USAA TAX EXEMPT FUND INC
N-30D, 1995-05-26
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                              Table of Contents
USAA Family of Funds                                        1
Message from the President                                  2
Fund Performance                                            4
Investment Review:  
     Long-Term Fund                                         6
     Intermediate-Term Fund                                 9
     Short-Term Fund                                       12
     Tax Exempt Money Market Fund                          15
Financial Information:
     Distributions to Shareholders                         18
     Independent Auditors' Report                          19
     Statements of Assets and Liabilities                  20
     Portfolios of Investments in Securities:     
          Long-Term Fund                                   23  
          Intermediate-Term Fund                           30        
          Short-Term Fund                                  40
          Tax Exempt Money Market Fund                     48
     Notes to Portfolios of Investments                    64
     Statements of Operations                              65
     Statements of Changes in Net Assets                   66
     Notes to Financial Statements                         68

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

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

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

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

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

USAA with the eagle is registered in the U.S. Patent & Trademark Office.
(copyright)1995, USAA. All rights reserved.

                USAA Family of Funds Performance Summary
If you own only one or two USAA funds, you may not be aware of the performance
of our other funds. This summary is a snapshot of the performance of all 29 
funds by investment objective as of March 31, 1995. If you're interested in
more information, please call us at 1-800-531-1087 for a prospectus. Please
read the prospectus carefully before investing.
     
<TABLE>
<CAPTION>
      
                                                                 Average Annual Total Return**
Investment                   Inception                                          Since         7-Day      30-Day***
Objective                      Date        1 yr         5 yrs       10 yrs    Inception       Simple       SEC 
Capital Appreciation                         %            %            %          %             %           %   
<S>                           <C>          <C>          <C>         <C>       <C>             <C>        <C>
                                                                     
Aggressive Growth             10/19/81     12.44        9.92         9.01            -        -              -
Emerging Markets               11/7/94         -           -            -       (12.80)       -              - 
Gold                           8/15/84     (4.24)        .87         1.51            -        -              -
Growth                          4/5/71     20.03       12.05        11.71            -        -              - 
Growth & Income                 6/1/93     12.40           -            -         6.96        -              -
International                  7/11/88     (1.37)       7.67            -         8.47        -              - 
World Growth                   10/1/92      (.78)          -            -         9.20        -              -

Diversified/Balanced                                                        
                                                       
Balanced Portfolio             1/11/89      7.99        8.08            -         8.64        -           4.16
Cornerstone                    8/15/84      2.18        7.66        11.59            -        -              -

Income - Taxable                                                            
                                           
GNMA                            2/1/91      5.45           -            -         7.29        -           7.10
Income                          3/4/74      5.42        9.18        10.14            -        -           7.34
Income Stock                    5/4/87     11.41       11.17            -        10.84        -              -
Short-Term Bond                 6/1/93      3.27           -            -         2.88        -           7.68

Income - Tax Exempt                                                         
                                    
Long-Term                      3/19/82      5.07        7.68         9.13            -        -           5.96
Intermediate-Term              3/19/82      6.16        7.58         8.22            -        -           5.45 
Short-Term                     3/19/82      4.51        5.41         5.96            -        -           4.58
California Bond*                8/1/89      6.89        7.66            -         7.09        -           5.94
Florida Tax-Free Income*       10/1/93      7.01           -            -        (1.19)       -           5.80
New York Bond*                10/15/90      5.42           -            -         8.59        -           5.73
Texas Tax-Free Income*          8/1/94         -           -            -         5.75        -           5.72
Virginia Bond*                10/15/90      6.61           -            -         8.30        -           5.83

Money Market                                                                
                                     
Money Market                    2/2/81      4.78        4.87         6.11            -     5.80              -
Tax Exempt Money Market         2/6/84      2.98        3.68         4.48            -     3.70              -
Treasury Money Market Trust     2/1/91      4.45           -            -         3.91     5.63              -
California Money Market*        8/1/89      2.94        3.45            -         3.70     3.69              -  
Florida Tax-Free Money Market* 10/1/93      2.86           -            -         2.54     3.61              -
New York Money Market*        10/15/90      2.76           -            -         2.94     3.48              - 
Texas Tax-Free Money Market*    8/1/94         -           -            -         2.09     3.63              -
Virginia Money Market*        10/15/90      2.91           -            -         3.15     3.60              -
</TABLE>

* Shares of the state funds are authorized for sale only to residents of the 
  states listed above.

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

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

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

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

*** Calculated as prescribed by the Securities and Exchange Commission.

Message from the President

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

Recently in Houston, I had a fascinating conversation with a USAA member and
shareholder of our funds. This gentleman is an owner of the USAA Income Fund,
but our conversation is applicable, with some modification for returns, to any
of our longer-term fixed-income funds. Around 1990, after diligent research,
he had invested the bulk of his retirement funds into the Income Fund. When I 
met him in Houston, he said to me, "The Income Fund had a 10-year record of 12%
compound returns*, so I chose it for my retirement fund." (From 1980 to 1990,
the Income Fund's annual compound return was actually 13.03%.)(1) 

This gentleman then pulled out a large graph which he had constructed on 
several pieces of graph paper carefully taped together. He had drawn a line
which began at the value of his account in 1990, which then curved upward for
20 years. The upward curve was simply an extrapolation of 12% returns for the
next 20 years. This mathematical exercise, created by the investor, will show
the original value to grow over 9 1/2 times. But, remember, this is a 
hypothetical exercise, and as we always tell you, past performance is not a 
guarantee of future results.(2) A second line on the graph plotted the actual
value of his account. Through 1993 this actual value stayed close to the
extrapolation, but in 1994 fell below it. He asked me, "How are you experts 
going to get me back to the 12% line?"

The first thing I told him was that if he updated his graph at the end of the
first quarter of 1995, he would find that the loss of 1994 had been recouped.
(3) But after that, we had a bit of a problem.  

I pointed out to him that the period from the early 1980s until 1993 was an
unusual one in the bond market. Interest rates declined, with a few jiggles,
from all-time highs to notable lows. That meant, in addition to all the income
bonds produced, their market prices kept rising, and investors saw total 
returns that rivaled those of stocks.(4, 5)

We had a great conversation. He smiled and said, "I know all that, I just want
to know how you're going to get me back to my line." I told him he could not 
dismiss the market so easily. Over time, bonds may return their interest rate,
with perhaps a bit more for premiums received if they get called. Investors may
enjoy a market run like we had in the 1980s and early 1990s, but they must not
deceive themselves.(5)

1994 was a signal that a unique period in the bond market was over. We probably
won't keep on going at 12% a year. But so far, 1995 has sent another signal.
That is - remember! The bond market can fluctuate, but over the years it has 
been a good place to invest.(5) Risks have been rewarded.

Sincerely,



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

(1) Average annual 10-year return at December 31, 1990.

(2) This hypothetical exercise does not imply that gain or income realized
    in the past will be repeated in the future.

(3) Income Fund: One-year total return as of December 31, 1994: -5.21% Quarter
    ending March 31, 1995 total return: 5.56%

(4) Based on price return data provided by Lehman Brothers, 1993 Bond Market
    Annual Book.

(5) Source: (copyright)Stocks, Bonds, Bills and Inflation 1995 Yearbook (TM), 
    Ibbotson Associates, Chicago (Annually updates work by Roger G. Ibbotson
    and Rex A. Sinquefield). Used with permission. All rights reserved.

For more complete information about any of the USAA Family of Funds including
charges and expenses, call for a prospectus. Please read it carefully before 
investing or sending money.


"The bond market can fluctuate, but over the years it has been a good place to
 invest. Risks have been rewarded."


*Income Fund 

Average Annual Total Return
as of 3/31/95

 1 Year              5.42%
 5 Years             9.18%
10 Years            10.14%

Total return equals income yield plus share price 
change and assumes reinvestment of all 
dividends and capital gains distributions. The
performance data quoted represents past performance 
and is not an indication of future results. Investment 
return and principal value of an investment will 
fluctuate, and an investor's shares, when redeemed, 
may be worth more or less than the original cost.

Fund Performance

The graph and table below compare the total return of the three USAA tax-exempt
bond funds for the 10-year period ended March 31, 1995, to the Lehman Brothers
Municipal Bond Index, an unmanaged total return performance benchmark for the
investment grade tax-exempt bond market. This index, like most broad market
indices, is a hypothetical portfolio which, unlike a mutual fund, has no 
operating expenses or transaction costs. It assumes all income and capital 
gains are reinvested. All tax-exempt bond funds will find it difficult to 
outperform such an index, since funds have expenses.

Average Annual Total Return As Of 3/31/95

                                       1 Year         5 Years       10 Years
Long-Term Fund                          5.07%          7.68%         9.13%  
Intermediate-Term Fund                  6.16%          7.58%         8.22%
Short-Term Fund                         4.51%          5.41%         5.96%
Lehman Brothers Municipal Bond Index    7.43%          8.24%         9.79%

[A graph is shown here which is a comparison of the change in value of a 
$10,000 investment for the period of 3/31/85 to 3/31/95, with dividends and
capital gains reinvested.  The vertical axis shows the dollar amount and the 
horizontal axis shows the time period.  The ending values for the items graphed
are:

Lehman Brothers Municipal Bond Index                   $25,456
USAA Long-Term Fund                                     23,959
USAA Intermediate-Term Fund                             22,041
USAA Short-Term Fund                                    17,841]

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

The graph on the preceding page shows how the value of a $10,000 investment on 
March 31, 1985, in the Long-Term, Intermediate-Term, and Short-Term Funds 
would have grown in value to $23,959, $22,041, and $17,841, respectively, at 
March 31, 1995. The same $10,000 investment based on the long-term benchmark of
the Lehman Brothers Municipal Bond Index for the same time period would be 
valued at $25,456. This comparison illustrates that the longer the bonds are in
a fund, the higher the potential returns offered to compensate investors for
longer exposure to an uncertain future. In other words, the higher the risk, 
the higher the potential reward. While past performance is no guarantee of 
future results, the USAA funds generally performed as expected, given their
varying maturities - the longer the difference in maturity, the greater the
return.

The exemption of interest income for federal income tax purposes does not 
necessarily result in exemption under the income or other tax laws of any
state or local taxing authority.  Shareholders should consult their tax 
advisors about the status of distributions from a fund in their own states and
localities. Income may be subject to federal, state, or local taxes or the
alternative minimum tax.

INVESTMENT REVIEW

LONG-TERM FUND

OBJECTIVE:  Provide investors with interest income that is exempt from federal
income tax.

TYPES OF INVESTMENTS:  Invests primarily in investment grade tax-exempt 
securities of varying maturities.  The average weighted portfolio maturity is
10 years or more.

                                            3/31/94              3/31/95
Net Assets                              $1,831.7 Million      $1,774.6 Million
Net Asset Value Per Share                   $13.20               $12.96


                 Average Annual Total Return as of 3/31/95
       1 Year                                            5.07%
       5 Years                                           7.68%
      10 Years                                           9.13%
      30-Day SEC Yield* on March 31, 1995                5.96%
   *Calculated as prescribed by the Securities and Exchange Commission
<TABLE>
<CAPTION>
[A graph is shown here comparing the 12-month dividend yield of the USAA
Long-Term Fund and the Lipper General Municipal Debt Funds Average from 3/31/86
to 3/31/95.  The vertical axis shows the yield and the horizontal axis shows
the time period.  The values are:

               3/31/86    3/31/87   3/31/88   3/31/89   3/31/90   3/31/91  3/31/92   3/31/93   3/31/94   3/31/95
<S>            <C>        <C>       <C>       <C>       <C>       <C>      <C>       <C>       <C>       <C>         
USAA Long-     
 Term Fund     8.36       7.45      7.71      7.57      7.29       7.15     6.78      6.21      6.10      6.01   

Lipper Gen.
 Muni. Debt
 Funds Avg.    7.63       7.04      7.36      7.09      6.88       6.68     6.36      5.71      5.56      5.29]
</TABLE>

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

Message from the Manager

[A photo of Kenneth E. Willmann, Portfolio Manager appears here]

Grizzly Bear

The fiscal year which began April 1, 1994, started off with one of the worst
bear markets ever. The standard for bond interest rates, the active 30-year 
U.S. Treasury Bond (the Long Bond), rose from 7.09% on March 31,1994, to 8.23%
on November 7, 1994. The resultant bond price decline was 12.7%, a very 
substantial bear market in the Long Bond.

Tax-exempt municipal bonds followed suit. The Bond Buyer 40-Bond Index, an 
industry benchmark for long-term municipal bonds, experienced an interest rate
rise from 6.36% on March 31, 1994, to 7.37% on November 22, 1994. The resultant
price decline was 11.7%. The Long-Term Fund's performance mirrored the index.
The net asset value (NAV) per share declined 10.5% from March 31, 1994, to 
November 22, 1994 (adjusted for capital gains distributed on May 5, 1994). 
This was a real grizzly bear market. On the bright side, the 30-day SEC yield
rose from 5.62% to a high of 6.62% during the same time period. 

Running of the Bulls

Each year there is a festival in Pamplona, Spain, where bulls are allowed to
run through the main street of the city. The object is to give to all who 
choose a chance to prove their bravery by running in front of the bulls. When 
interest rates started downward sharply in November 1994, we were all given the
same opportunity. A "bull market" is investment jargon for a period of rising 
prices. Bond prices rise when interest rates decline, and that is what began a
few days before Thanksgiving 1994.

From November 7, 1994, to March 31, 1995, the yield on the Long Bond dropped to
7.51% from 8.23%. From November 22, 1994, to March 31, 1995, the yield on the 
Bond Buyer 40-Bond Index dropped from 7.37% to 6.37%, and the 30-day SEC yield 
on the Fund fell from 6.62% to 5.96%. 

In January 1995, I began buying bonds which were structurally a bit more 
volatile and selling those that were less volatile. For example, we sold 
several bonds that had relatively short periods to the next possible call date
and bought those with longer call dates. We also bought bonds with slightly
lower coupons and sold some with higher coupons. 

The NAV per share had recovered 9.6% to $12.96 by March 31, 1995, making up 
nearly all of its previous decline. In order to maintain our income
distribution, we gradually and selectively increased our holdings in BBB rated
bonds from 10% to 21%. These securities tend to have higher yields than those
with higher credit ratings.

Crystal Ball

What is the outlook for the near term? There are several crosscurrents at work.
Will the Federal Reserve Board continue to raise short-term interest rates? 
What is the effect of the current turmoil in the foreign exchange markets on
the general level of interest rates? Will the U.S. economy continue to grow or
falter? Will inflation heat up or cool down? Will the new issuance of municipal
bonds continue at relatively low levels? What effects will the shift in
political power, away from federally funded programs to state and local control
have on all of the above plus state and local finances?

Searching for answers to these questions is like looking into a crystal ball, 
full of swirling images as all the answers and their interrelationships appear.
A picture emerges, though it is not completely clear. I think the U.S. economy
will slow gradually for the rest of calendar 1995, which should keep inflation 
from rising. The Federal Reserve will respond by holding short-term interest 
rates steady. Therefore, long-term rates will likely fall in a choppy pattern,
causing bond prices to rise in a similar pattern. 

I will continue to follow a strategy of favoring tax-exempt income over capital
gains while maintaining a high-quality portfolio. For the fiscal year ended 
March 31, 1995, the dividend yield (1) on the Long-Term Fund was 6.0%, well 
ahead of Lipper's General Municipal Debt Funds Average of 5.3%. (2) I believe
such a strategy is appropriate and desirable for investors who are in upper 
income tax brackets. It should stand them in good stead in the scenario 
outlined above.

(1) 12-Month Dividend Yield is computed by dividing income dividends paid 
    during the previous 12 months by the latest month-end net asset value
    adjusted for capital gains distributions.

(2) Lipper Analytical Services is an independent organization that monitors the
    performance of mutual funds. 

See page 23 for a complete listing of the Portfolio of Investments in
Securities.

Note: Income may be subject to federal, state or local taxes, or the
      alternative minimum tax.

                      Portfolio Ratings/Mix
                         March 31, 1995

[A pie chart is shown here depicting the Portfolio Ratings/Mix as of March 31,
1995 for the USAA Long-Term Fund to be:  AAA - 19%, AA - 25%, A - 33%, BBB -
21% and Cash Equivalents - 2%]

Investment Review

INTERMEDIATE-TERM FUND 

OBJECTIVE: Provide investors with interest income that is exempt from federal
income tax.

TYPES OF INVESTMENTS: Invests primarily in investment grade tax-exempt
securities of varying maturities. The average weighted portfolio maturity
is between 3 and 10 years.

                                               3/31/94            3/31/95
Net Assets                                 $1,559.2 Million    $1,529.8 Million 
Net Asset Value Per Share                      $12.48              $12.50

Average Annual Total Return as of 3/31/95 

 1 Year                                      6.16%
 5 Years                                     7.58%
10 Years                                     8.22%
30-Day SEC Yield* on March 31, 1995          5.45%

*Calculated as prescribed by the Securities and Exchange Commission.
<TABLE>
<CAPTION>
[A graph is shown here comparing the 12-month dividend yield of the USAA
Intermediate-Term Fund and the Lipper Intermediate Municipal Debt Funds
Average from 3/31/86 to 3/31/95. The vertical axis shows the yield and the 
horizontal axis shows the time period.  The values are:

              3/31/86     3/31/87     3/31/88   3/31/89   3/31/90   3/31/91   3/31/92   3/31/93   3/31/94   3/31/95
<S>           <C>         <C>         <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>    
USAA Inter.
Term Fund      7.97        7.08        7.12      7.17      6.98      6.84      6.43      5.75      5.63       5.55      

Lipper Int.
 Muni. Debt
 Funds Avg.    6.94        6.18        6.29      6.50      6.37      6.17      5.79      5.13      4.73       4.63
</TABLE>

The Lipper Intermediate Municipal Debt Funds Average is computed by Lipper
Analytical Services, an independent organization that monitors the performance
of mutual funds. 12-month dividend yield is computed by dividing income 
dividends paid during the previous 12 months by the latest month-end net asset
value adjusted for capital gains distributions. The graph represents data from 
3/31/86 to 3/31/95. 

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

Message from the Manager

[A photo of Clifford A. Gladson, Portfolio Manager appears here]

Credit Market Review

The Federal Reserve Board's increases in short-term interest rates and the bond
market's fear of future inflation from an overheated economy dominated events
in 1994. The relentless rise in all interest rates resulted in a bear market
for bonds. However, over the first three months of 1995, the market gained 
confidence in the Federal Reserve's ability to hold inflation in check and the
bond market staged a sustained rally.

Fund Performance

Even though interest rates were volatile during the Fund's fiscal year, March
31, 1994, to March 31, 1995, yields on 10-year AA municipal bonds ended the 
fiscal year at the same level as they started. During this period, the Fund's 
30-day SEC yield increased from 5.17% to 5.45% while the share value increased
$.02 to $12.50.

For the 12 months ending March 31, 1995, your Fund provided a dividend yield(1)
of 5.6%, well above the 4.6% average dividend yield of the Lipper Intermediate
Municipal Debt Funds Average.(2)

Income Orientation

I manage your Fund to generate tax-free income - not taxable capital 
appreciation. Bonds are very mathematical. When interest rates go up, the price 
of a bond falls. When interest rates go down, the price of a bond rises. In the
long run, a bond matures at face value. The only tax-exempt income the bond 
earns is the coupon(3) yield at the time of purchase. No one can consistently
predict movements in interest rates, so I do not try to time the market. 

Income and yields for municipal bonds tend to increase with maturity, so I 
attempt to extend maturities and buy high-quality bonds to maximize tax-exempt
income and minimize risk of ownership. And, as a secondary consideration, I
keep an eye on total return.

The Fund's solid performance after enduring the volatile bond market of the 
last fiscal year reinforced my conviction that concentrating on producing 
tax-free income is in the shareholder's best interest.

Interest Rate Outlook

It appears the credit market thinks the Federal Reserve has both the ability
to manage a soft landing and the determination to keep inflation in check. In
addition, demand for intermediate-term municipal bonds seems to be greater than
the level of new issuance. These factors indicate yields on intermediate-term 
municipal bonds could continue to decline, and prices should also go up.

(1)  12-Month Dividend Yield is computed by dividing income dividends paid
     during the previous 12 months by the latest month-end net asset value
     adjusted for capital gains distributions.

(2)  Lipper Analytical Services is an independent organization that monitors
     the performance of mutual funds. 

(3)  Interest rate on a debt security the issuer promises to pay to the holder
     until maturity.

See page 30 for a complete listing of the Portfolio of Investments in 
Securities.

Note: Income may be subject to federal, state or local taxes, or the 
      alternative minimum tax.

                             Portfolio Ratings/Mix
                                March 31, 1995

[A pie chart is shown here depicting the Portfolio Ratings/Mix as of March 31,
1995 for the USAA Intermediate-Term Fund to be:  AAA - 17%, AA - 14%, A-51%, 
BBB - 17% and Cash Equivalents - 1%.] 

Investment Review

Short-Term Fund 

OBJECTIVE: Provide investors with interest income that is exempt from federal
income tax.

TYPES OF INVESTMENTS: Invests primarily in investment grade tax-exempt
securities of varying maturities. The average weighted portfolio maturity is 3
years or less.

                                       3/31/94             3/31/95
Net Assets                         $995.6 Million        $801.2 Million 
Net Asset Value Per Share              $10.48               $10.47


                Average Annual Total Return as of 3/31/95 
           1 Year                                      4.51%
           5 Years                                     5.41%
          10 Years                                     5.96%
          30-Day SEC Yield* on March 31, 1995          4.58%

*Calculated as prescribed by the Securities and Exchange Commission.
<TABLE>
<CAPTION>
[A graph is shown here comparing the 12-month dividend yield of the USAA Short-
Term Fund and the Lipper Short-Term Municipal Debt Funds Average from 3/31/86 to
3/31/95.  The vertical axis shows the yield and the horizontal axis shows the
time period.  The values are:

                3/31/86     3/31/87    3/31/88   3/31/89   3/31/90   3/31/91   3/31/92   3/31/93   3/31/94   3/31/95
<S>             <C>         <C>        <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>   
USAA Short-
 Term Fund      6.73         5.79      5.80      6.19      6.47      6.47       5.59      4.75      4.33      4.51 

Lipper Short-
 Term Muni.
 Debt Funds
 Average        6.44         5.69       5.48     5.93      6.12      6.04       5.50       4.70      3.96     4.01    
</TABLE>

The Lipper Short-Term Municipal Debt Funds Average is computed by Lipper 
Analytical Services, an independent organization that monitors the performance
of mutual funds. 12-month dividend yield is computed by dividing income 
dividends paid during the previous 12 months by the latest month-end net asset
value adjusted for capital gains distributions. The graph represents data from
3/31/86 to 3/31/95. 

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

Message from the Manager

[A photo of Clifford A. Gladson, Portfolio Manager appears here]

Credit Market Review

Starting in February 1994, the Federal Reserve Board increased short-term
interest rates seven times, doubling the Fed Funds rate to 6% at March 31, 1995
The Federal Reserve has direct control over short-term rates only. With the 
possibility of an overheated economy causing inflation to raise its ugly head,
all bond yields soared, causing bond prices to fall across all maturities. 
However, over the first three months of 1995, the bond market gained confidence
in the Federal Reserve's ability to hold inflation in check, resulting in a 
sharp decline in bond yields.

Fund Performance

While your Fund is managed to pursue an above-average level of tax-free income,
I also strive to maintain low share price volatility. 

The Fund performed as anticipated even though interest rates were volatile
during the Fund's fiscal year, March 31, 1994, to March 31, 1995. Yields on five
year AA municipal bonds ended the fiscal year at the same level as they started.
Yields on municipal money market securities rose steadily and have not 
retreated. During this period, the Fund's 30-day SEC yield increased from 3.76%
to 4.58%, while the share value fell only $.01 to end at $10.47.

For the 12 months ending March 31, 1995, the Fund provided a dividend yield(1)
of 4.5%, well above the average dividend yield of 4.0% for the Lipper Short-
Term Municipal Debt Funds Average.(2)

Credit Analysis

We purchase bonds based on independent credit analysis rather than relying
exclusively on published credit ratings or name recognition.

We try to identify problems before they impact the portfolio. For example, 
early last year one of our analysts performed an on-site credit review of
Orange County, California. He could not understand how the county was able to
generate such a high level of investment income without exposing itself to a 
high level of risk. He visited the Orange County Treasurer's Office and
reviewed their reverse repo program and use of derivatives. Our analyst became
skeptical and after talking it over with other USAA analysts and portfolio 
managers, we decided excessive leverage did not make sense to us, so we 
followed one of our company's strategies: DON'T BUY WHAT YOU DON'T
UNDERSTAND. Orange County was rated AA when it filed for Chapter 9
bankruptcy protection in December 1994.

Rest assured that USAA IMCO has a seasoned team of fixed-income professionals
looking out for your best interests.

Interest Rate Outlook

It appears the bond market feels the Federal Reserve will keep inflation in 
check. In addition, there is a relatively low level of new issuance of 
short-term municipal bonds. These factors point to a rise in municipal money
market rates and stable or slightly declining municipal short-term yields. 
The wild card in the interest rate outlook is the value of the dollar relative
to the yen and deutsche mark.

(1) 12-Month Dividend Yield is computed by dividing income dividends paid 
    during the previous 12 months by the latest month-end net asset value
    adjusted for capital gains distributions.

(2) Lipper Analytical Services is an independent organization that monitors the
    performance of mutual funds.
 
See page 40 for a complete listing of the Portfolio of Investments in
Securities.

Note: Income may be subject to federal, state or local taxes, or the 
alternative minimum tax.

Portfolio Ratings/Mix
March 31, 1995

[A pie chart is shown here depicting the Portfolio Ratings/Mix as of March 31,
1995 for the USAA Short-Term Fund to be:  AAA - 15%, AA - 21%, A - 41%, BBB -
10% and Cash Equivalents - 13%.]

Investment Review
Tax Exempt Money Market Fund

OBJECTIVE: Provide investors with interest income that is exempt from federal
income tax while preserving capital and maintaining liquidity. 

TYPES OF INVESTMENTS: High quality tax-exempt securities with maturities of 397
days or less. The Fund will maintain a dollar-weighted average portfolio 
maturity of 90 days or less and will endeavor to maintain a constant net asset 
value per share of $1.00.*

*An investment in this Fund is neither insured nor guaranteed by the U.S. 
government, and there can be no assurance that the Fund can maintain a stable
net asset value of $1.00 per share.

                                       3/31/94             3/31/95
Net Assets                        $1,569.8 Million      $1,456.7 Million
Net Asset Value Per Share               $1.00               $1.00

Average Annual Total Return as of 3/31/95 
 1 Year                                      2.98%
 5 Years                                     3.68%
10 Years                                     4.48%
7-Day Simple Yield on March 31, 1995         3.70%

[A graph is shown here comparing the 7-day yield of the USAA Tax Exempt Money
Market Fund and the IBC/Donoghue's SB & GP (tax free) from 3/94 to 3/95.  The
vertical axis shows the yield and the horizontal axis shows the time period. 
The ending value, on 3/27/95, for the USAA Tax Exempt Money Market Fund is 
3.66% and the ending value for the IBC/Donoghue's SB & GB (tax free) is 3.42%.]

Data represents the last Monday of each month.  Ending date 3/27/95.

Total return equals income yield plus share price change and assumes 
reinvestment of all dividends and capital gain distributions. No adjustment
has been made for taxes payable by shareholders on their reinvested dividends
and capital gain distributions. Past performance is no guarantee of future 
results and the value of your investment may vary according to the Fund's
performance. The graph tracks the Fund's 7-day simple yield against 
IBC/Donoghue's SB (Stock Broker) and GP (General Purpose) (Tax-Free) Money
Funds, an average of all major money market fund yields.

Message from the Manager

[A photo of Thomas Ramos, Portfolio Manager, appears here]

Strategy 

In early December 1994, Orange County, California, declared bankruptcy. While a
number of other taxable and tax-exempt money market funds were bailed out due
to the Orange County bankruptcy, your Fund had no direct exposure to securities
backed by Orange County. Remaining true to our strategy, our portfolio 
contained competitive-yielding high-quality securities. The USAA Tax Exempt 
Money Market Fund is managed as a team effort. Even though I manage the Fund 
and ultimately decide what is held in the portfolio, I receive a tremendous 
amount of support from a team of three money market analysts. These analysts,
John Bonnell, CFA; Pamela Bledsoe, CFA; and Tony Era, provide me with critical
input on credit quality for both current holdings and potential buy candidates.
Their input helps me determine that the securities I am purchasing are not only
appropriate for money market funds; but, just as important, it helps me avoid
possible problems such as the Orange County fiasco.

Market Environment

The Federal Reserve Board has raised short-term rates twice since our last 
report dated September 30, 1994, as it continued its preemptive moves against
inflation. Although short-term taxable rates have increased due to the Federal
Reserve's actions, tax-exempt securities have not risen as much because 
investor demand for these securities has outstripped supply.  

[A graph is here showing the growth of $10,000, from 3/31/85 to 3/31/95,
invested in the USAA Tax-Exempt Money Market Fund.  The vertical axis shows the
dollar amount and the horizontal axis shows the time period.  The ending value
is $15,494.]

The Portfolio

The average maturity of the Fund has been increased by approximately 8 days to
an average of 66 days since our last report. I believe it is unlikely that the
economy will continue to grow at the pace it did in the last half of 1994. 
Consequently, over the near term I do not believe short-term rates will move
considerably upward. While the current maturity of the portfolio allows the 
Fund to lock in competitive rates, it also provides me with flexibility and
buying power should short-term rates move higher.

See page 48 for a complete listing of the Portfolio of Investments in 
  Securities.

Note: Income may be subject to federal, state or local taxes, or the
      alternative minimum tax.

Distributions to Shareholders

USAA Tax Exempt Fund, Inc. completed its fiscal year on March 31, 1995.
Federal law (Internal Revenue Code of 1986, as amended, and the regulations
thereunder) requires each Fund to notify its shareholders after the close of
its taxable year as to what portion of its earnings was exempt from federal 
taxation and the dividend distributions which represent long-term capital 
gains. The net investment income earned and distributed by each of the Funds
was 100% tax exempt for federal income tax purposes. There were no long-term
capital gain distributions for the year ended March 31, 1995.

Independent Auditors' Report

The Shareholders and Board of Directors

USAA TAX EXEMPT FUND, INC.:

We have audited the accompanying statements of assets and liabilities and
portfolios of investments in securities of the Long-Term, Intermediate-Term,
Short-Term, and Tax Exempt Money Market Funds, separate Funds of USAA Tax
Exempt Fund, Inc., as of March 31, 1995, the related statements of operations
for the year then ended, the statements of changes in net assets for each of 
the years in the two-year period then ended, and the financial highlights
information presented in note 7 to the financial statements for each of the
years in the five-year period then ended. These financial statements and the
financial highlights information are the responsibility of the Company's 
management. Our responsibility is to express an opinion on these financial 
statements and the financial highlights information based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial 
highlights information are free of material misstatement. An audit includes 
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. Our procedures included confirmation of securities
owned as of March 31, 1995, by correspondence with the custodian and brokers.
An audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial 
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

In our opinion, the financial statements and financial highlights information
referred to above present fairly, in all material respects, the financial
position of the Long-Term, Intermediate-Term, Short-Term, and Tax Exempt Money
Market Funds, separate Funds of USAA Tax Exempt Fund, Inc., as of March 31,
1995, the results of their operations for the year then ended, the changes in
their net assets for each of the years in the two-year period then ended, and
the financial highlights information for each of the years in the five-year 
period then ended, in conformity with generally accepted accounting principles.
                              
                                   KPMG PEAT MARWICK LLP

San Antonio, Texas
May 3, 1995
<TABLE>
<CAPTION>
Statements of Assets and Liabilities
(In Thousands)

March 31, 1995
<S>                                                               <C>                    <C>  
                                                                  Long-Term              Intermediate- 
Assets                                                               Fund                  Term Fund
     Investments in securities, at market value
          (identified cost of $1,695,137 and $1,484,287,
             respectively)                                     $    1,757,195             $1,511,051
     Cash                                                                 317                    286
     Receivables:
          Capital shares sold                                           1,339                    729 
          Interest                                                     32,597                 23,943
          Securities sold                                              12,553                      -
                                                               ---------------            ------------
             Total assets                                         1,804,001                1,536,009
                                                              ---------------             ------------

Liabilities
     Securities purchased                                              25,014                  3,365
     Capital shares redeemed                                            1,138                    728
     USAA Investment Management Company (note 5)                          421                    361 
     USAA Transfer Agency Company (note 5)                                 86                     75   
     Accounts payable and accrued expenses                                133                    123 
     Dividends on capital shares                                        2,566                  1,607             
                                                               ---------------            ------------
           Total liabilities                                           29,358                  6,259
                                                               ---------------            ------------
    Net assets applicable to capital shares outstanding        $    1,774,643             $1,529,750
                                                               ===============            ============
     
Represented by:
     Paid-in capital                                           $    1,774,940             $1,511,887
     Accumulated net realized loss on investments                     (62,355)                (8,901)
     Net unrealized appreciation (depreciation) of investments         62,058                 26,764
                                                               ---------------             ----------
      Net assets applicable to capital shares outstanding      $    1,774,643              $1,529,750
                                                               ===============             ===========
      Capital shares outstanding                                      136,941                 122,375
                                                               ===============             ===========   
Net asset value, redemption price, and offering price per share $       12.96              $    12.50
                                                               ===============             ===========
</TABLE>
     
See accompanying notes to financial statements.
<TABLE>
<CAPTION>
                                                                                           TAX EXEMPT
                                                                SHORT-TERM                MONEY MARKET                  
                                                                   FUND                       FUND
<S>                                                             <C>                       <C>
ASSETS
  Investments in securities, at market value
    (identified cost of $792,632, and $1,439,089, 
       respectively)                                              $  791,016                $1,439,089
Cash                                                                   1,143                     4,606
Receivables:
  Capital shares sold                                                    491                     3,594
  Interest                                                            11,746                    12,844
  Securities sold                                                          -                    18,027
                                                                  -----------               ----------
     Total assets                                                    804,396                 1,478,160
                                                                  -----------               ----------

LIABILITIES 
   Securities purchased                                                    -                    16,087
   Capital shares redeemed                                             2,413                     4,519
   USAA Investment Management Company (note 5)                           191                       346
   USAA Transfer Agency Company (note 5)                                  39                        73
   Accounts payable and accrued expenses                                 100                       145
   Dividends on capital shares                                           496                       243
                                                                   -----------               ----------
     Total liabilities                                                 3,239                    21,413
                                                                  -----------               ----------
        Net assets applicable to capital shares outstanding       $  801,157                $1,456,747
                                                                  ===========               ==========
REPRESENTED BY:
   Paid-in capital                                                $  806,378                $1,456,747
   Accumulated net realized loss on investments                       (3,605)                        -
   Net unrealized appreciation (depreciation) of investments          (1,616)                        -
                                                                  -----------               ----------
        Net assets applicable to capital shares outstanding       $  801,157                $1,456,747
                                                                  ===========               ==========
Capital shares outstanding                                            76,537                 1,456,747
                                                                  ===========               ==========
Net asset value, redemption price, and offering price per share    $   10.47                 $     1.00
                                                                  ===========               ==========
</TABLE>
 
CATEGORIES & DEFINITIONS
PORTFOLIOS OF INVESTMENTS IN SECURITIES

March 31, 1995

This year's Portfolios of Investments in Securities have a new format. The
securities are now divided into three categories - fixed rate instruments, put 
bonds, and variable rate demand notes. We hope this presentation enhances your
understanding of the securities held in each fund.

Fixed Rate Instruments - consist of municipal bonds, notes, and commercial 
paper. The coupon rate is constant to maturity. Prior to maturity, the price of
a fixed rate instrument generally varies inversely to the movement of interest 
rates. At maturity, the security pays face value.

Put Bonds - provide the right to tender, or put, the bond for redemption at 
face value at specific tender dates prior to final maturity. The put feature
shortens the effective maturity to the next tender date. Between tender dates,
the price of a put bond generally varies inversely to the movement of interest
rates.

Variable Rate Demand Notes (VRDN) - provide the right, on any business day, to
demand, or put, the security for redemption at face value on either that day or
in seven days. The interest rate is adjusted at the stipulated daily, weekly,
or monthly interval to a rate that reflects current market conditions. In money
market funds, the VRDN's effective maturity is the longer of the next put date 
or the interest reset date rather than the final maturity. In bond funds, the
effective maturity is the next put date. Most VRDNs possess a credit
enhancement.

Credit Enhancement (CRE) - adds the financial strength of the provider to 
support the underlying obligor's debt service obligations and/or the put 
option. The enhancement may be provided by either a high quality bank, 
insurance company or other corporation, or a collateral trust. Typically, the
rating agencies evaluate the security based upon the credit standing of the
credit enhancement.
<TABLE>
<CAPTION>
LONG-TERM FUND
PORTFOLIO OF INVESTMENTS IN SECURITIES
(In Thousands)

March 31, 1995

  Principal                                                   Coupon         Final         Market
   Amount               Security                               Rate         Maturity       Value
<C>            <S>                                            <C>           <C>            <C>
                   Fixed Rate Instruments (97.3%)
               Alabama
$    8,500     Fairfield Environmental Improvement RB,
                    Series 1994A                                6.70%       12/01/24     $    8,403

               Alaska
               Housing Finance Corp. Collateralizied RB,
    12,290         1991 Second Series                           6.90         6/01/32         12,586
    18,330         1993 First Series                            5.88        12/01/35         16,793
    10,460         1994 First Series                            6.70        12/01/19         10,681
               Valdez Marine Terminal RB,
    21,175         Series 1985A                                 7.00        12/01/25         22,211
    22,000         Series 1985A                                 5.75        11/01/28         20,404

               Arizona
               Maricopa County IDA RB,
    12,350         Series 1985D                                 9.25         7/01/11(a)      12,747
    11,150         Series 1985D                                 9.25         7/01/11         11,489
    16,745    Salt River Project Agriculture and Power
                    District Electric System RB, Series 1987E   7.25         1/01/17(a)      17,827

               California
    45,045    San Joaquin Hills Transportation RB               7.60(b)      1/01/23          6,134
    58,260    San Joaquin Hills Transportation RB               7.60(b)      1/01/24          7,383
    74,000    San Joaquin Hills Transportation RB               6.75         1/01/32         70,900

               Colorado
    11,480    Summit County Sports Facilities RB, 
                    Series 1990                                 7.88         9/01/08         13,020

               District of Columbia
    12,485    Health Facilities Mortgage RB, Series 1985        7.75         8/01/29         13,066
     8,000    Hospital RB, Series 1992B                         7.00         8/15/15          7,880

               Florida
    18,000    Board of Education GO, Series 1989A, (CRE)        6.00         6/01/25         17,874
    18,000    Jacksonville Port Auth. PCRB, Series 1984C        9.63         9/01/19         18,876
     8,900    Tallahassee Student Housing RB, Series 1990A      7.00         7/01/22          4,450(e)

               Georgia
    35,000    Burke County Development Auth. PCRB               6.38         8/01/24         35,005
    20,000    Georgia GO, Series 1995B                          3.20         3/01/15         13,815

               Illinois
              Chicago Gas Supply RB,
    13,500      Series 1985B                                    7.50         3/01/15         14,742
     7,500      Series 1985C                                    7.50         3/01/15          8,190
              Chicago-O'Hare International Airport RB,
    13,725      Series 1994                                     8.20        12/01/24         15,190
    15,000      Series 1994A, (CRE)                             6.38         1/01/12         15,429
    14,000    Development Finance Auth. RB, Series 1993A        6.38         1/01/28         14,068
              Health Facilities Auth. RB,
     4,160      Series 1988                                     8.10        12/01/03          4,228
     7,000      Series 1989                                     7.88         1/01/13          7,324
    17,775      Series 1992                                     7.00         1/01/15         18,203
    10,170      Series 1993A                                    6.95        11/15/13         10,211
    16,360      Series 1993A                                    7.00        11/15/19         16,340
    12,540      Series 1993B                                    6.95        11/15/13         12,591
     6,745      Series 1993B                                    7.00        11/15/19          6,736
    18,400    Quincy Hospital RB, Series 1993                   6.00        11/15/18         16,680
    10,980    Regional Transport Auth. GO, 
                Series 1994C, (CRE)                             7.10         6/01/25         11,830

               Indiana
     5,560     Fifth Avenue Housing Development Corp. RB,
                Series 1992C                                    7.25         7/01/25          5,741
               Health Facility Financing Auth. RB,
   100,675      Series 1992C                                    7.89(b)      7/01/23         12,457
     5,900      Series 1993                                     5.90        11/01/09          5,731
    40,000     Indianapolis Airport Facility RB                 6.80         4/01/17         40,795
     6,500     Marion County Hospital Auth. RB, Series 1992     6.55        10/01/08          6,709

               Kansas
    60,245     Sedgwick County Mortgage Loan RB, 
                Senior Series 1991A                             7.11(b)     12/01/22          8,079

               Kentucky
    21,065     Boone County PCRB, Series 1992A                  6.50        11/15/22         21,394

               Louisiana
     9,000     Delhi IDA RB, Series 1982                        7.50        12/01/12          9,392
    25,730     Lake Charles Harbor and Terminal District
                Port Facilities RB                              7.75         8/15/22         27,701
    51,420     Orleans Parish School Board GO, (CRE)            7.65         2/01/14         51,554

               Massachusetts
    24,000     GO, Series 1991A                                 7.63         6/01/08(a)      27,583
    12,750     Health and Educational Facilities Auth. RB,
                Series G1                                       5.50        12/01/27         11,000(c)

               Michigan
     9,900     Battle Creek Downtown Development Auth.
                Development Bonds, Series 1994                  7.60         5/01/16         10,532
    13,500    Hospital Finance Auth. MFH RB, Series 1994A       7.50        10/01/27         13,290
    11,900    Housing Development Auth. RB, Series 1992A        6.60         4/01/12         12,246
     6,500     Job Development Auth. RB, Series 1990A           8.00        12/01/13          7,102

               Minnesota
     9,095     South St. Paul Housing and Redevelopment
                Auth. Hospital RB, Series 1994                  6.75        11/01/09          9,086
    23,940     St. Paul Housing and Redevelopment Auth.
                Hospital RB, Series 1993-A                      6.63        11/01/17         22,288
   
               Mississippi
               Lafayette County Hospital RB,
     2,940      Series 1991A                                    7.95         3/01/16          3,153
    15,175      Series 1991B                                    7.95         3/01/16         16,276
               Union County Hospital RB,
     4,450      Series 1991A                                    7.95         3/01/16          4,744
     8,350      Series 1991B                                    7.95         3/01/16          8,901

               Missouri
    22,185     Environmental Improvement and Energy
                Resources Auth. PCRB, 
                Series 1984G-2, (CRE)                           8.25        11/15/14         23,563

               Nevada
    15,650     Humboldt County PCRB, Series 1984                8.30        12/01/14         18,088

               New Hampshire
    13,070     Business Finance Auth. PCRB, Series 1993         6.63         2/01/22         12,540
     7,035     Higher Educational and Health Facilities
                    Auth. RB, Series 1993                       6.38         7/01/23          6,577

               New Jersey
    11,000     Health Care Facilities Financing Auth. RB,
                Series 1994, (CRE)                              6.75         7/01/19         11,638

               New Mexico
    11,650     Albuquerque Gross Receipts Tax RB, 
                Series 1984                                     8.25         7/01/14         12,099
    16,000     Chaves County Hospital RB                        7.25        12/01/22         16,009
    30,100     Lordsburg PCRB                                   6.50         4/01/13         30,652

               New York
    24,455     Dormitory Auth. RB, Series 1994B                 6.25         5/15/20         24,027
               Medical Care Facilities Finance Agency RB,
    36,275      Series 1994A, (CRE)                             6.90         8/15/34         38,412
    13,900      Series 1995A                                    6.85         2/15/17         13,921(c)
               New York City GO,
    12,875      Series 1993A                                    6.25         8/01/20         12,112
    50,000      Series 1995B                                    7.25         8/15/19         51,995

               North Carolina
    19,905     Housing Finance Agency RB, Series R              6.95         9/01/23         20,706
    
               Pennsylvania
    11,350     Housing Finance Agency MFH RB, Series 1992       6.50         7/01/23         11,427
    15,700     Philadelphia Gas Works RB, Fourteenth Series     6.38         7/01/26         15,375

               Puerto Rico
    21,175     Electric Power Auth. RB, Series T                6.38         7/01/24         21,265
    26,215     Public Building Auth. RB, Series I               6.00         7/01/12         25,880

               Rhode Island
    25,000     Housing and Mortgage Finance Corp.
                Single-Family Housing RB, Series 15-A           6.85        10/01/24         25,778

               South Carolina
    27,515     Piedmont Municipal Power Agency RB, 
                Series 1991                                     4.00         1/01/23         18,912

               South Dakota
    16,155     Housing Development Auth. Home Mortgage
                Bonds, Series 1993A                             6.00         5/01/21         15,618

               Texas
    19,500    Bell County Health Facilities Development
               Corp. RB, Series 1989                            6.50         7/01/19(a)      20,735
     7,055    Department of Housing and Community Affairs
               RB, Series 1991A                                 6.95         7/01/23          7,320
    12,500    Harris County Health Facilities RB, 
               Series 1992                                      7.13         6/01/15         12,961
    19,100    Harris County IDC RB, Series 1992                 6.95         2/01/22         19,603
    19,000    Houston Water and Sewer System RB, 
               Series 1992B                                     6.38        12/01/14         19,343
     9,630    Red River Auth. PCRB, Series 1984                 7.88         9/15/14         10,198
              San Antonio Electric and Gas RB,
    21,055     Series 1989A                                     6.00         2/01/14         20,889
     3,800     Series 1989B                                     5.00         2/01/16          3,302
     9,900     Series 1991B                                     6.00         2/01/14          9,822
    36,195    Turnpike Auth. RB                                 6.00         1/01/20         35,192
    20,000    Waco Health Facilities RB                        10.13        11/01/15         21,029

              Utah
    32,705    Intermountain Power Agency RB, Series 1985G       8.00         7/01/20(a)      33,004
     7,000    Juab County PCRB, Series 1991                     6.00(d)      8/01/11          6,570

              Virginia
     9,500    Henrico County IDA Hospital RB, Series 1985C      7.50         9/01/11(a)      10,681
    26,100    Housing Development Auth. Commonwealth
               Mortgage RB, Series 1990B, Subseries B5          6.90         7/01/13         27,003
    21,950    Peninsula Ports Auth. RB, Series 1992, (CRE)      7.38         6/01/20         22,796

              Washington
    41,485    King County GO, Series 1994A                      6.25         1/01/34         41,720
    68,500    Seattle Metropolitan Sewer RB, Series V           6.20         1/01/32         67,227

              West Virginia
    12,500    Water Development Auth. RB, 
               Series 1991A, (CRE)                              7.00        11/01/25         13,207

              Wisconsin
    17,000    Housing and Economic Development Auth. 
               MFH RB, Series 1993C                             5.88        11/01/19         16,143

              Wyoming
    33,735    Community Development Auth. Single-Family
               Housing Bonds, Series 1993A                      6.10         6/01/33         31,701
                                                                                         ----------
               Total fixed rate instruments (cost: $1,664,042)                            1,726,100
                                                                                         ----------

               Variable Rate Demand Notes (1.7%)

               California
     6,600     Fremont MFH RB, Series 1985A, (CRE)              4.40         1/01/08          6,600
     7,100     Richmond Joint Powers Financing Auth. RB,
                Series 1994, (CRE)                              4.60         9/01/04          7,100
     1,100     Torrance Hospital RB, Series 1992, (CRE)         4.15         2/01/22          1,100

               Florida
     3,000     Atlantic Beach RB, Series 1994B, (CRE)           4.50        10/01/24          3,000
     4,900     Dade County Health Facilities Auth. RB,
                Series 1990, (CRE)                              4.60         9/01/20          4,900
     1,395     Pinellas County Housing Finance Auth. MFH
                RB, Series 1991A, (CRE)                         4.35         7/01/11          1,395

               Texas
     2,100     Nueces River Auth. PCRB, Series 1985, (CRE)      4.60        12/01/99          2,100

               Virginia
     1,800     Henrico County IDA RB, Series 1994, (CRE)        4.50         5/01/24          1,800
     3,100     Loudoun County IDA Residential Care Facility
                 RB, Series 1994B, (CRE)                        4.50        11/01/24          3,100
                                                                                        ------------     
               Total variable rate demand notes (cost: $31,095)                              31,095
                                                                                        ------------
               Total investments (cost: $1,695,137)                                      $1,757,195
                                                                                        ============

</TABLE>
LONG-TERM FUND
PORTFOLIO OF INVESTMENTS IN SECURITIES (CONTINUED)

March 31, 1995

                            Portfolio Summary By Industry

                    Hospitals                              18.8% 
                    Electric Power                         12.1
                    General Obligations                    11.1
                    Housing - Single/Family                 9.9
                    Escrowed Securities                     6.9
                    Toll Roads                              6.7
                    Sewer                                   3.8
                    Housing - Multi/Family                  3.3
                    Oil - International                     2.4
                    Air Freight                             2.3
                    Special Assessment/Tax/Fee              2.3
                    Gas Utilities                           2.2
                    Education                               1.7
                    Metals - Miscellaneous                  1.7
                    Ports/Wharfs                            1.7
                    Natural Gas Distribution - Pipelines    1.6
                    Leasing                                 1.1
                    Water/Sewer                             1.1
                    Other                                   8.3
                                                         --------
                    Total                                  99.0%
                                                         ========

                              Portfolio Summary By State

Alabama          .5%    Alaska             4.7%   Arizona                 2.4%
California      5.6     Colorado            .7    District of Columbia    1.2
Florida         2.8     Georgia            2.7    Illinois                9.7
Indiana         4.0     Kansas              .4    Kentucky                1.2
Louisiana       5.0     Massachusetts      2.2    Michigan                2.4
Minnesota       1.8     Mississippi        1.9    Missouri                1.3
Nevada          1.0     New Hampshire      1.1    New Jersey               .7
New Mexico      3.3     New York           7.9    North Carolina          1.2
Pennsylvania    1.5     Puerto Rico        2.7    Rhode Island            1.4
South Carolina  1.1     South Dakota        .9    Texas                  10.3
Utah            2.2     Virginia           3.7    Washington              6.1
West Virginia    .7     Wisconsin           .9    Wyoming                 1.8
                                                                        ------
                                                  Total                   99.0%
                                                                        ======
<TABLE>
<CAPTION>
INTERMEDIATE-TERM FUND
PORTFOLIO OF INVESTMENTS IN SECURITIES
(IN THOUSANDS)

March 31, 1995

Principal                                                    Coupon          Final             Market
Amount                  Security                              Rate          Maturity           Value
<C>             <S>                                         <C>             <C>                <C>
                   Fixed Rate Instruments (91.7%)

               Arizona
$    4,000     Educational Loan Marketing Corp. RB, 
                Series 1992A                                  6.70%          3/01/00        $    4,190

               Arkansas
     7,520     Mississippi County Hospital RB, Series 1992B   6.85          11/01/02             7,989
     8,635     St. Francis County Hospital RB, Series 1985    6.50           2/01/05             8,931
     2,850     Student Loan RB, Series 1991                   7.15           6/01/02             3,028

               California
    10,500    Contra Costa Transportation Auth. RB, 
               Series 1991A, (CRE)                            6.30(b)        3/01/03             6,840
    25,165    Pleasanton Joint Powers Financing Auth. RB,
               Series 1993A                                   6.00           9/02/05            25,298
    14,950    Revenue Anticipation Warrants, 
               Series 1994C, (CRE)                            5.75           4/25/96            15,115
     2,425    Sacramento County Sanitation District
               Financing Auth. RB, Series 1993                5.00          12/01/06             2,278
    20,920    Sacramento Municipal Utility District
                Electric RB, Series 1993D                     5.25          11/15/04            20,395
    10,900    San Diego Port Facilities RB,    
                Series 1992, (CRE)                            6.60          12/01/02            10,318
              San Joaquin Hills Transportation RB,
     3,525     Series 1993                                    7.05(b)        1/01/05             2,255
     8,305     Series 1993                                    7.87(b)        1/01/06             5,313
     3,000     Series 1993                                    7.82(b)        1/01/07             1,915
    16,795     Series 1993                                    7.71(b)        1/01/08            10,773
    12,695    Southern California Public Power Auth. RB,
               Series 1992                                    6.10(b)        7/01/04             7,448

               Colorado
     5,200     Arapahoe County IDA RB, Series 1991            7.00           2/01/01             5,538
    10,000     Highlands Ranch Metropolitan District #2 GO,
                Series 1991, (CRE)                            6.70           6/15/01            10,367
    10,310    Student Obligations RB, Series 1991A-2          6.90           9/01/02            10,736

               District of Columbia
               GO,
     9,000      Series 1987A                                  7.40           6/01/99             9,302
    27,750      Series 1993A                                  5.80           6/01/04            25,577
     8,000      Series 1994A-3                                5.50           6/01/06             7,036
     7,000      Series B-2, (CRE)                             5.40           6/01/05             6,813
    11,780      Series E                                      5.75           6/01/05            10,619
    12,000      Series E                                      5.75           6/01/06            10,663
     6,250     Hospital RB, Series B                          6.75           8/15/07             6,172

               Florida
     5,000     Housing Finance Agency MFH RB, Series 1984C    6.25          12/01/06             5,136
     5,050     Miami Health Facilities Auth. RB, 
                Series 1988A                                  7.75           8/01/00             5,418
     5,935     Nassau County PCRB, Series 1989                7.65           6/01/06             6,352
               Pensacola Health Facilities RB,
     3,570      Series 1988                                   7.50           1/01/98(a)          3,774
     8,500      Series 1993                                   5.10           1/01/06             7,977

               Georgia
     7,300     Gwinnett County MFH RB, Series B, (CRE)        7.50           6/01/98             7,493
     8,760     Metropolitan Atlanta Rapid Transit RB,
                Series M                                      6.25           7/01/03             9,339
               Municipal Electric Auth. RB,
    26,305      Series CC                                     7.00           1/01/07            28,564
     6,500      Series Q                                      7.75           1/01/00             7,052

               Guam
               Power Auth. RB,
     2,195      Series 1994A                                  6.00          10/01/05             2,195
     2,180      Series 1994A                                  6.13          10/01/06             2,184
     2,580      Series 1994A                                  6.20          10/01/07             2,580

               Illinois
     3,000     Bedford Park Tax Increment RB, Series 1993     7.38          12/01/04             3,188
     8,685     Chicago GO, Series A                           7.40           1/01/00             9,107
    21,235     Chicago-O'Hare International Airport RB,
                Series 1994A, (CRE)                           6.20           1/01/07            21,985
    10,110     Development Finance Auth. RB, Series 1995      7.00           3/01/07            10,271
               Health Facilities Auth. RB,
     3,615      Series 1989                                   7.75           5/15/00(a)          4,046
     6,700      Series 1992                                   7.00           1/01/07             6,974
     1,850     Independent Higher Education Loan Auth. RB,
                    Series 1985, (CRE)                        7.50          12/01/99             1,866
    15,000     Joliet Gas Supply RB, Series B                 8.00           6/01/99            16,519
    29,395     Toll Highway Auth. RB, Series 1993A            3.50           1/01/05            25,288

               Indiana
               Health Facility Financing Auth. RB,
       620      Series 1991                                   8.50           9/01/95               630
       620      Series 1991                                   8.50           9/01/96               638
       620      Series 1991                                   8.50           9/01/97               638
       205      Series 1991                                   8.50           9/01/98               211
       205      Series 1991                                   8.50           9/01/99               211
    20,300      Series 1993                                   5.40           11/1/05            20,122
    16,800      Series 1994                                   6.20           7/01/09            16,876
     8,400     Marion County Hospital Auth. RB, Series 1992   6.10          10/01/03             8,567
               Pike Township School Building Corp. RB,
     4,600      Series 1992A                                  6.00           2/01/06             4,629
     4,700      Series 1992A                                  6.00           8/01/06             4,729
     3,150     Scottsburg Economic Development RB, 
                    Series 1990                               7.13           3/01/99             3,257

               Iowa
    10,000     Student Loan Liquidity Corp. RB, Series 1992A  6.45           3/01/02            10,533

               Kansas
     5,000     Kansas City IDA PCRB, Series 1984              5.45           4/01/06             4,697

               Louisiana
     9,650     Orleans Parish School Board RB, 
                Series 1991, (CRE)                            6.63           2/01/02             9,668
     8,500     Vidalia IDA RB, Series 1983                    7.50          12/01/00             8,534

               Maine
     3,615     Winslow PCRB, Series 1985A                     9.00           6/01/00             3,657

               Maryland
     2,260     Community Development Administration RB,
                1987 Second Series                            7.60           4/01/99             2,348
    12,725     Transportation Facilities Auth. RB, 
                Series 1992, (CRE)                            6.00(b)        7/01/04             7,801

               Massachusetts
               GO,
    15,000      Series 1991D                                  6.63           7/01/03            16,208
    27,775      Series 1993A                                  5.10           2/01/05            26,634
     3,640     Housing Finance Agency RB, Series 1992C        6.35          11/15/03             3,832
    17,175     Industrial Finance Agency RB, Series 1989A     7.10           8/01/99            18,332
    60,000     New England Education Loan Marketing Corp.
                RB, Series 1985A                              5.80           3/01/02            61,502

               Michigan
    18,100     Dickinson County Economic Development Corp.
                RB, Series 1989                               6.55           3/01/07            18,628
     5,000     State Hospital Finance Auth. RB, Series 1995A  7.50          10/01/07             5,159

               Minnesota
    13,500     South St. Paul Housing and Redevelopment
                Auth. Hospital Facility RB, Series 1994       6.50          11/01/04            13,499

               Mississippi
    15,000     Adams County PCRB, Series 1994A                5.50          12/01/05            14,518
               Lafayette County Hospital RB,
       720      Series 1991A                                  7.70           3/01/03               774
     3,725      Series 1991B                                  7.70           3/01/03             4,001
     3,720     Prentiss County Hospital RB, Series 1985       6.50           2/01/05             3,729
               Union County Hospital RB,
     1,100      Series 1991A                                  7.70           3/01/03             1,227
     2,045      Series 1991B                                  7.70           3/01/03             2,281

               Nevada
    16,640     Clark County School District GO, 
                Series 1991B, (CRE)                           6.24(b)        3/01/04            10,338

               New Hampshire
               Higher Educational and Health Facilities
                Auth. RB,
     2,735      Series 1985A, (CRE)                           7.50          12/01/00             2,796
     2,275      Series 1990                                   8.50          12/01/01             2,406
     
               New Jersey
    32,260     Turnpike Auth. RB, Series 1991A                6.50           1/01/03            34,581

               New Mexico
     6,595     Chaves County Hospital RB, Series 1992         7.25          12/01/10             6,644

               New York
               Dormitory Auth. RB,
     2,725      Series 1994B                                  5.90           5/15/06             2,672
     2,500      Series 1994B                                  6.00           5/15/07             2,460
     6,550     Environmental Facilities Corp. PCRB, 
                Series 1991E                                  6.40           6/15/03             7,013
     4,730     GO, Series 1995A                               5.60           3/15/06             4,722
               Local Government Assistance Corp. RB,
     5,000      Series 1993D                                  5.00           4/01/06             4,792
     3,140      Series 1994A                                  5.00           4/01/06             3,014
               Medical Care Facilities Finance Agency RB,
     5,000      Series 1994A, (CRE)                           6.40           2/15/07             5,360
     5,000      Series 1994A, (CRE)                           6.50           2/15/08             5,359
     2,675      Series 1995A                                  6.70           2/15/05             2,686
     2,750      Series 1995A                                  6.70           8/15/05             2,762
     2,860      Series 1995A                                  6.75           2/15/06             2,873
     2,940      Series 1995A                                  6.75           8/15/06             2,954
     3,045      Series 1995A                                  6.80           2/15/07             3,059
     3,130      Series 1995A                                  6.80           8/15/07             3,145
     5,700      Series 1995A                                  6.80           8/15/12             5,708(c)
     2,905     Mortgage Agency RB, Series EE-1                7.75          10/01/00             2,969
               New York City GO,
    10,160      Series 1991D                                  8.00           8/01/99            11,026
     1,375      Series 1991D (Escrowed)                       8.00           8/01/99(a)          1,534
    12,780      Series 1992H                                  6.88           2/01/04            13,235
    17,000      Series 1993B                                  6.75          10/01/04            17,491
     9,000      Series 1993C                                  6.50           8/01/04             9,099
    15,000      Series 1995A                                  6.13           8/01/06            14,622
    13,000     New York City Municipal Assistance Corp. RB,
                Series 67                                     7.30           7/01/00            14,380
               New York City Municipal Water Finance RB,
     6,640      Series 1992A                                  6.70           6/15/03             7,107
    27,665      Series 1994B                                  5.30           6/15/06            26,274
     4,100     Urban Development Corp. Youth Facilities RB,
                Series 1994                                   5.60           4/01/04             3,996

               North Carolina
    21,000     Eastern Municipal Power Agency RB, 
                Series 1991A                                  6.25           1/01/03            21,501
               Municipal Power Agency #1 RB,
     6,000      Series 1992                                   6.00           1/01/04             6,126
    17,530      Series 1993                                   4.10           1/01/05            15,206

               Ohio
     4,000     IDA RB, Series 1992                            5.75          12/01/02             4,049

               Oklahoma
    54,460     Grand River Dam Auth. RB, Series 1993          4.00           6/01/04            48,212
               Industries Auth. Health Facilities RB,
     2,350      Series 1989A                                  7.30           6/01/01(a)          2,597
     2,045      Series 1989A                                  7.30           6/01/01             2,239
     2,355     Tulsa County Home Finance Auth. RB, 
                 Series 1990, (CRE)                           7.10           5/01/02             2,610

               Pennsylvania
     9,440     GO, Second Series 1992                         6.11(b)        7/01/04             5,782
     3,565     Housing Finance Agency RB, Series 1992         5.90           7/01/04             3,628
    10,000     State Finance Auth. RB                         6.60          11/01/09            10,377
     5,000     York County IDA RB, Series 1992                6.25           7/01/02             5,206

               Puerto Rico
               Electric Power Auth. RB,
    21,895      Series N                                      5.90(b)        7/01/04            12,938
     5,000      Series S                                      7.00           7/01/06             5,498
    20,000     Housing Bank and Finance Agency RB             7.50          12/01/06            21,869
     8,005     Municipal Finance Agency RB, Series 1992A      5.80           7/01/04             8,101
    14,060     Public Building Auth. RB, Series K             6.50           7/01/03            15,124
               Public Improvement GO,
    24,850      Series 1993                                   5.38           7/01/05            24,004
     7,500      Series 1994                                   6.10           7/01/06             7,664
     7,825      Series 1994                                   6.20           7/01/07             7,996
    
               Rhode Island
     6,180     Housing and Mortgage Finance Corp. RB,
                Series 15-B                                   6.30          10/01/07             6,327

               South Dakota
     5,400     Rapid City IDA RB, Series 1990                 7.25          11/01/00             5,815

               Tennessee
     7,550     Memphis and Shelby County Industrial
                Development Board RB, Series 1993             5.40           3/15/05             7,470
     2,500     Shelby County Hospital RB, Series 1993         5.10          11/01/03             2,461

               Texas
     3,495     Brazos County Health Facilities RB, 
                Series 1989B                                  7.50           1/01/01(a)          3,847
    15,400     Gulf Coast Waste Disposal Auth. PCRB, 
                Series 1992                                   6.13          11/01/04            15,785
     6,200     Gulf Coast Waste Disposal Auth. RB, 
                Series 1994                                   5.70           5/01/06             6,066
     5,000     Houston Water and Sewer System RB, 
                Series 1992B                                  6.00          12/01/04             5,173
               Lower Colorado River Auth. RB,
    34,035      Fifth Supplemental Series                     5.25           1/01/05            33,172
    11,700      Series 1992, (CRE)                            6.45(b)        1/01/03             7,673
     5,000     Metro Health Facilities Development Corp.
                Hospital RB, Series 1993                      5.25           1/01/06             4,748
    11,790     Public Finance Auth. RB, (CRE)                 6.06(b)        2/01/04             7,226
               San Antonio Electric and Gas RB,
     4,190      Series 1989                                   7.00           2/01/01             4,498
    10,000      Series 1991B, (CRE)                           6.38(b)        2/01/04             6,156
     1,015      Series 1992                                   5.80           2/01/06             1,035
     4,000     Trinity River IDA RB                           7.25           2/01/04             4,384
     6,530     Tyler Health Facilities Development Corp. RB,
                Series 1993B                                  6.63          11/01/11             6,116
     1,095     Waco Health Facilities RB                      9.38          11/01/97             1,144
     7,255     Water Resources Finance Auth. RB, Series 1989  7.25           2/15/01             7,729

               Utah
               Intermountain Power Agency RB,
    16,430      Series 1988B, (CRE)                           6.48(b)        7/01/03            10,493
    21,895      Series 1988B, (CRE)                           6.18(b)        7/01/04            13,125

               Virginia
     5,000     Isle of Wight County IDA PCRB, Series 1994     5.80           5/01/04             4,996
     6,315     Loudoun County IDA Hospital RB, Series 1990    7.50           6/01/98             6,436

               Washington
    15,800     GO, Series R-1989B                             7.20           9/01/00            16,863
     5,500     King County GO, Series 1993A                   5.90          12/01/07             5,631

               West Virginia
    16,940     School Building Auth. RB, Series 1994          6.25           7/01/04            17,625

               Wyoming
       491     Farm Loan Board COP, Series 1989, (CRE)        6.50          12/01/99               490
               Platte County PCRB,
     1,500      Series 1994                                   4.95           1/01/06             1,384
     1,000      Series 1994                                   5.05           1/01/07               918
                                                                                             ----------
               Total fixed rate instruments (cost: $1,378,983)                               1,402,877
                                                                                             ---------- 
               Put Bonds (6.8%)

               Alabama
     4,000     Housing Finance Auth. MFH RB, 
                Series 1992C, (CRE)                           5.90           8/01/07             3,997

               California
     3,535     Woodland MFH RB, Series 1994A                  6.05          12/01/24             3,617

               Florida
    10,330     Broward County MFH RB, Series 1991, (CRE)      7.20           5/01/07            10,714
     5,000     Housing Finance Agency RB, Series 1994B        5.70          10/01/24             5,036

               Illinois
    13,965     Arlington Heights MFH RB, Series 1991, (CRE)   7.25           5/01/11            14,544
     9,945     Glendale Heights MFH RB, Series 1985A, (CRE)   7.70          11/01/09            10,048
     8,055     Hoffman Estates MFH RB, Series 1985A, (CRE)    7.00          12/01/09             8,257

               Kansas
     6,590     Merriam MFH RB, Series 1991A, (CRE)            7.25           4/01/21             6,855

               Louisiana
    18,110     Public Facilities Auth. RB, Health and
                Education Facilities, Series 1985A, (CRE)     7.30          12/01/15            18,970
     4,360     Shreveport Home Mortgage Authority RB,
                Series 1995A, (CRE)                           6.40           9/01/25             4,376

               New Mexico
     7,700     Bernalillo County MFH RB, Series 1994A, (CRE)  6.50          10/01/19             7,860

               Ohio
     5,500     Montgomery County IDA RB, Series 1992, (CRE)   6.50           2/01/07             5,740

               Texas
     2,500     Gregg County Housing Finance Corp. RB,
                Series 1995A                                  6.40           9/01/25             2,493

               Utah
       855     Housing Finance Agency RB, Series 1985B        9.13           7/01/07               867
                                                                                              ----------
               Total put bonds (cost: $100,504)                                                103,374
                                                                                              ----------  

               Variable Rate Demand Notes (0.3%)

               Florida
     1,500     Atlantic Beach RB, Series 1994B, (CRE)         4.50          10/01/24             1,500

               Texas
     2,300     Nueces River Auth. PCRB, Series 1985, (CRE)    4.60          12/01/99             2,300

               Virginia
     1,000     Henrico County IDA RB, Series 1994, (CRE)      4.50           5/01/24             1,000
                                                                                            ------------
               Total variable rate demand notes (cost: $4,800)                                   4,800
                                                                                            ------------
               Total investments (cost: $1,484,287)                                         $1,511,051
                                                                                            ============
</TABLE>

INTERMEDIATE-TERM FUND
PORTFOLIO OF INVESTMENTS IN SECURITIES (CONTINUED)

March 31, 1995

                              Portfolio Summary By Industry

                         General Obligations                       19.3%
                         Electric Power                            16.9
                         Hospitals                                 13.3
                         Housing - Multi/Family                     7.9
                         Student Loan                               6.4
                         Toll Roads                                 5.2
                         Special Assessment/Tax/Fee                 4.3
                         Paper & Forest Products                    3.7
                         Water Utilities                            3.2
                         Sales Tax Obligations                      3.1
                         Education                                  2.2
                         Airports                                   1.4
                         Finance - Municipal                        1.2
                         Gas Utilities                              1.1
                         Manufacturing - Diversified Industries     1.1
                         Chemicals                                  1.0
                         Escrowed Securities                        1.0
                         Other                                      6.5
                                                                  ------
                         Total                                     98.8%
                                                                  ======= 

                               Portfolio Summary By State

Alabama           .3%     Alaska            .3%     Arizona                 1.3%
California       7.3      Colorado         1.7      District of Columbia    5.0
Florida          3.0      Georgia          3.4      Guam                     .5
Illinois         8.6      Indiana          4.0      Iowa                     .7
Kansas            .8      Louisiana        2.7      Maine                    .2
Maryland          .7      Massachusetts    8.3      Michigan                1.6
Minnesota         .9      Mississippi      1.7      Nevada                   .7
New Hampshire     .3      New Jersey       2.3      New Mexico               .9
New York        11.8      North Carolina   2.8      Ohio                     .6
Oklahoma         3.6      Pennsylvania     1.6      Puerto Rico             6.7
Rhode Island      .4      South Dakota      .4      Tennessee                .6
Texas            7.8      Utah             1.6      Virginia                 .8
Washington       1.5      West Virginia    1.2      Wyoming                  .2
                                                                         -------
                                                    Total                  98.8%
                                                                         =======
<TABLE>
<CAPTION>
SHORT-TERM FUND
PORTFOLIO OF INVESTMENTS IN SECURITIES
(IN THOUSANDS)

March 31, 1995

Principal                                                   Coupon               Final           Market
Amount              Security                                 Rate               Maturity         Value
     
<C>            <S>                                          <C>                 <C>              <C>
               Fixed Rate Instruments (75.8%)

               Alaska
$    1,500     Anchorage Hospital RB, Series 1991            6.30%              10/01/95       $    1,516
               North Slope Borough GO,
     7,000       Series 1988G                                8.35                6/30/98            7,626
     2,000       Series 1992A, (CRE)                         4.65                6/30/97            1,988
     3,860       Series 1992A, (CRE)                         4.85                6/30/98            3,831
     6,000       Series 1993B, (CRE)                         4.50                1/01/98            5,931

               Arkansas
     2,635     Mississippi County Hospital RB, Series 1992B  6.05                5/01/97            2,668
     2,315     St. Francis County Hospital RB, Series 1985   5.40               12/01/97            2,353

               California
     4,865     Pleasanton Joint Powers Financing Auth. RB,
                 Series 1993A                                5.20                9/02/98            4,835
               Revenue Anticipation Warrants,
    22,695       Series 1994C, (CRE)                         5.75                4/25/96           22,946
    10,000       Series 1994C (Insured), (CRE)               5.75                4/25/96           10,115
    12,615     San Joaquin Hills Transportation RB           7.10(b)             1/01/00            9,142
     3,500     San Joaquin Hills Transportation RB           7.16(b)             1/01/01            2,363

               Colorado
    13,000     Centennial Water and Sanitation District GO,
                 Series 1991A, (CRE)                         6.50                6/15/96           13,170
     3,000     Student Obligation RB, Series 1991A-1         6.20                9/01/96            3,044

               District of Columbia
    18,790     GO, Series 1994A-3                            4.70                6/01/99           17,173

               Georgia
     7,100     Municipal Electric Auth. RB, Series BB        4.50                1/01/98            6,939

               Guam
    20,000     GO, Series 1994A                              5.75                8/15/99           20,329
               Power Auth. RB,
     1,640       Series 1994A                                5.50               10/01/99            1,646
     1,725       Series 1994A                                5.60               10/01/00            1,733

               Hawaii
               GO,
     5,000       Series 1993CC                               4.30                2/01/98            4,866
     5,000       Series 1993CD                               4.30                2/01/98            4,865

               Idaho
               Student Loan RB,
     3,705       Series 1992                                 5.95                4/01/96            3,710
     3,540       Series 1992                                 5.95               10/01/96            3,548
     3,330       Series 1992                                 6.00                4/01/97            3,340

               Illinois
     9,000     Cook County GO, (CRE)                         7.38               11/01/08(a)        10,026
               Development Finance Auth. RB,
     3,500       Series 1985                                 5.70               10/01/99            3,551
     1,215       Series 1995                                 6.13                3/01/98            1,219
     1,285       Series 1995                                 6.25                3/01/99            1,294
     1,000     Student Assistance Commission RB, 
                 Series 1992AA                               5.05                3/01/97            1,004
    10,000     Toll Highway Auth. RB, Series 1993A           4.10                1/01/98            9,802

               Indiana
               Health Facility Financing Auth. RB,
     4,200       Series 1991                                 6.25                9/01/96(a)         4,310
     9,100       Series 1993                                 4.65               11/01/98            9,067
    14,700       Series 1994                                 5.38                7/01/01           14,672
     4,200     Marion County Hospital Auth. RB, Series 1992  5.25               10/01/97            4,246
  
               Kentucky
     2,000     Higher Education Student Loan RB, Series A    4.40               12/01/98            1,953

               Louisiana
     4,900     Offshore Terminal Auth. RB, Series 1994B      5.85                9/01/00            5,041
     3,440     Saint Charles Parish PCRB                     7.63                6/01/03            3,682

               Massachusetts
               New England Education Loan Marketing Corp. RB,
    10,160       Series 1993D                                4.75                7/01/98            9,983
    14,675       Series 1993H                                4.75               12/01/99           14,234
     5,000       Series A                                    6.13                9/01/99            5,199
     9,751     Turnpike Auth. RB, Series A                   4.75                1/01/02(a)        10,256
 
               Michigan
               Hospital Finance Auth. RB,
     3,655       Series 1993A                                4.75                5/15/97            3,632
     3,500       Series 1995                                 7.00               10/01/01            3,589
     3,500       Series 1995A                                6.80               10/01/00            3,570

               Minnesota
               Southern MN Municipal Power Agency RB,
     4,855       Series 1993A                                4.10                1/01/98            4,693
     4,475       Series A                                    4.30                1/01/99            4,306
       
               Mississippi
               Lafayette County Hospital RB,
        75       Series 1991A                                7.35                3/01/96               76
       395       Series 1991B                                7.35                3/01/96              402
               Union County Hospital RB,
       115       Series 1991A                                7.35                3/01/96              117
       215       Series 1991B                                7.35                3/01/96              220

               Missouri
     6,530     Higher Education Loan Auth. RB, Series 1992A  5.00                2/15/97            6,543

               Nevada
     8,640     Reno GO, Series 1991                          6.30                4/01/96            8,772

               New Jersey
       790     Expressway Auth. RB, Series 1962              4.75               12/01/02(a)           792

               New Mexico
     2,300     Educational Assistance Foundation Student
                 Loan RB, Senior Series 1993 2A              4.40               12/01/97            2,280

               New York
               Dormitory Auth. RB,
     1,285       Series 1994B                                5.10                5/15/99            1,261
     2,190       Series 1994B                                5.30                5/15/00            2,151
    25,805     Environmental Facilities Corp. PCRB, 
                 Series 1994A                                5.50                6/15/99           26,373
     7,500     GO, Series 1991                               6.40                3/01/96            7,633
     5,325     Medical Care Facilities Finance Agency RB,
                 Series 1994A, (CRE)                         5.80                2/15/01            5,509
               New York City GO,
     9,000          Series 1992B                             7.00                2/01/96            9,142
    10,000          Series 1994D                             6.00                8/15/99           10,094
     8,000          Series 1994H                             5.30                8/01/99            7,822
     5,000          Series 1995A                             5.40                8/01/00            4,878
     5,000          Series 1995D                             6.50                2/01/02            5,112
    
               North Carolina
     3,000     Charlotte-Mecklenberg Hospital RB, 
                 Series 1992                                 5.20                1/01/97            3,038

               Oklahoma
    15,000     Grand River Dam Auth.RB, Series 1992          5.00                6/01/99           14,932

               Oregon
     5,000     Clackamas County Hospital RB, Series 1992A    5.30               10/01/96            5,066

               Pennsylvania
               Beaver County Finance Auth. RB,
    12,000       Series 1986A, (CRE)                         8.00               11/01/09(a)        12,966
     4,000       Series 1986B, (CRE)                         8.00               11/01/09(a)         4,322
    17,290     Higher Education Assistance Agency Student
                 Loan RB, Series 1985A, (CRE)                6.80               12/01/00           18,196
               IDA Economic Development RB,
     5,325       Series 1991A                                6.20                7/01/95            5,347
    11,770       Series 1991A                                6.30                1/01/96           11,937

               Puerto Rico
               Electric Power Auth. RB,
     4,365       Series S                                    6.00                7/01/99            4,516
     3,600       Series T                                    6.00                7/01/99            3,724
     5,000     Highway and Transportation Auth. RB, Series U 5.50                7/01/97            5,069
     5,000     Municipal Finance Agency RB, Series 1992A     4.75                7/01/97            4,996
    14,000     Public Improvement GO, Series 1993            4.55                7/01/98           13,727
     9,900     Telephone Auth. RB, Series M                  4.30                1/01/98            9,717

               South Carolina
     7,145     Public Service Auth. RB, Series 1991A         6.00                7/01/95            7,174

               Tennessee
    15,000     Clarksville Public Building Auth. RB, 
                 Series 1993                                 4.40               12/01/98           14,673
     2,000     Shelby County Hospital RB, Series 1993        4.50               11/01/98            1,985

               Texas
     4,530     Brazos County Health Facilities RB, 
                 Series 1993B                                4.88                1/01/98            4,477
     1,405     Harris County Health Facilities RB, 
                 Series 1991A                                6.00                2/15/96            1,423
     1,450     Houston Water and Sewer System RB, 
                 Series 1992B                                4.90               12/01/97            1,447
    20,400    Municipal Power Agency RB, Series 1993A        4.25                9/01/97           20,216
     4,090    Pasadena GO, Series 1994                       5.75                2/15/99            4,203
     6,500    San Antonio Electric and Gas RB, Series 1991A  6.00                2/01/96            6,595
 
              Virginia
     3,180    Fairfax County Economic Development Auth.,
                Series 1991A                                 7.13                6/01/96            3,234

               Washington
     4,000     GO                                            5.00                9/01/99            4,012
    16,050     Seattle Municipal Light and Power RB, 
                 Series 1993                                 4.30                5/01/98           15,654

               West Virginia
    13,480     School Building Auth. Capital Improvement
                 RB, Series 1994                             6.00                7/01/00           13,917

               Wisconsin
     2,250     Housing and Economic Development Auth. RB,
                 Series 1992A                                5.20               11/01/96            2,264
                                                                                                  --------
                Total fixed rate instruments (cost: $608,981)                                     607,010
                                                                                                  --------
                                                                                                  

                              Put Bonds (12.7%)
               California
     2,200     Modesto MFH RB, Series 1992A, (CRE)           5.00                3/01/06            2,204
     5,963     Tustin Assessment Improvement Bonds,
                 District #86-2, (CRE)                       4.35                9/02/13            5,963

               Colorado
     2,155     Boulder County IDRB, Series 1984,(CRE)        4.75               12/01/04            2,134
     5,000     City and County of Denver Airport System RB,
                 Series 1991C, (CRE)                         6.00               12/01/25            5,094

               Florida
     5,000     Orange County Housing Auth. MFH RB, 
                 Series 1985H, (CRE)                         4.50               11/01/97            5,001

               Illinois
               Development Finance Auth. RB,
     5,000       Series 1993A, (CRE)                         5.00                1/01/28            5,016
    10,980       Series 1993B-1                              4.38                6/01/28           10,754
     6,500       Series 1993C-1                              4.20                8/15/26            6,333
    11,900     Educational Facilities Auth. RB,  
                 Series 1992, (CRE)                          5.63               10/01/26           11,966

               Kansas
     6,270     Lenexa Health Care Facilities RB, 
                 Series 1991                                 6.25                5/15/11(a)         6,387

               Maryland
     9,000     Howard County MFH RB, Series 1984, (CRE)      6.00               12/01/05            9,102

               Michigan
     7,000     Ottawa County Economic Development RB,
                 Series 1991, (CRE)                          6.38                5/01/16            7,104

               Nebraska
     7,310     Investment Finance Auth. MFH RB, 
                 Series 1985, (CRE)                          6.63                9/01/05            7,369

               Pennsylvania
     3,800     Armstrong County Hospital Auth. RB, 
                 Series 1992A, (CRE)                         5.25               11/01/12            3,853
    13,625     Montgomery County Redevelopment MFH RB,
                 Series 1991A, (CRE)                         6.13                8/01/07           13,656

               Texas
       115     North Central Health Facilities Development
                 Corp. RB, Series 1991A, (CRE)               6.00               10/01/08              115
                                                                                                 ---------
               Total put bonds (cost: $101,696)                                                   102,051
                                                                                                 ---------
                   Variable Rate Demand Notes (10.2%)

               California
     8,700     Fremont MFH RB, Series 1985A, (CRE)           4.40                1/01/08            8,700
     8,200     Hemet MFH RB, Series 1984A, (CRE)             5.13                6/01/96            8,200
               Orange County Housing Auth. MFH RB,
     6,700       Series 1984C, (CRE)                         4.35                8/01/08            6,700
     6,890       Series 1985-AA, (CRE)                       4.70               12/01/08            6,890
    11,500       Series 1985-BB, (CRE)                       4.75               12/01/09           11,500
     7,200     Sacramento County MFH RB, 
                 Series 1985D, (CRE)                         5.00                4/15/07            7,200

               Florida
    12,900     Broward County Housing Auth. MFH RB,  
                 Series 1984A, (CRE)                         4.60                4/01/06           12,900
     2,400     Dade County Health Facilities Auth. RB,
                 Series 1990, (CRE)                          4.60                9/01/20            2,400

               Illinois
       965     West Frankfurt Commercial Redevelopment RB    6.98                4/01/07              965

               New Mexico
    13,400     Farmington PCRB, Series 1994A, (CRE)          5.05               11/01/13           13,400

               Texas
       400     Nueces River Auth. PCRB, Series 1985, (CRE)   4.60               12/01/99              400

               Virginia
     2,700     Loudoun County IDA RB, Series 1985, (CRE)     4.60                9/01/15            2,700
                                                                                                 ---------- 
               Total variable rate demand noes (cost: $81,955)                                     81,955
                                                                                                 ----------
               Total investments (cost: $792,632)                                                $791,016
                                                                                                 ==========      
</TABLE>

SHORT-TERM FUND
PORTFOLIO OF INVESTMENTS IN SECURITIES (CONTINUED)

March 31, 1995

                                 Portfolio Summary By Industry

                        General Obligations                 20.6%
                        Electric Power                      15.3
                        Housing - Multi/Family              13.0
                        Hospitals                            9.2
                        Student Loan                         8.9
                        Special Assessment/Tax/Fee           7.9
                        Finance - Municipal                  6.8
                        Toll Roads                           3.9
                        Water Utilities                      3.3
                        Community Service                    1.5
                        Escrowed Securities                  1.4
                        Nursing Care                         1.2
                        Telephones                           1.2
                        Other                                4.5
                                                           -------
                        Total                               98.7%
                                                           =======

                               Portfolio Summary By State
Alaska         2.6%     Arkansas                .6%    California       13.3%
Colorado       2.9      District of Columbia   2.1     Florida           2.5
Georgia         .9      Guam                   3.0     Hawaii            1.2
Idaho          1.3      Illinois               7.7     Indiana           4.0
Kansas          .8      Kentucky                .3     Louisiana         1.1
Maryland       1.1      Massachusetts          5.0     Michigan          2.2
Minnesota      1.1      Mississippi             .1     Missouri           .8
Nebraska        .9      Nevada                 1.1     New Jersey         .1
New Mexico     2.0      New York              10.0     North Carolina     .4
Oklahoma       1.9      Oregon                  .6     Pennsylvania      8.8
Puerto Rico    5.2      South Carolina          .9     Tennessee         2.1
Texas          4.9      Virginia                .7     Washington        2.5
West Virginia  1.7      Wisconsin               .3                     ------
                                                       Total            98.7%
                                                                       ======= 

<TABLE>
<CAPTION>
Tax Exempt Money Market Fund
Portfolio of Investments in Securities
(In Thousands)

March 31, 1995


Principal                                                  Coupon          Final     
 Amount               Security                              Rate          Maturity           Value

<C>            <S>                                         <C>            <C>                <C>
               Variable Rate Demand Notes (55.4%)

               Alabama
$    2,875     Foley Industrial Development Board RB, (CRE)  4.30%        12/01/00       $    2,875
     3,600     Housing Finance Auth. MFH RB, 
                 Series 1988C, (CRE)                         4.30         12/01/03            3,600

               Arizona
    34,100     Apache County IDA PCRB, Series 1981A, (CRE)   4.25          6/15/20           34,100
    15,900     Pima County IDA RB, Series 1983A, (CRE)       4.20          3/15/18           15,900
     6,840     Yuma IDA MFH RB, Series 1988A, (CRE)          4.15         11/01/08            6,840

               Arkansas
     6,300     Little Rock Metrocentre IDA RB, 
                 Series 1985, (CRE)                          4.65         12/01/25            6,300
     9,000     Union County Industrial Board PCRB, 
                 Series 1988, (CRE)                          4.32          2/01/00            9,000
    13,600     Univ. of Arkansas RB, Series 1994, (CRE)      4.20         12/01/19           13,600

               California
     5,170     Livermore MFH RB, Series 1992A, (CRE)         4.35         12/01/22            5,170
     3,300     Monterey Peninsula Water Management District
                 COP, Series 1992, (CRE)                     4.10          7/01/22            3,300
     1,600     Palm Springs Community Redevelopment Agency
                 COP, Project VII, (CRE)                     4.10         12/01/14            1,600
     3,600     Riverside County MFH RB, Series 1992A, (CRE)  4.15         12/01/15            3,600
    18,945     San Bernardino County MFH RB, 
                 Series 1989A, (CRE)                         4.00          5/01/06           18,945
       500     San Diego MFH RB, Series 1993A, (CRE)         4.50         12/01/15              500
     4,425     Statewide Communities Development Auth. COP,
                 Series 1992, (CRE)                          4.20         12/01/22            4,425
     9,100     Torrance Hospital RB, Series 1992, (CRE)      4.15          2/01/22            9,100
     4,400     Union City MFH RB, Series 1989B,  (CRE)       4.00         11/01/07            4,400
     5,000     Vallejo Housing Auth. MFH RB, 
                 Series 1985C, (CRE)                         4.15          1/01/08            5,000

               Colorado
     6,860     Commerce City Golf Enterprise RB, 
                 Series 1994, (CRE)                          4.20         11/01/21            6,860
     1,000     Denver City and County MFH RB, 
                 Series 1985, (CRE)                          4.55         12/01/09            1,000

               Delaware
    12,570     New Castle County Economic Development RB,
                 Series 1993, (CRE)                          4.25          8/15/20           12,570

               District of Columbia
     6,200     National Children's Center RB, 
                 Series 1993, (CRE)                          4.30          2/01/20            6,200

               Florida
     2,800     Dade County Health Facilities Auth. RB,
                 Series 1990, (CRE)                          4.60          9/01/20            2,800
     1,500     Dade County Housing Finance Auth. MFH RB,
                 Series 1985, (CRE)                          3.95          9/01/05            1,500
     3,890     Dade County MFH RB, Series 1993-1, (CRE)      4.30          2/01/28            3,890
       182     Greater Orlando Aviation Auth. Special
                 Purpose RB, Series 1990, (CRE)              4.35         12/01/14              182
     2,400     Jacksonville Health Facilities Auth. RB,
                 Series 1990, (CRE)                          4.50          6/01/20            2,400
       600     Jacksonville IDA RB, Series 1993, (CRE)       4.20          7/01/13              600
     5,000     Jacksonville Parking System Improvement RB,
                 Series 1992, (CRE)                          4.35          5/01/22            5,000
     2,563     Local Government Finance Auth. RB, 
                 Series 1994A, (CRE)                         4.15          3/01/15            2,563
    10,200     Manatee County Housing Finance Auth. MFH RB,
                 Series 1989A, (CRE)                         4.35          6/01/07           10,200
       900     Miami Health Facilities Auth. RB, 
                 Series 1992, (CRE)                          4.20          3/01/12              900
     2,800     Palm Beach County Health Facilities RB,
                 Series 1993, (CRE)                          4.20          9/01/08            2,800
       855     Palm Beach County IDRB, Series 1990, (CRE)    4.20          5/01/02              855
     1,200     Pinellas County Housing Finance Auth. MFH RB,
                 Series 1989A, (CRE)                         4.35          7/01/07            1,200 
     1,585     Plant City Hospital RB, Series 1993, (CRE)    4.25          3/01/13            1,585
     1,300     Sarasota County Health Facilities Auth.
                 Hospital RB, Series 1992, (CRE)             4.65         12/01/22            1,300
     3,900     Sarasota County Health Facilities Auth. RB,
                 Series 1989, (CRE)                          4.40         12/01/19            3,900
     1,700     Suwannee County Health Facilities RB, 
                 Series 1994, (CRE)                          4.25          2/01/21            1,700
    11,945    Volusia County Health Facilities Auth. RB,
                 Series 1994A, (CRE)                         4.15         11/15/23           11,945

               Georgia
     6,500     Catoosa County IDA RB, Series 1991, (CRE)     4.32         12/01/06            6,500
     2,550     Clayton County Housing Auth. MFH RB, 
                 Series 1992, (CRE)                          4.35          6/15/17            2,550
     5,000     Cobb County Housing Auth. MFH RB, 
                 Series 1993, (CRE)                          4.28         12/01/05            5,000
     6,365     Columbus IDA RB, Series 1991, (CRE)           4.35          1/01/11            6,365
     7,470     DeKalb County Housing Auth. MFH RB, 
                 Series 1993A, (CRE)                         4.30         11/01/15            7,470
    13,860     Fulton County Housing Auth. MFH RB, 
                 Series 1994A, (CRE)                         4.30         10/01/25           13,860
     6,435     Fulton County Residential Care Facility RB,
                 Series 1993, (CRE)                          4.30          1/01/19            6,435
     3,610     Peachtree Development Auth. RB, 
                 Series 1988, (CRE)                          4.25          7/01/10            3,610
     6,650     Roswell Housing Auth. MFH RB, 
                 Series 1994, (CRE)                          4.30          8/01/24            6,650
     9,350     Whitfield County Residential Care Facility
                 Auth. RB, Series 1992, (CRE)                4.30         11/01/25            9,350

               Illinois
     5,160     Development Finance Auth. Demand Notes,
                 Fiscal Year 1994-1995, (CRE)                4.25          6/30/95            5,160
     7,400     Development Finance Auth. MFH RB, 
                 Series 1991, (CRE)                          4.40         10/01/25            7,400
    17,100     Health Facilities Auth. RB, 
                 Series 1995A, (CRE)                         4.20          2/15/16           17,100

               Indiana
     2,600     Salem Economic Development RB, 
                 Series 1985, (CRE)                          5.85         10/01/00            2,600
     4,080     St. Joseph County Hospital Auth. RB, 
                 Series 1995, (CRE)                          4.20          3/04/15            4,080

               Iowa
     5,900     Waterloo IDRB, (CRE)                          4.10         11/01/08            5,900
 
              Kansas
     2,895    Kansas City MFH RB, Series 1993, (CRE)         4.48          6/01/15            2,895
     4,930    Ottawa IDA RB, Series 1991, (CRE)              4.25         10/01/04            4,930
     5,900    Prairie Village RB, Series 1993B, (CRE)        4.30          8/15/23            5,900

               Kentucky
     6,000     Fulton Hospital RB, Series 1985, (CRE)        4.50          5/01/10            6,000
     9,490     Hancock County Industrial Building RB,
                 Series 1991, (CRE)                          4.38          7/01/11            9,490
    18,000    Ohio County PCRB, Series 1983, (CRE)           4.45          6/01/13           18,000

               Louisiana
    12,685     Public Facilities IDA RB, Series 1993, (CRE)  4.20          2/01/13           12,685

               Maryland
     7,400     Baltimore IDA RB, Series 1986, (CRE)          4.10          8/01/16            7,400
     6,500     Prince George's County Sports Arena RB,
                 Series 1992, (CRE)                          4.30          6/01/12            6,500

               Minnesota
     4,400     Hastings Hospital RB, Series 1988, (CRE)      4.50         11/01/13            4,400
    16,700     St. Paul Housing and Redevelopment Auth. RB,
                 Series 1982A, (CRE)                         4.35         12/01/12           16,700

               Mississippi
     4,445     Hinds County Urban Renewal RN, 
                 Series 1991, (CRE)                          4.35          1/01/07            4,445

               Missouri
               Clayton IDA RB,
      6,325      Series 1994A, (CRE)                         4.40         12/01/06            6,325
      8,780      Series 1995C, (CRE)                         4.40          5/01/05            8,780

                New Jersey
      3,240     Economic Development Auth. RB, 
                  Series 1989, (CRE)                         4.32         12/01/00            3,240

               New York
      2,000    Energy Research and Development Auth. PCRB,
                 Series 1987A, (CRE)                         4.45          3/01/27            2,000
      1,400    Housing Finance Agency RB, 
                 Series 1991A, (CRE)                         4.05          5/15/15            1,400
               Job Development Auth. RB,
         95     Series 1984D1-D9, (CRE)                      3.85          3/01/99               95
        485     Series 1985C1-C34, (CRE)                     3.80          3/01/00              485
      1,100    Nassau County IDA RB, Series 1993, (CRE)      4.45          7/01/23            1,100
        800    New York City GO, Series 1995B-8, (CRE)       4.05          8/15/24              800
               New York City Housing Development Corp. RB,
     24,850      Series 1984A, (CRE)                         4.60         12/01/16           24,850
      1,230      Series 1985-1, (CRE)                        3.95         12/01/07            1,230
      3,700      Series 1985A, (CRE)                         4.60         12/01/09            3,700
      1,300      Series 1994A, (CRE)                         3.95          7/01/05            1,300
        400    North Hempstead Solid Waste Management Auth.
                 RB, Series 1991, (CRE)                      3.80          2/01/12              400
      1,400    Oswego County IDA PCRB, Series 1992, (CRE)    4.10         12/01/08            1,400
        800    Rotterdam IDA RB, Series 1993A, (CRE)         3.95         11/01/09              800
        800    Triborough Bridge and Tunnel Auth. RB,
                 Series 1994, (CRE)                          3.80          1/01/24              800

               North Carolina
        300    Medical Care Commission Health Care
                 Facilities RB, Series 1991, (CRE)           4.50          4/01/21              300
      8,700    New Hanover County Industrial Facilities and
                 Pollution Control Financing Auth. RB, 
                 Series 1984, (CRE)                          4.15         12/01/99            8,700
               
               Ohio
      6,000    Clark County IDA RB, (CRE)                    5.58         12/01/10            6,000
      7,700    Dayton Special Facilities RB, 
                 Series 1988C, (CRE)                         4.70         10/01/09            7,700

               Oklahoma
               Muskogee Industrial Trust RB,
      2,400      Series 1985, (CRE)                          4.35         12/01/15            2,400
      3,260      Series 1985, (CRE)                          4.35         12/01/15            3,260
      9,000    Oklahoma City Industrial and Cultural
                 Facilities Trust RB, Series 1985, (CRE)     4.50          7/01/15            9,000
      4,300    Tulsa County Home Finance Auth. MFH RB,
                 Series 1985B, (CRE)                         4.30          3/15/05            4,300
      6,600    Tulsa Industrial Auth. Univ. RB, 
                 Series 1985, (CRE)                          4.38          3/01/15            6,600

               Pennsylvania
      5,700    Lehigh County IDA RB, Series 1984A, (CRE)     5.94         12/01/04            5,700
      2,875    Montgomery County Higher Education and
                 Health Auth. RB, Series 1992, (CRE)         4.38         12/01/02            2,875

               South Carolina
               Housing Finance and Development Auth. RB,
      4,505      Series 1987, (CRE)                          4.35         12/01/11            4,505
      4,550      Series 1988, (CRE)                          4.35         11/01/07            4,550
      5,000    Job and Economic Development Auth. RB,
                 Series 1994, (CRE)                          4.35         12/01/14            5,000
      5,600    State Housing Finance and Development Auth.
                 RB, Series 1988, (CRE)                      4.35          7/01/07            5,600

               Tennessee
     14,000    Hamilton County IDRB, Series 1995, (CRE)      4.30          3/01/15           14,000
     19,000    Montgomery County Public Building Auth. RB,
                 Series 1995, (CRE)                          4.30          3/01/25           19,000
      1,000     Nashville and Davidson County Health and
                  Educational Facilities Board RB, 
                  Series 1989, (CRE)                         4.35          2/01/09            1,000
      5,000     Nashville and Davidson County Industrial
                  Development Board RB, Series 1994, (CRE)   4.30          6/01/08            5,000

               Texas
      8,200    Austin Housing Finance Corp. MFH RB, 
                 Series 1985, (CRE)                          4.30          4/01/15            8,200
        400    Brazos River Auth. PCRB, Series 1988          4.25         11/01/00              400
        300    Capital IDC PCRB, Series 1984                 4.15         10/01/00              300
        300    Department of Housing and Community Affairs
                 MFH RB, Series 1993B, (CRE)                 4.05          2/01/23              300
      6,950    DeSoto IDA RB, Series 1989, (CRE)             4.25         12/01/16            6,950
        460    El Paso IDA RB, Series 1991, (CRE)            4.35         11/01/03              460
      1,850    Euless IDA RB, Series 1985, (CRE)             4.25         12/01/15            1,850
      6,490    Galveston County Health Facilities
                 Development Corp. RB, Series 1991, (CRE)    4.25          1/01/16            6,490
      6,500      Gulf Coast IDA RB, Series 1989, (CRE)       4.35         11/01/19            6,500
        600    Harris County Health Facilities RB, 
                 Series 1988, (CRE)                          4.13          5/01/18              600
               Housing Agency MFH RB,
      9,500      Series 1984A, (CRE)                         4.14          3/01/06            9,500
      5,800      Series 1984B, (CRE)                         4.14          3/01/06            5,800
        900    Hunt County Health Facilities Development
                 Corp. RB, Series 1985, (CRE)                4.10         10/01/15              900
        900    Hunt County IDC RB, Series 1987, (CRE)        4.30         10/01/02              900
      1,910    Maverick County IDC RB, Series 1991, (CRE)    4.35         12/01/01            1,910
        500    McAllen IDA RB, Series 1985, (CRE)            4.35         12/01/99              500
        300    Metropolitan Higher Education Auth. RB,
                 Series 1984, (CRE)                          4.35         12/01/04              300
        150    North Central Texas Health Facilities
                 Development Corp. RB, Series 1989, (CRE)    4.35         12/01/98              150
     12,700    Nueces River Auth. PCRB, Series 1985, (CRE)   4.60         12/01/99           12,700
      2,400    Port Arthur Navigation District IDC PCRB,
                 Series 1985, (CRE)                          4.60          5/01/03            2,400
               Port Development Corp. RB,
      9,300      Series 1984, (CRE)                          4.38         12/01/04            9,300
      1,100      Series 1989, (CRE)                          4.15          1/15/14            1,100
      1,065    San Antonio Higher Education Auth. RB,
                  Series 1985, (CRE)                         3.90         12/01/15            1,065
      1,100    Tarrant County Health Facilities Development
                   Corp. RB, Series 1988, (CRE)              4.25          9/01/18            1,100
     14,375    Tarrant County Housing Finance Corp. MFH RB,
                  Series 1994, (CRE)                         4.35         11/01/07           14,375
        370    Tom Green County Health Facilities
                 Development Corp. RB, Series 1985B, (CRE)   6.25          1/01/06              370
      2,475    Travis County Housing Finance Corp. MFH RB,
                 Series 1985S, (CRE)                         4.50         12/01/07            2,475
      2,900    Trinity River IDA RB, Series 1984, (CRE)      4.25         11/01/14            2,900

               Utah
      8,800    Ogden City IDA RB, Series 1986, (CRE)         4.45          9/01/13            8,800

               Virginia
      3,800    Alexandria IDA RB, Series 1989, (CRE)         4.30          1/01/09            3,800
      3,600    Arlington Public Improvement RB, (CRE)        4.05          8/01/17            3,600
               Chesterfield County IDA PCRB,
      1,500      Series 1992, (CRE)                          4.20          4/01/09            1,500
      4,050      Series 1993, (CRE)                          4.35          8/01/09            4,050
      3,170    Culpeper IDA RB, Series 1992, (CRE)           4.30         11/01/17            3,170
        569    Fairfax County American College of Radiology
                 RB, (CRE)                                   4.30          2/01/11              569
      4,300    Fairfax County IDA RB, Series 1985A, (CRE)    4.10         10/01/16            4,300
        400    Fauquier County IDA RB, Series 1994, (CRE)    4.30         12/01/14              400
               Hampton Redevelopment and Housing Auth. 
                 MFH RB,
      7,010      Series 1984A, (CRE)                         4.25         12/01/06            7,010
      1,891      Series 1985, (CRE)                          4.30         12/01/05            1,891
      5,253    Harrisonburg Redevelopment and Housing Auth.
                    RN, Series 1985, (CRE)                   4.30         12/01/15            5,253
               Henrico County IDA RB,
      3,738      Series 1991, (CRE)                          4.30          9/01/11            3,738
      3,600      Series 1994, (CRE)                          4.50          5/01/24            3,600
      4,700    Loudoun County IDA RB, Series 1985, (CRE)     4.60          9/01/15            4,700
      2,200    Loudoun County IDA Residential Care Facility 
                 RB, Series 1994B, (CRE)                     4.50         11/01/24            2,200
      1,000    Louisa County IDA RB, Series 1995, (CRE)      4.30          1/01/20            1,000
      1,800    Lynchburg IDA Hospitl RB, 
                 Series 1985E, (CRE)                         4.10         12/01/25            1,800
               Newport News Redevelopment and Housing Auth.
                 MFH RB,
      2,100      Series 1984, (CRE)                          4.45          9/01/06            2,100
        800      Series 1990, (CRE)                          4.25          3/01/07              800
      1,460    Richmond IDA RB, Series 1987, (CRE)           4.30         12/01/99            1,460
      3,937    Spotsylvania County IDA RB, 
                 Series 1990, (CRE)                          4.30         10/01/20            3,937

               Washington
      2,305    Port of Benton Economic Development Corp.
                 RB, Series 1989, (CRE)                      4.50         11/01/05            2,305
      2,445    Port of Pasco Economic Development Corp. RB,
                 Series 1991, (CRE)                          4.50          7/01/00            2,445
      2,436    Seattle IDA RB, Series 1989-I, Lot 1, (CRE)   4.35          8/01/04            2,436

               West Virginia
      6,270    Cabell County Nursing and Rehabilitation
                 Facilities RB, Series 1993, (CRE)           4.35         10/01/10            6,270

               Wisconsin
     10,000    Wausau IDRB, Series 1993, (CRE)               4.25         10/01/02           10,000
                                                                                            --------
               Total variable rate demand notes (cost: $806,704)                            806,704
                                                                                            --------

                         Put Bonds (19.6%)

               California
               Higher Education Loan Auth. RB,
     10,000      Senior Lien Series 1992A, (CRE)             3.90          4/01/00           10,000
      9,000      Series 1987B, (CRE)                         3.90          7/01/02            9,000
     10,240    Irvine Assessment District #85-7 CP, (CRE)    4.10          9/02/11           10,240
     25,000    Student Education Loan Marketing Corp. RB,
                 Series 1993A, (CRE)                         4.40         11/01/02           25,000

               Colorado
               Arapahoe County Capital Improvement 
                 Highway RB,
      5,000      Series 1986D, (CRE)                         4.45          8/31/26            5,000
      5,000      Series G, (CRE)                             4.45          8/31/26            5,000

               Connecticut
      3,200    Housing Finance Auth. RB, Series 1992G,
                 Subseries G-1                               3.55         11/15/16            3,200
      5,000    Special Assessment Unemployment Compensation
                 RB, Series 1993C, (CRE)                     3.85         11/15/01            5,000

               Florida
      8,205   Jacksonville IDA RB, Series 1989, (CRE)        3.95         10/01/09            8,205
      3,800   Putnam County Development Auth. PCRB, 
                Series 1984H-3, (CRE)                        4.30          3/15/14            3,800
              St. Lucie County PCRB,
      1,000     Series 1992, (CRE)                           4.25          5/01/27            1,000
      8,300     Series 1992, (CRE)                           4.20          5/01/27            8,300

              Georgia
     10,260   Private Colleges and Universities Auth. RB,
                Series 1993B                                 4.20         10/01/15           10,260
      7,925   Roswell Housing Auth. MFH RB, 
                Series 1984B, (CRE)                          4.30         11/01/14            7,925

              Illinois
              Chicago GO,
     12,000     Series 1994A-2, (CRE)                        4.15         10/31/95           12,000
     15,000     Series 1994C, (CRE)                          4.25         10/31/99           15,000
      8,500     Series 1995A, (CRE)                          4.60         10/31/96            8,500
              Health Facilities Auth. RB,
      8,000     Series 1990A, (CRE)                          4.40          2/01/19            8,000
     14,000     Series 1992                                  4.10          1/01/26           14,000

               Kentucky
      2,000    Lexington-Fayette Urban County Government
                 Residential Facilities RB, Series 1987, (CRE)4.50         4/01/15            2,000(c)

               Louisiana
      8,850    Plaquemines Port Harbor and Terminal
                 District Port Facilities RB, 
                 Series 1984B, (CRE)                         4.50          3/15/06            8,850
      8,510    Public Facilities IDA RB, Series 1984, (CRE)  4.75         12/01/14            8,510

               Maryland
      7,150    Anne Arundel County RB, 1988 Issue, (CRE)     4.00          6/15/11            7,150
      4,300    Calvert County RB, 1987 Issue, (CRE)          4.25         12/01/04            4,300

               Missouri
     10,300    Environmental Improvement and Energy
                 Resouces Auth. PCRB, Series 1984A, (CRE)    3.75          6/01/14           10,301

               New York
               Energy Research and Development Auth. PCRB,
      2,200      Series 1985A, (CRE)                         4.65          3/15/15            2,200
      3,500      Series 1985B, (CRE)                         4.10         10/15/15            3,500
      4,000      Series 1985D, (CRE)                         4.60         12/01/15            4,000

               Oregon
      3,000    Clackamas County Hospital Facility 
                 Auth. RB, (CRE)                             4.20          4/01/14            3,000(c)

               Pennsylvania
      2,000    Beaver County IDA PCRB, Series 1992E, (CRE)   4.20         10/01/11            2,000
      6,320    Ferguson Industrial and Commercial
                 Development Auth. RB, Series 1981, (CRE)    4.30         11/01/06            6,320

               South Carolina
     10,000    York County PCRB, Series 1984N-4, (CRE)       4.30          9/15/14           10,000

               Texas
      6,000    Lower Neches Valley Auth. PCRB, 
                 Series 1987, (CRE)                          4.45          2/15/17            6,000

               Virginia
               Housing Development Auth. Commonwealth
                 Mortgage RB,
      9,000       Series 1993A A-Stem                        4.25          7/01/17            9,000
     25,000       Series 1993F F-Stem                        3.90          7/01/22           25,000

               Washington
      3,500    Seattle Municipal Light and Power RB, 
                 Series 1991B                                4.40          5/01/11            3,500
                                                                                            --------
               Total put bonds (cost: $285,061)                                             285,061
                                                                                            -------- 

               Fixed Rate Instruments (23.8%)

               California
      7,000    Pasadena TRAN, Series 1994                    4.75         10/27/95            7,022
      5,000    RAN, Series 1994-1995A                        5.00          6/28/95            5,007
      4,000    Revenue Anticipation Warrants, 
                 Series 1994C, (CRE)                         5.75          4/25/96            4,045
     10,000    San Diego Unified School District TRAN,
                 Series 1994-1995A                           4.25          6/30/95           10,013
     16,000    San Luis Obispo County TRAN, Series 1994-1995 4.50          7/18/95           16,037
      4,400    San Ramon Valley Unified School District TRAN,
                 Series 1994-1995                            5.25          3/13/96            4,414
     12,000    Sonoma County TRAN, Series 1994-1995          4.75         10/10/95           12,037

               Colorado
      8,750    Colorado Springs School District TAN,
                 District Number 11, Series 1994A            4.75          6/30/95            8,761

               District of Columbia
      5,000      GO, Series 1995A-3, (CRE)                   6.25          9/30/95            5,033

               Florida
      9,600    Orange County School District RAN, 
                 Series 1994B                                3.75          4/06/95            9,601
      5,000    Palm Beach County School District TAN,
                 Series 1994                                 4.75          9/13/95            5,015

               Illinois
      4,395    Metropolitan Fair and Exposition Auth. RB,
                 Series 1984, (CRE)                         10.38          6/01/14(a)         4,570

               Iowa
     10,000    School Corporations Warrant Certificates,
               Series 1994A, (CRE)                           4.25          7/17/95           10,018

               Massachusetts
      4,045    Brockton BAN, (CRE)                           4.35          6/23/95            4,050
               Massachusetts Bay Transportation Auth. CP
                 Notes,
     10,200      Series B, (CRE)                             4.10          4/10/95           10,200
      6,700      Series B, (CRE)                             4.35          5/08/95            6,700
     12,000    Massachusetts Bay Transportation Auth.
                 Notes, Series 1995A                         5.50          3/01/96           12,091
     10,511    Worcester BAN, Lot A, (CRE)                   4.75          8/31/95           10,537

               Minnesota
      3,600    St. Paul Independent School District 625 Tax
                 Anticipation GO, Series 1995A               5.38          3/28/96            3,628
      3,650    Westonka Independent School District 277 Tax
                 Anticipation GO, Series 1995, (CRE)         5.50          3/09/96            3,678
     12,500    White Bear Lake Independent School District
                 624 Tax Anticipation GO, Series 1995A, (CRE)5.25          3/21/96           12,566

               Missouri
      9,600    Economic Development, Export, and
                 Infrastructure Program Notes, 
                 Series 1994C, (CRE)                         3.95          8/01/95            9,600

               New Jersey
      6,835    Bridgewater Township BAN                      4.75         11/27/95            6,837
      7,027    North Bergen Township BAN                     5.75          1/26/96            7,062
      9,646    Sussex County BAN GO                          5.25          9/15/95            9,663

               New York
      5,304    Hempstead BAN, Series A                       5.25          3/01/96            5,335
               Suffolk County TAN,
      5,800      Series 1994 II, (CRE)                       4.50          9/14/95            5,811
     10,000      Series 1995 I, (CRE)                        5.25          8/15/95           10,035
     12,500    Urban Development Corp. RB, 
                 Series 1986B, (CRE)                         8.00          1/01/06(a)        13,063

               Ohio
      5,950    Montgomery County GO, Second Renewal 1994     4.00          4/27/95            5,952
     10,920    Mount Vernon Hospital RB, (CRE)              11.75          6/01/12(a)        11,390
      5,515    Shaker Heights GO BAN                         4.63         10/19/95            5,529
      6,800    Univ. of Cincinnati BAN, Series K1            5.00          3/21/96            6,822

               Oregon
      6,000    Multnomah County School District Number 1J
                 TAN, Series 1994                            3.75          6/29/95            6,002

               Texas
      6,400    Houston Independent School District TRAN,
                 Series 1994B                                4.50          8/31/95            6,406
     10,000    Houston TRAN, Series 1994                     4.50          6/29/95           10,021
      5,000    Houston Water and Sewer System CP Notes,
                 Series A                                    4.30          5/09/95            5,000
     23,400    Public Finance Auth. GO CP Notes, 
                 Series 1993A                                4.35          6/06/95           23,400
     24,900    TRAN, Series 1995                             5.00          8/31/95           24,985

               Utah
      7,300    Davis County School District TAN, Series 1994 4.50          6/30/95            7,314

               Virginia
      2,000    Southeastern Public Service Auth. RB, 
                 Series A, (CRE)                            10.50          7/01/15(a)         2,074
                                                                                         -----------
               Total fixed rate instruments (cost: $347,324)                                347,324
                                                                                         ----------- 
               Total investments (cost: $1,439,089)                                      $1,439,089
                                                                                         ===========
</TABLE>

                                  Portfolio Summary By Industry

                      General Obligations                    19.2%
                      Housing - Multi/Family                 17.4
                      Electric Power                          8.1
                      Hospitals                               6.3
                      Education                               5.9
                      Buildings                               4.0
                      Nursing Care                            3.6
                      Transportation - Miscellaneous          2.7
                      Housing - Single/Family                 2.6
                      Hotel - Motel                           2.5
                      Retirement Homes                        2.2
                      Escrowed Securities                     2.1
                      Community Service                       1.9
                      Manufacturing - Diversified Industries  1.9
                      Finance - Municipal                     1.8
                      Ports/Wharfs                            1.3
                      Student Loan                            1.3
                      Gas Utilities                           1.1
                      Machinery - Diversified                 1.1
                      Special Assessment/Tax/Fee              1.1
                      Entertainment                           1.0
                      Oil - International                     1.0
                      Other                                   8.7
                                                            ------
                      Total                                  98.8%
                                                            ======


                            Portfolio Summary By State

Alabama          .4%    Arizona                3.9%    Arkansas        2.0%
California     11.6     Colorado               1.8     Connecticut      .6
Delaware         .9     District of Columbia    .8     Florida         6.3
Georgia         5.9     Illinois               6.3     Indiana          .5
Iowa            1.1     Kansas                  .9     Kentucky        2.4
Louisiana       2.1     Maryland               1.7     Massachusetts   3.0
Minnesota       2.8     Mississippi             .3     Missouri        2.4
New Jersey      1.8     New York               5.8     North Carolina   .6
Ohio            3.0     Oklahoma               1.7     Oregon           .6
Pennsylvania    1.2     South Carolina         2.0     Tennessee       2.7
Texas          12.1     Utah                   1.1     Virginia        6.7
Washington       .7     West Virginia           .4     Wisconsin        .7
                                                                      ------
                                                       Total          98.8%
Notes to Portfolios of Investments
(In Thousands) 
March 31, 1995

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

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

The percentages shown represent the percentage of the investments to net
assets.

Portfolio Description Abbreviations
    BAN   Bond Anticipation Note            MFH     Multi-Family Housing
    COP   Certificate of Participation      PCRB    Pollution Control
    CP    Commercial Paper                            Revenue Bond
    CRE   Credit Enhanced                   RAN     Revenue Anticipation Note
    GO    General Obligation                RB      Revenue Bond   
    IDA   Industrial Development            RN      Revenue Note
            Authority/Agency                TAN     Tax Anticipation Note
    IDC   Industrial Development            TRAN    Tax Revenue 
            Corporation                               Anticipation Note
    IDRB  Industrial Development
            Revenue Bond

Specific Notes
(a)  Prerefunded to various dates prior to maturity at the call price.

(b)  Zero Coupon security. Rate represents the effective yield at date of
     purchase.

(c)  At March 31, 1995, the cost of securities purchased on a delayed delivery
     basis for the Long-Term, Intermediate-Term, and Tax Exempt Money Market 
     Funds was $25,014, $149, and $5,002, respectively.

(d)  Rate changes periodically and is subject to a floor of 6% and a ceiling
     of 12%.

(e)  Illiquid security valued in good faith at fair value using methods 
     determined by the Manager under the general supervision of the Board of
     Directors. At March 31, 1995, this security represented .3% of the
     Long-Term Fund's net assets.

See accompanying notes to financial statements.
<TABLE>
<CAPTION>
Statements of Operations
(In Thousands)

Year ended March 31, 1995

                                                                                          Tax Exempt
                                        Long-Term      Intermediate-       Short-Term     Money Market
                                          Fund           Term Fund            Fund           Fund
<S>                                     <C>            <C>                 <C>            <C>            
Net investment income:
     Interest income                    $116,379           $90,790           $43,743         $51,021

     Expenses (note 5):
          Management fees                  4,931             4,220             2,490           4,299
          Transfer agent's fees            1,195             1,164               746             931
          Custodian's fees                   237               219               179             354
          Postage                            117                99                79             157
          Shareholder reporting fees          46                43                38              91
          Directors' fees                      2                 2                 2               2
          Registration fees                   98               120               100             127
          Audit fees                          39                38                38              38
          Legal fees                           4                 4                 4               4
          Other                               51                45                32              51
                                        ---------          --------          ---------        --------
                Total expenses             6,720             5,954             3,708           6,054
                                        ---------          --------          ---------        --------
        Net investment income            109,659            84,836            40,035          44,967
                                        ---------          --------          ---------        --------
Net realized and unrealized gain
     (loss) on investments (note 4):
          Net realized loss              (62,334)           (8,896)           (3,175)               -
          Change in net unrealized
            appreciation/depreciation     36,258            10,764               535                -
                                        ---------           --------          --------        --------
           Net realized and
             unrealized gain (loss)      (26,076)            1,868            (2,640)               -
                                        ----------          --------          ---------       --------
Increase in net assets resulting
 from operations                         $83,583           $86,704            $37,395         $44,967
                                        ==========         =========          ==========      =========

</TABLE>
See accompanying notes to financial statements.

<TABLE>
<CAPTION>

Statements of Changes in Net Assets
(In Thousands)
Years ended March 31,
                                         
                                                                  Long-Term                            Intermediate-          
                                                                    Fund                                 Term Fund            
                                                               1995         1994                   1995          1994            
<S>                                                            <C>          <C>                    <C>           <C>
From operations:
  Net investment income                                   $    109,659     $   113,439       $    84,836     $   83,357       
  Net realized gain (loss) on investments                      (62,334)         58,462            (8,896)         6,352           
  Change in net unrealized appreciation/depreciation of  
    investments                                                 36,258        (119,583)           10,764        (48,714)         
                                                          -------------   --------------        ---------   -------------     
  Increase in net assets resulting from operations              83,583          52,318            86,704         40,995
                                                          -------------   --------------        ---------   -------------

Distributions to shareholders from:
  Net investment income (note 3)                              (107,798)       (113,439)          (84,836)       (83,357)  
                                                          -------------     -------------      ----------      ----------
  Distributions in excess of net investment income (note 3)          -          (1,861)                -              -     
                                                          ---------------   --------------     ---------       ----------     
  Net realized gains (note 3)                                  (12,042)        (76,502)           (3,178)       (14,944)
                                                          ---------------   ---------------     -----------    ------------
From capital share transactions:
  Shares sold                                                  752,881         639,477           334,817        589,751
  Shares issued for dividends reinvested                        87,645         146,443            68,192         78,184
  Shares redeemed                                             (861,319)       (697,625)         (431,132)      (425,605)
                                                           --------------    --------------    ------------    -------------
  Increase (decrease) in net assets from
       capital share transactions                              (20,793)         88,295           (28,123)       242,330
                                                           ---------------   ---------------    -------------  ------------
           
Net increase (decrease) in net assets                          (57,050)        (51,189)          (29,433)       185,024
Net assets:
  Beginning of period                                        1,831,693       1,882,882         1,559,183      1,374,159
                                                            ---------------  ---------------  -------------   -------------
  End of period                                             $1,774,643      $1,831,693        $1,529,750     $1,559,183
                                                            ================  ================ ============= =============
Change in shares outstanding:
  Shares sold                                                   59,286          45,006            27,070         45,080
  Shares issued for dividends reinvested                         6,859          10,375             5,523          5,997
  Shares redeemed                                              (67,925)        (49,157)          (35,144)       (32,665)
                                                            ---------------  --------------   ------------   ------------
   Increase (decrease) in shares outstanding                    (1,780)          6,224            (2,551)        18,412
                                                             ===============  ===============   ===========   ============
Authorized shares of $.01 par value                            175,000         175,000           170,000        170,000
                                                             ===============  ===============   ===========   ============

</TABLE>
<TABLE>
<CAPTION>
Statements of Changes in Net Assets (cont.)
(In Thousands)
Years ended March 31,
                                                                                                       Tax Exempt
                                                                  Short-Term                           Money Market
                                                                     Fund                                 Fund
                                                               1995         1994                   1995          1994
<S>                                                       <C>              <C>               <C>                 <C>
From operations:
  Net investment income                                   $     40,035     $    39,726       $    44,967     $   33,240
  Net realized gain (loss) on investments                       (3,175)          2,759                 -              -           
   Change in net unrealized appreciation/depreciation of
    investments                                                    535         (17,522)                -              -          
                                                          -------------   --------------        ---------   -------------     
  Increase in net assets resulting from operations              37,395          24,963            44,967         33,240
                                                          -------------   --------------        ---------   -------------
Distributions to shareholders from:
  Net investment income (note 3)                               (40,035)       (39,726)          (44,967)       (33,240)
                                                          --------------    --------------     ----------    ------------
  Distributions in excess of net investment income (note 3)          -              -                  -              -
                                                          ---------------   --------------     -----------   ------------
  Net realized gains (note 3)                                        -              -                  -              -
                                                          ---------------   ---------------     -----------  ------------      
From capital share transactions:
  Shares sold                                                  370,243         752,879         1,991,020      1,777,271           
  Shares issued for dividends reinvested                        33,428          33,578            42,040         30,984           
  Shares redeemed                                             (595,498)       (638,252)       (2,146,073)    (1,739,593)         
                                                           --------------    --------------    ------------    -------------    
Increase (decrease) in net assets from
  capital share transactions                                  (191,827)        148,205          (113,013)        68,662          
                                                           ---------------   ---------------    -------------  ------------
Net increase (decrease) in net assets                         (194,467)        133,442          (113,013)        68,662          
Net assets
  Beginning of period                                          995,624         862,182         1,569,760      1,501,098           
                                                            ---------------  ---------------  -------------   -------------
  End of period                                             $  801,157      $  995,624        $1,456,747     $1,569,760
                                                            ================  ================ ============= =============
Changes in shares outstanding:
  Shares sold                                                   35,503          70,576         1,991,020      1,777,271
  Shares issued for dividends reinvested                         3,205           3,151            42,040         30,984
  Shares redeemed                                              (57,164)        (59,857)       (2,146,073)    (1,739,593)
                                                            ---------------  --------------   ------------   ------------
   Increase (decrease) in shares outstanding                   (18,456)         13,870          (113,013)        68,662
                                                             ===============  ===============   ===========   ============ 
Authorized shares of $.01 par value                            135,000         135,000         2,600,000      2,000,000
                                                             ===============  ===============   ===========   ============ 
</TABLE>
See accompanying notes to financial statements.

Notes to Financial Statements
(In Thousands)

March 31, 1995

(1) Summary of Significant Accounting Policies 

USAA TAX EXEMPT FUND, INC. (the Company), registered under the Investment
Company Act of 1940, is a diversified, open-end management investment company
incorporated under the laws of Maryland consisting of ten separate funds. The
information presented in this annual report pertains only to the Long-Term 
Fund, Intermediate-Term Fund, Short-Term Fund, and Tax Exempt Money Market Fund
(the Funds).

A. Security valuation - Investments in the Long-Term, Intermediate-Term, and
Short-Term Funds are valued each business day by a pricing service (the 
Service) approved by the Company's Board of Directors. The Service uses the
mean between quoted bid and asked prices or the last sale price to price 
securities when, in the Service's judgement, these prices are readily available
and are representative of the securities' market values. For many securities,
such prices are not readily available. The Service generally prices these
securities based on methods which include consideration of yields or prices
of municipal securities of comparable quality, coupon, maturity and type,
indications as to values from dealers in securities, and general market
conditions. Securities which are not valued by the Service, and all other
assets, are valued in good faith at fair value using methods determined by
the Manager under the general supervision of the Board of Directors.
Securities purchased with maturities of 60 days or less and, pursuant to
Rule 2a-7 of the Securities and Exchange Commission, all securities in the
Tax Exempt Money Market Fund are stated at amortized cost which
approximates market value.

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

C. Investments in securities - As is common in the industry, security
transactions are accounted for on the date the securities are purchased or sold
(trade date). Gain or loss from sales of investment securities is computed on
the identified cost basis. Interest income is recorded daily on the accrual 
basis. Premiums and original issue discounts are amortized over the life of the
respective securities. Market discounts are not amortized. Any ordinary income
related to market discounts is recognized upon disposition of the bonds. 

(2) Line of Credit
The Funds participate with other USAA funds in a joint $150 million short-term
revolving loan agreement (the Agreement) through January 15, 1996, for 
temporary or emergency purposes, including the meeting of redemption requests
that might otherwise require the untimely disposition of securities. Subject to
availability under this Agreement, each Fund may borrow amounts not to
exceed 5% of the value of its total assets. All borrowings must be repaid
before additional investments are made, and the interest paid on such
borrowings will reduce income. Borrowings under this Agreement bear
interest at .125% over the Federal Funds Rate as published by the Federal
Reserve Bank of New York or at .125% over the London Interbank Offered
Rate. The Long-Term Fund had two borrowings under this Agreement during the
year ended March 31, 1995, incurring $1 in interest expense. The
Intermediate-Term, Short-Term, and Tax Exempt Money Market Funds had no
borrowings under the Agreement during the year.

(3) Distributions 

Net investment income is accrued daily as dividends and distributed to
shareholders monthly. All net investment income available for distribution
was distributed at March 31, 1995. Certain book-to-tax timing differences
for the Long-Term Fund are reflected as excess distributions in the 1994
Statement of Changes in Net Assets. These distributions did not constitute
a return of capital. 

Distributions of realized gains from security transactions not offset by
capital losses are generally made in the succeeding fiscal year. At March
31, 1995, the Long-Term, Intermediate-Term, and Short-Term Funds had
capital loss carryovers of approximately $62,355, $8,901, and $3,605,
respectively, which will expire in or before 2004. It is unlikely that the
Board of Directors of the Company will authorize a distribution of capital
gains realized in the future until the capital loss carryovers have been
utilized or expire. 

(4) Investment Transactions

Purchases and sales/maturities of securities, excluding short-term securities,
for the year ended March 31, 1995, were as follows:

                 Long-Term         Intermediate-         Short-Term
                   Fund             Term Fund               Fund
               
Purchases      $    2,848,954      $    1,080,464      $      902,792
Sales          $    2,866,867      $    1,144,260      $    1,127,541

Purchases and sales/maturities of securities for the year ended March 31,
1995, for the Tax Exempt Money Market Fund were $4,396,541 and $4,519,382,
respectively. 

Gross unrealized appreciation and depreciation of investments at March 31,
1995, was as follows:

                   Long-Term         Intermediate-      Short-Term
                     Fund              Term Fund           Fund
               
Appreciation   $    77,461         $    42,905         $    4,901
Depreciation       (15,403)            (16,141)            (6,517)
               -------------       -------------       ------------
Net            $    62,058         $    26,764         $   (1,616)
               =============       =============       ============
                                             
(5) Transactions with Manager

A. Management fees - The investment policy of the Funds and the management
of the Funds' portfolios is carried out by USAA Investment Management
Company (the Manager). Management fees are computed at .28% of the average
annual net assets of each Fund.

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

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

(6) Transactions with Affiliates 

USAA Investment Management Company is wholly owned by United Services
Automobile Association (the Association), a large, diversified financial
services institution. 

At March 31, 1995, the Association and its affiliates owned 3,464 shares
(2.8%) of the Intermediate-Term Fund and 5,715 shares (.4%) of the Tax
Exempt Money Market Fund. 

Notes to Financial Statements (continued)

March 31, 1995
<TABLE>
<CAPTION>
(7) Financial Highlights
Per share operating performance for a share outstanding throughout each
period is as follows:


                    Net Asset              Net Realized   Distributions                   Net Asset             
                    Value At      Net          and          from Net     Distributions    Value at               Net Assets
                    Beginning   Investment  Unrealized     Investment     of Realized       End        Total       At End
Fiscal Year Ended   of Period    Income     Gain (Loss)      Income      Capital Gains    Of Period    Return     Of Period
                       ($)        ($)          ($)            ($)             ($)           ($)          (%)        ($000)
<S>                 <C>         <C>         <C>             <C>          <C>              <C>          <C>       <C>
Long-Term Fund:
March 31,
  1991                13.01     .94            .12           (.94)             -            13.13       8.46       1,355,321     
  1992                13.13     .92            .41           (.92)             -            13.54      10.39       1,638,848    
  1993                13.54     .88            .75           (.88)          (.08)           14.21      12.46       1,882,882    
  1994                14.21     .81           (.44)          (.82)*         (.56)           13.20       2.36       1,831,693    
  1995                13.20     .79           (.16)          (.78)          (.09)           12.96       5.07       1,774,643    
Intermediate-Term Fund:
March 31,
  1991                11.87     .82            .13           (.82)             -            12.00       8.30         575,770  
  1992                12.00     .79            .29           (.79)             -            12.29       9.24         893,874  
  1993                12.29     .74            .61           (.74)             -            12.90      11.29       1,374,159 
  1994                12.90     .69           (.29)          (.69)          (.13)           12.48       3.06       1,559,183 
  1995                12.48     .69            .05           (.69)          (.03)           12.50       6.16       1,529,750 

Short-Term Fund:
March 31,
  1991                10.39     .67           (.04)          (.67)             -            10.35       6.27         423,914
  1992                10.35     .59            .13           (.59)             -            10.48       7.09         680,075 
  1993                10.48     .50            .15           (.50)             -            10.63       6.37         862,182   
  1994                10.63     .45           (.15)          (.45)             -            10.48       2.87         995,624
  1995                10.48     .47           (.01)          (.47)             -            10.47       4.51         801,157   

Tax Exempt Money Market Fund:
March 31,
  1991                 1.00     .06              -           (.06)             -             1.00       5.94       1,508,862     
  1992                 1.00     .04              -           (.04)             -             1.00       4.30       1,483,554 
  1993                 1.00     .03              -           (.03)             -             1.00       2.89       1,501,098 
  1994                 1.00     .02              -           (.02)             -             1.00       2.31       1,569,760 
  1995                 1.00     .03              -           (.03)             -             1.00       2.98       1,456,747 
</TABLE>



                                       Ratio of Net
                      Ratio of          Investment
                      Expenses            Income
                      to Average        to Average        Portfolio
Fiscal Year Ended     Net Assets        Net Assets         Turnover
                         (%)                (%)              (%)
                   
LONG-TERM FUND:
March 31,
   1991                   .40               7.22             91.41
   1992                   .40               6.83             76.28  
   1993                   .39               6.35             88.27
   1994                   .38               5.69            109.28  
   1995                   .38               6.23            163.38

INTERMEDIATE-TERM FUND:
March 31,
   1991                   .43               6.91             66.26
   1992                   .44               6.45             66.57
   1993                   .42               5.85             74.02
   1994                   .40               5.30             69.45   
   1995                   .40               5.63             72.00

SHORT-TERM FUND:
March 31, 
   1991                   .50               6.48             96.10
   1992                   .48               5.59            107.35 
   1993                   .43               4.75            138.20
   1994                   .43               4.25            101.67   
   1995                   .42               4.50            102.93

TAX EXEMPT MONEY MARKET FUND:
March 31, 
   1991                   .40               5.76                 -
   1992                   .39               4.21                 -
   1993                   .40               2.85                 -        
   1994                   .40               2.29                 - 
   1995                   .39               2.93                 -  

*includes $.01 of excess distributions (note 3).







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