USAA TAX EXEMPT FUND INC
N-30D, 1996-05-22
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             Table of Contents

USAA Family of Funds............................. 1
Message from the President....................... 2
Investment Review:  
     California Bond Fund........................ 4         
     California Money Market Fund................ 9
Financial Information:
     Independent Auditors' Report................12
     Statements of Assets and Liabilities........13
     Portfolios of Investments in Securities:     
          California Bond Fund...................15
          California Money Market Fund...........18
     Notes to Portfolios of Investments..........21
     Statements of Operations....................22
     Statements of Changes in Net Assets.........23
     Notes to Financial Statements...............25





_____________________________________________________________________________
               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
California Funds, 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)1996, USAA. All rights reserved.




<TABLE>

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 32 funds by investment objective as of March 31, 1996.  For more complete 
information about the mutual funds managed and distributed by USAA IMCO, including charges and expenses, please call
1-800-531-8181 for a prospectus. Read it carefully before you invest.

                                        Average Annual Total Return*                            

<CAPTION>
                                                                                                  Yield
     Investment                 Inception                                     Since        7-Day     30-Day(1)
     Objective                    Date        1 yr      5 yrs     10 yrs    Inception     Simple       SEC 
________________________________________________________________________________________________________________
<S>                               <C>          <C>       <C>       <C>        <C>         <C>          <C>
Capital Appreciation
Aggressive Growth                 10/19/81     53.09     16.33      11.30       -            -           -
Emerging Markets(2)                11/7/94     22.89       -          -        4.97          -           -
Gold(2)                            8/15/84     22.74     11.44       6.69       -            -           -
Growth                              4/5/71     28.37     14.63      11.60       -            -           -    
Growth & Income                     6/1/93     31.71       -          -       15.08          -           -
International(2)                   7/11/88     22.25     12.71        -       10.15          -           -    
World Growth(2)                    10/1/92     24.29       -          -       13.28          -           -

Asset Allocation                                                       
Balanced Strategy                    9/1/95      -         -          -        5.16 
Cornerstone Strategy(2)             8/15/84    22.70     12.02      11.45       -            -           -
Growth and Tax Strategy(3)**        1/11/89    17.89      9.91        -        9.87          -          3.59
Growth Strategy(2)                   9/1/95      -         -          -       14.32          -           -
Income Strategy                      9/1/95      -         -          -        4.46          -          5.04

Income - Taxable                                                       
GNMA                                 2/1/91     9.42      7.90        -        7.69          -          6.81
Income                               3/4/74    12.98      9.15       9.37       -            -          6.68
Income Stock                         5/4/87    24.73     13.01        -       12.32          -           -
Short-Term Bond                      6/1/93     9.03       -          -        5.01          -          6.30

Income - Tax Exempt                                                    
Long-Term(3)**                      3/19/82     7.88      7.57       7.60       -            -          5.72
Intermediate-Term(3)**              3/19/82     7.97      7.51       7.17       -            -          5.23
Short-Term(3)**                     3/19/82     5.83      5.32       5.54       -            -          4.33
California Bond(3)**                 8/1/89     9.35      7.64        -        7.42          -          5.54
Florida Tax-Free Income(3)**        10/1/93     7.66       -          -        2.26          -          5.61
New York Bond(3)**                 10/15/90     7.67      7.61        -        8.42          -          5.49
Texas Tax-Free Income(3)**           8/1/94     9.42       -          -        9.08          -          5.41
Virginia Bond(3)**                 10/15/90     7.57      7.77        -        8.16          -          5.37

Money Market                                                           
Money Market(4)                       2/2/81    5.64      4.46       5.92       -           5.00         -
Tax Exempt Money Market(3),(4)**      2/6/84    3.65      3.22       4.30       -           3.17         -
Treasury Money Market Trust(4)        2/1/91    5.48      4.20        -        4.21         4.96         -
California Money Market(3),(4)**      8/1/89    3.58      3.08        -        3.68         3.14         -   
Florida Tax-Free Money 
Market(3),(4)**                      10/1/93    3.51       -          -        2.93         3.06         -
New York Money Market(3),(4)**      10/15/90    3.56      2.91        -        3.05         3.07         -
Texas Tax-Free Money Market(3),(4)**  8/1/94    3.49       -          -        3.34         3.06         -
Virginia Money Market(3),(4)**      10/15/90    3.42      3.04        -        3.20         2.99         -

(1) Calculated as prescribed by the Securities and Exchange Commission.

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

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

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

* 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 represent 
  past performance and are not an indication of future results. Investment return and principal value
  of an investment will fluctuate, and an investor's shares, when redeemed, may be worth more or less  
  than their original cost.

** IRAs are not available for tax-exempt funds. The Growth and Tax Strategy Fund is not available as 
   an investment for your IRA because the majority of its income is tax exempt.  California, Florida, 
   New York, Texas, and Virginia funds available to residents only.
 
</TABLE>










                                     MESSAGE FROM THE PRESIDENT




(Photo of Michael J.C. Roth, President and Vice Chairman of the Board 
 appears here)


One of the most striking reactions of an audience to a speaker that I have 
ever witnessed came during a shareholders' meeting that we had last year. 
The speaker was Ken Willmann, who guides our efforts in the tax-exempt bond 
area. He was talking about bond investors in general, and the statement that 
evoked such a memorable reaction was, "If you are going to take the income,
you should not invest in bonds." There was dead silence in the room.  

Ken's statement is magnificently perceptive. There has been a tradition of 
opposite thinking. For as long as I can remember people talking about 
investments, the phrase, "I only spend the income - I never touch the 
principal," has elicited nods of admiration. Here was a disciplined person.

This thinking even found its way into our legal process. During my six years 
as a trust investment officer, I frequently saw trust instruments which 
allowed beneficiaries to spend income but forbade them to "invade corpus."

In 1990, we first published information showing the experience of an
investor who made one of two theoretical choices in 1975. One was to purchase 
a 9% bond, and the other was to buy the S&P 40 Utilities Index (an unmanaged 
index representing the market value weighted performance of a group of 
approximately 40 publicly traded utilities stocks). Although this is 
theoretical, it provides us easy measurement. In this report we have updated 
the bond data through 1995.  The black bars on the chart show the value of the
bond portfolio assuming all the interest is spent, and we applied the actual 
rates of inflation to the portfolio. The income from the bond, by 1995, is of
course unchanging, and its purchasing power has also fallen, to about 1/3 of 
its 1975 level. 

The gray bars on the chart reflect the real value of the portfolio if
interest is reinvested. This chart illustrates just what Ken Willmann said. 
The only way to maintain the purchasing power of a bond portfolio is to 
reinvest the income. The primary purpose of investing in bonds is the 
excellent synergy they add to a portfolio.  Their combination with stocks can 
result in a portfolio that has better return and risk characteristics than 
either stocks or bonds alone.

But when it comes time to take some of your investment return, you do not want 
to only take your bond portfolio's income. That is the time to look at total 
return.

Sincerely,


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



[A graph is shown here entitled "Real Value of a Bond Portfolio - $100,000 
 invested on January 1, 1975".  The graph shows the impact of inflation on a
 $100,000 investment with interest reinvested vs. interest distributed.  The
 vertical axis shows the dollar amount and the horizontal axis shows the year.
 The data is as follows:

            Interest              Interest
           Reinvested            Distributed
          ------------           ------------

1975          101,860               93,449
1976          105,932               89,161
1977          108,144               83,507
1978          108,114               76,591
1979          104,002               67,594
1980          100,856               60,137
1981          100,912               55,202
1982          105,896               53,145
1983          111,200               51,200
1984          116,603               49,254
1985          122,480               47,465
1986          132,011               46,934
1987          137,814               44,952
1988          143,859               43,049
1989          149,839               41,136
1990          153,920               38,768
1991          162,791               37,617
1992          172,442               36,557
1993          182,931               35,578
1994          194,209               34,653
1995          206,042               33,729]


NOTE:  Real value is the purchasing power of the dollars accumulated
when the actual rate of inflation is applied. The return used in this example 
of a fixed-rate investment is hypothetical and for illustrative purposes only. 
Investors are encouraged to closely monitor changes in any factor which may 
affect their investments. 
















                           Investment Review


California Bond Fund

OBJECTIVE:  Provide California investors with a high level of current
interest income that is exempt from federal and California state
income taxes.

TYPES OF INVESTMENTS: Invests primarily in long-term investment grade
California tax-exempt securities.

                                             3/31/95           3/31/96

Net Assets                                $372.9 Million    $409.2 Million
Net Asset Value Per Share                 $10.10            $10.43

Average Annual Total Return as of 3/31/96 
1 Year                                                               9.35%
5 Years                                                              7.64%
Since inception on August 1, 1989                                    7.42%     
30-Day SEC Yield* on March 31, 1996                                  5.54%

*Calculated as prescribed by the Securities and Exchange Commission.

[A graph is shown here which is a comparison of the change in value of a
 $10,000 investment for the period of 8/1/89 to 3/31/96, with dividends
 and capital gains reinvested.  The ending values for the items graphed are:

 Lehman Brothers Municipal Bond Index       $16,583
 USAA California Bond Fund                   16,130 ]


The Lehman Brothers Municipal Bond Index is an unmanaged index that
tracks total return performance for the long-term investment grade
tax-exempt bond market.

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 represent past 
performance and are not an indication of future results. Investment return and
principal value of an investment will fluctuate, and an investor's shares, 
when redeemed, may be worth more or less than their original cost.




                         Message from the Manager


(A photo of the portfolio manager, Robert R. Pariseau, appears here)




When Good News is Bad

Interest rates had been falling for 15 months, but on February 20, 1996, news 
screens flashed, "Greenspan says U.S. Economy 'On Track for Sustained Growth'." 
Two weeks later, on March 8th, the screens read, "Non-Farm Jobs Up 705,000; 
Biggest Gain since 1983." The bond and stock markets, seemingly unable to cope
with so much good news, promptly suffered their worst single day's decline in 
years.  What caused interest rates to increase on the 30-year U.S. Treasury 
bond (the "Long Bond") from 5.95% last December to 6.67% on March 31, 1996? 
Investors perceived that if the economy were strengthening too fast, then 
inflation would eventually follow.
 
A Change in Sentiment 

Since last spring, bond market sentiment has been very positive,
meaning investors were expecting the continuation of weak economic
conditions and falling interest rates. At one point, the market was
also counting on Congress to develop a bi-partisan deficit reduction
plan and for fiscal conservatives to capture the White House and
dominate Congress. Confounding the situation was the delayed release
of critical economic statistics caused by last fall's federal government 
shutdown and then the distortion of the statistics by the January blizzard 
and major strikes at Boeing and General Motors. Financial markets rely upon 
this information to gauge the strength of the economy, the resulting demand 
for credit, and the relative risk of inflation. I believe that bond market 
sentiment has swung from overly optimistic to a more realistic and cautious 
outlook.

The Municipal Market

As interest rates rose during the recent correction, the municipal
bond market fell less in value and has out-performed the government market. 
This process started when the pro-flat tax presidential candidates did
poorly in the Republican primary elections.  The improvement continued when 
several influential financial publications printed articles projecting that 
the middle class would end up paying higher taxes under a flat tax system or
that massive changes to the tax code would create unwise economic risks. Does 
this mean that worries over major tax reform have vanished? No, but for now, 
markets are less concerned that significant tax reform is likely. I promise 
to monitor the situation very closely.


[A graph is shown here comparing the 12-month dividend yield of the USAA 
 California Bond Fund and the Lipper California Municipal Debt Funds
 Average from 3/31/91 to 3/31/96.  The vertical axis shows the yield and
 the horizontal axis shows the time period.  The values are:

 USAA Calif.
 Bond Fund       6.63    6.40       5.77     5.80       5.83       5.74
                 

 Lipper  Calif.  6.59    6.35       5.74     5.73       5.53       5.19
  Muni. Debt
  Funds Avg. 



The Lipper California 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
gain distributions.  The graph represents data from 
3/31/91 to 3/31/96.




Strategy & Outlook

Although inflation has remained very tame since 1990, the bond market
is uneasy because of the recent rise in commodity prices - especially
gasoline. Key indicators of prevailing economic conditions are very
anemic now compared to 1994 when inflation last spooked the financial
markets. How will this uncertainty impact my strategy for managing the
fund? 

You may be surprised, but under most market conditions, the near-term 
economic outlook will have little influence on my long-term strategy. I plan 
to do what has worked successfully over the  years - primarily concentrate on 
generating a high level of tax exempt income and invest in quality securities.  
Secondarily, I will focus on total return.  This strategy means that I
typically will buy maturities 20 years or longer with higher yields, although 
the market values of these bonds are more sensitive to changes in interest 
rates. I rely on our seasoned research staff to find value in lesser-known 
issuers and to help me avoid credit problems. In short, I position the fund 
for long-term investors that want to enhance tax-exempt income and reduce 
taxable capital gain distributions. I do not buy derivatives, hedge the
portfolio with futures, or try to time the market because no one has
demonstrated that they can consistently predict the future course of
interest rates.

Your Fund's Performance
Looking over the past 12 months, the bond market had a very good year
as the Long Bond rates fell from 7.43% last March 1995 to 6.67% on March 31, 
1996.  Your Fund's net asset value (NAV) per share rose $.33 to $10.43, or 
3.3%, since March 31, 1995. The Fund's performance compared very favorably 
to its peer group. For the past fiscal year, the Fund's dividend yield(1) was
5.74% compared to the Lipper California Municipal Debt Funds average
of 5.19% for the 94 funds in the category.(2) For the same period, the
Fund's total return(3) was 9.35% compared to the California Debt Funds
average of 7.27%. 

The State of California
The economic recovery continues to gain momentum. Growth in the
housing and retail sales sectors is accelerating as high technology
relinquishes its leadership role. In 1995, California's employment
growth rate was twice the national average, 3.1% versus 1.5%, and the
state has now replaced all of the jobs lost in the recession. As long
as the state maintains its trend of balanced budgets, the rating
agencies should upgrade the "A" credit rating of the state within a
year or so. I remain very cautious regarding municipal lease
obligations that rely on annual appropriations, despite their somewhat
higher yields. 

(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) Total return equals income yield plus share price change and assumes
reinvestment of all dividends and capital gains distributions.


[A pie chart appears here depicting the Portfolio Ratings/Mix as of
 March 31, 1996 for the California Bond Fund to be:
 AAA - 26%, AA - 20%, A - 28%, BBB - 24% and Cash Equivalents - 2%.]



This chart reflects the highest rating of either Moody's Investors
Service, Standard & Poor's Rating Group or Fitch Investors Service. Unrated 
securities that have been determined by USAA IMCO to be of equivalent 
investment quality to category BBB account for 0.6% of the Fund's investments.

A tax-exempt mutual fund may provide more income after taxes than a
fully taxable mutual fund. The table below compares the yield of the
USAA California Bond Fund with a taxable equivalent investment.




To match the California Bond Fund's closing 30-Day SEC yield of 5.54%
and:
                                    Assuming a Marginal Federal Tax Rate of:
                                           28%     31%       36%      39.6%
                                                       and
                                     Assuming a California State Tax Rate of:
                                         9.30%     9.30%    10.00%     10.00%
_____________________________________________________________________________
 A Fully Taxable Investment Must Pay:    8.48%     8.85%     9.62%     10.19%
_____________________________________________________________________________

This table is based on a hypothetical investment calculated for
illustrative purposes only. It is not an indication of performance for
any of the USAA Family of Funds.

See page 15 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.








                           Investment Review


CALIFORNIA MONEY MARKET FUND

OBJECTIVE: Provide California investors with a high level of current
interest income that is exempt from federal and California state
income taxes, while preserving capital and maintaining liquidity.

TYPES OF INVESTMENTS: High quality California 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 will maintain 
a stable net asset value of $1.00 per share.  


                                   3/31/95                   3/31/96   
_______________________________________________________________________
Net Assets                          $266.8  Million     $296.3  Million 
Net Asset Value Per Share               $1.00                $1.00     
_______________________________________________________________________

Average Annual Total Return as of 3/31/96 
1 Year....................................................... 3.58%
5 Years...................................................... 3.08%
Since inception on August 1, 1989............................ 3.68%
7-Day Simple Yield on March 31, 1996......................... 3.14%



[A graph is shown here comparing the 7-day yield of the USAA California
 Money Market Fund and the IBC/Donoghue's State Specific SB & GP (Tax-Free):
 California from 3/95 to 3/96.  The vertical axis shows the yield and the
 horizontal axis shows the time period.  The ending value, on 3/25/96, for 
 the USAA California Money Market Fund is 3.11% and the ending value for
 the IBC Donoghue's State Specific SB & GP (Tax-Free): California is 2.70%.]


  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 State Specific SB (Stock Broker) 
  & GP (General Purpose) (Tax-Free):  California Money Funds, an average 
  of all major money market fund yields.











                     Message from the Manager


(A photo of the portfolio manager, Pamela Bledsoe, appears here)


The Market

A year ago the Federal Reserve (Fed) instituted a directional shift
from increasing short-term interest rates to lowering them. Short-term 
interest rates have been decreased by the Fed three times since July 1995
in an effort to stimulate growth in the national economy. If the economy
grows too slowly it could result in a recession; if it grows too
rapidly, it could cause inflation. Reports used to measure the
country's level of economic growth show mixed signals for the rate of
growth.  The impact of these mixed signals results in fluctuating
yields for money market funds.  

As we make new purchases, we consider the trends in interest rates
although we do not attempt to forecast rates. In general, if rates are
trending higher, purchasing securities with very short maturities
allows the Fund to reinvest at higher rates. If rates are trending
lower, securities with longer maturities allow the Fund to hold on to
higher rates as long as possible. Over the last six months, I have
tried to maintain a longer average maturity as the Fed has continued
to lower short-term rates. However, the need for liquidity requires
that the Fund hold a large percentage of variable rate demand notes
(VRDNs).(1) These notes have yields that change weekly and will
fluctuate with changing market conditions. 


(1) Variable rate demand note (VRDN):  A note representing borrowings that
    is payable on demand and that bears interest tied to a money market
    rate.



Regardless of the trend in interest rates, we strive to maintain a
portfolio of high quality, competitive yielding securities. All of our
holdings must meet our standards for liquidity, credit quality, yield,
and maturity. 



California
Continued economic growth in California signals the end of a prolonged
recession. Positive financial results anticipated for the current
fiscal year, combined with positive financial results for the previous
three fiscal years, have improved the State's cash positions, and
elimination of the State's accumulated deficit is anticipated by the
end of Fiscal 1996. However, recent improvements must be tempered with
caution due to the fragility of the State's economic recovery. Our
outlook for the California recovery remains positive, but we continue
to prefer investing at the local level (schools and community college
districts) because of state funding priorities. 


[A graph appears here showing the growth of $10,000 from 8/1/89 to 3/31/96
 invested in the USAA California Money Market Fund.  The vertical axis shows
 the dollar amount and the horizontal axis shows the time period.  The ending
 value is $12,729.]

  Past performance is no guarantee of future results and the 
  value of your investment may vary according to the Fund's 
  performance.  Income may be subject to federal, state or 
  local taxes or to the alternative minimum tax.


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 be
able to maintain a stable net asset value of $1 per share.

See page 18 for a complete listing of the Portfolio of Investments in 
Securities.










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 California Bond and 
California Money Market Funds, separate Funds of USAA Tax Exempt Fund, Inc.,
as of March 31, 1996, 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 6 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, 1996, 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 California Bond and California
Money Market Funds, separate Funds of USAA Tax Exempt Fund, Inc., 
as of March 31, 1996, 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 10, 1996











STATEMENTS OF ASSETS AND LIABILITIES
(In Thousands)

March 31, 1996
<TABLE>
<CAPTION>


                                                                                 California
                                                                  California     Money Market
                                                                   Bond Fund        Fund
                                                                  ----------      ---------
<S>                                                              <C>              <C>           
Assets
   Investments in securities, at market value
     (identified cost of $393,515 and $293,203, respectively)    $  411,426       $ 293,203             
   Cash                                                                 162           1,191
   Receivables:
     Capital shares sold                                                 43             226
     Interest                                                         6,695           2,376
                                                                    -------        ---------
         Total assets                                               418,326         296,996
                                                                    -------        ---------
Liabilities
   Securities purchased                                              8,380              -
   Capital shares redeemed                                              41             450
   USAA Investment Management Company                                  111              79
   USAA Transfer Agency Company                                         16              16
   Accounts payable and accrued expenses                                49              54
   Dividends on capital shares                                         549              48
                                                                     ------         --------
          Total liabilities                                          9,146             647
                                                                     ------         --------
             Net assets applicable to capital shares outstanding  $409,180        $296,349
                                                                  =========       ==========
Represented by:
   Paid-in capital                                                $398,915        $296,349
   Accumulated net realized loss on investments                     (7,646)           -
   Net unrealized appreciation of investments                       17,911            -
                                                                  ---------       ---------                                        
             Net assets applicable to capital shares outstanding  $409,180        $296,349
                                                                   ========        ========
   Capital shares outstanding                                       39,244         296,349
                                                                   ========        ========                                        
   Net asset value, redemption price, and offering price per share $ 10.43        $  1.00
                                                                   ========        ========
See accompanying notes to financial statements.
</TABLE>



Categories & Definitions
Portfolios of Investments in Securities

March 31, 1996


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.










California Bond Fund
Portfolio of Investments in Securities
(In Thousands)

March 31, 1996

<TABLE>
<CAPTION>

 Principal                                                Coupon      Final         Market
   Amount           Security                               Rate       Maturity      Value
 ---------         ----------                            -------     ----------     ------

                      Fixed Rate Instruments (97.9%)
<C>          <S>                                           <C>         <C>         <C> 
             California (93.4%)
$ 5,255      Alameda Housing Auth. MFH RB, Series 1989A    7.50 %      2/20/31     $ 5,398
 10,000      Big Bear Lake Water RB (CRE)                  6.38        4/01/22      10,409
 20,000      Central Valley Cogeneration Financing 
               Auth. RB                                    6.20        7/01/20      19,460
  7,175      Contra Costa Water District RB, 
               Series D (CRE)                              6.38       10/01/22       7,434
 11,000      Department of Water Resources RB, Series K    6.00       12/01/21      11,018
             Educational Facilities Auth. RB,   
  9,500        Series 1991 (CRE)                           7.15        5/01/21(a)   10,736
  5,000        Series 1992                                 6.00        2/15/17       5,084
  1,775        Series 1992                                 6.88        9/01/22       1,886
  8,990        Series 1992                                 6.50       10/01/22       9,340
  9,000        Series 1994 (CRE)                           6.20        5/01/21       9,127
  8,015        Series 1995                                 6.00       10/01/25       8,015
  7,100        Series 1995A                                5.60       12/01/14       6,776
  2,250        Series 1995A                                5.60       12/01/20       2,107
  2,480      Fresno COP                                    8.50        5/01/16       2,542
             Health Facilities Financing Auth. RB,
  8,000        Series 1990                                 7.50       10/01/10(a)    8,762
  6,500        Series 1990A (CRE)                          7.70        9/01/10       7,161
 35,000        Series 1990A                                6.50       12/01/20      37,026
 11,500        Series 1991 (CRE)                           6.75        6/01/21      11,840
  3,175        Series 1992A (CRE)                          6.38       10/01/22       3,300
  2,000        Series 1994 (CRE)                           6.50        9/01/14       2,029
  5,000        Series 1994A                                6.63        7/01/18       5,081
             Housing Finance Agency Home Mortgage RB,
  1,100        Series 1988F                                7.88        8/01/19       1,141
 10,645        Series 1991F                                6.85        8/01/17      11,078
  5,990        Series 1994A                                6.55        8/01/26       6,147
  5,455      Imperial Beach MFH RB, Series 1995A           6.45        9/01/25       5,552
  8,500      Imperial Irrigation District COP (CRE)        6.00       11/01/15       8,612
 17,000      Modesto Irrigation District RB, 
               Series 1992A (CRE)                          6.13        9/01/19      17,272
  7,575      Mojave Water Agency Improvement District GO   6.60        9/01/22       7,816
 11,450      Pleasanton Joint Powers Financing Auth. RB,
               Series 1993A                                6.15        9/02/12      11,457
             Sacramento Cogeneration Auth. RB,
  4,500        Series 1995                                 6.50        7/01/21       4,546
  6,000        Series 1995                                 6.00        7/01/22       5,718
  6,130      Sacramento Municipal Utility District
               Electric RB, Series 1987R                   6.00        2/01/15       5,994
  7,040      San Diego MFH RB, Series 1995A                6.45        5/01/25       7,145
 13,500      San Joaquin Hills Transportation RB           6.75        1/01/32      13,847
 40,900      San Joaquin Hills Transportation RB           5.00        1/01/33      33,271
 11,320      San Mateo Sewer RB, Series 1992 (CRE)         6.30        8/01/17      11,704
 12,455      Southern California Public Power Auth. RB,
               Series 1989 (CRE)                           6.00        7/01/18      12,170
  4,000      Statewide Communities Development Auth. COP,
               Series 1996A (CRE)                          5.50        9/01/14       3,724
 11,005      Turlock Irrigation District RB, 
               Series 1992A (CRE)                          6.25        1/01/12      11,710
 12,000      Univ. of California RB, Series 1991A          6.88        9/01/16(a)   13,608
  5,000      Watsonville Insured Hospital RB, 
               Series 1995A (CRE)                          6.35        7/01/24       5,007
             Puerto Rico (4.5%)
 10,000      Electric Power Auth. RB, Series X             6.13        7/01/21      10,084
  9,000      Puerto Rico Highway and Transportation 
               Auth. RB, Series 1996Y                      5.50        7/01/26       8,328(c)
                                                                                    ---------
               Total fixed rate instruments (cost: $382,552)                       400,462
                                                                                  ------------


                            Put Bond (0.4%)

             California
  1,890      Housing Finance Agency MFH RB, Series 1985A
                 (CRE) (cost: $1,893)                      9.25        2/01/11     1,894
                                                                                   ------

                      Variable Rate Demand Notes (2.2%)

             California
    800      Health Facilities Financing Auth. RB, 
               Series 1985B                                3.50        7/01/13       800
  7,325      Richmond Joint Powers Financing Auth. 
               Lease RB, Series 1994 (CRE)                 3.65        9/01/04     7,325
    245      Statewide Communities Development Auth. COP,
               Series 1993A (CRE)                          3.50       12/01/18       245
    700      Torrance Hospital RB, Series 1992 (CRE)       4.00        2/01/22       700
                                                                                   -------
               Total variable rate demand notes (cost: $9,070)                     9,070
                                                                                   ------- 
               Total investments (cost: $393,515)                               $411,426 
                                                                                 ==========                
</TABLE>   



                  Portfolio Summary By Industry 
                  ______________________________


                Electric Power                     19.1 %
                Hospitals                          14.2
                Toll Roads                         11.5
                Water Utilities                    11.3
                Education                          10.3
                Escrowed Securities                 8.1
                Multi-Family Housing                4.9
                Special Assessment/Tax/Fee          4.8
                Single-Family Housing               4.5
                Nursing Care                        2.9
                Sewer                               2.9
                General Obligations                 1.9
                Ports/Wharfs                        1.8
                Healthcare - Miscellaneous          1.2
                Other                               1.1
                                                   -----
                 Total                            100.5 %
                                                   ======












 California Money Market Fund
Portfolio of Investments in Securities
(In Thousands)

March 31, 1996


<TABLE>
<CAPTION>

 Principal                                                 Coupon       Final     
   Amount          Security                                Rate        Maturity      Value
 ---------         ---------                               ------      --------      -----

                  Variable Rate Demand Notes (53.8%)
<C>          <S>                                           <C>        <C>         <C> 
             California
$  5,200     Auburn Union School District COP, 
               Series 1993 (CRE)                            3.60 %    12/01/21    $  5,200
   3,100     Azusa MFH RB, Series 1994 (CRE)                3.65       7/15/15       3,100
   4,000     Central Unified School District COP, 
               Series 1995 (CRE)                            3.75       6/01/15       4,000
   1,200     Covina Redevelopment Agency MFH RB, 
               Series 1994A (CRE)                           3.65      12/01/15       1,200
   9,600     Fontana COP, Series 1991 (CRE)                 3.90       7/01/21       9,600
   1,200     Health Facilities Financing Auth. RB, 
               Series 1985B                                 3.50       7/01/13       1,200
   4,900     Huntington Beach MFH RB, Series 1985A (CRE)    4.00       2/01/10       4,900
  15,000     Kern Community College District COP,                     
               Series 1995 (CRE)                            3.65       1/01/25      15,000
   5,170     Livermore MFH RB, Series 1992A (CRE)           3.40      12/01/22       5,170
   7,000     Loma Linda Water RB, Series 1995 (CRE)         3.75       6/01/25       7,000
     800     Merced IDA RB, Series 1989 (CRE)               3.50      12/01/97         800
   4,400     Monrovia Redevelopment Agency COP, 
               Series 1984 (CRE)                            4.00      12/01/14       4,400
             Orange County Apartment Development RB,
   8,100       Series 1984D (CRE)                           3.43       8/01/19       8,100
  19,450       Series 1992B (CRE)                           3.75      11/01/05      19,450
   4,000       Series 1992D (CRE)                           3.40      12/01/06       4,000
   2,500     Pollution Control Financing Auth. PCRB,
               Series 1985 (CRE)                            3.68      12/01/00       2,500
   2,645     Porterville Union High School District COP,
               Series 1994 (CRE)                            3.60       5/01/19       2,645
   3,040     Riverside County Housing Auth. MFH RB,
               Series 1986F (CRE)                           3.75      12/01/16       3,040
   2,500     San Bernardino County Housing Auth. MFH RB,
               Series 1985B (CRE)                           3.68       6/01/05       2,500(b)
   5,200     San Bernardino IDA RB, Series 1992 (CRE)       3.55       2/01/12       5,200
  16,500     San Diego MFH RB, Series 1993A (CRE)           3.65      12/01/15      16,500
   8,010     Statewide Communities Development Auth.
               Apartment Development RB, 
               Series 1995D (CRE)                           3.75      12/01/22       8,010
             Statewide Communities Development Auth. COP,
   2,200       Covenant Retirement Communities, 
               Series 1992 (CRE)                            3.35      12/01/22       2,200
   4,075       Institute for Defense Analysis (CRE)         3.50      11/01/22       4,075
  12,700     Torrance Hospital RB, Series 1992 (CRE)        4.00       2/01/22      12,700
   5,685     Victor Elementary School District COP (CRE)    3.45       5/01/18       5,685
   1,200     Western Riverside County Regional Wastewater
               Treatment Auth. RB, Series 1996 (CRE)        3.50       4/01/28       1,200
                                                                                   -------
             Total variable rate demand notes (cost: $159,375)                     159,375
                                                                                   -------
                           Put Bonds (15.2%)
             California
  13,000     Irvine Assessment District #85-7 CP (CRE)       3.45      9/02/11      13,000
   2,600     Modesto MFH RB, Issue 1992A (CRE)               3.25      3/01/06       2,600
             Pollution Control Financing Auth. PCRB,
   2,660       Series 1984                                   4.50      5/15/02       2,661
   5,260       Series 1984B                                  4.25      6/15/05       5,261
   9,000       Series 1988E (CRE)                            3.25     12/01/08       9,000
  12,700     Public Capital Improvement Finance Auth. RB,
               Series 1988C (CRE)                            3.40      6/01/28      12,700
                                                                                    ------
             Total put bonds (cost: $45,222)                                        45,222
                                                                                    ------
                     Fixed Rate Instruments (29.9%)
             California (26.2%)
   3,230     Community College Financing Auth. TRAN,
               Series 1995B                                  5.00      8/30/96       3,237
   5,500     Del Mar Race Track Auth. BAN, Series 1993 (CRE) 3.50      8/15/96       5,500
             Department of Water Resources CP Notes,
   6,243       Series 1                                      2.90      4/04/96       6,243
   3,200       Series 1                                      3.10      4/30/96       3,200
   3,200       Series 1                                      3.10      5/13/96       3,200
   1,500       Series 1                                      3.25      5/23/96       1,500
   8,500     Los Angeles County Metropolitan Transportation 
               Auth. CP Notes, Series 1996A (CRE)            3.05      4/08/96       8,500
   5,000     Millbrae Elementary School District TRAN,
               Series 1995                                   4.75      7/05/96       5,008
  12,000     Revenue Anticipation Warrants, 
               Series 1994C (CRE)                            5.75      4/25/96      12,009
   8,905     San Bernardino County Refunding and Capital
               Improvement COP                               7.80      7/01/16(a)    9,171
  10,000     San Bernardino County TRAN, 
               Series 1995-96 (CRE)                          4.50      7/05/96      10,014
   5,000     San Mateo Union High School District TRAN,
               Series 1995                                   4.75      7/05/96       5,008
   5,000     Yuba Community College TRAN, Series 1995-96     4.25     11/21/96       5,016
               Puerto Rico (3.7%)
   6,000     Government Development Bank CP                  3.30      4/04/96       6,000
   5,000     Government Development Bank CP                  3.20      5/16/96       5,000
                                                                                    -------
             Total fixed rate instruments (cost: $88,606)                           88,606
                                                                                    -------
             Total investments (cost: $293,203)                                  $ 293,203
                                                                                  =========
</TABLE>

                     Portfolio Summary By Industry

                   Multi-Family Housing                   23.8 %
                   Education                              10.9
                   General Obligations                     9.1
                   Special Assessment/Tax/Fee              8.1
                   Water Utilities                         7.1
                   Finance - Municipal                     5.2
                   Hospitals                               4.7
                   Bank Holding Companies - Other Major    3.7
                   Buildings                               3.2
                   Hotel/Motel                             3.2
                   Escrowed Securities                     3.1
                   Electric Power                          3.0
                   Sales Tax Obligations                   2.9
                   Oil - International                     2.7
                   Retirement Homes                        2.7
                   Leisure Time                            1.9
                   Specialized Services                    1.4 
                   Other                                   2.2
                                                          -----
                   Total                                  98.9 %
                                                         ======





Notes to Portfolios of Investments 
(In Thousands)

March 31, 1996


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
         COP  Certificate of Participation
          CP  Commercial Paper
         CRE  Credit Enhanced
          GO  General Obligation  
         IDA  Industrial Development Authority/Agency
         MFH  Multi-Family Housing
        PCRB  Pollution Control Revenue Bond
          RB  Revenue Bond
        TRAN  Tax Revenue Anticipation Note
 
Specific Notes

(a)  Pre-refunded to various dates prior to maturity at the call price.

(b)  This security was purchased within the terms of a private
     placement memorandum and is subject to a seven day demand feature. 
     Under procedures adopted by the Board of Directors, the adviser has 
     determined that this securitiy is liquid. At March 31, 1996, this 
     security represented .8% of the California Money Market Fund's net 
     assets.

(c)  At March 31, 1996, the cost of securities purchased on a delayed
     delivery basis for the California Bond Fund was $8,328.

See accompanying notes to financial statements.














Statements of Operations
(In Thousands)

Year ended March 31, 1996

<TABLE>
<CAPTION>  
                                                                         California
                                                          California     Money Market
                                                          Bond Fund         Fund
                                                          ----------      --------
<S>                                                      <C>              <C> 
Net investment income:
  Interest income                                        $  24,515        $  10,999
                                                         ---------        ---------
   Expenses:
      Management fees                                        1,281              890
      Transfer agent's fees                                    235              201
      Custodian's fees                                          86               93
      Postage                                                   25               32
      Shareholder reporting fees                                13               21
      Directors' fees                                            3                3
      Registration fees                                          -                2
      Audit fees                                                28               28
      Legal fees                                                 8                8
      Other                                                     11               10
                                                            ------            ------
      Total expenses                                         1,690            1,288
                                                            ------            ------                                        
         Net investment income                              22,825            9,711
                                                           -------            ------
Net realized and unrealized gain on investments:
      Net realized gain                                      3,356               -
      Change in net unrealized appreciation/depreciation     8,681               -
                                                           -------            ------ 
         Net realized and unrealized gain                   12,037               -
                                                           -------           -------                                        
Increase in net assets resulting from operations           $34,862          $ 9,711
                                                           =======          ========                                        
See accompanying notes to financial statements.

</TABLE>







Statements of Changes in Net Assets
(In Thousands)


Years ended March 31,
<TABLE>
<CAPTION>
                                                                                   California
                                                             California              Money 
                                                            Bond Fund             Market Fund
          

                                                          1996      1995        1996       1995
                                                          ----      ----        -----      ----
<S>                                                    <C>        <C>          <C>        <C> 
From operations:
   Net investment income                               $ 22,825   $ 21,989     $ 9,711    $ 7,398
   Net realized gain (loss) on investments                3,356    ( 7,665)        -          -
   Change in net unrealized appreciation/
      depreciation of investments                         8,681      8,457         -          -
                                                       ---------   --------     -------     -------
      Increase in net assets resulting from
          operations                                     34,862     22,781       9,711      7,398
                                                       ---------   ---------     -------    -------
Distributions to shareholders from:
   Net investment income                                (22,825)   (21,989)     (9,711)    (7,398)
                                                       ---------   ---------     -------    -------
From capital share transactions:
   Shares sold                                           64,140     68,957      262,179    274,440
   Shares issued for dividends reinvested                16,097     15,794        8,964      6,718
   Shares redeemed                                      (55,971)   (95,432)    (241,558)  (261,697)
                                                        --------   ---------   ---------  ---------
      Increase (decrease) in net assets from
        capital share transactions                       24,266    (10,681)      29,585     19,461
                                                        --------   --------    ---------    -------
Net increase (decrease) in net assets                    36,303     (9,889)      29,585     19,461
                                               
Net assets:
     Beginning of period                                372,877    382,766      266,764    247,303
                                                        -------    -------     ---------   -------
     End of period                                    $ 409,180  $ 372,877    $ 296,349   $266,764
                                                       ========    =======     =========   =======
Change in shares outstanding:
     Shares sold                                          6,158      6,982      262,179    274,440
     Shares issued for dividends reinvested               1,543      1,604        8,964      6,718
     Shares redeemed                                     (5,376)    (9,826)    (241,558)  (261,697)
                                                       ---------   --------    ---------  ---------
          Increase (decrease) in shares outstanding       2,325     (1,240)      29,585     19,461
                                                       =========   ========    =========   ========
Authorized shares of $.01 par value                      50,000     50,000      425,000    425,000
                                                       =========   ========    =========   ========
See accompanying notes to financial statements.

</TABLE>






Notes to Financial Statements
(In Thousands)

March 31, 1996

(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 California 
Bond Fund and California Money Market Fund (the Funds).  The Funds have a 
common objective of providing California investors with a high level of 
current interest income that is exempt from federal and California state 
income taxes. The California Money Market Fund has a further objective of 
preserving capital and maintaining liquidity.

A. Security valuation - Investments in the California Bond Fund 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 California 
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. The Funds concentrate their investments in 
California municipal securities and therefore may be exposed to more credit 
risk than portfolios with a broader geographical diversification.

D. Use of estimates - The preparation of financial statements in conformity 
with generally accepted accounting principles requires management to make 
estimates and assumptions that may affect the reported amounts in the 
financial statements.


(2)  Lines of Credit

The Funds participate with other USAA funds in two joint short-term revolving 
loan agreements totaling $850 million through January 14, 1997, one with USAA 
Capital Corporation, an affiliate of the Manager ($750 million uncommitted), 
and one with an unaffiliated bank ($100 million committed). The purpose of 
the agreements is to meet temporary or emergency cash needs, including 
redemption requests that might otherwise require the untimely disposition of 
securities.  Subject to availability under these agreements, each Fund may 
borrow up to a maximum of 15% of its total assets at the lending institution's
borrowing rate plus a markup to cover costs.  The Funds had no borrowings under 
either of these agreements during the year ended March 31, 1996.

(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, 1996.

Distributions of realized gains from security transactions not offset
by capital losses are generally made in the succeeding fiscal year. At
March 31, 1996, the California Bond Fund had a capital loss carryover
of approximately $7,646 which will expire in or before 2005. 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 
carryover has been utilized or expires.

The Funds completed their fiscal year on March 31, 1996. 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
and California state income tax purposes. There were no long-term
capital gain distributions for the year ended March 31, 1996.

(4)  Investment Transactions

Purchases and sales/maturities of securities, excluding short-term
securities, for the year ended March 31, 1996 for the California Bond 
Fund were $112,732 and $89,639, respectively. Purchases and sales/maturities
of securities for the year ended March 31, 1996 for the California Money 
Market Fund were $819,931 and $784,025, respectively.

Gross unrealized appreciation and depreciation of investments at March
31, 1996 for the California Bond Fund was $19,007 and $1,096,
respectively.

(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 as a
percentage of aggregate average net assets (ANA) of both Funds
combined, which on an annual basis is equal to .50% of the first $50,000, 
 .40% of that portion over $50,000 but not over $100,000, and .30% of that
portion over $100,000. These fees are allocated on a proportional basis to
each Fund monthly based upon ANA.

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.




Notes to Financial Statements (continued)

March 31, 1996



(6) Financial Highlights

Per share operating performance for a share outstanding throughout
each period is as follows:

<TABLE>
<CAPTION>
                              Net Asset                  Net Realized   Distributions
     Fiscal                   Value At       Net             and           from Net
     Year                     Beginning    Investment     Unrealized     Investment
     Ended                   of Period      Income        Gain (Loss)       Income
                                ($)          ($)             ($)             ($)
<S>                           <C>            <C>            <C>             <C>           
California Bond Fund:       
March 31,
     1992                      9.98          .66             .27            (.66)     
     1993                     10.25          .62             .62            (.62)          
     1994                     10.75          .59            (.52)           (.59)     
     1995                     10.03          .59             .07            (.59)     
     1996                     10.10          .60             .33            (.60)    
California Money Market Fund:
March 31,
     1992                      1.00          .04             -              (.04)     
     1993                      1.00          .03             -              (.03)        
     1994                      1.00          .02             -              (.02)    
     1995                      1.00          .03             -              (.03)     
     1996                      1.00          .04             -              (.04)     

</TABLE>
                                                      

<TABLE>
<CAPTION>
                                                                                             Ratio of Net           
                                        Net Asset                                Ratio of     Investment
                         Distributions   Value at                 Net Assets    Expenses        Income 
                         of Realized       End         Total        at end      to Average    to Average   Portfolio
                          Capital Gains  of Period     Return     of Period    Net Assets     Net Assets   Turnover
                             ($)           ($)           (%)*       ($000)        (%)           (%)          (%)
<S>                         <C>          <C>            <C>         <C>          <C>           <C>          <C>
California Bond Fund:
March 31,
     1992                     -          10.25           9.52       305,834      .48           6.44         50.61
     1993                   (.12)        10.75          12.56       386,933      .46           5.94         86.53
     1994                   (.20)        10.03            .31       382,766      .44           5.40        102.85
     1995                     -          10.10           6.89       372,877      .44           5.98         28.86(a)
     1996                     -          10.43           9.35       409,180      .42           5.74         23.09(a)

California Money Market Fund:
March 31,
     1992                     -           1.00          4.03        229,328      .50           3.94          -
     1993                     -           1.00          2.66        219,097      .50           2.63          -
     1994                     -           1.00          2.22        247,303      .49           2.19          -
     1995                     -           1.00          2.94        266,764      .47           2.91          -
     1996                     -           1.00          3.58        296,349      .47           3.52          -




(a) Effective for 1995 and 1996, portfolio turnover rates have been calculated excluding short-term
    term variable rate securities which are those with put date intervals of less than one year.


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

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