxable year. Thus, the Fund may have to sell other investments to obtain cash 
needed to make income distributions.

The Fund may invest in municipal leases and participations in municipal 
leases. The obligation of the issuer to meet its obligations under such leases 
is often subject to the appropriation by the appropriate legislative body, on 
an annual or other basis, of funds for the payment of the obligations. 
Investments in municipal leases are thus subject to the risk that the 
legislative body will not make the necessary appropriation and the issuer will 
not otherwise be willing or able to meet its obligation.

In pursuit of its investment objective, the Fund assumes investment risk, 
chiefly in the form of interest rate and credit risk. Interest rate risk is 
the risk that changes in market interest rates will affect the value of the 
Fund's investment portfolio. In general, the value of a municipal bond falls 
when interest rates rise, and increases when interest rates fall. Credit risk 
is the risk that an issuer of a municipal bond is unable to meet its 
obligation to make interest and principal payments. Municipal bonds with 
longer maturities (durations) or lower ratings generally provide higher 
current income, but are subject to greater price fluctuation due to changes in 
market conditions than bonds with shorter maturities or higher ratings, 
respectively. In addition, the values of municipal bonds are affected by 
changes in general economic conditions and business conditions affecting the 
specific industries or their issuers. Changes by recognized rating services in 
their ratings of a security and in the ability of the issuer to make payments 
of principal and interest may also affect the value of the Fund's investments. 
The amount of information about the financial conditions of an issuer of 
municipal obligations may not be as extensive as that made available by 
corporations whose securities are publicly traded.

In addition, the Fund's investment in zero-coupon bonds, bonds issued or 
acquired at a discount, delayed interest bonds and bonds which are used to 
finance certain private activities are subject to special tax rules that may 
affect the amount, timing or character of your distributions. Also, certain 
municipal debt instruments may be subject to the federal alternative minimum 
tax, however, at least 80% of the Fund's net assets will be invested in 
securities that are not subject to such tax. More detailed tax information is 
included in the "Statement of Additional Information."

The Fund will generally not trade in securities in order to obtain short-term 
profits. However, the Fund may buy and sell securities to take advantage of 
yield relationships among similar securities or, when circumstances warrant, 
the Fund may buy and sell portfolio securities without regard to the length of 
time held. The Fund's portfolio turnover rate is not expected to exceed 25% 
annually.

Non-Diversified Status

As a "non-diversified" investment company, the Fund may invest, with respect 
to 50% of its total assets, more than 5% (but not more than 25%) of its total 
assets in the securities of any issuer. The Fund is likely to invest a greater 
percentage of its assets in the securities of a single issuer than would a 
diversified fund. Therefore, the Fund is more susceptible to any single 
adverse economic or political occurrence or development affecting issuers of 
Kansas municipal obligations. For purposes of this restriction, each Kansas 
political subdivision is considered to be the ultimate issuer, rather than the 
Kansas Development Finance Authority, under whose authority Kansas bonds are 
issued.

Portfolio Maturity

The Fund purchases municipal bonds with different maturities in pursuit of its 
investment objective, but maintains under normal market conditions an 
investment portfolio with an overall weighted average portfolio maturity of 5 
to 30 years.

Other Investment Information

When, in the manager's judgment, market conditions warrant substantial 
temporary investments in high-quality securities, the Fund may do so. The Fund 
may invest in high-quality short-term municipal securities in order to reduce 
risk and preserve capital. Under normal market conditions, the Fund may invest 
only up to 20% of net assets in short-term municipal securities that are 
exempt from regular federal income tax, although the Fund may invest up to 
100% as a temporary defensive measure in response to adverse market 
conditions.

If suitable short-term municipal investments are not reasonably available, the 
Fund may invest in short-term taxable securities that are rated Aa or AA by 
Moody's and Standard & Poor's, respectively, or issued by the U.S. Government, 
and that have a maturity of one year or less or have a variable interest rate. 

Investments in money market securities shall include government securities, 
government agency securities, commercial paper, municipal notes, banker's 
acceptances, bank certificates of deposit and repurchase agreements. 
Investment in commercial paper is restricted to companies rated P2 or higher 
by Moody's, A-2 or higher by Standard & Poor's, or F2 or higher by Fitch's, 
with comparable rating restrictions for municipal notes.

The Fund cannot guarantee that its objective will be achieved because there 
are inherent risks in the ownership of the investments made by the Fund. The 
value of the Fund's shares will reflect changes in the market value of its 
investments. Dividends paid by the Fund will vary with the income it receives 
from these investments.

Kansas

The Kansas economy is primarily centered on trade, services, government and 
manufacturing, with agriculture remaining as an important component. 
Employment has grown 2.5% - 3.0% annually over the past three years, however, 
personal income figures are volatile in view of the forming component of the 
economy.

State revenue sources include a 4.9% sales tax, a corporate income tax between 
4% and 7.25% and an individual tax rate between 3.5% and 7.75%. Income and 
sales taxes each account for 40% of the state's operating revenue which, in 
the 1996-97 fiscal year, totaled $3.68 billion, which was higher than 
projected levels. Revenues are conservatively projected to increase only 1.1% 
in 1998 over actual 1997 revenues.

Kansas has no general obligation debt, and relatively few bonds that are 
issued are rated. The most significant debt is that of the Department of 
Transportation for highway purposes. Other debt is issued under the authority 
of the Kansas Development Finance Authority.

Because the State has no general obligation debt, there is no rating for 
Kansas general obligation bonds.

Kansas Taxes

Individuals, trusts, estates and corporations will not be subject to the 
Kansas income tax on the portion of exempt-interest dividends derived from 
interest on obligations of Kansas and its political subdivisions issued after 
December 31, 1987, and interest on obligations issued before January 1, 1988 
where the laws of the State of Kansas authorizing the issuance of such 
obligations specifically exempt the interest on such obligations from income 
tax under the laws of the State of Kansas. All remaining dividends (except for 
dividends, if any, derived from debt obligations issued by the governments of 
Puerto Rico, the U.S. Virgin Islands and Guam and which are exempt from 
federal and state income taxes pursuant to federal law), including dividends 
derived from capital gains, will be includable in the Kansas taxable income of 
individuals, trusts, estates and corporations. Distributions treated as long-
term capital gains for federal income tax purposes will generally receive the 
same characterization under Kansas law. Capital gains or losses realized from 
a redemption, sale or exchange of shares of the Fund by a Kansas taxpayer will 
be taken into account for Kansas income tax purposes.

The above exemptions do not apply to the privilege tax imposed on banks, 
banking associations, trust companies, savings and loan associations and 
insurance companies, or the franchise tax imposed on corporations. Banks, 
banking associations, trust companies, savings and loan associations, 
insurance companies and corporations are urged to consult their own tax 
advisors regarding the effects of these taxes before investing in the Fund.

The tax discussion set forth above is for general information only. The 
foregoing relates to Kansas income taxation as in effect as of the date of 
this prospectus. Investors should consult their own tax advisors regarding the 
state, local and other tax consequences of an investment in the Fund, 
including any proposed change in the tax laws.

REPURCHASE AGREEMENTS

A repurchase agreement involves the sale of securities to the Fund with the 
concurrent agreement by the seller to repurchase the securities at the Fund's 
cost plus interest at an agreed rate upon demand or within a specified time, 
thereby determining the yield during the purchaser's period of ownership. The 
result is a fixed rate of return insulated from market fluctuations during 
such period. Under the Investment Company Act of 1940, repurchase agreements 
are considered loans by the Fund.

The Fund will enter into such repurchase agreements only with United States
banks having assets in excess of $1 billion which are members of the Federal 
Deposit Insurance Corporation, and with certain securities dealers who meet 
the qualifications set from time to time by the Board of Directors. The term 
to maturity of a repurchase agreement normally will be no longer than a few 
days. Repurchase agreements maturing in more than seven days and other 
illiquid securities will not exceed 10% of the net assets of the Fund.

RISK FACTORS APPLICABLE TO
REPURCHASE AGREEMENTS

The use of repurchase agreements involves certain risks. For example, if the 
seller of the agreement defaults on its obligation to repurchase the 
underlying securities at a time when the value of these securities has 
declined, the Fund may incur a loss upon disposition of them. If the seller of 
the agreement becomes insolvent and subject to liquidation or reorganization 
under the Bankruptcy Code or other laws, disposition of the underlying 
securities may be delayed pending court proceedings. Finally, it is possible 
that the Fund may not be able to perfect its interest in the underlying 
securities. While the Fund's management acknowledges these risks, it is 
expected that they can be controlled through stringent security selection 
criteria and careful monitoring procedures.

WHEN-ISSUED SECURITIES

The Fund may purchase securities on a "when-issued" basis, which means that 
payment and delivery occur on a future settlement date. The price and yield of 
such securities are generally fixed on the date of commitment to purchase. 
However, the market value of the securities may fluctuate prior to delivery 
and upon delivery the securities may be worth more or less than the Fund 
agreed to pay for them. The Fund may also purchase instruments that give it 
the option to purchase a municipal obligation when and if issued.

INVERSE FLOATERS

The Fund may invest in municipal securities whose interest rates bear an 
inverse relationship to the interest rate on another security or the value of 
an index ("inverse floaters"). An investment in inverse floaters may involve 
greater risk than an investment in a fixed rate bond. Because changes in the 
interest rate on the other security or index inversely affect the residual 
interest paid on the inverse floater, the value of an inverse floater is 
generally more volatile than that of a fixed rate bond. Inverse floaters have 
interest rate adjustment formulae which generally reduce or, in the extreme, 
eliminate the interest paid to the Fund when short-term interest rates rise, 
and increase the interest paid to the Fund when short-term interest rates 
fall. Inverse floaters have varying degrees of liquidity, and the market for 
these securities is new and relatively volatile. These securities tend to 
underperform the market for fixed rate bonds in a rising interest rate 
environment, but tend to outperform the market for fixed rate bonds when 
interest rates decline. Shifts in long-term interest rates may, however, alter 
this tendency. Although volatile, inverse floaters typically offer the 
potential for yields exceeding the yields available on fixed rate bonds with 
comparable credit quality and maturity. These securities usually permit the 
investor to convert the floating rate to a fixed rate (normally adjusted 
downward), and this optional conversion feature may provide a partial hedge 
against rising rates if exercised at an opportune time. Inverse floaters are 
leveraged because they provide two or more dollars of bond market exposure for 
every dollar invested.

FUTURES TRANSACTIONS

The Fund may purchase and sell various kinds of financial futures contracts 
and options thereon to hedge against changes in interest rates. Futures 
contracts may be based on various debt securities (such as U.S. Government 
securities and municipal obligations) and securities indices (such as the 
Municipal Bond Index traded on the Chicago Board of Trade). Such transactions 
involve a risk of loss or depreciation due to unanticipated adverse changes in 
securities prices, which may exceed the Fund's initial investment in these 
contracts. The Fund may not purchase or sell futures contracts or related 
options, except for closing purchase or sale transactions, if immediately 
thereafter the sum of the amount of margin deposits and premiums paid on the 
Fund's outstanding positions would exceed 5% of the market costs. There can be 
no assurance that the investment manager's use of futures will be advantageous 
to the Fund. Distributions by the Fund of any gains realized on its 
transactions in futures and options on futures will be taxable.

INVESTMENT RESTRICTIONS

In addition to the policies set forth under the caption "Investment Objective 
and Portfolio Management Policy" the Fund is subject to certain other 
restrictions which may not be changed without approval of the "holders of a 
majority of the outstanding shares" of the Fund. Among these restrictions, the 
more important ones are that the Fund will not purchase the securities of any 
issuer if, with respect to 50% of the Fund's total assets, more than 25% of 
the Fund's total assets would be invested in the securities of such issuer; 
borrow money in excess of 10% of total assets taken at market value, and then 
only from banks as a temporary measure for extraordinary or emergency 
purposes; will not borrow to increase income (leveraging), but only to 
facilitate redemption requests which might otherwise require untimely 
dispositions of portfolio securities (interest paid on such borrowings will 
reduce net income); and securities will not be purchased while outstanding 
bank borrowings exceed 5% of the value of the Fund's total assets. The full 
text of these restrictions is set forth in the "Statement of Additional 
Information."

PERFORMANCE MEASURES

From time to time, the Fund may advertise its performance in various ways, as 
summarized below. Further discussion of these matters also appears in the 
"Statement of Additional Information." A discussion of Fund performance will 
be included in the Fund's Annual Report to Shareholders which will be 
available from the Fund upon request at no charge.

Yield

From time to time, the Fund may advertise "yield" and "effective yield." The 
"yield" of the Fund refers to the income generated by an investment in the 
Fund over a seven-day period (which period will be stated in the 
advertisement). This income is then "annualized." That is, the amount of 
income generated by the investment during that week is assumed to be generated 
each week over a 52-week period and is shown as a percentage of the 
investment. The "effective yield" is calculated similarly, but, when 
annualized, the income earned by an investment in the Fund is assumed to be 
reinvested. The "effective yield" will be slightly higher than the "yield" 
because of the compounding effect of this assumed reinvestment.

The Fund may quote its yield in advertisements or in reports to shareholders. 
Yield information may be useful in reviewing the performance of the Fund and 
in providing a basis for comparison with other investment alternatives. 
However, since the net investment income of the Fund changes in response to 
fluctuations in interest rates and Fund expenses, any given yield quotations 
should not be considered representative of the Fund's yields for any future 
period. Current yield and price quotations for the Fund may be obtained by 
telephoning 1-800-996-2862.

Total Return

The Fund may advertise "average annual total return" over various periods of 
time. Such total return figures show the average percentage change in value of 
an investment in the Fund from the beginning date of the measuring period to 
the end of the measuring period. These figures reflect changes in the price of 
the Fund's shares and assume that any income dividends and/or capital gains 
distributions made by the Fund during the period were reinvested in shares of 
the Fund. Figures will be given for recent one-, five- and ten-year periods 
(if applicable), and may be given for other periods as well (such as from 
commencement of the Fund's operations, or on a year-by-year basis). When 
considering "average" total return figures for periods longer than one year, 
it is important to note that a Fund's annual total return for any one year in 
the period might have been greater or less than the average for the entire 
period.

Performance Comparisons

In advertisements or in reports to shareholders, the Fund may compare its 
performance to that of other mutual funds with similar investment objectives 
and to bond or other relevant indices. For example, it may compare its 
performance to rankings prepared by Lipper Analytical Services, Inc. (Lipper), 
a widely recognized independent service which monitors the performance of 
mutual funds. The Fund may also compare its performance to the Consumer Price 
Index. Performance information, rankings, ratings, published editorial 
comments and listings as reported in national financial publications such as 
Kiplinger's Personal Finance Magazine, Business Week, Morningstar Mutual 
Funds, Investor's Business Daily, Institutional Investor, The Wall Street 
Journal, Mutual Fund Forecaster, No-Load Investor, Money, Forbes, Fortune and 
Barron's may also be used in comparing performance of the Fund. Performance 
comparisons should not be considered as representative of the future 
performance of any Fund. Further information regarding the performance of the 
Fund is contained in the "Statement of Additional Information."

Performance rankings, recommendations, published editorial comments and 
listings reported in Money, Barron's, Kiplinger's Personal Finance Magazine, 
Financial World, Forbes, U.S. News & World Report, Business Week, The Wall 
Street Journal, Investors Business Daily, USA Today, Fortune and Stanger's may 
also be cited (if the Fund is listed in any such publication) or used for 
comparison, as well as performance listings and rankings from Morningstar 
Mutual Funds, Personal Finance, Income and Safety, The Mutual Fund Letter, No-
Load Fund Investor, United Mutual Fund Selector, No-Load Fund Analyst, No-Load 
Fund X, Louis Rukeyser's Wall Street newsletter, Donoghue's Money Letter, CDA 
Investment Technologies, Inc., Wiesenberger Investment Companies Service and 
Donoghue's Mutual Fund Almanac.

HOW TO PURCHASE SHARES

Shares are purchased from the Fund at net asset value (no sales charge) next 
computed after a completed purchase order has been received by the Fund's 
agent, Jones & Babson, Inc., P.O. Box 410498, Kansas City, MO 64141-0498 and 
accepted by the Fund. To complete a purchase order by mail, wire or telephone, 
please provide the information detailed below. For information or assistance 
call toll free 1-800-996-2862.

The Fund reserves the right in its sole discretion to withdraw all or any part 
of the offering made by this prospectus or to reject purchase orders when, in 
the judgment of management, such withdrawal or rejection is in the best 
interest of the Fund and its shareholders. The Fund also reserves the right at 
any time to waive or increase the minimum requirements applicable to initial 
or subsequent investments with respect to any person or class of persons, 
which include shareholders of the Fund's special investment programs. The Fund 
reserves the right to refuse to accept orders for Fund shares unless 
accompanied by payment, except when a responsible person has indemnified the 
Fund against losses resulting from the failure of investors to make payment. 
In the event that the Fund sustains a loss as the result of failure by a 
purchaser to make payment, the Fund's underwriter, Jones & Babson, Inc., will 
cover the loss.

INITIAL INVESTMENTS

Initial investments - By mail. You may open an account and make an investment
by completing and signing the application which accompanies this prospectus. 
The minimum initial purchase is $1,000 unless your purchase is pursuant to the 
Uniform Transfers (Gifts) to Minors Act, in which case the minimum initial 
purchase is $250. However, if electing the Automatic Monthly Investment Plan, 
the minimum initial purchase is reduced to $100 for all accounts. Make your 
check payable to UMB Bank, n.a. Mail your application and check to:


        Scout Kansas Tax-Exempt Bond Fund, Inc.
        P.O. Box 410498
        Kansas City, MO 64141-0498

Initial investments - By wire. You may purchase shares of the Fund by wiring 
the purchase price ($1,000 minimum) through the Federal Reserve Bank to the 
custodian, UMB Bank, n.a. Prior to sending your money, you must call the Fund 
toll free 1-800-996-2862 and provide it with the identity of the registered 
account owner, the registered address, the Social Security or Taxpayer 
Identification Number of the registered owner, the amount being wired, the 
name and telephone number of the wiring bank and the person to be contacted in 
connection with the order. You will then be provided a Fund account number, 
after which you should instruct your bank to wire the specified amount, along 
with the account number and the account registration to:

	UMB Bank, n.a.
        Kansas City, Missouri, ABA #101000695 
        For: Scout Kansas Tax-Exempt Bond Fund, Inc./
             AC=987090-8352
	For Account No. (insert assigned Fund account
        number and name in which account is registered)

A completed application must be sent to the Fund as soon as possible so the 
necessary remaining information can be recorded in your account. Payment of 
redemption proceeds may be delayed until the completed application is received 
by the Fund.

INVESTMENTS SUBSEQUENT
TO INITIAL INVESTMENT

You may add to your Fund account at any time in amounts of $100 or more if 
purchases are made by mail or telephone purchase (ACH), or $500 or more if 
purchases are made by wire. Automatic monthly investments must be in amounts 
of $50 or more.

Checks should be mailed to the Fund at its address, but made payable to UMB 
Bank, n.a. Always identify your account number or include the detachable 
reminder stub which accompanies each confirmation.

Wire share purchases should include your account registration, your account 
number and the name of the Fund. It also is advisable to notify the Fund by 
telephone that you have sent a wire purchase order to the bank.

TELEPHONE INVESTMENT SERVICE

To use the Telephone Investment Service, you must first establish your Fund 
account and authorize telephone orders in the application form, or, 
subsequently, on a special authorization form provided upon request. If you 
elect the Telephone Investment Service and your request is received prior to 
3:00 P.M. (Central Time), you may purchase Fund shares ($100 minimum) by 
telephone and authorize the Fund to draft your checking account for the cost 
of the shares so purchased. You will receive the next available price after 
the Fund has received your telephone call. Availability and continuance of 
this privilege is subject to acceptance and approval by the Fund and all 
participating banks. During periods of increased market activity, you may have 
difficulty reaching the Fund by telephone, in which case you should contact 
the Fund by mail or telegraph. The Fund will not be responsible for the 
consequences of delays including delays in the banking or Federal Reserve wire 
systems.

The Fund will employ reasonable procedures to confirm that instructions 
communicated by telephone are genuine, and if such procedures are followed, 
the Fund will not be liable for losses due to unauthorized or fraudulent 
instructions. Such procedures may include, but are not limited to, requiring 
personal identification prior to acting upon instructions received by 
telephone, providing written confirmations of such transactions and/or tape 
recording of telephone instructions.

The Fund reserves the right to initiate a charge for this service and to 
terminate or modify any or all of the privileges in connection with this 
service at any time upon 15 days written notice to shareholders, and to 
terminate or modify the privileges without prior notice in any circumstances 
where such termination or modification is in the best interest of the Fund and 
its shareholders.

AUTOMATIC MONTHLY INVESTMENT PLAN

You may elect to make monthly investments in a constant dollar amount from 
your checking account ($50 minimum, after an initial investment of $100 or 
more for any account). The Fund will draft your checking account on the same 
day each month in the amount you authorize in your application, or, 
subsequently, on a special authorization form provided upon request. 
Availability and continuance of this privilege is subject to acceptance and 
approval by the Fund and all participating banks. If the date selected falls 
on a day upon which Fund shares are not priced, investment will be made on the 
first date thereafter upon which Fund shares are priced. The Fund will not be 
responsible for the consequences of delays including delays in the banking or 
Federal Reserve wire systems.

The Fund reserves the right to initiate a charge for this service and to 
terminate or modify any or all of the privileges in connection with this 
service at any time upon 15 days written notice to shareholders, and to 
terminate or modify the privileges without prior notice in any circumstances 
where such termination or modification is in the best interest of the Fund and 
its shareholders.

HOW TO REDEEM SHARES

Shareholders registered in the stock records of the Fund may withdraw all or 
part of their investment by redeeming shares. In each instance, you must 
comply with the general requirements relating to all redemptions as well as 
with specific requirements set out for the particular redemption method you 
select. If you wish to expedite redemptions by using the telephone/telegraph 
privilege, you should carefully note the special requirements and limitations 
relating to these methods.

All redemption requests must be transmitted to the Fund, P.O. Box 410498, 
Kansas City, MO 64141-0498. Shareholders who have authorized telephone 
redemption may call toll free 1-800-996-2862. The Fund will redeem shares at 
the price (net asset value per share) next effective after receipt of a 
redemption request in "good order." (See "How Share Price is Determined.")

The Fund will endeavor to transmit redemption proceeds to the proper party, as 
instructed, as soon as practicable after a redemption request has been 
received in "good order," but in no event later than the third business day 
thereafter. Transmissions are made by mail unless an expedited method has been 
authorized and specified in the redemption request. The Fund will not be 
responsible for the consequences of delays including delays in the banking or 
Federal Reserve wire systems.

Redemptions will not become effective until all documents in the form required 
have been received. In the case of redemption requests made within 15 days of 
the date of purchase, the Fund may delay transmission of proceeds until such 
time as it is certain that unconditional payment in federal funds has been 
collected for the purchase of shares being redeemed or 15 days from the date 
of purchase, whichever occurs first. You can avoid the possibility of delay by 
paying for all of your purchases with a certified check or a transfer of 
federal funds.

Where additional documentation is normally required to support redemptions as 
in the case of corporations, fiduciaries and others who hold shares in a 
representative or nominee capacity, such as certified copies of corporate 
resolutions, or certificates of incumbency, or such other documentation as may 
be required under the Uniform Commercial Code or other applicable laws or 
regulations, it is the responsibility of the shareholder to maintain such 
documentation on file and in a current status. A failure to do so will delay 
the redemption. If you have questions concerning redemption requirements, 
please write or telephone the Fund well ahead of an anticipated redemption in 
order to avoid any possible delay.

Requests which are subject to special conditions or which specify an effective 
date other than as provided herein cannot be accepted.

The right of redemption may be suspended or the date of payment postponed 
beyond the normal three-day period when the New York Stock Exchange is closed 
or under emergency circumstances as determined by the Securities and Exchange 
Commission. Additional details are set forth in the "Statement of Additional 
Information."

Due to the high cost of maintaining smaller accounts, the directors have 
authorized the Fund to close shareholder accounts where their value falls 
below the current minimum initial investment requirement at the time of 
initial purchase as a result of redemptions and not as the result of market 
action, and remains below this level for 60 days after each such shareholder 
account is mailed a notice of: (1) the Fund's intention to close the account, 
(2) the minimum account size requirement, and (3) the date on which the 
account will be closed if the minimum size requirement is not met. Since the 
minimum investment amount and the minimum account size are the same, any 
redemption from an account containing only the minimum investment amount may 
result in redemption of that account.

Withdrawal By Mail - Shares may be redeemed by mailing your request to the 
Fund. To be in "good order" the request must include the following:

  (1) A written redemption request or stock assignment
      (stock power) containing the genuine signature of
      each registered owner exactly as the shares are
      registered, with clear identification of the account
      by registered name(s), account number and the
      number of shares or the dollar amount to be
      redeemed;

  (2) any outstanding stock certificates representing
      shares to be redeemed;

  (3) signature guarantees as required (see Signature
      Guarantees); and

  (4) any additional documentation which the Fund
      may deem necessary to insure a genuine redemption
      such as an application if one is not on file, or in the
      case of corporations, fiduciaries and others who
      hold shares in a representative or nominee capacity
      (see below).

Where additional documentation is normally required to support redemptions as 
in the case of corporations, fiduciaries and others who hold shares in a 
representative or nominee capacity, such as certified copies of corporate 
resolutions, or certificates of incumbency, or such other documentation as may 
be required under the Uniform Commercial Code or other applicable laws or 
regulations, it is the responsibility of the shareholder to maintain such 
documentation on file and in a current status. A failure to do so will delay 
the redemption. If you have questions concerning redemption requirements, 
please write or telephone the Fund well ahead of an anticipated redemption in 
order to avoid any possible delay.

Signature Guarantees are required in connection with all redemptions of 
$50,000 or more by mail, or changes in share registration, except as 
hereinafter provided. These requirements may be waived by the Fund in certain 
instances where it appears reasonable to do so and will not unduly affect the 
interests of other shareholders. Signature(s) must be guaranteed by an 
"eligible guarantor institution" as defined in Rule 17Ad-15 under the 
Securities Exchange Act of 1934. Eligible guarantor institutions include: (1) 
national or state banks, savings associations, savings and loan associations, 
trust companies, savings banks, industrial loan companies and credit unions; 
(2) national securities exchanges, registered securities associations and 
clearing agencies; or (3) securities broker/dealers which are members of a 
national securities exchange or clearing agency or which have a minimum net 
capital of $100,000. A notarized signature will not be sufficient for the 
request to be in proper form.

Signature guarantees will be waived for mail redemptions of $50,000 or less, 
but they will be required if the checks are to be payable to someone other 
than the registered owner(s), or are to be mailed to an address different from 
the registered address of the shareholder(s), or where there appears to be a 
pattern of redemptions designed to circumvent the signature guarantee 
requirement, or where the Fund has other reason to believe that this 
requirement would be in the best interests of the Fund and its shareholders.

Withdrawal By Telephone or Telegraph - You may withdraw any amount ($500 
minimum if wired) by telephone toll free 1-800-996-2862, or by telegraph to 
the Fund's address. Telephone/telegraph redemption authorizations signed by 
all registered owners with signatures guaranteed must be on file with the Fund 
before you may redeem by telephone or telegraph. Funds will be sent only to 
the address of record. The signature guarantee requirement may be waived by 
the Fund if the request for this redemption method is made at the same time 
the initial application to purchase shares is submitted.

All communications must include the Fund's name, your account number, the 
exact registration of your shares, the number of shares or dollar amount to be 
redeemed and the identity of the bank and bank account (name and number) to 
which the proceeds are to be wired. This procedure may only be used for non- 
certificated shares held in open account. For the protection of shareholders, 
your redemption instructions can only be changed by filing with the Fund new 
instructions on a form obtainable from the Fund which must be properly signed 
with signature(s) guaranteed.

Telephone or telegraph redemption proceeds may be transmitted to your pre-
identified bank account either by wire or mail to a domestic commercial bank 
which is a member of the Federal Reserve System, or by credit to such account 
with UMB Bank, n.a. as designated by you on your pre-authorization form. If 
you elect to have proceeds wired to a bank other than UMB Bank, n.a., and your 
request is received prior to 3:00 P.M. (Central Time), proceeds normally will 
be wired the following business day. Once the funds are transmitted, the time 
of receipt and the funds' availability are not under our control. If your 
request is received on any day after the cut-off time, proceeds normally will 
be wired on the second business day following the day of receipt of your 
request. Normally your bank account with UMB Bank, n.a. will be credited on 
the following business day for all requests. The Fund reserves the right to 
change its policy or to refuse a telephone or telegraph redemption request or 
require additional documentation to assure a genuine redemption, and, at its 
option, may pay such redemption by wire or check and may limit the frequency 
or the amount of such requests. The Fund reserves the right to terminate or 
modify any or all of the services in connection with this privilege at any 
time without prior notice.

The Fund will employ reasonable procedures to confirm that instructions 
communicated by telephone are genuine, and if such procedures are followed, 
the Fund will not be liable for losses due to unauthorized or fraudulent 
instructions. Such procedures may include, but are not limited to requiring 
personal identification prior to acting upon instructions received by 
telephone, providing written confirmations of such transactions and/or tape 
recording of telephone instructions. There are provisions on the 
telephone/telegraph redemption authorization form limiting the liability of 
the Fund and Jones & Babson, Inc. in this respect.

SYSTEMATIC REDEMPTION PLAN

If you own shares in an open account valued at $10,000 or more, and desire to 
make regular monthly or quarterly withdrawals without the necessity and 
inconvenience of executing a separate redemption request to initiate each 
withdrawal, you may enter into a Systematic Withdrawal Plan by completing 
forms obtainable from the Fund. For this service, the manager may charge you a 
fee not to exceed $1.50 for each withdrawal. Currently the manager assumes the 
additional expenses arising out of this type of plan, but it reserves the 
right to initiate such a charge at any time in the future when it deems it 
necessary. If such a charge is imposed, participants will be provided 30 days 
notice.

Subject to a $50 minimum, you may withdraw each period a specified dollar 
amount. Shares also may be redeemed at a rate calculated to exhaust the 
account at the end of a specified period of time.

Dividends and capital gains distributions must be reinvested in additional 
shares. Under all withdrawal programs, liquidation of shares in excess of 
dividends and distributions reinvested will diminish and may exhaust your 
account, particularly during a period of declining share values.

You may revoke or change your plan or redeem all of your remaining shares at 
any time. Withdrawal payments will be continued until the shares are exhausted 
or until the Fund or you terminate the plan by written notice to the other.

HOW TO EXCHANGE SHARES
BETWEEN SCOUT FUNDS

Shareholders may exchange their Fund shares, which have been held in open 
account for 15 days or more, and for which good payment has been received, for 
identically registered shares of any other Fund in the Scout Fund Group, which 
is legally registered for sale in the state of residence of the investor 
provided that the minimum amount exchanged from the Fund has a value of $1,000 
or more and meets the minimum investment requirement of the Fund into which it 
is exchanged. An exchange between two Scout Funds is treated as a sale of the 
shares from which the exchange occurs and a purchase of shares of the Fund 
into which the exchange occurs. Exchanging shareholders will receive the next 
quoted prices for their shares after the request is received in "good order." 
(See "How Share Price is Determined.")

To authorize the Telephone/Telegraph Exchange Privilege, all registered owners 
must authorize this privilege on the original application, or the Fund must 
receive a special authorization form, provided upon request. During periods of 
increased market activity, you may have difficulty reaching the Fund by 
telephone, in which case you should contact the Fund by mail or telegraph. The 
Fund reserves the right to initiate a charge for this service at any time, and 
may terminate or modify any or all of the privileges in connection with this 
service at any time and without prior notice under any circumstances (such as 
during periods of market instability or if the Fund has difficulty valuing its 
shares) where continuance of these privileges would be detrimental to the Fund 
or its shareholders, or under any other circumstances, upon 60 days written 
notice to shareholders. The Fund will not be responsible for the consequences 
of delays including delays in the banking or Federal Reserve wire systems.

The Fund will employ reasonable procedures to confirm that instructions 
communicated by telephone are genuine, and if such procedures are followed, 
the Fund will not be liable for losses due to unauthorized or fraudulent 
instructions. Such procedures may include, but are not limited to requiring 
personal identification prior to acting upon instructions received by 
telephone, providing written confirmations of such transactions and/or tape 
recording of telephone instructions.

Exchanges by mail may be accomplished by a written request properly signed by
all registered owners identifying the account by name and number, the number 
of shares or dollar amount to be redeemed for exchange and the Scout Fund into 
which the account is being transferred.


If you wish to exchange part or all of your shares in the Fund for shares of 
another Fund in the Scout Fund Group, you should review the prospectus 
carefully. Any such exchange will be based upon the respective net asset 
values of the shares involved. An exchange between Funds involves the sale of 
an asset. Unless the shareholder account is tax-deferred, this is a taxable 
event.

HOW SHARE PRICE IS DETERMINED

The net asset value per share is computed once daily, Monday through Friday, 
at the specific time during the day that the Board of Directors sets at least 
annually, except on days on which changes in the value of portfolio securities 
will not materially affect the net asset value, or days during which no 
security is tendered for redemption and no order to purchase or sell such 
security is received by the Fund, or customary holidays. For a list of the 
holidays during which the Fund is not open for business, see "How Share Price 
is Determined" in the "Statement of Additional Information."

The per share calculation is made by subtracting from the Fund's total assets 
any liabilities and then dividing into this amount the total outstanding 
shares as of the date of the calculation.

The price at which new shares of the Fund will be sold and at which issued 
shares presented for redemption will be liquidated is computed once daily at 
3:00 P.M. (Central Time), except on those days when the Fund is not open for 
business.

Money market securities which on the date of valuation have 60 days or less to 
maturity, are valued on the basis of the amortized cost valuation technique 
which involves valuing a security at its cost and thereafter assuming a 
constant amortization to maturity of any discount or premium, regardless of 
the impact of fluctuating interest rates on the market value of the 
instrument.

Each security listed on an Exchange is valued at its last sale price on that 
Exchange on the date as of which assets are valued. Where the security is 
listed on more than one Exchange, the Fund will use the price of that Exchange 
which it generally considers to be the principal Exchange on which the 
security is traded. Lacking sales, the security is valued at the mean between 
the current closing bid and asked prices. An unlisted security for which over-
the-counter market quotations are readily available is valued at the mean 
between the last current bid and asked prices. When market quotations are not 
readily available, any security or other asset is valued at its fair value as 
determined in good faith by the Board of Directors.

Debt securities (other than short-term obligations), including listed issues, 
are valued on the basis of valuations furnished by a pricing service which 
utilizes both dealer-supplied valuations and electronic data processing 
techniques which take into account appropriate factors such as institution-
size trading in similar groups of securities, yield, quality, coupon rate, 
maturity, type of issue, trading characteristics and other market data, 
without exclusive reliance upon exchange or over-the-counter prices, since 
such valuations are believed to reflect more accurately the fair value of such 
securities. Use of the pricing service has been approved by the Fund's Board 
of Directors.

OFFICERS AND DIRECTORS

The officers of the Fund manage its day-to-day operations. The Fund's manager 
and officers are subject to the supervision and control of the Board of 
Directors. A list of the officers and directors of the Fund and a brief 
statement of their present positions and principal occupations during the past 
five years is set forth in the "Statement of Additional Information."

MANAGER AND UNDERWRITER

Jones & Babson, Inc. was founded in 1960. It organized the Fund in 1997 and 
acts as its principal underwriter at no cost to the Fund.

 UMB Bank, n.a., 1010 Grand Blvd., Kansas City, MO 64106, is the Fund's 
manager and investment adviser and provides or pays the cost of all 
management, supervisory and administrative services required in the normal 
operation of the Fund. This includes investment management and supervision; 
fees of the custodian, independent public accountants and legal counsel; 
remuneration of officers, directors and other personnel; rent; shareholder 
services, including the maintenance of the shareholder accounting system and 
transfer agency; and such other items as are incidental to corporate 
administration.

M. Kathryn Gellings and Rex Matlack are the portfolio managers for the Fund. 
Ms. Gellings joined UMB Bank, n.a. in 1986. She has 11 years of experience in 
investment management. Mr. Matlack has 16 years of investment management 
experience, and joined UMB Bank, n.a. in 1993. He is a Chartered Financial 
Analyst.

Jones & Babson, Inc. acts as principal underwriter for the Fund at no cost to 
the Fund. UMB Bank, n.a. employs at its own expense Jones & Babson, Inc. to 
provide services to the Fund, including the maintenance of the shareholder 
accounting system and transfer agency, and such other items as are incidental 
to corporate administration. The cost of the services of Jones & Babson, Inc. 
is included in the fee of UMB Bank, n.a.

As compensation for all the foregoing services, the Fund pays UMB Bank, n.a. a 
fee at the annual rate of 50/100 of one percent (.50%) of its total net 
assets, which is computed daily and paid semimonthly.

Not considered normal operating expenses, and therefore payable by the Fund, 
are taxes, fees and other charges of governments and their agencies, including 
the cost of qualifying the Fund's shares for sale in any jurisdiction, 
interest, brokerage costs and all costs and expenses including legal and 
accounting fees incurred in anticipation of or arising out of litigation or 
administrative proceedings to which the Fund, its officers or directors may be 
subject or a party thereto.

The Bank is also the investment manager for the eight other mutual funds 
within the Scout Fund Group and currently manages approximately $12.5 billion 
in client assets on a discretionary basis. The Bank serves a broad variety of 
individual, corporate and other institutional clients by maintaining an 
extensive research and analytical staff. It has an experienced investment 
analysis and research staff which eliminates the need for the Fund to maintain 
an extensive duplicate staff, with the consequent increase in the cost of 
investment advisory services.

The Management Agreement limits the liability of the manager, as well as its 
officers, directors and personnel, to acts or omissions involving willful 
malfeasance, bad faith, gross negligence or reckless disregard of their 
duties.

Certain officers and directors of the Fund are also officers or directors or 
both of other Scout Funds or Jones & Babson, Inc.

Jones & Babson, Inc. is a wholly-owned subsidiary of Business Men's Assurance 
Company of America, which is considered to be a controlling person under the 
Investment Company Act of 1940. Assicurazioni Generali S.p.A., an insurance 
organization founded in 1831 based in Trieste, Italy, is considered to be a 
controlling person and is the ultimate parent of Business Men's Assurance 
Company of America. Mediobanca is a 5% owner of Generali.

The current Management Agreement between the Fund and UMB Bank, n.a. will 
continue in effect until October 31, 1999, and will continue automatically for 
successive annual periods ending each October 31 so long as such continuance 
is specifically approved at least annually by the Board of Directors of the 
Fund or by the vote of a majority of the outstanding voting securities of the 
Fund, and, provided also that such continuance is approved by the vote of a 
majority of the directors who are not parties to the Agreement or interested 
persons of any such party at a meeting held in person and called specifically 
for the purpose of evaluating and voting on such approval. The Agreement 
provides that either party may terminate by giving the other 60 days written 
notice. The Agreement terminates automatically if assigned by either party, as 
required under the Investment Company Act of 1940.

GENERAL INFORMATION AND HISTORY

The Fund, incorporated in Maryland on October 16, 1997 has a present 
authorized capitalization of 10,000,000 shares of $1 par value common stock. 
The Fund may divide its shares into separate series or classes with the 
approval of its Board of Directors. The Fund currently issues a single class 
of shares which all have like rights and privileges. Each full and fractional 
share, when issued and outstanding, has: (1) equal voting rights with respect 
to matters which affect the Fund; and (2) equal dividend, distribution and 
redemption rights to the assets of the Fund. Shares when issued are fully paid 
and non- assessable. The Fund will not issue any senior securities. 
Shareholders do not have pre-emptive or conversion rights.

Non-cumulative voting - These shares have non- cumulative voting rights, 
which means that the holders of more than 50% of the shares voting for the 
election of directors can elect 100% of the directors, if they choose to do 
so, and in such event, the holders of the remaining less than 50% of the 
shares voting will not be able to elect any directors.

The Maryland General Corporation Law permits registered investment companies, 
such as the Fund, to operate without an annual meeting of shareholders under 
specified circumstances if an annual meeting is not required by the Investment 
Company Act of 1940. There are procedures whereby the shareholders may remove 
directors. These procedures are described in the "Statement of Additional 
Information" under the caption "Officers and Directors." The Fund has adopted 
the appropriate provisions in its By-Laws and will not hold annual meetings of 
shareholders for the following purposes unless required to do so: (1) election 
of directors; (2) approval of any investment advisory agreement; (3) 
ratification of the selection of independent public accountants; and (4) 
approval of a distribution plan. As a result, the Fund does not intend to hold 
annual meetings.

Federal Banking Laws - The Glass-Steagall Act is a federal law that prohibits 
national banks from sponsoring, distributing or controlling a registered open-
end investment company. It is possible that certain activities of UMB Bank, 
n.a. relating to the Fund may be claimed to be comparable to the matters 
covered by such provisions. It is not expected that any conclusions regarding 
such activities of UMB Bank, n.a. would have any material effect on the assets 
of the Fund or its shareholders, because the Fund's distribution is under the 
control of Jones & Babson, Inc., the Fund's distributor, which is not subject 
to the Glass-Steagall Act. Although it is not anticipated that decisions under 
the Glass-Steagall Act adverse to UMB Bank, n.a. would have any material 
effect on the conduct of the Fund's operations, if any unanticipated changes 
affecting the Fund's operations were deemed appropriate the Board of Directors 
would promptly consider suitable adjustments.

The Fund may use the name "Scout" in its name so long as UMB Bank, n.a. is 
continued as its manager. Complete details with respect to the use of the name 
are set out in a licensing agreement between the Fund, Jones & Babson, Inc. 
and UMB Bank, n.a.

This prospectus omits certain of the information contained in the registration 
statement filed with the Securities and Exchange Commission, Washington, D.C. 
These items may be inspected at the offices of the Commission or obtained from 
the Commission upon payment of the fee prescribed.

DIVIDENDS, DISTRIBUTIONS
AND THEIR TAXATION

At the close of each business day, dividends consisting of substantially all 
of the Fund's net investment income are declared payable to shareholders of 
record at the close of the previous business day, and credited to their 
accounts. All daily dividends declared during a given month will be 
distributed on the last day of the month.


Capital gains realized on the sale of securities, if any, will be distributed 
annually on or before December 31. Dividend and capital gains distributions 
will be reinvested automatically in additional shares at the net asset value 
per share computed and effective at the close of business on the day after the 
record date, unless the shareholder has elected on the original application, 
or by written instructions filed with the Fund, to have them paid in cash.

The Fund intends to qualify for taxation as a "regulated investment company" 
under the Internal Revenue Code so that the Fund will not be subject to 
federal income tax to the extent that it distributes its income to its 
shareholders and satisfies the requirements relating to the sources of its 
income and diversification of its assets. The Fund primarily invests in 
municipal bonds whose income is exempt from regular federal, state and local 
income taxes. The Fund's regular monthly dividends will be exempt from regular 
federal, state and local income taxes. Distributions of taxable income and net 
short-term capital gains will be taxable to shareholders as ordinary income. 
Distributions made to you from interest on certain private activity bonds, 
while still exempt from the regular income tax, are a preference item in 
determining your alternative minimum tax. Any gain realized by the Fund from 
the disposition of a tax-exempt bond that was acquired after April 30, 1993 
for a price less than the principal amount of the bond is taxable to 
shareholders as ordinary income to the extent of the accrued market discount. 
Distributions of long-term capital gains are taxable to shareholders as such 
for federal income tax purposes, regardless of the length of time Fund shares 
have been owned by the shareholder. The Fund does not try to realize any 
particular amount of capital gains during a year; rather, realized gains are 
a by-product of Fund management activities. Consequently, capital gains 
distributions may be expected to vary considerably from year to year. Also, 
for those investors subject to tax, if purchases of shares in a Fund are made 
shortly before a record date for a dividend or capital gains distribution, a 
portion of the investment will be returned as a taxable distribution.

Tax-exempt distributions received from the Fund are includable in the tax base 
for determining the taxability of social security and railroad retirement 
benefits.

Shareholders are notified annually by the Fund as to federal tax status of 
dividends and distributions paid by the Fund.

Exchange and redemption of Fund shares are taxable events for federal income 
tax purposes. Shareholders may also be subject to state and municipal taxes on 
such exchanges and redemptions.

To comply with IRS regulations, the Fund is required by federal law to 
withhold 31% of reportable payments (which may include dividends, capital 
gains distributions and redemptions) paid to shareholders who have not 
complied with IRS regulations. In order to avoid this withholding requirement, 
shareholders must certify on their application, or on a separate form supplied 
by the Fund, that their Social Security or Taxpayer Identification Number 
provided is correct and that they are not currently subject to backup 
withholding, or that they are exempt from backup withholding.

The federal income tax status of all distributions will be reported to 
shareholders each January as a part of the annual statement of shareholder 
transactions. Shareholders not subject to tax on their income will not be 
required to pay tax on amounts distributed to them.

THE TAX DISCUSSION SET FORTH ABOVE IS INCLUDED HEREIN FOR GENERAL 
INFORMATION 
ONLY. PROSPECTIVE INVESTORS SHOULD CONSULT THEIR OWN TAX ADVISERS WITH 
RESPECT 
TO THE TAX CONSEQUENCES TO THEM OF AN INVESTMENT IN THE FUND.

SHAREHOLDER SERVICES

The Fund and its manager offer shareholders a broad variety of services 
described throughout this prospectus. For further information about these 
services, please contact UMB Bank, n.a.

SHAREHOLDER INQUIRIES

Telephone inquiries may be made toll free to the Fund, 1-800-996-2862.

Shareholders may address written inquiries to the Fund at:
  Scout Kansas Tax-Exempt Bond Fund, Inc.
  P.O. Box 410498
  Kansas City, MO 64141-0498

For express delivery services:
  Scout Kansas Tax-Exempt Bond Fund, Inc.
  BMA Tower
  700 Karnes Blvd.
  Kansas City, MO 64108-3306



Scout Stock Fund
Scout Regional Fund
Scout WorldWide Fund
Scout Capital Preservation Fund
Scout Bond Fund
Scout Balanced Fund
Scout Money Market Fund
Scout Tax-Free Money Market Fund
Scout Kansas Tax-Exempt Bond Fund*

No-Load Mutual Funds

*Available in Kansas and Missouri only.

Manager and Investment Counsel
  UMB Bank, n.a., Kansas City, Missouri

Auditors
  Baird, Kurtz & Dobson, Kansas City, Missouri

Legal Counsel
  Stradley, Ronon, Stevens & Young, LLP, 
  Philadelphia, Pennsylvania
  John G. Dyer, Kansas City, Missouri

Custodian
UMB Bank, n.a., Kansas City, Missouri


JONES & BABSON
MUTUAL FUNDS

P.O. Box 410498
Kansas City, MO 64141-0498

TOLL-FREE 1-800-996-2862


JB153                   2/98


<PAGE>
PART B

SCOUT KANSAS TAX-EXEMPT BOND FUND, INC.

STATEMENT OF ADDITIONAL INFORMATION
February 23, 1998

This Statement is not a Prospectus but should be read in conjunction 
with the Fund's current Prospectus dated February 23, 1998. To obtain 
the Prospectus please call the Fund toll-free at 1-800-996-2862.

TABLE OF CONTENTS
                                                                Page
Investment Objective and Policies                               2
Municipal Bonds and Debt Instruments                            2
Portfolio Transactions                                          8
Investment Restrictions                                         9
Performance Measures                                           10
How the Fund's Shares are Distributed                          10
How Share Purchases are Handled                                11
Redemption of Shares                                           11
Signature Guarantees                                           12
Dividends, Distributions and Taxes                             12
Manager and Underwriter                                        15
How Share Price is Determined                                  15
Officers and Directors                                         15
Custodian                                                      18
Independent Certified Public Accountants                       18
Fixed Income Securities Described and Ratings                  18
Other Scout Funds                                              23
Financial Statements                                           24


INVESTMENT OBJECTIVE 
AND POLICIES

The following policies supplement the Fund's investment objective and 
policies set forth in the Prospectus.

MUNICIPAL BONDS AND
DEBT INSTRUMENTS

Municipal bonds and debt instruments are issued to obtain funds for 
various public and private purposes. Such securities include bonds as 
well as tax-exempt commercial paper, project notes and municipal notes 
such as tax, revenue and bond anticipation notes of short maturity, 
generally less than three years. In general, there are three categories 
of municipal obligations, the interest on which is exempt from federal 
income tax and is not a tax preference item for purposes of the AMT: (i) 
certain "public purpose" obligations (whenever issued), which include 
obligations issued directly by state and local governments or their 
agencies to fulfill essential governmental functions; (ii) certain 
obligations issued before August 8, 1986 for the benefit of non-
governmental persons or entities; and (iii) certain "private activity 
bonds" issued after August 7, 1986, which include "qualified Section 
501(c)(3) bonds" or refundings of certain obligations included in the 
second category. In assessing the federal income tax treatment of 
interest on any municipal obligation, the Portfolio will generally rely 
on an opinion of the issuer's counsel (when available) and will not 
undertake any independent verification of the basis for the opinion. The 
two principal classifications of municipal bonds are "general 
obligation" and "revenue" bonds.

Interest on certain "private activity bonds" issued after August 7, 1986 
is exempt from regular federal income tax, but such interest (including 
a distribution by the Fund derived from such interest) is treated as a 
tax preference item which could subject the recipient to or increase the 
recipient's liability for the AMT. For corporate shareholders, the 
Fund's distributions derived from interest on all municipal obligations 
(whenever issued) is included in "adjusted current earnings" for 
purposes of the AMT as applied to corporations (to the extent not 
already included in alternative minimum taxable income as income 
attributable to private activity bonds).

Any recognized gain or income attributable to market discount on long-
term tax-exempt municipal obligations (i.e., obligations with a term of 
more than one year) purchased after April 30, 1993 other than, in 
general, at their original issue is taxable as ordinary income. A long-
term debt obligation is generally treated as acquired at a market 
discount if purchased after its original issue at a price less than (i) 
the stated principal amount payable at maturity, in the case of an 
obligation that does not have original issue discount; or (ii) in the 
case of an obligation that does have original issue discount, the sum of 
the issue price and any original issue discount that accrued before the 
obligation was purchased, subject to a de minimis exclusion.

Issuers of general obligation bonds include states, counties, cities, 
towns and regional districts. The proceeds of these obligations are used 
to fund a wide range of public projects including the construction or 
improvement of schools, highways and roads, water and sewer systems and 
a variety of other public purposes. The basic security of general 
obligation bonds is the issuer's pledge of its faith, credit and taxing 
power for the payment of principal and interest. The taxes that can be 
levied for the payment of debt service may be limited or unlimited as to 
rate and amount.

The principal security for a revenue bond is generally the net revenues 
derived from a particular facility or group of facilities or, in some 
cases, from the proceeds of a special excise or other specific revenue 
sources. Revenue bonds have been issued to fund a wide variety of 
capital projects, including electric, gas, water, sewer and solid waste 
disposal systems; highways, bridges and tunnels; port, airport and 
parking facilities; transportation systems; housing facilities, colleges 
and universities and hospitals. Although the principal security behind 
these bonds varies widely, many provide additional security in the form 
of a debt service reserve fund whose monies may be used to make 
principal and interest payments on the issuer's obligations. Housing 
finance authorities have a wide range of security including partially or 
fully insured, rent subsidized and/or collateral-
ized mortgages and/or the net revenues from housing or other public 
projects. In addition to a debt service reserve fund, some authorities 
provide further security in the form of a state's ability (without legal 
obligation) to make up deficiencies in the debt service reserve fund. 
Lease rental revenue bonds issued by a state or local authority for 
capital projects are normally secured by annual lease rental payments 
from the state or locality to the authority sufficient to cover debt 
service on the authority's obligations. Such payments are usually 
subject to annual appropriations by the state or locality.

Industrial development and pollution control bonds, although nominally 
issued by municipal authorities, are in most cases revenue bonds and are 
generally not secured by the taxing power of the municipality, but are 
usually secured by the revenues derived by the authority from payments 
of the industrial user or users.

The Fund may on occasion acquire revenue bonds which carry warrants or 
similar rights covering equity securities. Such warrants or rights may 
be held indefinitely, but if exercised, the Fund anticipates that it 
would, under normal circumstances, dispose of any equity securities so 
acquired within a reasonable period of time.

While most municipal bonds pay a fixed rate of interest semiannually in 
cash, there are exceptions. Some bonds pay no periodic cash interest, 
but rather make a single payment at maturity representing both principal 
and interest. Bonds may be issued or subsequently offered with interest 
coupons materially greater or less than those then prevailing, with 
price adjustments reflecting such deviation.

The obligations of any person or entity to pay the principal of and 
interest on a municipal obligation are subject to the provisions of 
bankruptcy, insolvency and other laws affecting the rights and remedies 
of creditors, such as the Federal Bankruptcy Act, and laws, if any, 
which may be enacted by Congress or state legislatures extending the 
time for payment of principal or interest, or both, or imposing other 
constraints upon enforcement of such obligations. There is also the 
possibility that as a result of litigation or 
other conditions the power or ability of any person or entity to pay 
when due principal of and interest on a municipal obligation may be 
materially affected. There have been recent instances of defaults and 
bankruptcies involving municipal obligations which were not foreseen by 
the financial and investment communities. The Fund will take whatever 
action it considers appropriate in the event of anticipated financial 
difficulties, default or bankruptcy of either the issuer of any 
municipal obligation or of the underlying source of funds for debt 
service. Such action may include retaining the services of various 
persons or firms (including affiliates of the investment adviser) to 
evaluate or protect any real estate, facilities or other assets securing 
any such obligation or acquired for the portfolio as a result of any 
such event, and the Fund may also manage (or engage other persons to 
manage) or otherwise deal with any real estate, facilities or other 
assets so acquired. The Fund anticipates that real estate consulting and 
management services may be required with respect to properties securing 
various municipal obligations in its portfolio or subsequently acquired 
by the Fund. The Fund will incur additional expenditures in taking 
protective action with respect to portfolio obligations in default and 
assets securing such obligations.

The yields on municipal obligations will be dependent on a variety of
factors, including purposes of issue and source of funds for repayment, 
general money market conditions, general conditions of the municipal 
bond market, size of a particular offering, maturity of the obligation 
and rating of the issue. The ratings of Moody's, S&P and Fitch represent 
their opinions as to the quality of the municipal obligations which they 
undertake to rate. It should be emphasized, however, that ratings are 
based on judgment and are not absolute standards of quality. 
Consequently, municipal obligations with the same maturity, coupon and 
rating may have different yields while obligations of the same maturity 
and coupon with different ratings may have the same yield. In addition, 
the market price of municipal obligations will normally fluctuate with 
changes in interest rates; therefore, the net asset value of the Fund 
will be affected by such changes.


Obligations of Particular Types of Issuers

Hospital bond ratings are often based on feasibility studies which 
contain projection of expenses, revenues and occupancy levels. Among the 
influences affecting a hospital's gross receipts and net income 
available to service its debt are demand for hospital services, the 
ability of the hospital to provide the services required, management 
capabilities, economic developments in the service area, efforts by 
insurers and government agencies to limit rates and expenses, confidence 
in the hospital, service area economic developments, competition, 
availability and expense of malpractice insurance, Medicaid and Medicare 
funding and possible federal legislation limiting the rates of increase 
of hospital charges.

Electric utilities face problems in financing large construction 
programs in an inflationary period, cost increases and delay occasioned 
by safety and environmental considerations (particularly with respect to 
nuclear facilities), difficulty in obtaining fuel at reasonable prices, 
and in achieving timely and adequate rate relief from regulatory 
commissions, effects of energy conservation and limitations on the 
capacity of the capital market to absorb utility debt. 

Life care facilities are an alternative form of long-term housing for 
the elderly which offer residents the independence of a condominium life 
style and, if needed, the comprehensive care of nursing home services. 
Bonds to finance these facilities have been issued by various state and 
local authorities. Since the bonds are normally secured only by the 
revenues of each facility and not by state or local government tax 
payments, they are subject to a wide variety of risks. Primarily, the 
projects must maintain adequate occupancy levels to be able to provide 
revenues sufficient to meet debt service payments. Moreover, since a 
portion of housing, medical care and other services may be financed by 
an initial deposit, it is important that the facility maintain adequate 
financial reserves to secure estimated actuarial liabilities. The 
ability of management to accurately forecast inflationary cost pressures 
is an important factor in this process. The facilities may also be 
affected adversely by regulatory cost restrictions applied to health 
care delivery in general, particularly state regulations or changes in 
Medicare and Medicaid payments or qualifications, or restric-tions 
imposed by medical insurance companies. They may also face competition 
from alternative health care or conventional housing facilities in the 
private or public sector.

Obligations of Puerto Rico, the U.S. Virgin Islands and Guam. Subject to 
the investment policies set forth in the Prospectus, the Fund may invest 
in the obligations of Puerto Rico, the U.S. Virgin Islands and Guam. 
Accordingly, the Fund may be adversely affected by local political and 
economic conditions and developments within Puerto Rico, the U.S. Virgin 
Islands and Guam affecting the issuers of such obligations.

Puerto Rico has a diversified economy dominated by the manufacturing and 
service sectors. Manufacturing is the largest sector in terms of gross 
domestic product and is more diversified than during earlier phases of 
Puerto Rico's industrial development. The three largest sectors of the 
economy (as a percentage of employment) are services (47%), government 
(22%) and manufacturing (16.4%). These three sectors represent 37.5%, 
11% and 41.8%, respectively, of the gross domestic product. The service 
sector is the fastest growing, followed by manufacturing which has begun 
to show signs of expansion. The North American Free Trade Agreement 
("NAFTA"), which became effective January 1, 1994, could lead to the 
loss of Puerto Rico's lower salaried or labor intensive jobs to Mexico.

The Commonwealth of Puerto Rico exercises virtually the same control 
over its internal affairs as do the 50 states; however, it differs from 
the states in its relationship with the federal government. Most federal 
taxes, except those such as social security taxes that are imposed by 
mutual consent, are not levied in Puerto Rico. However, in conjunction 
with the 1993 U.S. budget plan, Section 936 of the Code was amended and 
provided for two alternative limitations to the Section 936 credit. The 
first option limited the credit against such income to 40% of the credit 
allowable under then current law, with a five-year phase-in period 
starting at 60% of the allowable credit. The second option was a wage 
and depreciation based credit. Additional amendments to Section 936 in 
1996 imposed caps on these credits, beginning in 1998 for the first 
option and beginning in 2002
for the second option. More importantly, the 1996 amendments eliminated 
both options for taxable years beginning in 2006. The eventual 
elimination of tax benefits to those U.S. companies with operations in 
Puerto Rico may lead to slower growth in the future. There can be no 
assurance that this will not lead to a weakened economy, a lower rating 
on Puerto Rico's debt or lower prices for Puerto Rican bonds that may be 
held by the Fund in the long-term. Short-term affects are minimal.

Puerto Rico's financial reporting was first conformed to generally 
accepted accounting principles in fiscal 1990. Nonrecurring revenues 
have been used frequently to balance recent years' budgets. In November, 
1993 Puerto Ricans voted on whether they wished to retain Commonwealth 
status, leaving intact the current relationship with the federal 
government. There can be no assurance that the statehood issue will not 
be brought up in the future. A successful statehood vote in Puerto Rico 
would then require the U.S. Congress to ratify the election.

The U.S. Virgin Islands ("USVI") are located approximately 1,100 miles 
east-southeast of Miami and are made up of St. Croix, St. Thomas and St. 
John. The economy is heavily reliant on the tourism industry, with 
roughly 43% of non-agricultural employment in tourist-related trade and 
services. In 1996, unemployment stood at 13.8%. The tourism industry is 
economically sensitive and would likely be adversely affected by a 
recession in either the United States or Europe.

An important component of the USVI revenue base is the federal excise 
tax on rum exports. Tax revenues rebated by the federal government to 
the USVI provide the primary security of many outstanding USVI bonds. 
Since more than 90% of the rum distilled in the USVI is distilled at one 
plant, any interruption in its operations (as occurred after Hurricane 
Hugo in 1989) would adversely affect these revenues. Consequently, there 
can be no assurance that rum exports to the United States and the rebate 
of tax revenues to the USVI will continue at their present levels. The 
preferential tariff treatment the USVI rum industry currently enjoys 
could be reduced under NAFTA. Increased competition from Mexican rum 
producers could reduce USVI rum imported to the U.S., decreasing excise 
tax revenues generated. The USVI is periodically hit by hurricanes. 
Several hurricanes have caused extensive damage, which has had a 
negative impact on revenue collections. There is currently no rated, 
unenhanced Virgin Islands debt outstanding (although there is unrated 
debt outstanding).

Guam, an unincorporated U.S. territory, is located 1,500 miles southeast 
of Tokyo. The U.S. military is a key component of Guam's economy. The 
federal government directly comprises more than 10% of the employment 
base, with a substantial component of the service sector to support 
these personnel. The Naval Air Station, one of several U.S. military 
facilities on the island, has been slated for closure by the Defense 
Base Closure and Realignment Committee; however, the administration 
plans to use these facilities to expand the island's commercial airport. 
Guam is also heavily reliant on tourists, particularly the Japanese. For 
1995, the government realized a General Fund operating surplus. The 
administration has taken steps to improve its financial position; 
however, there are no guarantees that an improvement will be realized. 
Guam's general obligation debt is rated BBB by S&P with a negative 
outlook.

Municipal Leases

The Fund may invest in municipal leases and participations therein, 
which arrangements frequently involve special risks. Municipal leases 
are obligations in the form of a lease or installment purchase 
arrangement which is issued by state or local governments to acquire 
equipment and facilities. Interest income from such obligations is 
generally exempt from local and state taxes in the state of issuance. 
"Participations" in such leases are undivided interests in a portion of 
the total obligation. Participations entitle their holders to receive a 
pro rata share of all payments under the lease. A trustee is usually 
responsible for administering the terms of the participation and 
enforcing the participants' rights in the underlying lease. Leases and 
installment purchase or conditional sale contracts (which normally 
provide for title to the leased assets to pass eventually to the 
government issuer) have evolved as a means of government issuers to 
acquire property and
equipment without meeting the constitutional and statutory requirements 
for the issuance of debt. State debt-issuance limitations are deemed to 
be inapplicable to these arrangements because of the inclusion in many 
leases or contracts of "non-appropriation" clauses that provide that the 
governmental issuer has no obligation to make future payments under the 
lease or contract unless money is appropriated for such purpose by the 
appropriate legislative body on a yearly or other periodic basis. Such 
arrangements are, therefore, subject to the risk that the governmental 
issuer will not appropriate funds for lease payments.

Certain municipal lease obligations owned by the Fund may be deemed 
illiquid for the purpose of the Fund's 10% limitation on investments in 
illiquid securities, unless determined by the investment adviser, 
pursuant to guidelines adopted by the Directors of the Fund, to be 
liquid securities for the purpose of such limitation. In determining the 
liquidity of municipal lease obligations, the investment adviser will 
consider a variety of factors including: (1) the willingness of dealers 
to bid for the security; (2) the number of dealers willing to purchase 
or sell the obligation and the number of other potential buyers; (3) the 
frequency of trades and quotes for the obligation; and (4) the nature of 
the marketplace trades. In addition, the investment adviser will 
consider factors unique to particular lease obligations affecting the 
marketability thereof. These include the general creditworthiness of the 
municipality, and the likelihood that the marketability of the 
obligation will be maintained throughout the time the obligation is held 
by the Fund. In the event the Fund acquires an unrated municipal lease 
obligation, the investment adviser will be responsible for determining 
the credit quality of such obligation on an on-going basis, including an 
assessment of the likelihood that the lease may or may not be canceled.

Zero-Coupon Bonds

Zero-coupon bonds are debt obligations which do not require the periodic 
payment of interest and are issued at a significant discount from face 
value. The discount approximates the total amount of interest the bonds 
will accrue and compound over the period until maturity at a rate of 
interest reflecting the market rate of the security at the time of 
issuance. Zero-coupon bonds benefit the issuer by mitigating its need 
for cash to meet debt service, but also require a higher rate of return 
to attract investors who are willing to defer receipt of such cash.

Credit Quality

The Fund is dependent on the investment adviser's judgment, analysis and 
experience in evaluating the quality of municipal obligations. In 
evaluating the credit quality of a particular issue, whether rated or 
unrated, the investment adviser will normally take into consideration, 
among other things, the financial resources of the issuer (or, as 
appropriate, of the underlying source of funds for debt service), its 
sensitivity to economic conditions and trends, any operating history of 
and the community support for the facility financed by the issue, the 
ability of the issuer's management and regulatory matters. The 
investment adviser will attempt to reduce the risks of investing in the 
lowest investment grade, below investment grade and comparable unrated 
obligations through active portfolio management, credit analysis and 
attention to current developments and trends in the economy and the 
financial markets.

When-Issued Securities

New issues of municipal obligations are sometimes offered on a "when-
issued" basis, that is, delivery and payment for the securities normally 
take place within a specified number of days after the date of the 
Fund's commitment and are subject to certain conditions such as the 
issuance of satisfactory legal opinions. The Fund may also purchase 
securities on a when-issued basis pursuant to refunding contracts in 
connection with the refinancing of an issuer's outstanding indebtedness. 
Refunding contracts generally require the issuer to sell and the Fund to 
buy such securities on a settlement date that could be several months or 
several years in the future.

The Fund will make commitments to purchase when-issued securities only 
with the intention of actually acquiring the securities, but may sell 
such securities before the settlement date if it is deemed advisable as 
a matter of investment strategy. The payment obligation and
the interest rate that will be received on the securities are fixed at 
the time the Fund enters into the purchase commitment. When the Fund 
commits to purchase securities on a when-issued basis it records the 
transaction and reflects the value of the security in determining its 
net asset value. Securities purchased on a when-issued basis and the 
securities held by the Fund are subject to changes in value based upon 
the perception of the creditworthiness of the issuer and changes in the 
level of interest rates (i.e. appreciation when interest rates decline 
and depreciation when interest rates rise). Therefore, to the extent 
that the Fund remains substantially fully invested at the same time that 
it has purchased securities on a when-issued basis, there will be 
greater fluctuations in the Fund's net asset value than if it solely set 
aside cash to pay for when-issued securities.

Variable Rate Obligations

The Fund may purchase variable rate obligations. Variable rate 
instruments provide for adjustments in the interest rate at specified 
intervals (weekly, monthly, semiannually, etc.). Rate revisions may 
alternatively be determined by formula or in some other contractual 
fashion. Variable rate obligations normally provide that the holder can 
demand payment of the obligation on short notice at par with accrued 
interest and are frequently secured by letters of credit or other credit 
support arrangements provided by banks. To the extent that such letters 
of credit or other arrangements constitute an unconditional guarantee of 
the issuer's obligations, a bank may be treated as the issuer of a 
security for the purpose of complying with the diversification 
requirements set forth in Section 5(b) of the 1940 Act and Rule 5b-2 
thereunder. The Fund would anticipate using these obligations as cash 
equivalents pending longer term investment of its funds.

Redemption, Demand and Put Features

Most municipal bonds have a fixed final maturity date. However, it is 
commonplace for the issuer to reserve the right to call the bond 
earlier. Also, some bonds may have "put" or "demand" features that allow 
early redemption by the bondholder. Longer term fixed-rate bonds may 
give the holder a right to request redemption at certain times (often 
annually after the lapse of an intermediate term). These bonds are more 
defensive than conventional long-term bonds (protecting to some degree 
against a rise in interest rates) while providing greater opportunity 
than comparable intermediate term bonds, because the Fund may retain the 
bond if interest rates decline. By acquiring these kinds of obligations 
the Fund obtains the contractual right to require the issuer of the 
security or some other person (other than a broker or dealer) to 
purchase the security at an agreed upon price, which right is contained 
in the obligation itself rather than in a separate agreement with the 
seller or some other person. Because this right is assignable with the 
security, which is readily marketable and valued in the customary 
manner, the Fund will not assign any separate value to such right.

Futures Contracts and
Options on Futures Contracts

A change in the level of interest rates may affect the value of the 
securities held by the Fund (or of securities that the Fund expects to 
purchase). To hedge against changes in rates, the Fund may enter into: 
(i) futures contracts for the purchase or sale of debt securities; and 
(ii) futures contracts on securities indices. All futures contracts 
entered into by the Fund are traded on exchanges or boards of trade that 
are licensed and regulated by the Commodity Futures Trading Commission 
("CFTC") and must be executed through a futures commission merchant or 
brokerage firm which is a member of the relevant exchange. The Fund may 
purchase and write call and put options on futures contracts which are 
traded on a United States or foreign exchange or board of trade. The 
Fund will be required, in connection with transactions in futures 
contracts and the writing of options on futures, to make margin 
deposits, which will be held by the Fund's custodian for the benefit of 
the futures commission merchant through whom the Fund engages in such 
futures and options transactions.

Some futures contracts and options thereon may become illiquid under 
adverse market conditions. In addition, during periods of market 
volatility, a commodity exchange may suspend or limit transactions in an 
exchange-traded instrument, which may make the instrument temporarily 
illiquid and difficult to price.

Commodity exchanges may also establish daily limits on the amount that
the price of a futures contract or futures option can vary from the 
previous day's settlement price. Once the daily limit is reached, no 
trades may be made that day at a price beyond the limit. This may 
prevent the Fund from closing out positions and limiting its losses.

The Fund will engage in futures and related options transactions only 
for bona fide hedging purposes as defined in or permitted by CFTC 
regulations. The Fund will determine that the price fluctuations in the 
futures contracts and options on futures are substantially related to 
price fluctuations in securities held by the Fund or which it expects to 
purchase. The Fund's futures transactions will be entered into for 
traditional hedging purposes -- that is, futures contracts will be sold 
to protect against a decline in the price of securities that the Fund 
owns, or futures contracts will be purchased to protect the Fund against 
an increase in the price of securities it intends to purchase. However, 
in particular cases, when it is economically advantageous for the Fund 
to do so, a long futures position may be terminated (or an option may 
expire) without the corresponding purchase of securities. The Fund will 
engage in transactions in futures and related options contracts only to 
the extent such transactions are consistent with the requirements of the 
Code for maintaining qualification of the Fund as a regulated investment 
company for federal income tax purposes (see "Dividends, Distributions 
and Taxes").

Asset Coverage Requirements

Transactions involving when-issued securi-ties, the lending of 
securities or futures contracts and options (other than options that the 
Fund has purchased) expose the Fund to an obligation to another party. 
The Fund will not enter into any such transactions unless it owns 
either: (1) an offsetting ("covered") position in securities or other 
options or futures contracts; or (2) cash or liquid securities (such as 
readily marketable obligations and money market instruments) with a 
value sufficient at all times to cover its potential obligations not 
covered as provided in (1) above. The Fund will comply with Securities 
and Exchange Commission guidelines regarding cover for these instruments 
and, if the guidelines so require, set aside cash or liquid securities 
in a segregated account maintained by its custodian in the prescribed 
amount. The securities in the segregated account will be marked to 
market daily.

Assets used to cover or held in a segregated account maintained by the 
custodian cannot be sold while the position requiring coverage or 
segregation is outstanding unless they are replaced with other 
appropriate assets. As a result, the commitment of a large portion of 
the Fund's assets to segregated accounts or to cover could impede fund 
management or the Fund's ability to meet redemption requests or other 
current obligations.

PORTFOLIO TRANSACTIONS

Decisions to buy and sell securities for the Fund are made by UMB Bank, 
n. a. Officers of the Fund and Jones & Babson, Inc. are generally 
responsible for implementing or supervising these decisions, including 
allocation of portfolio brokerage and principal business and the 
negotiation of commissions and/or the price of the securities.

The Fund in purchasing and selling portfolio securities will seek the 
best available combination of execution and overall price (which shall 
include the cost of the transaction) consistent with the circumstances 
which exist at the time. The Fund does not intend to solicit competitive 
bids on each transaction.

The Fund believes it is in its best interest and that of its 
shareholders to have a stable and continuous relationship with a diverse 
group of financially strong and technically qualified broker-dealers who 
will provide quality executions at competitive rates. Broker-dealers 
meeting these qualifications also will be selected for their 
demonstrated loyalty to the Fund, when acting on its behalf, as well as 
for any research or other services provided to the Fund. The Fund 
normally will not pay a higher commission rate to broker-dealers 
providing benefits or services to it than it would pay to broker-dealers 
who do not provide such benefits or services. However, the Fund reserves 
the right to do so within the principles set out in Section 28(e) of the 
Securities Exchange Act of 1934 when it 
appears that this would be in the best interests of the shareholders.

No commitment is made to any broker or dealer with regard to placing of 
orders for the purchase or sale of Fund portfolio securities, and no 
specific formula is used in placing such business. Allocation is 
reviewed regularly by both the Board of Directors of the Fund and by UMB 
Bank, n.a.

Since the Fund does not market its shares through intermediary brokers 
or dealers, it is not the Fund's practice to allocate brokerage or 
principal business on the basis of sales of its shares which may be made 
through such firms. However, it may place portfolio orders with 
qualified broker-dealers who recommend the Fund to other clients, or who 
act as agent in the purchase of the Fund's shares for their clients.

Research services furnished by broker-dealers may be useful to the Fund 
manager in serving other clients, as well as the Fund. Conversely, the 
Fund may benefit from research services obtained by the manager from the 
placement of portfolio brokerage of other clients.

When it appears to be in the best interests of its shareholders, the 
Fund may join with other clients of the manager in acquiring or 
disposing of a portfolio holding. Securities acquired or proceeds 
obtained will be equitably distributed between the Fund and other 
clients participating in the transaction. In some instances, this 
investment procedure may affect the price paid or received by the Fund 
or the size of the position obtained by the Fund.

The Fund does not intend to purchase securities solely for short-term 
trading; nor will securities be sold for the sole purpose of realizing 
gains. However, a security may be sold and another of comparable quality 
purchased at approximately the same time to take advantage of what the 
Fund's manager believes to be a disparity in the normal yield 
relationship between the two securities. In addition, a security may be 
sold and another purchased when, in the opinion of management, a 
favorable yield spread exists between specific issues or different 
market sectors. A high portfolio turnover rate may increase transaction 
costs and result in additional taxable gains. Short-term debt 
instruments with maturities of less than one year are excluded from the 
calculation of portfolio turnover.

INVESTMENT RESTRICTIONS

In addition to the investment objective and portfolio management 
policies set forth in the Prospectus under the caption "Investment 
Objective and Portfolio Management Policy," the following restrictions 
also may not be changed without approval of the "holders of a majority 
of the outstanding shares" of the Fund.

The Fund will not: (1) engage in the purchase or sale of real estate or 
commodities; (2) underwrite the securities of other issuers; (3) make 
loans to other persons, except by the purchase of debt obligations which 
are permitted under its policy (the purchase of a security subject to a 
repurchase agreement or the purchase of a portion of publicly 
distributed debt securities is the making of a loan); (4) purchase 
securities on margin, or sell securities short; (5) borrow or pledge its 
credit under normal circumstances, except up to 10% of its gross assets 
(computed at the lower of fair market value or cost) for temporary or 
emergency purposes, and not for the purpose of leveraging its 
investments, and provided further that any borrowing in excess of 5% of 
the total assets of the Fund shall have asset coverage of at least 3 to 
1; (6) invest more than 25% of its total assets (taken at market value 
at the time of each investment) in the securities of issuers in any 
particular industry, except for temporary defensive purposes. (This 
limitation shall not apply to obligations issued or guaranteed by the 
U.S. Government, its agencies or instrumentali-ties; investments in 
certificates of deposit and banker's acceptances will not be considered 
investments in the banking industry; utility companies will be divided 
according to their services; financial service companies will be 
classified according to the end users of their services; and asset-
backed securities will be classified according to the underlying assets 
securing such securities.); or (7) issue senior securities except for 
those investment procedures permissible under the Fund's other 
restrictions.

The following are "non-fundamental" restrictions, which can be changed 
by the Board
of Directors of the Fund without shareholder approval:

The Fund may not: (1) invest in companies for the purpose of exercising 
control of management; (2) purchase shares of other investment companies 
except as permitted under the Investment Company Act of 1940, as amended 
from time to time, or pursuant to a plan of merger or consolidation; (3) 
invest in the aggregate more than 5% of the value of its gross assets in 
the securities of issuers (other than federal, state, territorial, or 
local governments, or corporations, or authorities established thereby), 
which, including predecessors, have not had at least three years' 
continuous operations; (4) enter into dealings with its officers or 
directors, its manager or underwriter, or their officers or directors, 
or any organization in which such persons have a financial interest, 
except for transactions in the Fund's own shares or other securities 
through brokerage practices which are considered normal and generally 
accepted under the circumstances existing at the time; or (5) invest in 
securities issued by UMB Financial Corporation or affiliate banks of UMB 
Financial Corporation.

For purposes of the Fund's investment restrictions, the determination of 
the "issuer" of a municipal obligation which is not a general obligation 
bond will be made by the investment adviser on the basis of the 
characteristics of the obligation and other relevant factors, the most 
significant of which is the source of funds committed to meeting 
interest and principal payments of such obligations.

PERFORMANCE MEASURES

Total Return

"Average annual total return" figures are computed according to a 
formula prescribed by the Securities and Exchange Commission. The 
formula can be expressed as follows:

P(1+T)n	=	ERV

Where:	P	=	a hypothetical initial payment of $1,000

T	=	average annual total return
n	=	number of years

ERV	=	Ending Redeemable Value of a hypothetical $1,000 payment 
made at the beginning of the 1, 5 or 10 year (or other) periods at the 
end of the 1, 5 or 10 year (or other) periods (or fractional portions 
thereof).

Current Yield

The current annualized yield for the Fund is computed by: (a) 
determining the net change in the value of a hypothetical pre-existing 
account in the Fund having a balance of one share at the beginning of a 
seven calendar-day period for which yield is to be quoted, (b) dividing 
the net change by the value of the account at the beginning of the 
period to obtain the base period return, and (c) annualizing the results 
(i.e., multiplying the base period return by 365/7). The net change in 
value of the account reflects the value of additional shares purchased 
with dividends declared on the original share and any such additional 
shares, but does not include realized gains and losses or unrealized 
appreciation and depreciation. In addition, the Fund may calculate a 
compound effective yield by adding 1 to the base period return 
(calculated as described above, raising the sum to a power equal to 
365/7 and subtracting 1).

Tax Equivalent Yield

Tax equivalent yield is determined by dividing that portion of current 
yield which is tax-exempt by one minus a stated income tax rate and 
adding that portion of current yield, if any, that is not tax-exempt.

HOW THE FUND'S SHARES 
ARE DISTRIBUTED

Jones & Babson, Inc., as agent of the Fund, agrees to supply its best 
efforts as sole distributor of the Fund's shares and, at its own 
expense, pay all sales and distribution expenses in connection with 
their offering other than registration fees and other government 
charges.

Jones & Babson, Inc. does not receive any fee or other compensation 
under the distribution 
agreement with the Fund which continues in effect until October 31, 
1999, and which will continue automatically for successive annual 
periods ending each October 31, if continued at least annually by the 
Fund's Board of Directors, including a majority of those directors who 
are not parties to such Agreement or interested persons of any such 
party. It terminates automatically if assigned by either party or upon 
60 days written notice by either party to the other.

HOW SHARE PURCHASES
ARE HANDLED

Each order accepted will be fully invested in whole and fractional 
shares, unless the purchase of a certain number of whole shares is 
specified, at the net asset value per share next effective after the 
order is accepted by the Fund.

Each investment is confirmed by a year-to-date statement which provides 
the details of the immediate transaction, plus all prior transactions in 
your account during the current year. This includes the dollar amount 
invested, the number of shares purchased or redeemed, the price per 
share and the aggregate shares owned. A transcript of all activity in 
your account during the previous year will be furnished each January. By 
retaining each annual summary and the last year-to-date statement, you 
have a complete detailed history of your account which provides 
necessary tax information. A duplicate copy of a past annual statement 
is available from Jones & Babson, Inc. at its cost, subject to a minimum 
charge of $5 per account, per year requested.

Normally, the shares which you purchase are held by the Fund in open 
account, thereby relieving you of the responsibility of providing for 
the safekeeping of a negotiable share certificate. Should you have a 
special need for a certificate, one will be issued on request for all, 
or a portion of the whole shares in your account. There is no charge for 
the first certificate issued. A charge of $3.50 will be made for any 
replacement certificates issued. In order to protect the interests of 
the other shareholders, share certificates will be sent to those 
shareholders who request them only after the Fund has determined that 
unconditional payment for the shares represented by the certificate has 
been received by its custodian, UMB Bank, n.a.

If an order to purchase shares must be canceled due to non-payment, the 
purchaser will be responsible for any loss incurred by the Fund arising 
out of such cancellation. To recover any such loss, the Fund reserves 
the right to redeem shares owned by any purchaser whose order is 
canceled, and such purchaser may be prohibited or restricted in the 
manner of placing further orders.

The Fund reserves the right in its sole discretion to withdraw all or 
any part of the offering made by the Prospectus or to reject purchase 
orders when, in the judgment of management, such withdrawal or rejection 
is in the best interest of the Fund and its shareholders. The Fund also 
reserves the right at any time to waive or increase the minimum 
requirements applicable to initial or subsequent investments with 
respect to any person or class of persons, which include shareholders of 
the Fund's special investment programs.

REDEMPTION OF SHARES

The right of redemption may be suspended, or the date of payment 
postponed beyond the normal three-day period by the Fund's Board of 
Directors under the following conditions authorized by the Investment 
Company Act of 1940: (1) for any period (a) during which the New York 
Stock Exchange is closed, other than customary weekend and holiday 
closing, or (b) during which trading on the New York Stock Exchange is 
restricted; (2) for any period during which an emergency exists as a 
result of which (a) disposal by the Fund of securities owned by it is 
not reasonably practicable, or (b) it is not reasonably practicable for 
the Fund to determine the fair value of its net assets; or (3) for such 
other periods as the Securities and Exchange Commission may by order 
permit for the protection of the Fund's shareholders.

The Fund may satisfy redemption requests by distributing securities in 
kind. If shares are redeemed in kind, the redeeming shareholder may 
incur brokerage costs in converting the assets to cash. The method of 
valuing securities used to make redemptions in kind will be the same as 
the method of valuing portfolio 
securities described under "How Share Price is Determined" in the 
Prospectus, and such valuation will be made as of the same time the 
redemption price is determined.

SIGNATURE GUARANTEES

Signature guarantees normally reduce the possibility of forgery and are 
required in connection with each redemption method to protect 
shareholders from loss. Signature guarantees are required in connection 
with all redemptions of $50,000 or more by mail or changes in share 
registration, except as provided in the Prospectus.

Signature guarantees must appear together with the signatures(s) of the 
registered owner(s), on:

(1)	a written request for redemption;

(2)	a separate instrument of assignment, which should specify the 
total number of shares to be redeemed (this "stock power" may be 
obtained from the Fund or from most banks or stock brokers); or

(3)	all stock certificates tendered for redemption.

DIVIDENDS, DISTRIBUTIONS
AND TAXES

The Fund's policy is to distribute substan-tially all of its net 
investment income, if any, together with any net realized capital gains 
in the amount and at a date that will avoid both income (including 
capital gains) taxes on them and the imposition of the federal excise 
tax on undistributed income and capital gains (see discussion under 
"Dividends, Distributions and Their Taxation" in the Prospectus).

Unless the shareholder elects otherwise, dividends and capital gains 
distributions are reinvested in additional shares at net asset value. 
Any dividend and distribution election will remain in effect until the 
Fund is notified by the shareholder in writing at least three days prior 
to the record date to change the election. An account statement is sent 
to shareholders whenever an income dividend or capital gains 
distribution is paid.

Any dividend or capital gains distribution reduces the net asset value 
per share by the per share amount of such distribution.

Distributions of Net Investment Income.  By meeting certain requirements 
of the Code, the Fund has qualified and continues to qualify to pay 
"exempt-interest dividends" to you. These dividends are derived from 
interest income exempt from regular income tax, and are not subject to 
regular federal income tax when they are distributed to you. In 
addition, to the extent that exempt interest dividends are derived from 
interest on obligations of Kansas and its political subdivisions, or 
from interest on U.S. territorial obligations (including Puerto Rico, 
the U.S. Virgin Islands or Guam), they will also be exempt from personal 
income tax in Kansas.

The Fund may earn taxable income on temporary investments, on the 
discount from stripped obligations or their coupons, on income from 
securities loans or other taxable transactions, on the excess of short-
term capital gains over long-term capital losses earned by the Fund 
("net short-term capital gain") or on ordinary income derived from the 
sale of market discount bonds. Any distribution by the Fund from such 
income will be taxable to you as ordinary income, whether you take them 
in cash or additional shares.

From time to time, the Fund may purchase a tax-exempt bond in the 
secondary market for a price that is less than the principal amount of 
the bond. This discount is called market discount if it exceeds a de 
minimis amount of discount under the Code. For market discount bonds 
purchased after April 30, 1993, a portion of the gain on sale or 
disposition (not to exceed the accrued portion of market discount at the 
time of the sale) is treated as ordinary income rather than capital 
gain. Any distribution by the Fund of market discount income will be 
taxable to you as ordinary income.

The Fund receives income generally in the form of dividends, interest, 
original issue, market and acquisition discount, and other income 
derived from its investments. This income, less expenses incurred in the 
operation
of the Fund, constitutes its net investment income from which dividends
may be paid to you. Any distributions by the Fund from such income will 
be taxable to you, whether you take them in cash or in additional 
shares.

Distributions of Capital Gains.  The Fund may derive capital gains and 
losses in connection with sales or other dispositions of its portfolio 
securities. Distributions derived from the excess of net short-term 
capital gains over net long-term capital losses will be taxable to you 
as ordinary income. Distributions paid from long-term capital gains 
realized by the Fund will be taxable to you as long-term capital gain, 
regardless of how long you have held your shares in the Fund. Any net 
short-term or long-term capital gains realized by the Fund (net of any 
capital loss carryovers) will generally be distributed once each year, 
and may be distributed more frequently, if necessary, in order to reduce 
or eliminate federal excise or income taxes on the Fund.

Under the Taxpayer Relief Act of 1997 (the "1997 Act"), the Fund is 
required to track its sales of portfolio securities and to report its 
capital gains distributions to you according to the following categories 
of holding periods:

"28 percent tax rate gains:" securities sold by the Fund after July 28, 
1997 that were held for more than one year but not more than 18 months, 
and under a transitional rule securities sold by the Fund before May 7, 
1997 that were held for more than 12 months. These gains will be taxable 
to individual investors at a maximum rate of 28%.

"20 percent tax rate gains:" securities sold by the Fund after July 28, 
1997 that were held for more than 18 months, and under a transitional 
rule securities sold by the Fund between May 7, 1997 and July 28, 1997 
that were held for more than 12 months. These gains will be taxable to 
individual investors at a maximum rate of 20% for investors in the 28% 
or higher federal income tax rate brackets, and at a maximum rate of 10% 
for investors in the 15% federal income tax rate bracket.

"Qualified 5-year gains:" For individuals in the 15% federal income tax 
rate bracket, qualified 5-year gains are net gains on securities held 
for more than 5 years which are sold after December 31, 2000. For 
individuals who are subject to tax at higher federal income tax rate 
brackets, qualified 5-year gains are net gains on securities which are 
purchased after December 31, 2000 and are held for more than 5 years. 
Taxpayers subject to tax at the higher federal income tax rate brackets 
may also make an election for shares held on January 1, 2001 to 
recognize gain on their shares in order to qualify such shares as 
qualified 5-year property. These gains will be taxable to individual 
investors at a maximum rate of 18% for investors in the 28% or higher 
federal income tax brackets, and at a maximum rate of 8% for investors 
in the 15% federal income tax rate bracket.

The Fund will advise you in its annual information reporting at calendar 
year end of the amount of its capital gain distributions which will 
qualify for these maximum federal tax rates for each calendar year. 
Questions concerning each investor's personal tax reporting should be 
addressed to the investor's personal tax advisor.

Election to be Taxed as a Regulated Investment Company.  The Fund has 
elected to be treated as a regulated investment company under Subchapter 
M of the Internal Revenue Code ("Code"), and intends to so qualify 
during the current fiscal year. The directors reserve the right not to 
maintain the qualification of the Fund as a regulated investment company 
if they determine such course of action to be beneficial to you. In such 
case, the Fund will be subject to federal and possibly state corporate 
taxes on its taxable income and gains, and distributions to you will be 
taxed as ordinary dividend income to the extent of the Fund's available 
earnings and profits.

In order to qualify as a regulated investment company for federal income 
tax purposes, the Fund must meet certain specific requirements, 
including:

(i) The Fund must maintain a diversified (for federal income tax 
purposes) portfolio of securities, wherein no security (other than U.S. 
Government securities and securities of other regulated investment 
companies) can exceed 25% of the Fund's total assets, and, with respect 
to 50% of the Fund's total assets, no investment (other than cash and 
cash items, U.S. Govern-ment securities and securities of other 
regulated investment companies) can exceed 5% of the Fund's total 
assets;

(ii) The Fund must derive at least 90% of its gross income from 
dividends, interest, payments with respect to securities loans and gains 
from the sale or disposition of stock or securities or foreign 
currencies, or other income derived with respect to its business of 
investing in such stock, securities or currencies;

(iii) The Fund must distribute to its shareholders at least 90% of its 
net investment income and net tax-exempt income for each of its fiscal 
years; and

(iv) The Fund must realize less than 30% of its gross income for each 
fiscal year from gains from the sale of securities and certain other 
assets that have been held by the Fund for less than three months 
("short-short income"). The 1997 Act repealed the 30% short-short income 
test for tax years of regulated investment companies beginning after 
August 5, 1997; however, this rule may have continuing effect in some 
states for purposes of classifying the Fund as a regulated investment 
company.

Excise Tax Distribution Requirements.  The Code requires the Fund to 
distribute at least 98% of its taxable ordinary income earned during the 
calendar year and 98% of its capital gain net income earned during the 
12-month period ending October 31 (in addition to amounts from the prior 
year that were neither distributed nor taxed to the Fund) to you by 
December 31 of each year in order to avoid federal excise taxes. The 
Fund intends as a matter of policy to declare and pay sufficient 
dividends in December or January (which are treated by you as received 
in December) but does not guarantee and can give no assurances that its 
distributions will be sufficient to eliminate all such taxes.

Dividends-Received Deduction for Corpo-rations.  Because the Fund's 
income is derived primarily from interest rather than dividends, no 
portion of its distributions will generally be eligible for the 
intercorporate dividends-received deduction.

Treatment of Private Activity Bond Inter-est.  The interest on bonds 
issued to finance essential state and local government operations is 
generally tax-exempt, and distributions paid from this interest income 
on such bonds will generally qualify as exempt-interest dividends. 
Interest in certain non-essential or "private activity bonds" (including 
those from housing and student loans) issued after August 7, 1986, while 
still tax-exempt for regular federal income tax purposes, constitutes a 
preference item for taxpayers in determining their alternative minimum 
tax under the Code and under the income tax provisions of several 
states. Private activity bond interest could subject you to or increase 
your liability under federal and state alternative minimum taxes, 
depending on your individual or corporate tax position.

Consistent with the Fund's investment objectives, the Fund may acquire 
such private activity bonds if, in the Fund manager's opinion, such 
bonds represent the most attractive investment opportunity then 
available to the Fund. Persons who are defined in the Code as 
"substantial users" (or persons related to such users) of facilities 
financed by private activity bonds should consult with their tax 
advisors before purchasing shares in the Fund.

The Code also imposes certain limitations and restrictions on the use of 
tax-exempt bond financing for non-governmental business activities, such 
as activities financed by certain industrial development of private 
activity bonds. Some of these bonds, including bonds for sports arenas, 
parking facilities and pollution control facilities, are generally not 
tax-exempt because they generally do not pay tax-exempt interest. If the 
interest on private activity bonds is not tax-exempt for regular federal 
income tax purposes, such bonds will not be purchased by the Fund.

Investment in Original Discount (OID) and Market Discount (MD) Bonds.  
The Fund's investment in zero-coupon bonds issued or acquired at a 
discount, delayed interest bonds or bonds that provide for payment of 
interest-in-kind (PIK) may cause the Fund to recognize income and make 
distributions to you prior to its 
receipt of cash payments. Zero-coupon and delayed interest bonds are 
normally issued at a discount and are, therefore, generally subject to 
tax reporting as OID obligations. The Fund is required to accrue as 
income a portion of the discount at which these securities were issued, 
and to distribute such income each year (as ordinary dividends) in order 
to maintain its qualification as a regulated investment company and to 
avoid income reporting and excise taxes at the Fund level. PIK bonds are 
subject to similar rules concerning the amount, character and timing of 
income required to be accrued by the Fund. Bonds acquired in the 
secondary market for a price less than their stated redemption price at 
maturity, or revised issue price in the case of a bond having OID, are 
said to have been acquired with market discount. For these bonds, the 
Fund may elect to accrue market discount on a current basis, in which 
case the Fund will be required to distribute any such accrued discount. 
If the Fund does not elect to accrue market discount into income 
currently, gain recognized on the sale of such bonds will be 
recharacterized as ordinary income instead of capital gain to the extent 
of any accumulated market discount on the obligation.

MANAGER AND UNDERWRITER

Pursuant to a Management Agreement, the Fund employs at its own expense 
UMB Bank, n.a. as its manager and investment counsel. Jones & Babson, 
Inc. serves as principal underwriter at no charge to the Fund.

The aggregate management fee payable to UMB Bank, n.a. by Scout Kansas 
Tax-Exempt Bond Fund, during the current fiscal year ending June 30, 
1998, from which UMB Bank, n.a. will pay all the Fund's expenses except 
those payable directly by the Fund is .50%. The annual fee charged by 
UMB Bank, n.a. covers all normal operating costs of the Fund.

HOW SHARE PRICE IS DETERMINED

The net asset value per share of the Fund portfolio is computed once 
daily, Monday through Friday, at the specific time during the day that 
the Board of Directors of the Fund sets at least annually, except on 
days on which changes in the value of a Fund's portfolio securities will 
not materially affect the net asset value, or days during which no 
security is tendered for redemption and no order to purchase or sell 
such security is received by the Fund, or the following holidays:

New Year's Day          January 1
Martin Luther           Third Monday
King, Jr. Day           in January
Presidents' Holiday	Third Monday in February
Good Friday             Friday before Easter
Memorial Day            Last Monday in May
Independence Day	July 4
Labor Day               First Monday in September
Thanksgiving Day	Fourth Thursday in November
Christmas Day           December 25

OFFICERS AND DIRECTORS

The Fund is managed by UMB Bank, n.a., subject to the supervision and 
control of its Board of Directors. The following table lists the 
officers and directors of the Fund and their ages. Unless noted 
otherwise, the address of each officer and director is BMA Tower, 700 
Karnes Blvd., Kansas City, Missouri 64108-3306. Except as indicated, 
each has been an employee of Jones & Babson, Inc. for more than five 
years.

*	Larry D. Armel (56), President and Director, Jones & Babson, Inc., 
Scout Stock Fund, Inc., Scout Regional Fund, Inc., Scout Bond Fund, 
Inc., Scout Money Market Fund, Inc., Scout Tax-Free Money Market Fund, 
Inc., Scout WorldWide Fund, Inc., Scout Balanced Fund, Inc., Scout 
Capital Preservation Fund, Inc., Shadow Stock Fund, Inc., David L. 
Babson Growth Fund, Inc., D. L. Babson Money Market Fund, Inc., D.L. 
Babson Tax-Free Income Fund, Inc., Babson Value Fund, Inc., Babson 
Enterprise Fund, Inc., Babson Enterprise Fund II, Inc., Babson- Stewart 
Ivory International Fund, Inc., Buffalo Balanced Fund, Inc., Buffalo 
Equity Fund,  Inc.,  Buffalo  High  Yield  Fund,  Inc.,

_______________________________________

*	Directors who are interested persons as that term is defined in 
the Investment Company Act of 1940, as amended.
Buffalo USA Global Fund, Inc., Investors Mark Series Fund, Inc.; 
Director, AFBA Five Star Fund, Inc.; Trustee and President, D. L. Babson 
Bond Trust.

William E. Hoffman, D.D.S. (59), Director, Scout Stock Fund, Inc., Scout 
Regional Fund, Inc., Scout Bond Fund, Inc., Scout Money Market Fund, 
Inc., Scout Tax-Free Money Market Fund, Inc., Scout WorldWide Fund, 
Inc., Scout Balanced Fund, Inc., Scout Capital Preservation Fund, Inc.; 
Orthodontist, 3700 West 83rd Street, Suite 206, Prairie Village, Kansas 
66208.

Eric T. Jager (54), Director, Scout Stock Fund, Inc., Scout Regional 
Fund, Inc., Scout Bond Fund, Inc., Scout Money Market Fund, Inc., Scout 
Tax-Free Money Market Fund, Inc., Scout WorldWide Fund, Inc., Scout 
Balanced Fund, Inc., Scout Capital Preservation Fund, Inc.; President, 
Windcrest Investment Management, Inc.; Director, Bartlett Futures, Inc., 
Nygaard Corporation, 4800 Main Street, Suite 600, Kansas City, Missouri 
64112.

Stephen F. Rose (50), Director, Scout Stock Fund, Inc., Scout Regional 
Fund, Inc., Scout Bond Fund, Inc., Scout Money Market Fund, Inc., Scout 
Tax-Free Money Market Fund, Inc., Scout WorldWide Fund, Inc., Scout 
Balanced Fund, Inc., Scout Capital Preservation Fund, Inc.; President, 
Sun Publications, Inc., 7373 W. 107th Street, Overland Park, Kansas 
66212.

Stuart Wien (74), Director, Scout Stock Fund, Inc., Scout Regional Fund, 
Inc., Scout Bond Fund, Inc., Scout Money Market Fund, Inc., Scout Tax-
Free Money Market Fund, Inc., Scout WorldWide Fund, Inc., Scout Balanced 
Fund, Inc., Scout Capital Preservation Fund, Inc.; Retired, 4589 West 
124th Place, Leawood, Kansas 66209, formerly Chairman of the Board, 
Milgram Food Stores, Inc.


P. Bradley Adams (37), Vice President and Treasurer, Jones & Babson,
Inc., Scout Stock Fund, Inc., Scout Bond Fund, Inc., Scout Money Market 
Fund, Inc., Scout Tax-Free Money Market Fund, Inc., Scout Regional Fund, 
Inc., Scout WorldWide Fund, Inc., Scout Balanced Fund, Inc., Scout 
Capital Preservation Fund, Inc., David L. Babson Growth Fund, Inc., D. 
L. Babson Money Market Fund, Inc., D. L. Babson Tax-Free Income Fund, 
Inc., Babson Enterprise Fund, Inc., Babson Enterprise Fund II, Inc., 
Babson Value Fund, Inc., Shadow Stock Fund, Inc., Babson-Stewart Ivory 
International Fund, Inc., D.L. Babson Bond Trust, Buffalo Balanced Fund, 
Inc., Buffalo Equity Fund, Inc., Buffalo High Yield Fund, Inc., Buffalo 
USA Global Fund, Inc.; Vice President and Chief Financial Officer, AFBA 
Five Star Fund, Inc.; Principal Financial Officer, Investors Mark Series 
Fund, Inc.

Michael A. Brummel (40), Vice President, Assistant Secretary and 
Assistant Treasurer, Jones & Babson, Inc., Scout Stock Fund, Inc., Scout 
Bond Fund, Inc., Scout Money Market Fund, Inc., Scout Tax-Free Money 
Market Fund, Inc., Scout Regional Fund, Inc., Scout WorldWide Fund, 
Inc., Scout Balanced Fund, Inc., Scout Capital Preservation Fund, Inc., 
David L. Babson Growth Fund, Inc., D.L. Babson Money Market Fund, Inc., 
D.L. Babson Tax-Free Income Fund, Inc., Babson Enterprise Fund, Inc., 
Babson Enterprise Fund II, Inc., Babson Value Fund, Inc., Shadow Stock 
Fund, Inc., Babson-Stewart Ivory International Fund, Inc., D.L. Babson 
Bond Trust, Buffalo Balanced Fund, Inc., Buffalo Equity Fund, Inc., 
Buffalo High Yield Fund, Inc., Buffalo USA Global Fund, Inc.

Martin A. Cramer (48), Vice President and Secretary, Jones & Babson, 
Inc., Scout Stock Fund, Inc., Scout Bond Fund, Inc., Scout Money Market 
Fund, Inc., Scout Tax-Free Money Market Fund, Inc., Scout Regional Fund, 
Inc., Scout WorldWide Fund, Inc., Scout Balanced Fund, Inc., Scout 
Capital Preservation Fund, Inc., David L. Babson Growth Fund, Inc., D.L. 
Babson Money Market Fund, Inc., D.L. Babson Tax-Free Income Fund, Inc., 
Babson Enterprise Fund, Inc., Babson Enterprise Fund II, Inc., Babson 
Value Fund, Inc., Shadow Stock Fund, Inc., Babson-Stewart Ivory 
International Fund, Inc., D.L. Babson Bond Trust, Buffalo Balanced Fund, 
Inc., Buffalo Equity Fund, Inc., Buffalo High Yield Fund, Inc., Buffalo 
USA Global Fund, Inc.; Secretary and Assistant Vice President, AFBA Five 
Star Fund, Inc.; Secretary, Investors Mark Series Fund, Inc.

John G. Dyer (52), Vice President and Legal Counsel, Scout Stock Fund, 
Inc., Scout Regional Fund, Inc., Scout Bond Fund, Inc., Scout Money 
Market Fund, Inc., Scout Tax-Free Money Market Fund, Inc., Scout 
WorldWide Fund, Inc., Scout Balanced Fund, Inc., Scout Capital 
Preservation Fund, Inc., Buffalo Balanced Fund, Inc., Buffalo Equity 
Fund, Inc., Buffalo High Yield Fund, Inc., Buffalo USA Global Fund, Inc.

Constance E. Martin (36), Vice President. Assistant Vice President, 
Jones & Babson, Inc.; Vice President, Scout Stock Fund, Inc., Scout Bond 
Fund, Inc., Scout Money Market Fund, Inc., Scout Tax-Free Money Market 
Fund, Inc., Scout Regional Fund, Inc., Scout WorldWide Fund, Inc., Scout 
Balanced Fund, Inc., Scout Capital Preservation Fund, Inc., David L. 
Babson Growth Fund, Inc., D.L. Babson Money Market Fund, Inc., D.L. 
Babson Tax-Free Income Fund, Inc., Babson Enterprise Fund, Inc., Babson 
Enterprise Fund II, Inc., Babson Value Fund, Inc., Babson-Stewart Ivory 
International Fund, Inc., D.L. Babson Bond Trust, Shadow Stock Fund, 
Inc., Buffalo Balanced Fund, Inc., Buffalo Equity Fund, Inc., Buffalo 
High Yield Fund, Inc., Buffalo USA Global Fund, Inc.

Remuneration of Officers and Directors. None of the officers or 
directors will be remunerated by the Fund for their normal duties and 
services. Their compensation and expenses arising out of normal 
operations will be paid by UMB Bank, n.a. under the provisions of the 
Management Agreement.


COMPENSATION TABLE

                              Pension or         Estimated     Total 
                Aggregate     Retirement         Annual        Compensation
                Compensation  Benefits Accrued   Benefits      From All Scout
Name of         For Fund      As Part of Fund    Upon          Funds Paid to
Director        Service       Expenses           Retirement    Directors**
______________  ____________ ________________   ___________    _____________
Larry D. Armel*     --             --            --           --
William E. Hoffman  $250           --            --           $7,125
Eric T. Jager       $250           --            --           $7,125
Stephen F. Rose     $250           --            --           $7,125
Stuart Wien         $250           --            --           $7,125
______________  ____________ ________________   ___________   ______________

* As an "interested director," Mr. Armel receives no compensation 
for his services as director.

**The amounts reported in this column reflect the total compensation 
expected to be paid to each director for his services as a director of 
nine Scout Funds during the fiscal year ending June 30, 1998. Directors' 
fees are paid by the Funds' manager and not by the Funds themselves.


Messrs. Hoffman, Jager, Rose and Wien have no financial interest in, nor 
are they affiliated with, either Jones & Babson, Inc. or UMB Bank, n.a.

The Audit Committee of the Board of Directors is composed of Messrs. 
Hoffman, Jager, Rose and Wien.

The officers and directors of the Fund as a group own less than 1% of 
any of the Funds.

The Fund will not hold annual meetings except as required by the 
Investment Company 
Act of 1940 and other applicable laws. The Fund is a Maryland 
corporation. Under Maryland law, a special meeting of stockholders of 
the Fund must be held if the Fund receives the written request for a 
meeting from the stockholders entitled to cast at least 25% of all the 
votes entitled to be cast at the meeting. The Fund has undertaken that 
its directors will call a meeting of stockholders if such a meeting is 
requested in writing by the holders of not less than 10% of the 
outstanding shares of the Fund. To the extent required by the 
undertaking, the Fund will assist shareholder communications in such 
matters.

CUSTODIAN

The Fund's portfolio assets are held for safekeeping by UMB Bank, n.a. 
This means UMB Bank, n.a., rather than the Fund, has possession of the 
Fund's cash and securities. As directed by the Fund's officers, it 
delivers cash to those who have sold securities to the Fund in return 
for such securities, and to those who have purchased portfolio 
securities from the Fund, it delivers such securities in return for 
their cash purchase price. It also collects income directly from issuers 
of securities owned by the Fund and holds this for payment to 
shareholders after deduction of the Fund's expenses. UMB Bank, n.a. also 
functions as manager and investment adviser to the Fund (see "Manager 
and Underwriter" in the Prospectus).

INDEPENDENT CERTIFIED
PUBLIC ACCOUNTANTS

The Fund's financial statements are audited annually by independent 
certified public accountants approved by the directors each year, and in 
years in which an annual meeting is held the directors may submit their 
selection of independent certified public accountants to the 
shareholders for ratification.

Reports to shareholders will be published at least semiannually.

Baird, Kurtz & Dobson, City Center Square, Suite 2700, 1100 Main Street, 
Kansas City, Missouri 64105, is the present independent certified public 
accountant for the Fund.

FIXED INCOME SECURITIES DESCRIBED AND RATINGS

In evaluating investment suitability, each investor must relate the 
characteristics of a particular investment under consideration to 
personal financial circumstances and goals.

Description of Bond Ratings

Standard & Poor's Corporation (S&P).

AAA -	Highest Grade. These securities possess the ultimate degree of 
protection as to principal and interest. Marketwise, they move with 
interest rates, and hence provide the maximum safety on all counts.

AA -	High Grade. Generally, these bonds differ from AAA issues only in 
a small degree. Here too, prices move with the long-term money market.

A -	Upper-medium Grade. They have considerable investment strength, 
but are not entirely free from adverse effects of changes in economic 
and trade conditions. Interest and principal are regarded as safe. They 
predominantly reflect money rates in their market behavior but, to some 
extent, also economic conditions. 

BBB -	Bonds rated BBB are regarded as having an adequate capacity to pay 
principal and interest. Whereas they normally exhibit protection 
parameters, adverse economic conditions or changing circumstances are 
more likely to lead to a weakened capacity to pay principal and interest 
for bonds in this category than for bonds in the A category.

BB, B, CCC, CC - Bonds rated BB, B, CCC and CC are regarded, on balance, 
as predominantly speculative with respect to the issuer's capacity to 
pay interest and repay principal in accordance with the terms of the 
obligations. BB indicates the lowest degree of speculation and CC the 
highest degree of speculation. While such bonds will likely have some 
quality and protective characteristics, these are outweighed by large 
uncertainties or major risk exposures to adverse conditions.

Moody's Investors Service, Inc. (Moody's).

Aaa -	Best Quality. These securities carry the smallest degree of 
investment risk and are generally referred to as "gilt-edge." Interest 
payments are protected by a large, or by an exceptionally stable margin, 
and principal is secure. While the various protective elements are 
likely to change, such changes as can be visualized are most unlikely to 
impair the 
fundamentally strong position of such issues.

Aa -	High Quality by All Standards. They are rated lower than the best 
bonds because margins of protection may not be as large as in Aaa 
securities, fluctuation of protective elements may be of greater 
amplitude, or there may be other elements present which make the long-
term risks appear somewhat greater.

A -	Upper-medium Grade. Factors giving security to principal and 
interest are considered adequate, but elements may be present which 
suggest a susceptibility to impairment sometime in the future.

Baa -	Bonds which are rated Baa are considered as medium grade 
obligations, i.e., they are neither highly protected nor poorly secured. 
Interest payments and principal security appear adequate for the 
present, but certain protective elements may be lacking or may be 
characteristically unreliable over any great length of time. Such bonds 
lack outstanding investment characteristics and in fact have speculative 
characteristics as well.

Ba -	Bonds which are rated Ba are judged to have predominantly 
speculative elements; their future cannot be considered as well assured. 
Often the protection of interest and principal payments may be very 
moderate and thereby not well safeguarded during both good and bad times 
over the future. Uncertainty of position characterizes bonds in this 
class.

B -	Bonds which are rated B generally lack characteristics of the 
desirable invest-ment. Assurance of interest and principal payments or 
maintenance of other terms of the contract over any long period of time 
may be small.

Caa -	Bonds which are rated Caa are of poor standing. Such issues may be 
in default or there may be present elements of danger with respect to 
principal or interest.

Ca -	Bonds which are rated Ca represent obligations which are 
speculative in a high degree. Such issues are often in de-fault or have 
other marked shortcomings.

Note:	Moody's applies numerical modifiers 1, 2 and 3 in each generic 
rating classification from Aa to B.  The modifier 1 indicates that the 
issue ranks in the higher end of its generic rating category; the 
modifier 2 indicates a mid-range rating; and the modifier 3 indicates 
that the issue ranks in the lower end of its generic category.

Fitch Investors Service.

Debt instruments rated "AAA", "AA", "A", "BBB" are considered to be 
investment grade.

AAA	Highest credit quality. The obligor has an exceptionally strong 
ability to pay interest and repay principal, which is unlikely to be 
affected by reasonably foreseeable events.

AA+,	Investment   grade   and   of  very  high
AA or	credit quality.  The  obligor's  ability  to
AA-	pay interest and repay principal is very strong, although 	not 
quite as strong as bonds rated "AAA".

A+,	Investment  grade  and  of  high   credit
A or	quality.  The  obligor's   ability   to  pay
A-	interest and repay principal is considered to be strong, but may 
be more vulnerable to adverse changes in economic conditions and 
circumstances than bonds with higher ratings.

BBB+,	Investment  grade  and   of  satisfactory
BBB or	credit  quality.  The  obligor's  ability to
BBB-	pay interest and repay principal is considered to be adequate. 
Adverse changes in economic conditions and circumstances, however, are 
more likely to have adverse impact on these bonds, and  therefore impair 
timely payment. The likelihood that the ratings of  these bonds will 
fall below investment grade is higher than for bonds with higher 
ratings.


BB+,	Bonds are considered speculative.  The
BB or	obligor's   ability  to  pay  interest   and
BB-	repay principal may be affected over time by adverse economic 
changes. However business and financial alternatives can be identified 
which could assist the obligor in satisfying its debt  service 
requirements.

B+,	Bonds  are  considered  highly  specula-
B or	tive.  While  bonds in this class are cur-
B-	rently meeting debt service require-ments, the probability of 
continued timely payment of principal and interest reflects the 
obligor's limited margin of safety and the need for reasonable business 
and economic activity throughout the life of the issue.

CCC+,	Bonds have certain identifiable  charac-
CCC or	teristics   which  if  not   remedied  may
CCC-	lead  to default. The ability to meet obligations requires an 
advantageous business and economic environment.

CC	Bonds are minimally protected. Default in payment of interest 
and/or principal seems probable over time.

C	Bonds are in imminent default of payment of interest or principal.

DDD	Bonds are in default  of  interest  and/or
DD	principal  payments.   Such  bonds   are
D	extremely speculative and should be valued on the basis of their 
ultimate recovery value in liquidation or reorganization of the  
obligor. "DDD" represents the highest potential for recovery on these 
bonds. "D" represents the lowest potential for recovery.

NR	Indicated that Fitch does not rate the specific issue.

Description of Taxable 
Commerical Paper Ratings

Moody's - Moody's commercial paper rating is an opinion of the ability 
of an issuer to repay punctually promissory obligations not having an 
original maturity in excess of nine months. Moody's has one rating - 
prime. Every such prime rating means Moody's believes that the 
commercial paper note will be redeemed as agreed. Within this single 
rating category are the following classifications:

Prime - 1         Highest Quality
Prime - 2         Higher Quality
Prime - 3         High Quality

The criteria used by Moody's for rating a commercial paper issuer under 
this graded system include, but are not limited to the following 
factors:

(1)	evaluation of the management of the issuer;

(2)	economic evaluation of the issuer's industry or industries and an 
appraisal of speculative type risks which may be inherent in certain 
areas;

(3)	evaluation of the issuer's products in relation to competition and 
customer acceptance;

(4)	liquidity;

(5)	amount and quality of long-term debt;

(6)	trend of earnings over a period of ten years; 

(7)	financial strength of a parent company and relationships which 
exist with the issuer; and

(8)	recognition by the management of obligations which may be present 
or may arise as a result of public interest questions and preparations 
to meet such obligations.

S&P -	Standard & Poor's commercial paper rating is a current assessment 
of the likelihood of timely repayment of debt having an original 
maturity of no more than 270 days. Ratings are graded into four 
categories, ranging from "A" for the highest quality obligations to "D" 
for the lowest. The four categories are as follows:

"A"	Issues assigned this highest rating are regarded as having the 
greatest capacity for timely payment. Issues in this category are 
further refined with the designations 1, 2 and 3 to indicate the 
relative degree of safety.

"A-1"	This designation indicates that the degree of safety regarding 
timely payment is very strong.

"A-2"	Capacity for timely payment on issues with this designation is 
strong. However, the relative degree of safety is not as overwhelming.

"A-3"	Issues carrying this designation have a satisfactory capacity for 
timely payment. They are, however, somewhat more vulnerable to the 
adverse effects of changes in circumstances than obligations carrying 
the higher designations. 

"B"	Issues rated "B" are regarded as having only an adequate capacity 
for timely payment. Furthermore, such capacity may be damaged by 
changing conditions or short-term adversities.

"C"	This rating is assigned to short-term debt obligations with a 
doubtful capacity for payment.

"D"	This rating indicates that the issuer is either in default or is 
expected to be in default upon maturity.

Fitch:

F1+	Exceptionally Strong Credit Quality. Issues assigned this rating 
are regarded as having the strongest degree of assurance for payment.

F1	Very Strong Credit Quality. Issues assigned this rating reflect an 
assurance of timely payment only slightly less in degree than "F1+".

F2	Good Credit Quality. Issues assigned this rating have a 
satisfactory degree of assurance for timely payment, but the margin of 
safety is not as great as for issues assigned "F1+" and "F1".

F3	Fair Credit Quality. Issues assigned this rating have 
characteristics suggesting that the degree of assurance of timely 
payment is adequate; however, near-term adverse changes could cause 
these securities to be rate below investment grade.

FS	Weak Credit Quality. Issues assigned this rating have 
characteristics suggesting a minimal degree of assurance of timely 
payment and are vulnerable to near-term adverse changes in financial and 
economic conditions.

D	Default. Issues assigned this rating have characteristics 
suggesting a minimal degree of assurance of timely payment and are 
vulnerable to near-term adverse changes in financial and economic 
conditions.  

LOC	The symbol LOC indicated that the rating is based upon a letter of 
credit default issued by a commercial bank.

Moody's Ratings of Municipal Notes

MIG 1:	The best quality, enjoying strong protection from 
established cash flows of funds for their servicing or from established 
and broad-based access to the market for refinancing, or both.

MIG 2:	High quality, with margins of protection ample, although not 
so large as in the preceding group.

MIG 3:	Favorable quality, with all security elements accounted for, 
but lacking the undeniable strength of the preceding grades. Market 
access for refinancing, in particular, is likely to be less well 
established.

Ratings of Municipal Securities

The ratings of bonds by Moody's and S&P represent their opinions of 
quality of the municipal bonds they undertake to rate. These ratings are 
general and are not absolute 
standards. Consequently, municipal bonds with the same maturity, coupon 
and rating may have different yields, while municipal bonds of the same 
maturity and coupon with different ratings may have the same yield.

Both Moody's and S&P's Municipal Bond Ratings cover obligations of 
states and political subdivisions. Ratings are assigned to general 
obligation and revenue bonds. General obligation bonds are usually 
secured by all resources available to the municipality and the factors 
outlined in the rating definitions below are weighted in determining the 
rating. Because revenue bonds in general are payable from specifically 
pledged revenues, the essential element in the security for a revenue 
bond is the quantity and quality of the pledged revenues available to 
pay debt service.

Although an appraisal of most of the same factors that bear on the 
quality of general obligation bond credit is usually appropriate in the 
rating analysis of a revenue bond, other factors are important, 
including particularly the competitive position of the municipal 
enterprise under review and the basic security covenants. Although a 
rating reflects S&P's judgment as to the issuer's capacity for the 
timely payment of debt service, in certain instances it may also reflect 
a mechanism or procedure for an assured and prompt cure of a default, 
should one occur, i.e., an insurance program, federal or state guaranty 
or the automatic withholding and use of state aid to pay the defaulted 
debt service.

S&P Ratings.

AAA -	Prime -These are obligations of the highest quality. They have the 
strongest capacity for timely payment of debt service.

General Obligation Bonds - In a period of economic stress, the issuers 
will suffer the smallest declines in income and will be least 
susceptible to autonomous decline. Debt burden is moderate. A strong 
revenue structure appears more than adequate to meet future expenditure 
requirements. Quality of management appears superior.

Revenue Bonds - Debt service coverage has been, and is expected to 
remain, substantial. Stability of the pledged revenues is also 
exceptionally strong, due to the competitive position of the municipal 
enterprise or to the nature of the revenues. Basic security provisions 
(including rate covenant, earnings test for issuance of additional 
bonds, debt service, reserve requirements) are rigorous. There is 
evidence of superior management.

AA -	High Grade - The investment characteristics of general obligation 
and revenue bonds in this group are only slightly less marked than those 
of the prime quality issues. Bonds rated "AA" have the second strongest 
capacity for payment of debt service.

A -	Good Grade - Principal and interest payments on bonds in this 
category are regarded as safe. This rating describes the third strongest 
capacity for payment of debt service. It differs from the two higher 
ratings because:

General Obligation Bonds - There is some weakness, either in the local 
economic base, in debt burden, in the balance between revenues and 
expenditures or in quality of management. Under certain adverse 
circumstances, any one such weakness might impair the ability of the 
issuer to meet debt obligations at some future date.

Revenue Bonds - Debt service coverage is good, but not exceptional. 
Stability of the pledged revenues could show some variations because of 
increased competition or economic influences on revenues. Basic security 
provisions, while satisfactory, are less stringent. Management 
performance appears adequate.

Moody's Ratings of Municipal Bonds.

Aaa -	Bonds which are rated Aaa are judged to be of the best quality. 
These securities 
carry the smallest degree of investment risk and are generally referred 
to as "gilt-edge." Interest payments are protected by a large, or by an 
exceptionally stable margin, and principal is secure. While the various 
protective elements are likely to change, such changes as can be 
visualized are most unlikely to impair the fundamentally strong position 
of such issues.

Aa -	Bonds which are rated Aa are judged to be of high quality by all 
standards. They are rated lower than the best bonds because margins of 
protection may not be as large as in Aaa securities, fluctuation of 
protective elements may be of greater amplitude or there may be other 
elements present which make the long-term risks appear somewhat greater.

A -	Bonds which are rated A possess many favorable investment 
attributes and are to be considered as upper medium grade obligations. 
Factors giving security to principal and interest are considered 
adequate, but elements may be present which suggest a susceptibility to 
impairment sometime in the future.

OTHER SCOUT FUNDS

The Fund is one of nine no-load funds comprising the Scout Fund Group, 
managed by UMB Bank, n.a. The other funds are:

SCOUT STOCK FUND, INC. was organized in 1982, with the objective of 
long-term growth of both capital and dividend income. Current yield is 
secondary to the long-term growth objective.

SCOUT REGIONAL FUND, INC. was organized in 1986, and now has the 
objective of long-term growth of both capital and dividend income 
through investment in smaller regional companies. Current yield is 
secondary to the long-term growth objective.

SCOUT WORLDWIDE FUND, INC. was organized in 1993, with the objective of 
investment in a diversified portfolio of equity securities (common 
stocks and securities convertible into common stocks) of established 
companies either located outside the U.S. or whose primary business is 
carried on outside the country. The Fund seeks to generate a favorable 
total return consisting of interest, dividend and other income, if any, 
and appreciation in the value of the Fund's portfolio securities by 
investing in equity securities which in the opinion of the manager offer 
good growth potential and in many cases pay dividends.

SCOUT CAPITAL PRESERVATION FUND, INC. was organized in 1997, with the 
objective of long-term capital growth.

SCOUT BOND FUND, INC. was organized in 1982, with the objective of 
providing shareholders with maximum current income consistent with its 
quality and maturity standards by investing in a diversified portfolio 
of fixed-income obligations.

SCOUT BALANCED FUND, INC. was organized in 1995, with the objective of 
both long-term capital growth and high-current income.

SCOUT MONEY MARKET FUND, INC. was organized in 1982, and consists of the 
Federal Portfolio and the Prime Portfolio, each of which invests in 
high-quality, short-term debt instruments for the purpose of maximizing 
income consistent with safety of principal and liquidity.

SCOUT TAX-FREE MONEY MARKET FUND, INC. was organized in 1982, with the 
objective of providing investors with the highest level of investment 
income exempt from federal income tax consistent with its quality and 
maturity standards.

A prospectus for any of the Funds may be obtained from the Scout Fund 
Group, P.O. Box 410498, Kansas City, MO  64141-0498.


<PAGE>

FINANCIAL STATEMENTS

Baird,
Kurtz &
Dobson
Certified Public Accountants

City Center Square
1100 Main Street, Suite 2700
Kansas City, MO 64105-2112
816 221-6300   Fax: 816 221-6380

http://www.bkd.com

Member of
Moores Rowland International
                                        
Independent Accountants' Report

To the Shareholders and
   Board of Directors
Scout Kansas Tax-Exempt Bond Fund, Inc.
   (in Organization)
Kansas City, Missouri
    
     We have audited the accompanying statement of assets and 
liabilities of SCOUT KANSAS TAX-EXEMPT BOND FUND, INC. (in 
Organization), including the statement of net assets as of January 13, 
1998. These financial statements are the responsibility of the Fund's 
management. Our responsibility is to express an opinion on these 
financial statements based on our audit.
        
     We conducted our audit 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 are free of material misstatement.  An audit includes 
examining, on a test basis, evidence supporting amounts and disclosures 
in the financial statements.  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 audit provides a reasonable basis for our opinion.
         
     In our opinion, the financial statements referred to above present 
fairly, in all material respects, the financial position of SCOUT KANSAS 
TAX-EXEMPT BOND FUND, INC. (in Organization) as of January 13, 1998, in 
conformity with generally accepted accounting principles.

/s/BAIRD, KURTZ & DOBSON
BAIRD, KURTZ & DOBSON

Kansas City, Missouri
January 13, 1998


SCOUT KANSAS TAX-EXEMPT BOND FUND, INC.
(in Organization)

STATEMENT OF ASSETS AND LIABILITIES

JANUARY 13, 1998

ASSETS
  Cash                                                             $   100,000
  
NET ASSETS CONSIST OF:
  Capital (capital stock and paid-in capital)                           10,000

NET ASSETS APPLICABLE TO OUTSTANDING SHARES                        $   100,000

  Capital shares, $1.00 par value
    Authorized                                                      10,000,000
    Outstanding                                                         10,000
  
NET ASSET VALUE PER SHARE                                               $10.00

See Note to Financial Statements



SCOUT KANSAS TAX-EXEMPT BOND FUND, INC.
(in Organization)

STATEMENT OF NET ASSETS

JANUARY 13, 1998

CASH                                                                  $100,000

TOTAL NET ASSETS (Equivalent to $10.00 per share;
  10,000,000 shares of $1.00 par value common stock authorized;
  10,000 shares outstanding)                                          $100,000

See Note to Financial Statements

                                -3-

SCOUT KANSAS TAX-EXEMPT BOND FUND, INC.
(in Organization)
               
NOTE TO FINANCIAL STATEMENTS
                    
JANUARY 13, 1998
                           
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        The Fund, a new series of the Scout fund group, is in 
organization with registration pending under the Investment Company Act 
of 1940, as amended, as a diversified, open-end management investment 
company.  On January 13, 1998, the Fund deposited initial seed capital 
of $100,000 for 10,000 shares of $1.00 par value shares sold to a 
related party in order to initiate registration with the Securities and 
Exchange Commission. A summary of the significant accounting policies 
that the Fund uses in the preparation of its financial statements 
follows.  The policy is in conformity with generally accepted accounting 
principles.

Fund Management

        Management fees, which will include all normal expenses of the 
Fund, other than taxes, fees, and other charges of governmental agencies 
for qualifying the Fund's shares for sale, special legal fees, interest 
and brokerage commissions, will be paid to UMB Bank, n.a., a related 
party. The fees are based on average daily net assets of the Fund at the 
annual rate of .50 of one percent of net assets. Certain officers and/or 
directors of the Fund are also officers and/or directors of UMB Bank, n.a.

Federal Income Taxes

        The Fund complies with the Internal Revenue Code requirements 
applicable to regulated investment companies and will distribute all 
income to its shareholders. Therefore, no federal income tax provision 
is required.




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