USAA TAX EXEMPT FUND INC
N-30D, 1996-05-22
Previous: USAA TAX EXEMPT FUND INC, 485APOS, 1996-05-22
Next: USAA TAX EXEMPT FUND INC, N-30D, 1996-05-22





     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                     11
     Short-Term Fund                            15
     Tax Exempt Money Market Fund               19
Financial Information:
   Independent Auditors' Report                 23
   Statements of Assets and Liabilities         24
   Portfolios of Investments in Securities:     
          Long-Term Fund                        27
          Intermediate-Term Fund                34
          Short-Term Fund                       46
          Tax Exempt Money Market Fund          55
   Notes to Portfolios of Investments           68     
   Statements of Operations                     69
   Statements of Changes in Net Assets          70
Notes to Financial Statements                   72



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)1996, 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 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.
<TABLE>
<CAPTION>


                                             Average Annual Total Return*                        Yield
 Investment                       Inception                                       Since          7-Day     30-Day1
 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 Markets2                   11/7/94     22.89          -         -        4.97              -         -
Gold2                               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              -         -
International2                      7/11/88     22.25      12.71         -       10.15              -         -   
World Growth2                       10/1/92     24.29          -         -       13.28              -         -

Asset Allocation                                                       
Balanced Strategy                    9/1/95         -          -         -        5.16              -         - 
Cornerstone Strategy2               8/15/84     22.70      12.02     11.45           -              -         -
Growth and Tax Strategy3**          1/11/89     17.89       9.91         -        9.87              -      3.59
Growth Strategy2                     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-Term3**                        3/19/82      7.88       7.57      7.60           -              -      5.72
Intermediate-Term3**                3/19/82      7.97       7.51      7.17           -              -      5.23
Short-Term3**                       3/19/82      5.83       5.32      5.54           -              -      4.33
California Bond3**                   8/1/89      9.35       7.64         -        7.42              -      5.54
Florida Tax-Free Income3**          10/1/93      7.66          -         -        2.26              -      5.61
New York Bond3**                   10/15/90      7.67       7.61         -        8.42              -      5.49
Texas Tax-Free Income3**             8/1/94      9.42          -         -        9.08              -      5.41
Virginia Bond3**                   10/15/90      7.57       7.77         -        8.16              -      5.37

Money Market
Money Market4                        2/2/81      5.64       4.46      5.92           -           5.00         -
Tax Exempt Money Market3,4**         2/6/84      3.65       3.22      4.30           -           3.17         -
Treasury Money Market Trust4         2/1/91      5.48       4.20         -        4.21           4.96         -
California Money Market3,4**         8/1/89      3.58       3.08         -        3.68           3.14         -
Florida Tax-Free Money Market3,4**  10/1/93      3.51          -         -        2.93           3.06         -
New York Money Market3,4**         10/15/90      3.56       2.91         -        3.05           3.07         -
Texas Tax-Free Money Market3,4**     8/1/94      3.49          -         -        3.34           3.06         -
Virginia Money Market3,4**         10/15/90      3.42       3.04         -        3.20           2.99         -

</TABLE>
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.

Message from the President

[A 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. 

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, 1996, 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 is reinvested. All tax-exempt bond funds
will find it difficult to outperform such an index, since funds have 
expenses.

Average Annual Total Returns as of 3/31/96

	                              1 YEAR      5 YEARS    10 YEARS
Long-Term Fund	                      7.88%        7.57%       7.60%
Intermediate-Term Fund                7.97%        7.51%       7.17%
Short-Term Fund                       5.83%        5.32%       5.54%
Lehman Brothers Municipal Bond Index  8.38%        8.08%       8.06%

[A graph is shown here which is a comparison of the change in value of a 
$10,000 investment for the period of 3/31/86 to 3/31/96, 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 Muni. Bond Index             $21,713
USAA Long-Term Fund                           20,797
USAA Intermediate-Term Fund                   19,984
USAA Short-Term Fund                          17,150


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 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.

The graph on the preceding page shows how the value of a $10,000
investment on March 31, 1986, in the Long-Term, Intermediate-Term, and 
Short-Term Funds would have grown in value to $20,797, $19,984, and $17,150,
respectively, at March 31, 1996. 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 $21,713. This comparison
illustrates that the longer the bonds are in a fund, the higher the
potential returns offered to compensate investors for long-term
inflation risk and sensitivity to changes in interest rates. 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 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.

                                         3/31/95                  3/31/96
Net Assets                          $1,774.6 Million         $1,804.1 Million
Net Asset Value Per Share                $12.96                    $13.17


Average Annual Total Returns as of 3/31/96

1 Year                                      7.88%
5 Years                                     7.57%
10 Years                                    7.60%
30-Day SEC Yield* on March 31, 1996         5.72%
*Calculated as prescribed by the Securities and Exchange Commission

[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 3/31/87 to
3/31/96.  The vertical axis shows the yield and the horizontal axis shows the
time period. The values are:

USAA Long-
Term Fund   7.45   7.71   7.57   7.29   7.15   6.78   6.21   6.10   6.01   6.03

Lipper Gen.
Muni. Debt
Funds Avg.  7.00   7.35   7.10   6.89   6.69   6.37   5.75   5.61   5.27   5.03

The Lipper General 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 3/31/87 to 
3/31/96.

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 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.

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

Financial Markets
The bull market in bonds which began in November 1994, lasted for most
of the fiscal year ended March 31, 1996. Bonds generally, and the
Long-Term Fund in particular, experienced declining interest rates and
rising prices from March 31, 1995, until January or February 1996.
Then interest rates turned up, and bond prices fell. This can be seen 
in the graph below. Join me in studying this graph, and I will attempt
to point out and explain several interesting observations.

[A graph is shown here which is a comparison of Municipal and U.S. Treasury
Bond Yields from 3/31/95 to 3/29/96.  The vertical axis shows the yield and 
the horizontal axis shows the time period.  The ending yields are 6.67% for 
the 30 year U.S. Treasury and 5.69% for the Bond Buyer 40-Bond Index (BBI40).]

Note: Past performance is no guarantee of future results.  The results of the
comparison reflect current conditions as regards tax laws, inflationary trends,
and general corporate policies and practices.  Investors are encouraged to 
closely monitor changes in any factor which may affect their investments.

Before we begin, let me explain the structure of the graph itself. The
vertical axis is interest rates or yields, and the horizontal axis is
dates. The dates used are the Fridays of every week in the 12-month
period ended Friday, March 29, 1996. The top line is the yield of the
active 30-year U.S. Treasury bond. This is generally considered the
benchmark for long-term interest rates in the U.S. and is often referred
to as the "Long Bond." The bottom line is the yield on the Bond Buyer 
40-bond Index (BBI40). This is the industry standard for the yield of
long-term, investment-grade municipal bonds. 

The most obvious information which appears in this graph is what happened
to interest rates during the period. The yield on the Long Bond fell from 
a high of 7.43% on March 31, 1995, to a low of 5.95% on December 29, 1995. 
This occurred because the Federal Reserve Board cut interest rates several
times in calendar year 1995. The economy was slowing also, which led to a
decline in perceived inflation risks. Inflation is a major determinant of 
the level of interest rates. Yields began to rise again in January and ended
the period at 6.67% on March 29, 1996. Several factors came together to 
cause this rise. First, the market became concerned that inflation
might rise since the economy was no longer weakening. Second, the
inability of Congress and the President to agree on a budget raised the
general apprehension level in financial markets. Third, the Presidential 
primary season began. The original discord in the Republican party and 
the uncertainty surrounding potential third party candidates fed this
apprehension.

Municipal bonds followed a similar pattern. Interestingly, the BBI40
line in the graph shows that in the first three quarters of the time
period, yields did not decline as much as that of the Long Bond. This led
to a narrowing of the spread between the yields of the BBI40 and the Long 
Bond. Discussions of tax reform and uncertainty as to what effect it might 
have on the tax-exempt status of municipal bond interest caused this to
occur.  As the Presidential primary season got underway in January 1996, the
lack of unanimity among Republican candidates on this issue and the
early identification of Senator Bob Dole as the Republican nominee led
the financial markets to lose some fear of tax reform. As of this
writing, Senator Dole has not made any definite policy statements on
tax reform. He merely observes that the issue deserves study. Notice
that as interest rates started back up, municipal yields did not
bottom out until early February. This lag widened the spread between
the BBI40 and the Long Bond.

All of the foregoing may seem pretty technical, but it does illustrate
a valuable point. Interest rates in different sectors of the U. S.
financial markets do not move in lock step. Over short periods, such as
the month of January, the yields of the BBI40 and the Long Bond actually 
moved in opposite directions. Over longer periods, however, the trends are
the same.

The Long-Term Fund
How did all of this affect the Long-Term Fund? Since bond prices move
opposite to yields, the first 10 months showed a strong rise in the net asset
value per share (NAV). The NAV was $12.96 on March 31, 1995, and it rose to 
$13.71 on February 13, 1996. For those same dates, the 30-day SEC Yield fell 
from 5.96% to a still attractive 5.30%. By March 31, 1996, the NAV fell back to
$13.17 and the SEC Yield rose to 5.72%. As one would expect, the performance of
the Long-Term Fund mirrored that of the municipal bond market.

Current Economy
The U.S. economy is currently experiencing slow growth and relatively
low inflation. Since it is an election year, political policy statements
could cause rapid shifts in market sentiment and interest rates. One area
to which we will pay particular attention is tax reform. If this becomes a
major campaign issue, municipal interest rates could be affected
separately from the general interest-rate markets. We will respond as
necessary when we know the nature of the tax reforms, if indeed any
are proposed.

Strategy
I will continue to follow a strategy of favoring tax-exempt income
over capital gains while maintaining a high quality portfolio. For the
12-months ended March 31, 1996, the dividend yield1 on the Fund was 6.03%, 
well ahead of Lipper's General Municipal Debt Funds average of 5.03% for the
228 funds in the category.2 Compounding of the tax-exempt income is the primary
reason to own the Fund.

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.

Portfolio Ratings/Mix
March 31, 1996

[A pie chart is shown here depicting the the Portfolio Ratings/Mix as of
March 31, 1996 for the USAA Long-Term Fund to be:  AAA - 14%, AA - 32%, 
A - 29% and BBB - 25%]

This chart reflects the highest rating of either Moody's Investors
Service, Standard & Poor's Rating Group or Fitch Investors Service. 

See page 27 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
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.

                                     3/31/95            3/31/96
Net Assets                      $1,529.8  Million   $1,660.0  Million 
Net Asset Value Per Share             $12.50             $12.77

Average Annual Total Return as of 3/31/96 
1 Year                                  7.97%
5 Years                                 7.51%
10 Years                                7.17%
30-Day SEC Yield* on March 31, 1996     5.23%

*Calculated as prescribed by the Securities and Exchange Commission.

[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 3/31/87 to 3/31/96.  The vertical axis shows the yield and the 
horizontal axis shows the time period.  The values are:

USAA Inter.
Term Fund   7.08   7.12   7.17   6.98   6.84   6.43   5.75   5.53   5.55   5.57

Lipper Int.
Muni. Debt.
Funds Avg.  6.18   6.29   6.50   6.37   6.18   5.79   5.14   4.75   4.66   4.51


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 
02 months by the latest month-end net asset value adjusted 
for capital gains distributions. The graph represents data from 
3/31/87 to 3/31/96. 

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 Clifford A. Gladson, Portfolio Manager, appears here.]

Credit Market Review
From the date of our last annual report, March 31, 1995, through
February 15, 1996, slow economic growth and an inflation rate under 3% 
combined to help lower interest rates on "AA" intermediate-term 
municipal bonds by .84%.  However, from February 15, 1996, to 
March 31, 1996, there was a jump of .52% in bond yields. This reversal was
triggered primarily by two events. One was the Chairman of the Federal Reserve
Board's congressional testimony indicating he felt economic growth was on a
good track, and the other was February's drop in the unemployment rate
to 5.5%.

Fund Performance
I hope the review of the credit market helps explain how a small
annual change in "AA" intermediate-term municipal bond yields, down
 .32%, could mask a rather volatile period in the bond market. During
the Fund's fiscal year, April 1, 1995, to March 31, 1996, net asset
value per share increased by $.27 to $12.77. 

For this period, your Fund provided a dividend yield1 of 5.57% well
above the 4.51% average dividend yield of the 135 funds in the Lipper
Intermediate Municipal Debt Fund Index2.

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.

Credit Analysis: Look Ahead or Look Out
When I was growing up, the security of municipal bonds was seen as
second only to U.S. government securities. In general terms, I continue to
subscribe to this view. However, in each of the last three decades,
one major issuer or some of the smaller issuers in a particular sector have
defaulted. This is why I feel it is important that at USAA Investment 
Management Company, every portfolio manager starts as an analyst. Advanced
degrees and professional designations are only entry criteria. Internal 
development begins with the basics of financial statement analysis and credit
history, but emphasizes looking to the future. 

Our seasoned team of fixed-income professionals aims to avoid problems
before they have a chance to damage the portfolio. Last year, I was 
delighted to report that we were well ahead of the curve in avoiding 
the Orange County, California, bankruptcy. This year, I want to focus
on some less well-publicized troubled credits.

Back in 1993, we held a number of resource recovery bonds for waste
incinerators. The projects issuing the bonds were paid to burn garbage
and make electricity. They made economic sense as long as communities
were bound to deliver waste, and investor-owned utilities (IOUs) were
required to pay a rather high price for the electricity. However, 
landfill operators were challenging municipalities' ability to control
the flow of waste, and the Environmental Protection Agency (EPA) ruled
that some ash be classified as hazardous waste. Even though court
after court ruled in favor of the resource recovery concerns, there
was no consensus on which side would ultimately prevail. We decided to
follow a Roth's Rule, "Don't own a risk you can't analyze," and sold all our
resource recovery bonds. In May 1994, the United States Supreme Court
ruled that flow control was a restraint of interstate trade and the
EPA could classify the ash as hazardous waste. The risk premium
increased on resource recovery bonds and prices fell. Analysts
scrambled to determine the viability of these enterprises.

Some portfolio managers felt this might be a buying opportunity.
However, we saw another risk on the horizon. Most resource recovery
plants are a partnership of a shell authority and an out-of-state
corporate constructor/operator. The specter of interstate competition
among IOUs made high cost power contracts, forced on local IOUs by
state regulators, a potential political liability, i.e., corporate
welfare for out-of-state concerns.

In February 1996, Illinois enacted legislation that eliminated both
the state rate subsidy and the mandatory purchase of power by IOUs from 
resource recovery projects. This was done to protect in-state IOUs' 
competitive position, lower rates, and save the state money. This
legislation will have a direct negative impact on $500 million 
of resource recovery bonds issued in Illinois and indirect
repercussions for the entire resource recovery sector.

I view this as a serious credit development. However, I am happy to
report that we had the foresight to remain an outside observer as this
situation developed.

Current Economy
The economy is currently growing rather slowly, and inflation is
running slightly under 3%. Despite the strong job creation statistics
released in February, there is a high level of job apprehension present
in many sectors of the economy. This is reflected in weaker-than-expected
sales in big ticket durable goods, the reintroduction of automobile rebates,
and reduced corporate spending for capital outlays.

[A pie chart is shown here depicting the Portfolio Ratings/Mix as of March
31, 1996 for the USAA Intermediate-Term Fund to be: AAA - 22%, AA - 11%, 
A - 42%, BBB - 20%, BB - 4% and Cash Equivalents - 1%.]

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 categories AAA and BBB account for
 .2% and .1%, respectively, of the Fund's investments.

See page 34 for a complete listing of the Portfolio of Investments in
Securities.

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

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.       

                              3/31/95              3/31/96
Net Assets                  $801.2 Million      $774.0 Million
Net Asset Value Per Share      $10.47               $10.57

Average Annual Total Return as of 3/31/96
1 Year                                       5.83%
5 Years                                      5.32%
10 Years                                     5.54%
30-Day SEC Yield* on March 31, 1996          4.33%
*Calculated as prescribed by the Securities and Exchange Commission.

[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
3/31/87 to 3/31/96.  The vertical axis shows the yield and the horizontal axis
shows the time period.  The values are:

USAA Short-
Term Fund     5.79  5.80  6.19  6.47  6.47  5.59  4.75  4.33  4.51  4.73

Lipper Short-
Term Muni.
Debt Funds
Average       5.50  5.37  5.85  6.18  6.07  5.41  4.47  3.63  3.94  4.12

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 3/31/87 to 3/31/96. 

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 Clifford A. Gladson, Portfolio Manager, appears here]

Credit Market Review
During the Fund's last fiscal year, April 1, 1995, to March 31, 1996, the 
Federal Reserve Board cut short-term interest rates three times,  reducing the
discount rate a total of .75%. Based on low inflation expectations and the
anticipation of the Fed's continued easing of credit, the yields on
3-year "AA" municipal bonds fell .95% by February 15, 1996. Then, the
Chairman of the Federal Reserve Board's expression of satisfaction with the
gradual economic expansion and a strong February employment report combined to
reverse market expectations about future reductions in short-term rates. 
Between February 15, 1996, and March 31, 1996, short-term rates jumped up .40%. 
The net change in the yield of 3-year "AA" municipal bonds in the Fund's
fiscal year was down .55%.

Fund Performance
Your Fund performed quite well throughout this period of interest rate
volatility. In the Fund's fiscal year ended March 31, 1996, the net
asset value per share increased by $.10 to $10.57. In the same period,
your Fund provided a dividend yield1 of 4.73%, well above the average
dividend yield of 4.12% for the 31 funds in the Lipper Short-Term
Municipal Debt Fund Index.2

I've Got a Secret
After noting the Fund's five-star rating from Morningstar3, an
interviewer asked, "What's your secret?" I remember saying to myself,
"Does he think I'm Lou Gehrig, Nostradamus, or Einstein?" Well, I'm
not the luckiest man alive, I'm not a clairvoyant, and while I have
expertise in the field of municipal bonds, I'm not a genius.
Fortunately, the Fund's four secrets for success are fundamental.

First, the Fund is well designed. Its investment objective centers on
producing a high level of tax-exempt income. Bond funds promote income
accumulation using the power of compounding. Over time, the major 
component of a bond's total return is the coupon and reinvestment income.
The income objective provides the focus for prospectus investment policies
which give the manager the discretion to employ a wise level of credit,
maturity, and interest rate risk.

Next,  portfolio strategies are developed that meet the Fund's income
objective, and I stick to those strategies. No one has been consistently
successful in predicting the fluctuations in interest rates. This makes market
timing a losing proposition, so I keep the Fund fully invested. The
yields for municipal bonds usually increase as maturity lengthens.
This leads me to extend the Fund's weighted average maturity near its
limit of three years.

The third secret is the steadfast support of USAA Investment
Management Company's fixed-income professionals. Our analysts have
earned my confidence in their ability to identify opportunities and
avoid credit problems. I utilize these assets to select lower
investment grade credits which enhance income and to identify
potential problem credits 

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 The Fund was awarded a five-star rating for its overall
risk-adjusted performance by Morningstar. It was rated among 269; 
188; and 104 national municipal bond debt funds for the 3-, 5-, and 
10-year periods ended 2/29/96. Source: Morningstar, Inc. Morningstar
proprietary ratings reflect historical risk-adjusted performance and
are subject to monthly change. Funds with at least three years of 
performance history are assigned ratings from one star (lowest) to five
stars (highest). Morningstar ratings are calculated from the Fund's 3-, 
5- and 10-year average annual returns in excess of 90-day Treasury bill
returns with appropriate sales charge adjustments and a risk factor that
reflects fund performance below 90-day Treasury bill returns. Ten percent
of the funds receive five stars and 22.5% receive four stars.

for disposal before they can damage the portfolio. Our seasoned team
of fixed-income traders sifts through hundreds, and sometimes thousands,
of offerings every day to help me spot issues with the potential to enhance
your Fund's income. They also help me coordinate swaps (exchanging one 
security for another) that increase the Fund's tax-exempt distribution yield
rather than produce taxable capital gains.

Finally, we run an efficient operation, taking advantage of cutting
edge communication and data processing technology to operate from an
economical location. This enables us to keep expenses low in order to
potentially enhance performance without sacrificing the high level of 
customer service our shareholders deserve.

Current Economy
The Federal Reserve Board is making a strong argument that its
targeting of a slow and steady 2% rate of economic growth is the
reason that the news on inflation appears so encouraging.  It is
difficult to take issue with their reasoning as long as the
unemployment rate remains near 5.6%.

[A pie chart is shown here depicting the Portfolio Ratings/Mix as of 
March 31, 1996 for the USAA Short-Term Fund to be: AA - 17%, AAA - 16%,
A - 32%, BB - 2%, BBB - 13% and Cash Equivalents - 20%.]

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 categories A and BBB account for 
1.4% and .6%, respectively, of the Fund's investments.

See page 46 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
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 will
maintain a stable net asset value of $1.00 per share.

                              3/31/95              3/31/96
Net Assets                 $1,456.7  Million   $1,529.2  Million   
Net Asset Value Per Share      $1.00                $1.00

Average Annual Total Return as of 3/31/96 
1 Year                                      3.65%
5 Years                                     3.22%
10 Years                                    4.30%
7-Day Simple Yield on March 31, 1996        3.17%

[A graph is shown here comparing the 7-Day yield fo the USAA Tax Exempt Money
Market Fund and the IBC\Donoghue's SB & GP (Tax-Free) 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 Tax Exempt Money Market Fund is 
3.15% and the ending value for the IBC/Donoghue's SB & GB (Tax-Free) is 2.78%.]

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]

Credit Market Review
With economic numbers reflecting a mixed view of the economy, interest
rates have been quite volatile. Since our last report, long-term rates
have moved from approximately 6.58% at the end of September 1995, down 
to 5.95% in late December, back up to near 6.58% in the middle of March
1996. Short rates have had similar movement - starting from 5.60% at the end
of September 1995, down to 4.78% in the middle of February 1996 and then back
up to 5.35% by the middle of March. Since September 1995, one-year tax-exempt 
notes moved from near 4.00% to a low of 3.10% in February and back up to 3.55%
in the middle of March. Currently, one-year tax-exempt notes are at 3.56% 
which is 66% of comparable taxable yields.

Strategy
The market volatility has given me opportunities to selectively invest
in longer-term issues. Although a majority of the Fund's assets remain
invested in short-term variable-rate securities, I have bought issues
with maturities of approximately one year. These issues have the
potential to provide the Fund with competitive yields during periods
of changing rates. As always, I remain committed to purchasing only
high-quality issues. Consequently, the new entries in the Fund's
portfolio represent either general obligations from strong issuers
such as states, school districts, and municipal utilities or put bonds
whose credit is guaranteed by strong financial institutions.

As I indicated, the majority of the Fund remains invested in variable-rate
issues. The rate on these issues usually changes on a weekly basis. We hold 
these securities not only because they have strong credit backing but also
because they have a competitive yield and provide the Fund with flexibility
during the current environment.

The Portfolio
The portfolio reflects our long-standing strategy. We buy and hold issues that
provide competitive yields, but make certain that these issues have a solid 
credit backing. We do not base our strategy upon a forecast of interest rates.

[A graph is shown here showing the growth of $10,000, from 3/31/86 to 3/31/96,
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 $15,233.]

See page 55 for a complete listing of the Portfolio of Investments in
Securities.

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.

(This page left blank intentionally)

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, 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 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, 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 Long-Term, Intermediate-Term, Short-Term, and Tax
Exempt 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
                                                           Long-Term 
                                                             Fund
                    
Assets
     Investments in securities, at market value
          (identified cost of $1,700,714, $1,597,538,
          $760,513, and $1,517,347, respectively)          $1,781,137 
     Cash                                                         236
     Receivables:
          Capital shares sold                                     919
          Interest                                             30,705
                                                          ------------
                                                                      
              Total assets                                  1,812,997   
                                                          ------------
                                                                      
Liabilities
     Securities purchased                                       5,258 
     Capital shares redeemed                                      618
     USAA Investment Management Company                           432
     USAA Transfer Agency Company                                  84 
     Accounts payable and accrued expenses                        135
     Dividends on capital shares                                2,354
                                                          ------------ 
               Total liabilities                                8,881
                                                          ------------
            Net assets applicable to capital
              shares outstanding                           $1,804,116
                                                          ============
Represented by:
     Paid-in capital                                       $1,775,033
     Accumulated net realized loss on investments             (51,340)
     Net unrealized appreciation of investments                80,423
                                                          ------------ 
            Net assets applicable to capital 
             shares outstanding                            $1,804,116
                                                          ============
          Capital shares outstanding                          137,015
                                                          ============
     Net asset value, redemption price, 
        and offering price per share                       $    13.17
                                                          ============

See accompanying notes to financial statements.


                                                          Tax Exempt
Intermediate-                 Short-Term                 Money Market
Term Fund                         Fund                       Fund

$1,654,941                    $766,685                   $1,517,347
       628                         947                        4,120

       216                         113                        3,103
    25,367                      10,558                       11,273
- -----------                   ----------                 -----------
 1,681,152                     778,303                    1,535,843
- -----------                   ----------                 -----------

    17,732                       2,009                        1,500
     1,153                       1,505                        4,381
       394                         184                          358
        82                          49                           79
       126                          90                          122
     1,626                         446                          227
- -----------                   -----------                -------------
    21,113                       4,283                        6,667
- -----------                   -----------                -------------
$1,660,039                    $774,020                   $1,529,176
===========                   ===========                =============

$1,609,471                    $771,248                   $1,529,176
    (6,835)                     (3,400)                           -
    57,403                       6,172                            -
- ------------                  -----------                -----------
$1,660,039                    $774,020                   $1,529,176
============                  ===========                ============
   129,973                      73,199                    1,529,176
============                  ===========                ============
$    12.77                    $  10.57                   $     1.00
============                  ===========                ============  

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.

Long-Term Fund
Portfolio of Investments in Securities
(In Thousands)

March 31, 1996

<TABLE>
<CAPTION>

Principal                                          Coupon      Final      Market
  Amount          Security                         Rate      Maturity     Value
<C>          <S>                                   <C>      <C>           <C>

            Fixed Rate Instruments (98.5%)
            Alaska
            Housing Finance Corp. 
                Collateralized RB,
$ 10,650      1991 Second Series                   6.90%      6/01/32     $   11,019
  16,820      1993 First Series                    5.88      12/01/35         16,427
  10,000      1994 First Series                    6.70      12/01/19         10,273
  15,195      1995 First Series                    6.55      12/01/37         15,446
            Valdez Marine Terminal RB,
  21,175      Series 1985A                         7.00      12/01/25         22,544
  63,435      Series 1993C                         5.65      12/01/28         58,901

            Arizona
  16,745    Salt River Project Agriculture 
               and Power
              District Electric System RB, 
                  Series 1987E                     7.25       1/01/17(a)      17,652

            California
  12,400    Central Valley Cogeneration 
              Financing Auth. RB                   6.20       7/01/20         12,066
  74,000    San Joaquin Hills
              Transportation RB                    6.75       1/01/32         75,903

            Colorado
  11,480    Summit County Sports
               Facilities RB, Series 1990          7.88       9/01/08         13,333

            Connecticut
  11,700    Health and Educational Facilities 
              Auth. RB, Series 1992D               6.80       7/01/22         11,794

            District of Columbia
  12,160    Health Facilities Mortgage RB,
               Series 1985                         7.75       8/01/29         12,585
   8,000     Hospital RB, Series 1992B             7.00       8/15/15          7,866

            Georgia
  20,000    GO, Series 1995B                       3.20       3/01/15         14,406
  10,000    Savannah Economic Development   
              Auth. PCRB, Series 1995              6.15       3/01/17         10,261

            Illinois
            Chicago Gas Supply RB,
  13,500      Series 1985B                         7.50       3/01/15         14,876
   7,500      Series 1985C                         7.50       3/01/15          8,265
  17,250      Series 1995A                         6.10       6/01/25         17,225
  13,725    Chicago-O'Hare International 
              Airport RB, Series 1994              8.20      12/01/24         15,823
  21,910    Educational Facilities Auth. RB        5.70      12/01/25         20,944
            Health Facilities Auth. RB,
   3,700      Series 1988                          8.10      12/01/03          3,759
  17,775      Series 1992                          7.00       1/01/15         18,188
  10,170      Series 1993A                         6.95      11/15/13         10,272
  16,360      Series 1993A                         7.00      11/15/19         16,415
  12,540      Series 1993B                         6.95      11/15/13         12,666
   6,745      Series 1993B                         7.00      11/15/19          6,767
  19,600    Quincy Hospital RB, Series 1993        6.00      11/15/18         18,292
  10,980    Regional Transport Auth. GO, 
                  Series 1994C (CRE)               7.10       6/01/25         12,224

            Indiana
   5,505    Fifth Avenue Housing Development 
              Corp. RB, Series 1992C               7.25       7/01/25          5,719
 100,675    Health Facility Financing Auth. RB, 
              Series 1992C                         7.89(b)    7/01/23         13,962
  40,000    Indianapolis Airport Facility RB       6.80       4/01/17         41,952

            Kansas
  60,245    Sedgwick County Mortgage Loan RB, 
              Senior Series 1991A                  7.11(b)   12/01/22          8,681

            Louisiana
   9,000    Delhi IDA RB, Series 1982              7.50      12/01/12          9,353
  25,730    Lake Charles Harbor and Terminal 
               District Port Facilities RB         7.75       8/15/22         28,713

            Massachusetts
  24,000    GO, Series 1991A                       7.63       6/01/08(a)      27,679
  20,125    Health and Educational Facilities
               Auth. RB, Series G1                 5.50      12/01/27         18,027

            Michigan
   9,900    Battle Creek Downtown Development 
              Auth. Development Bonds,
               Series 1994                         7.60       5/01/16         11,195
            Hospital Finance Auth. RB,
  15,500       Series 1994A                        7.50      10/01/27         16,031
   3,250       Series 1995                         6.70       1/01/26          3,208
  25,000       Series 1995A                        5.25      11/15/25         22,479
   6,500    Job Development Auth. RB, Series 
               1990A                               8.00      12/01/13          7,164

            Minnesota
  10,000    Minneapolis GO, Series 1996            5.20      10/01/24          9,273
  40,940    St. Paul Housing and Re-
              development Auth. Hospital RB,
              Series 1993A                         6.63      11/01/17         40,681
  
            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         16,275
            Union County Hospital RB,
   4,450      Series 1991A                         7.95       3/01/16          4,772
   8,350      Series 1991B                         7.95       3/01/16          8,955
    
            Missouri
  21,810    Environmental Improvement and 
             Energy Resources Auth. PCRB,
             Series 1984G-2 (CRE)                  8.25      11/15/14         22,602

            Nevada
  15,650    Humboldt County PCRB, Series 1984      8.30      12/01/14         18,397
        
            New Hampshire
  13,070    Business Finance Auth. PCRB, 
              Series 1993                          6.63       2/01/22         13,142
  10,785    Higher Educational and Health 
              Facilities Auth. RB, 
              Series 1993                          6.38       7/01/23         10,667
  31,085    Single-Family Mortgage Finance
              Auth. RB, Series 1993B               6.05       7/01/25         30,870

            New Mexico
  16,000    Chaves County Hospital RB              7.25      12/01/22         16,327
  30,100    Lordsburg PCRB                         6.50       4/01/13         31,261

            New York
            Dormitory Auth. RB,
  22,570     Series 1993C (State Univ. System)     5.40       5/15/23         20,293
   8,350     Series 1995A (City Univ. System)      5.63       7/01/16          7,957
   9,565     Series 1995A (State Univ. System)     6.00       5/15/25          9,308
   6,600     Series 1996 (Department of Health)    5.50       7/01/25          5,963
   5,500     Series 1996 (Mather Memorial 
               Hospital) (CRE)                     5.25       7/01/15          5,032(c)
  21,500     Series 1996B (Mental Health Services) 6.00       8/15/16         21,398
  75,745    Housing New York Corp. MFH RB          5.00      11/01/18         66,186
             Medical Care Facilities Finance
                 Agency RB,
  36,275     Series 1994A (New York Hospital) (CRE)6.90       8/15/34         39,630
  13,900     Series 1995A (Brookdale Hospital)     6.85       2/15/17         14,284
   5,880     Series 1995A (Health Center Projects) 6.38      11/15/19          5,920
            New York City GO,
  50,000     Series 1995B                          7.25       8/15/19         53,682
  22,825     Series 1996D                          6.00       2/15/25         21,571
  13,000     Series 1996J                          6.00       2/15/24         12,294
 
            North Carolina
  19,905    Housing Finance Agency RB, Series R    6.95       9/01/23         20,889
  
            North Dakota
   6,900    Mercer County PCRB, 1995 
              Second Series (CRE)                  6.05       1/01/19          6,964
         
            Oklahoma
   2,695     Valley View Hospital Auth. RB, 
               Series 1996                         6.00       8/15/14          2,516

            Pennsylvania
  27,470    Philadelphia Gas Works RB, 14th Series 6.38       7/01/26         27,514
        
            Puerto Rico
            Electric Power Auth. RB,
  21,175      Series T                             6.38       7/01/24         21,725
  25,450      Series X                             6.13       7/01/21         25,663

            Rhode Island
  25,000    Housing and Mortgage Finance Corp.
              SFH RB, Series 15-A                  6.85      10/01/24         26,084

            South Carolina
  27,515    Piedmont Municipal Power Agency RB, 
              Series 1991                          4.00       1/01/23         18,948

            South Dakota
  16,155    Housing Development Auth. Home 
              Mortgage RB, Series 1993A            6.00       5/01/21         16,133

            Texas
  19,500    Bell County Health Facilities Development
              Corp. RB, Series 1989 (Escrowed)     6.50       7/01/19         21,228
   6,725    Department of Housing and Community 
              Affairs RB, Series 1991A             6.95       7/01/23          7,002
  12,500    Harris County Health Facilities RB, 
              Series 1992                          7.13       6/01/15         13,354
  19,100    Harris County IDC RB, Series 1992      6.95       2/01/22         20,084
   9,630     Red River Auth. PCRB, Series 1984     7.88       9/15/14         10,028
  21,055    San Antonio Electric and Gas RB, 
              Series 1989A                         6.00       2/01/14         21,331
  10,435    Tyler Health Facilities Development
              Corp. RB, Series 1993B               6.75      11/01/25         10,303

            Utah
  11,625    Intermountain Power Agency RB, 
              Series 1996D                         5.00       7/01/21         10,218
   7,000    Juab County PCRB, Series 1991          6.00(d)    8/01/11          6,566

            Virginia
   9,300    Henrico County IDA Hospital RB, 
              Series 1985C                         7.50       9/01/11(a)      10,501
  15,000    Housing Development Auth. Commonwealth
              Mortgage RB, Series 1990B, 
              Subseries B5                         6.90       7/01/13         15,535
  21,950    Peninsula Ports Auth. RB, 
              Series 1992 (CRE)                    7.38       6/01/20         23,349

            Washington
  14,000    Chelan County Development Corporation
               PCRB, Series 1995                   5.85      12/01/31         13,146
  66,485    King County GO, Series 1994A           6.25       1/01/34         68,968
  68,500    Seattle Metropolitan Sewer RB,Series V 6.20       1/01/32         70,097

            West Virginia
  12,500    Water Development Auth. RB, 
              Series 1991A (CRE)                   7.00      11/01/25         13,468

            Wisconsin
  33,100    Wisconsin Center District Tax RB, 
              Series 1996B                         5.75      12/15/27         31,480

            Wyoming
  33,735    Community Development Auth. SFH RB, 
              Series 1993A                         6.10       6/01/33         33,195
                                                                          -------------

       Total fixed rate instruments (cost: $1,696,114)                     1,776,537
                                                                          -------------
            Variable Rate Demand Notes (0.2%)
            Florida
   4,500    Sarasota County Health Facilities
              Auth. RB, Series 1989 (CRE)          3.40      12/01/19          4,500

            New York
     100    Nassau County IDA RB, 
              Series 1993 (CRE)                    3.75       7/01/23            100
                                                                          -------------  
               Total variable rate demand notes (cost: $4,600)                 4,600
                                                                          -------------
               Total investments (cost: $1,700,714)                       $1,781,137
                                                                          =============
</TABLE>
Long-Term Fund
Portfolio of Investments in Securities (continued)

March 31, 1996

Portfolio Summary By Industry

Hospitals                       18.4 %
Single-Family Housing           11.7
General Obligations             10.0
Electric Power                   9.3
Oil - International              4.5
Escrowed Securities              4.3
Toll Roads                       4.2
Sewer                            3.9
Gas Utilities                    3.8
Buildings                        3.7
Education                        3.3
Healthcare - Miscellaneous       2.5
Special Assessment/Tax/Fee       2.4
Air Freight                      2.3
Metals - Miscellaneous           1.7
Distribution & Pipelines         1.6
Paper & Forest Products          1.3
Ports/Wharfs                     1.3
Aluminum                         1.2
Student Loan                     1.2
Leasing                          1.1
Other                            5.0
                              --------
Total                           98.7 %
                              ======== 


                         Portfolio Summary By State

Alaska          7.5%      Arizona        1.0%     California             4.9%
Colorado         .7       Connecticut     .7      District of Columbia   1.1
Florida          .3       Georgia        1.4      Illinois               9.7
Indiana         3.4       Kansas          .5      Louisiana              2.1
Massachusetts   2.5       Michigan       3.3      Minnesota              2.8
Mississippi     1.8       Missouri       1.3      Nevada                 1.0
New Hampshire   3.0       New Mexico     2.6      New York              15.7
North Carolina  1.2       North Dakota    .4      Oklahoma                .1
Pennsylvania    1.5       Puerto Rico    2.6      Rhode Island           1.5
South Carolina  1.1       South Dakota    .9      Texas                  5.7
Utah             .9       Virginia       2.7      Washington             8.4
West Virginia    .8       Wisconsin      1.8      Wyoming                1.8
                                                                      --------
                                                   Total                98.7%
                                                                      ========
Intermediate-Term Fund
Portfolio of Investments in Securities
(In Thousands)

March 31, 1996

<TABLE>
<CAPTION>
Principal                                                Coupon           Final             Market
 Amount          Security                                 Rate           Maturity           Value
                              

<C>        <S>                                          <C>              <C>
           Fixed Rate Instruments (90.2%)

           Alaska
 10,000    North Slope Borough GO, Series 1995A (CRE)    5.75 %(b)        6/30/06         $    5,835

           Arizona
  4,000    Educational Loan Marketing Corp. RB, 
             Series 1992A                                6.70             3/01/00              4,120

            Arkansas
  7,520     Mississippi County Hospital RB, Series 1992B 6.85            11/01/02              8,038
  8,635     St. Francis County Hospital RB, Series 1985  6.50             2/01/05              8,990
  2,385     Student Loan RB, Series 1991                 7.15             6/01/02              2,541

            California
  7,100     Central Valley Financing Auth. RB            6.10             7/01/13              6,936
 10,500     Contra Costa Transportation Auth. RB, 
              Series 1991A (Escrowed) (CRE)              6.30(b)          3/01/03              7,591
            Foothill/Eastern Transportation Corridor
              Agency RB,
 10,000       Series 1995A                               6.87(b)          1/01/10              6,021
 15,000       Series 1995A                               7.10(b)          1/01/11              9,040
  9,085       Series 1995A                               6.82(b)          1/01/13              5,544
            Housing Finance Agency RB,
  5,775       Series 1996A                               5.50             8/01/08              5,790     (c)
  1,095       Series 1996A                               5.60             8/01/09              1,108     (c)
  5,840       Series 1996A                               5.70             8/01/10              5,906     (c)
 30,350    Pleasanton Joint Powers Financing Auth. RB,
              Series 1993A                               6.00             9/02/05             31,724
  3,300    Sacramento Cogeneration Auth. RB, Series 1995 6.38             7/01/10              3,327
 10,900    San Diego Port Facilities RB, 
             Series 1992 (CRE)                           6.60            12/01/02              9,659
           San Joaquin Hills Transportation RB,
  3,525       Series 1993                                7.05(b)          1/01/05              2,591
  8,305       Series 1993                                7.87(b)          1/01/06              6,149
  5,000       Series 1993                                7.50(b)          1/01/07              3,718
 16,795       Series 1993                                7.71(b)          1/01/08             12,623
 12,695    Southern California Public Power Auth. RB,
                  Series 1992                            6.10(b)          7/01/04              8,221

           Colorado
  5,200    Arapahoe County IDA RB, Series 1991           7.00             2/01/01              5,606
 10,000    Highlands Ranch Metropolitan District #2 GO,
             Series 1991 (CRE)                           6.70             6/15/01(a)           9,963
 10,310    Student Obligations RB, Series 1991A-2        6.90             9/01/02             10,745

           District of Columbia
             GO,
  9,000       Series 1987A                               7.40             6/01/99              9,258
 27,750       Series 1993A                               5.80             6/01/04             26,617
  8,000       Series 1994A-3                             5.50             6/01/06              7,322
 11,780       Series E                                   5.75             6/01/05             11,091
 12,000       Series E                                   5.75             6/01/06             11,201
  6,250    Hospital RB, Series 1992B                     6.75             8/15/07              6,285

           Florida
  5,000    Housing Finance Agency MFH RB, 
             Series 1984C                                6.25            12/01/06              5,268
  4,355    Miami Health Facilities Auth. RB, 
             Series 1988A                                7.75             8/01/00              4,643
  5,935    Nassau County PCRB, Series 1989               7.65             6/01/06              6,370
  2,465    Pensacola Health Facilities RB, 
             Series 1988 (Escrowed)                      7.50             1/01/98              2,601

           Georgia
  7,300    Gwinnett County MFH RB, Series 1985B (CRE)    7.50             6/01/98              7,658
  8,760    Metropolitan Atlanta Rapid Transit RB,
             Series M                                    6.25             7/01/03              9,479
  6,500    Municipal Electric Auth. RB, Series Q         7.75             1/01/00              6,964

           Illinois
  3,000    Bedford Park Tax Increment RB, 
              Series 1993 (Escrowed)                     7.38            12/01/04              3,484
  8,685    Chicago GO, Series 1986A                      7.40             1/01/00              8,921
 21,235    Chicago-O'Hare International Airport RB,
             Series 1994A (CRE)                          6.20             1/01/07             22,747
 10,110    Development Finance Auth. RB, Series 1995     7.00             3/01/07             10,415
           Health Facilities Auth. RB,
  3,120      Series 1989                                 7.75             5/15/00(a)           3,481
  6,700      Series 1992                                 7.00             1/01/07              7,092
  1,465    Independent Higher Education Loan Auth. RB,
             Series 1985 (CRE)                           7.50            12/01/99              1,483

           Indiana
           Health Facility Financing Auth. RB,
    620      Series 1991                                 8.50             9/01/96                630
    620      Series 1991                                 8.50             9/01/97                636
    205      Series 1991                                 8.50             9/01/98                211
    205      Series 1991                                 8.50             9/01/99                210
 20,300      Series 1993                                 5.40            11/01/05             20,557
  5,900      Series 1993                                 5.90            11/01/09              5,883
 16,800      Series 1994                                 6.20             7/01/09             17,102
           Marion County Hospital Auth. RB,
  8,400      Series 1992                                 6.10            10/01/03              8,732
  6,500      Series 1992                                 6.55            10/01/08              6,819
           Pike Township School Building Corp. RB,
  4,600      Series 1992A                                6.00             2/01/06              4,868
  4,700      Series 1992A                                6.00             8/01/06              4,974
  3,150     Scottsburg Economic Development RB, 
             Series 1990                                 7.13             3/01/99              3,276

           Iowa
  3,280    Higher Education Loan Auth. RB                6.13            10/01/16              3,306
 10,000    Student Loan Liquidity Corp. RB, Series 1992A 6.45             3/01/02             10,576
          
           Kansas
 5,000     Kansas City IDA PCRB, Series 1984             5.45             4/01/06              4,996

           Louisiana
 8,055     Orleans Levee District Levee Improvement
             Bonds, Series 1986 (CRE)                    5.95            11/01/14              8,068
 8,065     Orleans Levee District Public Improvement
             Bonds, Series 1986 (CRE)                    5.95            11/01/15              8,079

           Maine
 40,400    Bucksport Solid Waste Disposal RB             6.25             5/01/10             41,011

           Maryland
  2,260    Community Development Administration RB,
             1987 Second Series                          7.60             4/01/99              2,324
 12,725    Transportation Facilities Auth. RB, 
             Series 1992 (CRE)                           6.00(b)          7/01/04              8,455

           Massachusetts
 15,000    GO, Series 1991D                              6.63             7/01/03             16,496
  3,640     Housing Finance Agency RB, Series 1992C      6.35            11/15/03              3,853
 14,495    Industrial Finance Agency RB, Series 1989A    7.10             8/01/99             15,317
 45,200    New England Education Loan Marketing 
             Corp. RB, Series 1985A                      5.80             3/01/02             47,524
 
           Michigan
 23,330    Dickinson County Economic Development 
             Corp. RB, Series 1989                       6.55             3/01/07             24,370
  7,195     Hospital Finance Auth. RB, Series 1995A      5.25            11/15/09              6,891
  5,000     State Hospital Finance Auth. RB, 
              Series 1995A                               7.50            10/01/07              5,321
 
           Minnesota
           South St. Paul Housing and Redevelopment
             Auth. Hospital Facility RB,
 13,500       Series 1994                                6.50            11/01/04             13,802
  9,095       Series 1994                                6.75            11/01/09              9,273

           Mississippi
 15,000    Adams County PCRB, Series 1994A               5.50            12/01/05             15,133
           Lafayette County Hospital RB,
    720      Series 1991A                                7.70             3/01/03                779
  3,725      Series 1991B                                7.70             3/01/03              4,030
  3,720    Prentiss County Hospital RB, Series 1985      6.50             2/01/05              3,773
             Union County Hospital RB,
  1,100      Series 1991A                                7.70             3/01/03              1,213
  2,045      Series 1991B                                7.70             3/01/03              2,254

           Nevada
 16,640    Clark County School District GO, 
             Series 1991B (CRE)                          6.24(b)          3/01/04             11,346
  3,000    Housing Division SFH RB, Series 1995D-1       5.90            10/01/14              2,957

           New Hampshire
           Higher Educational and Health Facilities
             Auth. RB,
  2,115      Series 1985A (CRE)                          7.50            12/01/00              2,136
  2,025      Series 1990                                 8.50            12/01/01              2,133

           New Jersey
 15,000    Economic Development Auth. RB, 
             Series 1994A (CRE)                          5.88             7/01/11             15,411
 32,260    Turnpike Auth. RB, Series 1991A               6.50             1/01/03             34,616

           New Mexico
  6,475    Chaves County Hospital RB, Series 1992        7.25            12/01/10              6,650
       
           New York
           Dormitory Auth. RB,
  7,625      Series 1993A                                5.88             5/15/11              7,561
  2,725      Series 1994B                                5.90             5/15/06              2,777
  2,500      Series 1994B                                6.00             5/15/07              2,524
  1,000      Series 1995A                                5.88             5/15/07              1,001
  2,000      Series 1995A                                5.90             5/15/08              2,000
  3,500      Series 1995A                                6.00             5/15/09              3,502
  2,250      Series 1995A                                6.00             5/15/10              2,252
  2,175      Series 1995A                                6.00             5/15/11              2,145
  5,000      Series 1996                                 5.50             7/01/09              4,787
  3,495      Series 1996B                                6.50             8/15/10              3,706
  6,550    Environmental Facilities Corp. PCRB, 
             Series 1991E                                6.40             6/15/03              7,151
               GO,
  4,730      Series 1995A                                5.60             3/15/06              4,833
 11,000      Series 1995C                                5.38            10/01/11             10,701
  2,275    Housing Finance Agency Service Contract RB,
             Series 1995A                                6.25             9/15/10              2,284
           Medical Care Facilities Finance Agency RB,
  5,000      Series 1994A (CRE)                          6.40             2/15/07              5,493
  5,000      Series 1994A (CRE)                          6.50             2/15/08              5,490
 10,000      Series 1994A                                6.13             8/15/13              9,662
  2,675      Series 1995A                                6.70             2/15/05              2,746
  2,750      Series 1995A                                6.70             8/15/05              2,827
  2,860      Series 1995A                                6.75             2/15/06              2,943
  2,940      Series 1995A                                6.75             8/15/06              3,028
  3,045      Series 1995A                                6.80             2/15/07              3,139
  3,130      Series 1995A                                6.80             8/15/07              3,227
  7,780      Series 1995A                                6.00            11/15/10              7,831
  5,700      Series 1995A                                6.80             8/15/12              5,880
  2,205    Mortgage Agency RB, Series EE-1               7.75            10/01/00              2,256
           New York City GO,
 10,160      Series 1991D                                8.00             8/01/99             11,112
  1,375      Series 1991D (Escrowed)                     8.00             8/01/99              1,531
 12,780      Series 1992H                                6.88             2/01/04             13,600
 17,000      Series 1993B                                6.75            10/01/04             18,058
  9,000      Series 1993C                                6.50             8/01/04              9,423
 15,000      Series 1994A                                6.25             8/01/08             15,089
  4,500      Series 1996D                                6.00             2/15/10              4,388
  5,440      Series 1996H                                5.75             3/15/10              5,179
 13,000    New York City Municipal Assistance Corp. RB,
             Series 67                                   7.30             7/01/00             14,361
           New York City Municipal Water Finance RB,
  3,295      Series 1992A                                6.70             6/15/03              3,617
  3,345      Series 1992A                                6.70             6/15/03(a)           3,709
  2,500    The City University of New York COP, 
             Series 1995A                                6.00             8/15/06              2,572
           Thruway Auth. RB,
  7,500      Series 1995                                 6.00             4/01/09              7,548
  2,150      Series 1995                                 6.10             4/01/10              2,164
           Urban Development Corp. RB,
 13,025      Series 1993                                 5.75             1/01/13             12,366
  9,550      Series 1995                                 5.63             4/01/08              9,431
  2,500      Series 1995                                 5.70             4/01/09              2,475
 
           North Carolina
  6,000    Municipal Power Agency #1 RB, Series 1992     6.00             1/01/04              6,194

           Ohio
  4,000    IDA RB, Series 1992                           5.75            12/01/02              4,161

           Oklahoma
 54,460    Grand River Dam Auth. RB, Series 1993         4.00             6/01/04             51,122
           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              2,227
  2,355     Tulsa County Home Finance Auth. RB, 
             Series 1990 (Escrowed) (CRE)                7.10             5/01/02              2,634
  4,500     Valley View Hospital Auth. RB, Series 1996   5.75             8/15/06              4,307

           Pennsylvania
 35,000    Finance Auth. RB                              6.60            11/01/09             37,539
  9,440    GO, Second Series 1992                        6.11(b)          7/01/04              6,187
  3,565    Housing Finance Agency RB, Series 1992        5.90             7/01/04              3,641
  5,000    York County IDA RB, Series 1992               6.25             7/01/02              5,323
  
           Puerto Rico
           Electric Power Auth. RB,
  9,000      Series N                                    5.00             7/01/12              8,143
  5,000      Series S                                    7.00             7/01/06              5,639
  4,420      Series X                                    5.80             7/01/09              4,467
  4,500      Series X                                    5.90             7/01/10              4,566
  4,000      Series X                                    6.00             7/01/11              4,075
  4,220      Series Z                                    5.50             7/01/12              4,079
 22,200    Housing Bank and Finance Agency RB            7.50            12/01/06             24,514
  8,005    Municipal Finance Agency RB, Series 1992A     5.80             7/01/04              8,285
 14,060    Public Building Auth. RB, Series K            6.50             7/01/03             15,388
           Public Improvement GO,
 13,850      Series 1993                                 5.38             7/01/05             14,004
  7,500      Series 1994                                 6.10             7/01/06              7,985
  7,825      Series 1994                                 6.20             7/01/07              8,299

           Rhode Island
           Housing and Mortgage Finance Corp. RB,
  6,180      Series 15-B                                 6.30            10/01/07              6,369
  7,600      Series 1995A (CRE)                          5.70             7/01/07              7,745

           South Carolina
  3,000    Marion County Hospital District RB (CRE)      5.50            11/01/15              2,845

           South Dakota
  5,400    Rapid City IDA RB, Series 1990                7.25            11/01/00              5,868
          
           Texas
           Abilene Higher Education Facilities Corp. RB,
  1,500      Series 1995                                 6.00            10/01/06              1,546
  2,010      Series 1995                                 6.10            10/01/07              2,074
  2,130      Series 1995                                 6.20            10/01/08              2,197
 12,000    Bexar County Health Facilities Development
              Corp. RB, Series 1993 (CRE)                5.88            11/15/10             11,993
  2,940    Brazos County Health Facilities RB, 
              Series 1989B                               7.50             1/01/01(a)           3,110
 15,400    Gulf Coast Waste Disposal Auth. PCRB, 
              Series 1992                                6.13            11/01/04             16,298
  6,200    Gulf Coast Waste Disposal Auth. RB, 
              Series 1994                                5.70             5/01/06              6,314
           Harris County Toll Road RB,
  9,515       Series 1995A (CRE)                         5.82(b)          8/15/09              4,554
  9,175       Series 1995A (CRE)                         5.90(b)          8/15/10              4,126
  9,140       Series 1995A (CRE)                         6.00(b)          8/15/11              3,830
  9,115       Series 1995A (CRE)                         6.05(b)          8/15/12              3,514
  5,000    Houston Water and Sewer System RB, 
              Series 1992B                               6.00            12/01/04              5,333
 11,700    Lower Colorado River Auth. RB, 
              Series 1992 (CRE)                          6.45(b)          1/01/03              8,358
  5,000    Metro Health Facilities Development Corp.
              Hospital RB, Series 1993                   5.25             1/01/06              4,895
 11,790    Public Finance Auth. RB (CRE)                 6.06(b)          2/01/04              7,919
              San Antonio Electric and Gas RB,
  4,190       Series 1989                                7.00             2/01/01              4,515
 10,000       Series 1991B (CRE)                         6.38(b)          2/01/04              6,716
  4,000    Southwest Higher Education Auth. RB, 
              Series 1995 (CRE)                          5.13            10/01/16              3,674
  4,000    Trinity River IDA RB                          7.25             2/01/04              4,486
 10,000    Turnpike Auth. RB, Series 1995                5.40             1/01/15              9,404
  6,310    Tyler Health Facilities Development Corp. RB,
              Series 1993B                               6.63            11/01/11              6,234
  7,230    Water Resources Finance Auth. RB, Series 1989 7.25             2/15/01              7,828
              Ysleta ISD GO,
  7,140       Series 1993                                5.50(b)          8/15/11              2,970
  2,000       Series 1993                                5.55(b)          8/15/12                778
  8,240       Series 1993                                5.60(b)          8/15/13              3,002
 
           Utah
           Intermountain Power Agency RB,
  8,105      Series 1987A (CRE)                          5.00             7/01/12              7,420
 16,430      Series 1988B (CRE)                          6.48(b)          7/01/03             11,400
 21,895      Series 1988B (CRE)                          6.18(b)          7/01/04             14,282
 
           Virginia
 11,100    Housing Development Auth. Commonwealth
             Mortgage RB, Series 1990B, Subseries B5     6.90             7/01/13             11,496
  5,000    Isle of Wight County IDA PCRB, Series 1994    5.80             5/01/04              5,202
 
           Washington
 15,800    GO, Series R-1989B                            7.20             9/01/00             16,793
  5,500    King County GO, Series 1993A                  5.90            12/01/07              5,744
 
           West Virginia
 16,940    School Building Auth. RB, Series 1994         6.25             7/01/04             18,236
       
           Wisconsin
  4,130    Health and Educational Facilities Auth. RB,
             Series 1995A (CRE)                          5.25             8/15/12              3,883

           Wyoming
    395    Farm Loan Board COP, Series 1989 (CRE)        6.50            12/01/99                394
                                                                                         ------------
               Total fixed rate instruments (cost: $1,442,892)                            1,497,247
                                                                                         ------------

           Put Bonds (8.3%)

           Alabama
  4,000    Housing Finance Auth. MFH RB, 
             Series 1992C (CRE)                          5.90             8/01/07              4,022

           California
  6,000    Simi Valley MFH RB, Series 1996A              5.40             2/01/26              5,793
  3,535    Woodland MFH RB, Series 1994A                 6.05            12/01/24              3,639

           Florida
 10,205    Broward County Housing Finance Auth. 
             MFH RB, Series 1991 (CRE)                   7.20             5/01/07             10,578
  6,210    Housing Finance Agency RB, Series 1994B       5.70            10/01/24              6,530

           Georgia
  5,000    Gwinnett County MFH RB, Series 1996A          5.50             4/01/26              5,000     (c)

           Illinois
 13,795    Arlington Heights MFH RB, Series 1991 (CRE)   7.25             5/01/11             14,234
  9,765    Glendale Heights MFH RB, Series 1985A (CRE)   7.70            11/01/09              9,818
  5,915    Hoffman Estates MFH RB, Series 1985A (CRE)    7.00            12/01/09              6,038
        
           Kansas
  6,590    Merriam MFH RB, Series 1991A (CRE)            7.25             4/01/21              6,864

           Louisiana
 18,110    Public Facilities Auth. RB, Health and
             Education Facilities, Series 1985A (CRE)    7.30            12/01/15             18,669
  4,360     Shreveport Home Mortgage Auth. RB, 
              Series 1995A (CRE)                         6.40             9/01/25              4,411

           New Mexico
           Bernalillo County MFH RB,
  7,700      Series 1994A (CRE)                          6.50            10/01/19              7,888
  3,320      Series 1995 (CRE)                           5.80            11/01/25              3,383
  
           Ohio
  5,500    Montgomery County IDA RB, Series 1992 (CRE)   6.50             2/01/07              5,864

           Texas
  2,500    Gregg County Housing Finance Corp. RB,
             Series 1995A (CRE)                          6.40             9/01/25              2,572

         Utah
    600  Housing Finance Agency RB, Series 1985B         9.13             7/01/07                604
         Salt Lake County MFH RB,
 10,240    Series 1995A-1 (CRE)                          5.70            10/01/25             10,299
  6,500    Series 1995B-1 (CRE)                          5.70            10/01/25              6,538

         Washington
  4,885  Chelan County Public Utility District #1 RB,
           Series E                                      5.70             7/01/68              4,850
                                                                                             ---------

               Total put bonds (cost: $134,546)                                              137,594
                                                                                             ---------

         Variable Rate Demand Notes (1.2%)
         California
  3,600  Los Angeles Community Redevelopment Agency
           MFH RB, Series 1989 (CRE)                     3.30             4/01/09              3,600

         Florida
  2,800  Jacksonville Health Facilities Auth. RB,
           Series 1990 (CRE)                             3.95             6/01/20              2,800

         Indiana
  3,100  Hospital Equipment Financing Authority RB,
           Series 1985A (CRE)                            3.35            12/01/15              3,100
         
         Louisiana
  6,600  Offshore Terminal Auth. RB, 
           Series 1992A (CRE)                            3.85             9/01/08              6,600

         New York
  1,000  Nassau County IDA Research Facility RB,
           Series 1989 (CRE)                             3.75             7/01/19              1,000
  3,000  St. Lawrence County IDA PCRB, 
           Series 1985 (CRE)                             3.85            12/01/07              3,000
                                                                                         ------------
               Total variable rate demand notes (cost: $20,100)                               20,100
                                                                                         ------------
               Total investments (cost: $1,597,538)                                       $1,654,941
                                                                                         ============= 
</TABLE>
Intermediate-Term Fund
Portfolio of Investments in Securities (continued)

March 31, 1996

Portfolio Summary By Industry

General Obligations            19.0%
Hospitals                      15.7 
Electric Power                 10.3
Multi-Family Housing            9.9  
Toll Roads                      7.0
Paper & Forest Products         6.0
Special Assessment/Tax/Fee      4.9
Student Loan                    4.9  
Education                       3.9
Finance - Municipal             2.8
Single-Family Housing           2.4
Escrowed Securities             1.8
Airports                        1.4
Sales Tax Obligations           1.4
Water Utilities                 1.1
Chemicals                       1.0  
Other                           6.2
                              -------
Total                          99.7%
                              =======


Portfolio Summary By State
Alabama                  .2%     Alaska              .4%     Arizona        .2%
Arkansas                1.2      California          8.4     Colorado      1.6
District of Columbia    4.3      Florida             2.3     Georgia       1.8
Illinois                5.3      Indiana             4.6     Iowa           .8
Kansas                   .7      Louisiana           2.8     Maine         2.5
Maryland                 .6      Massachusetts       5.0     Michigan      2.2
Minnesota               1.4      Mississippi         1.6     Nevada         .9
New Hampshire            .3      New Jersey          3.0     New Mexico    1.1
New York               15.2      North Carolina       .4     Ohio           .6
Oklahoma                3.8      Pennsylvania        3.2     Puerto Rico   6.6
Rhode Island             .9      South Carolina       .2     South Dakota   .4
Texas                   8.3      Utah                3.0     Virginia      1.0
Washington              1.6      West Virginia       1.1     Wisconsin      .2
                                                                         -------
                                                             Total        99.7%
                                                                         =======

Short-Term Fund
Portfolio of Investments in Securities
(In Thousands)

March 31, 1996
<TABLE>
<CAPTION>
 

Principal                                                     Coupon         Final           Market
 Amount              Security                                  Rate         Maturity         Value
                              
<C>            <S>                                            <C>           <C>              <C>
               Fixed Rate Instruments (68.1%)
               Alaska
               North Slope Borough GO,
  7,000          Series 1988G                                   8.35         6/30/98          7,590
  2,000          Series 1992A (CRE)                             4.65         6/30/97          2,011
  6,000          Series 1993B (CRE)                             4.50         1/01/98          6,002
  1,250          Series 1995A (CRE)                             4.85(b)      6/30/99          1,079
  6,430          Series 1996A (CRE)                             4.45(b)      6/30/01          5,007
 
               Arizona
  1,750        Educational Loan Marketing Corp. RB, 
                 Series 1992A                                   6.70         3/01/00          1,803

               Arkansas
  1,630        Mississippi County Hospital RB, Series 1992B     6.05      5/01/97             1,647
  1,585        St. Francis County Hospital RB, Series 1985      5.40      12/01/97            1,610
  
             California
             Foothill/Eastern Transportation Corridor
               Agency RB,
  1,500          Series 1995A                                   6.80(b)    1/01/05              869
  2,000          Series 1995A                                   6.95(b)    1/01/07            1,187
  4,840      Pleasanton Joint Powers Financing Auth. RB,
                 Series 1993A                                   5.20       9/02/98            4,924
            Sacramento Cogeneration Auth. RB,
  1,000          Series 1995                                    5.80       7/01/01            1,018
    900          Series 1995                                    5.90       7/01/02              918
    500          Series 1995                                    6.00       7/01/03              512
 12,615     San Joaquin Hills Transportation RB                 7.10(b)    1/01/00           10,077
  3,500     San Joaquin Hills Transportation RB                 7.16(b)    1/01/01            2,627
  2,000     Statewide Communities Development Auth. COP         4.60       1/01/99            1,981
  1,500     Statewide Communities Development Auth. COP         4.80       1/01/00            1,481
  1,500     Statewide Communities Development Auth. COP         5.00       1/01/01            1,476
  1,000     Statewide Communities Development Auth. COP         5.10       1/01/02              981
  
            Colorado
 13,000     Centennial Water and Sanitation District GO,
               Series 1991A (CRE)                               6.50       6/15/96           13,064
  3,000     Student Obligation RB, Series 1991A-1               6.20       9/01/96            3,016
 
            District of Columbia
 18,790     GO, Series 1994A-3                                  4.70       6/01/99           18,011

            Florida
  1,115     Orange County Health Facilities Auth. RB,
              Series 1995                                       5.63       7/01/01            1,104

            Guam
            GO,
 20,000       Series 1994A                                      5.75       8/15/99           20,378
  2,000       Series 1994A                                      5.25       9/01/99            2,006
  5,000       Series 1995A                                      5.38       9/01/00            5,019
 10,000       Series 1995A                                      5.50       9/01/01           10,031
            Power Auth. RB,
  1,640       Series 1994A                                      5.50      10/01/99            1,662
  1,725       Series 1994A                                      5.60      10/01/00            1,754

            Idaho
            Student Loan RB,
  3,705       Series 1992                                       5.95       4/01/96            3,705
  3,540       Series 1992                                       5.95      10/01/96            3,541
  3,330       Series 1992                                       6.00       4/01/97            3,330

            Illinois
  9,000     Cook County GO (CRE)                                7.38      11/01/08(a)        10,015
            Development Finance Auth. RB,
  1,215       Series 1995                                       6.13       3/01/98            1,223
  1,285       Series 1995                                       6.25       3/01/99            1,299
  4,310     Hodgkins Tax Increment RB, Series 1995A             6.90      12/01/01            4,437
  1,000     Student Assistance Commission RB, 
              Series 1992AA                                     5.05       3/01/97            1,004

            Indiana
  6,745     Development Finance IDA RB, Series 1996             4.80       6/01/00            6,793
            Health Facility Financing Auth. RB,
  4,200       Series 1991                                       6.25       9/01/96(a)         4,248
  9,100       Series 1993                                       4.65      11/01/98            9,154
 12,600       Series 1994                                       5.38       7/01/01           12,780
  2,800     Marion County Hospital Auth. RB, Series 1992        5.25      10/01/97            2,833

           Louisiana
 10,000    De Soto Parish PCRB, Series 1993A                    5.05      12/01/02            9,971
           Offshore Terminal Auth. RB,
  7,920      Series 1992B                                       6.00       9/01/01            8,219
  5,000      Series 1992B                                       6.20       9/01/03            5,244
  4,900      Series 1994B                                       5.85       9/01/00            5,055
  3,440    Saint Charles Parish PCRB                            7.63       6/01/03            3,679

           Maine
           Jay PCRB,
  5,500      Series 1994A                                       4.65       9/01/02            5,337
  8,305      Series 1994B                                       4.70       6/01/02            8,088
  
           Massachusetts
           New England Education Loan Marketing 
             Corp. RB,
 14,800      Series 1985A                                       5.80       3/01/02           15,561
  5,000      Series 1992A                                       6.13       9/01/99            5,249
  7,300      Series 1993H                                       4.75      12/01/99            7,295
    567    Turnpike Auth. RB, Series A                          4.75       1/01/02(a)           591

           Michigan
           Hospital Finance Auth. RB,
  3,500      Series 1995                                        7.00      10/01/01            3,664
  3,500      Series 1995A                                       6.80      10/01/00            3,631

           Missouri
  5,000    Health and Educational Facility Auth. RB,
             Series 1995A                                       4.30      12/01/00            4,919
  6,530    Higher Education Loan Auth. RB, Series 1992A         5.00       2/15/97            6,554
       
           Nevada
  8,640    Reno GO, Series 1991                                 6.30       4/01/96            8,641

           New York
           Dormitory Auth. RB,
  1,285      Series 1994B                                       5.10       5/15/99            1,308
  2,190      Series 1994B                                       5.30       5/15/00            2,243
  6,450      Series 1995A                                       5.10       5/15/00            6,473
  6,350      Series 1995A                                       5.25       5/15/01            6,350
  7,500      Series 1995A                                       5.40       5/15/02            7,526
  1,250    Dormitory Department of Health RB, 
             Series 1996                                        4.75       7/01/01            1,232
 25,805    Environmental Facilities Corp. PCRB, 
             Series 1994A                                       5.50       6/15/99           26,626
  5,325    Medical Care Facilities Finance Agency RB,
             Series 1994A (CRE)                                 5.80       2/15/01            5,588
           New York City GO,
 10,000      Series 1994D                                       6.00       8/15/99           10,334
  8,000      Series 1994H                                       5.30       8/01/99            8,094
  5,000      Series 1995A                                       5.40       8/01/00            5,045
  5,000      Series 1995D                                       6.50       2/01/02            5,231
  7,880    Thruway Auth. RB, Series 1995                        5.10       4/01/01            7,856

           North Carolina
  3,000    Charlotte-Mecklenberg Hospital RB, 
             Series 1992                                        5.20       1/01/97            3,025
       
           Oklahoma
    990    Valley View Hospital Auth. RB, Series 1996           5.00       8/15/98              986
          
           Oregon
  5,000    Clackamas County Hospital RB, Series 1992A           5.30      10/01/96            5,025

           Pennsylvania
           Beaver County Finance Auth. RB,
 18,810      Series 1986A (CRE)                                 8.00      11/01/09(a)        19,934
  8,545      Series 1986B (CRE)                                 8.00      11/01/09(a)         9,056
           Higher Education Assistance Agency Student
             Loan RB,
 16,175      Series 1984A (CRE)                                 4.63      12/01/00           16,137
 17,290      Series 1985A (CRE)                                 6.80      12/01/00           18,635
 
           Puerto Rico
           Electric Power Auth. RB,
  4,365      Series S                                           6.00       7/01/99            4,539
  3,600      Series T                                           6.00       7/01/99            3,743
  5,000    Highway and Transportation Auth. RB, Series U        5.50       7/01/97            5,081
  5,000    Municipal Finance Agency RB, Series 1992A            4.75       7/01/97            5,024

           Tennessee
  7,595    Clarksville Public Building Auth. RB, 
             Series 1993                                        4.75      12/01/00            7,658
           Shelby County Hospital RB,
  1,500      Series 1993                                        4.50      11/01/98            1,490
  2,500      Series 1993                                        5.10      11/01/03            2,460

           Texas
           Abilene Higher Education Facilities Corp. RB,
  1,335      Series 1995                                        5.30      10/01/99            1,358
  1,280      Series 1995                                        5.40      10/01/00            1,308
  1,480      Series 1995                                        5.50      10/01/01            1,514
  1,000      Series 1995                                        5.60      10/01/02            1,020
  6,000    Calhoun County Navigation IDA PCRB, 
             Series 1995                                        4.65       6/01/01            5,894
  1,450    Houston Water and Sewer System RB, 
             Series 1992B                                       4.90      12/01/97            1,465
  4,090    Pasadena GO, Series 1994                             5.75       2/15/99            4,248

           Virginia
  1,650    Fairfax County Economic Development Auth. RB,
             Series 1991A                                       7.13       6/01/96            1,655

           West Virginia
 13,480    School Building Auth. Capital Improvement RB,
             Series 1994                                        6.00       7/01/00           14,199
       
           Wisconsin
  1,000    Housing and Economic Development Auth. RB,
             Series 1992A                                       5.20      11/01/96            1,003
                                                                                          ----------  
               Total fixed rate instruments (cost: $521,455)                                527,268
                                                                                          ----------


           Put Bonds (11.7%)

           California
 10,000    Rancho Water District Financing Auth. RB,
             Series 1996                                        4.70       8/15/21            9,826
  7,500    Redwood MFH RB, Series 1985B (CRE)                   5.20      10/01/08            7,500

           Colorado
  5,000    Denver City and County Airport System RB,
             Series 1991C (CRE)                                 6.00      12/01/25            5,083
  
           Florida
           Housing Finance Agency MFH RB,
  5,000      Series 1983F (CRE)                                 5.35      12/01/05            5,125
  4,000      Series 1983G (CRE)                                 5.35      12/01/05            4,100
  5,200      Series 1995D (CRE)                                 5.10       4/01/13            5,200
  5,630      Series 1995K (CRE)                                 4.85      12/01/05            5,630

           Illinois
  5,000     Development Finance Auth. RB, 
              Series 1993A (CRE)                                5.00       1/01/28            5,031
 11,900    Educational Facilities Auth. RB, 
              Series 1992 (CRE)                                 5.63      10/01/26           11,946
 
           Kansas
  6,270    Lenexa Health Care Facilities RB, 
             Series 1991 (CRE)                                  6.25       5/15/11(a)         6,289
  
           Michigan
  7,000     Ottawa County Economic Development RB,
              Series 1991 (CRE)                                 6.38       5/01/16            7,009

           Pennsylvania
  3,800     Armstrong County Hospital Auth. RB, 
              Series 1992A (CRE)                                5.25      11/01/12            3,863
 13,625    Montgomery County Redevelopment MFH RB,
              Series 1991A (CRE)                                6.13       8/01/07           13,640
                                                                                           ---------

               Total put bonds (cost: $89,883)                                               90,242
                                                                                           ---------


           Variable Rate Demand Notes (19.3%)
           Alabama
  4,200    Phenix City Industrial Development Board RB,
             Series 1985 (CRE)                                  3.95      12/01/15            4,200

           Arizona
  6,000    Maricopa County Pollution Control Corp.
             PCRB, Series 1985A                                 3.75       8/01/15            6,000

           California
  8,000    Grand Terrace Community Redevelopment 
             Agency MFH RB, Series 1985A                        3.35      12/01/11            8,000
  2,115    Lemoore COP, Series 1995 (CRE)                       3.55      11/01/20            2,115
 23,300    Los Angeles Community Redevelopment 
             Agency MFH RB, Series 1989 (CRE)                   3.30       4/01/09           23,300
  6,400    Los Angeles MFH RB, Series 1986 (CRE)                3.15      12/01/16            6,400
 21,410    Orange County Housing Auth. MFH RB, 
             Series 1985-AA (CRE)                               4.55      12/01/08           21,410
           Sacramento County MFH RB,
  3,100      Series 1985E (CRE)                                 3.45       9/15/07            3,100
  1,915      Series 1988B (CRE)                                 4.50      12/01/98            1,915
    200    San Diego Housing Auth. MFH RB, 
             Series 1985L (CRE)                                 4.50      12/01/08              200
  4,200    Union City MFH RB, Series 1989B (CRE)                3.25      11/01/07            4,200
 
           Colorado
  6,900    Denver City and County RB (CRE)                      3.55      10/01/18            6,900
 
           Illinois
  8,115    Health Facilities Auth. RB, 
             Series 1985C (CRE)                                 3.55      10/01/15            8,115
    920    West Frankfort Commercial Redevelopment RB           6.39       4/01/07              920

           Indiana
 10,200    Jasper County PCRB, Series 1994C (CRE)               3.85       4/01/19           10,200

           New York
  1,200    Chautauqua County IDA IDRB, 
             Series 1984A (CRE)                                 4.30       1/01/00            1,200
  2,000    Nassau County IDA RB, Series 1993 (CRE)              3.75       7/01/23            2,000
  1,800    New York City Trust for Cultural Resources RB,
             Series 1990B (CRE)                                 3.60      12/01/15            1,800

           Ohio
  3,600    Dayton Special Facilities RB, 
             Series 1988C (CRE)                                 3.85      10/01/09            3,600
  1,800    Warren County IDRB, Series 1985 (CRE)                3.75      12/01/05            1,800
       
           South Carolina
  2,400    Sumter County IDRB, Series 1982 (CRE)                3.68      12/01/02            2,400

           Virginia
 13,800    Loudoun County IDA Residential Care 
              Facility RB, Series 1994B (CRE)                   3.95      11/01/24           13,800

           Washington
 15,600    Student Loan Finance Association RB, 
             Series 1985-2nd (CRE)                              3.55       1/01/01           15,600
                                                                                           ----------
               Total variable rate demand notes (cost: $149,175)                            149,175
                                                                                           ----------
               Total investments (cost: $760,513)                                          $766,685
                                                                                           ==========
</TABLE>
Short-Term Fund

Portfolio of Investments in Securities (continued)

March 31, 1996

         Portfolio Summary By Industry
General Obligations                     18.3 %
Multi-Family Housing                    14.8
Student Loan                            11.1
Hospitals                               11.0
Education                                5.8
Finance - Municipal                      5.4
Water Utilities                          4.7
Electric Power                           3.9
Special Assessment/Tax/Fee               3.7
Paper & Forest Products                  3.6
Toll Roads                               3.0
Ports/Wharfs                             2.4
Community Service                        1.8
Retirement Homes                         1.8
Escrowed Securities                      1.4
Nursing Care                             1.2
Other                                    5.2
                                       --------
Total                                   99.1 %
                                       ========

Portfolio Summary By State
Alabama                 .5%   Alaska          2.8%   Arizona         1.0%
Arkansas                .4    California     15.0    Colorado        3.6
District of Columbia   2.3    Florida         2.7    Guam            5.3
Idaho                  1.4    Illinois        5.7    Indiana         6.0
Kansas                  .8    Louisiana       4.2    Maine           1.7
Massachusetts          3.7    Michigan        1.9    Missouri        1.5 
Nevada                 1.1    New York       12.8    North Carolina   .4 
Ohio                    .7    Oklahoma         .1    Oregon           .7
Pennsylvania          10.5    Puerto Rico     2.4    South Carolina   .3
Tennessee              1.5    Texas           2.2    Virginia        2.0
Washington             2.0    West Virginia   1.8    Wisconsin        .1
                                                                   -------
                                                     Total          99.1%
                                                                   =======

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

March 31, 1996


Principal                                                 Coupon            Final     
 Amount               Security                             Rate            Maturity         Value
                              
<C>            <S>                                        <C>            <C>             <C>
               Variable Rate Demand Notes (53.8%)
               Alabama
$ 9,500        Evergreen Board IDRB, Series 1985 (CRE)     3.80 %         12/01/04       $    9,500

               California
  6,900        Agoura Hills MFH RB, Series 1995 (CRE)      3.75            6/01/15            6,900
  6,080        Covina Redevelopment Agency MFH RB, 
                 Series 1994A (CRE)                        3.65           12/01/15            6,080
  7,425        Fontana COP, Series 1991 (CRE)              3.90            7/01/21            7,425
    200        Livermore MFH RB, Series 1992A (CRE)        3.40           12/01/22              200
  6,915        Los Angeles County Housing Auth. MFH RB,
                 Series 1994B (CRE)                        3.65            9/01/18            6,915
  4,000        San Diego MFH RB, Series 1993A (CRE)        3.65           12/01/15            4,000
 15,000        Torrance Hospital RB, Series 1992 (CRE)     4.00            2/01/22           15,000
 
               Colorado
  6,860        Commerce City Golf Enterprise RB, 
                 Series 1994 (CRE)                         3.65           11/01/21            6,860
 17,900        Denver City and County Airport System RB,
                 Series 1991B (CRE)                        3.85           12/01/25           17,900
 11,105        Denver City and County MFH RB, 
                 Series 1985 (CRE)                         3.90           12/01/09           11,105
               Housing Finance Auth. MFH RB,
  7,895          Series 1990, Huntington Apartments 
                 Project (CRE)                             4.05            3/01/12            7,895
  6,900          Series 1990, Silver Reef Apartments 
                 Project (CRE)                             4.05            3/01/12            6,900
 16,100        Smith Creek Metropolitan District RB, 
                 Series 1995 (CRE)                         3.40           10/01/35           16,100
 
               District of Columbia
  7,228        Health Facilities RB, Series 1991 (CRE)     3.50            2/01/21            7,228
  
               Florida
  1,000        Brevard County Housing Finance Auth. 
                 MFH RB, Series 1993 (CRE)                 3.65            7/01/05            1,000
  1,565        Broward County Housing Finance Auth. 
                 MFH RB, Series 1990 (CRE)                 3.70           10/01/07            1,565
  1,600        Dade County Aviation Facilities RB,
                 Series 1984A (CRE)                        3.90           10/01/09            1,600
 11,600        Dade County Health Facilities Auth. RB,
                 Series 1990 (CRE)                         3.85            9/01/20           11,600
  1,600        Dade County Housing Finance Auth. MFH RB,
                 Series 1995-3 (CRE)                       3.50            6/01/05            1,600
  3,200        Dade County MFH RB, Series 1993-1 (CRE)     4.00            2/01/28            3,200
               Housing Finance Agency MFH RB,
  5,655          Series 1990B (CRE)                        3.70           12/01/09            5,655
  7,710          Series 1990D (CRE)                        3.70           12/01/09            7,710
  9,800        Jacksonville Health Facilities Auth. RB,
                 Series 1990 (CRE)                         3.95            6/01/20            9,800
  2,200        Jacksonville Parking System Improvement RB,
                 Series 1992 (CRE)                         3.40            5/01/22            2,200
 12,800        Manatee County MFH RB, Series 1989A (CRE)   3.50            6/01/07           12,800
    900        Miami Health Facilities Auth. RB, 
                 Series 1992 (CRE)                         3.45            3/01/12              900
    600        Palm Beach County IDRB, Series 1990 (CRE)   3.45            5/01/02              600
               Pinellas County Housing Finance Auth. MFH RB,
  7,700          Series 1989A (CRE)                        3.50            7/01/07            7,700
  1,395          Series 1991A (CRE)                        3.50            7/01/11            1,395
  1,800        Sarasota County Health Facilities Auth. RB,
                 Series 1989 (CRE)                        3.40            12/01/19            1,800
    100        Southeast Volusia Hospital RB, 
                 Series 1995 (CRE)                        3.45             5/01/22              100
  1,500        Wauchula IDA RB, Series 1993 (CRE)         3.45            12/01/13            1,500
 
               Georgia
  6,500        Catoosa County IDA RB, Series 1991 (CRE)   3.45            12/01/06            6,500
  5,965        Columbus IDA RB, Series 1991 (CRE)         3.55             1/01/11            5,965
  8,500        Hapeville Hotel IDA RB, Series 1985 (CRE)  3.85            11/01/15            8,500
 23,610        Roswell Housing Auth. MFH RB, 
                 Series 1990 (CRE)                        3.70            12/01/09           23,610
 
               Illinois
               Chicago-O'Hare International Airport RB,
 16,400          Series 1983A (CRE)                       3.85            12/01/17           16,400
  5,300          Series 1983B (CRE)                       3.85            12/01/17            5,300
  6,000        Development Finance Auth. Demand Notes,
                 Fiscal Year 1995-1996A (CRE)             3.50             6/28/96            6,000
               Development Finance Auth. MFH RB,
  7,400          Series 1991 (CRE)                        3.90            10/01/25            7,400
  5,000          Series 1993 (CRE)                        3.65            12/01/13            5,000
  
               Indiana
  2,600        Salem Economic Development RB, 
                 Series 1985 (CRE)                        5.36            10/01/00            2,600
  4,035        St. Joseph County Hospital Auth. RB, 
                 Series 1995 (CRE)                        3.50             3/04/15            4,035

               Kentucky
  6,000        Fulton Hospital RB, Series 1985 (CRE)      3.50             5/01/10            6,000
  9,490        Hancock County Industrial Building RB,
                 Series 1991 (CRE)                        3.85             7/01/11            9,490
 19,000        Ohio County PCRB, Series 1983 (CRE)        3.80             6/01/13           19,000
 
               Louisiana
               Housing Finance Agency MFH RB,
  7,050          Series 1988A (CRE)                       3.80             1/01/26            7,050
  9,195          Series 1988B (CRE)                       3.80            12/01/25            9,195
 24,600        Orleans Levee District Capital Recovery
                 Funding RB, Series 1988A (CRE)           3.80            10/01/17           24,600
  8,700        Public Facilities Auth. MFH RB, 
                 Series 1988 (CRE)                        3.65            12/01/13            8,700
 12,685        Public Facilities IDA RB, 
                 Series 1993 (CRE)                        3.45             2/01/13           12,685

               Michigan
  3,300        Detroit Downtown Development 
                 Auth. RB (CRE)                           3.55            12/01/10            3,300
  7,000        Flint Hospital Building Auth. RB, 
                 Series 1995B (CRE)                       3.35             7/01/15            7,000
  3,675        Grand Rapids Economic Development Corp. RB,
                 Series 1991A (CRE)                       4.25             8/01/17            3,675
  9,400        Midland County Economic Development Corp. RB,
                 Series 1993B                             3.70            12/01/15            9,400
               Strategic Fund Ltd. Obligation RB,
  9,200          Series 1994                              3.85             2/01/09            9,200
  3,700          Series 1995CC (CRE)                      3.70             9/01/30            3,700

               Minnesota
  4,300        Hastings Hospital RB, Series 1988 (CRE)    3.75            11/01/13            4,300
 16,300        St. Paul Housing and Redevelopment Auth. RB,
                 Series 1982A (CRE)                       3.85            12/01/12           16,300

               Mississippi
  4,245        Hinds County Urban Renewal RN,
                 Series 1991 (CRE)                        3.50             1/01/07            4,245
  
               Missouri
               Clayton IDA RB,
  6,125          Series 1994A (CRE)                       3.75            12/01/06            6,125
  6,175          Series 1994B (CRE)                       3.75             2/01/07            6,175
  8,780          Series 1995C (CRE)                       3.75             5/01/05            8,780

               New Hampshire
  6,220        Higher Educational and Health Facilities RB,
                 Series 1996 (CRE)                        3.50             5/01/26            6,220
  1,085        Housing Finance Auth. MFH RB, 
                 Series 1990 (CRE)                        3.70             7/01/06            1,085

               New Jersey
  2,940        Economic Development Auth. RB, 
                 Series 1989 (CRE)                        3.55            12/01/00            2,940
          
               New York
  1,210        Geneva IDA RB, Series 1993A (CRE)          3.45             3/01/08            1,210
  1,400        New York City GO, Series 1995B-8 (CRE)     3.50             8/15/24            1,400
               New York City Housing Development Corp. RB,
 41,660          Series 1984A (CRE)                       4.50            12/01/16           41,660
  9,875          Series 1985A (CRE)                       4.50            12/01/09            9,875
  3,900          Series 1993A (CRE)                       3.65             1/01/23            3,900
    600        Oswego County IDA PCRB, Series 1992        3.35            12/01/08              600
 
               North Carolina
  8,100        New Hanover County Industrial Facilities and
                 Pollution Control Financing Auth. RB, 
                 Series 1984 (CRE)                        3.50            12/01/99            8,100
 10,150        Wake County Industrial Facilities and
                 Pollution Control Financing Auth. RB, 
                 Series 1985C (CRE)                       3.65            10/01/15           10,150

               Ohio
  6,000        Clark County IDA RB (CRE)                  3.65            12/01/10            6,000
          
               Oklahoma
               Muskogee Industrial Trust RB,
  3,160          Series 1985, Muskogee Mall Project (CRE) 3.65            12/01/15            3,160
  2,400          Series 1985, Warmack-Muskogee      
                 Project (CRE)                            3.65            12/01/15            2,400
 
               Pennsylvania
  2,570        Montgomery County Higher Education and
                 Health Auth. RB, Series 1992 (CRE)       3.68            12/01/02            2,570
             
               South Carolina
               Housing Finance and Development Auth. RB,
  4,420          Series 1987 (CRE)                        3.60            12/01/11            4,420
  8,400          Series 1988 (CRE)                        3.55             7/01/07            8,400
  6,100          Series 1988 (CRE)                        3.55            11/01/07            6,100
  5,000        Job and Economic Development Auth. RB,
                 Series 1994 (CRE)                        3.55            12/01/14            5,000
 
               Tennessee
 26,000        Clarksville Public Building Auth. RB, 
                 Series 1995 (CRE)                        3.50            10/01/25           26,000
               Montgomery County Public Building Auth. RB,
 15,000         Series 1995 (CRE)                         3.50             7/01/15           15,000
 31,000         Series 1995 (CRE)                         3.50             3/01/25           31,000
               Nashville and Davidson County Industrial
                 Development Board RB,
  4,000          Series 1985 (CRE)                        3.45            12/01/07            4,000
  1,000          Series 1985 (CRE)                        3.45            12/01/07            1,000
  4,710          Series 1994 (CRE)                        3.50             6/01/08            4,710
  4,000          Series 1995 (CRE)                        3.50             6/01/10            4,000
 14,205          Series 1995 (CRE)                        3.75            11/01/12           14,205
 
               Texas
  7,700        Austin Higher Education Auth. RB, 
                 Series 1995 (CRE)                        3.55             8/01/19            7,700
    100        Capital IDC PCRB, Series 1984              3.40            10/01/00              100
    100        Corpus Christi Port Auth. RB, 
                 Series 1984 (CRE)                        3.40             9/01/14              100
  4,600        Guadalupe Blanco River Auth. PCRB, 
                 Series 1995 (CRE)                        3.85            11/01/15            4,600
  5,400        Gulf Coast IDA RB, Series 1989 (CRE)       3.55            11/01/19            5,400
    150        North Central Texas Health Facilities
                 Development Corp. RB, Series 1989 (CRE)  3.55            12/01/98              150
 12,900        Nueces River Auth. PCRB, Series 1985 (CRE) 3.85            12/01/99           12,900
 14,075        Tarrant County Housing Finance Corp. MFH RB,
                 Series 1994 (CRE)                        3.65            11/01/07           14,075
  1,875        Travis County Housing Finance Corp. MFH RB,
                 Series 1985 (CRE)                        3.70            12/01/07            1,875
       
               Utah
  8,500        Ogden City IDA RB, Series 1986 (CRE)       3.85             9/01/13            8,500
  
               Virginia
               Chesterfield County IDA PCRB,
  2,300          Series 1992                              3.45             4/01/09            2,300
  5,550          Series 1993                              3.55             8/01/09            5,550
  2,824        Fairfax County American College of 
                 Radiology RB,Series 1990 (CRE)           3.50             2/01/11            2,824
    300        Fauquier County IDA RB, Series 1994 (CRE)  3.50            12/01/14              300
  3,400        Hampton Redevelopment and Housing Auth. RB,
                 Series 1984A (CRE)                       3.43            12/01/06            3,400
  5,253        Harrisonburg Redevelopment and Housing 
                 Auth. RN, Series 1985 (CRE)              3.50            12/01/15            5,253
  2,150        Henrico County IDA RB, Series 1986C (CRE)  3.40             7/15/16            2,150
 10,200        Loudoun County IDA RB, Series 1985 (CRE)   3.80             9/01/15            10,200
  5,500        Louisa County IDA RB, Series 1995 (CRE)    3.50             1/01/20            5,500
  3,000        Newport News Redevelopment and Housing 
                 Auth. MFH RB, Series 1990 (CRE)          3.43             3/01/07            3,000
  5,000        Peninsula Ports Auth. RB, Series 1987      3.75            12/01/05            5,000
  1,200        Prince William County IDA RB, 
                 Series 1988 (CRE)                        3.47             6/30/04            1,200
 
               Washington
               Housing Finance Commission RB,
  2,600          Series 1990 (CRE)                        3.95             1/01/21            2,600
  2,420          Series 1991 (CRE)                        3.90             7/01/11            2,420
  2,170        Port of Benton Economic Development 
                 Corp. RB, Series 1989 (CRE)              3.70            11/01/05            2,170
  2,260        Seattle IDA RB, Series 1989-I, Lot 1 (CRE) 3.95             8/01/04            2,260
  8,000        Student Loan Finance Association RB, 
                 Series 1985-2nd (CRE)                    3.55             1/01/01            8,000
  
               West Virginia
  5,875        Cabell County Nursing and Rehabilitation
                 Facilities RB, Series 1993 (CRE)         3.55            10/01/10            5,875
                                                                                          ----------
               Total variable rate demand notes (cost: $823,470)                            823,470
                                                                                          ----------

               Put Bonds (22.6%)
               California
 12,000        Higher Education Loan Auth. RB, 
                 Series 1987B (CRE)                       3.90             7/01/02           12,000
 25,000        Student Education Loan Marketing Corp. RB,
                 Series 1993A (CRE)                       3.90            11/01/02           25,000

               Florida
  7,900       Jacksonville IDA RB, Series 1989 (CRE)      4.00            10/01/09            7,900
              St. Lucie County PCRB,
  9,000         Series 1992                               3.25             5/01/27            9,000
 16,500         Series 1992                               3.25             5/01/27           16,500
  6,000         Series 1994B                              3.25             7/01/29            6,000
  4,100       West Orange Memorial Hospital RB, 
                Series 1991A-1 (CRE)                      3.30             2/01/22            4,100

              Georgia
  5,300       Fulco Hospital Auth. Revenue Anticipation
                Certificates, Series 1989 (CRE)           3.25            10/01/18            5,300
  8,025       Roswell Housing Auth. MFH RB, 
                Series 1984B (CRE)                        4.05            11/01/14            8,025
  
              Illinois
 15,000       Chicago GO, Series 1994C (CRE)              3.80            10/31/99           15,000
              Health Facilities Auth. RB,
  8,500         Series 1990A (CRE)                        3.30             2/01/19            8,500
 16,300         Series 1991A (CRE)                        4.00            10/01/15           16,300
 14,000         Series 1992                               3.35             1/01/26           14,000
 20,000         Series 1995                               3.65             6/01/30           20,000
 
              Kentucky
  5,500       Lexington-Fayette Urban County Government
                Residential Facilities RB, 
                 Series 1987 (CRE)                        4.50             4/01/15            5,500     (c)
  3,000       Pendleton County Self-Insurance Funding RB,
                 Series 1987 (CRE)                        4.00             7/01/01            3,000

              Louisiana
  8,540       Public Facilities IDA RB, Series 1984 (CRE) 4.00            12/01/14            8,540
  4,100       State Tender GO CP, Series 1991A (CRE)      3.20             7/01/03            4,100
  
              Maryland
  7,050       Anne Arundel County RB, 1988 Issue (CRE)     3.55            6/15/11            7,050
  4,000       Calvert County RB, 1987 Issue (CRE)          3.45           12/01/04            4,000
  
              Massachusetts
 30,600       Boston Univ. Health and Educational
                Facilities Auth. RB, Series 1985H (CRE)    3.20           12/01/15           30,600

              Minnesota
  3,100       Housing Finance Agency RB, Series 1995M      3.50            7/01/25            3,100

              Missouri
              Environmental Improvement and Energy
                Resources Auth. PCRB,
 11,250         Series 1984 (CRE)                          4.00            6/01/14           11,253
 11,800         Series 1984A (CRE)                         4.00            6/01/14           11,800
  4,700         Series 1985A (CRE)                         3.25            6/01/15            4,700

              New Hampshire
 10,750       Business Finance Auth. PCRB, Series 1990B    3.20           11/01/20           10,750
  5,000       Higher Educational and Health Facilities
                Auth. RB, Series 1985                      4.10            6/01/25            5,000

              New York
              Energy Research and Development Auth. PCRB,
  2,200         Series 1985A (CRE)                         3.30            3/15/15            2,200
 12,000         Series 1985A (CRE)                         3.25            3/01/16           12,000
  9,000         Series 1985B (CRE)                         3.85           10/15/15            9,000
  4,000         Series 1985D (CRE)                         3.65           12/01/15            4,000

              North Carolina
  6,000       Eastern Municipal Power Agency RB, 
                Series 1988B (CRE)                         3.30            1/01/26            6,000

              Oregon
 18,000       Klamath Falls Electric RB, 
                Series 1986C (CRE)                         4.40            5/01/23           18,000

              Pennsylvania
  6,320       Ferguson Industrial and Commercial
                Development Auth. RB, Series 1981          4.10           11/01/06            6,320

              Utah
  8,000       Intermountain Power Agency Power Supply RB,
                Series 1985E (CRE)                         3.30            7/01/18            8,000

              Wyoming
  2,350       Rock Springs IDRB, Series 1992 (CRE)         3.35            3/01/02            2,350
                                                                                           ----------
              Total put bonds (cost: $344,888)                                              344,888
                                                                                           ----------


              Fixed Rate Instruments (22.8%)
              California
  3,225       Community College Financing Auth. TRAN,
                Series 1995B                               5.00            8/30/96            3,232
              Revenue Anticipation Warrants,
 13,110         Series 1994C (CRE)                         5.75            4/25/96           13,121
 12,500         Series 1994C (Insured) (CRE)               5.75            4/25/96           12,519
 10,000       San Bernardino County TRAN, 
                Series 1995-96 (CRE)                       4.50            7/05/96           10,014

              Connecticut
              Mashantucket Western Pequot Tribe CP,
 20,000         Series 1996 (CRE)                          3.50            6/28/96           20,000
  3,500         Series 1996 (CRE)                          3.40           10/24/96            3,500

              Florida
  6,150       Altamonte Springs Health Facilities 
                Auth. RB (CRE)                             7.90           10/01/14(a)         6,390
  2,165       Local Government Finance Commission 
                Pooled CP Notes, Series 1996A              3.30            5/17/96            2,165
 
              Iowa
  4,125       Iowa School Corp. Warrant Certificates,
                Series 1995-96B (CRE)                      4.25            1/30/97            4,153

              Kansas
 17,820       Wichita GO, Series 1996-187                  3.40            8/29/96           17,829

              Massachusetts
 15,000       Gloucester BAN, Series 1995C (CRE)           4.25            9/20/96           15,024
 15,000       Massachusetts Bay Transportation Auth.,
                Series 1996A                               3.75            2/28/97           15,065

              Minnesota
 12,500       School District Tax and Aid Anticipation COP, 
                Series 1996B (CRE)                         4.00            3/14/97           12,587
 10,000       St. Paul ISD 625 Tax Anticipation GO (CRE)   3.50            3/25/97           10,016

              New Mexico
  8,500       Albuquerque Municipal School District 
                Number 12 GO, Series 1995                  5.10            8/01/96            8,534

              New York
 23,500       Suffolk County TAN, Series 1996-I (CRE)      4.00            8/15/96           23,565

              Ohio
 17,300       Univ. of Cincinnati BAN, Series 1996-K1      3.75            3/20/97           17,373
 
              Rhode Island
  4,325       Housing and Mortgage Finance Corp. MFH,
                Series 1995A (CRE)                         4.24            7/01/96            4,336
 
              Texas
 20,900       Houston GO CP Notes, Series 1995A            3.30            5/31/96           20,900
 11,900       Richardson ISD TRAN, Series 1995             4.50            8/30/96           11,921
               San Antonio Electric and Gas CP,
 34,000          Series 1996A                              3.25            4/04/96           34,000
 17,700          Series 1996A                              3.25            9/04/96           17,700
 54,900       TRAN, Series 1995A                           4.75            8/30/96           55,154
 
              Virginia
  5,150       Fairfax County Public Improvement RB, 
                Series 1993B                               8.00            6/01/96            5,191
  
              Washington
  4,700       Kings County Sewer RB, Series 1996A          3.20            4/11/96            4,700
                                                                                         ------------
              Total fixed rate instruments (cost: $348,989)                                 348,989
                                                                                         ------------
              Total investments (cost: $1,517,347)                                       $1,517,347
                                                                                         ============
</TABLE>
Tax Exempt Money Market Fund
Portfolio of Investments in Securities (continued)

March 31, 1996


                       Portfolio Summary By Industry
Multi-Family Housing                                 19.8%
Electric Power                                       13.2
General Obligations                                  11.9
Education                                             9.4
Hospitals                                             8.4
Buildings                                             4.2
Community Service                                     4.1
Miscellaneous                                         3.9
Airports                                              2.7
Hotel/Motel                                           2.6
Special Assessment/Tax/Fee                            2.4
Nursing Care                                          2.0
Chemicals                                             1.8
Escrowed Securities                                   1.6
Manufacturing - Diversified Industries                1.4
Transportation - Miscellaneous                        1.2
Gas Utilities                                         1.1
Finance - Municipal                                   1.0
Other                                                 6.5
                                                    -------
Total                                                99.2%
                                                    =======


                   Portfolio Summary By State
Alabama         .6%   California              8.0%      Colorado         4.4%
Connecticut    1.5    District of Columbia     .5       Florida          8.2
Georgia        3.8    Illinois                7.4       Indiana           .4
Iowa            .3    Kansas                  1.2       Kentucky         2.8
Louisiana      4.9    Maryland                 .7       Massachusetts    4.0
Michigan       2.4    Minnesota               3.0       Mississippi       .3
Missouri       3.2    New Hampshire           1.5       New Jersey        .2
New Mexico      .5    New York                7.1       North Carolina   1.6
Ohio           1.5    Oklahoma                 .4       Oregon           1.2
Pennsylvania    .6    Rhode Island             .3       South Carolina   1.6
Tennessee      6.5    Texas                  12.2       Utah             1.1
Virginia       3.4    Washington              1.4       West Virginia     .4
                                                        Wyoming           .1
                                                                       -------
                                                              Total     99.2%
                                                                       =======
(This page left blank intentionally)

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          ISD    Independent School District
   COP  Certificate of Participation    MFH    Multi-Family Housing
   CP   Commercial Paper                PCRB   Pollution Control      
   CRE  Credit Enhanced                          Revenue Bond     
   GO   General Obligation              RB     Revenue Bond
   IDA  Industrial Development          RN     Revenue Note
          Authority/Agency              SFH    Single-Family Housing
   IDC  Industrial Development          TAN    Tax Anticipation Note 
          Corporation                   TRAN   Tax Revenue 
  IDRB  Industrial Development                   Anticipation Note
          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. For the Long-Term, Intermediate-Term, and Short-Term
Funds, these securities represented 1.3%, 9.9%, and 2.7% 
of the Funds' net assets, respectively.

(c)  At March 31, 1996, the cost of securities purchased on a delayed
delivery basis for the Long-Term, Intermediate-Term and Tax Exempt Money
Market Funds was $5,213, $17,710 and $1,500, respectively.

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

See accompanying notes to financial statements.

<TABLE>
<CAPTION>
Statements of Operations
(In Thousands)

Year ended March 31, 1996

                                                                                         Tax Exempt
                                 Long-Term          Intermediate-       Short-Term      Money Market
                                    Fund              Term Fund            Fund            Fund
<S>                              <C>                <C>                 <C>             <C>
                    
Net investment income:
  Interest income                 $116,293          $ 95,825            $ 40,198         $ 57,942
                                ------------       ------------        ------------     -----------
                                                                           
  Expenses:
   Management fees                   5,120             4,533               2,188            4,067
   Transfer agent's fees             1,080             1,058                 670            1,011
   Custodian's fees                    242               235                 164              340
   Postage                             124               114                  83              144
   Shareholder reporting fees           50                50                  42               84
   Directors' fees                       3                 3                   3                3
   Registration fees                    40                41                  34               78
   Audit fees                           36                36                  36               36
   Legal fees                            6                 6                  12                6
   Other                                68                37                  21               41
                                 -----------        ----------           -----------      ---------           
     Total expenses                  6,769             6,113               3,253            5,810
                                 -----------        ----------           ------------     ---------          
      Net investment income        109,524            89,712              36,945            52,132
                                 -----------        -----------          ------------     ----------           
Net realized and unrealized gain
  on investments:
   Net realized gain                11,015             2,066                 205                  -
   Change in net unrealized
     appreciation/depreciation      18,365            30,639               7,788                  -
                                 -----------        ------------         ------------      ----------            
     Net realized and
      unrealized gain               29,380            32,705               7,993                  -
                                 -----------        ------------         -------------     -----------             
Increase in net assets resulting
 from operations                  $138,904          $122,417             $44,938            $52,132
                                 ==========         ============         =============      ===========
 
</TABLE>
See accompanying notes to financial statements.

STATEMENTS OF CHANGES IN NET ASSETS
(IN THOUSANDS)

<TABLE>
<CAPTION>
Years ended March 31,
                                                                                                                Tax Exempt
                                       Long-Term               Intermediate-         Short-Term           Money Market
                                          Fund                   Term Fund              Fund                   Fund
                                   1996       1995         1996        1995      1996        1995         1996       1995
<S>                             <C>        <C>          <C>         <C>        <C>        <C>           <C>        <C>
From operations:
  Net investment income         $ 109,524  $ 109,659    $  89,712   $  84,836  $  36,945  $  40,035     $ 52,132   $  44,967
  Net realized gain (loss) 
   on investments                 11,015    (62,334)       2,066      (8,896)       205     (3,175)           -           -
  Change in net unrealized 
   appreciation/depreciation
    of investments                 18,365     36,258       30,639      10,764      7,788        535            -           -
                               -----------  ----------   ---------   ---------  ---------   ---------  -----------  ----------
  Increase in net assets 
    resulting from
    operations                    138,904     83,583      122,417      86,704     44,938     37,395       52,132      44,967
                               -----------  ----------   ----------  ---------  ----------   --------   ----------   -------
Distributions to shareholders from:
  Net investment income          (109,524)  (107,798)     (89,712)    (84,836)   (36,945)   (40,035)     (52,132)    (44,967)
                               ------------ ----------    ---------   --------  ----------  ----------  ----------   -------
                                                                                              
  Net realized gains                    -    (12,042)           -      (3,178)         -          -            -           -
                               ------------ ----------    ---------   --------- ----------  ----------  ----------   ---------
From capital share transactions:
  Shares sold                     688,986    752,881      267,168     334,817    255,280     370,243   1,826,253   1,991,020
  Shares issued for 
    dividends reinvested           78,174     87,645       69,222      68,192     31,024      33,428      49,039      42,040
  Shares redeemed                (767,067)  (861,319)    (238,806)   (431,132)  (321,434)   (595,498) (1,802,863) (2,146,073)
                               ------------ -----------  ----------  ---------- ---------   --------- ----------- ------------
  Increase (decrease) in 
   net assets from 
   capital share 
   transactions                        93    (20,793)      97,584     (28,123)   (35,130)   (191,827)     72,429    (113,013)
                               ------------ -----------  ----------  ----------  ---------  ---------- ----------- -----------
Net increase (decrease) in 
  net assets                       29,473    (57,050)     130,289     (29,433)   (27,137)   (194,467)     72,429    (113,013)
Net assets:
   Beginning of period          1,774,643  1,831,693    1,529,750   1,559,183    801,157     995,624   1,456,747   1,569,760
                               ----------- -----------  ----------  ----------   ---------   --------- ----------  ----------
   End of period               $1,804,116 $1,774,643   $1,660,039  $1,529,750  $ 774,020   $ 801,157  $1,529,176  $1,456,747
                               =========== =========== =========== =========== =========== ========== ==========  ===========
Change in shares outstanding:
   Shares sold                      51,936     59,286       20,825      27,070     24,121     35,503   1,826,253    1,991,020
   Shares issued for
    dividends reinvested             5,894      6,859        5,391       5,523      2,931      3,205      49,039       42,040
   Shares redeemed                 (57,756)   (67,925)     (18,618)    (35,144)   (30,390)   (57,164) (1,802,863)  (2,146,073)
                               ------------  ----------  ----------  -----------  --------- --------- ------------ -----------
   Increase (decrease) in 
    shares outstanding                  74     (1,780)       7,598      (2,551)    (3,338)   (18,456)     72,429     (113,013)
                               ============  ==========  ===========  ==========  =========  =========  =========  ===========
Authorized shares of $.01
 par value                         175,000    175,000      170,000     170,000    135,000    135,000   2,600,000    2,600,000
                               ============  ==========  ===========  ==========  =========  ========= ==========  ===========
</TABLE>
See accompanying notes to financial statements.

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 Long-Term Fund, Intermediate-Term Fund,
Short-Term Fund, and Tax Exempt Money Market Fund (the Funds). The
Funds have a common objective of providing investors with interest
income that is exempt from federal income tax. The Tax Exempt Money
Market Fund has a further objective of preserving capital and
maintaining liquidity.

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.

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. During the year 
ended March 31, 1996, the Long-Term Fund had eleven borrowings, averaging 
$6.5 million with an average length of two days, and incurred $25 thousand 
in interest expense. The Intermediate-Term, Short-Term, and Tax Exempt Money 
Market Funds had no borrowings under either of these agreements 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, 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 Long-Term, Intermediate-Term, and  Short-Term Funds had
capital loss carryovers of approximately $51,340, $6,835, and $3,400, 
respectively, 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 carryovers have been 
utilized or expire.

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
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 were as follows:

              Long-Term   Intermediate-    Short-Term
                Fund      Term Fund          Fund
               
Purchases    $965,990      $525,574          $238,403          
                              
Sales       $947,145       $438,138          $331,545

Purchases and sales/maturities of securities for the year ended March
31, 1996 for the Tax Exempt Money Market Fund were $4,488,948 and
$4,408,063, respectively.

Gross unrealized appreciation and depreciation of investments at
March 31, 1996 was as follows:

                 Long-Term         Intermediate-       Short-Term
                   Fund             Term Fund             Fund
               
Appreciation     $  91,485         $    64,861         $   7,755
Depreciation       (11,062)             (7,458)           (1,583)
                ------------       -------------      ------------
         Net     $  80,423         $    57,403         $   6,172
                ============       =============      ============
     
(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 indirectly wholly owned by
United Services Automobile Association (the Association), a large,
diversified financial services institution. At March 31, 1996, the
Association and its affiliates owned 4,189 shares (3.2%) of the
Intermediate-Term Fund and 8,757 shares (.6%) of the Tax Exempt Money
Market Fund.


Notes to Financial Statements (continued)

March 31, 1996

<TABLE>
<CAPTION>
(7) Financial Highlights

Per share operating performance for a share outstanding throughout
each period is as follows:
           
                   Net Asset               Net Realized  Distributions   Distributions   Net Asset                              
                   Value At      Net           and         from Net      of Realized     Value at                Net Assets     
                   Beginning   Investment  Unrealized     Investment     Capital Gains      End       Total        at End         
                   of Period     Income    Gain (Loss)      Income                       of Period    Return      of Period     
Fiscal Year Ended     ($)         ($)          ($)           ($)             ($)             ($)        (%)*        ($000)
<S>                  <C>        <C>        <C>            <C>            <C>             <C>          <C>        <C>
Long-Term Fund:
March 31,
 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
 1996              12.96          .79          .21          (.79)             -             13.17       7.88      1,804,116

Intermediate-Term Fund:
March 31,
 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
 1996              12.50          .71          .27          (.71)             -             12.77       7.97      1,660,039

Short-Term Fund:
March 31,
 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
 1996              10.47          .50          .10          (.50)             -             10.57       5.83        774,020

Tax Exempt Money Market Fund:
March 31,
 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
 1996               1.00          .04            -          (.04)             -              1.00       3.65      1,529,176


</TABLE>
FINANCIAL HIGHLIGHTS (CONT)
                                  Ratio of Net 
               Ratio of            Investment
               Expenses              Income
               To Average         To Average        Portfolio
               Net Assets         Net Assets        Turnover
                  (%)                 (%)              (%)

Fiscal Year Ended
Long-Term Fund
March 31,
 1992             .40                 6.83            76.28
 1993             .39                 6.35            88.27 
 1994             .38                 5.69           109.28
 1995             .38                 6.23            64.72(a)
 1996             .37                 5.99            53.25(a)

Intermediate-Term Fund
March 31, 
 1992             .44                 6.45            66.57
 1993             .42                 5.85            74.02
 1994             .40                 5.30            69.45 
 1995             .40                 5.63            27.26(a)
 1996             .38                 5.54            27.51(a)

Short-Term Fund
March 31,
 1992             .48                 5.59           107.35  
 1993             .43                 4.75           138.20
 1994             .43                 4.25           101.67
 1995             .42                 4.50            32.61(a)
 1996             .42                 4.73            35.99(a)

Tax Exempt Money Market Fund
March 31, 
 1992             .39                 4.21                -  
 1993             .40                 2.85                -
 1994             .40                 2.29                -
 1995             .39                 2.93                -
 1996             .40                 3.59                -

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

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





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission