INVESCO TAX FREE INCOME FUNDS INC
N-30D, 1998-02-25
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SEMIANNUAL REPORT

December 31, 1997


INVESCO
TAX-FREE
INCOME
FUNDS


Tax-Free Long-Term
Bond Fund

Tax-Free Intermediate
Bond Fund


INVESCO FUNDS




<PAGE>



Economic Overview                                                  January 1998
    After seven years of economic expansion, will 1998 be the year in which the
U.S.  economy  slows  down?  That's the  question  currently  being  pondered by
investment  professionals.  In  1997,  near-perfect  conditions  contributed  to
above-average  economic growth as measured by the Gross Domestic  Product.  This
economic  environment was appropriately  named the "Goldilocks  Economy," as low
inflation,  declining interest rates, and increased worker productivity produced
double-digit  gains  in  operating  earnings  for the  fifth  straight  year for
companies in the S&P 500 - an unprecedented record. Also, consumer confidence in
1997 was riding a crest of optimism  (the  highest  level in 28 years),  as jobs
were plentiful and real wages improved for many Americans.(1)
    Fixed-income markets produced  above-average returns in 1997; however, these
returns exhibited a different performance pattern compared to equity markets. In
the spring of 1997, fears of inflation and an overheating economy encouraged the
Federal  Reserve Board to increase the Fed Fund's rate by 25 basis points.  This
action  intensified  speculation  that the economy was expanding  too fast,  and
higher interest rates were needed to cool-off the economy. However, as inflation
remained subdued, fears of an overheating economy diminished.  Investors focused
their  attention  on the  potential  deflationary  pressure  caused by the Asian
currency crisis on the U.S.  economy - producing strong returns for fixed-income
investors  over the last six months.  In fact,  the implied  rate on the 30-year
U.S.  government  bond  started  off 1997 at 6.64%,  moved to a high of 7.17% in
April, and experienced a steady decline  throughout the second half of the year,
ending at a rate of 5.97%.
    As we move into 1998,  the  investment  landscape  in the U.S.  has  changed
somewhat;  yet, in many  respects,  the economy is still  poised for growth with
benign inflation. Unemployment remains at historically low levels and real wages
are starting to increase.  Intense price  competition is keeping consumer prices
in check;  and, in many cases,  prices are  declining  due to the flood of cheap
goods from  Asian  countries.  For many  companies,  the easy gains in  earnings
produced  over the last few years may be more  difficult  to  replicate in 1998.
Thus,  1998 may be a year with  increased  volatility  in the  equity  markets -
producing a more selective stock market.
    For the  fixed-income  market,  the  fundamentals  driving the rally in bond
prices remain intact (low inflation with moderate economic growth).  A potential
positive  for the  fixed-income  market is that the Asian  currency  crisis  may
produce  deflationary  pressures  on  commodity  prices  and slow U.S.  economic
growth. This may accelerate the rally in bond prices.

Strategic Overview Of Municipal Investments
    In the  spring  and early  summer of 1997,  interest  rates  were stuck in a
fairly  consolidated  trading  range.  However,  over the last  six  months,  we
witnessed  a  significant  decline in interest  rates,  producing  strong  price
returns for most fixed-income  investors.  The catalyst for lower rates has been
the Asian  currency  crisis,  which  focused  investors'  attention  on the
possibility of slower global growth and deflation.



<PAGE>



    Not only did the crisis  contribute to lower interest rates in the U.S., but
nervousness  about  international  currencies  produced  a  flight  to  quality.
Investors favored Treasury obligations, which carry no credit risk and cannot be
refunded or called. In comparison, municipal securities many times are called or
refunded by their issuer in a declining interest rate environment.  As a result,
municipal  securities  produced  strong  returns for investors over the last six
months, but significantly lagged gains produced by Treasuries.
    Last summer,  our duration  position may have been too  conservative,  as we
were concerned  about overly strong  employment  numbers and the  possibility of
inflation. However, as the Asian currency crisis unfolded, we extended duration.
This  change  in  strategy  proved  profitable  for the funds as we were able to
participate in most of the interest rate rally in the fall and early winter.

Looking Forward
    We are presently  positive on interest  rates,  as the Asian currency crisis
should trigger slower  economic  growth in the U.S., and may cause a decrease in
consumer and producer prices.  With the prospect of lower interest rates, we may
experience  an increase in  refunding  activity  and in the supply of  municipal
bonds.  This may  provide  the  opportunity  to improve  the  structure  of both
portfolios.
    One cautionary note:  history has shown that, when the experts become overly
optimistic  or  pessimistic,  the truth  usually  lies  somewhere in the middle.
However,  municipal securities look incredibly cheap compared to Treasuries, and
may have significant upside potential in the next year.

INVESCO Tax-Free Income Funds, Inc.
    The line  graphs  on page 2 and page 3  illustrate  the  value of a  $10,000
investment,  plus  reinvested  dividends  and  capital  gain  distributions,  in
Tax-Free  Long-Term  Bond Fund for the 10-year  period  ended  12/31/97,  and in
Tax-Free  Intermediate  Bond Fund for the period from inception  (12/93) through
12/31/97.
    At the end of these  respective  periods,  the Tax-Free  Long-Term Bond Fund
account would have had a value of $22,961 and Tax-Free  Intermediate  Bond Fund,
$11,967.  The chart and other  total  return  figures  cited  reflect the funds'
operating  expenses,  but the  indexes do not have  expenses,  which  would,  of
course,  have lowered their performance.  (Of course,  past performance is not a
guarantee of future results.)(1)(2)




<PAGE>



                        Tax-Free Long-Term Bond Fund
                       Average Annualized Total Return
                               as of 12/31/97(2)

                    1 year                              8.6%
                    -----------------------------------------
                    5 years                             6.38%
                    -----------------------------------------
                    10 years                            8.67%
                    -----------------------------------------

INVESCO Tax-Free Long-Term Bond Fund
      For the  six-month  period ended  12/31/97,  the fund achieved a return of
5.35%.  The Lehman Municipal Bond Index had a total return of 5.81% for the same
six-month period.(1)(2)

Graph:
      This  line  graph  represents  a  comparison  of the  value  of a  $10,000
      investment in the INVESCO  Tax-Free  Long-Term Bond Fund to the value of a
      $10,000  investment in the Lehman  Municipal Bond Index,  assuming in each
      case reinvestment of all dividends and capital gain distributions, for the
      ten year period ended 12/31/97.

Graph:      Geographical Diversification
            by market value as of 12/31/97

      This  map  of  the  United  States  is  divided  by  region  to  show  the
      geographical  diversification of the issuers of securities in the Tax-Free
      Long-Term  Bond Fund  portfolio.  West - 28% Midwest - 33% Northeast - 25%
      South Central - 10% Southeast - 8% Net Cash and Short Term - 4%

      Composition of holdings is subject to change.

INVESCO Tax-Free Intermediate Bond Fund
      For the six-month period ended 12/31/97,  the fund achieved a total return
of 4.00%.  The Lehman  Intermediate  Municipal  Bond Index had a total return of
5.77% for the same six-month period.(1)(2)

Graph:
      This  line  graph  represents  a  comparison  of the  value  of a  $10,000
      investment in the INVESCO Tax-Free  Intermediate Bond Fund to the value of
      a $10,000  investment  in the Lehman  Intermediate  Municipal  Bond Index,
      assuming in each case  reinvestment  of all  dividends  and  capital  gain
      distributions, for the period of inception (12/98) through 12/31/97.


<PAGE>



Graph:      Geographical Diversification
            by market value as of 12/31/97

      This  map  of  the  United  States  is  divided  by  region  to  show  the
      geographical  diversification of the issuers of securities in the Tax-Free
      Intermediate Bond Fund portfolio. West - 36% Midwest - 16% Northeast - 20%
      South Central - 13% Southeast - 9% Puerto Rico - 6%

      Composition of holdings is subject to change.

                        Tax-Free Intermediate Bond Fund
                        Average Annualized Total Return
                               as of 12/31/97(2)

                    1 year                              6.41%
                    ------------------------------------------
                    Since inception (12/93)             4.50%
                    ------------------------------------------

Fund Management
      INVESCO  Tax-Free Income Funds have been managed by INVESCO Vice President
James S. Grabovac  since 1995.  An industry  veteran with 16 years of investment
experience,  he  earned an MBA from the  University  of  Michigan  and a BA from
Lawrence University. He is a Chartered Financial Analyst.  Previously, Jim was a
portfolio manager for Stein, Roe & Farnham Inc.

(1)The Lehman  Municipal  Bond Index and  Intermediate  Municipal Bond Index are
unmanaged indexes indicative of the broad tax-exempt bond market. The S&P 500 is
an unmanaged  index  considered  representative  of the performance of the broad
U.S. stock market.

(2)Total return assumes reinvestment of dividends and capital gain distributions
for the  periods  indicated.  Past  performance  is not a  guarantee  of  future
results.  Investment  return and principal  value will  fluctuate so that,  when
redeemed, an investor's shares may be worth more or less than when purchased.


<PAGE>


<TABLE>
<CAPTION>

INVESCO Tax-Free Income Funds, Inc.
Statement of Investment Securities
December 31, 1997
UNAUDITED
- ----------------------------------------------------------------------------------------------
                                                            Principal
Description                                                    Amount                   Value
- ----------------------------------------------------------------------------------------------
<S>                                                     <C>                     <C>    
TAX-FREE INTERMEDIATE BOND Fund
MUNICIPAL BONDS 97.84%
ALASKA 8.51%
Alaska Indl Dev & Export Auth, Ref
   Revolving Fund, Series 1994A, Lots 1-29,
   5.700%, 4/1/2004                                      $    190,000            $    203,948
Municipality of Anchorage, Alaska,
   Gen Oblig Ref, Gen Purpose, 1993 Series B,
   4.900%, 8/1/2003                                            25,000                  25,879
Municipality of Anchorage, Alaska,
   Port Rev Ref, 1995, 6.000%, 2/1/2004                       150,000                 163,218
                                                                                 ------------
                                                                                      393,045
                                                                                 ------------
CALIFORNIA 6.00%
California Pub Wks Brd (Dept of
   Corrections), Lease Rev Ref,
   5.375%, 11/1/2011                                          100,000                 104,247
California, Various Purpose Gen Oblig,
   6.300%, 9/1/2008                                           150,000                 173,140
                                                                                 ------------
                                                                                      277,387
                                                                                 ------------
COLORADO 8.13%
Arapahoe Cnty Pub Hwy Auth, Colorado
   (E-470 Proj), Cap Impt Trust Fund, Hwy Rev,
   Veh Regn Fee, 5.300%, 8/31/2006                            200,000                 213,912
Montrose Cnty Bldg Auth, Colorado,
   Ctfs of Participation,
   6.350%, 6/15/2006                                          150,000                 161,761
                                                                                 ------------
                                                                                      375,673
                                                                                 ------------
DISTRICT OF COLUMBIA 0.55%
District of Columbia, Gen Oblig Ref,
   Series 1994A, 5.200%, 6/1/2003                              25,000                  25,443
                                                                                 ------------
FLORIDA 6.51%


<PAGE>



Dade Cnty, Florida, Solid Waste System
   Rev Ref, Series 1996, 6.000%, 10/1/2006               $    200,000            $    220,294
Miami Beach Redev Agency, Florida
   (City Ctr/Historic Convention Village),
   Tax Increment Rev,
   Series 1993, 5.100%, 12/1/2003                              80,000                  80,503
                                                                                 ------------
                                                                                      300,797
                                                                                 ------------
GEORGIA 0.65%
Muni Elec Auth of Georgia, Pwr Rev,
   Series CC, 4.500%, 1/1/2002                                 30,000                  30,174
                                                                                 ------------
ILLINOIS 7.89%
Illinois, Gen Oblig, Series 1995,
   5.125%, 12/1/2005                                          125,000                 130,748
Illinois Hlth Facils Auth (Ancilla
   Systems Obligated Group), Rev Ref,
   Series 1997A,
   4.900%, 7/1/2008                                           150,000                 152,770
Illinois Hsg Dev Auth, Hsg Dev Rev,
   1993 Series A, 5.000%, 1/1/2001                             20,000                  20,187
Illinois Toll Hwy Auth, Toll Hwy Ref Rev,
   1993 Series A, 4.700%, 1/1/2001                             60,000                  60,833
                                                                                 ------------
                                                                                      364,538
                                                                                 ------------
LOUISIANA 3.75%
Louisiana Pub Facils Auth, Student Ln
   Rev, Series 1992A-1, 6.200%, 3/1/2001                      165,000                 173,443
                                                                                 ------------
MASSACHUSETTS 2.71%
Massachusetts Bay Transn Auth,
   Massachusetts, Gen Transn System,
   1997 Series B, 5.000%, 3/1/2007                            100,000                 103,738
Massachusetts Muni Wholesale Elec,
   Pwr Supply System Rev, 1992 Series B,
   6.375%, 7/1/2001                                            20,000                  21,244
                                                                                 ------------
                                                                                      124,982
                                                                                 ------------
NEVADA 3.09%
Nevada Hsg Div (Single Family Prog),
   Sr Rev, 1994 Issue B-1, 5.900%, 4/1/2003                   135,000                 142,864
                                                                                 ------------


<PAGE>



NEW HAMPSHIRE 4.71%
New Hampshire Hsg Fin Auth, Single Family
   Residential Mtg, 1994 Series D,
   5.850%, 1/1/2001                                      $    210,000            $    217,659
                                                                                 ------------
NEW YORK 6.94%
New York Muni Assistance, New York,
   Rev, 1991 Gen Resolution Series E,
   6.000%, 7/1/2003                                           200,000                 217,838
New York, New York, Gen Oblig, 1998
   Series F, 5.250%, 8/1/2004                                 100,000                 103,063
                                                                                 ------------
                                                                                      320,901
                                                                                 ------------
NORTH DAKOTA 4.38%
City of Fargo Hlth System, North Dakota
   (Meritcare Obligated Group), Rev, 1996
   Series A, 4.600%, 6/1/2001                                 200,000                 202,196
                                                                                 ------------
OHIO 1.11%
Ohio Bldg Auth, State Correctional
   Facils Rev Ref, 1994 Series A,
   4.600%, 10/1/2003                                           50,000                  51,098
                                                                                 ------------
PENNSYLVANIA 6.07%
Philadelphia, Pennsylvania, Wtr &
   Wastewtr Rev, Series 1995,
   6.750%, 8/1/2005                                           150,000                 172,709
Univ of Pittsburgh - Of the Commonwealth
   System of Higher Ed, Pennsylvania,
   Univ Ref, Series B of 1997,
   5.500%, 6/1/2007                                           100,000                 107,786
                                                                                 ------------
                                                                                      280,495
                                                                                 ------------
SOUTH DAKOTA 5.63%
South Dakota, Student Ln Fin Rev,
   Series 1994-A, 5.850%, 8/1/2000                            250,000                 260,000
                                                                                 ------------
TENNESSEE 0.44%
Knoxville, Tennessee, Wtr Rev Ref & Impt,
   Series M-1993, 4.500%, 3/1/1999                             20,000                  20,135
                                                                                 ------------
TEXAS 4.45%
Katy Independent School Dist, Texas,


<PAGE>



   Limited Tax School Bldg, Series 1996,
   7.500%, 2/15/2006                                     $    150,000            $    179,914
Trinity River Indl Dev Auth, Texas
   (Intl Paper Proj), Rev Ref, 1993 Series,
   4.900%, 12/1/2002                                           25,000                  25,769
                                                                                 ------------
                                                                                      205,683
                                                                                 ------------
VIRGINIA 3.38%
Rivanna Wtr & Swr Auth, Virginia,
   Regl Wtr & Swr System Rev Ref, Series
   of 1993, 4.500%, 10/1/2000                                  50,000                  50,691
Southeastern Pub Svc Auth, Virginia,
   Regl Solid Waste System, Sr Ref Rev,
   Series 1993A, 5.150%, 7/1/2009                             100,000                 105,470
                                                                                 ------------
                                                                                      156,161
                                                                                 ------------
WASHINGTON 8.40%
North Thurston School Dist #3, Washington
   (Thurston Cnty), Unlimited Tax Gen Oblig,
   1992, 6.500%, 12/1/2009                                    200,000                 218,356
Washington Hlth Care Facils (Catholic
   Hlth Initiatives), Rev, Series 1997A,
   5.100%, 12/1/2009                                          100,000                 102,932
Wenatchee, Washington, Wtr & Swr Rev Ref,
   1994, 4.600%, 12/1/2002                                     65,000                  66,929
                                                                                 ------------
                                                                                      388,217
                                                                                 ------------
WYOMING 4.54%
Platte Cnty, Wyoming (Basin Elec Power
   Cooperative - Laramie River Station Proj),
   PCR, Series 1994, 5.100%, 1/1/2008                         200,000                 209,808
                                                                                 ------------
TOTAL MUNICIPAL BONDS
   (Cost $4,361,550)                                                                4,520,699
                                                                                 ------------
SHORT-TERM INVESTMENTS -
   MUNICIPAL NOTES 2.16%
CALIFORNIA 2.16%
Los Angeles Regl Airports Impt,
   California (American Airlines/Los Angeles
   Intl Airport Proj), AR, Corp Lease Rev,
   Series B, 4.100%, 12/1/2024~


<PAGE>



   (Cost $100,000)                                       $    100,000            $    100,000
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $4,461,550#)                                                               4,620,699
                                                                                 ============

TAX-FREE  LONG-TERM BOND Fund
MUNICIPAL BONDS 85.14% 
ALASKA 0.21%
Alaska Hsg Fin (Veterans Mtg Prog),
   Collateralized Gen Oblig, 1990 First
   Series, 7.500%, 12/1/2030                                  460,000                 485,962
                                                                                 ------------
ARIZONA 0.48%
Arizona Edl Ln Mktng, 1992 Edl Ln Rev,
   Series B, 7.000%, 3/1/2005                               1,000,000               1,081,360
                                                                                 ------------
CALIFORNIA 1.69%
Anaheim Pub Fing Auth, California
   (Anaheim Pub Impts Proj), Sub Lease
   Rev, 1997 Series C,
   Cap Appreciation, 9/1/2025                               5,000,000               1,553,200
Big Bear Lake Dept of Wtr & Pwr,
   California, Wtr Rev Ref, Series 1996,
   6.000%, 4/1/2022                                         2,000,000               2,279,520
                                                                                 ------------
                                                                                    3,832,720
                                                                                 ------------
COLORADO 3.33%
E-470 Pub Hwy Auth, Colorado, Sr Rev,
   Series 1997A, 5.000%, 9/1/2021+                          6,300,000               6,163,290
Fountain Valley Auth, Colorado, Wtr
   Treatment Ref Rev, Series 1991,
   6.800%, 12/1/2019                                        1,140,000               1,236,775
Montrose Cnty Bldg Auth, Colorado, Ctfs
   of Participation, 6.350%, 6/15/2006                        150,000                 161,762
                                                                                 ------------
                                                                                    7,561,827
                                                                                 ------------
FLORIDA 2.80%
Dade Cnty Pub Impt, Florida, Gen Oblig,
   Series H, 6.700%, 6/1/2003                               3,000,000               3,353,700
Greater Orlando Aviation Auth, Florida,
   Airport Facils Rev, Series 1988,


<PAGE>



   8.375%, 10/1/2016                                     $    490,000            $    515,421
Hillsborough Cnty Aviation Auth, Florida
   (Tampa Intl Airport), Rev Ref,
   1997 Series B, 5.125%, 10/1/2017                         1,545,000               1,549,913
Miami-Dade Cnty, Florida, Sub Special
   Oblig, Series 1997B, Cap Appreciation,
   10/1/2028                                                5,000,000                 939,000
                                                                                 ------------
                                                                                    6,358,034
                                                                                 ------------
GEORGIA 5.00%
Atlanta, Georgia, Airport Facils Rev,
   Series 1990, 7.250%, 1/1/2017                            2,000,000               2,181,780
Atlanta, Georgia (Delta Air Lines Proj),
   Special Purpose Facils Rev, Series
   1989B, 7.400%, 12/1/1999                                 3,000,000               3,150,060
Cherokee Cnty School System, Georgia,
   Gen Oblig, Series 1997, 4.250%,
   2/1/2002                                                 6,000,000               6,014,580
                                                                                 ------------
                                                                                   11,346,420
                                                                                 ------------
ILLINOIS 11.90%
Chicago, Illinois, Gen Oblig, Ref,
   Series 1993B, 5.125%, 1/1/2022                           2,465,000               2,477,177
Chicago, Illinois, Wastewtr Transmission
   Rev, Series 1995, 5.125%, 1/1/2025+                     10,000,000               9,836,400
Chicago, Illinois (Peoples Gas Light &
   Coke), 1st & Ref Mtg, Series CC,
   Medium-Term Notes, 6.875%, 3/1/2015                      2,875,000               3,179,606
Chicago School Reform Board of Ed
   Trustees, Illinois, Unltd Tax Gen
   Oblig, Dedicated Tax Rev, Series
   1997A, 5.400%, 12/1/2017                                 3,000,000               3,048,840
Cook & DuPage Cntys, Illinois
   (Lemont-Bromberek Combined School
   Dist #113A), School Bldg Rev,
   Series 1995B, Cap Appreciation,
   12/1/2015                                                5,060,000               2,047,630
Illinois Dev Fin Auth (Catholic Charities
   Hsg Dev Proj), Rev, Series 1995,
   6.350%, 1/1/2025                                         1,500,000               1,554,120
Illinois Metro Pier & Exposition Auth
   (McCormick Pl Expansion Proj),
   Dedicated Tax Rev Ref,


<PAGE>



   Series 1994A, Cap Appreciation,
   12/15/2012                                            $  5,000,000            $  2,377,350
   6/15/2020                                                5,350,000               1,658,126
   6/15/2025                                                1,200,000                 286,392
   6/15/2026                                                1,500,000                 339,750
   6/15/2027                                                1,000,000                 214,960
                                                                                 ------------
                                                                                   27,020,351
                                                                                 ------------
INDIANA 8.92%
Dekalb Cnty Redev Auth, Indiana
   (Mini-Mill Loc Pub Impt Proj), Rev,
   Series A 1995 6.500%, 1/15/2014                            900,000                 981,198
Indiana Transn Fin Auth, Airport Facils
   Lease Rev, Series A, 6.750%, 11/1/2011                   1,500,000               1,682,745
Indiana Transn Fin Auth, Hwy Rev,
   Series 1993A, Cap Appreciation,
   12/1/2017                                                3,000,000               1,055,430
Indianapolis Airport Auth, Indiana,
   Rev, Series 1988, 8.400%, 7/1/2008                       2,000,000               2,078,160
Indianapolis Loc Pub Impt Bank, Indiana,
   Impt Rev, Series 1991C, 6.700%, 1/1/2017                 3,750,000               4,147,013
Petersburg, Indiana (Indianapolis Pwr &
   Light Proj), PCR Ref, Series 1993B,
   5.400%, 8/1/2017                                         9,850,000              10,300,243
                                                                                 ------------
                                                                                   20,244,789
                                                                                 ------------
IOWA 2.24%
Iowa Fin Auth (Genesis Med Ctr), Hlthcare
   Rev, Series 1997, 5.200%, 7/1/2017                       2,060,000               2,054,891
   7/1/2022                                                 3,050,000               3,021,117
                                                                                 ------------
                                                                                    5,076,008
                                                                                 ------------
MASSACHUSETTS 9.42%
Boston Wtr & Swr Commn, Massachusetts,
   Gen Rev, 1993 Sr Series A, 5.250%,
   11/1/2019                                                5,385,000               5,636,156
Commonwealth of Massachusetts, Gen Oblig,
   Consolidated Ln of 1992, Series D,
   8.000%, 5/1/2006                                         5,000,000               6,239,900
Massachusetts Hlth & Edl Facils Auth
   (Cooley Dickinson  & Mary Hitchcock
   Mem Hosps), Rev, Series 1995 B,


<PAGE>



   5.500%, 11/15/2018                                    $  3,500,000            $  3,608,255
Massachusetts Indl Fin Agency
   (Merrimack College), Rev, Series 1997,
   5.000%, 7/1/2027                                         1,000,000                 980,580
Massachusetts Wtr Resources Auth,
   Gen Rev, 1995 Series B, 4.750%,
   12/1/2021                                                5,250,000               4,915,208
                                                                                 ------------
                                                                                   21,380,099
                                                                                 ------------
MINNESOTA 1.16%
Princeton Indpt School Dist #477,
   Minnesota, Gen Oblig School Bldg,
   Series 1997, 5.125%, 2/1/2024                            2,640,000               2,643,221
                                                                                 ------------
MISSISSIPPI 1.65%
Claiborne Cnty, Mississippi (System
   Energy Resources Proj), PCR, Series A,
   9.500%, 12/1/2013                                          750,000                 805,343
Mississippi Dept of Corrections (East
   Mississippi Correctional Facil Proj),
   Ctfs of Participation,
   Series 1997, 5.000%, 1/1/2018                            3,000,000               2,936,790
                                                                                 ------------
                                                                                    3,742,133
                                                                                 ------------
NEW HAMPSHIRE 0.42%
New Hampshire Hsg Fin Auth, Single
   Family Residential Mtg, 1994 Series D,
   6.850%, 7/1/2006                                           890,000                 955,433
                                                                                 ------------
NEW MEXICO 2.40%
Los Alamos Cnty, New Mexico, Util System
   Rev, Series 1994A, 6.000%, 7/1/2009                      5,000,000               5,453,900
                                                                                 ------------
NEW YORK 15.27%
New York, New York, Gen Oblig, 1997
   Series L, 5.250%, 8/1/2009                               2,500,000               2,613,850
New York, New York, Gen Oblig, Series F,
   5.250%, 8/1/2004~~                                       5,000,000               5,153,150
   5.000%, 8/1/2023~~                                       2,000,000               1,895,160
New York & New Jersey Port Auth,
   Consolidated Gen Oblig, Rev,
   Ninety-Third Series, 6.125%, 6/1/2094                    5,250,000               6,044,272
   One Hundred Fourth Series,
   4.750%, 1/15/2026+                                       2,500,000               2,359,975

<PAGE>



   
New York Dorm Auth (State Univ Dorm
   Facils Issue), Lease Rev, Series 1995A,
   6.000%, 7/1/2010                                      $  1,550,000            $  1,747,703
New York Loc Govt Assistance, Gen Oblig,
   Rev, Series 1992B, 5.000%, 4/1/2021~~                   10,000,000               9,784,800
Triborough Bridge & Tunnel Auth, New York,
   Gen Purpose Rev, Series 1993B,
   5.000%, 1/1/2020                                         1,935,000               1,948,023
   Series Y, 5.500%, 1/1/2017                               2,900,000               3,106,074
                                                                                 ------------
                                                                                   34,653,007
                                                                                 ------------
OHIO 1.85%
Hamilton Cnty, Ohio (Metro Swr Dist
   of Gtr Cincinnati), Swr System Impt
   Rev, 1997 Series A,
   5.000%, 12/1/2005                                        4,010,000               4,190,450
                                                                                 ------------
PUERTO RICO 2.63%
Puerto Rico Infrastructure Fing Auth,
   Special Tax Rev, Series 1997A,
   5.000%, 7/1/2017                                         6,000,000               5,977,620
                                                                                 ------------
RHODE ISLAND 0.75%
Rhode Island Depositors Econ Protection,
   Special Oblig, 1992 Series A,
   6.950%, 8/1/2022                                         1,500,000               1,691,280
                                                                                 ------------
TEXAS 2.54%
Austin, Texas, Combined Util Systems,
   Rev Ref, Series 1992, Cap Appreciation,
   11/15/2011                                               1,400,000                 705,348
Austin, Texas, Wtr, Swr & Elec Ref Rev,
   Series 1982, 14.000%, 11/15/2001                           500,000                 608,520
Galena Park Indpt School Dist, Texas
   (Harris Cnty) Unltd Tax School Bldg &
   Ref, Series 1996,
   Cap Appreciation, 8/15/2023                              3,220,000                 860,770
Texas Muni Pwr Agency, Ref Rev, Series
   1989, Cap Appreciation, 9/1/2010                         6,650,000               3,600,310
                                                                                 ------------
                                                                                    5,774,948
                                                                                 ------------



<PAGE>


UTAH 3.67%
Utah Cnty, Utah (IHC Hlth Svcs), Hosp Rev,
   Series 1997, 5.250%, 8/15/2026~~                      $  6,680,000            $  6,651,610
Utah Hsg Fin Agency (Federally Insured
   or Gtd Mtg Lns), Single Family Mtg,
   1994 Issue D-1 Term
   Mezzanine, 6.450%, 7/1/2011                              1,560,000               1,681,056
                                                                                 ------------
                                                                                    8,332,666
                                                                                 ------------
VERMONT 0.48%
Vermont Hsg Fin Agency, Single Family
   Hsg Rev, Series 5, 6.875%, 11/1/2016                     1,000,000               1,084,350
                                                                                 ------------
WASHINGTON 5.63%
Chelan Cnty Pub Util Dist #1, Washington,
   Columbia River-Rock Island Hydro-Elec
   System Rev Ref,
   Series 1997A, Cap Appreciation, 6/1/2023                22,685,000               6,144,005
Grant Cnty Pub Util Dist #2, Washington,
   Hydroelectric Dev Rev,
   Second Series 1990,
   (Priest Rapids), 7.700%, 1/1/2018                        3,000,000               3,219,300
   (Wanapum), 7.700%, 1/1/2018                              1,050,000               1,126,755
North Thurston School Dist #3, Washington
   (Thurston Cnty), Unltd Tax Gen
   Oblig, 1992, 6.500%, 12/1/2009                           1,200,000               1,310,136
Washington Pub Pwr Supply System
   (Nuclear Proj #1), Rev Ref, Series
   1998A, 5.125%, 7/1/2017~~                                1,000,000                 980,010
                                                                                 ------------
                                                                                   12,780,206
                                                                                 ------------
WISCONSIN 0.70%
Adams Cnty,Wisconsin (Adams-Friendship
   School Dist), Wisconsin, Gen Oblig
   Ref, 6.500%, 4/1/2015                                    1,340,000               1,592,737
                                                                                 ------------
TOTAL MUNICIPAL BONDS
   (Cost $180,340,538)                                                            193,259,521
                                                                                 ------------
SHORT-TERM INVESTMENTS -
   MUNICIPAL NOTES 14.86%
ARIZONA 0.66%
Maricopa Cnty Pollution Ctl, Arizona
   (El Paso Elec Palo Verde Proj), ATS,
 PCR Ref, 1984 Series E,
   3.700%, 12/1/2014~+                                      1,500,000               1,500,000
                                                                                 ------------

<PAGE>



  
CALIFORNIA 2.11%
Los Angeles Regl Airports Impt, California
   (American Airlines/Los Angeles Intl
   Airport), Facils Sublease FDR,
   Issue 1984, Series C, 5.000%, 12/1/2024~              $    700,000            $    700,000
   Series D, 5.000%, 12/1/2024~                               400,000                 400,000
   Series LAX 2, 5.000%, 12/1/2025~                         3,700,000               3,700,000
                                                                                 ------------
                                                                                    4,800,000
                                                                                 ------------
COLORADO 0.53%
Colorado Student Oblig Auth, A/FR,
   Student Ln Rev, 1993 Series C-2,
   3.650%, 9/1/2002~+                                       1,200,000               1,200,000
                                                                                 ------------
ILLINOIS 0.48%
Illinois Hlth Facils Auth (Hlthcorp
   Affiliates Proj), VRD, Rev, Series 1985B,
   3.700%, 11/1/2015~+                                      1,100,000               1,100,000
                                                                                 ------------
INDIANA 1.50%
Indiana Dev Fin Auth (Mid-America Energy
   Resources Proj), AR, Exmp Facil Rev,
   Series 1995, 3.850%, 9/1/2030~                           1,800,000               1,800,000
Indianapolis, Indiana (Jewish Cmnty
   Campus Proj), VR, Econ Dev Rev,
   Series 1995, 3.750%, 4/1/2005~+                          1,300,000               1,300,000
Sullivan Cnty Indl Dev Brd, Indiana
   (Mead Corp Proj), DATES, PCR Ref,
   Series 1986, 5.000%, 10/1/2016~                            300,000                 300,000
                                                                                 ------------
                                                                                    3,400,000
                                                                                 ------------
LOUISIANA 0.44%
Louisiana Pub Facils Auth (GNMA Coll-Les
   Deux Chene Apts Proj), AR, Multifamily
   Hsg Rev, Series 1985, 5.100%, 12/1/2015~                 1,000,000               1,000,000
                                                                                 ------------
MISSOURI 1.76%
Columbia, Missouri, AR, Special Oblig
   Ins Reserve, Series 1988A,
   3.700%, 6/1/2008~                                        2,500,000               2,500,000


<PAGE>



Missouri Hlth & Edl Facils Auth
   (Christian Hlth Svcs Dev-Christian
   Hosp Northeast-Northwest),
   F/FR, Rev, Series 1989A,
   3.600%, 11/1/2019~                                    $  1,500,000            $  1,500,000
                                                                                 ------------
                                                                                    4,000,000
                                                                                 ------------
NEVADA 0.44%
Clark Cnty, Nevada, AR, Airport System
   Ref Rev, Series 1993A,
   3.650%, 7/1/2012~+                                       1,000,000               1,000,000
                                                                                 ------------
NEW MEXICO 0.27%
New Mexico Univ Regents, New Mexico,
   ATS, Sub Lien, System Rev Ref,
   Series 1996, 3.650%, 6/1/2006~                             625,000                 625,000
                                                                                 ------------
NEW YORK 0.18%
New York Muni Wtr Fin Auth, New York,
   AR, Wtr & Swr System Rev, 1994 Series C,
   5.100%, 6/15/2023~                                         400,000                 400,000
                                                                                 ------------
PENNSYLVANIA 1.76%
Delaware Valley Regl Fin Auth,
   Pennsylvania (Bucks, Chester, Delaware
   & Montgomery Cntys), AR, Loc Govt Rev,
   Series 1985D, 3.650%, 12/1/2020~+                        4,000,000               4,000,000
                                                                                 ------------
TENNESSEE 1.41%
Clarksville Pub Bldg Auth, Tennessee
   (Tennessee Muni Fund), AR, Pooled Fing
   Rev, Series 1990, 3.650%, 7/1/2013~+                     3,191,000               3,191,000
                                                                                 ------------
TEXAS 2.16%
Crawford Indl Dev, Texas (Franklin Inds),
   VR, IDR, 4.350%, 10/1/2012~                              2,200,000               2,200,000
Grapevine, Texas (American Airlines Proj),
   MAVRIC, Rev, Series A2, 5.000%, 12/1/2024~                 400,000                 400,000
Lone Star Airport Impt Auth , Texas
   (American Airlines Proj), MAVRIC,
   5.000%, 12/1/2014~ Series A-2                              900,000                 900,000
   Series A-5                                                 200,000                 200,000
   Series B-3                                                 400,000                 400,000
   Series B-4                                                 800,000                 800,000

                                                                                 ------------
                                                                                    4,900,000
                                                                                 ------------
<PAGE>



                                                                                
WASHINGTON 1.16%
Seattle Muni Light & Pwr, Washington,
   AR, Rev, Series 1993, 3.700%, 11/1/2018~              $  1,000,000            $  1,000,000
Washington Hlth Care Facils Auth
   (Sisters of Providence), DATES, Rev,
   Series 1985B, 5.000%, 10/1/2005~                           900,000                 900,000
Washington Hsg Fin Commn (Inglenook
   Court Proj), VRD, Multifamily Mtg Rev,
   Series 1995, 5.250%, 7/1/2025~                             725,000                 725,000
                                                                                 ------------
                                                                                    2,625,000
                                                                                 ------------
TOTAL MUNICIPAL SHORT-TERM NOTES
   (Cost $33,741,000)                                                              33,741,000
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $214,081,538#)                                                           227,000,521
                                                                                 ============

The  following  abbreviations  may be used in  portfolio  descriptions:  A/FR* -
Adjustable/Fixed Rate ACES* - Adjustable Convertible Extendable Securities AR* -
Adjustable Rate ATS* - Adjustable  Tender  Securities  DATES* - Daily Adjustable
Tax-Exempt  Securities FDR* - Flexible Demand Revenue F/FR - Floating/Fixed Rate
FRD* - Floating  Rate  Demand IDR -  Industrial  Development  Revenue  MAVRIC* -
Multi-Mode and Variable Rate  Investment  Certificates  PCR - Pollution  Control
Revenue RAC - Revenue Anticipation  Certificates TEAMS* - Tax-Exempt  Adjustable
Mode  Securities  TECP  -  Tax-Exempt  Commercial  Paper  TRAN  - Tax &  Revenue
Anticipation  Notes  UPDATES - Unit Price  Demand  Tax-Exempt  Securities  VR* -
Variable Rate VRD* - Variable Rate Demand

* Rate is subject to change. Rate shown reflects current rate.



<PAGE>



~ All  securities  with a  maturity  date  greater  than one year have  either a
variable  rate,  demand  feature,  optional or  mandatory  put  resulting  in an
effective maturity of one year of less. Rate shown reflects current rate.

# Also represents cost for income tax purposes.

+ Security has been designated as collateral for when-issued securities.

~~ Security is a when-issued security.


See Notes to Financial Statements
</TABLE>



<PAGE>

<TABLE>
<CAPTION>


INVESCO Tax-Free Income Funds, Inc.
STATEMENT OF ASSETS AND LIABILITIES
December 31, 1997
UNAUDITED

                                                             Tax-Free                Tax-Free
                                                         Intermediate               Long-Term
                                                            Bond Fund               Bond Fund
                                                         -------------------------------------

<S>                                                     <C>                     <C>   
ASSETS
Investment Securities:
   At Cost                                               $ 4,461,550$           $ 214,081,538
                                                         ====================================
   At Value                                                 4,620,699             227,000,521
Cash                                                                0                  12,543
Receivables:
   Investment Securities Sold                                       0              20,629,578
   Fund Shares Sold                                               150                 723,768
   Interest                                                    73,889               2,733,086
Prepaid Expenses and Other Assets                              60,279                 200,186
                                                         ------------------------------------
TOTAL ASSETS                                                4,755,017             251,299,682
                                                         ------------------------------------
LIABILITIES
Payables:
   Custodian                                                   13,737                       0
   Distributions to Shareholders                                1,304                 173,967
   Investment Securities Purchased                                  0              30,121,871
   Fund Shares Repurchased                                          0                 173,968
Accrued Distribution Expenses                                     995                  46,596
Accrued Expenses and Other Payables                               812                  28,982
                                                         ------------------------------------
TOTAL LIABILITIES                                              16,848              30,545,384
                                                         ------------------------------------
Net Assets at Value                                      $  4,738,169           $ 220,754,298
                                                         ====================================
NET ASSETS
Paid-in Capital*                                         $  4,702,943           $ 206,262,141
Accumulated Undistributed Net
   Realized Gain (Loss) on
   Investment Securities and
   Futures Contracts                                        (123,923)               1,573,174
Net Appreciation of Investment
   Securities and Futures Contracts                           159,149              12,918,983


<PAGE>



                                                         ------------------------------------
Net Assets at Value                                      $  4,738,169           $ 220,754,298
                                                         ====================================
Shares Outstanding                                            469,471              14,084,619
Net Asset Value, Offering and
   Redemption Price per Share                                 $ 10.09                 $ 15.67
                                                         ====================================

* The Fund has 500 million authorized shares of common stock, par value of $0.01
per share.  Of such shares,  100 million have been allocated to each  individual
Fund.

See Notes to Financial Statements

</TABLE>



<PAGE>

<TABLE>
<CAPTION>


INVESCO Tax-Free Income Funds, Inc.
STATEMENT OF OPERATIONS
Six Months Ended December 31, 1997
UNAUDITED

                                                             Tax-Free                Tax-Free
                                                         Intermediate               Long-Term
                                                            Bond Fund               Bond Fund
                                                         ------------------------------------
<S>                                                        <C>                  <C>   
INVESTMENT INCOME
INTEREST INCOME                                          $    114,340           $   5,506,981
                                                         ------------------------------------
EXPENSES
Investment Advisory Fees                                       11,723                 609,283
Distribution Expenses                                           5,861                 276,038
Transfer Agent Fees                                             7,006                 138,858
Administrative Fees                                             5,352                  21,562
Custodian Fees and Expenses                                     1,138                  15,942
Directors' Fees and Expenses                                    4,679                  13,187
Pricing Expenses                                                4,227                  11,302
Professional Fees and Expenses                                  6,108                  18,565
Registration Fees and Expenses                                 11,786                  23,052
Reports to Shareholders                                           588                  18,845
Other Expenses                                                    431                   5,355
                                                         ------------------------------------
   TOTAL EXPENSES                                              58,899               1,151,989
   Fees and Expenses Absorbed by
   Investment Adviser                                        (36,626)               (148,998)
   Fees and Expenses Paid Indirectly                          (1,138)                 (6,368)
                                                         ------------------------------------
   NET EXPENSES                                                21,135                 996,623
                                                         ------------------------------------
NET INVESTMENT INCOME                                          93,205               4,510,358
                                                         ------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENT SECURITIES
Net Realized Gain (Loss) on:
   Investment Securities                                       20,836               3,601,365
   Futures Contracts                                         (21,106)             (2,508,195)
                                                         ------------------------------------
   Total Net Realized Gain (Loss)                               (270)               1,093,170
                                                         ------------------------------------
Change in Net Appreciation of:
   Investment Securities                                       88,459               5,370,125


<PAGE>



   Futures Contracts                                            2,528                 575,375
                                                         ------------------------------------
   Total Net Appreciation                                      90,987               5,945,500
                                                         ------------------------------------
NET GAIN ON INVESTMENT SECURITIES                              90,717               7,038,670
                                                         ------------------------------------
Net Increase in Net Assets
   from Operations                                       $    183,922           $  11,549,028
                                                         ====================================

See Notes to Financial Statements

</TABLE>


<PAGE>


<TABLE>
<CAPTION>

INVESCO Tax-Free Income Funds, Inc.
Statement of Changes in Net Assets


                                                                 Tax-Free                             Tax-Free
                                                                 Intermediate                        Long-Term
                                                                    Bond Fund                        Bond Fund
                                                         ------------------------------      ------------------------------
                                                           Six Months              Year        Six Months          Year
                                                                Ended             Ended             Ended         Ended
                                                          December 31           June 30       December 31       June 30
                                                         ------------      ------------      ------------      ------------
                                                            1997              1997              1997              1997
<S>                                                    <C>                <C>              <C>              <C>  

                                                         UNAUDITED                           UNAUDITED
OPERATIONS
Net Investment Income                                    $     93,205      $    197,614      $  4,510,358     $  10,134,067
Net Realized Gain (Loss) on Investment
   Securities and Futures Contracts                             (270)            13,442         1,093,170         2,193,157
Change in Net Appreciation of Investment
   Securities and Futures Contracts                            90,987            58,250         5,945,500         3,362,194
                                                         ------------      ------------      ------------      ------------
NET INCREASE IN NET ASSETS
   FROM OPERATIONS                                            183,922           269,306        11,549,028        15,689,418
                                                         ------------      ------------      ------------      ------------
DISTRIBUTIONS TO SHAREHOLDERS
Net Investment Income                                        (93,205)         (196,923)       (4,510,358)      (10,134,067)
In Excess of Net Investment Income                                  0                 0                 0         (162,831)
Net Realized Gain on Investment Securities
   and Future Contracts                                             0                 0       (2,405,389)       (3,483,894)
                                                         ------------      ------------      ------------      ------------
TOTAL DISTRIBUTIONS                                          (93,205)         (196,923)       (6,915,747)      (13,780,792)
                                                         ------------      ------------      ------------      ------------
FUND SHARE TRANSACTIONS


<PAGE>



Proceeds from Sales of Shares                               1,994,617         2,844,291        44,542,954        43,699,898
Reinvestment of Distributions                                  81,213           177,460         5,198,979        10,702,228
                                                         ------------      ------------      ------------      ------------
                                                            2,075,830         3,021,751        49,741,933        54,402,126
Amounts Paid for Repurchases of Shares                    (2,073,827)       (3,445,709)      (54,031,238)      (86,790,488)
                                                         ------------      ------------      ------------      ------------
NET INCREASE (DECREASE) IN NET ASSETS
   FROM FUND SHARE TRANSACTIONS                                 2,003         (423,958)       (4,289,305)      (32,388,362)
                                                         ------------      ------------      ------------      ------------
Total Increase (Decrease) in Net Assets                        92,720         (351,575)           343,976      (30,479,736)
NET ASSETS
Beginning of Period                                         4,645,449         4,997,024       220,410,322       250,890,058
                                                         ------------      ------------      ------------      ------------
End of Period                                               4,738,169         4,645,449       220,754,298       220,410,322
                                                         ============      ============      ============      ============
               -----------------------------------------------------------------------------------------------

FUND SHARE TRANSACTIONS
Shares Sold                                                   199,437           288,509         2,857,652         2,869,165
Shares Issued from Reinvestment of
   Distributions                                                8,170            18,030           332,546           703,719
                                                         ------------      ------------      ------------      ------------
                                                              207,607           306,539         3,190,198         3,572,884
Shares Repurchased                                          (207,417)         (350,074)       (3,474,088)       (5,711,420)
                                                         ------------      ------------      ------------      ------------
Net Increase (Decrease) in Fund Shares                            190          (43,535)         (283,890)       (2,138,536)
                                                         ============      ============      ============      ============

See Notes to Financial Statements

</TABLE>

<PAGE>



INVESCO Tax-Free Income Funds, Inc.
Notes to Financial Statements
UNAUDITED
NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES. INVESCO Tax-Free
Income  Funds,  Inc.  (the "Fund") is  incorporated  in Maryland  and  presently
consists of two separate  Funds:  Tax-Free  Intermediate  Bond Fund and Tax-Free
Long-Term Bond Fund.  The  investment  objectives are to seek as high a level of
current  income  exempt  from  federal  income  taxes  as  is  consistent   with
preservation of capital. The Fund is registered under the Investment Company Act
of 1940 (the "Act") as a diversified, open-end management investment company.
    The following is a summary of significant  accounting policies consistently
followed  by the  Fund  in the  preparation  of its  financial  statements.  The
preparation  of financial  statements  in  conformity  with  generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of income and expenses during the reporting period.  Actual
results could differ from those estimates.

A.   SECURITY  VALUATION - The Fund values  municipal  securities  (including
     commitments  to purchase such  securities  on a  when-issued  basis) on the
     basis of prices provided by a pricing service  approved by the Fund's board
     of directors which, in determining values, uses information with respect to
     transactions in bonds, quotations from bond dealers, market transactions in
     comparable securities and various  relationships between securities.  Under
     these  procedures,  municipal  securities  are  valued  based  upon  market
     quotations,   if  available.   If  market  quotations  or  pricing  service
     valuations are not readily  available,  securities are valued at fair value
     as determined  in good faith by the Fund's board of  directors.  Short-term
     securities are stated at amortized cost (which  approximates  market value)
     if maturity is 60 days or less at the time of purchase,  or market value if
     maturity is greater than 60 days.

B.   FUTURES  CONTRACTS  - The Fund may enter  into  futures  contracts  for
     hedging or other non-speculative  purposes.  Upon entering into a contract,
     the Fund deposits and maintains as collateral  such intitial  margin as may
     be required by the exchanges on which the transaction is affected. Pursuant
     to the  contracts,  the Fund agrees to receive from or pay to the broker an
     amount of cash  equal to the daily  fluctuation  in value of the  contract.
     Such receipts or payments are known as "variation  margin" and are recorded
     by the Fund as variation margin receivable or payable on futures contracts.
     During the period the futures  contracts are open,  changes in the value of
     the contracts  are  recognized on a daily basis to reflect the market value
     of the  contracts  at the end of each day's  trading  and are  recorded  as
     unrealized  gain or loss.  When the contract is closed,  the Fund records a
     realized  gain or loss  equal to the  difference  between  the value of the
    

<PAGE>


     contract at the time it was opened and the value at the time it was closed.
     The Fund's use of futures  contracts  may subject it to certain  risks as a
     result of  unanticipated  movements  in the market.  A lack of  correlation
     between the value of an  instrument  underlying a futures  contract and the
     asset being hedged, or unexpected adverse price movements, could render the
     Fund's hedging  strategy  unsuccessful  and result in losses.  In addition,
     there can be no assurance that a liquid secondary market will exist for any
     contract  purchased  or  sold.

C.   WHEN-ISSUED  SECURITIES  - When issued  securties  held by the Fund are
     fully collateralized by other securities which are notated in the Statement
     of  Investment  Securities.  Such  collateral  is in the  possession of the
     Fund's  custodian.  The collateral is evaluated  daily to ensure its market
     value  equals  or  exceeds  the  current  market  value of the  when-issued
     securities.

D.   SECURITY   TRANSACTIONS  AND  RELATED   INVESTMENT  INCOME  -  Security
     transactions are accounted for on the trade date.  Securities  purchased or
     sold on a when- issued or delayed-delivery  basis may be settled a month or
     more after trade date.  Interest  income,  which may be comprised of stated
     coupon  rate,  market  discount,   amortized  premium  and  original  issue
     discount,  is recorded on the accrual basis.  The Fund amortizes  discounts
     and premiums  paid on purchases of securities  as  adjustments  to interest
     income. Cost is determined on the specific identification basis.

E.   FEDERAL AND STATE TAXES - The Fund has complied and continues to comply,
     with the  provisions of the Internal  Revenue Code  applicable to regulated
     investment  companies  and,  accordingly,  has  made  or  intends  to  make
     sufficient  distributions of net investment income and net realized capital
     gains,  if any, to relieve it from all federal and state  income  taxes and
     federal excise taxes. At June 30, 1997, Tax-Free Intermediate Bond Fund had
     $126,181 in net capital loss carryovers  which expire in the year 2003. Net
     capital loss carryovers utilized in 1997 by the Tax-Free  Intermediate Bond
     Fund amounted to $6,259.  To the extent future  capital gains are offset by
     capital loss  carryovers and deferred  post-October  31 losses,  such gains
     will not be  distributed to  shareholders.  Dividends paid by the Fund from
     net investment income and distributions of net realized  short-term capital
     gains are, for federal income tax purposes,  taxable as ordinary  income to
     shareholders.

F.   DIVIDENDS AND  DISTRIBUTIONS  TO  SHAREHOLDERS  - All of the Fund's net
     investment  income is distributed  to  shareholders  by dividends  declared
     daily and paid monthly.  Income  dividends are  reinvested at the month-end
     net asset value.  The Fund  distributes net realized capital gains, if any,
     to its  shareholders  at least  annually,  if not  offset by  capital  loss
     carryovers.   Income  distributions  and  capital  gain  distributions  are
     determined in accordance with income tax regulations  which may differ from
     generally accepted accounting  principles.  These differences are primarily
     due to differing treatments for market discounts,  amortized premiums,  net
     operating losses and expired capital loss carryforwards.


<PAGE>




G.  EXPENSES - Each of the Funds bears expenses incurred specifically on its
    behalf and,  in  addition,  each Fund bears a portion of general  expenses,
    based on the relative net assets of each Fund.
       Under an agreement between each Fund and the Fund's  Custodian,  agreed
    upon  Custodian  Fees and  Expenses  are  reduced by credits  granted by the
    Custodian from any temporarily uninvested cash. Such credits are included in
    Fees and Expenses Paid Indirectly in the Statement of Operations.

NOTE 2 - INVESTMENT  ADVISORY AND OTHER  AGREEMENTS.  INVESCO  Funds Group,
Inc. ("IFG") serves as the Fund's  investment  adviser.  As compensation for its
services to the Fund,  IFG receives an investment  advisory fee which is accrued
daily at the  applicable  rate and paid monthly.  The fee is based on the annual
rate of each Fund's average net assets as follows:

<TABLE>
<CAPTION>
                                                             AVERAGE NET ASSETS
                                                  ---------------------------------------------
<S>                                              <C>          <C>                   <C>    
                                                    $0 to      $300 Million              Over
                                                     $300           to $500              $500
Fund                                              Million           Million           Million
- -----------------------------------------------------------------------------------------------
Tax-Free Intermediate Bond Fund                     0.50%             0.40%             0.30%
Tax-Free Long-Term Bond Fund                        0.55%             0.45%             0.35%

</TABLE>

    In accordance  with a Sub-Advisory  Agreement  between IFG and INVESCO Trust
Company ("ITC"), a wholly owned subsidiary of IFG, investment  decisions of each
Fund are made by ITC. Fees for such sub-advisory services are paid by IFG.
    In accordance with an Administrative Agreement, each Fund pays IFG an annual
fee of $10,000,  plus an additional  amount computed at an annual rate of 0.015%
of  average  net  assets to  provide  administrative,  accounting  and  clerical
services.  The fee is accrued daily and paid monthly.
    IFG  receives  a  transfer  agent  fee  at an  annual  rate  of  $26.00  per
shareholder  account,  or,  where  applicable,  per  participant  in an  omnibus
account,  per year. IFG may pay such fee for participants in omnibus accounts to
affiliates  or third  parties.  The fee is paid  monthly at  one-twelfth  of the
annual fee and is based upon the actual  number of accounts in existence  during
each month.
    A plan of  distribution  pursuant  to Rule  12b-1  of the Act  provides  for
compensation   of   marketing   and   advertising   expenditures   to  IFG  (the
"Distributor")  to a maximum  of 0.25% of annual  average  net  assets.  Amounts
accrued  by the Fund are  available  to  reimburse  the  Distributor  for actual
expenditures  incurred within a rolling  twelve-month period. For the six months
ended December 31, 1997, Tax- Free Intermediate Bond and Tax-Free Long-Term Bond
Funds paid the Distributor $5,772 and $273,421,  respectively, under the plan of
distribution. Effective September 29, 1997, INVESCO Distributors, Inc., a wholly
owned subsidiary of IFG, replaced IFG as distributor.
    IFG has voluntarily  agreed,  in some instances,  to absorb certain fees and
expenses incurred by Tax-Free Long-Term Bond Fund. IFG and ITC have voluntarily


<PAGE>



agreed, in some instances,  to absorb certain fees and expenses incurred by Tax-
Free  Intermediate  Bond  Fund.

NOTE 3 - PURCHASES AND SALES OF INVESTMENT  SECURITIES.  For the six months
ended December 31, 1997, the aggregate cost of purchases and proceeds from sales
of  investment   securities   (excluding  all  U.S.  Government  securities  and
short-term securities) were as follows:

Fund                                               Purchases             Sales
- --------------------------------------------------------------------------------
Tax-Free Intermediate Bond Fund                $   2,882,607     $   2,890,412
Tax-Free Long-Term Bond Fund                     170,427,326       163,643,340

    There were no purchases or sales of U.S. Government securities.

NOTE 4 -  APPRECIATION  AND  DEPRECIATION.  At  December  31,  1997,  the  gross
appreciation  of securities in which there was an excess of value over tax cost,
the gross  depreciation  of  securities in which there was an excess of tax cost
over value and the resulting net appreciation by Fund were as follows:

                                      Gross             Gross               Net
Fund                           Appreciation      Depreciation      Appreciation
- --------------------------------------------------------------------------------
Tax-Free Intermediate Bond Fund  $  159,149          $  0        $     159,149
Tax-Free Long-Term Bond Fund     12,918,983             0           12,918,983

NOTE 5 - TRANSACTIONS WITH AFFILIATES.  Certain of the Fund's officers and
directors are also officers and directors of IFG or ITC.
    The Fund has adopted an unfunded  deferred  compensation  plan  covering all
independent  directors  of the Fund  who  will  have  served  as an  independent
director for at least five years at the time of retirement.  Benefits under this
plan are based on an annual rate equal to 40% of the retainer fee at the time of
retirement.
    Pension  expenses  for the six months ended  December 31, 1997,  included in
Directors'  Fees and  Expenses in the  Statement  of  Operations,  and  unfunded
accrued  pension costs and pension  liability  included in Prepaid  Expenses and
Accrued Expenses,  respectively, in the Statement of Assets and Liabilities were
as follows:

                                                      Unfunded
                                     Pension           Accrued           Pension
Fund                                Expenses     Pension Costs         Liability
- --------------------------------------------------------------------------------
Tax-Free Intermediate Bond Fund      $    52        $       67         $    232
Tax-Free Long-Term Bond Fund           2,582            13,207           27,852



<PAGE>



NOTE 6 - LINE OF CREDIT.  The Fund has  available  a  Redemption  Line of Credit
Facility ("LOC"),  from a consortium of national banks, to be used for temporary
or emergency  purposes to fund redemptions of investor  shares.  The LOC permits
borrowings  to a maximum  of 10% of the Net  Assets at Value of each  respective
Fund.  Each Fund agrees to pay annual fees and interest on the unpaid  principal
balance  based on  prevailing  market  rates as  defined  in the  agreement.  At
December 31, 1997, there were no such borrowings.



<PAGE>



INVESCO Tax-Free Income Funds, Inc.
FINANCIAL HIGHLIGHTS
(For a Fund Share Outstanding Throughout Each Period)

<TABLE>
<CAPTION>
                                                     Six Months                                                      Period
                                                          Ended                                                       Ended
                                                    December 31                   Year Ended June 30                June 30
                                                    -----------         ------------------------------------      ---------
                                                      1997                1997           1996           1995          1994^
<S>                                                <C>                <C>             <C>             <C>         <C>    
                                                    UNAUDITED

                                                    Tax-Free Intermediate Bond Fund
PER SHARE DATA
Net Asset Value -
   Beginning of Period                                    $9.90          $9.74          $9.70          $9.52         $10.00
                                                    -----------         ------------------------------------      ---------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                      0.20           0.41           0.43           0.44           0.19
Net Gains or (Losses) on Securities
   (Both Realized and Unrealized)                          0.19           0.16           0.04           0.18         (0.48)
                                                    -----------         ------------------------------------      ---------
Total from Investment Operations                           0.39           0.57           0.47           0.62         (0.29)
                                                    -----------         ------------------------------------      ---------
LESS DISTRIBUTIONS
Dividends from Net Investment Income                       0.20           0.41           0.43           0.44           0.19
                                                    -----------         ------------------------------------      ---------
Net Asset Value - End of Period                           10.09           9.90           9.74           9.70           9.52
                                                    ===========         ====================================      =========
TOTAL RETURN                                             4.00%*          5.96%          4.89%          6.67%       (2.93%)*




<PAGE>



RATIOS
Net Assets - End of Period
   ($000 Omitted)                                         4,738          4,645          4,997          4,907          5,083
Ratio of Expenses to Average
   Net Assets#                                          0.48%*@         0.84%@         0.76%@          0.70%         0.70%~
Ratio of Net Investment Income to
   Average Net Assets#                                   2.01%*          4.18%          4.40%          4.56%         3.75%~
Portfolio Turnover Rate                                    63%*            41%            49%            23%           55%*


^ From  December 1, 1993,  commencement  of investment  operations,  to June 30,
  1994.

*  Based  on  operations  for  the  period  shown  and,  accordingly,   are  not
   representative of a full year.

#  Various expenses of the Fund were voluntarily absorbed by IFG and ITC for the
   six months ended December 31, 1997,  the years ended June 30, 1997,  1996 and
   1995 and for the period  ended June 30, 1994.  If such  expenses had not been
   voluntarily absorbed, ratio of expenses to average net assets would have been
   1.27% (not annualized),  2.43%,  2.34%,  2.45% and 3.09%,  respectively,  and
   ratio of net  investment  income to average net assets  would have been 1.22%
   (not annualized), 2.59%, 2.82%, 2.81% and 1.36%, respectively.

@  Ratio is based on Total  Expenses  of the Fund,  less  Expenses  Absorbed  by
   Investment Adviser, which is before any expense offset arrangements.

~  Annualized

</TABLE>


<PAGE>

<TABLE>
<CAPTION>

INVESCO Tax-Free Income Funds, Inc.
FINANCIAL HIGHLIGHTS (Continued)
(For a Fund Share Outstanding Throughout Each Period)

                                                     Six Months
                                                          Ended
                                                    December 31                   Year Ended June 30
                                                   ------------    ------------------------------------------------------
                                                         1997        1997        1996        1995        1994        1993
            
                                                   UNAUDITED

                                                   Tax-Free Long-Term Bond Fund

<S>                                                <C>            <C>          <C>         <C>       <C>       
PER SHARE DATA
Net Asset Value -
   Beginning of Period                             $      15.34    $  15.20    $  15.07    $  15.29    $  16.35    $  15.69
                                                   ------------    --------------------------------------------------------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                      0.31        0.66        0.73        0.80        0.83        0.87
Net Gains or (Losses) on Securities
   (Both Realized and Unrealized)                          0.50        0.38        0.32        0.09      (1.00)        1.04
                                                   ------------    --------------------------------------------------------
Total from Investment Operations                           0.81        1.04        1.05        0.89      (0.17)        1.91
                                                   ------------    --------------------------------------------------------
LESS DISTRIBUTIONS
Dividends from Net Investment Income                       0.31        0.66        0.73        0.80        0.83        0.87
In Excess of Net Investment Income                         0.00        0.01        0.00        0.00        0.00        0.00
Distributions from Capital Gains                           0.17        0.23        0.19        0.31        0.06        0.38
                                                   ------------    --------------------------------------------------------
Total Distributions                                        0.48        0.90        0.92        1.11        0.89        1.25
                                                   ------------    --------------------------------------------------------



<PAGE>



Net Asset Value - End of Period                           15.67       15.34       15.20       15.07       15.29       16.35
                                                   ============    ========================================================
TOTAL RETURN                                             5.35%*       7.05%       7.01%       6.16%     (1.16%)      12.57%
RATIOS
Net Assets - End of Period
   ($000 Omitted)                                       220,754     220,410     250,890     254,584     282,407     332,239
Ratio of Expenses to Average Net Assets#                0.46%*@      0.90%@      0.91%@       0.92%       1.00%       1.03%
Ratio of Net Investment Income to
   Average Net Assets#                                   2.07%*       4.36%       4.76%       5.31%       5.14%       5.43%
Portfolio Turnover Rate                                    93%*        123%        146%         99%         28%         30%

</TABLE>

*  Based  on  operations  for  the  period  shown  and,  accordingly,   are  not
   representative of a full year.

#  Various  expenses  of the Fund were  voluntarily  absorbed by IFG for the six
   months ended December 31, 1997 and for the years ended June 30 1997, 1996 and
   1995. If such expenses had not been voluntarily  absorbed,  ratio of expenses
   to average net assets would have been 0.53% (not annualized),  1.05%,  1.04%,
   and 1.05%  respectively,  and ratio of net  investment  income to average net
   assets would have been 1.99%, 4.21%, 4.63% and 5.18%, respectively.

@  Ratio is based on Total  Expenses  of the Fund,  less  Expenses  Absorbed  by
   Investment Adviser, which is before any expense offset arrangements.




<PAGE>



EasiVest makes it easy to pay yourself first.

   It seems  that for most of us the  hardest  part of  investing  at  regular
intervals comes down to simply writing the check, finding the stamp, and putting
it in the mail.  But with  INVESCO's  EasiVest it's so easy that we'll do almost
all the work for you.

   After you fill out the  authorization  and return it with a voided check, the
exact dollar  amount you specify will be  electronically  transferred  from your
bank account to your designated fund on the same day each month.

Using  EasiVest is one of the few times when you'll find the easy way may also
be one of the best.

   For  years  smart  investors  have  used  an  investment  strategy  known  as
dollar-cost averaging. It only makes sense that when prices are high an investor
will want to buy fewer shares, and when prices are low he will want to buy more.
By investing a fixed amount at regular  intervals with INVESCO's  EasiVest,  you
can take advantage of these market fluctuations.

   Over a sufficient period of time,  dollar-cost averaging may make the average
price you pay per share less than the actual average price per share.  So follow
the lead of successful  investors and take  advantage of  dollar-cost  averaging
with INVESCO's EasiVest.

   Like other  investment  systems,  periodic  investment  plans to not insure a
profit, nor do they protect against loss in a falling market.  Since these plans
involve  continuous  investment in securities  regardless of  fluctuating  price
levels in the market,  you should  consider your  financial  ability to continue
purchases through low price levels. Finally, be aware that you will incur a loss
under the plan if you decide to liquidate  your account when the market value of
accumulated shares is less than their cost.

   Just  follow  these  simple  authorization  instructions  and  let  INVESCO's
EasiVest help you build for your future.

   1.   Call your bank for their ABA and  account  numbers.  Then  complete  the
        EasiVest  authorization and sign it the same way you would your personal
        checks.

   2.   Enclose an unsigned, personal check or savings deposit slip marked
        "Void."

   3.   Place a voided check or savings deposit slip and signed authorization
        form in an envelope; then mail it to us.

    It's that easy to start  building your mutual fund  portfolio.  And you can
take advantage of INVESCO's EasiVest with as little as $50 a month.

Questions?  Call us at 1-800-525-8085.
Start building for your future today.


<PAGE>



EASIVEST AUTHORIZATION FOR AUTOMATIC INVESTMENTS

   Before returning this Authorization,  please be sure to contact your bank for
   the correct ABA number and account number.

I authorize  INVESCO  Funds Group to transfer  money from my checking or savings
account  on or  about  the 7th or 21st  (check  one) day of each  month  for the
amounts and funds indicated below:

Fund----------------------------------Acct.#------------------------------------

$-------------------------- ($50 minimum)                  --- 7th     ---21st

- ----------------------------------------------------------------------------
Bank Name
- ----------------------------------------------------------------------------
Bank Street Address
- ----------------------------------------------------------------------------
City, State, Zip
- ----------------------------------------------------------------------------
ABA Number (available from your bank)                          Bank Phone Number
- ----------------------  ---------This is a --Checking Account-- Savings Account
Bank Account Number-------------------------------------------------------------
Owner's Name (First, Middle Initial, Last)
- --------------------------------------------------------------------------------
Joint Owner's Name (First, Middle Initial, Last)
- --------------------------------------------------------------------------------
Owner Street Address
- --------------------------------------------------------------------------------
City, State, Zip
- --------------------------------------------------------------------------------
Signature                                                  Date

- --------------------------------------------------------------------------------
Signature                                                  Date

- --------------------------------------------------------------------------------
Daytime Telephone Number                               Evening Telephone Number

Don't forget to attach a voided check or deposit slip.

This  authority is to remain in effect  until I revoke it in writing and,  until
INVESCO receives such  notification,  I agree INVESCO will be fully protected in
honoring any such electronic  debit. I further agree that if any such electronic
debit  is  not  honored,  whether  with  cause  or  without  cause  and  whether
intentionally or  unintentionally,  INVESCO will not be liable whatsoever.  This
authorization  will become a part of the fund application  subject to the terms,
representations and conditions thereof.

Like other investment  systems,  period investment plans do not insure a profit,
nor do they protect against loss in a falling market.  Since these plans involve
continuous  investment in securities  regardless of fluctuating  price levels in
the market,  you should  consider your financial  ability to continue  purchases
through low price levels. Finally, be aware that you will incur a loss under the
plan  if you  decide  to  liquidate  your  account  when  the  market  value  of
accumulated shares is less than their cost.



<PAGE>


INVESCO FUNDS

INVESCO Disributors, Inc. (SM)
Distributor
Post Office Box 173706
Denver, Colorado 80217-3706

1-800-525-8085
PAL(r): 1-800-424-8085
http://www.invesco.com

In Denver, visit one of our
convenient Investor centers:
Cherry Creek
155-B Fillmore Street
Denver Tech Center,
7800 East Union Avenue,
Lobby Level

This information must be
preceded or accompanied
by a current prospectus.








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