USAA TAX EXEMPT FUND INC
N-30D, 1998-05-28
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Table of Contents
      USAA Family of Funds                                         1
      Message from the President                                   2
      Investment Review:
         USAA California Bond Fund                                 4
         USAA California Money Market Fund                        10
      Financial Information:
         Independent Auditors' Report                             13
         Statements of Assets and Liabilities                     14
         Portfolios of Investments in Securities:
            USAA California Bond Fund                             16
            USAA California Money Market Fund                     21
         Notes to Portfolios of Investments in Securities         26
         Statements of Operations                                 27
         Statements of Changes in Net Assets                      28
         Notes to Financial Statements                            29



Important Information

Through  our  ongoing  efforts to reduce  expenses  and  respond to  shareholder
requests, your annual and semiannual report mailings are "streamlined." One copy
of each report is sent to each address,  rather than to every registered  owner.
For many  shareholders  and their families,  this eliminates  duplicate  copies,
saving paper and postage costs to the Fund.

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

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

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

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

USAA  with  the  eagle is  registered  in the U.S.  Patent &  Trademark  Office.
(Copyright)1998, USAA. All rights reserved.



                          USAA Family of Funds Summary

        Fund                                              Minimum
      Type/Name                   Volatility            Investment*  
- -------------------------------------------------------------------
CAPITAL APPRECIATION
===================================================================
 Aggressive Growth                Very high                $3,000
 Emerging Markets(1)              Very high                $3,000
 USAA First Start Growth          Moderate to high         $3,000
 Gold(1)                          Very high                $3,000
 Growth                           Moderate to high         $3,000
 Growth & Income                  Moderate                 $3,000
 International(1)                 Moderate to high         $3,000
 S&P 500 Index(2)                 Moderate                 $3,000
 Science & Technology(5)          Very high                $3,000
 World Growth(1)                  Moderate to high         $3,000
       
ASSET ALLOCATION            
====================================================================   
 Balanced Strategy(1)             Moderate                 $3,000
 Cornerstone Strategy(1)          Moderate                 $3,000
 Growth and Tax
  Strategy(3)                     Moderate                 $3,000
 Growth Strategy(1)               Moderate to high         $3,000
 Income Strategy                  Low to moderate          $3,000
          
INCOME -TAXABLE         
====================================================================
 GNMA                             Low to moderate          $3,000
 Income                           Moderate                 $3,000
 Income Stock                     Moderate                 $3,000
 Short-Term Bond                  Low                      $3,000
              
INCOME - TAX EXEMPT        
====================================================================           
 Long-Term(3)                     Moderate                 $3,000
 Intermediate-Term(3)             Low to moderate          $3,000
 Short-Term(3)                    Low                      $3,000
 State Bond Income(3)**           Moderate                 $3,000
       
MONEY MARKET        
====================================================================
 Money Market(4)                  Very low                 $3,000
 Tax Exempt
  Money Market(3),(4)             Very low                 $3,000
 Treasury Money
  Market Trust(4)                 Very low                 $3,000
 State Money Market(3),(4)**      Very low                 $3,000




(1)  Foreign  investing is subject to additional  risks,  which are discussed in
     the funds' prospectuses.
(2)  S&P 500(Registered  Trademark) is a trademark of The McGraw-Hill Companies,
     Inc. and has been licensed for use. The Product is not  sponsored,  sold or
     promoted  by   Standard  &  Poor's,   and   Standard  &  Poor's   makes  no
     representation regarding the advisability of investing in the Product.
(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.
(5)  This Fund may be more  volatile  than a fund that  diversifies  across many
     industries.
*    The  InveStart(Registered  Trademark)  program is available  for  investors
     without the $3,000 initial investment  required to open an IMCO mutual fund
     account.  A mutual fund account can be opened with no initial investment if
     you elect to have monthly automatic investments of at least $50 from a bank
     account.  InveStart  is not  available on  tax-exempt  funds or the S&P 500
     Index Fund. The minimum initial investment for IRAs is $250, except for the
     $2,000 minimum  required for the S&P 500 Index Fund. 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.

Non-deposit investment products are not insured by the FDIC, are not deposits or
other  obligations  of, or guaranteed  by, USAA Federal  Savings  Bank,  and are
subject to investment risks, and may lose value.

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.




Message from the President


   In the last few years I have  turned my  attention more and more to the
   subject  of  tax-efficient  investing.   Though a  few fund  companies 
   are beginning to write  about this  subject,  it remains off the beaten
   track of mutual fund investing. But I believe it is of great importance.


[PHOTOGRAPH OF PRESIDENT: MICHAEL J.C. ROTH, CFA APPEARS HERE]


Just  recently a close  friend whom I have  advised for years asked me, "Will my
tax bracket be lower when I retire?" I told him, "No. I will not permit that." I
believe  that  much  financial  planning  makes  an  invalid  assumption  that a
retiree's tax bracket will fall  substantially  when retirement comes. But it is
quite  possible  for a person  whose income is in a high tax bracket to build an
estate  that  will  sustain  that  bracket  upon  retirement.  If  that  occurs,
tax-efficient investing can be very important.

For a mutual fund investor that means maximizing potential tax-exempt income and
long-term  capital  gains.  Unfortunately  all of the  distributions  from IRAs,
401(k)s,  and  variable  annuities  will be  taxed  as  ordinary  income.  But a
non-sheltered  portfolio of index funds or efficiently run equity portfolios can
be harvested  principally  as long-term  capital gains at a 20% tax rate. And an
accompanying  investment in tax-exempt funds may provide the fixed-income buffer
to stock  market  risk  along  with the  potential  for  significant  tax-exempt
returns.  Such a  non-sheltered  portfolio  may  be a  valuable  addition  to an
individual's  investment plan and may provide valuable assistance while you live
through your retirement.

Much of the  attention of financial  planners is  concentrated  on preparing for
retirement.  You must not overlook the fact that you have a good  possibility of
enjoying decades of reward for your good planning after you retire.

Sincerely,


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


For more  information  about mutual funds managed and  distributed by USAA IMCO,
including charges and expenses, please call for a prospectus.  Read it carefully
before investing.



Investment Review


USAA CALIFORNIA BOND FUND

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

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

- -----------------------------------------------------------------------------
                                             3/31/97            3/31/98
=============================================================================
  Net Assets                            $440.2 Million       $533.7 Million
  Net Asset Value Per Share                 $10.50               $11.17
- -----------------------------------------------------------------------------



- -----------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AND 30-DAY SEC YIELD* AS OF 3/31/98
============================================================================= 
      1 Year     5 Years     Since Inception on 8/1/89      30-Day SEC Yield
      12.33%      7.02%                 7.88%                     4.53%
- -----------------------------------------------------------------------------
* Calculated as prescribed by the Securities and Exchange Commission.

Total  return   equals  income  return  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.



- ----------------------------------
CUMULATIVE PERFORMANCE COMPARISON
- ----------------------------------

A chart in the form of a line  graph  appears  here,  comparing  the  cumulative
performance of a $10,000  Investment for the USAA California  Bond Fund,  Lehman
Brothers  Municipal  Bond Index and the Lipper  California  Municipal Debt Funds
Average. The data points from the graph are as follows:

USAA  California Bond Fund

  Year             Amount
- --------          -------
08/01/89          $10,000
08/31/89          $ 9,823
02/28/90          $10,160
08/31/90          $10,391
02/28/91          $11,155
08/31/91          $11,686
02/29/92          $12,193
08/31/92          $12,842
02/28/93          $13,891
08/31/93          $14,575
02/28/94          $14,639
08/31/94          $14,233
02/28/95          $14,649
08/31/95          $15,371
02/29/96          $16,382
08/31/96          $16,557
02/28/97          $17,472
08/31/97          $18,231
02/28/98          $19,279
03/31/98          $19,316

Lehman Brothers Municipal Bond Index

Year               Amount
- ----               ------
08/01/89          $10,000
08/31/89          $ 9,902
02/28/90          $10,294
08/31/90          $10,538
02/28/91          $11,243
08/31/91          $11,780
02/29/92          $12,366
08/31/92          $13,095
02/28/93          $14,068
08/31/93          $14,693
02/28/94          $14,847
08/31/94          $14,714
02/28/95          $15,127
08/31/95          $16,018
02/29/96          $16,798
08/31/96          $16,857
02/28/97          $17,723
08/31/97          $18,416
02/28/98          $19,343
03/31/98          $19,360

Lipper California Municipal Debt Funds Average

Year               Amount
- ----               ------
08/01/89          $10,000
08/31/89          $ 9,883
02/28/90          $10,210
08/31/90          $10,386
02/28/91          $11,022
08/31/91          $11,551
02/29/92          $12,061
08/31/92          $12,756
02/28/93          $13,740
08/31/93          $14,369
02/28/94          $14,495
08/31/94          $14,191
02/28/95          $14,555
08/31/95          $15,209
02/29/96          $16,085
08/31/96          $16,090
02/28/97          $16,859
08/31/97          $17,560
02/28/98          $18,457
03/31/98          $18,456

Data since inception on 8/1/89 through 3/31/98

The broad-based  Lehman Brothers Municipal Bond Index is an unmanaged index that
tracks total return  performance for the long-term  investment  grade tax-exempt
bond market.  The Lipper California  Municipal Debt Funds Average is the average
performance level of all California  Municipal Debt Funds, as computed by Lipper
Analytical Services,  an independent  organization that monitors the performance
of mutual funds.  All tax-exempt bond funds will find it difficult to outperform
the Lehman Index, since funds have expenses.




Message from the Manager


[PHOTOGRAPH OF PORTFOLIO MANAGER: ROBERT R. PARISEAU, CFA IS HERE]

THE ECONOMY
The U.S.  economy  continues its 8th year of expansion with remarkably few signs
of inflation. The yield on the 30-year U.S. Treasury Bond (the "Long Bond") fell
to a decade low of 5.69% on January 12, 1998.  Nevertheless,  bond investors now
seem less confident that the weakness in Asia, higher  productivity,  El Nino, a
relatively  tight monetary  policy and other factors will suppress  inflationary
pressures. Concerns over the robust U.S. economy have been a recurrent theme for
many months now.  Currently,  investors  seem to lack a consensus  regarding the
direction  of the next  interest  rate  adjustment  by the  Federal  Open Market
Committee  (FOMC,  or "the Fed").  Personally,  I'm more confident that economic
conditions are more akin to the stable prices and real growth experienced in the
1950s than the high inflation of the 1970s.

YOUR DIVIDEND YIELD
As interest  rates have  fallen,  our sales force has  received  inquiries  from
investors  asking  whether high coupon(1) bonds will be called away from various
USAA tax-exempt funds. These investors are obviously concerned that their fund's
yield will drop dramatically.  The majority of municipal bonds permit issuers to
"call," or  redeem,  a bond many years  before the stated  maturity.  Typically,
municipal  bonds may not be called until after ten years from the date of issue.
An issuer would call,  or refinance,  a bond for the same primary  reason that a
homeowner would refinance a mortgage -- when interest rates drop sufficiently to
more than offset the cost of refinancing.

Let me assure  you that I am very  conscious  of call  features.  I  continually
evaluate the relative market value of various bond coupons and their  respective
call dates. For high coupon bonds, I typically hold them as long as possible. If
I sold a higher coupon bond at a large  premium (i.e.  market value exceeds face
value),  the Fund  would  lose the  tax-exempt  income  stream  prematurely.  In
addition,  the  transaction  may  trigger  a  federal  capital  gain tax for our
investors. I consciously manage the Fund to minimize capital gain distributions.
When high coupon bonds are eventually called, typically the impact on the Fund's
distribution  yield is quite  muted,  maybe a few basis points (a basis point is
0.01%) for even a very large position of the Fund's highest yielding bond.

PORTFOLIO STRATEGY
I focus primarily on generating maximum tax-exempt income that potentially could
produce the best after-tax total return over a 3-5 year investment horizon. I do
not buy exotic derivatives, nor do I hedge the portfolio with futures contracts.
I have no  intention  of  purchasing  municipal  bonds  that are  subject to the
federal alternative minimum tax (AMT) for individuals. In fact, since inception,
the California  Bond Fund has never  distributed  income that was subject to the
AMT. Of course, I would certainly advise our shareholders if there were a change
in the Federal Tax Code that compels me to  reconsider my position on the AMT. I
remain cautious about investing in municipal lease obligations.

(1)  A bond's coupon is the fixed amount of interest that is paid annually
     stated as a percentage of face value,  normally $1000.  For example,  a
     6.5% coupon pays $65 (6.5% times $1000= $65)  normally in two  semiannual
     payments of $32.50 for the life of the bond.

In the graphic below,  notice that income typically is the largest  component of
total return.

                     Average Annual Compounded Returns with
          Reinvestment of Dividends - Periods Ending March 31, 1998

- -------------------------------------------------------------------------------
                       TOTAL               DIVIDEND               PRICE
                      RETURN     EQUALS     RETURN     PLUS      CHANGE
- -------------------------------------------------------------------------------
        Since 8/1/89   7.88%        =        6.26%       +        1.62%
- -------------------------------------------------------------------------------
        5 Years        7.02%        =        5.89%       +        1.13%
- -------------------------------------------------------------------------------
        1 Year        12.33%        =        5.95%       +        6.38%
- -------------------------------------------------------------------------------



A chart in the form of a bar graph appears here, illustrating the Annual Total
Returns and Compounded Dividend Returns of the USAA California Bond Fund for
the 8-year period ended March 31, 1998.

Total Return for years                        **Compounded Dividend
        ended                                 Yield for years ended:
- ----------------------                        ----------------------
03/31/90        1.97%                          03/31/90        4.47%
03/31/91        9.46%                          03/31/91        7.10%
03/31/92        9.52%                          03/31/92        6.81%
03/31/93       12.56%                          03/31/93        6.51%
03/31/94        0.31%                          03/31/94        5.15%
03/31/95        6.89%                          03/31/95        6.19%
03/31/96        9.35%                          03/31/96        6.08%
03/31/97        6.60%                          03/31/97        5.93%
03/31/98       12.33%                          03/31/98        5.95%




Change in Share Price
- ----------------------
03/31/90       -2.50%
03/31/91        2.36%
03/31/92        2.71%
03/31/93        6.05%
03/31/94       -4.84%
03/31/95        0.70%
03/31/96        3.27%
03/31/97        0.67%
03/31/98        6.38%


*Compounded Dividend yield calculation includes only income distributions.


Total  return   equals  income  return  plus  share  price  change  and  assumes
reinvestment of all dividends and capital gain distributions. Dividend return is
the income  dividends  received  over the period  assuming  reinvestment  of all
dividends.  Share price  change is the change in net asset value over the period
adjusted for 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.

THE MUNICIPAL MARKET
Interest  rates have  fallen  almost the entire  fiscal  year.  The yield on the
30-year U.S.  Treasury Bond (the "Long Bond") began the fiscal year at 7.10% and
ended the period at 5.93%.  The tone of the municipal  bond market is similar to
what I described  last  September  in the  Semiannual  Report.  In general,  the
municipal  market  does not reward an investor  for buying  bonds much beyond 20
years in maturity,  although on occasion I have found some  interesting  values.
And  similar  to last  fall,  I have been  buying  fewer BBB and  A-rated  bonds
compared  to the past,  because of their low  yields  relative  to higher  rated
bonds.

YOUR FUND'S PERFORMANCE -- MORNINGSTAR 5 STAR FUND
Your Fund's net asset value per share  increased by $.67,  or 6.4%,  since March
31, 1997.  I'm very pleased to say that your Fund's  performance  earned  5-star
ratings from Morningstar for the overall, 3-, and 5-year periods ended March 31,
1998, overall and among 1,525 and 782 funds, respectively, in the municipal bond
fund  category.(2)  The Fund's  performance  compared very favorably to its peer
group.

While past  performance is no guarantee of future  results,  the Fund's dividend
distribution  yield(3)  for the past 12 months was  5.36%,  as  compared  to the
Lipper's  California  Municipal Debt Funds average of 4.70% for the 104 funds in
the category.* For the same period and category,  the Fund's total return(4) was
12.33% as compared to the Lipper average of 10.85%.




                   12 MONTH DIVIDEND YIELD
                   -----------------------

A chart in the form of a bar graph appears here  illustrating  the comparison of
the 12 Month  Dividend  Yield of the USAA  California  Bond Fund to the 12 Month
Dividend  Yield of the  Lipper  California  Municipal  Debt Funds  Average  from
3/31/91 to 3/31/98.


             USAA California Bond                  Lipper California Municipal
                Fund Yield                         Debt Funds Average Yield
             --------------------                  --------------------------
03/31/91          6.63%                                         6.6%
03/31/92          6.4%                                         6.39%
03/31/93          5.77%                                        5.77%
03/31/94          5.8%                                         5.74%
03/31/95          5.83%                                        5.55%
03/31/96          5.74%                                        5.21%
03/31/97          5.77%                                        5.06%
03/31/98          5.36%                                         4.7%

The graph represents data from  3/31/91-3/31/98.  

* Refer to page 4 for the Lipper Average definition.  

Past  performance is no guarantee of future results.  
(2)  Morningstar   proprietary   ratings   reflect   historical    risk-adjusted
     performance  through  March 31,  1998.  The  ratings  are subject to change
     monthly.  Morningstar  ratings are  calculated  from the Fund's 3-, 5-, and
     10-year  average annual total returns,  as applicable,  in excess of 90-day
     Treasury bill returns with appropriate fee  adjustments,  and a risk factor
     that reflects fund performance below 90-day Treasury bill returns. There is
     a 3-year minimum  performance  requirement before a fund is rated.  Overall
     rating is a weighted  average of a fund's 3-, 5-, and 10-year  ratings,  as
     applicable.  The top ten percent of the funds in a rating category  receive
     five stars, and the next 22.5% receive four stars.
(3)  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.
(4)  Total  return  equals  income  return plus share  price  change and assumes
     reinvestment of dividends and capital gains distributions.


THE STATE OF CALIFORNIA
California's  broad-based  economic  expansion owes much to the high technology,
electronic  manufacturing,  motion picture/television  production,  and business
services  industries.  Reflecting this robust  environment,  California's annual
unemployment  rate  improved  to 6.3% in 1997  compared  to 7.2% in 1996 and the
national rate of 4.9% in 1997.  Expectations  are for healthy economic growth in
1998. The Asian economic crisis may slow California's  growth, but the extent is
not clear. Fitch IBCA recently upgraded the state's credit rating to "AA-" while
Moody's and Standard & Poor's maintain their A1 and A+ ratings, respectively.

The state budget relies heavily upon two revenue sources for 80% of General Fund
revenues.  These two sources,  the state personal  income tax and sales tax, are
very sensitive to economic  cycles.  The economic  rebound has boosted  revenues
from  these  taxes  significantly  -- a  critical  contribution  to the  state's
improved financial position.  However,  the state's budget reserve languishes at
relatively  low  levels  and  remains a concern.  Governor  Wilson has  proposed
issuing  about $7  billion  in bonds  over the next year for  education,  water,
prisons and various  other  projects.  We will closely  monitor  these and other
issues that might impact your Fund's holdings.

The  table  below  compares  the yield of the USAA  California  Bond Fund with a
taxable equivalent investment. 

To match the USAA California Bond Fund's closing 30-Day SEC yield of 4.53% and:
- ------------------------------------------------------------------------------
 Assuming California State Tax Rate of:    8.00%     9.30%     9.30%     9.30%
  and a Marginal Federal Tax Rate of:        28%       31%       36%     39.6%
- ------------------------------------------------------------------------------
A fully Taxable Investment must pay:       6.84%     7.24%     7.80%     8.27%
- ------------------------------------------------------------------------------

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


                     ---------------------
                     PORTFOLIO RATINGS/MIX
                         MARCH 31, 1998
                     ---------------------

A pie chart is shown here depicting the Portfolio Mix as of March 31, 1998 of 
the USAA California Bond Fund to be:
AA - 9%,  AAA - 37%,  A - 31%, BBB - 23%


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 USAAIMCO to be of equivalent  investment quality to
categories  AAA and BBB  account  for 1.7% and 5%,  respectively,  of the Fund's
investments.

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

See  page  16  for a  complete  listing  of  the  Portfolio  of  Investments  in
Securities.



Investment Review
USAA CALIFORNIA MONEY MARKET FUND

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

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

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


- ------------------------------------------------------------------------------
                                           3/31/97                3/31/98
==============================================================================
  Net Assets                            $341.1 Million        $431.8 Million
  Net Asset Value Per Share                 $1.00                  $1.00
- ------------------------------------------------------------------------------


- ------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AND 7-DAY SIMPLE YIELD AS OF 3/31/98
==============================================================================
      1 Year     5 Years     Since Inception on 8/1/89     7-Day Simple Yield
       3.35%      3.06%                3.59%                       3.31%
- ------------------------------------------------------------------------------

Total return equals income return and assumes  reinvestment of all dividends and
any 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. Yields and returns fluctuate. The
7-day yield quotation more closely  reflects  current  earnings of the Fund than
the total  return  quotation.  


- ----------------------
7-DAY YIELD COMPARISON
- ----------------------

A chart in the form of a line graph appears here  illustrating the comparison of
the 7 day Yield of the USAA California Money Market Fund and the  IBC/Donoghue's
State Specific SB (Stock Broker) and GP (General Purpose) (Tax-Free): California
Money Funds.

                      USAA California
                      Money Market Fund                       IBC/Donoghue
                      -----------------                       ------------
03/25/97                   3.01%                                  2.63%
04/29/97                   3.76%                                  3.49%
05/27/97                   3.54%                                   3.2%
06/24/97                   3.59%                                  3.24%
07/29/97                   3.28%                                  2.94%
08/26/97                   3.03%                                   2.7%
09/30/97                   3.58%                                  3.21%
10/28/97                   3.3%                                   2.97%
11/25/97                   3.54%                                  3.14%
12/30/97                   3.63%                                  3.22%
01/27/98                   3.12%                                  2.75%
02/24/98                   3.09%                                  2.58%
03/30/98                   3.29%*                                 2.89%*

Data represent the last Monday of each month
*Ending date 3/30/98



The graph tracks the Fund's 7-day simple yield against IBC Financial  Data, Inc.
State Specific SB (Stock Broker) & GP (General Purpose)  (Tax-Free):  California
Money Funds, an average of money market fund yields.



Message from the Manager
                                                                             

[PHOTOGRAPH OF PORTFOLIO MANAGER:  JOHN C. BONNELL, CFA IS HERE]


THE MARKET
How long can the economy  continue to expand?  How long can  inflation  stay low
despite  rising  wages and  falling  unemployment?  To what  extent  will  Asian
economic problems affect our economy? Who knows!

It certainly would be nice to have the foresight to answer the above  questions,
but even with the  correct  answers,  one would not know  whether to lock in one
year  rates or invest in  shorter  term  securities.  As  mentioned  in the last
semiannual report, the short-term municipal market is primarily driven by supply
and demand relationships.

The Federal Reserve  increased the federal funds rate (the rate banks charge one
another for overnight  loans) .25% in March 1997. The Fed has been on hold since
then.  For the last twelve  months,  one year  treasury  bill  yields  generally
declined within a range of 6.07% to 5.08%, and ended March 1998 at 5.39%. During
the same  period,  yields on  municipal  notes,  as measured by the Bond Buyer's
One-Year  Note  Index,(1)  ranged  from 3.97% to 3.51%,  and ended March 1998 at
3.64%.  Supply and demand  factors  caused a spike up in yield at the end of the
calendar  year.  Yields  were low during the first  three  months of 1998 as the
market experienced large cash inflows (which increased demand) during a period 
of little new supply.  How long will this  continue? Again, no one really knows.
However  certain   seasonal   factors  and  corporate  buying  habits  are  more
predictable and should produce buying opportunities to lock in higher yields.


(1)  Bond Buyer Index is the industry  standard  for yields of  investment-grade
     municipal bonds.


STRATEGY
Your Fund strives to meet its objective in any  prevailing  market  environment.
Rather than trying to predict future interest rates, we focus on buying the best
relative value in the market at any given time.  This reflects our  longstanding
commitment  to credit  research,  and a judgment as to whether the Fund would be
sufficiently  compensated  with  additional  yield  to  invest  in  longer  term
securities.  Because  of the lack of supply  during  the first  three  months of
1998(and  low yields on what was  available),  your Fund's  average  maturity is
relatively short. This will provide the liquidity necessary to take advantage of
higher yields during the coming months as opportunities arise.

PERFORMANCE
While past  performance  is no  guarantee of future  results,  for the 12 months
ending  March 31,  1998,  your Fund ranked 2 out of 44  California  Money Market
Funds according to IBC Financial Data, Inc. with a compounded  dividend yield of
3.30%. The average for the category over the same period was 2.98%.

CALIFORNIA
California's economy continues to improve. The broad-based economic expansion is
characterized  by major gains in high  technology  manufacturing  and  services,
including   computer   software,    electronic    manufacturing,    and   motion
picture/television  production,  as well as other business services.  Reflecting
this business  environment,  California's  annual  unemployment rate improved to
6.3% in 1997 from 7.2% in 1996.  The  corresponding  national rates were 4.9% in
1997 and 5.4% in 1996.  Expectations  are for the economy to show healthy growth
in 1998, although the Asian economic crisis is expected to have some diminishing
effects on the state's economy.

The state budget,  with its high reliance on the cyclically  sensitive  personal
income tax and sales tax, has benefited from the economic  rebound,  and this is
reflected in the state's improved financial condition. Despite this improvement,
minimal state budget reserves pose vulnerability and remain a concern.

The  state's  debt  position  is moderate  but  expected  to increase  given the
Governor's  proposal  to issue  approximately  $7 billion in bonds over the next
year.  Proceeds  will be used for  education,  water,  prisons and various other
projects.  Fitch IBCA recently upgraded the state's credit rating to "AA-" while
Moody's and Standard & Poor's maintain their A1 and A+ ratings, respectively.



- ------------------------------------
CUMULATIVE PERFORMANCE COMPARISON
- ------------------------------------

A chart in the form of a line  graph  appears  here,  comparing  the  cumulative
performance of a $10,000  investment of the USAA  California  Money Market Fund.
The data is from  8/01/89  to  3/31/98.  The data  points  from the graph are as
follows:

USAA  California Money Market Fund

  Year             Amount
- -------           -------
08/01/89          $10,000
08/31/89          $10,044
02/28/90          $10,324
08/31/90          $10,609
02/28/91          $10,893
08/31/91          $11,128
02/29/92          $11,347
08/31/92          $11,512
02/28/93          $11,655
08/31/93          $11,790
02/28/94          $11,916
08/31/94          $12,057
02/28/95          $12,250
08/31/95          $12,477
02/28/96          $12,697
08/31/96          $12,899
02/28/97          $13,105
08/31/97          $13,323
02/28/98          $13,543
03/31/98          $13,579


Past  performance  is no  guarantee  of  future  results  and the  value of your
investment will vary according to the fund's performance.  Income may be subject
to federal,  state or local taxes,  or to the  alternative  minimum tax. For the
7-day yield information, please refer to the Fund's Investment Review page.

An  investment  in this  Fund is  neither  insured  nor  guaranteed  by the U.S.
Government  and there is no assurance  that the Fund will  maintain a stable net
asset value of $1 per share.

See  page  21  for a  complete  listing  of  the  Portfolio  of  Investments  in
Securities.
                                                                      



                          Independent Auditors' Report


The Shareholders and Board of Directors

USAA TAX EXEMPT FUND, INC.:

We have audited the accompanying statements of assets and liabilities, including
the portfolios of investments in  securities,  of the USAA  California  Bond and
USAA California Money Market Funds, portfolios of the USAA Tax Exempt Fund, Inc.
as of March 31, 1998, and 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 financial  highlights presented in note 7 to the
financial  statements for each of the years in the five-year  period then ended.
These financial  statements and financial  highlights are the  responsibility of
the Company's  management.  Our responsibility is to express an opinion on these
financial statements and financial highlights 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 are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements and financial  highlights.  Our procedures  included  confirmation of
securities owned as of March 31, 1998, 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 referred to
above present fairly, in all material  respects,  the financial  position of the
USAA California Bond and USAA California  Money Market Funds,  portfolios of the
USAA Tax Exempt Fund, Inc. as of March 31, 1998, 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 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 8, 1998




<TABLE>

STATEMENTS OF ASSETS AND LIABILITIES
(IN THOUSANDS)
March 31, 1998

<CAPTION>
                                                                                        USAA
                                                                        USAA          California
                                                                     California      Money Market
                                                                      Bond Fund           Fund
                                                                   ------------------------------
<S>                                                                   <C>              <C>
ASSETS
   Investments in securities, at market value
      (identified cost of $487,339 and $424,416, respectively)        $ 529,818        $ 424,416
   Cash                                                                     386              935
   Receivables:
      Capital shares sold                                                    30              607
      Interest                                                            7,838            3,871
      Securities sold                                                     -                3,082
                                                                      ---------         --------
         Total assets                                                   538,072          432,911
                                                                      ---------         --------


LIABILITIES
   Securities purchased                                                   2,985              -
   Capital shares redeemed                                                  381              907
   USAA Investment Management Company                                       142              116
   USAA Transfer Agency Company                                              13               16
   Accounts payable and accrued expenses                                     57               58
   Dividends on capital shares                                              747               60
                                                                      ---------        ---------
         Total liabilities                                                4,325            1,157
                                                                      ---------        ---------
            Net assets applicable to capital shares outstanding       $ 533,747        $ 431,754
                                                                      =========        =========


REPRESENTED BY:
   Paid-in capital                                                    $ 491,508        $ 431,754
   Accumulated net realized loss on investments                            (240)             -
   Net unrealized appreciation of investments                            42,479              -
                                                                      ---------        ---------
            Net assets applicable to capital shares outstanding       $ 533,747        $ 431,754
                                                                      =========        =========
   Capital shares outstanding                                            47,782          431,754
                                                                      =========        =========
   Authorized shares of $.01 par value                                   60,000          625,000
                                                                      =========        =========
   Net asset value, redemption price, and offering price per share    $   11.17        $    1.00
                                                                      =========        =========
</TABLE>

See accompanying notes to financial statements.





CATEGORIES & DEFINITIONS
PORTFOLIOS OF INVESTMENTS IN SECURITIES

March 31, 1998


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

Put Bonds - provide the right to sell the bond at face value at specific  tender
dates prior to final maturity.  The put feature shortens the effective  maturity
to the next tender date.

Variable  Rate Demand Notes (VRDN) - provide the right,  on any business day, to
sell the  security  at face  value on  either  that  day or in seven  days.  The
interest rate is adjusted at a stipulated daily,  weekly, or monthly interval to
a rate that reflects  current  market  conditions.  In money market  funds,  the
effective  maturity is the date on which the underlying  principal amount may be
recovered  or  the  next  rate   adjustment   date  consistent  with  regulatory
requirements.  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 of the
enhancement to support the issuer's ability to repay the principal when due. 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  provider of the
credit  enhancement,  rather  than the credit  standing  of the  issuer.  If the
securities  are enhanced by a bond  insurer,  scheduled  principal  and interest
payments are insured by:

         (1)   Municipal Bond Insurance Association.
         (2)   AMBAC Indemnity Corp.
         (3)   Financial Guaranty Insurance Co.
         (4)   Financial Security Assurance, Inc.
         (5)   College Construction Loan Insurance Association.

The insurance does not guarantee the market value of the municipal bonds.



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



<TABLE>


USAA CALIFORNIA BOND FUND
PORTFOLIO OF INVESTMENTS IN SECURITIES
(IN THOUSANDS)
March 31, 1998

<CAPTION>

  Principal                                              Coupon       Final      Market
   Amount                Security                         Rate       Maturity     Value
- ----------------------------------------------------------------------------------------
  <C>       <S>                                           <C>      <C>         <C>
                 FIXED RATE INSTRUMENTS (99.0%)
            California (95.0%)
            Adelanto School District GO,
  $ 4,715    Series 1997A (CRE) 1,c                       5.67%     9/01/21    $   1,397
    5,530    Series 1997A (CRE) 1,c                       5.67      9/01/22        1,554
    5,190   Alameda Housing Auth. MFH RB,
             Series 1989A                                 7.50      2/20/31        5,361
    7,500   Antelope Valley Healthcare District RB,
             Series 1997B (CRE)4                          5.20      1/01/27        7,324
    4,210   Campbell Union School District GO,
             Series 1998 (CRE) 3,c                        5.20      8/01/19        1,391
   30,000   Central Valley Finance Auth. RB,
             Series 1993                                  6.20      7/01/20       31,790
            Commerce Community Development
             Commission Tax Allocation Bonds,
    3,740    Series 1997A, Project #1 (CRE) 1,c           5.50      8/01/22        1,056
    3,740    Series 1997A, Project #1 (CRE) 1,c           5.50      8/01/23        1,001
            Contra Costa Water District RB,
    7,175    Series D (CRE)2                              6.38     10/01/22        7,979
    2,650    Series G (CRE)1                              5.50     10/01/19        2,728
            Department of Water Resources RB,
   11,000    Series Ka                                    6.00     12/01/21       11,961
    5,400    Series L                                     5.75     12/01/19        5,636
    5,000   Desert Hospital District COP (CRE) 4,a        6.39      7/28/20        5,539
            Educational Facilities Auth. RB,
    9,500    Series 1991 (CRE)a                           7.15      5/01/21       10,539
    5,000    Series 1992                                  6.00      2/15/17        5,295
    1,775    Series 1992                                  6.88      9/01/22        2,000
    8,990    Series 1992                                  6.50     10/01/22       10,012
    9,000    Series 1994 (CRE)5                           6.20      5/01/21        9,872
    8,015    Series 1995                                  6.00     10/01/25        8,491
    8,050    Series 1995A                                 5.60     12/01/20        8,230
            Fontana Unified School District Zero
             Coupon Convertible GO,
    2,500    Series 1990D (CRE) 3,c                       5.80      5/01/17        2,371
    2,000    Series 1990D (CRE) 3,c                       5.85      5/01/22        1,889
    8,270   Foothill/Eastern Transportation Corridor
             Agency RB, Series 1995A                      5.00      1/01/35        7,768
    2,385   Fresno COP, Series 1991                       8.50      5/01/16        2,543
            Health Facilities Financing Auth. RB,
    8,000    Series 1990a                                 7.50     10/01/10        8,811
    6,500    Series 1990A (CRE)                           7.70      9/01/10        7,144
   35,000    Series 1990Ae                                6.50     12/01/20       37,387
   11,500    Series 1991 (CRE)                            6.75      6/01/21       12,373
    3,175    Series 1992A (CRE)1                          6.38     10/01/22        3,471
    3,500    Series 1993C                                 5.60      5/01/33        3,561
    2,000    Series 1994 (CRE)                            6.50      9/01/14        2,209
    5,000    Series 1994A                                 6.63      7/01/18        5,544
    1,000    Series 1997A (CRE)                           5.50      1/01/19        1,024
    6,200    Series 1997C (CRE) 4,d                       5.13      8/15/22        6,094
    4,180   Hollister Joint Powers Financing Auth. RB     5.90     12/01/23        4,328
            Housing Finance Agency Home
             Mortgage RB,
      865    Series 1988F                                 7.88      8/01/19          887
   10,310    Series 1991Fe                                6.85      8/01/17       11,010
    5,990    Series 1994A                                 6.55      8/01/26        6,427
    3,000   Housing Finance Agency MFH RB,
             Series 1996A (CRE)2                          6.05      8/01/27        3,160
    1,500   Housing Finance Agency RB,
             Series 1997D                                 5.85      8/01/17        1,579
    5,455   Imperial Beach MFH RB, Series 1995A           6.45      9/01/25        5,827
    5,000   Metropolitan Water District RB,
             Series 1992                                  5.50      7/01/19        5,103
   12,000   Modesto Irrigation District RB,
             Series 1992A (CRE)2                          6.13      9/01/19       13,185
    3,000   Mojave Water Agency Improvement
             District GOa                                 6.60      9/01/22        3,359
   10,975   New Haven Unified School District GO,
             Series 1997A (CRE) 4,c                       6.10      8/01/21        2,944
   10,570   Pleasanton Joint Powers Financing
             Auth. RB, Series 1993A                       6.15      9/02/12       11,318
   13,400   Riverside County Public Financing Auth.
             Tax Allocation RB, Series 1997A              5.63     10/01/33       13,639
            Sacramento Cogeneration Auth. RB,
    3,700    Series 1995                                  5.88      7/01/15        3,881
    6,500    Series 1995                                  6.50      7/01/21        7,102
    6,000    Series 1995                                  6.00      7/01/22        6,363
    7,040   San Diego MFH RB, Series 1995A                6.45      5/01/25        7,482
            San Joaquin Hills Transportation Corridor
             Agency RB,
   13,500    Senior Lien a                                6.75      1/01/32       15,261
   97,650    Series 1997A (CRE) 1,c                       5.67      1/15/32       16,729
   10,035   San Joaquin Hills Transportation Corridor
             Agency Senior Lien RB                        5.00      1/01/33        9,513
   11,320   San Mateo Sewer RB, Series 1992 (CRE)2        6.30      8/01/17       12,328
   12,455   Southern California Public Power Auth. RB,
             Series 1989 (CRE)                            6.00      7/01/18       12,721
            Statewide Communities Development
             Auth. COP,
   13,500    Huntington Memorial Hospital (CRE)5          5.80      7/01/26       14,323
    5,420    Lutheran Homes (CRE)                         5.75     11/15/21        5,661
    4,000    Series 1996A (CRE)                           5.50      9/01/14        4,105
    1,055    The Arc of San Diego (CRE)                   5.63      5/01/21        1,092
    1,000   Stockton Health Facilities RB, Series A       5.70     12/01/14        1,022
            Suisun City Public Financing Auth. RB,
   12,055    Series A c                                   5.32     10/01/28        2,352
   20,080    Series A c                                   5.37     10/01/33        2,946
            Univ. of California RB,
   12,000    Series 1991A a,e                             6.88      9/01/16       13,520
    4,000    Series 1996 (CRE)2                           5.75      7/01/24        4,219
   18,000   Vallejo Sanitation and Flood Control COP,
             Series 1993 (CRE) 3,d                        5.00      7/01/19       17,859
            Washington Township Hospital RB,
    9,500    Series 1993                                  5.50      7/01/18        9,572
    7,845    Series 1993                                  5.25      7/01/23        7,726
            Watsonville Insured Hospital RB,
    5,000    Series 1995A (CRE)                           6.35      7/01/24        5,456
    1,515    Series 1996A (CRE)                           6.20      7/01/12        1,688

            Puerto Rico (4.0%)
            Electric Power Auth. RB,
   10,500    Series 1995Z                                 5.25      7/01/21       10,429
   10,000    Series X                                     6.13      7/01/21       10,912
                                                                                --------
            Total fixed rate instruments (cost: $485,894)                        528,373
                                                                                --------

                        VARIABLE RATE DEMAND NOTES (0.3%)
            California
      200   Chula Vista IDRB, Series 1996A                3.70      7/01/21          200
      945   Irvine Assessment District RB,
             Number 94-15 (CRE)                           4.10      9/02/20          945
      300   Irvine Ranch Water District RB,
             Series 1991 (CRE)                            3.80      8/01/16          300
                                                                                --------
            Total variable rate demand notes (cost: $1,445)                        1,445
                                                                                --------
            Total investments (cost: $487,339)                                  $529,818
                                                                                ========
</TABLE>



                          PORTFOLIO SUMMARY BY INDUSTRY
                          -----------------------------

            Hospitals                                        21.2%
            Electric/Gas Utilities - Municipal               15.6
            Water/Sewer Utilities - Municipal                13.0
            Escrowed   Bonds                                 12.9
            Education                                         8.2
            Toll Roads                                        6.4
            Real Estate Tax/Free                              6.1
            Multi-Family Housing                              4.1
            Nursing/Continuing  Care Centers                  4.0
            Single-Family Housing                             3.7
            General Obligations                               2.2
            Healthcare -  Miscellaneous                       1.2
            Buildings                                          .5
            Special Assessment/Tax/Fee                         .2
                                                            ------
            Total                                            99.3%
                                                            ======



<TABLE>

USAA CALIFORNIA MONEY MARKET FUND
PORTFOLIO OF INVESTMENTS IN SECURITIES
(IN THOUSANDS)
March 31, 1998

<CAPTION>



  Principal                                             Coupon       Final             
   Amount       Security                                 Rate       Maturity      Value
- ---------------------------------------------------------------------------------------
  <C>       <S>                                          <C>      <C>         <C>
                  VARIABLE RATE DEMAND NOTES (64.9%)
            California
  $ 6,770   Alameda Contra Costa Schools Financing
             Auth. COP, Series 1996A (CRE)               3.45%     7/01/16    $   6,770
    2,000   Alameda County IDA IDRB, Series 1994         3.65      6/01/04        2,000
    3,800   Central Unified School District COP,
             Series 1995 (CRE)                           3.75      6/01/15        3,800
    9,100   Corona MFH RB, Series 1985B (CRE)b           3.80      2/01/05        9,100
    7,280   Covina Redevelopment Agency MFH RB,
             Series 1994A (CRE)                          3.80     12/01/15        7,280
    4,250   Educational Facilities Auth. RB,
             Series 1997 (CRE)                           3.55      3/01/27        4,250
    4,800   Fillmore COP, Series 1997 (CRE)              3.65      5/01/29        4,800
            Foothill/Eastern Transportation
             Corridor Agency RB,
      600    Series 1995D (CRE)                          4.40      1/02/35          600
   10,900    Series 1995E (CRE)                          3.30      1/02/35       10,900
            Fremont COP,
    2,500    Series 1991 (CRE)                           4.20      8/01/22        2,500
    2,000    Series 1998 (CRE)                           3.45      8/01/28        2,000
    4,500   Gardena Financing Agency RB,
             Series 1991 (CRE)                           4.10      9/01/11        4,500
   10,925   Grand Terrace MFH RB,
             Series 1985A (CRE)                          4.25     12/01/11       10,925
    4,900   Huntington Beach MFH RB,
             Series 1985A (CRE)                          4.00      2/01/10        4,900
    3,455   Irvine Assessment District RB,
             Number 94-15 (CRE)                          4.00      9/02/20        3,455
            Irvine Ranch Water District RB,
    2,000    Series 1991 (CRE)                           3.80      8/01/16        2,000
    3,600    Series 1993 (CRE)                           3.80      4/01/33        3,600
   13,200    Series 1993A (CRE)                          3.75      5/01/09       13,200
    9,000   Lancaster MFH RB, Series 1984A (CRE)b        3.75     11/01/04        9,000
    7,000   Loma Linda Water RB, Series 1995 (CRE)       3.75      6/01/25        7,000
            Los Angeles County Housing Auth. MFH RB,
    6,500    Series 1985H (CRE)                          4.25     12/01/07        6,500
    2,500    Series 1991A (CRE)                          4.40     12/01/15        2,500
    2,629    Series 1991B (CRE)                          4.40     12/01/15        2,629
    3,950    Series 1994B (CRE)                          3.80      9/01/18        3,950
    4,300   Monrovia Redevelopment Agency COP,
             Series 1984 (CRE)                           3.65     12/01/14        4,300
    2,625   Montebello Public Improvement Corp.
             COP, Series 1997B (CRE)                     4.05      4/01/25        2,625
   12,000   Monterey County Financing Auth. RB,
             Series 1995A (CRE)                          4.30      9/01/36       12,000
    7,950   Monterey Regional Waste Management
             Auth. RB, Series 1995A (CRE)                4.30      4/01/15        7,950
    8,715   Moreno Valley COP (CRE)                      3.65      6/01/27        8,715
    2,400   Ontario Redevelopment Agency Housing
             Financing RB, Series 1997A (CRE)            3.95      9/01/27        2,400
            Orange County Apartment
             Development RB,
    8,100    Series 1984D (CRE)                          3.78      8/01/19        8,100
    2,300    Series 1985T (CRE)b                         3.80     10/01/07        2,300
   14,145    Series 1992B (CRE)                          3.75     11/01/05       14,145
    7,940   Orange County Sanitation District COP,
             Series 1990-92A (CRE)                       3.80      8/01/15        7,940
    6,300   Orange County Special Financing Auth. RB,
             Series 1995B (CRE)                          4.05     11/01/14        6,300
    1,000   Pomona Public Financing Auth. RB,
             Series 1994M (CRE)                          3.95      2/01/09        1,000
    5,890   Riverside County Housing Auth. MFH RB,
             Series 1985-0 (CRE)b                        3.80     12/01/05        5,890
            Sacramento County MFH RB,
      900    Series 1985B (CRE)                          4.30      4/15/07          900
    4,055    Series 1985E (CRE)                          3.50      9/15/07        4,055
    4,000    Series 1996D (CRE)                          4.35     12/01/21        4,000
    8,200   San Bernardino County COP,
             Series 1996 (CRE)                           3.65     11/01/25        8,200
            San Bernardino County MFH RB,
      550    Series 1985A (CRE)b                         3.80      6/01/05          550
    1,500    Series 1985B (CRE)b                         3.80      6/01/05        1,500
    5,025   San Bernardino IDA RB,
             Series 1992 (CRE)                           3.75      2/01/12        5,025
    8,300   San Diego MFH RB, Series 1993A (CRE)         3.95     12/01/15        8,300
    5,750   Statewide Communities Development
             Auth. RB, Series 1995D (CRE)                3.70     12/01/22        5,750
            Statewide Communities Development
             Auth. COP,
    2,200    Covenant Retirement Communities,
             Series 1992 (CRE)                           3.50     12/01/22        2,200
    3,775    Institute for Defense Analysis,
             Series 1992 (CRE)                           3.70     11/01/22        3,775
    7,535    Northern California Retired
             Officers Community, Series 1996 (CRE)       3.75      6/01/26        7,535
   16,000   Torrance Hospital RB, Series 1992 (CRE)      3.60      2/01/22       16,000
      700   Union City MFH RB, Series 1989B (CRE)        4.30     11/01/07          700
                                                                              ---------
            Total variable rate demand notes (cost: $280,314)                   280,314
                                                                              ---------

                                PUT BONDS (4.8%)
            California
            Pollution Control Financing Auth. PCRB,
    2,660    Series 1984                                 4.00      5/15/02        2,660
    5,260    Series 1984B                                3.90      6/15/05        5,260
   12,700   Public Capital Improvement Finance Auth.
             RB, Series 1988C (CRE)                      3.60      6/01/28       12,700
                                                                              ---------
            Total put bonds (cost: $20,620)                                      20,620
                                                                              ---------

                         FIXED RATE INSTRUMENTS (28.6%)
            California
    2,350   Auburn Union School District TRAN,
             Series 1997                                 4.25     10/13/98        2,355
   15,000   State GO Tax Exempt CP Notes                 3.25      4/03/98       15,000
    3,400   Long Beach TRAN, Series 1997-98              4.50     10/08/98        3,412
   15,000   Los Angeles Department of Water and
             Power CP (CRE)                              3.10      4/01/98       15,000
    4,050   New Haven Unified School District TRAN,
             Series 1997                                 4.25      6/30/98        4,054
    4,600   Orange County Fire Auth. TRAN,
             Series 1997                                 4.25      9/17/98        4,607
    2,500   Placer Union High School District
             GO TRAN, Series 1997                        4.45      9/10/98        2,506
    8,700   Pomona GO TRAN, Series 1997                  4.50      7/16/98        8,713
    6,000   State RAN, Series 1997                       4.50      6/30/98        6,014
   13,500   San Bernardino County GO TRAN,
             Series 1997-98A                             4.50      6/30/98       13,523
    1,620   San Leandro Unified School District
             GO TRAN, Series 1997                        4.25      6/30/98        1,621
   10,500   San Ramon Valley Unified School District
             TRAN, Series 1997 - 1998                    4.00     11/11/98       10,508
    7,210   Santa Rosa High School District TRAN,
             Series 1997-98                              4.50      7/02/98        7,221
   17,400   School Cash Reserve Program Auth. RB,
             Series 1997A (CRE) 2                        4.75      7/02/98       17,437
    9,000   Whittier Union High School District
             GO TRAN, Series 1997                        4.25      6/30/98        9,009
    2,500   Yucaipa-Calimesa Joint Unified School
             District GO TRAN, Series 1997               4.25      6/30/98        2,502
                                                                              ---------
            Total fixed rate instruments (cost: $123,482)                       123,482
                                                                              ---------
            Total investments (cost: $424,416)                                $ 424,416
                                                                              =========
</TABLE>



                          PORTFOLIO SUMMARY BY INDUSTRY
                          -----------------------------

            Multi-Family Housing                              24.3%
            General Obligations                               20.5   
            Water/Sewer  Utilities - Municipal                11.7
            Buildings                                          5.0
            Education                                          5.0
            Nursing Care                                       4.2
            Hospitals                                          3.7
            Appropriated  Debt                                 3.5
            Electric/Gas  Utilities  -  Municipal              3.5
            Finance  -   Municipal                             2.9
            Special   Assessment/Tax/Fee                       2.8
            Toll Roads                                         2.7
            Lodging/Hotel                                      2.2
            Oil - International  Integrated                    1.8
            Solid Waste Disposal                               1.8
            Other                                              2.7
                                                              ----
            Total                                             98.3%
                                                              ====




NOTES TO PORTFOLIOS OF INVESTMENTS IN SECURITIES

March 31, 1998



GENERAL NOTES
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.


SPECIFIC NOTES
(a) Prerefunded to various dates prior to maturity at the call price.

(b) These  securities  were  purchased  within the terms of a private  placement
memorandum  and are  subject to a seven day  demand  feature.  Under  procedures
adopted  by the Board of  Directors,  the  adviser  has  determined  that  these
securities are liquid.  At March 31, 1998, these securities  represented 6.6% of
the USAA California Money Market Fund's net assets.

(c)  Zero  Coupon  security.  Rate  represents  the  effective  yield at date of
purchase. For the USAA California Bond Fund these securities represented 6.7% of
the Fund's net assets.

(d) At March 31, 1998,  the cost of securities  purchased on a delayed  delivery
basis for the USAA California Bond Fund was $3.0 million.

(e) At March  31,  1998,  these  securities  were  segregated  to cover  delayed
delivery purchases.

See accompanying notes to financial statements.




STATEMENTS OF OPERATIONS
(IN THOUSANDS)
Year ended March 31, 1998


                                                                        USAA
                                                         USAA        California
                                                      California    Money Market
                                                       Bond Fund        Fund
                                                       -------------------------
Net investment income:
   Interest income                                       $28,632      $14,173
                                                         -------      -------
   Expenses:
      Management fees                                      1,548        1,212
      Transfer agent's fees                                  236          200
      Custodian's fees                                        92          102
      Postage                                                 14           16
      Shareholder reporting fees                               5            8
      Directors' fees                                          4            4
      Registration fees                                       17            6
      Professional fees                                       22           22
      Other                                                   15           12
                                                         -------      -------
         Total expenses                                    1,953        1,582
                                                         -------      -------
            Net investment income                         26,679       12,591
                                                         -------      -------
Net realized and unrealized gain on investments:
      Net realized gain                                    3,782         -
      Change in net unrealized appreciation/depreciation  25,458         -
                                                         -------      -------
            Net realized and unrealized gain              29,240         -
                                                         -------      -------
Increase in net assets resulting from operations         $55,919      $12,591
                                                         =======      =======

See accompanying notes to financial statements. 


<TABLE>


STATEMENTS OF CHANGES IN NET ASSETS
(IN THOUSANDS)
Years ended March 31, 

<CAPTION>


                                                        USAA                   USAA
                                                     California             California
                                                     Bond Fund          Money Market Fund
                                              ---------------------------------------------
                                                 1998        1997         1998       1997
                                              ---------------------------------------------
<S>                                           <S>          <C>         <C>         <C>
From operations:
   Net investment income                      $ 26,679     $ 24,521    $ 12,591    $  9,994
   Net realized gain on investments              3,782        3,635        -           -
   Change in net unrealized appreciation/
      depreciation of investments               25,458         (890)       -           -
                                              --------     --------    --------    --------
      Increase in net assets resulting from
         operations                             55,919       27,266      12,591       9,994
                                              --------     --------    --------    --------
Distributions to shareholders from:
   Net investment income                       (26,679)     (24,521)    (12,591)     (9,994)
                                              --------     --------    --------    --------
From capital share transactions:
   Proceeds from shares sold                    94,320       66,664     453,369     371,516
   Dividend reinvestments                       18,614       16,992      11,833       9,315
   Cost of shares redeemed                     (48,658)     (55,350)   (374,576)   (336,052)
                                              --------     --------    --------    --------
      Increase in net assets from
         capital share transactions             64,276       28,306      90,626      44,779
                                              --------     --------    --------    --------
Net increase in net assets                      93,516       31,051      90,626      44,779
Net assets:     
   Beginning of period                         440,231      409,180     341,128     296,349
                                              --------     --------    --------    --------
   End of period                              $533,747     $440,231    $431,754    $341,128
                                              ========     ========    ========    ========
Change in shares outstanding:
   Shares sold                                   8,611        6,327     453,369     371,516
   Shares issued for dividends reinvested        1,696        1,610      11,833       9,315
   Shares redeemed                              (4,451)      (5,255)   (374,576)   (336,052)
                                              --------     --------    --------    --------
      Increase in shares outstanding             5,856        2,682      90,626      44,779
                                              ========     ========    ========    ========

</TABLE>

See accompanying notes to financial statements.





NOTES TO FINANCIAL STATEMENTS

March 31, 1998




(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USAA Tax Exempt  Fund,  Inc.  (the  Company),  registered  under the  Investment
Company  Act  of  1940,  as  amended,  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 USAA California Bond Fund and USAA California Money Market Fund (the Funds).
The Funds have a common objective of providing  California investors with a high
level of current  interest  income  that is exempt from  federal and  California
state  income  taxes.  The USAA  California  Money  Market  Fund  has a  further
objective of preserving capital and maintaining liquidity.

A. Security  valuation - Investments in the USAA California Bond Fund are valued
each business day by a pricing  service (the Service)  approved by the Company's
Board of  Directors.  The  Service  uses the mean  between  quoted bid and asked
prices  or the last  sale  price  to price  securities  when,  in the  Service's
judgement,  these prices are readily  available  and are  representative  of the
securities'  market  values.  For many  securities,  such prices are not readily
available.  The Service generally prices these securities based on methods which
include  consideration of yields or prices of municipal securities of comparable
quality,  coupon,  maturity and type,  indications  as to values from dealers in
securities,  and general market  conditions.  Securities which are not valued by
the Service,  and all other assets, are valued in good faith at fair value using
methods determined by the Manager under the general  supervision of the Board of
Directors. Securities purchased with maturities of 60 days or less and, pursuant
to Rule 2a-7 of the Investment  Company Act of 1940, as amended,  all securities
in the USAA  California  Money Market Fund,  are stated at amortized  cost which
approximates market value.

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

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

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

(2) LINES OF CREDIT
The Funds  participate with other USAA funds in two joint  short-term  revolving
loan  agreements  totaling  $850  million,  one with  USAA  Capital  Corporation
(CAPCO),  an affiliate of the Manager ($750 million  uncommitted),  and one with
NationsBank  of  Texas,  N.A.  ($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 its agreement  with CAPCO,  each Fund may borrow
from CAPCO an amount up to 5% of its total assets at CAPCO's borrowing rate with
no markup.  Subject to availability  under its agreement with NationsBank,  each
Fund may borrow from  NationsBank  an amount  which,  when added to  outstanding
borrowings under the CAPCO agreement, does not exceed 15% of its total assets at
NationsBank's  borrowing rate plus a markup.  The Funds had no borrowings  under
either of these agreements during the year ended March 31, 1998.

(3) DISTRIBUTIONS
Net  investment  income  is  accrued  daily  as  dividends  and  distributed  to
shareholders monthly. Distributions of realized gains from security transactions
not  offset by  capital  losses  are made in the  succeeding  fiscal  year or as
otherwise required to avoid the payment of federal taxes. At March 31, 1998, the
USAA  California  Bond Fund had capital loss  carryovers  for federal income tax
purposes of  approximately  $240  thousand  which,  if not offset by  subsequent
capital gains will expire in 2003.  It is unlikely  that the Company's  Board of
Directors 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, 1998.  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  dividend
distributions which represent long-term capital gains. The net investment income
earned and  distributed by each of the Funds was 100% tax exempt for federal and
California  state  income tax  purposes.  There were no  long-term  capital gain
distributions for the year ended March 31, 1998.

(4) INVESTMENT TRANSACTIONS
Cost of purchases and proceeds from  sales/maturities of securities for the year
ended March 31, 1998 were as follows:

                        USAA California    USAA California
                           Bond Fund      Money Market Fund
                            ($000)             ($000)
                        -----------------------------------
Purchases                  $161,026           $815,189
Sales/maturities           $ 97,373           $727,798

For  the  USAA  California  Bond  Fund,  cost of  purchases  and  proceeds  from
sales/maturities excludes short-term securities.

Gross unrealized  appreciation and depreciation of investments at March 31, 1998
was as follows:
                           Appreciation       Depreciation           Net
                              ($000)             ($000)            ($000)
                           ------------------------------------------------
USAA California Bond Fund  $  42,684          $    205             $42,479



(5) TRANSACTIONS WITH MANAGER
A. Management fees - The investment  policies of the Funds and the management of
the Funds' portfolios are carried out by USAA Investment Management Company (the
Manager).  Management fees are computed as a percentage of aggregate average net
assets (ANA) of both Funds  combined,  which on an annual basis is equal to .50%
of the first $50  million,  .40% of that  portion  over $50 million but not over
$100  million,  and .30% of that  portion  over  $100  million.  These  fees are
allocated on a proportional basis to each Fund monthly based upon ANA.

B. Transfer agent's fees - USAA Transfer Agency Company,  d/b/a USAA Shareholder
Account Services, an affiliate of the Manager,  provides transfer agent services
to the Funds  based on an  annual  charge of $26 per  shareholder  account  plus
out-of-pocket expenses.

C.  Underwriting  services - The Manager  provides  exclusive  underwriting  and
distribution  of the Funds'  shares on a  continuing  best  efforts  basis.  The
Manager receives no commissions or fees for this service.

(6) TRANSACTIONS WITH AFFILIATES
Certain directors and officers of the Funds are also directors, officers, and/or
employees  of the Manager.  None of the  affiliated  directors or Fund  officers
received any compensation from the Funds.


<TABLE>

(7) FINANCIAL HIGHLIGHTS
Per share operating  performance for a share outstanding  throughout each period
is as follows:
<CAPTION>

                                             Year Ended March 31,
                            ------------------------------------------------------
                              1998        1997       1996       1995        1994
                            ------------------------------------------------------ 
<S>                         <C>         <C>        <C>        <C>         <C>
Net asset value at
   beginning of period      $  10.50    $  10.43   $   10.10  $   10.03   $  10.75
Net investment income            .60         .61         .60        .59        .59
Net realized and
   unrealized gain(loss)         .67         .07         .33        .07       (.52)
Distributions from net
   investment income            (.60)       (.61)       (.60)      (.59)      (.59)
Distributions of realized
   capital gains                 -           -           -          -         (.20)
                            --------    --------   ---------  ---------   --------
Net asset value at
   end of period            $  11.17    $  10.50   $   10.43  $   10.10   $  10.03
                            ========    ========   =========  =========   ========
Total return(%)*               12.33        6.60        9.35       6.89        .31
Net assets at end
   of period(000)           $533,747    $440,231   $ 409,180  $ 372,877   $382,766
Ratio of expenses to
   average net assets(%)         .40         .41         .42        .44        .44
Ratio of net investment
   income to average
   net assets(%)                5.47        5.74        5.74       5.98       5.40
Portfolio turnover(%)          20.16       23.72       23.09      28.86     102.85
</TABLE>



*Assumes reinvestment of all dividend income and capital gains distributions 
 during the period.
<TABLE>
<CAPTION>



                                           Year Ended March 31,
                            ------------------------------------------------------
                              1998        1997       1996       1995        1994 
                            ------------------------------------------------------
<S>                         <C>         <C>        <C>        <C>         <C> 
Net asset value at
   beginning of period      $   1.00    $   1.00   $    1.00  $    1.00   $   1.00
Net investment income            .03         .03         .04        .03        .02
Distributions from net
   investment income            (.03)       (.03)       (.04)      (.03)      (.02)
                            --------    --------   ---------  ---------   --------
Net asset value at
   end of period            $   1.00    $   1.00   $    1.00  $    1.00   $   1.00
                            ========    ========   =========  =========   ========
Total return(%)*                3.35        3.23        3.58       2.94       2.22
Net assets at end
   of period(000)           $431,754    $341,128   $ 296,349  $ 266,764   $247,303
Ratio of expenses to
   average net assets(%)         .41         .45         .47        .47        .49
Ratio of net investment
   income to average
   net assets(%)                3.30        3.19        3.52       2.91       2.19

</TABLE>
  *Assumes reinvestment of all dividend income distributions during the period.



                                    Directors
                     Robert G. Davis, Chairman of the Board
           Michael J.C. Roth, President and Vice Chairman of the Board
                      John W. Saunders, Jr., Vice President
                               Barbara B. Dreeben
                             Howard L. Freeman, Jr.
                                 Robert L. Mason
                                Richard A. Zucker

                 Investment Adviser, Underwriter and Distributor
                       USAA Investment Management Company
                            9800 Fredericksburg Road
                            San Antonio, Texas 78288


                                 Transfer Agent
                        USAA Shareholder Account Services
                            9800 Fredericksburg Road
                            San Antonio, Texas 78288

                                    Custodian
                       State Street Bank and Trust Company
                                  P.O. Box 1713
                           Boston, Massachusetts 02105

                                  Legal Counsel
                           Goodwin, Procter & Hoar LLP
                                 Exchange Place
                           Boston, Massachusetts 02109

                              Independent Auditors
                              KPMG Peat Marwick LLP
                           112 East Pecan, Suite 2400
                            San Antonio, Texas 78205




                              Telephone Assistance
                          Call toll free - Central Time
                     Monday - Friday 8:00 a.m. to 8:00 p.m.
                        Saturdays 8:30 a.m. to 5:00 p.m.

                   For Additional Information On Mutual Funds
                    1-800-531-8181, (in San Antonio) 456-7211
                 For account servicing, exchanges or redemptions
                    1-800-531-8448, (in San Antonio) 456-7202

                        Recorded Mutual Fund Price Quotes
                        24-Hour Service (from any phone)
                    1-800-531-8066, (in San Antonio) 498-8066

                            Mutual Fund Touchline(Registered Trademark)
                          (from Touchtone phones only)
              For account balance, last transaction or fund prices
                    1-800-531-8777, (in San Antonio) 498-8777





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