USAA TAX EXEMPT FUND INC
N-30D, 1998-11-23
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Table of Contents

      USAA Family of Funds                              1
      Message from the President                        2
      Investment Review:
         USAA Long-Term Fund                            4
         USAA Intermediate-Term Fund                   10
         USAA Short-Term Fund                          16
         USAA Tax Exempt Money Market Fund             21
      Financial Information:
         Portfolios of Investments:                   
            USAA Long-Term Fund                        26
            USAA Intermediate-Term Fund                35
            USAA Short-Term Fund                       51
            USAA Tax Exempt Money Market Fund          63
         Notes to Portfolios of Investments            74
         Statements of Assets and Liabilities          75
         Statements of Operations                      77
         Statements of Changes in Net Assets           79
         Notes to Financial Statements                 83





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 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 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
 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 (Registered Trademark)
   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 not insured or  guaranteed by the
     FDIC or any other  government agency.  Although  the fund seeks to preserve
     the  value of your  investment  at $1 per  share,  it is  possible  to lose
     money by investing in the fund.

(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

Over the past  couple of years when Ken  Willmann,  who heads up our  tax-exempt
bond area, has gone with us to speak to shareholders, he's said, "Bonds are like
Rodney Dangerfield. They get no respect." That was because the great performance
of  stocks  since  1995  made  any  bond  look  pale by  comparison.  But what a
difference a few months make!

After 1995, I told stock fund  shareholders,  "It was a great year, but it would
be a stretch to expect a repeat." After 1996, I said, "That's two great years in
a row.  Any more  would  be  unusual."  After  1997,  I said,  "You  should  not
extrapolate  30% a year  returns."  Finally,  by August of this year, my caution
proved correct. (The market is often reluctant to recognize genius.) Herein lies
the case for owning bonds.

[PHOTOGRAPH  OF PRESIDENT  AND VICE  CHAIRMAN OF THE BOARD,  MICHAEL J. C. ROTH,
CFA, APPEARS HERE]

You have probably heard me say, that in my career I've known only two people who
could really stand a portfolio that is 100% stocks.  That is being proven again.
The actual fear that accompanies a severe market drop is something  difficult to
imagine. That fear is now impelling people toward fixed-income investments.  The
behavior of stocks and bonds this past summer reinforces such a move, because as
stocks went into turmoil,  a shift of money into bonds drove their prices up. If
you owned both in your  portfolio,  this  difference in  performance  of the two
classes  would have,  I believe,  left you much calmer than if you owned  stocks
alone.

The ability to keep emotion out of investing and to look instead for opportunity
is very  important.  To be able to do that in a time like August 1998,  for most
people,  requires a  portfolio  that is a mix of stocks  and  bonds.  And that's
because the markets will always surprise us.

Sincerely,

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


P.S. We have some news for those USAA funds that paid capital gain distributions
during 1998!  President Clinton signed the appropriations bill October 23, 1998,
that modifies the long-term  (12 months)  capital gains holding  period rules so
that essentially all registered  investment  company capital gain dividends paid
to shareholders during 1998 will be taxed at a maximum of 20%.


Past performance is no guarantee of future results.

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.

Although none of the investment instruments mentioned are guaranteed or insured,
government bonds are backed by the full faith and credit of the U.S. Government.
Common stocks are considered to have the most risk,  followed by corporate bonds
and  government  bonds.  All of these  vehicles  are  subject to tax. If held to
maturity,  bonds offer a fixed rate of return and fixed principal value.  Return
and principal value of an investment in stocks will fluctuate.




Investment Review

USAA 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.
          
- --------------------------------------------------------------------------------
                                           3/31/98               9/30/98
- --------------------------------------------------------------------------------
  Net Assets                           $2,042.5 Million     $2,173.3 Million
  Net Asset Value Per Share                 $14.00               $14.25
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
6-MONTH TOTAL RETURN AND 30-DAY SEC YIELD* AS OF 9/30/98
- --------------------------------------------------------------------------------
      3/31/98 to 9/30/98                       30-Day SEC Yield
             4.59% +                                 4.43%
- --------------------------------------------------------------------------------

* Calculated as prescribed by the Securities and Exchange Commission.
+ Total  returns  for  periods  of less than one year are not  annualized.  This
  six-month return is cumulative.



                     Average Annual Compounded Returns with
         Reinvestement of Dividends - Periods Ending September 30,1998

               TOTAL                  DIVIDEND                  PRICE
               RETURN       EQUALS     RETURN       PLUS        CHANGE
- --------------------------------------------------------------------------------
10 YEARS       8.35%          =         6.68%         +         1.67%
5 YEARS        6.21%          =         6.06%         +         0.15%
1 YEAR         9.32%          =         5.83%         +         3.49%
- --------------------------------------------------------------------------------



ANNUAL TOTAL  RETURNS AND  COMPOUNDED  DIVIDEND  RETURNS FOR THE 10-YEAR  PERIOD
ENDED SEPTEMBER 30, 1998

A chart in the form of a bar graph appears here, illustrating the  Annual  Total
Returns and Compounded Dividend Returns  of  the USAA Long-Term Fund for the 10-
year period ended September 30, 1998.

Total Return for Years Ended:
- ----------------------------
9/30/89        10.37%
9/30/90         5.68%
9/30/91        13.01%
9/30/92        10.99%
9/30/93        12.77%
9/30/94        -4.32%
9/30/95         9.83%
9/30/96         6.91%
9/30/97        10.02%
9/30/98         9.32%

**Compounded Dividend Yield for Years Ended:
- -------------------------------------------
9/30/89         7.77%
9/30/90         7.37%
9/30/91         7.70%
9/30/92         7.04%
9/30/93         6.69%
9/30/94         5.16%
9/30/95         6.70%
9/30/96         6.15%
9/30/97         6.17%
9/30/98         5.83%

Change in Share Price:
- ---------------------
9/30/89         2.60%
9/30/90        -1.69%
9/30/91         5.31%
9/30/92         3.95%
9/30/93         6.08%
9/30/94        -9.48%
9/30/95         3.13%
9/30/96         0.76%
9/30/97         3.85%
9/30/98         3.49%

** 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.


COMPARISON - 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 Long-Term Fund to the 12 Month Dividend
Yield of the  Lipper  General  Municipal  Debt  Funds  Average  from  9/30/89 to
9/30/98.

                   USAA Long-Term                  Lipper General Municipal
                    Fund Yield                     Debt Funds Average Yield
09/30/89              7.29%                                     6.99%
09/30/90              7.38%                                     6.98%
09/30/91              6.93%                                     6.50%
09/30/92              6.45%                                     6.05%
09/30/93              5.83%                                     5.33%
09/30/94              6.01%                                     5.46%
09/30/95              6.13%                                     5.24%
09/30/96              5.95%                                     5.06%
09/30/97              5.67%                                     4.78%
09/30/98              5.40%                                     4.45%

12-month dividend yield is computed by dividing income dividends paid during the
previous 12 months by the latest  month-end net asset value adjusted for capital
gain  distributions.  The graph  represents  data for periods  ending 9/30/89 to
9/30/98.


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 Long-Term Fund, Lehman Brothers
Municipal  Bond Index and the Lipper General  Municipal Debt Funds Average.  The
data points from the graph are as follows:

USAA  Long-Term Fund
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,355
09/30/89              $11,037
03/31/90              $11,436
09/30/90              $11,664
03/31/91              $12,403
09/30/91              $13,182
03/31/92              $13,691
09/30/92              $14,630
03/31/93              $15,397
09/30/93              $16,499
03/31/94              $15,761
09/30/94              $15,785
03/31/95              $16,559
09/30/95              $17,337
03/31/96              $17,863
09/30/96              $18,536
03/31/97              $19,026
09/30/97              $20,393
03/31/98              $21,316
09/30/98              $22,295

Lehman Brothers Municipal Bond Index
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,254
09/30/89              $10,868
03/31/90              $11,336
09/30/90              $11,607
03/31/91              $12,381
09/30/91              $13,138
03/31/92              $13,618
09/30/92              $14,511
03/31/93              $15,323
09/30/93              $16,360
03/31/94              $15,679
09/30/94              $15,960
03/31/95              $16,844
09/30/95              $17,745
03/31/96              $18,256
09/30/96              $18,817
03/31/97              $19,250
09/30/97              $20,514
03/31/98              $21,313
09/30/98              $22,301

Lipper General Municipal Debt Funds Average
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,335
09/30/89              $10,888
03/31/90              $11,257
09/30/90              $11,465
03/31/91              $12,211
09/30/91              $12,975
03/31/92              $13,438
09/30/92              $14,332
03/31/93              $15,191
09/30/93              $16,243
03/31/94              $15,500
09/30/94              $15,657
03/31/95              $16,492
09/30/95              $17,223
03/31/96              $17,715
09/30/96              $18,238
03/31/97              $18,613
09/30/97              $19,866
03/31/98              $20,642
09/30/98              $21,552

Data from 9/30/88 through 9/30/98

The broad-based  Lehman Brothers Municipal Bond Index is an unmanaged index that
tracks total return performance for the investment grade tax-exempt bond market.
The Lipper General Municipal Debt Funds Average is the average performance level
of all general municipal debt funds, as computed by Lipper Analytical  Services,
Inc., 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, KENNETH E. WILLMANN, CFA, APPEARS HERE]

INTEREST RATE MARKET
Interest rates  generally  declined in the six months ended  September 30, 1998.
The graph below illustrates this well.

MUNICIPAL, CORPORATE, AND U.S. TREASURY BOND YIELDS
A chart in the form of a line graph appears here  illustrating the yields of the
Lehman Brothers Investment Grade Corporate Bond Index, the 30-year U.S. Treasury
Bond, and the Bond Buyer 40-Bond Index (BBI40) from 3/31/98 to 9/30/98.

                Lehman
               Brothers             30-year           Bond Buyer
           Investment Grade          U.S.              40-Bond
          Corporate Bond Index     Treasury          Index (BBI40)
         ---------------------     ---------         -------------
3/31/98        6.55%                5.93%                5.27%
4/15/98        6.47%                5.88%                5.29%
4/30/98        6.54%                5.95%                5.39%
5/15/98        6.57%                5.97%                5.28%
5/29/98        6.44%                5.80%                5.22%
6/15/98        6.33%                5.57%                5.16%
6/30/98        6.41%                5.63%                5.22%
7/15/98        6.44%                5.71%                5.25%
7/31/98        6.50%                5.71%                5.26%
8/14/98        6.43%                5.54%                5.20%
8/31/98        6.46%                5.27%                5.11%
9/15/98        6.30%                5.26%                5.14%
9/30/98        5.93%                4.98%                5.04%

Note:  Past  performance is no guarantee of future  results.  The results of the
comparison  reflect  current  conditions  as regards  to 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.

Please  note that the top line is the yield on the  Lehman  Brothers  Investment
Grade  Corporate  Bond Index,  which is a standard  of  interest  rates on bonds
issued by corporations and other businesses. The middle line is the yield of the
active 30-year U.S.  Treasury  Bond, or the "Long Bond" as it is known.  This is
generally  considered the benchmark for long-term interest rates in the U.S. The
bottom line in the graph  represents  the yield of the Bond Buyer  40-Bond Index
(BBI40),   which  is  the  industry   standard  for  the  yield  of   long-term,
investment-grade municipal bonds.

Besides  the fact that all three  lines in the graph  trend  downward,  the most
striking  observation  is how different  those trends are. By far, the Long Bond
declined the most.  Its yield  declined .95% over the period to 4.98%.  Yes, you
are reading it  correctly,  4.98%!  Treasury  bonds hit yield levels not seen in
over thirty years!

Corporate  bonds followed,  but not as steeply.  Their yields declined .62% over
the period to 5.93%, most of which took place in September. The BBI40 yield line
has the most gentle decline of only .23%. In fact, on September 30, the yield on
the BBI40 of 5.04% was  actually  higher than that on the "Long Bond." This is a
very rare  occurrence!  Remember,  the interest on most municipal  bonds is free
from federal  income tax while interest from  government and corporate  bonds is
taxable.  The yield on taxable  bonds is usually  higher  than that on  tax-free
bonds to compensate the investor for the taxes which will be owed.

CHANGING RELATIONSHIPS
What caused these yield  relationships  to change?  Why do municipal bonds yield
more than Treasury bonds and closer than usual to corporate  bonds?  Let's begin
by discussing what is going on with Treasury bonds.

While the U.S. economy is currently in good shape, many of the world's economies
are not. You have probably  heard of the economic  collapses in Asia and Russia.
It appears that Latin America is poised to follow.  These  collapses have led to
business failures, declining employment and wages, credit crunches and deflation
of prices.  In short,  many of the world's  economies  look a lot like the early
1930s in the U.S.

The economies of almost all countries in the world are increasingly  intertwined
by technology  and the expansion of world trade.  Many people  believe that it's
only a matter of time,  and perhaps not much time,  before the U.S.  and Western
Europe are dragged into this  scenario.  The Federal  Reserve Board in the U.S.,
which has been the leader in the fight against inflation for years, has recently
turned its  attention to worries  about  recession.  On September  29, 1998,  it
lowered  short-term  interest  rates .25% to 5.25%,  the first  change in over a
year. The lowering of interest  rates is thought to stimulate the economy.  Many
investors  around the world,  particularly  those outside of this country,  view
U.S. Treasury  securities as a very safe investment.  Therefore,  demand is very
high for Treasury bonds as a haven against future economic turmoil and deflation
brought on by severe recession. As a result, prices of these bonds soared, which
in turn, caused yields to fall very rapidly.

Municipal and corporate  bonds do not offer this "ultimate  safety." Both entail
some default risk,  though  careful  selection  can reduce that risk.  Municipal
bonds are  suffering  from a high level of issuance of new bonds,  as well.  The
lower level of interest  rates is leading to much  borrowing  both to  refinance
older  outstanding  bonds and to finance new projects.  Demand for new bonds has
not kept pace with this large  supply,  causing the more  restrained  decline in
yields on the BBI40.

In summary, the continued decline in inflation is lowering interest rates, while
economic  fear  is  driving  people  toward  buying  U.S.  Treasury  securities.
Municipal bonds have also been affected by an oversupply of new issues.

AN OPPORTUNITY
All of the  foregoing  combine  to  make  tax-free  municipal  bonds  attractive
investments,  especially  relative to other bonds. If the U.S. economy slows and
inflation  continues  to fall,  yields  will  continue  to fall,  and  prices on
existing bonds will rise.

LONG-TERM FUND PERFORMANCE
While past  performance is no guarantee of future results,  from March 31, 1998,
to September 30, 1998, your Fund paid an annualized dividend  distribution yield
(1) of 5.36% versus the Lipper General  Municipal Debt Funds Average(2) of 4.39%
for the 245 funds in the category.  During the six-month period, the share price
rose $.25 to $14.25.  For the six months, the Fund provided a total return(3) of
4.59%, well above the Lipper average total return of 4.28%.

Your Fund's  performance  has earned  5-star  ratings from  Morningstar  for the
overall,  3-, and 5- year  periods and a 4-star  rating for the  10-year  period
ending  September  30,  1998,  overall  and among  1,581,  943,  and 359  funds,
respectively, in the municipal bond fund category.(4)


1)  Dividend  yield is computed by  dividing  income  dividends  paid during the
previous 6 months by the latest  month-end net asset value  adjusted for capital
gain distributions and annualizing the result.
2)  Refer to page 5 for the Lipper Average definition.
3) Total  return  equals  income  return  plus share  price  change and  assumes
reinvestment of dividends and capital gain distributions.

Past performance is no guarantee of future results.

4) Morningstar proprietary ratings reflect historical risk-adjusted  performance
through  September  30,  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  adjustment,   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.


To match the USAA Long-Term Fund's closing 30-Day SEC yield of 4.43% and:
- --------------------------------------------------------------------------------
Assuming a Marginal Federal Tax Rate of:   15%     28%     31%     36%     39.6%
- --------------------------------------------------------------------------------
A fully Taxable Investment must pay:     5.21%   6.15%   6.42%   6.92%     7.34%
- --------------------------------------------------------------------------------

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


PORTFOLIO RATINGS/MIX
A pie chart is shown here  depicting  the Portfolio Mix as of September 30, 1998
of the USAA Long-Term Fund to be:

BBB - 30%; AAA - 26%; AA - 25%; A - 18%; BB - 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
category AAA account for 2.8% of the Fund's investments.

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

See page 26 for a complete listing of the Portfolio of Investments.







Investment Review

USAA 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.

- --------------------------------------------------------------------------------
                                           3/31/98               9/30/98
- --------------------------------------------------------------------------------
  Net Assets                           $2,039.5 Million     $2,225.4 Million
  Net Asset Value Per Share                 $13.38               $13.59
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
6-MONTH TOTAL RETURN AND 30-DAY SEC YIELD* AS OF 9/30/98
- --------------------------------------------------------------------------------
      3/31/98 to 9/30/98                       30-Day SEC Yield
            4.28% +                                   4.28%
- --------------------------------------------------------------------------------

*  Calculated as prescribed by the Securities and Exchange Commission.
+  Total returns for periods of less than one year are not annualized. This 
   six-month return is cumulative.


                     Average Annual Compounded Returns with
         Reinvestement of Dividends - Periods ending September 30, 1998

               TOTAL                  DIVIDEND                  PRICE
               RETURN       EQUALS     RETURN       PLUS        CHANGE
- --------------------------------------------------------------------------------
10 YEARS       7.83%          =         6.26%         +         1.57%
5 YEARS        6.25%          =         5.68%         +         0.57%
1 YEAR         8.55%          =         5.60%         +         2.92%
- --------------------------------------------------------------------------------



ANNUAL TOTAL  RETURNS AND  COMPOUNDED  DIVIDEND  RETURNS FOR THE 10-YEAR  PERIOD
ENDED SEPTEMBER 30, 1998

A chart in the form of a bar graph appears here,  illustrating  the Annual Total
Returns and Compounded Dividend Returns of the USAA  Intermediate-Term  Fund for
the 10- year period ended September 30, 1998.

Total Return for Years Ended:
- ----------------------------
9/30/89         7.88%
9/30/90         6.71%
9/30/91        11.08%
9/30/92         9.73%
9/30/93        11.87%
9/30/94        -1.17%
9/30/95         9.76%
9/30/96         5.43%
9/30/97         9.07%
9/30/98         8.55%

**Compounded Dividend Yield for Years Ended:
- -------------------------------------------
9/30/89         7.29%
9/30/90         7.13%
9/30/91         7.26%
9/30/92         6.54%
9/30/93         6.01%
9/30/94         5.16%
9/30/95         6.04%
9/30/96         5.74%
9/30/97         5.86%
9/30/98         5.60%

Change in Share Price:
- ---------------------
9/30/89         0.59%
9/30/90        -0.42%
9/30/91         3.82%
9/30/92         3.19%
9/30/93         5.86%
9/30/94        -6.33%
9/30/95         3.72%
9/30/96        -0.31%
9/30/97         3.21%
9/30/98         2.95%

** 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.


COMPARISON - 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  Intermediate-Term  Fund to the 12 Month
Dividend  Yield of the Lipper  Intermediate  Municipal  Debt Funds  Average from
9/30/89 to 9/30/98.

         USAA Intermediate-Term               Lipper Intermediate Municipal
             Fund Yield                          Debt Funds Average Yield
9/30/89        7.01%                                     6.48%
9/30/90        6.98%                                     6.39%
9/30/91        6.67%                                     6.02%
9/30/92        6.07%                                     5.49%
9/30/93        5.35%                                     4.70%
9/30/94        5.55%                                     4.76%
9/30/95        5.50%                                     4.63%
9/30/96        5.63%                                     4.50%
9/30/97        5.44%                                     4.35%
9/30/98        5.22%                                     4.12%


12-month dividend yield is computed by dividing income dividends paid during the
previous 12 months by the latest  month-end net asset value adjusted for capital
gain  distributions.  The graph  represents  data for periods  ending 9/30/89 to
9/30/98.


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 Intermediate-Term  Fund, Lehman
Brothers Municipal Bond Index and the Lipper  Intermediate  Municipal Debt Funds
Average. The data points from the graph are as follows:

USAA  Intermediate-Term Fund
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,246
09/30/89              $10,788
03/31/90              $11,197
09/30/90              $11,511
03/31/91              $12,127
09/30/91              $12,786
03/31/92              $13,248
09/30/92              $14,030
03/31/93              $14,743
09/30/93              $15,695
03/31/94              $15,195
09/30/94              $15,512
03/31/95              $16,132
09/30/95              $17,025
03/31/96              $17,417
09/30/96              $17,949
03/31/97              $18,427
09/30/97              $19,577
03/31/98              $20,378
09/30/98              $21,250

Lehman Brothers Municipal Bond Index
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,254
09/30/89              $10,868
03/31/90              $11,336
09/30/90              $11,607
03/31/91              $12,381
09/30/91              $13,138
03/31/92              $13,618
09/30/92              $14,511
03/31/93              $15,323
09/30/93              $16,360
03/31/94              $15,679
09/30/94              $15,960
03/31/95              $16,844
09/30/95              $17,745
03/31/96              $18,256
09/30/96              $18,817
03/31/97              $19,250
09/30/97              $20,514
03/31/98              $21,313
09/30/98              $22,301

Lipper Intermediate Municipal Debt Funds Average
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,199
09/30/89              $10,687
03/31/90              $11,061
09/30/90              $11,344
03/31/91              $11,990
09/30/91              $12,601
03/31/92              $13,012
09/30/92              $13,776
03/31/93              $14,435
09/30/93              $15,257
03/31/94              $14,840
09/30/94              $15,072
03/31/95              $15,652
09/30/95              $16,390
03/31/96              $16,744
09/30/96              $17,104
03/31/97              $17,466
09/30/97              $18,380
03/31/98              $18,937
09/30/98              $19,708

Data from 9/30/88 through 9/30/98

The broad-based  Lehman Brothers Municipal Bond Index is an unmanaged index that
tracks total return performance for the investment grade tax-exempt bond market.
The Lipper Intermediate  Municipal Debt Funds Average is the average performance
level of all intermediate municipal debt funds, as computed by Lipper Analytical
Services,  Inc., 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, CLIFFORD A. GLADSON, CFA, APPEARS HERE]

CREDIT MARKET REVIEW
During the first half of the Fund's  fiscal year,  March  31,1998,  to September
30,1998,  the  yield-to-maturity  for  10-year  Treasury  bonds  dropped  1.24%.
However,  the yield for 10-year "AA" rated  municipal  bonds fell only .29%. The
decrease in interest rates and the increase in bond prices  reflected the credit
market's  opinion that the problems in the Asian and emerging  market  economies
would moderate growth in the domestic market and keep inflation in check.  For a
discussion  on the  factors  that  influence  the  movements  between  different
segments of the credit market,  please see the narrative for the USAA Short-Term
Fund on page 19.

FUND PERFORMANCE
While past  performance is no guarantee of future results,  from March 31, 1998,
to September 30, 1998, your Fund paid an annualized dividend  distribution yield
(1) of 5.19%  versus an  average  dividend  distribution  yield of 4.04% for the
Lipper  Intermediate  Municipal Debt Funds Average.(2)  During this same period,
the Fund share price rose $.21 to $13.59. The Fund's dividend  distributions and
share  appreciation  combined to produce a six-month  total  return(3) of 4.28%.
This was well above the Lipper average six-month total return of 3.92%.

Your Fund's  performance  has earned  5-star  ratings from  Morningstar  for the
overall,3-,  5-, and 10-year periods ended September 30, 1998, overall and among
1,581, 943, and 359 funds, respectively, in the municipal bond fund category.(4)


1)  Dividend  yield is computed by  dividing  income  dividends  paid during the
previous 6 months by the latest  month-end net asset value  adjusted for capital
gain distributions and annualizing the result.
2)  Refer to page 11 for the Lipper Average definition.
3)  Total return  equals income  return  plus share  price  change  and  assumes
reinvestment of dividends and capital gain distributions.

Past performance is no guarantee of future results.

4)  Morningstar proprietary ratings reflect historical risk-adjusted performance
through  September  30,  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  adjustment,   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.

FIXED INCOME INVESTMENT
I  believe  that the  Webster  definition  of  investment  that  best  describes
fixed-income  investment is, "a siege:  to pursue  persistently  or diligently."
Fixed-income  securities  are  primarily  for income  accumulation  rather  than
capital  appreciation.  Fixed-income  investors will see an accumulation in real
wealth if the  after-tax  yield is greater than the rate of  inflation  AND they
harness the power of compounding by reinvesting interest payments.

The graph  below  shows the  sources  of return  for $1.00  invested  in 10-year
Treasury  bonds over the last 52 years.  Over this  period,  the  principal  and
compound  interest would have returned $19.15.  The reinvested  income accounted
for $15.63 of the total investment  return.


                          COMPONENTS OF TOTAL RETURN:
                   US TREASURY INTERMEDIATE GOVERNMENT BONDS
                                   1946-1997

A chart in the form of a line graph  appears here,  illustrating  the sources of
return for $1.00 invested in 10-year Treasury bonds over the last 52 years.

               Principal            Coupons       Reinvested           Inflation
                 Price               Price          Price               Price
               ----------         -----------    -------------        ----------
1946            $1.00               $ .01             $ .00            $ 1.18
1949             1.01                 .05               .00              1.30
1953              .99                 .13               .01              1.48
1957              .97                 .23               .03              1.56
1961              .94                 .37               .07              1.65
1965              .90                 .52               .14              1.75
1969              .79                 .70               .21              2.07
1973              .86                 .93               .60              2.54
1977              .84                1.17              1.10              3.41
1981              .68                1.46              1.67              5.16
1985              .83                1.81              4.62              6.01
1989              .86                2.09              7.39              6.93
1993              .99                2.34             12.29              8.01
1997              .95                2.57             15.63              8.86

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

Compound  interest  amounted  to 4.4 times the capital  appreciation  and simple
interest which totaled $3.52.  Note that inflation  would erode real  purchasing
power without the benefit of compound interest.

TAX-EXEMPT FIXED INCOME INVESTMENT
The primary  objective of each USAA tax-exempt bond fund is to distribute a high
level of tax-exempt dividends.  Our income orientation reflects the mathematical
nature  of  bonds,  the  Federal  Income  Tax  Code,  and  the  behavior  of the
fixed-income market.

Interest rates  fluctuate.  When interest rates rise, the price of a bond falls.
When  interest  rates fall,  the price of a bond rises.  At maturity,  barring a
credit disaster,  a bond pays off at face value. The only tax-exempt income that
is earned depends on the bond's coupon yield at the time of purchase.

Common  sense  dictates  that  taxpayers  value  tax-exempt  income over taxable
capital  gain  distributions.  The table on page 10 shows the  sources  of total
return  for the USAA  Intermediate-Term  Fund  over the last 1, 5, and 10 years.
Notice that the return  from  tax-exempt  income is the  dominant  component  of
long-term total return.  The three graphs on page 10 further  illustrate how the
dividend  return and yearly price  appreciation  combine to produce annual total
returns.   Besides   dominating   long-term  total  return,   tax-exempt  income
distributions help smooth out the annualized total return.

Two market factors shape our income-oriented  portfolio strategy.  First, to our
knowledge, no one has consistently been able to predict the movement in interest
rates.  This  makes  market  timing a  losing  proposition.  Consequently,  USAA
tax-exempt  funds  tend to  remain  fully  invested  and do not try to time  the
market.  When we do  trade  bonds,  it is to take  advantage  of  interest  rate
movements that may increase the Fund's dividend  distribution  yield.  Secondly,
yields for  municipal  bonds tend to increase as bond maturity  lengthens.  This
means that in order to earn a high level of income,  the Fund's weighted average
maturity will usually be near its upper limit.

We believe that our shareholders may realize a potential increase in real wealth
reflected  by a rise in the  purchasing  power  of  their  investments,  if USAA
tax-exempt funds  persistently  invest using an  income-oriented  approach,  and
shareholders diligently reinvest income to reap the benefits of compounding.



                   To match the USAA Intermediate-Term Fund's
                     closing 30-Day SEC yield of 4.28% and:
- --------------------------------------------------------------------------------
Assuming a Marginal Federal Tax Rate of:   15%     28%     31%     36%     39.6%
- --------------------------------------------------------------------------------
A fully Taxable Investment must pay:     5.04%   5.94%   6.20%   6.69%     7.09%
- --------------------------------------------------------------------------------

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


PORTFOLIO RATINGS/MIX

A pie chart is shown here  depicting  the Portfolio Mix as of September 30, 1998
of the USAA Intermediate-Term Fund to be:

A - 29%; AAA - 28%; BBB - 24%; AA - 15%; BB - 3%; Cash Equivalent - 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, AA, and BBB account for .8%, .1%, and 1.6%, respectively, of the
Fund's investments.

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

See page 35 for a complete listing of the Portfolio of Investments.








Investment Review

USAA 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.

- --------------------------------------------------------------------------------
                                           3/31/98              9/30/98 
- --------------------------------------------------------------------------------
  Net Assets                            $970.8 Million       $991.7 Million
  Net Asset Value Per Share                 $10.74               $10.80
- --------------------------------------------------------------------------------


- --------------------------------------------------------------------------------
6-MONTH TOTAL RETURN AND 30-DAY SEC YIELD* AS OF 9/30/98
- --------------------------------------------------------------------------------
      3/31/98 to 9/30/98                       30-Day SEC Yield
            2.88% +                                  3.75%
- --------------------------------------------------------------------------------

*  Calculated as prescribed by the Securities and Exchange Commission.
+  Total  returns  for periods  of less than one year are not  annualized.  This
six-month return is cumulative.


                     Average Annual Compounded Returns with
         Reinvestement of Dividends - Periods ending September 30, 1998

               TOTAL                  DIVIDEND                  PRICE
               RETURN       EQUALS     RETURN       PLUS        CHANGE
- --------------------------------------------------------------------------------
10 YEARS       5.69%          =         5.28%         +         0.41%
5 YEARS        4.82%          =         4.65%         +         0.17%
1 YEAR         5.62%          =         4.69%         +         0.93%
- --------------------------------------------------------------------------------



ANNUAL TOTAL  RETURNS AND  COMPOUNDED  DIVIDEND  RETURNS FOR THE 10-YEAR  PERIOD
ENDED SEPTEMBER 30, 1998

A chart in the form of a bar graph appears here,  illustrating  the Annual Total
Returns and Compounded  Dividend Returns of the USAA Short-Term Fund for the 10-
year period ended September 30, 1998.

Total Return for Years Ended:
- ----------------------------
9/30/89         6.87%
9/30/90         5.74%
9/30/91         7.60%
9/30/92         6.71%
9/30/93         5.95%
9/30/94         1.70%
9/30/95         6.41%
9/30/96         4.51%
9/30/97         5.95%
9/30/98         5.62%

**Compounded Dividend Yield for Years Ended:
- -------------------------------------------
9/30/89         6.58%
9/30/90         6.61%
9/30/91         6.44%
9/30/92         5.37%
9/30/93         4.63%
9/30/94         4.22%
9/30/95         4.88%
9/30/96         4.79%
9/30/97         4.72%
9/30/98         4.69%

Change in Share Price:
- ---------------------
9/30/89         0.29%
9/30/90        -0.87%
9/30/91         1.16%
9/30/92         1.34%
9/30/93         1.32%
9/30/94        -2.52%
9/30/95         1.53%
9/30/96        -0.28%
9/30/97         1.23%
9/30/98         0.93%

** 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.


COMPARISON - 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 Short-Term Fund to the 12 Month Dividend
Yield of the Lipper  Short-Term  Municipal  Debt Funds  Average  from 9/30/89 to
9/30/98.

               USAA Short-Term                     Lipper Short-Term Municipal
                 Fund Yield                         Debt Funds Average Yield
9/30/89            6.35%                                     6.04%
9/30/90            6.51%                                     6.20%
9/30/91            6.14%                                     5.80%
9/30/92            5.15%                                     4.92%
9/30/93            4.44%                                     4.11%
9/30/94            4.30%                                     3.84%
9/30/95            4.65%                                     4.18%
9/30/96            4.71%                                     4.09%
9/30/97            4.54%                                     4.07%
9/30/98            4.52%                                     3.85%

12-month dividend yield is computed by dividing income dividends paid during the
previous 12 months by the latest  month-end net asset value adjusted for capital
gain  distributions.  The graph  represents  data for periods  ending 9/30/89 to
9/30/98.


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  Short-Term  Fund,  Lehman
Brothers  Municipal  Bond Index and the Lipper  Short-Term  Municipal Debt Funds
Average. The data points from the graph are as follows:

USAA  Short-Term Fund
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,220
09/30/89              $10,687
03/31/90              $11,028
09/30/90              $11,301
03/31/91              $11,719
09/30/91              $12,159
03/31/92              $12,550
09/30/92              $12,975
03/31/93              $13,350
09/30/93              $13,747
03/31/94              $13,733
09/30/94              $13,982
03/31/95              $14,353
09/30/95              $14,879
03/31/96              $15,190
09/30/96              $15,549
03/31/97              $15,904
09/30/97              $16,474
03/31/98              $16,913
09/30/98              $17,399

Lehman Brothers Municipal Bond Index
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,254
09/30/89              $10,868
03/31/90              $11,336
09/30/90              $11,607
03/31/91              $12,381
09/30/91              $13,138
03/31/92              $13,618
09/30/92              $14,511
03/31/93              $15,323
09/30/93              $16,360
03/31/94              $15,679
09/30/94              $15,960
03/31/95              $16,844
09/30/95              $17,745
03/31/96              $18,256
09/30/96              $18,817
03/31/97              $19,250
09/30/97              $20,514
03/31/98              $21,313
09/30/98              $22,301

Lipper Short-Term Municipal Debt Funds Average
  Year                Amount
- --------              -------
09/30/88              $10,000
03/31/89              $10,209
09/30/89              $10,620
03/31/90              $10,963
09/30/90              $11,284
03/31/91              $11,707
09/30/91              $12,104
03/31/92              $12,464
09/30/92              $12,888
03/31/93              $13,223
09/30/93              $13,524
03/31/94              $13,599
09/30/94              $13,798
03/31/95              $14,094
09/30/95              $14,520
03/31/96              $14,835
09/30/96              $15,129
03/31/97              $15,411
09/30/97              $15,845
03/31/98              $16,202
09/30/98              $16,607

Data from 9/30/88 through 9/30/98

The broad-based  Lehman Brothers Municipal Bond Index is an unmanaged index that
tracks total return performance for the investment grade tax-exempt bond market.
The Lipper  Short-Term  Municipal Debt Funds Average is the average  performance
level of all short-term  municipal debt funds, as computed by Lipper  Analytical
Services,  Inc., 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, CLIFFORD A. GLADSON, CFA, APPEARS HERE]

FUND PERFORMANCE
While past  performance is no guarantee of future results,  from March 31, 1998,
to September 30, 1998, your Fund paid an annualized dividend  distribution yield
(1) of 4.54%  versus an  average  dividend  distribution  yield of 3.86% for the
Lipper Short Municipal Debt Funds Average.(2) During the first six months of the
Fund's fiscal year, the share price rose $.06 to $10.80.  Over this same period,
the Fund  provided a total  return(3)  of 2.88%,  well above the Lipper  average
total return of 2.52%.

Your Fund's  performance  has earned  5-star  ratings from  Morningstar  for the
overall, 3-, 5-, and 10-year periods ended September 30, 1998, overall and among
1,581, 943, and 359 funds, respectively, in the municipal bond fund category.(4)


1)  Dividend yield is computed  by  dividing  income  dividends  paid during the
previous 6 months by the latest  month-end net asset value  adjusted for capital
gain distributions and annualizing the result.
2)  Refer to page 17 for the Lipper Average definition.
3)  Total  return  equals  income  return  plus share  price change and  assumes
reinvestment of dividends and capital gain distributions.

Past performance is no guarantee  of  future  results.

4)  Morningstar proprietary ratings reflect historical risk-adjusted performance
through  September  30,  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  adjustment,   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.

TREASURY YIELDS VS MUNICIPAL YIELDS
During the first half of the Fund's  fiscal year,  March  31,1998,  to September
30,1998, the yield-to-maturity for 3-year Treasury bonds dropped 1.30% while the
yield for 5-year "AA" rated  municipal bonds fell only .30%. The decrease in the
general level of interest rates  indicates that the credit market  believes that
inflation is under  control,  and the Federal  Reserve  Board is going to make a
series of cuts in short-term interest rates.

ALL YIELDS DON'T NECESSARILY MARCH IN UNISON
During a recent training session one of our shareholder  representatives  asked,
"Why haven't municipal yields fallen as far as treasury yields? What's wrong?" I
replied  "Nothing"  and  continued  to  explain  that the  outlook  for the vast
majority of  municipal  issuers was very rosy.  Tax  revenues  were above budget
estimates, and business conditions were good. He pressed on, "So what's the rest
of the  story?" I then  proceeded  to lay out the  underpinnings  of the  credit
market.

While the Federal  Reserve Board  influences  the level of  short-term  interest
rates,  the general  direction  of all  interest  rates  appears to be driven by
inflation  expectations.  When inflation  expectations rise, interest rates rise
and the prices of bonds fall. When inflation  expectations fall,  interest rates
fall, and the prices of bonds tend to rise.

The difference in relative  performance among the different  segments within the
credit market reflects the foundation of any free market: supply and demand. The
supply of U.S.  Treasury  securities has been stable,  and demand,  particularly
from overseas,  has been strong.  The supply of municipal bonds has been robust,
and the demand has been rather stable. The high demand for a fixed supply bid up
the  prices  for U.S.  Treasury  securities,  while the high  supply and a fixed
demand limited the rise in price for municipal bonds.

MARCHING TO A DIFFERENT BEAT
Will the relationship  between treasury yields and municipal yields change? Yes,
but no one has proven they can  consistently  predict the general  movements  of
interest rates, much less the duration or timing of the spreads between interest
rates within the credit market. We believe that an investment  strategy based on
our income  orientation  better  serves  the  shareholder  than a market  timing
strategy.  Please see the narrative for the USAA  Intermediate-Term Fund on page
14 for a discussion of our investment philosophy for tax-exempt funds.



To match the USAA Short-Term Fund's closing 30-Day SEC yield of 3.75% and:
- --------------------------------------------------------------------------------
Assuming a Marginal Federal Tax Rate of:   15%     28%     31%     36%     39.6%
- --------------------------------------------------------------------------------
A fully Taxable Investment must pay:     4.41%   5.21%   5.43%   5.86%     6.21%
- --------------------------------------------------------------------------------

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


PORTFOLIO RATINGS/MIX

A pie chart is shown here  depicting  the Portfolio Mix as of September 30, 1998
of the USAA Short-Term Fund to be:

A - 30%; BBB - 21%; AAA - 19%; Cash Equivalents - 16%; AA - 12%; BB - 2%.

This chart  reflects the highest  rating of either  Moody's  Investors  Service,
Standard & Poor's Rating Group, or Fitch Investors  Service.  Unrated securities
that have been determined by USAA IMCO to be of equivalent investment quality to
categories  A and BBB  account  for .6% and 2.6%,  respectively,  of the  Fund's
investments.

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

See page 51 for a complete listing of the Portfolio of Investments.






Investment Review

USAA 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 a money market fund is not insured or guaranteed by the FDIC
or any other government agency. Although the Fund seeks to preserve the value of
your investment at $1.00 per share, it is possible to lose money by investing in
the Fund.
 

- --------------------------------------------------------------------------------
                                           3/31/98              9/30/98
- --------------------------------------------------------------------------------
  Net Assets                           $1,631.8 Million     $1,592.9 Million
  Net Asset Value Per Share                 $1.00                 $1.00
- --------------------------------------------------------------------------------
                                                           

- --------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AND 7-DAY YIELD AS OF 9/30/98
- --------------------------------------------------------------------------------
         3/31/98                                                   7-Day
       to 9/30/98       1 Year       5 Years      10 Years         Yield

         1.72% +         3.45%        3.25%         3.97%          3.69%
- --------------------------------------------------------------------------------

+ Total  returns  for  periods  of less than one year are not  annualized.  This
six-month return is cumulative.

Total return equals income return 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. 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 Tax Exempt  Money Market Fund and the IBC  Financial
Data, Inc. SB (Stock Broker) and GP (General Purpose) (Tax-Free) Money Funds.

                      USAA Tax Exempt
                     Money Market Fund                 IBC Financial Data, Inc.
09/30/97                     3.65%                              3.29%
10/28/97                     3.40%                              3.09%
11/25/97                     3.63%                              3.24%
12/30/97                     3.76%                              3.34%
01/27/98                     3.27%                              2.92%
02/24/98                     3.26%                              2.79%
03/31/98                     3.41%                              3.03%
04/28/98                     3.79%                              3.42%
05/26/98                     3.55%                              3.14%
06/30/98                     3.44%                              3.03%
07/28/98                     3.36%                              2.99%
08/25/98                     3.25%                              2.82%
09/29/98                     3.70%*                             3.21%*

Data represent the last Monday of each month.
* Ending date 9/28/98

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







Message from the Manager

[PHOTOGRAPH OF PORTFOLIO MANAGER, THOMAS G. RAMOS, CFA, APPEARS HERE]

OVERVIEW
Interest  rates have  continued to move lower in this  reporting  period  ending
September  30, 1998.  Long-term  U.S.  Treasury  bond yields  declined to 4.98%.
One-year  Treasury  bill  yields  were  down  to  4.40%.  Tax-exempt  securities
generally followed this downward move with one-year tax-exempt levels at 3.24%.

The downward trend in U.S.  Treasury  yields  reflects a flight to safety as our
equity markets have moved into a tumultuous period.  Additionally,  some foreign
markets,  particularly Russia and the Far East, have suffered historic declines.
Thus, foreign investors have also sought refuge in U.S. Treasury securities.

Turmoil in global financial markets along with some slowing in domestic economic
statistics  prompted the Federal Reserve to lower the federal funds rate .25% to
5.25% on September 29, 1998. This is the interbank lending rate and is the Fed's
main signal of monetary policy.  Current market expectation is that the Fed will
likely cut rates again.

STRATEGY
Regardless  of the  interest  rate  environment,  we  continue  our  strategy of
focusing on relative value. We buy those tax-exempt  securities which we believe
represent the best value at the time.  Currently,  our focus is on variable rate
demand notes (VRDNs)(1) which represented nearly 70% of the portfolio at the end
of September 1998. Although these securities  generally have maturities of 10 to
20 years, they have a demand feature that effectively  shortens their maturities
to a day or seven days.  The demand  feature is usually  guaranteed  by a bank's
letter of credit which  assures  that  principal  and  interest  will be paid as
stated.

Given the  importance  of guarantors in these  securities,  we perform  in-depth
analysis on them.  This analysis is done not only by me but also by our staff of
money market analysts.  Our analysts talk to management of these firms,  analyze
financial  statements,  and visit the sites.  This research assures that we hold
securities that are backed by financially  healthy  institutions.  Analysis also
helps us differentiate  between perceived risks and actual risks which allows us
to take advantage of inefficiencies in the market.

1) Variable rate demand notes  represent  borrowings  that are payable on demand
and that bear interest tied to a money market rate.

THE PORTFOLIO
The average  maturity of the portfolio was 54 days at the end of September 1998.
This reflected the relative  unattractiveness  of longer maturity notes compared
to variable rate demand notes and commercial  paper (CP).  The relatively  short
maturity of VRDNs and CP also gives me  flexibility in the types of securities I
will be able to buy in the future.

PERFORMANCE
While past  performance  is no  guarantee of future  results,  for the 12 months
ending  September  30, 1998,  your Fund ranked 5 out of 137 national  tax-exempt
money market funds according to IBC First Data, Inc. with a compounded  dividend
yield of 3.45%. The average for the category over the same time period was 3.05%


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 Tax Exempt Money Market Fund.
The data is from  9/30/88  to  9/30/98.  The data  points  from the graph are as
follows:

USAA  Tax Exempt Money Market Fund
  Year                Amount
- --------              -------   
09/30/88              $10,000
03/31/89              $10,295
09/30/89              $10,619
03/31/90              $10,937
09/30/90              $11,261
03/31/91              $11,586
09/30/91              $11,856
03/31/92              $12,084
09/30/92              $12,273
03/31/93              $12,434
09/30/93              $12,581
03/31/94              $12,721
09/30/94              $12,884
03/31/95              $13,100
09/30/95              $13,343
03/31/96              $13,579
09/30/96              $13,803
03/31/97              $14,026
09/30/97              $14,272
03/31/98              $14,514
09/30/98              $14,765   

Data from 9/30/88 through 9/30/98

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 7-day
yield information, please refer to the Fund's Investment Review page.

An investment in a money market fund is not insured or guaranteed by the FDIC or
any other  government  agency.  Although the Fund seeks to preserve the value of
your investment at $1.00 per share, it is possible to lose money by investing in
the Fund.

See page 63 for a complete listing of the Portfolio of Investments.







CATEGORIES AND DEFINITIONS
PORTFOLIOS OF INVESTMENTS

September 30, 1998
(Unaudited)

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)  Asset Guaranty Reinsurance Co.
 (6)  AXA Reinsurance Group.
 (7)  American Capital Access.
 (8)  TRYGG-HANSA Insurance Company Ltd.
 (9)  College Construction Loan Insurance Association.
(10)  Continental Casualty Co.
(11)  Continental General Corp.
(12)  Connecticut General Life Insurance Co.
(13)  Texas Permanent School Fund.
(14)  Metropolitan Life Insurance Co.
(15)  Provident Mutual Life Insurance Co.

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


PORTFOLIO DESCRIPTION ABBREVIATIONS

BAN      Bond Anticipation Note
COP      Certificate of Participation
CP       Commercial Paper   
CRE      Credit Enhanced        
GO       General Obligation   
IDA      Industrial Development Authority/Agency 
IDB      Industrial Development Board  
IDC      Industrial Development Corporation
IDRB     Industrial Development Revenue Bond
ISD      Independent School District
MFH      Multi-Family Housing
PCRB     Pollution Control Revenue Bond
RB       Revenue Bond      
RN       Revenue Note
RAN      Revenue Anticipation Note
SFH      Single-Family Housing
TRAN     Tax Revenue Anticipation Note







USAA LONG-TERM FUND
PORTFOLIO OF INVESTMENTS
(IN THOUSANDS)

September 30, 1998
(Unaudited)

<TABLE>
<CAPTION>

 Principal                                                           Coupon      Final        Market
  Amount    Security                                                  Rate      Maturity      Value
- -------------------------------------------------------------------------------------------------------
<C>         <S>                                                      <C>        <C>           <C>
                      FIXED RATE INSTRUMENTS (98.2%)
            Alabama (1.1%)
$  3,750    Baldwin County Health Care RB, Series 1996                6.75%     4/01/21      $  4,137
   8,000    Courtland IDRB, Series 1994                               5.90      2/01/17         8,400
  10,250    Prattville IDB RB, Series 1998                            5.30      9/01/28        10,376

            Alaska (2.6%)
            Housing Finance Corp. Collateralized RB,
   7,330     1991 Second Series                                       6.90      6/01/32         7,809
   9,785     1994 First Series                                        6.70     12/01/19        10,543 
  13,735     1995 First Series (CRE)                                  6.55     12/01/37        14,841
  21,175    Valdez Marine Terminal RB, Series 1985A                   7.00     12/01/25        23,441
  
            Arizona (0.6%)
  13,500    Maricopa County Hospital Facilities RB, 
             Series 1998 (CRE)                                        5.25     11/15/37        13,800

            California (6.0%)
  11,350    Central Valley Finance Auth. RB, Series 1993 (a)          6.20      7/01/20        12,785
  11,500    Los Angeles Regional Airport Improvement Corp.
             Refunding RB, Series 1996                                6.35     11/01/25        12,709
  17,000    Sacramento Cogeneration Auth. RB, Series 1995 (a)         6.50      7/01/21        19,990
  74,000    San Joaquin Hills Transportation Corridor 
             Agency RB, Senior Lien (a)                               6.75      1/01/32        84,493

            Colorado (1.8%)
   9,500    Denver Health & Hospital Auth. RB, Series 1998A           5.38     12/01/28         9,563
  14,200    Health Facilities Auth. Hospital RB, Series 1993          6.63      2/01/13        15,361
  11,480    Summit County Sports Facilities RB, Series 1990           7.88      9/01/08        14,656

            Connecticut (2.2%)
   4,000    Health and Educational Facilities Auth. RB, 
             Series 1996C                                             6.63      7/01/26         4,434
  41,200    Mashantucket (Western) Pequot Tribe RB, 
             series 1997B (g)                                         5.75      9/01/27        43,366

            District of Columbia (1.6%)
  11,860    Health Facilities Mortgage RB, Series 1985                7.75      8/01/29        12,136
   8,000    Hospital RB, Series 1992B (a)                             7.00      8/15/15         9,034
  15,000    Washington DC Convention Center Auth. RB,
             Series 1998 (CRE) (2)                                    4.75     10/01/28        14,477

            Georgia (0.5%)
  10,000    Savannah Economic Development Auth. PCRB, Series 1995     6.15      3/01/17        11,564

            Hawaii (0.4%)
   7,330    State Highway RB, Series 1998                             5.50      7/01/18         8,004

            Idaho (1.2%)
  23,400    Nez Perce County PCRB, Series 1996                        6.00     10/01/24        25,205

            Illinois (6.1%)
            Chicago Gas Supply RB,
  13,500     Series 1985B                                             7.50      3/01/15        14,446
   7,500     Series 1985C                                             7.50      3/01/15         8,025
  24,250     Series 1995A                                             6.10      6/01/25        26,727
  13,725    Chicago-O'Hare International Airport RB, Series 1994      8.20     12/01/24        16,476
   6,700    Development Finance Auth. RB, Series 1996B (CRE)          6.40      9/01/31         7,632
            Health Facilities Auth. RB,
  17,775     Series 1992                                              7.00      1/01/15        19,134
   6,500     Series 1998                                              5.25      9/01/24         6,531
  19,600    Quincy Hospital RB, Series 1993                           6.00     11/15/18        20,564
  10,980    Regional Transport Auth. GO, Series 1994C (CRE)(3)        7.10      6/01/25        12,717

            Indiana (3.5%)
  10,945    Development Finance Auth. Environmental RB, Series 1996   6.15      7/15/22        11,873
 100,675    Health Facility Financing Auth. RB, Series 1992C (b)      7.89      7/01/23        16,665
  41,750    Indianapolis Airport Facility RB                          6.80      4/01/17        46,556

            Kansas (0.5%)
  60,245    Sedgwick County Mortgage Loan RB, Senior Series
             1991A (b)                                                7.11     12/01/22        10,538

            Kentucky (1.9%)
  39,595    Louisville and Jefferson County Metro Sewer District
             RB, Series 1997B (CRE)(1)                                5.20      5/15/25        40,585

            Louisiana (1.6%)
            East Baton Rouge Mortgage Finance Auth. RB,
   3,035     Series 1997F-1                                           5.35     10/01/30         3,037
   2,005     Series 1998B-1                                           5.35     10/01/30         2,006
  25,730    Lake Charles Harbor and Terminal District
             Port Facilities RB, Series 1995A                         7.75      8/15/22        29,626

            Maryland (0.7%)
  13,735    Community Development Administration SFH RB,
             Series 1996A                                             5.95      7/01/23        14,668

            Massachusetts (1.7%)
  10,000    Health and Educational Facilities Auth. RB, 
             Series 1998L                                             4.75      6/01/31         9,669
  24,000    State GO, Series 1991A (a)                                7.63      6/01/08        26,836

            Michigan (2.7%)
   9,900    Battle Creek Downtown Development Auth. Development
             Bonds, Series 1994 (a)                                   7.60      5/01/16        11,841
  13,005    Dickinson County Economic Development Corp.
             PCRB, Series 1993                                        5.85     10/01/18        13,592
            Hospital Finance Auth. RB,
   7,250     Series 1995                                              6.70      1/01/26         8,176
  15,500     Series 1995A (a)                                         7.50     10/01/27        18,832
   6,500    Job Development Auth. RB, Series 1990A (CRE)              8.00     12/01/13         7,080

            Minnesota (3.8%)
            International Falls PCRB,
   5,000     Series 1997                                              5.65     12/01/22         5,071
   9,750     Series 1998                                              5.50      4/01/23         9,816
  50,690    St. Paul Housing and Redevelopment Auth. Hospital RB,
             Series 1993A                                             6.63     11/01/17        54,956
  13,375    Washington County Housing and Redevelopment Auth. RB,
             Series 1998                                              5.50     11/15/27        13,415

            Mississippi (1.6%)
            Lafayette County Hospital RB,
   2,940     Series 1991A (a)                                         7.95      3/01/16         3,275
  15,175     Series 1991B (a)                                         7.95      3/01/16        16,904
            Union County Hospital RB,
   4,450     Series 1991A (a)                                         7.95      3/01/16         4,957
   8,350     Series 1991B (a)                                         7.95      3/01/16         9,302

            Missouri (0.3%)
   5,000    Health and Educational Facilities RB, Series 1996A        6.38      2/01/27         5,371

            Montana (1.1%)
  14,545    Board of Housing RB, Series 1997A-1                       6.05     12/01/37        15,485
   7,660    Lewis and Clark County Environmental RB, Series 1998      5.60      1/01/27         7,905

            Nevada (0.9%)
  15,650    Humboldt County PCRB, Series 1984                         8.30     12/01/14        18,756

            New Hampshire (2.7%)
            Higher Educational and Health Facilities RB,
   8,580     Series 1993 (a)                                          6.38      7/01/23         9,637
   2,205     Series 1993                                              6.38      7/01/23         2,375
  13,500     Series 1998 (CRE)(7)                                     5.30     10/01/28        13,552
  31,085    Single-Family Mortgage Finance Auth. RB, Series 1993B     6.05      7/01/25        32,661

            New Jersey (0.7%)
  15,000    Camden County Improvement Authority RB, Series 1997       6.00      2/15/27        15,902

            New Mexico (2.4%)
  16,000    Chaves County Hospital RB (a)                             7.25     12/01/22        18,387
  30,100    Lordsburg PCRB                                            6.50      4/01/13        33,288

            New York (12.5%)
   1,600    Buffalo Municipal Water Finance Auth. RB,
             Series 1998A (CRE)(3)                                    5.00      7/01/28         1,606
  21,500    Dormitory Auth. RB, Series 1996B (Mental
             Health Services)                                         6.00      8/15/16        24,726
  54,000    Housing New York Corp. RB, Series 1993                    5.00     11/01/18        53,862
            Medical Care Facilities Finance Agency RB,
  36,275    Series 1994A (New York Hospital) (CRE)(2),(a)             6.90      8/15/34        42,973
  13,900    Series 1995A (Brookdale Hospital)(a)                      6.85      2/15/17        16,430
            New York City GO,
  50,000     Series 1995B (a)                                         7.25      8/15/19        59,332
   5,890     Series 1997I                                             6.25      4/15/17         6,625
  14,670     Series 1997I (a)                                         6.25      4/15/27        17,149
  16,380     Series 1997I                                             6.25      4/15/27        18,228
  41,000    New York City Municipal Water Finance Auth. RB,
             Series 1998D (b)                                         5.08      6/15/20        14,064
  14,625    Port Auth. of New York and New Jersey RB, 
             Eighty-Fifth Series                                      5.38      3/01/28        16,102

            North Carolina (0.8%)
  16,585    Housing Finance Agency RB, Series R                       6.95      9/01/23        17,804

            North Dakota (0.2%)
   5,000    Oliver County PCRB, Series 1998A (CRE) (2)                5.30      1/01/27         5,222
           
            Ohio (0.3%)
   7,325    Lorain County Health Care Facilities RB, Series 1998A     5.25      2/01/21         7,272

            Oklahoma (2.1%)
  41,550    Tulsa Municipal Airport Transportation RB, Series 1995    6.25      6/01/20        44,911

            Pennsylvania (2.2%)
            Montgomery County IDA RB,
   7,500     Series 1996A                                             5.88     11/15/22         8,007
  10,000     Series 1996B                                             5.75     11/15/17        10,569
  27,470    Philadelphia Gas Works RB, 14th Series                    6.38      7/01/26        30,225

            Puerto Rico (7.0%)
            Electric Power Auth. RB,
  33,120     Series EE                                                4.75      7/01/24        32,467
  21,175     Series T (a)                                             6.38      7/01/24        24,314
  25,450     Series X (a)                                             6.13      7/01/21        29,231
  67,620    Highway and Transportation Auth. RB, Series 998A          4.75      7/01/38        66,370

            Rhode Island (1.2%)
  25,000    Housing and Mortgage Finance Corp. SFH RB, 
             Series 15-A                                              6.85     10/01/24        27,054

            South Carolina (1.2%)
            Connector 2000 Association Toll Road RB,
  12,700     Series 1998B (b)                                         5.78      1/01/22         3,304
  13,000     Series 1998B (b)                                         5.80      1/01/23         3,192
  13,500     Series 1998B (b)                                         5.80      1/01/24         3,105
  16,200     Series 1998B (b)                                         5.80      1/01/25         3,516
  17,100     Series 1998B (b)                                         5.83      1/01/27         3,285
  17,500     Series 1998B (b)                                         5.83      1/01/28         3,171
  20,500     Series 1998B (b)                                         5.83      1/01/29         3,504
  20,000     Series 1998B (b)                                         5.83      1/01/37         2,104

            South Dakota (0.3%)
   7,000    Health and Educational Facilities Auth. RB,
             Series 1998 (CRE) (1)                                    5.00      9/01/22         6,966

            Tennessee (0.3%)
   7,255    Springfield Health and Educational Facilities Board
             RB, Series 1998                                          5.38      8/01/24         7,294

            Texas (7.1%)
   5,000    Austin Higher Education Auth. RB, Series 1998             5.25      8/01/23         4,996
  19,500    Bell County Health Facilities Development Corp. RB,
             Series 1989                                              6.50      7/01/19        23,101
  12,500    Harris County Health Facilities RB, Series 1992 (a)       7.13      6/01/15        14,122
  19,300    Harris County IDC RB, Series 1992                         6.95      2/01/22        20,949
   5,675    Lewisville RB, Series 1998 (CRE) (7)                      5.80      9/01/25         6,169
   5,100    Nueces River Auth. RB, Series 1998                        5.60      1/01/27         5,263
  21,000    Port of Corpus Christi IDC PCRB, Series 1997A             5.45      4/01/27        21,280
            San Antonio Electric and Gas RB, 
  14,100     Series 1989A (a)                                         6.00      2/01/14        14,438
   6,955     Series 1989A                                             6.00      2/01/14         7,111
  20,000    Travis County Health Facilities Development Corp. RB,
             Series 1998A                                             5.38     11/01/28        20,719
            Tyler Health Facilities Development Corp. Hospital RB,
   4,700     Series 1993A (East Texas Medical Center)                 6.75     11/01/25         5,085
  10,300     Series 1993B (East Texas Medical Center)                 6.75     11/01/25        11,145
 
            Utah (1.4%)
  30,400    Murray City Hospital RB, Series 1996 (CRE) (1)            4.75      5/15/20        29,401
           
            Vermont (0.1%)
   2,500    Educational and Health Buildings RB, Series 1998          5.50      7/01/21         2,551
           
            Virginia (1.5%)
   8,300    Henrico County IDA Hospital RB, Series 1985C (a)          7.50      9/01/11         8,995
  21,950    Peninsula Ports Auth. RB, Series 1992 (CRE)               7.38      6/01/20        24,269

            Washington (7.6%)
   3,500    Housing Finance Commission RB, Series 1996A (CRE)         6.85      7/01/21         3,741
  66,485    King County GO, Series 1994A                              6.25      1/01/34        74,973
   6,995    King County Housing Auth. RB, Series 1998A (CRE) (5)      5.25      7/01/28         7,058
  73,500    Seattle Metropolitan Sewer RB, Series V                   6.20      1/01/32        78,473

            West Virginia (0.6%)
  12,500    Water Development Auth. RB, Series 1991A (CRE) (4)        7.00     11/01/25        13,840

            Wyoming (1.6%)
  33,735    Community Development Auth. SFH RB, Series 1993A          6.10      6/01/33        35,425
                                                                                           -----------
            Total fixed rate instruments (cost: $1,922,655)                                 2,133,059
                                                                                           -----------


                      VARIABLE RATE DEMAND NOTES (0.4%)
            District of Columbia (0.1%)
   1,800    GO, Series 1991B-1 (CRE)                                  4.15      6/01/03         1,800
  
            Florida (0.1%)
   1,480    Dade County Health Facilities Auth. RB, 
             Series 1990 (CRE)                                        4.20      9/01/20         1,480
   2,120    Volusia County Health Facilities Auth. RB,
             Series 1995 (CRE)                                        4.10      9/01/20         2,120

            Louisiana (0.2%)
   4,300    Public Facilities Auth. MFH RB, Series 1991 (CRE)         4.20      7/01/07         4,300
                                                                                            ----------
            Total variable rate demand notes (cost: $9,700)                                     9,700
                                                                                           -----------
            Total investments (cost: $1,932,355)                                           $2,142,759
                                                                                           ===========  

</TABLE>


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

     Escrowed Bonds                       22.8%
     Hospitals                            12.9
     Single-Family Housing                 8.8
     Water/Sewer Utilities - Municipal     6.8
     General Obligations                   4.7
     Special Assessment/Tax/Fee            4.7
     Natural Gas Utilities                 3.6
     Electric/Gas Utilities - Municipal    3.5
     Airlines                              3.4
     Paper & Forest Products               2.9
     Nursing/Continuing Care Centers       2.6
     Buildings                             2.5
     Air Freight                           2.1
     Metals/Mining                         2.1
     Gaming Companies                      2.0
     Airport/Port                          1.9
     Education                             1.7
     Toll Roads                            1.2
     Healthcare - Miscellaneous            1.1
     Oil - International Integrated        1.1
     Containers - Paper                    1.0
     Oil & Gas - Refining/Manufacturing    1.0
     Leasing                               1.0
     Other                                 3.2
                                          -----   
     Total                                98.6%
                                          =====   





 PORTFOLIO SUMMARY BY STATE
- -----------------------------

Alabama                  1.1%   
Alaska                   2.6
Arizona                   .6
California               6.0
Colorado                 1.8  
Connecticut              2.2
District of Columbia     1.7 
Florida                   .1 
Georgia                   .5
Hawaii                    .4  
Idaho                    1.2 
Illinois                 6.1
Indiana                  3.5 
Kansas                    .5   
Kentucky                 1.9
Louisiana                1.8
Maryland                  .7 
Massachusetts            1.7
Michigan                 2.7
Minnesota                3.8
Mississippi              1.6
Missouri                  .3
Montana                  1.1
Nevada                    .9
New Hampshire            2.7
New Jersey                .7 
New Mexico               2.4
New York                12.5
North Carolina            .8
North Dakota              .2
Ohio                      .3
Oklahoma                 2.1
Pennsylvania             2.2
Puerto Rico              7.0
Rhode Island             1.2
South Carolina           1.2
South Dakota              .3
Tennessee                 .3
Texas                    7.1
Utah                     1.4
Vermont                   .1
Virginia                 1.5
Washington               7.6
West Virginia             .6
Wyoming                  1.6
                       ------
Total                   98.6%
                       ======





USAA INTERMEDIATE-TERM FUND
PORTFOLIO OF INVESTMENTS
(IN THOUSANDS)

September 30, 1998
(Unaudited)

<TABLE>
<CAPTION>

 Principal                                                           Coupon      Final        Market
  Amount    Security                                                  Rate      Maturity      Value
- ----------------------------------------------------------------------------------------------------------
<C>         <S>                                                      <C>        <C>          <C>
                         FIXED RATE INSTRUMENTS (93.1%)
           Alabama (0.3%)
$  2,000   Baldwin County Health Care Auth. Hospital RB, 
            Series 1996                                               6.75%     4/01/15      $  2,213
   5,000   Prattville IDB PCRB, Series 1998                           5.15      9/01/13         5,040
           
           Alaska (0.6%)
           Housing Finance Corp. Mortgage RB,
   7,880     Series 1996A (CRE) (1)                                   6.00     12/01/15         8,471
   4,000     Series 1997A-1                                           5.50     12/01/17         4,166

           Arizona (0.4%)
   4,000   Educational Loan Marketing Corp. RB, Series 1992A          6.70      3/01/00         4,153
   4,500   Maricopa County Hospital RB, Series 1997                   6.13      4/01/18         4,864

           Arkansas (1.0%)
   4,000   Little Rock Capital Improvement RB, Series 1998A           5.70      1/01/18         4,075
   6,945   Mississippi County Hospital RB, Series 1992B               6.85     11/01/02         7,357
   8,635   St. Francis County Hospital RB, Series 1985                6.50      2/01/05         8,985
   1,110   Student Loan RB, Series 1991                               7.15      6/01/02         1,174

           California (6.3%)
   7,100   Central Valley Financing Auth. RB                          6.10      7/01/13         7,967
  10,500   Contra Costa Transportation Auth. RB,
            Series 1991A (CRE) (3),(b)                                6.30      3/01/03         8,833
           Foothill/Eastern Transportation Corridor Agency RB,
  10,000    Series 1995A (b)                                          6.87      1/01/10         8,234
  15,000    Series 1995A (b)                                          7.10      1/01/11        12,488
   9,085    Series 1995A (b)                                          6.82      1/01/13         7,524
   5,360   Housing Finance Agency RB, Series 1996A (CRE)(1)           5.70      8/01/10         5,729
  20,045   Pleasanton Joint Powers Financing Auth. RB,
            Series 1993A                                              6.00      9/02/05        21,762
   3,300   Sacramento Cogeneration Auth. RB, Series 1995              6.38      7/01/10         3,784
  19,300   Sacramento Power Auth. RB, Series 1995                     5.88      7/01/15        20,736
           San Joaquin Hills Transportation Corridor 
            Agency Senior Lien RB,
   3,525    Series 1993 (b)                                           7.05      1/01/05         3,352
   8,305    Series 1993 (b)                                           7.87      1/01/06         8,079
   5,000    Series 1993 (b)                                           7.50      1/01/07         4,955
  16,795    Series 1993 (b)                                           7.71      1/01/08        16,965
           Southern California Public Power Auth. RB,
   6,410    Series 1992 (b)                                           6.10      7/01/04         5,090
   6,285    Series 1992 (b)                                           6.10      7/01/04         4,997

           Colorado (1.5%)
   5,200   Arapahoe County IDA RB, Series 1991                        7.00      2/01/01         5,529
   1,000    Series 1998A                                              5.20     12/01/12         1,026
     635    Series 1998A                                              5.25     12/01/13           647
   2,200    Series 1998A                                              5.38     12/01/18         2,228
  10,000   Health Facilities Auth. Hospital RB, Series 1993           6.63      2/01/13        10,818
   2,500   Housing and Finance Auth. MFH RB, Series 1997C-3           5.65     10/01/15         2,609
  10,310   Student Obligations RB, Series 1991A-2                     6.90      9/01/02        10,767
 
           Connecticut (1.4%)
           Mashantucket (Western) Pequot Tribe RB,
   4,960    Series 1996A (a),(g)                                      6.40      9/01/11         5,841
   5,040    Series 1996A (g)                                          6.40      9/01/11         5,628
   1,000    Series 1997B (g)                                          5.60      9/01/09         1,068
   2,400    Series 1997B (g)                                          5.70      9/01/12         2,549
  14,500    Series 1997B (g)                                          5.75      9/01/18        15,300

           District of Columbia (4.5%)
  30,000   Convention Center Auth. RB, Series 1998 (CRE) (2,)(c)      5.00     10/01/18        30,040
            GO,
   2,035    Series 1993A                                              5.80      6/01/04         2,219
  25,715    Series 1993A                                              5.80      6/01/04        27,622
     370    Series 1994A-3                                            5.50      6/01/06           402
   7,130    Series 1994A-3                                            5.50      6/01/06         7,602
     440    Series E (a)                                              5.75      6/01/05           481
  11,340    Series E                                                  5.75      6/01/05        12,164
     450    Series E (a)                                              5.75      6/01/06           492
  11,550    Series E                                                  5.75      6/01/06        12,354
   6,250   Hospital RB, Series 1992B (a)                              6.75      8/15/07         6,769

           Florida (2.1%)
           Dade County RB,
   8,255    Series 1996B (CRE) (2),(b)                                6.00     10/01/11         4,639
   8,610    Series 1996B (CRE) (2),(b)                                6.10     10/01/12         4,520
   8,760    Series 1996B (CRE) (2),(a),(b)                            6.20     10/01/13         4,421
   5,000   Housing Finance Agency MFH RB, Series 1984C                6.25     12/01/06         5,222
   1,940   Miami Health Facilities Auth. RB, Series 1988A             7.75      8/01/00         1,986
   5,935   Nassau County PCRB, Series 1989                            7.65      6/01/06         6,137
   7,000   North Miami Educational Facilities RB                      6.10      4/01/13         7,443
  28,710   Palm Beach County Solid Waste Auth. RB,
            Series 1998 (CRE) (2),(b)                                 5.00     10/01/12        15,228
 
           Georgia (0.7%)
   8,760   Metropolitan Atlanta Rapid Transit RB, Series M            6.25      7/01/03         9,461
   5,000   St. Joseph's/Candler Health Systems Inc. RB,
            Series 1998B (CRE) (4)                                    5.00      7/01/18         5,020
  
           Hawaii (0.3%)
           Department of Budget and Finance RB,
   1,100    Series 1998                                               5.25      7/01/13         1,108
     700    Series 1998                                               5.35      7/01/18           709
   5,000   Housing Finance and Development Corp. RB, Series 1997B     5.45      7/01/17         5,189
  
           Idaho (0.1%)
   2,325   Health Facilities Auth. RB, Series 1998                    5.25      5/01/14         2,382

           Illinois (4.5%)
   2,770   Bedford Park Tax Increment RB, Series 1993                 7.38     12/01/04         3,281
   4,880   Boone, McHenry and Dekalb Counties Community Unit
            School District GO, Series 1997 (CRE) (4),(b)             5.30     12/01/13         2,401
  21,235   Chicago-O'Hare International Airport RB,
            Series 1994A (CRE) (1),(f)                                6.20      1/01/07        23,922
   7,460   Cook County Forest Preserve District GO,
            Series 1996 (CRE) (1)                                     5.80     11/01/16         8,082
  10,110   Development Finance Auth. RB, Series 1995                  7.00      3/01/07        11,409
           Health Facilities Auth. RB,
  10,000    Hospital Sisters Services, Inc. (CRE) (1)                 5.00      6/01/18        10,065
   1,390    Series 1989 (Delnor Community Hospital) (a)               7.75      5/15/00         1,455
   6,700    Series 1992 (Mercy Hospital and Medical Center)           7.00      1/01/07         7,360
   8,000    Series 1993B (Univ. of Chicago Hospital) (CRE) (1)        5.75      8/15/14         8,525
   3,150    Series 1996 (Mercy Hospital and Medical Center)           6.00      1/01/06         3,482
   7,815    Series 1996 (Mercy Hospital and Medical Center)           6.38      1/01/15         8,659
   5,000    Series 1996A (Riverside Medical Center)                   6.00     11/15/15         5,423
   1,000    Series 1998 (Centegra Health System)                      5.25      9/01/13         1,029
   1,000    Series 1998 (Centegra Health System)                      5.25      9/01/14         1,024
   2,500    Series 1998 (Centegra Health System)                      5.25      9/01/18         2,514
   1,015   Independent Higher Education Loan Auth. RB, 
            Series 1985 (CRE)                                         7.50     12/01/99         1,025
 
           Indiana (2.8%)
           Health Facility Financing Auth. RB,
   5,900    Series 1993 (Sisters St. Francis Health Services) (a)     5.90     11/01/09         6,269
  16,800    Series 1994 (Sisters St. Francis Health Services) (a)     6.20      7/01/09        17,828
   1,400    Series 1998 (Floyd Memorial Hospital and Health Services) 5.25      2/15/18         1,421
   6,000   Indianapolis Economic Development RB, Series 1996          6.05      1/15/10         6,508
           Marion County Hospital Auth. RB,
   8,400    Series 1992 (a)                                           6.10     10/01/03         8,809
   6,500    Series 1992 (a)                                           6.55     10/01/08         7,013
           Pike Township School Building Corp. RB,
   4,600    Series 1992A                                              6.00      2/01/06         4,971
   4,700    Series 1992A                                              6.00      8/01/06         5,079
   3,150   Scottsburg Economic Development RB, Series 1990            7.13      3/01/99         3,195
   1,150   St. Joseph County Economic Development RB, Series 1997     5.45      2/15/17         1,169
  
           Iowa (0.9%)
   6,000   Finance Auth. RB, Series 1998A (CRE) (1)                   5.25      7/01/15         6,270
   3,280   Higher Education Loan Auth. RB (CRE) (9)                   6.13     10/01/16         3,665
  10,000   Student Loan Liquidity Corp. RB, Series 1992A (f)          6.45      3/01/02        10,644

           Louisiana (1.8%)
           Jefferson Sales Tax District Special Sales Tax RB,
   5,755    Series 1998 (CRE) (4),(b)                                 5.15     12/01/14         2,681
   5,755    Series 1998 (CRE) (4),(b)                                 5.20     12/01/15         2,536
   5,755    Series 1998 (CRE) (4),(b)                                 5.25     12/01/16         2,393
   5,175   Offshore Terminal Auth. RB, Series 1998                    5.20     10/01/18         5,241
           Orleans Levee District RB, 
   7,620    Series 1986 (CRE) (4)                                     5.95     11/01/14         8,488
   7,655    Series 1986 (CRE) (4)                                     5.95     11/01/15         8,459
   7,015    Series A (CRE) (4)                                        5.95     11/01/10         7,901
   1,400   Public Facilities Auth. RB, Series 1997B                   5.63      8/01/17         1,468

           Maine (2.0%)
  41,400   Bucksport Solid Waste Disposal RB                          6.25      5/01/10        43,945
       
           Maryland (1.3%)
           Community Development Administration RB,
  19,245    1997 First Series                                         5.60      4/01/18        19,909
   8,000    Series 1996A                                              5.88      7/01/16         8,576

           Massachusetts (1.3%)
   3,640   Housing Finance Agency RB, Series 1992C                    6.35     11/15/03         3,935
   4,385   Industrial Finance Agency RB, Series 1989A                 7.10      8/01/99         4,514
   5,000   Municipal Wholesale Electric Co. Power
            Supply Systems RB, Series 1993 (CRE) (2)                  5.45      7/01/18         5,211
  15,000   State GO, Series 1991D (f)                                 6.63      7/01/03        16,355
          
           Michigan (2.6%)
   8,000   Detroit Building Auth. RB, Series 1996A (CRE)              6.15      2/01/11         8,756
   4,000   Detroit Downtown Development Auth. Tax Increment Bonds,
            Series 1998C (CRE)(1)                                     5.00      7/01/18         4,009
   4,450   Detroit GO, Series 1996B (CRE) (3)                         5.50      4/01/14         4,761
  23,330   Dickinson County Economic Development Corp. RB,
            Series 1989                                               6.55      3/01/07        24,645
           Higher Education Facilities Auth. RB,
   2,390    Series 1998                                               5.35      6/01/13         2,459
   1,550    Series 1998                                               5.55      6/01/17         1,595
           Hospital Finance Auth. RB,
   5,000    Series 1995A (a)                                          7.50     10/01/07         6,151
     325    Series 1996                                               5.90     10/01/04           354
     100    Series 1996                                               6.00     10/01/05           110
     150    Series 1996                                               6.10     10/01/06           167
     160    Series 1996                                               6.20     10/01/07           181
   2,600    Series 1996                                               6.25     10/01/16         2,854
   2,000    Series 1998A                                              5.38     10/01/13         2,075
     400   Strategic Fund Limited Obligation RB, Series 1998          5.30      7/01/18           409
  
           Minnesota (1.8%)
   4,205   Maplewood Health Care Facility RB, Series 1996             5.95     11/15/06         4,469
           South St. Paul Housing and Redevelopment Auth.
            Hospital Facility RB,
  13,500    Series 1994                                               6.50     11/01/04        14,456
   9,095    Series 1994                                               6.75     11/01/09         9,993
           St. Paul Housing and Redevelopment Auth. Hospital RB,
   4,000    Series 1997A                                              5.70     11/01/15         4,138
   1,500    Series 1997B                                              5.85     11/01/17         1,563
   5,260   Washington County Housing and Redevelopment Auth.
            Hospital Facility RB, Series 1998                         5.38     11/15/18         5,253

           Mississippi (1.9%)
   1,000   Jones County Hospital RB, Series 1997                      5.50     12/01/17         1,012
           Lafayette County Hospital RB,
     550    Series 1991A (a)                                          7.70      3/01/03           593
   2,850    Series 1991B (a)                                          7.70      3/01/03         3,072
  15,885    Series 1997                                               5.50      3/01/09        16,669
   1,500   Lincoln County Hospital RB, Series 1998B (CRE) (5)         5.50      4/01/18         1,563
   3,720   Prentiss County Hospital RB, Series 1985                   6.50      2/01/05         3,829
           Union County Hospital RB,
     840    Series 1991A (a)                                          7.70      3/01/03           907
   1,565    Series 1991B (a)                                          7.70      3/01/03         1,690
  11,170    Series 1997                                               5.50      3/01/09        11,875

           Missouri (0.1%)
   2,000   State Health and Educational Facilities Auth. RB,
            Series 1997                                               5.75      2/01/17         2,119
  
           Montana (0.2%)
   5,000   Health Facility Auth. Hospital RB, Series 1997             5.50      6/01/11         5,342
   
           Nebraska (0.4%)
           Cass County School District 001 GO,
   2,800    Series 1998 (CRE) (2)                                     5.00     12/15/14         2,840
   2,000    Series 1998 (CRE) (2)                                     5.00     12/15/19         2,006
           Investment Finance Auth. Hospital RB,
     870    Series 1997 (CRE) (5)                                     5.30     11/15/12           914
   2,000    Series 1997 (CRE) (5)                                     5.45     11/15/17         2,084

           Nevada (0.8%)
  16,640   Clark County School District GO, Series 
            1991B (CRE) (3),(b)                                       6.24      3/01/04        13,433
   3,000   Housing Division SFH RB, Series 1995D-1                    5.90     10/01/14         3,163
   2,000   Reno Hospital RB, Series 1998 (CRE) (1)                    5.00      5/15/18         2,006

           New Hampshire (0.6%)
           Higher Educational and Health Facilities Auth. RB,
     845    Series 1985A (Student Loan Assist Foundation) (CRE) (3)   7.50     12/01/00           847
   1,525    Series 1990 (Granite State Management and Resources)      8.50     12/01/01         1,562
   3,000    Series 1997 (Kendal at Hanover) (CRE)                     5.80     10/01/12         3,110
   5,055    Series 1997 (Kendal at Hanover) (CRE)                     5.90     10/01/18         5,228
   1,990    Series 1998 (Franklin Pierce College)                     5.25     10/01/18         2,001

           New Jersey (2.7%)
   6,150   Camden County Improvement Auth. RB, Series 1997            5.88      2/15/15         6,484
           Economic Development Auth. RB,
  15,000    Series 1994A (CRE) (1)                                    5.88      7/01/11        16,568
   2,000    Series 1997A (Harrogate Inc.)                             5.75     12/01/16         2,083
  31,260   Turnpike Auth. RB, Series 1991A (f)                        6.50      1/01/03        34,267

           New Mexico (0.3%)
   6,200   Chaves County Hospital RB, Series 1992 (a)                 7.25     12/01/10         7,102

           New York (20.1%)
           Dormitory Auth. RB, Brookdale Hospital, 
   5,000    Series 1998J                                              5.20      2/15/15         5,141
   4,000    Series 1998J                                              5.20      2/15/16         4,098
   4,760    Series 1998J                                              5.30      2/15/17         4,915
  10,300   Dormitory Auth. RB, Court Facilities Lease, Series 1993A   5.63      5/15/13        10,798
   4,065   Dormitory Auth. RB, Lutheran Center at Poughkeepsie,
            Series 1997 (CRE)                                         6.00      7/01/14         4,505
           Dormitory Auth. RB, Mental Health Services Facilities
            Improvement,
   2,055    Series 1997A                                              5.75      2/15/10         2,274
   2,000    Series 1997A                                              5.75      2/15/11         2,203
   2,000    Series 1997A                                              5.75      2/15/12         2,192
   2,460    Series 1997B                                              5.75      2/15/10         2,722
   4,050    Series 1997B                                              5.75      2/15/12         4,439
   4,675    Series 1997B                                              5.50      8/15/17         4,922
           Dormitory Auth. RB, New York City University,
   5,000    1996 Series 2                                             6.00      7/01/09         5,581
   1,760    1996 Series 2                                             6.00      7/01/10         1,965
   5,500    Series 1993A                                              5.75      7/01/13         6,156
  13,730    Series 1997-1                                             5.25      7/01/14        14,279
  14,560   Dormitory Auth. RB, Northern General Hospital, 
            Series 1998G                                              5.30      2/15/19        14,852
   2,680   Dormitory Auth. RB, Nyack Hospital, Series 1996            6.00      7/01/06         2,958
           Dormitory Auth. RB, State University Educational
            Facilities,
   7,625    Series 1993A                                              5.88      5/15/11         8,685
   2,725    Series 1994B                                              5.90      5/15/06         3,015
   2,500    Series 1994B (a)                                          6.00      5/15/07         2,809
   1,000    Series 1995A                                              5.88      5/15/07         1,115
   2,000    Series 1995A                                              5.90      5/15/08         2,269
   3,500    Series 1995A                                              6.00      5/15/09         3,992
   2,250    Series 1995A (a)                                          6.00      5/15/10         2,566
   2,175    Series 1995A (a)                                          6.00      5/15/11         2,481
  14,120    Series 1996                                               5.75      5/15/13        15,368
   7,000    Series 1996                                               5.75      5/15/16         7,532
           Environmental Facilities Corp. PCRB,
   5,135    Series 1991E (a)                                          6.40      6/15/03         5,598
   1,415    Series 1991E                                              6.40      6/15/03         1,534
           Housing Finance Agency Service Contract RB,
   2,275    Series 1995A                                              6.25      9/15/10         2,556
   4,420    Series 1996A                                              6.00      9/15/16         4,814
  18,500   Housing New York Corp. RB, Series 1993                     5.00     11/01/18        18,453
           Medical Care Facilities Finance Agency RB,
   5,000    Series 1994A (CRE) (2),(a)                                6.40      2/15/07         5,776
   5,000    Series 1994A (CRE) (2),(a)                                6.50      2/15/08         5,804
  10,000    Series 1994A                                              6.13      8/15/13        10,684
   7,585    Series 1995A (Adult Day Care)                             6.00     11/15/10         8,516
   2,675    Series 1995A (Brookdale Hospital)                         6.70      2/15/05         3,098
   2,750    Series 1995A (Brookdale Hospital) (a)                     6.70      8/15/05         3,228
   2,860    Series 1995A (Brookdale Hospital) (a)                     6.75      2/15/06         3,365
   2,940    Series 1995A (Brookdale Hospital) (a)                     6.75      8/15/06         3,460
   3,045    Series 1995A (Brookdale Hospital) (a)                     6.80      2/15/07         3,591
   3,130    Series 1995A (Brookdale Hospital) (a)                     6.80      8/15/07         3,691
   5,700    Series 1995A (Brookdale Hospital) (a)                     6.80      8/15/12         6,722
  22,230   Metropolitan Transportation Auth. Service Contract
            RB, Series P                                              5.75      7/01/15        23,426
   1,205   Mortgage Agency RB, Series EE-1                            7.75     10/01/00         1,241
   3,235   New York City Capital Improvement Bonds 34th St. 
            Partnership, Series 1993                                  5.50      1/01/14         3,346
           New York City GO,
  10,390    Series 1991D                                              8.00      8/01/99        10,788
   1,145    Series 1991D                                              8.00      8/01/99         1,187
  11,245    Series 1992H (a)                                          6.88      2/01/04        12,512
   1,535    Series 1992H                                              6.88      2/01/04         1,689
  16,045    Series 1993B (a)                                          6.75     10/01/04        18,065
     955    Series 1993B                                              6.75     10/01/04         1,061
   1,700    Series 1993C (a)                                          6.50      8/01/04         1,892
   7,300    Series 1993C                                              6.50      8/01/04         8,022
  15,000    Series 1994A                                              6.25      8/01/08        16,650
  10,000    Series 1996G                                              5.75      2/01/10        10,911
   5,000    Series 1997I                                              6.00      4/15/12         5,533
   9,635    Series 1998J                                              5.00      8/01/17         9,699
  13,000   New York City Municipal Assistance Corp. RB, 
            Series 67 (a)                                             7.30      7/01/00        13,638
           New York City Municipal Water Finance RB,
   3,295    Series 1992A                                              6.70      6/15/03         3,546
   3,345    Series 1992A (a)                                          6.70      6/15/03         3,637
           Thruway Auth. RB,
   7,500    Series 1995                                               6.00      4/01/09         8,492
   2,150    Series 1995                                               6.10      4/01/10         2,447
  10,000    Series E                                                  4.75      1/01/19         9,865
           Urban Development Corp. RB,
  20,955    Series 1993                                               5.75      1/01/13        22,182
  21,700    Series 1993                                               5.50      1/01/15        22,416

           North Carolina (0.3%)
   6,000   Municipal Power Agency RB, Series 1992                     6.00      1/01/04         6,530

           Ohio (0.6%)
   6,750   Dayton Special Facilities RB, Series 1988C                 6.05     10/01/09         7,428
   2,650   Franklin County Health Care Facilities RB, Series 1997     5.50      7/01/17         2,680
   4,000   IDA RB, Series 1992                                        5.75     12/01/02         4,310

           Oklahoma (0.8%)
           Holdenville Industrial Auth. RB,
   1,650    Series 1995 (a)                                           6.60      7/01/10         1,963
   3,250    Series 1995 (a)                                           6.70      7/01/15         3,889
           Industries Auth. Health Facilities RB,
   2,350    Series 1989A (a)                                          7.30      6/01/01         2,458
   1,055    Series 1989A                                              7.30      6/01/01         1,101
   2,355   Tulsa County Home Finance Auth. RB, Series 1990 (CRE)(2)   7.10      5/01/02         2,565
   4,500   Valley View Hospital Auth. RB, Series 1996                 5.75      8/15/06         4,746
  
           Oregon (0.1%)
   1,250   Clackamas County Hospital Facility Auth. RB, Series 1997   6.10     11/01/12         1,325

           Pennsylvania (4.3%)
  35,000   Finance Auth. RB                                           6.60     11/01/09        39,188
   3,565   Housing Finance Agency RB, Series 1992                     5.90      7/01/04         3,800
  10,000   Montgomery County IDA RB, Series 1996B                     5.63     11/15/12        10,585
  11,700   Philadelphia IDA RB, Series 1998A                          5.15      3/01/19        11,651
  17,500   Philadelphia Water and Wastewater RB, 
            Series 1993 (CRE) (3)                                     5.65      6/15/12        18,572
   9,440   State GO, Second Series 1992 (b)                           6.11      7/01/04         7,504
   5,000   York County IDA RB, Series 1992                            6.25      7/01/02         5,396

           Puerto Rico (4.1%)
           Electric Power Auth. RB,
   5,000    Series S                                                  7.00      7/01/06         5,949
   4,420    Series X                                                  5.80      7/01/09         4,872
   4,500    Series X                                                  5.90      7/01/10         4,970
   4,000    Series X                                                  6.00      7/01/11         4,426
   4,220    Series Z                                                  5.50      7/01/12         4,521
  22,200   Housing Bank and Finance Agency RB                         7.50     12/01/06        26,122
   8,005   Municipal Finance Agency RB, Series 1992A                  5.80      7/01/04         8,641
  14,060   Public Building Auth. GO, Series K                         6.50      7/01/03        15,483
           Public Improvement GO,
   7,500    Series 1994                                               6.10      7/01/06         8,356
   7,825    Series 1994                                               6.20      7/01/07         8,737

           Rhode Island (1.3%)
           Health and Educational Building Corp. RB,
   3,385    Series 1996 (CRE) (1)                                     5.50      5/15/12         3,661
   7,600    Series 1996 (CRE) (1)                                     5.50      5/15/16         8,100
           Housing and Mortgage Finance Corp. RB,
   6,180    Series 15-B                                               6.30     10/01/07         6,632
   5,205    Series 1995A (CRE) (2)                                    5.70      7/01/07         5,633
   3,870    Series 25A                                                5.60     10/01/17         4,051

           South Carolina (0.7%)
           Connector 2000 Association Inc. Toll Road RB,
   6,400    Series 1998B (b)                                          5.73      1/01/16         2,377
   8,800    Series 1998B (b)                                          5.73      1/01/17         3,085
   9,100    Series 1998B (b)                                          5.75      1/01/18         2,996
   9,400    Series 1998B (b)                                          5.75      1/01/19         2,921
   3,000   Marion County Hospital District RB (CRE) (9)               5.50     11/01/15         3,168

           South Dakota (0.3%)
   5,400   Rapid City IDA RB, Series 1990                             7.25     11/01/00         5,770

           Tennessee (1.2%)
  24,540   Housing Development Agency RB, Issue 97-3B (b)             5.73      7/01/16         9,397
   3,000   Knox County Health, Educational and Housing
            Facilities Board RB, Series 1996 (CRE) (9)                5.50      4/15/11         3,244
   4,325   Memphis Shelby County Airport Auth. Special
            Facilities RB, Series 1997                                5.35      9/01/12         4,515
           Nashville and Davidson County Health and
            Educational Facilities Board RB,
   4,000    Series 1998 (CRE) (5)                                     5.10      8/01/16         4,038
   1,750    Series 1998 (CRE) (5)                                     5.10      8/01/19         1,762
   4,000   Springfield Health and Educational Facilities
            Board Hospital RB, Series 1998                            5.25      8/01/18         4,002

           Texas (7.9%)
   5,410   Austin Higher Education Auth. RB, Series 1998              5.13      8/01/16         5,428
           Bastrop ISD GO,
   1,855    Series 1997 (CRE) (13),(b)                                5.55      2/15/14           904
   3,030    Series 1997 (CRE) (13),(b)                                5.55      2/15/15         1,398
   3,055    Series 1997 (CRE) (13),(b)                                5.60      2/15/16         1,331
   3,155    Series 1997 (CRE) (13),(b)                                5.60      2/15/17         1,303
  12,000   Bexar County Health Facilities Development
            Corp. RB, Series 1993 (CRE) (4)                           5.88     11/15/10        13,236
   1,695   Brazos County Health Facilities RB, Series 1989B (a)       7.50      1/01/01         1,734
   4,365   Cass County IDC PCRB, Series 1997B                         5.35      4/01/12         4,639
           Fort Worth Higher Education Finance Corp. RB,
     515    1997A                                                     5.50     10/01/06           557
     545    1997A                                                     5.50     10/01/07           592
     575    1997A                                                     5.63     10/01/08           626
   2,670    1997A                                                     6.00     10/01/12         2,920
  15,400   Gulf Coast Waste Disposal Auth. PCRB, Series 1992          6.13     11/01/04        17,112
   6,200   Gulf Coast Waste Disposal Auth. RB, Series 1994            5.70      5/01/06         6,801
   2,070   Harrison County Health Facilities Development Corp. RB,
            Series 1998 (CRE) (7)                                     5.50      1/01/18         2,123
           Houston ISD Public Facility Corp. RB,
   3,635    Series 1998A (CRE) (2),(b)                                5.35      9/15/15         1,618
   2,635    Series 1998A (CRE) (2),(b)                                5.38      9/15/16         1,107
   3,885    Series 1998A (CRE) (2),(b)                                5.40      9/15/17         1,546
   4,955    Series 1998B (CRE) (2),(b)                                5.35      9/15/15         2,205
   6,955    Series 1998B (CRE) (2),(b)                                5.38      9/15/16         2,921
           Houston Water and Sewer Systems RB,
     175    1992B (a)                                                 6.00     12/01/04           193
   4,825    1992B                                                     6.00     12/01/04         5,245
           Laredo ISD Public Property Finance Contractual
            Obligations,
     320    Series 1998A                                              5.06      2/01/99           321
     355    Series 1998A                                              5.06      2/01/00           359
     370    Series 1998A                                              5.06      2/01/01           375
     390    Series 1998A                                              5.06      2/01/02           397
     410    Series 1998A                                              5.06      2/01/03           418
     435    Series 1998A                                              5.06      2/01/04           444
     460    Series 1998A                                              5.06      2/01/05           469
     480    Series 1998A                                              5.06      2/01/06           488
     505    Series 1998A                                              5.06      2/01/07           513
     530    Series 1998A                                              5.06      2/01/08           535
   3,830   Lewisville Combination Contract Revenue and
            Special Assessment RB, Series 1998 (CRE) (7)              5.38      9/01/15         3,921
  11,700   Lower Colorado River Auth. RB, Series 1992 (CRE)(2),(b)    6.45      1/01/03         9,911
   4,500   Marlin ISD Public Facility Corp. RB, Series 1998 (e)       5.85      2/15/18         4,692
   8,565   Municipal Power Agency RB, Series 1987                     5.50      9/01/13         8,575
  24,050   Port of Corpus Christi IDC PCRB, Series 1997B              5.40      4/01/18        24,356
  11,790   Public Finance Auth. RB (CRE) (1),(b)                      6.06      2/01/04         9,549
           San Antonio Electric and Gas Systems RB,
   3,005    Series 1989 (a)                                           7.00      2/01/01         3,087
   1,185    Series 1989                                               7.00      2/01/01         1,216
  10,000    Series 1991B (CRE) (3),(b)                                6.38      2/01/04         8,099
   5,000   Travis County Health Facilities Development
            Corp. Hospital RB, Series 1998A                           5.13     11/01/18         5,031
   4,000   Trinity River IDA RB                                       7.25      2/01/04         4,594
           Tyler Health Facilities Development Corp. Hospital RB,
   5,825    Series 1993B (East Texas Medical Center)                  6.63     11/01/11         6,270
   1,000    Series 1997A (Mother Frances Hospital)                    5.63      7/01/13         1,013
   5,435   Water Resources Finance Auth. RB, Series 1989              7.25      2/15/01         5,569

           Utah (2.1%)
     490   Housing Finance Agency RB, Series 1985B                    5.30      7/01/07           491
            Intermountain Power Agency RB,
   8,105    Series 1987A (CRE) (1)                                    5.00      7/01/12         8,107
  16,430    Series 1988B (CRE) (1),(b)                                6.48      7/01/03        13,617
  21,895    Series 1988B (CRE) (1),(b)                                6.18      7/01/04        17,395
   7,000   Juab County PCRB, Series 1991 (d)                          6.00      8/01/11         7,000
  
           Vermont (0.1%)
   3,000   Educational and Health Buildings Financing Agency RB,
            Series 1998                                               5.50      7/01/18         3,066

           Virginia (0.2%)
   5,000   Isle of Wight County IDA PCRB, Series 1994                 5.80      5/01/04         5,209
        
           Washington (1.6%)
   3,255   Health Care Facilities Auth. RB, Series 1997A (CRE) (1)    5.13      8/15/17         3,312
   6,185   Higher Education Facilities Auth. RB                       5.20     10/01/17         6,323
           King County GO,
     780    Series 1993A (a)                                          5.90     12/01/07           856
   4,720    Series 1993A                                              5.90     12/01/07         5,132
   5,000   King County Housing Auth. RB, Series 1998A (CRE) (5)       5.20      7/01/18         5,038
  10,000   Port of Seattle Passenger Facility Charge RB,
            Series 1998A (CRE) (1)                                    5.00     12/01/17        10,187
           State Health Care Facilities Auth. RB,
   2,500    Series 1998 (CRE) (5)                                     5.25      8/15/17         2,568
   2,500    Series 1998 (CRE) (5)                                     5.30      8/15/18         2,573

           West Virginia (0.8%)
  16,940   School Building Auth. RB, Series 1994                      6.25      7/01/04        18,802

           Wisconsin (1.3%)
           Health and Educational Facilities Auth. RB,
  11,500    Series 1993 (Aurora Health Care) (CRE) (1)                5.25      8/15/12        11,898
   4,130    Series 1995A (Walkesha Memorial Hospital) (CRE) (2)       5.25      8/15/12         4,336
   5,000    Series 1998A (Wausau Hospital) (CRE) (2)                  5.13      8/15/20         5,026
           Professional Baseball Park District RB,
   2,540    Series 1996 (CRE) (1),(a)                                 5.55     12/15/14         2,830
   2,275    Series 1996 (CRE) (1),(a)                                 5.60     12/15/15         2,542
   2,750    Series 1996 (CRE) (1),(a)                                 5.65     12/15/16         3,083

           Wyoming (0.1%)
     210   Farm Loan Board COP,  Series 1989 (CRE) (14)               6.50     12/01/99           211
                                                                                            ----------
           Total fixed rate instruments (cost: $1,907,704)                                  2,070,919
                                                                                            ----------

                                PUT BONDS (5.0%)
           Alabama (0.2%)
   4,000   Housing Finance Auth. MFH RB, Series 1992C (CRE) (6)       5.90      8/01/07         4,083
    
           California (0.5%)
   7,500   Statewide Communities Development Auth. RB, 
            Series 1998A (g)                                          5.25      5/15/25         7,739
   3,535   Woodland MFH RB, Series 1994A                              6.05     12/01/24         3,738

           Florida (0.4%)
           Housing Finance Agency MFH RB,
   4,275    Series 1996R-1 (CRE) (6)                                  5.65     12/01/26         4,530
   4,500    Series 1996S-1 (CRE) (6)                                  5.65     12/01/26         4,769

           Illinois (0.7%)
  14,295   Hoffman Estates MFH RB, Series 1996                        5.75      6/01/21        15,209
 
           Kansas (0.3%)
   6,590   Merriam MFH RB, Series 1991A (CRE) (8)                     7.25      4/01/21         6,817

           Louisiana (0.2%)
   4,360   Shreveport Home Mortgage Auth. RB, Series 1995A (CRE)(6)   6.40      9/01/25         4,685

           New Mexico (0.5%)
           Bernalillo County MFH RB,
   7,700    Series 1994A (Sun Village Apts.) (CRE) (6)                6.50     10/01/19         8,212
   3,320    Series 1995 (Sunchase Apts.) (CRE) (6)                    5.80     11/01/25         3,523

           Ohio (0.3%)
   5,500   Montgomery County IDA RB, Series 1992 (CRE)                6.50      2/01/07         6,102

           Pennsylvania (0.4%)
           Philadelphia IDA RB,
   3,500    Series 1997A                                              6.50     10/01/27         3,829
   4,000    Series 1997B                                              6.50     10/01/27         4,375

           Texas (0.1%)
   2,500   Gregg County Housing Finance Corp. RB, 
            Series 1995A (CRE) (6)                                    6.40      9/01/25         2,690

           Utah (0.8%)
           Salt Lake County MFH RB,
  10,240    Series 1995A-1 (CRE) (5)                                  5.70     10/01/25        10,892
   6,500    Series 1995B-1 (CRE) (5)                                  5.70     10/01/25         6,914
  
           Washington (0.6%)
           Chelan County Public Utility District #1 RB,
   5,650    Series E                                                  5.70      7/01/68         6,037
   6,845    Series E                                                  5.70      7/01/68         7,314
                                                                                            ----------
           Total put bonds (cost: $104,372)                                                   111,458
                                                                                            ----------

                       VARIABLE RATE DEMAND NOTES (1.0%)
           California (0.3%)
   5,665   Economic Development Financing Auth. RB, 
            Series 1998A (CRE)                                        4.00      4/01/08         5,665

           Florida (0.1%)
   2,975   Volusia County Health Facilities Auth. RB, 
            Series 1995 (CRE)                                         4.10      9/01/20         2,975
           Louisiana (0.2%)
   4,450   Public Facilities Auth. MFH RB, Series 1991 (CRE)          4.20      7/01/07         4,450

           New York (0.2%)
     905   Dormitory Auth. RB, Series 1993 (CRE)                      4.20      7/01/23           905
   4,010   St. Lawrence County IDA PCRB, Series 1985 (CRE)            4.10     12/01/07         4,010

           Virginia (0.2%)
   5,440   Henrico County IDA RB, Series 1994 (CRE)                   4.20      5/01/24         5,440
                                                                                           -----------
           Total variable rate demand notes (cost: $23,445)                                    23,445
                                                                                           -----------
           Total investments (cost: $2,035,521)                                            $2,205,822
                                                                                           ===========
</TABLE>


        

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

     Hospitals                            15.2%
     Escrowed Bonds                       12.1
     General Obligations                   9.6
     Electric/Gas Utilities - Municipal    6.9
     Multi-Family Housing                  6.7
     Education                             4.6
     Appropriated Debt                     4.6
     Paper & Forest Products               3.9
     Special Assessment/Tax/Fee            3.9
     Toll Roads                            3.8
     Single-Family Housing                 3.5
     Nursing/Continuing Care Centers       2.8
     Buildings                             2.4
     Real Estate Tax/Free                  2.3
     Finance - Municipal                   2.2
     Airport/Port                          1.8
     Water/Sewer Utilities - Municipal     1.5
     Healthcare - Miscellaneous            1.5
     Student Loans                         1.4
     Gaming Companies                      1.1
     Oil & Gas - Refining/Manufacturing    1.1
     Other                                 6.2
                                          -----
     Total                                99.1%
                                          =====




 PORTFOLIO SUMMARY BY STATE
- ----------------------------

Alabama                  .5%
Alaska                   .6
Arizona                  .4
Arkansas                1.0
California              7.1
Colorado                1.5
Connecticut             1.4
District of Columbia    4.5
Florida                 2.7
Georgia                  .6
Hawaii                   .3
Idaho                    .1
Illinois                5.2
Indiana                 2.8
Iowa                     .9
Kansas                   .3
Louisiana               2.2
Maine                   2.0
Maryland                1.3
Massachusetts           1.3
Michigan                2.6
Minnesota               1.8
Mississippi             1.9
Missouri                 .1
Montana                  .2
Nebraska                 .4
Nevada                   .8
New Hampshire            .6
New Jersey              2.7
New Mexico               .8
New York               20.3
North Carolina           .3
Ohio                     .9
Oklahoma                 .7
Oregon                   .1
Pennsylvania            4.7
Puerto Rico             4.1
Rhode Island            1.3
South Carolina           .7
South Dakota             .3
Tennessee               1.2
Texas                   8.0
Utah                    2.9
Vermont                  .1
Virginia                 .5
Washington              2.2
West Virginia            .8
Wisconsin               1.3
Wyoming                  .1
                      ------
Total                  99.1%
                      ======






USAA SHORT-TERM FUND
PORTFOLIO OF INVESTMENTS
(IN THOUSANDS)

September 30, 1998
(Unaudited)

<TABLE>
<CAPTION>

 Principal                                                           Coupon      Final        Market
  Amount    Security                                                  Rate      Maturity      Value
- ----------------------------------------------------------------------------------------------------------
<C>         <S>                                                      <C>        <C>          <C>
                         FIXED RATE INSTRUMENTS (70.3%)
           Alabama (0.1%)
 $ 1,000   Prattville Industrial Development PCRB, Series 1998        4.90%     9/01/08      $  1,006

           Alaska (0.6%)
           North Slope Borough GO,
   1,250    Series 1995A (CRE) (1),(b)                                4.85      6/30/99         1,219
   6,500    Series 1998A (CRE) (1),(b)                                4.60      6/30/08         4,293

           Arizona (1.8%)
   1,750   Educational Loan Marketing Corp. RB, Series 1992A          6.70      3/01/00         1,817
           Maricopa County Hospital RB,
   2,545    Series 1997                                               4.75      4/01/99         2,560
   2,665    Series 1997                                               5.00      4/01/00         2,707
   2,525    Series 1997                                               5.10      4/01/01         2,590
   2,260    Series 1997                                               5.25      4/01/02         2,346
   3,045    Series 1997                                               5.35      4/01/03         3,193
   2,180    Series 1997                                               5.35      4/01/04         2,298

           California (2.2%)
   2,550   Central Valley Cogeneration RB, Series 1993                5.40      7/01/00         2,625
           Sacramento Cogeneration Auth. RB,
   1,000    Series 1995                                               5.70      7/01/00         1,034
   1,000    Series 1995                                               5.80      7/01/01         1,052
     900    Series 1995                                               5.90      7/01/02           963
     900    Series 1995                                               6.00      7/01/03           979
  12,615   San Joaquin Hills Transportation Corridor
            Agency Senior Lien RB (b)                                 7.10      1/01/00        12,035
   3,500   San Joaquin Hills Transportation Corridor
            Agency Senior Lien RB (b)                                 7.16      1/01/01         3,210

           Colorado (0.4%)
           Denver Health and Hospital Auth. RB,
   1,180    Series 1998A                                              5.13     12/01/06         1,231
   1,250    Series 1998A                                              5.25     12/01/07         1,314
   1,250    Series 1998A                                              5.25     12/01/08         1,312

           Connecticut (1.1%)
           Mashantucket (Western) Pequot Tribe RB,
   1,000    Series 1996A (g)                                          6.25      9/01/01         1,071
   1,000    Series 1996A (g)                                          6.25      9/01/01         1,064
   1,250    Series 1996A (g)                                          6.25      9/01/02         1,363
   1,250    Series 1996A (g)                                          6.25      9/01/02         1,351
   1,480    Series 1996A (g)                                          6.25      9/01/03         1,637
   1,520    Series 1996A (g)                                          6.25      9/01/03         1,666
   1,235    Series 1996A (g)                                          6.50      9/01/06         1,440
   1,265    Series 1996A (g)                                          6.50      9/01/06         1,451

           District of Columbia (2.4%)
           GO,
     920    Series 1994A-3                                            4.70      6/01/99           928
  17,870    Series 1994A-3                                            4.70      6/01/99        17,973
           Hospital RB,
   1,450    Series 1996A (CRE) (1)                                    5.00      8/15/02         1,507
   1,530    Series 1996A (CRE) (1)                                    5.50      8/15/03         1,634
   1,610    Series 1996A (CRE) (1)                                    5.50      8/15/04         1,734
  
           Florida (0.5%)
   1,470   Nassau County PCRB, Series 1992                            5.60      6/01/00         1,506
     865   Orange County Health Facilities Auth. RB, Series 1995      5.63      7/01/01           896
           Palm Beach County Health Facilities Auth. RB,
     395    Series 1997                                               4.80     10/01/02           404
     315    Series 1997                                               5.00     10/01/03           325
     435    Series 1997                                               5.00     10/01/04           450
     460    Series 1997                                               5.10     10/01/05           477
     480    Series 1997                                               5.20     10/01/06           497
     345    Series 1997                                               5.30     10/01/07           358

           Georgia (0.4%)
   4,000   Camden County Development Auth. PCRB, Series 1997          5.25      4/01/02         4,162

           Guam (3.0%)
           GO,
   9,290    Series 1994A                                              5.75      8/15/99         9,462
   2,000    Series 1994A                                              5.25      9/01/99         2,014
   5,000    Series 1995A                                              5.38      9/01/00         5,031
  10,000    Series 1995A                                              5.50      9/01/01        10,065
           Power Auth. RB,
   1,640    Series 1994A                                              5.50     10/01/99         1,672
   1,725    Series 1994A                                              5.60     10/01/00         1,784
 
           Idaho (0.4%)
           Health Facilities Auth. RB,
     810    Series 1998                                               4.65      5/01/05           825
     860    Series 1998                                               5.38      5/01/06           913
     950    Series 1998                                               5.38      5/01/07         1,011
   1,005    Series 1998                                               5.38      5/01/08         1,069

           Illinois (3.0%)
  16,265   Chicago Water RB, Series 1997 (CRE) (3),(b)                5.00     11/01/05        12,200
   9,000   Cook County GO, Series 1989 (CRE) (1),(a)                  7.38     11/01/08         9,555
   1,285   Development Finance Auth. RB, Series 1995                  6.25      3/01/99         1,299
   2,045   Health Facilities Auth. RB, Series 1996                    5.60      1/01/02         2,144
   4,015   Hodgkins Tax Increment RB, Series 1995A                    6.90     12/01/01         4,203

           Indiana (3.6%)
   6,745   Development Finance IDA RB, Series 1996                    4.80      6/01/00         6,862
           Health Facility Financing Auth. RB,
   3,000    Series 1993                                               4.65     11/01/98         3,004
  20,300    Series 1993 (a)                                           5.40     11/01/05        21,145
   4,200    Series 1994 (a)                                           5.38      7/01/01         4,315

           Louisiana (4.6%)
  11,310   De Soto Parish PCRB, Series 1993A                          5.05     12/01/02        11,803
           Jefferson Parish School Board Sales and Use Tax RB,
   3,170    Series 1998 (CRE) (4),(b)                                 4.80      9/01/07         2,198
   2,090    Series 1998 (CRE) (4),(b)                                 4.90      3/01/08         1,406
   6,463   New Orleans Master Lease Agreement, #2300-1 (e)            7.99      2/01/02         6,804
           Offshore Terminal Auth. RB,
   7,920    Series 1992B                                              6.00      9/01/01         8,389
   5,000    Series 1992B                                              6.20      9/01/03         5,490
   5,830    Series 1994B                                              5.85      9/01/00         6,056
   3,440   St. Charles Parish PCRB                                    7.63      6/01/03         3,561

           Maine (1.4%)
           Jay PCRB,
   5,500    Series 1994A                                              4.65      9/01/02         5,650
   8,305    Series 1994B                                              4.70      6/01/02         8,531

           Massachusetts (3.3%)
           Health and Educational Facilities Auth. RB,
   3,445    Series 1998B (CRE) (7)                                    5.00      7/01/06         3,601
   3,645    Series 1998B (CRE) (7)                                    5.25      7/01/07         3,875
   1,640    Series 1998B (CRE) (7)                                    5.25      7/01/08         1,743
           New England Education Loan Marketing Corp. RB,
  17,000    Series 1985A                                              5.80      3/01/02        17,933
   5,000    Series 1992A                                              6.13      9/01/99         5,114

           Michigan (2.0%)
           Hospital Finance Auth. RB, Central Michigan
            Community Hospital,
     210    Series 1996                                               4.70     10/01/98           210
     245    Series 1996                                               5.00     10/01/99           248
     255    Series 1996                                               5.30     10/01/00           262
     130    Series 1996                                               5.50     10/01/01           135
     275    Series 1996                                               5.70     10/01/02           291
     285    Series 1996                                               5.80     10/01/03           306
           Hospital Finance Auth. RB, Genesys Health
            System Medical Center,
   3,500    Series 1995A                                              6.80     10/01/00         3,685
   3,500    Series 1995A                                              7.00     10/01/01         3,780
   2,500    Series 1998A                                              5.50     10/01/06         2,689
   1,500    Series 1998A                                              5.50     10/01/07         1,618
   1,000    Series 1998A                                              5.50     10/01/08         1,078
   5,800   Monroe Economic Development Corp. PCRB,
            Series 1997                                               5.00      2/01/03         6,044

           Minnesota (1.3%)
   5,850   Minneapolis Temporary Parking Ramp RB, Series 1997A        4.75      6/01/00         5,853
           St. Paul Housing and Redevelopment Auth.
            Hospital RB,
     675    Series 1997A                                              5.00     11/01/03           697
   1,410    Series 1997A                                              5.10     11/01/04         1,465
   1,485    Series 1997A                                              5.20     11/01/05         1,553
   1,560    Series 1997A                                              5.30     11/01/06         1,642
   1,645    Series 1997A                                              5.35     11/01/07         1,738

           Mississippi (1.8%)
           Jones County Hospital RB,
   1,000    Series 1997                                               5.00     12/01/05         1,040
   1,050    Series 1997                                               5.00     12/01/06         1,092
   1,105    Series 1997                                               5.10     12/01/07         1,156
   1,155    Series 1997                                               5.20     12/01/08         1,210
   6,810   Lafayette County Hospital RB, Series 1997                  5.00      3/01/02         6,976
   1,000   Lincoln County Hospital RB, Series 1998A (CRE) (5)         5.00      4/01/04         1,038
   4,785   Union County Hospital RB, Series 1997                      5.00      3/01/02         4,909
 
           Nebraska (0.2%)
           Investment Finance Auth. Hospital RB,
     465    Series 1997 (CRE) (5)                                     4.90     11/15/05           487
     440    Series 1997 (CRE) (5)                                     5.00     11/15/06           463
     410    Series 1997 (CRE) (5)                                     5.00     11/15/07           433
     505    Series 1997 (CRE) (5)                                     5.05     11/15/08           533

           New Jersey (0.1%)
   1,050   Camden County Improvement Auth. RB, Series 1997            4.75      2/15/00         1,060

           New York (15.7%)
           Dormitory Auth. RB, City University System,
   3,245    Series 1996-2                                             5.00      7/01/00         3,315
   1,285    Series 1996-2                                             5.10      7/01/01         1,328
   5,000   Dormitory Auth. RB, Good Samaritan Hospital,
            Series 1998A (CRE) (5)                                    5.50      7/01/09         5,482
           Dormitory Auth. RB, Nyack Hospital,
   1,160    Series 1996                                               5.35      7/01/99         1,173
   1,170    Series 1996                                               5.65      7/01/01         1,212
           Dormitory Auth. RB, State University Educational
            Facilities,
   1,285    Series 1994B                                              5.10      5/15/99         1,299
   2,190    Series 1994B                                              5.30      5/15/00         2,246
   6,450    Series 1995A                                              5.10      5/15/00         6,596
   6,350    Series 1995A                                              5.25      5/15/01         6,585
   7,500    Series 1995A                                              5.40      5/15/02         7,892
   1,000    Series 1996                                               4.90      5/15/00         1,019
   1,350    Series 1996                                               5.00      5/15/01         1,392
   1,000    Series 1996                                               5.10      5/15/02         1,042
   1,250   Dormitory Department of Health RB, Series 1996             4.75      7/01/01         1,280
  25,805   Environmental Facilities Corp. PCRB, Series 1994A          5.50      6/15/99        26,198
   5,325   Medical Care Facilities Finance Agency RB,
            Series 1994A (CRE) (2)                                    5.80      2/15/01         5,588
           New York City GO,
     600    Series 1994D                                              6.00      8/15/99           614
   9,400    Series 1994D                                              6.00      8/15/99         9,607
     155    Series 1994H                                              5.30      8/01/99           158
   7,845    Series 1994H                                              5.30      8/01/99         7,966
   5,000    Series 1995A                                              5.40      8/01/00         5,149
   1,450    Series 1995D                                              6.50      2/01/02         1,577
   3,550    Series 1995D                                              6.50      2/01/02         3,835
   3,325    Series 1996K                                              5.50      4/01/01         3,475
   4,900    Series 1998F                                              5.50      8/01/06         5,337
   6,420    Series 1998F                                              5.50      8/01/07         7,018
   4,010   State COP                                                  4.90      2/01/02         4,130
   4,040   State COP                                                  4.90      8/01/02         4,178
   2,035   State COP                                                  5.00      2/01/03         2,115
  11,165   The City University of New York COP                        5.75      8/15/03        12,017
   7,880   Thruway Auth. RB, Series 1995                              5.10      4/01/01         8,120
           Urban Development Corp. RB,
   4,400    Series 1993                                               5.25      1/01/03         4,617
   1,715    Series 7                                                  4.75      1/01/02         1,759
 
           North Carolina (1.1%)
  11,000   Eastern Municipal Power Agency RB, Series 1996A            5.10      1/01/00        11,159

           Ohio (0.6%)
           Franklin County Health Care Facilities RB,
   1,000    Series 1997                                               4.70      7/01/02         1,017
   1,000    Series 1997                                               4.80      7/01/03         1,021
     500    Series 1997                                               5.00      7/01/04           516
   1,425    Series 1997                                               5.00      7/01/05         1,471
   1,000    Series 1997                                               5.10      7/01/06         1,038
     475    Series 1997                                               5.15      7/01/07           494
     600    Series 1997                                               5.25      7/01/08           628

           Oklahoma (1.9%)
           Holdenville Industrial Auth. RB,
   1,115    Series 1995                                               5.45      7/01/00         1,150
   1,380    Series 1995                                               6.15      7/01/04         1,543
     510    Series 1995                                               6.35      7/01/06           591
  15,000   Housing Development Auth. RB, Series 1997A                 4.75     12/01/02        15,146

           Pennsylvania (5.5%)
           Beaver County Finance Auth. RB,
  17,480    Series 1986A (CRE) (1),(a)                                8.00     11/01/09        17,954
   8,545    Series 1986B (CRE) (1),(a)                                8.00     11/01/09         8,776
   4,875   Delaware IDA Refunding RB, Series 1997A                    5.50      1/01/00         4,963
   4,435   East Hempfield Township IDA RB, Series 1996                5.00      8/01/01         4,573
  17,290   Higher Education Assistance Agency Student Loan RB,
            Series 1985A (CRE) (3)                                    6.80     12/01/00        18,315

           Puerto Rico (2.7%)
   8,235   Centro de Recaudaciones de Ingresos Municipales COP (e)    6.85     10/17/03         8,618
           Electric Power Auth. RB,
   5,000    Series 1997AA                                             5.00      7/01/03         5,235
   5,000    Series 1997AA                                             5.00      7/01/04         5,266
   4,365    Series S                                                  6.00      7/01/99         4,450
   3,600    Series T                                                  6.00      7/01/99         3,670

           Tennessee (0.6%)
           Shelby County Hospital RB, 
     500    Series 1993                                               4.50     11/01/98           500
   2,500    Series 1993                                               5.10     11/01/03         2,552
   3,000   Springfield Health and Educational Facilities
            Board Hospital RB, Series 1998                            4.90      8/01/08         3,036

           Texas (5.6%)
           Abilene Higher Education Facilities Corp. RB,
   1,335    Series 1995                                               5.30     10/01/99         1,359
   1,280    Series 1995                                               5.40     10/01/00         1,320
   1,480    Series 1995                                               5.50     10/01/01         1,548
   1,000    Series 1995                                               5.60     10/01/02         1,060
   3,235   Austin Higher Education Auth. RB, Series 1998              4.80      8/01/09         3,256
   6,000   Calhoun County Navigation IDA PCRB, Series 1995            4.65      6/01/01         6,137
           Harrison County Health Facilities Development Corp. RB,   
   1,010    Series 1998 (CRE) (7)                                     4.80      1/01/06         1,033
   1,055    Series 1998 (CRE) (7)                                     4.80      1/01/07         1,077
   1,110    Series 1998 (CRE) (7)                                     4.90      1/01/08         1,137
           Houston Independent School District Public Facility 
            Corp. Lease RB,
   3,885    Series 1998A (CRE) (2),(b)                                4.85      9/15/07         2,677
   3,885    Series 1998A (CRE) (2),(b)                                4.90      9/15/08         2,543
   4,805    Series 1998B (CRE) (2),(b)                                4.85      9/15/07         3,311
   5,260    Series 1998B (CRE) (2),(b)                                4.90      9/15/08         3,444
   2,500   Lampasas County IDC RB, Series 1997                        5.20     12/01/01         2,596
   3,495   Lewisville Contract Revenue and Special Assessment
            Bonds, Series 1998 (CRE) (7)                              5.00      9/01/10         3,616
           Northeast Hospital Auth. RB,
   1,230    Series 1997                                               5.10      5/15/00         1,255
   1,285    Series 1997                                               5.25      5/15/01         1,328
   2,870    Series 1997                                               5.40      5/15/03         3,029
   4,090   Pasadena GO, Series 1994                                   5.75      2/15/99         4,128
           Tyler Health Facilities Development Corp. RB,
   2,700    Series 1997A                                              5.00      7/01/03         2,763
   3,120    Series 1997A                                              5.00      7/01/04         3,185
   1,625    Series 1997A                                              5.13      7/01/05         1,662
   1,100    Series 1997A                                              5.20      7/01/06         1,125
   1,125    Series 1997A                                              5.30      7/01/07         1,152

           Virginia (0.2%)
           Halifax County IDA Hospital RB,
   1,100    Series 1998                                               4.50      9/01/05         1,121
     600    Series 1998                                               4.65      9/01/07           611
     500    Series 1998                                               4.75      9/01/08           510

           West Virginia (2.0%)
   6,000   Kanawha County PCRB, Series 1997                           5.25      4/01/02         6,225
  13,480   School Building Auth. Capital Improvement RB, 
            Series 1994                                               6.00      7/01/00        13,988

           Wisconsin (0.2%)
           Health and Educational Facilities Auth. RB, 
     410    Series 1997                                               5.10     12/15/05           424
     430    Series 1997                                               5.20     12/15/06           445
     455    Series 1997                                               5.25     12/15/07           471
     475    Series 1997                                               5.30     12/15/08           494
                                                                                             ---------
           Total fixed rate instruments (cost: $675,133)                                      697,127
                                                                                             ---------

                                PUT BONDS (11.8%)
           California (3.3%)
   3,395   Brentwood Infrastructure Financing Auth. Capital
            Improvement RB, Series 1996 (CRE)                         5.25      6/01/26         3,493
   6,955   Fresno MFH RB, Series 1997A                                4.88      1/01/28         7,214
   7,185   Redwood MFH RB, Series 1985B (CRE) (10)                    5.20     10/01/08         7,264
   4,000   Santa Rosa Housing Auth. MFH RB, Series 1995E (CRE)(12)    4.85      9/01/07         4,013
   6,170   South Gate Public Financing Auth. Tax Allocation Bonds,
            Series 1997 (CRE)                                         4.75      9/01/19         6,356
   4,640   Vallejo Housing Auth. MFH RB, Series 1985A (CRE) (10)      5.00      6/01/07         4,646

           Florida (2.4%)
           Housing Finance Agency MFH RB,
   5,000    Series 1983F (Horizon Place) (CRE) (11)                   5.35     12/01/05         5,036
   4,000    Series 1983G (Oaks at Baymeadow) (CRE) (11)               5.35     12/01/05         4,029
   5,000    Series 1987 (The Crossing) (CRE) (12)                     4.85      2/01/08         5,057
   5,200    Series 1995D (Park Colony) (CRE)                          5.10      4/01/13         5,309
   4,000    Series 1995K (Oaks at Regency) (CRE)                      4.85     12/01/05         4,009

           Illinois (1.1%)
  11,240   Health Facilities Auth. RB, Series 1998A (CRE)             4.70      7/01/31        11,461
 
           Louisiana (2.1%)
  20,000   Public Facilities Auth. RB, Series 1985B-1 (CRE) (2)       5.00     12/01/15        20,497

           Minnesota (0.7%)
   7,500   Minneapolis and St. Paul Housing and Redevelopment RB,
            Series 1996A (CRE) (3)                                    5.13      6/01/32         7,543

           Texas (1.5%)
   7,990   Lewisville Contract Revenue and Special Assessment 
            Bonds, Series 1996 (CRE)                                  5.00      5/01/21         8,580
   6,000   Tarrant County Housing Finance Corp. MFH RB,
            Series 1985 (CRE) (15)                                    4.90      9/01/06         6,024

           Wyoming (0.7%)
   6,725   Community Development Auth. Housing RB, Series 1997-3      5.25      6/01/17         6,982
                                                                                             ---------
           Total put bonds (cost: $115,019)                                                   117,513
                                                                                             ---------

                       VARIABLE RATE DEMAND NOTES (16.8%)
           California (12.9%)
  16,800   Fontana COP, Series 1991 (CRE)                             5.40      7/01/21        16,800
   4,475   Gardena Financing Agency RB, Series 1991 (CRE)             4.90      9/01/11         4,475
  20,860   Grand Terrace MFH RB, Series 1985A (CRE)                   4.50     12/01/11        20,860
           Orange County Apartment Development RB,
   1,400    Issue C Series 1985-3 (CRE)                               5.50      3/01/07         1,400
   9,700    Series 1984J (CRE)                                        5.47     11/01/08         9,700
  11,400   Orange County Special Financing Auth. RB,
            Series 1995B (CRE)                                        4.80     11/01/14        11,400
           Sacramento County MFH RB,
   3,100    Series 1996C (CRE)                                        4.85     12/01/21         3,100
   6,000    Series 1996D (CRE)                                        4.85     12/01/21         6,000
           San Francisco City and County MFH RB,
  27,100    Series 1985A, Issue D (CRE)                               4.80     12/01/05        27,100
  16,900    Series 1985B, Issue D (CRE)                               4.80     12/01/05        16,900
  10,000   Santa Clara County Transit District RB, 
            Series 1985A (CRE)                                        4.60      6/01/15        10,000

           District of Columbia (0.2%)
   1,900   Catholic University of America RB, Series 1989A (CRE)      4.65     12/01/09         1,900

           Georgia (1.2%)
  11,665   Bibb County Development Auth. Environmental
            Improvement RB, Series 1991 IR-1                          4.45     12/01/09        11,665

           Hawaii (0.5%)
   5,400   State Housing Finance and Development Corp. RB,
            Series 1990A (CRE)                                        4.55      7/01/25         5,400
   
           Illinois (0.2%)
     880   Development Finance Auth. MFH RB, Series 1991 (CRE)        5.25     10/01/05           880
     755   West Frankfort Commercial Redevelopment RB                 6.59      4/01/07           755

           Louisiana (0.1%)
   1,250   Public Facilities Auth. MFH RB, Series 1991 (CRE)(12)      4.20      7/01/07         1,250

           New Jersey (0.2%)
   1,970   Newark Healthcare Facility RB, Series A (CRE)              5.40      6/01/30         1,970

           New York (0.3%)
   2,700   Chautauqua County IDA IDRB, Series 1984A (CRE)             5.03      1/01/00         2,700

           Oregon (0.2%)
   1,500   Medford Hospital Facilities Auth. RB, Series 1985 (CRE)    3.80     12/01/15         1,500

           Tennessee (0.9%)
   9,300   Carter County IDRB, Series 1983                            3.70     10/01/07         9,300

           Virginia (0.1%)
   1,405   Henrico County IDA RB, Series 1994 (CRE)                   4.20      5/01/24         1,405
                                                                                             ---------
           Total variable rate demand notes (cost: $166,460)                                  166,460
                                                                                             ---------
           Total investments (cost: $956,612)                                                $981,100
                                                                                             =========
</TABLE>




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

     Multi-Family Housing                 14.6%
     Hospitals                            13.0
     General Obligations                   9.4
     Escrowed Bonds                        7.5
     Education                             5.5
     Appropriated Debt                     5.2
     Finance - Municipal                   4.8
     Student Loans                         4.4
     Water/Sewer Utilities - Municipal     4.2
     Electric/Gas Utilities - Municipal    4.0
     Single-Family Housing                 3.0
     Paper & Forest Products               2.8
     Buildings                             2.7
     Special Assessment/Tax/Fee            2.6
     Real Estate Tax/Free                  2.3
     Containers - Paper                    2.2
     Airport/Port                          2.0
     Nursing/Continuing Care Centers       1.5
     Chemicals                             1.4
     Sales Tax                             1.4
     Agricultural Products                 1.3
     Other                                 3.1
                                         ------
     Total                                98.9%
                                         ======





 PORTFOLIO SUMMARY BY STATE
- -----------------------------

Alabama                   .1%
Alaska                    .6
Arizona                  1.8
California              18.4
Colorado                  .4
Connecticut              1.1
District of Columbia     2.6
Florida                  2.9
Georgia                  1.6
Guam                     3.0
Hawaii                    .5
Idaho                     .4
Illinois                 4.3
Indiana                  3.6
Louisiana                6.8
Maine                    1.4
Massachusetts            3.3
Michigan                 2.0
Minnesota                2.0
Mississippi              1.8
Nebraska                  .2
New Jersey                .3
New York                16.0
North Carolina           1.1
Ohio                      .6
Oklahoma                 1.9
Oregon                    .2
Pennsylvania             5.5
Puerto Rico              2.7
Tennessee                1.5
Texas                    7.1
Virginia                  .3
West Virginia            2.0
Wisconsin                 .2
Wyoming                   .7
                        -----
Total                   98.9%
                        =====










USAA TAX EXEMPT MONEY MARKET FUND
PORTFOLIO OF INVESTMENTS
(IN THOUSANDS)

September 30, 1998
(Unaudited)


<TABLE>
<CAPTION>

 Principal                                                           Coupon      Final        Market
  Amount    Security                                                  Rate      Maturity      Value
- ----------------------------------------------------------------------------------------------------------
<C>         <S>                                                      <C>        <C>          <C>
                       VARIABLE RATE DEMAND NOTES (68.8%)
           Alabama (1.4%)
 $ 9,500   Evergreen Board IDRB, Series 1985 (CRE)                    3.65%    12/01/04      $  9,500
  12,000   Mobile IDB PCRB, Series 1993C                              4.07      8/01/17        12,000

           Alaska (0.2%)
   3,200   Alaska IDA RB, Series 1986 (CRE)                           3.70      6/01/06         3,200

           Arizona (0.8%)
   5,000   Maricopa County PCRB, Series 1985A (CRE)                   3.60      8/01/15         5,000
   7,100   Pinal County IDA RB, Series 1995 (CRE)                     3.80     12/01/22         7,100
   1,000   Tucson IDA MFH RB, Series 1989 (CRE)                       4.75      2/01/06         1,000

           California (3.9%)
   2,245   Central Unified School District COP, Series 1995 (CRE)     4.10      6/01/15         2,245
   4,645   Fillmore COP, Series 1997 (CRE)                            4.35      5/01/29         4,645
   6,950   Livermore MFH RB, Series 1990A (CRE)                       4.10      5/01/20         6,950
           Orange County Apartment Development RB, 
   1,400    Series 1984E (CRE)                                        5.00     11/01/08         1,400
   5,100    Series 1985D (CRE)                                        5.00      4/01/06         5,100
           Sacramento County MFH RB, 
  19,100    Series 1985A (CRE)                                        4.60      4/15/07        19,100
   5,500    Series 1985B (CRE)                                        4.60      4/15/07         5,500
  10,000    Series 1985C (CRE)                                        4.60      4/15/07        10,000
   7,900   San Diego MFH RB, Series 1993A (CRE)                       4.00     12/01/15         7,900

           Colorado (1.9%)
   9,000   Avon IDRB, Series 1984 (CRE)                               3.85     12/15/14         9,000
   9,000   Educational & Cultural Facilities RB, Series 1998 (CRE)    4.10      8/01/13         9,000
   1,940   Health Facilities Auth. RB, Series 1996A (CRE)             4.10     12/01/16         1,940
           Postsecondary Educational Facilities Auth. RB, 
   4,665    Series 1997 (CRE)                                         4.05      8/01/17         4,665
   4,000    Series 1998 (CRE)                                         4.05      4/01/13         4,000
   2,200   Smith Creek Metropolitan District RB, Series 1997 (CRE)    3.75     10/01/35         2,200

           Connecticut (0.1%)
   2,325   Development Auth. IDRB, Series 1984 (CRE)                  4.25     12/01/04         2,325

           District of Columbia (1.0%)
   5,700   Catholic University of America RB, Series 1989A (CRE)      4.65     12/01/09         5,700
   4,000   Housing Finance Agency MFH RB, Series 1985A (CRE)          4.55     12/01/05         4,000
           Revenue Bonds,
   3,000    Series 1985 (CRE)                                         3.60      3/01/06         3,000
   3,000    Series 1985A (CRE)                                        3.60      3/01/06         3,000

           Florida (6.9%)
   7,385   Atlantic Beach Improvement and Refunding  RB,
            Series 1994B (CRE)                                        4.20     10/01/24         7,385
     700   Brevard County Housing Finance Auth. MFH RB,
            Series 1993 (CRE)                                         4.10      7/01/05           700
   2,855   Broward County Housing Finance Auth. MFH RB,
            Series 1990 (CRE)                                         3.70     10/01/07         2,855
  10,960   Dade County Health Facilities Auth. RB, 
            Series 1990 (CRE)                                         4.20      9/01/20        10,960
   1,500   Dade County IDA RB, Series 1996 (CRE)                      4.05     10/01/16         1,500
           Housing Finance Agency MFH RB,     
  14,700    Series 1985 EE (CRE)                                      3.65      9/01/08        14,700
   5,000    Series 1985BB (CRE)                                       3.75      8/01/08         5,000
   4,000    Series 1985C (CRE)                                        4.10      8/01/06         4,000
   3,300    Series 1985GGG (CRE)                                      4.85     12/01/08         3,300
  17,200    Series 1985U (CRE)                                        3.65      7/01/08        17,200
   7,740    Series 1990D (CRE)                                        3.70     12/01/09         7,740
           Jacksonville Hospital RB,
   8,000    Series 1988 (CRE)                                         5.00      2/01/18         8,000
   8,900    Series 1989 (CRE)                                         5.00      2/01/19         8,900
  15,000   Orange County Health Facilities Auth. RB (CRE)             4.05     11/01/28        15,000
   2,950   Palm Beach County Housing Finance Auth.
            MFH RB, Series 1988D (CRE)                                3.60     11/01/07         2,950

           Georgia (1.5%)
   8,330   Clayton County MFH RB, Series 1989 (CRE)                   3.95     11/01/06         8,330
  12,310   De Kalb County Development Auth. PCRB, Series 1985         3.90     11/01/03        12,310
   3,090   Peachtree Development Auth. RB, Series 1988 (CRE)          3.90      7/01/10         3,090

           Illinois (2.1%)
   5,500   Chicago Tax Increment Allocation RB, Series 1996B (CRE)    3.65     12/01/14         5,500
  14,700   Development Finance Auth. MFH RB, Series 1993 (CRE)        4.20     12/01/13        14,700
  10,000   Development Finance Auth. RB, Series 1993C-1               4.10      8/15/26        10,000
   1,605   Evanston IDRB, Series 1985 (CRE)                           4.05      1/01/15         1,605
     205   Health Facilities Auth. RB, Series 1985C (CRE)             3.95     10/01/15           205
   1,990   Winnebago County Health Care Facility RB, 
            Series 1996 (CRE)                                         4.15      1/01/17         1,990

           Indiana (1.0%)
   7,010   Bond Bank Adjustable Rate Special Program RB,
            Series 1997D (CRE)                                        4.05      1/01/17         7,010
   1,300   Huntington Industrial Economic Development RB, 
            Series 1990                                               3.80      6/26/14         1,300
   4,750   Indianapolis Economic Development RB,
            Series 1997 (CRE)                                         4.05      5/01/18         4,750
   3,500   State Development Finance Auth. RB,
            Series 1996 (CRE)                                         3.50      7/01/26         3,500

           Iowa (1.0%)
   5,000   Louisa County PCRB, Series A                               3.95      9/01/16         5,000
   7,000   Ottumwa Purchase RB, Series 1998 (CRE)                     4.00     10/01/06         7,000
   4,000   Woodbury County Educational Facility RB,
            Series 1996 (CRE)                                         4.00     11/01/16         4,000

           Kansas (4.0%)
  56,500   Burlington Environmental Improvement RB, Series 1998A      3.70      9/01/15        56,500
   3,550   Overland Park RB, Series 1996                              3.90     11/01/01         3,550
   3,400   Wichita Health Systems RB, Series 1985XXV (CRE)            4.55     10/01/11         3,400

           Kentucky (0.7%)
   2,000   Frankfort Economic Development RB, Series 1990             3.80      5/07/14         2,000
   9,490   Hancock County Industrial Building RB, 
            Series 1991 (CRE)                                         4.25      7/01/11         9,490

           Louisiana (2.6%)
   1,550   Ascension Parish PCRB, Series 1990                         3.80      9/01/10         1,550
   8,800   Delhi Industrial Development Refunding RB, Series 1996     3.65     12/01/12         8,800
           Housing Finance Agency MFH RB,
   7,075    Series 1988A (CRE)                                        5.30      1/01/26         7,075
   9,095    Series 1988B (CRE)                                        5.30     12/01/25         9,095
   6,200    Public Facilities Auth. IDRB, Series 1996 (CRE)           3.90     12/01/14         6,200
   8,700    Public Facilities Auth. MFH RB, Series 1988 (CRE)         4.20     12/01/13         8,700

           Maryland (2.0%)
   6,000   Anne Arundel County Economic Development  RB, 
            Series A (CRE)                                            4.00     12/01/15         6,000
           Montgomery County MFH RB,
   6,400    1985 Issue B (CRE)                                        3.55      8/01/15         6,400
  20,200    1993 Issue I (CRE) (g)                                    3.63     11/01/20        20,200

           Massachusetts (0.4%)
   5,815   Industrial Finance Agency RB, Series 1997 (CRE)            3.93      5/01/27         5,815

           Michigan (3.1%)
  24,200   Detroit Downtown Development Auth. RB (CRE)                5.10     12/01/10        24,200
   5,300   Grand Rapids IDRB (CRE)                                    4.10      1/01/10         5,300
   7,300   Job Development Auth. PCRB, Series 1996 (CRE)              4.90     10/01/08         7,300
  13,000   State Hospital Finance Auth. RB, Series A (CRE)            3.55     12/01/23        13,000

           Minnesota (0.3%)
   4,100   Hastings Hospital RB, Series 1988 (CRE)                    3.70     11/01/13         4,100

           Mississippi (0.3%)
   4,447   Hinds County Urban Renewal RN, Series 1991 (CRE)           4.00      1/01/07         4,447

           Missouri (1.8%)
           Clayton IDA RB,
   5,700    Series 1994A (CRE)                                        4.30     12/01/06         5,700
   5,750    Series 1994B (CRE)                                        4.30      2/01/07         5,750
   8,000    Series 1995C (CRE)                                        4.30      5/01/05         8,000
   2,700   St. Louis IDA RB, Series 1997 (CRE)                        4.35      8/30/99         2,700
   6,000   State Health And Educational Facilities Auth. RB,
            Series 1998 (CRE)                                         4.05      7/01/23         6,000
   1,000   West Plains IDA, Series 1986 (CRE)                         4.35     11/01/10         1,000

           New Hampshire (1.0%)
   2,900   Housing Finance Auth. MFH RB, Series 1990 (CRE)            3.70      7/01/06         2,900
  12,505   Manchester Housing Auth. MFH RB, Series 1990A (CRE)        4.10      6/15/15        12,505


           New Mexico (0.4%)
   6,800   Farmington PCRB, Series 1994A (CRE)                        3.60     11/01/13         6,800

           New York (0.6%)
   9,485   Ramapo Housing Auth. RB, Series 1998 (CRE)                 4.01     12/01/29         9,485

           North Carolina (0.2%)
   3,300   Buncombe County Industrial Facilities Financing
            Auth. IDRB, Series 1996                                   3.80     11/01/06         3,300

           Ohio (2.7%)
   6,000   Clark County IDA RB (CRE)                                  4.25     12/01/10         6,000
  22,000   Clinton County Hospital RB, Series 1998 (CRE)              3.65      6/01/28        22,000
  10,500   Franklin County Hospital RB, Series 1996C (CRE)            4.00     12/01/11        10,500
   4,800   Stark County IDRB, Series 1984 (CRE)                       4.20      9/01/01         4,800


           Oklahoma (0.7%)
   5,000   Muskogee Industrial Trust PCRB, Series 1995A               3.55      1/01/25         5,000
           Muskogee Industrial Trust RB,
   2,860    Series 1985, Muskogee Mall Project (CRE)                  4.10     12/01/15         2,860
   2,500    Series 1985, Warmack-Muskogee Project (CRE)               4.10     12/01/15         2,500
 
           Oregon (5.7%)
           Medford Hospital Facilities Auth. RB,
  13,500    Series 1985 (CRE)                                         3.80     12/01/15        13,500
  16,300    Series 1991 (CRE)                                         3.80      5/01/21        16,300
  23,355    Series 1997 (CRE)                                         3.80      5/15/27        23,355
  38,100   Port of Portland Public Grain Elevator RB,
            Series 1984 (CRE)                                         4.63     12/01/14        38,100
 
           Pennsylvania (9.5%)
   8,000   Allegheny County Higher Education Building Auth. RB,
            Series 1998B (CRE)                                        4.05      9/01/28         8,000
           Allegheny County Hospital Development Auth. RB,
   1,000    Series 1998A (CRE)                                        3.90      3/01/99         1,000
  14,200    Series 1998B (CRE)                                        3.90      3/01/07        14,200
  15,100    Series 1998C (CRE)                                        3.90      3/01/13        15,100
  12,980    Series 1998D (CRE)                                        3.90      3/01/18        12,980
   1,750   Allegheny County IDA RB, Series 1994 (CRE)                 4.20     12/01/08         1,750
   2,400   Chester County IDA RB, Series 1996                         3.85      8/01/01         2,400
   3,500   Clinton County IDA RB, Series 1985 (CRE)                   3.90      9/01/05         3,500
  69,000   Harrisburg Auth. RB, Series 1996 (CRE) (g)                 4.08      7/01/21        69,000
  23,400   Higher Educational Facilities Auth. RB, 
            Series 1996 (CRE)                                         4.35     11/15/35        23,400

           South Carolina (0.6%)
   3,500   Educational Facilities Auth. RB, Series 1998 (CRE)         4.05      9/01/18         3,500
   3,000   Jobs Economic Development Auth. RB, Series 1998 (CRE)      4.05      9/01/16         3,000
   2,400   Sumter County IDRB, Series 1982 (CRE)                      4.13     12/01/02         2,400

           Tennessee (1.0%)
   1,500   Maryville IDB Education RB, Series 1997B (CRE)             4.30      8/01/02         1,500
  14,205   Nashville and Davidson County IDB RB, Series 1995 (CRE)    3.85     11/01/12        14,205

           Texas (4.1%)
  10,520   Amarillo Health Facilities Corp. RB, Series 1985 (CRE)     3.70      5/31/25        10,520
   5,915   Arlington IDC RB, Series 1985 (CRE)                        4.40     10/01/20         5,915
   4,730   Bell County Health Facilities Development Corp. RB,
            Series 1998 (CRE)                                         4.05      5/01/23         4,730
           Bexar County Housing Finance Corp. MFH RB,
   1,200    Series 1988A (CRE)                                        3.55      8/01/06         1,200
     285    Series 1988B (CRE)                                        3.55      6/01/05           285
   3,300   Harris County Housing Finance Corp. MFH RB,
            Series 1988A (CRE)                                        3.63      6/01/05         3,300
   2,300   Health Facilities Development Corp. Hospital RB,
            Series 1985A (CRE)                                        3.80      5/31/25         2,300
   9,000   Health Facilities Development Corp. RB, 
            Series 1985B (CRE)                                        3.80      8/01/25         9,000
   4,295   Matagorda County Hospital District RB, 
            Series 1988 (CRE)                                         4.30      8/01/18         4,295
   2,070   Metropolitan Higher Education Auth. RB, 
            Series 1984 (CRE)                                         4.85     12/01/04         2,070
   1,130   North Central IDA RB, Series 1983                          3.80     10/01/13         1,130
   4,050   Nueces River Auth. PCRB, Series 1985 (CRE)                 4.20     12/01/99         4,050
   4,600   Port Arthur Navigation District IDC PCRB, 
            Series 1985 (CRE)                                         4.20      5/01/03         4,600
   6,750   Tarrant County Health Facilities Development
            Auth. RB, Series 1998 (CRE)                               4.05     12/01/23         6,750
   4,500   Tarrant County Housing Finance Corp. MFH RB,
            Series 1985 (CRE)                                         3.70     12/01/25         4,500

           Utah (1.0%)
   7,600   Ogden City Industrial Development RB, Series 1986 (CRE)    3.80      9/01/13         7,600
           Provo Housing MFH RB,
   3,700    Series 1987A (CRE)                                        5.50     12/01/10         3,700
   5,000    Series 1987A (CRE)                                        5.50     12/15/10         5,000

           Virginia (1.8%)
   2,500   Chesterfield County IDA PCRB, Series 1993                  3.80      8/01/09         2,500
           Henrico County IDA RB,
   9,985    Series 1994 (CRE)                                         4.20      5/01/24         9,985
   4,935    Series 1994 (CRE)                                         4.20      8/01/24         4,935
   6,800   Housing Development Auth. RB, Series 1987A (CRE)           4.25      9/01/17         6,800
   3,760   Roanoke IDA RB, Series 1994                                3.80     12/01/13         3,760

           Washington (2.4%)
   1,660   Seattle IDA RB, Series 1989-I, Lot 1 (CRE)                 4.55      8/01/04         1,660
  36,000   Student Loan Finance Association RB,
            Series 1985-2nd (CRE)                                     4.65      1/01/01        36,000

           Wisconsin (0.1%)
   1,645   Green Bay IDRB, Series 1998 (CRE)                          4.05      7/01/13         1,645
                                                                                            ----------
           Total variable rate demand notes (cost: $1,096,292)                              1,096,292
                                                                                            ----------

                                PUT BONDS (16.7%)
           Alabama (0.9%)
  15,000   Montgomery IDB PCRB, Series 1990                           4.20      9/15/06        15,000

           California (3.6%)
           Higher Education Loan Auth. RB,
  20,825    Series 1987A (CRE)                                        3.80      6/01/01        20,825
  12,250    Series 1987B (CRE)                                        3.65      7/01/02        12,250
  25,000   Student Education Loan Marketing Corp. RB,
            Series 1993A (CRE)                                       3.85      11/01/02       25,000

           Florida (0.9%)
   1,750   Housing Finance Agency MFH RB, Series C (CRE)              3.85     11/01/07         1,750
   9,900   Jacksonville PCRB, Series 1994                             3.40      9/01/24         9,900
   1,825   Tampa Guaranteed Entitlement RB, Series 1988B (a)          8.50     10/01/18         1,825

           Illinois (4.0%)
           Health Facilities Auth. RB,
  11,000    Series 1985B                                              3.55      8/16/15        11,000
  10,000    Series 1988                                               3.70      8/15/10        10,000
   8,000    Series 1990A (CRE)                                        3.75      2/01/19         8,000
  20,000    Series 1995                                               3.80      6/01/30        20,000
  14,000    Series 1996                                               3.70      8/15/30        14,000

           Kentucky (0.3%)
   5,500   Lexington-Fayette Urban County RB, Series 1987 (CRE)       3.70      4/01/15         5,500

           Maine (0.2%)
   2,500   Housing Auth. RB, Series A-2 (CRE)                         3.80     11/15/15         2,500

           Montana (1.2%)
           Board of Investments Municipal Finance Consolidation
            Act Bonds,
   2,875    Series 1992 (CRE)                                         3.60      3/01/05         2,875
   6,795    Series 1995 (CRE)                                         3.60      3/01/10         6,795
   9,930    Series 1997 (CRE)                                         3.60      3/01/17         9,930

           New Hampshire (0.5%)
   7,205   IDA Resources Recovery RB, Series 1985 (CRE) (1)           3.75      7/01/07         7,205

           Ohio (1.4%)
           Cleveland Subordinated CP Notes,
  12,200    Series 1994 (CRE)                                         3.40      5/15/24        12,200
  10,000    Series 1994 (CRE)                                         3.35      5/15/24        10,000

           Oregon (3.1%)
           Klamath Falls Electric RB,
  40,880   Series 1986B                                               3.80      5/03/23        40,880
   8,000   Series 1986E                                               3.80      5/03/23         8,000

           Pennsylvania (0.5%)
   6,360   Ferguson Industrial and Commercial Development
            Auth. RB, Series 1981                                     4.05     11/01/06         6,360
     840   Philadelphia IDA IDRB, Series 1981                         4.05     11/01/06           840
   1,010   Philadelphia IDA PCRB, Series 1981                         4.05     11/01/06         1,010

           Wyoming (0.1%)
   2,100   Rock Springs IDRB, Series 1992 (CRE)                       3.65      3/01/02         2,100
                                                                                             ---------
           Total put bonds (cost: $265,745)                                                   265,745
                                                                                             ---------

                         FIXED RATE INSTRUMENTS (14.5%)
           Arkansas (0.1%)
   2,000   Little Rock School District of Pulaski County TRAN         4.25     12/30/98         2,003

           Connecticut (0.2%)
   3,650   New Haven GO BAN                                           3.85      2/01/99         3,655

           Florida (0.4%)
   6,300   Jacksonville CP Notes, Series A                            3.40     12/07/98         6,300

           Iowa (0.5%)
           Higher Education RAN,
   3,500    Series 1998B (CRE)                                        4.25      7/07/99         3,514
   3,000    Series 1998C                                              4.25      7/07/99         3,012
   1,300    Series 1998D (CRE)                                        4.25      7/07/99         1,306

           Kansas (0.9%)
           Wyandotte County/Kansas City Municipal Temporary Notes,
   2,200    Series MMM                                                3.70      8/01/99         2,200
   1,295    Series DDD                                                3.70      8/01/99         1,294
     690    Series EEE                                                3.75      8/01/99           690
   1,000    Series QQQ                                                3.70      8/01/99           999
   1,263    Series RRR                                                3.70      8/01/99         1,262
   1,050    Series S                                                  3.70      8/01/99         1,049
     482    Series SSS                                                3.75      8/01/99           482
   3,205    Series VV                                                 3.70      8/01/99         3,203
   2,400    Series YY                                                 3.70      8/01/99         2,399

           Louisiana (0.2%)
   3,185   Public Facilities Auth. Advance Funding Notes, 
            Series 1997A                                              4.40     10/29/98         3,186

           Massachusetts (0.8%)
   5,000   Everett City GO BAN (CRE)                                  4.00      3/18/99         5,009
   3,370   Springfield GO BAN (CRE)                                   4.00      6/25/99         3,377
   4,600   Springfield GO BAN (CRE)                                   4.00      9/02/99         4,618

           Nevada (0.2%)
   3,500   Las Vegas Valley Water District CP Notes, Series A (CRE)   3.60     12/04/98         3,500

           New Hampshire (0.3%)
   5,500   GO BAN, Series 1998                                        3.65     11/10/98         5,500

           New Jersey (2.8%)
  44,370   Jersey City BAN                                            4.00      9/17/99        44,605

           New York (0.9%)
   3,171   Dormitory Auth RB, Series 1989A (CRE)                      4.35     10/06/98         3,171
  10,788   Oneida County GO BAN, Series 1998                          4.00      4/23/99        10,801

           North Carolina (1.1%)
  18,110   Municipal Power Agency, No.1 CP, Series A (CRE)            3.60     12/04/98        18,110

           Rhode Island (0.4%)
   5,500   State Resource Recovery Corp. Landfill
            Lease Notes, Series 1998A                                 4.00      7/30/99         5,513

           Texas (4.2%)
   2,000   Allen ISD TRAN, Series 1998                                3.88      8/31/99         2,006
           Dallas Area Rapid Transit CP Notes,
   8,400    Series A (CRE)                                            3.65     12/14/98         8,400
   7,750    Series B (CRE)                                            3.65     11/18/98         7,750
   8,000   Dallas Waterworks and Sewer System CP Notes                3.55     11/23/98         8,000
   5,000   Public Financing Auth. CP Notes, Series B                  3.30     12/08/98         5,000
           San Antonio Water Systems CP,
  13,000    Series 1995                                               3.60     10/16/98        13,000
  22,000    Series 1995                                               3.60     12/11/98        22,000

           Virginia (1.3%)
  20,000   Norfolk IDA RN, Series 1998                                3.40     12/07/98        20,000

           Wisconsin (0.2%)
   3,425   Glendale Riverhills School District TRAN                   4.00      8/20/99         3,437
                                                                                           -----------
           Total fixed rate instruments (cost: $230,351)                                      230,351
                                                                                           -----------
           Total investments (cost: $1,592,388)                                            $1,592,388
                                                                                           ===========       

</TABLE>



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

     Multi-Family Housing                    17.4%
     Hospitals                               15.9
     General Obligations                      8.0
     Electric Utilities                       6.9
     Nursing/Continuing Care Centers          6.7
     Finance - Municipal                      6.2
     Education                                5.9
     Electric/Gas Utilities - Municipal       4.2
     Water/Sewer Utilities - Municipal        3.7
     Student Loans                            3.7
     Buildings                                2.4
     Agricultural Products                    2.4
     Manufacturing - Diversified Industries   2.3
     Healthcare - Miscellaneous               2.0
     Automobiles                              1.6
     Lodging/Hotel                            1.4
     Sales Tax                                1.0
     Other                                    8.3
                                            ------
     Total                                  100.0%
                                            ======






 PORTFOLIO SUMMARY BY STATE
- -----------------------------

Alabama                  2.3%
Alaska                    .2
Arizona                   .8
Arkansas                  .1
California               7.6
Colorado                 1.9
Connecticut               .4
District of Columbia     1.0
Florida                  8.2
Georgia                  1.5
Illinois                 6.1
Indiana                  1.0
Iowa                     1.5
Kansas                   4.8
Kentucky                 1.1
Louisiana                2.8
Maine                     .2
Maryland                 2.1
Massachusetts            1.2
Michigan                 3.1
Minnesota                 .3
Mississippi               .3
Missouri                 1.8
Montana                  1.2
Nevada                    .2
New Hampshire            1.8
New Jersey               2.8
New Mexico                .4
New York                 1.5
North Carolina           1.3
Ohio                     4.1
Oklahoma                  .7
Oregon                   8.8
Pennsylvania            10.0
Rhode Island              .3
South Carolina            .6
Tennessee                1.0
Texas                    8.2
Utah                     1.0
Virginia                 3.0
Washington               2.4
Wisconsin                 .3
Wyoming                   .1
                       ------
Total                  100.0%
                       ======






NOTES TO PORTFOLIOS OF INVESTMENTS

September 30, 1998
(Unaudited)


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) Zero  Coupon  security.  Rate  represents  the  effective  yield  at date of
purchase. For the USAA Long-Term,  USAA  Intermediate-Term,  and USAA Short-Term
Funds,  these  securities  represented  3.1%,  10.5%, and 4.9% of the Funds' net
assets, respectively.

(c) At  September  30,  1998,  the cost of  securities  purchased  on a  delayed
delivery basis for the USAA Intermediate-Term Fund was $9.8 million.

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

(e) Illiquid  securities  valued using methods  determined by a pricing  service
under   general   supervision   of  the  Board  of   Directors.   For  the  USAA
Intermediate-Term  and USAA Short-Term Funds, these securities  represented 0.2%
and 1.6% of the Funds' net assets, respectively.

(f) At September 30, 1998,  these  securities  were  segregated to cover delayed
delivery purchases.

(g) These  securities are exempt from  registration  under the Securities Act of
1933 and have been  determined to be liquid by  management.  Any resale of these
securities  may  occur  in an  exempt  transaction  in the  United  States  to a
qualified  institutional  buyer  as  defined  by  Rule  144A.  These  securities
represented   2.0%,   1.7%,   1.1%,  and  5.6%  of  the  USAA  Long-Term,   USAA
Intermediate-Term,  USAA Short-Term, and USAA Tax Exempt Money Market Funds' net
assets, respectively.

See accompanying notes to financial statements.






STATEMENTS OF ASSETS AND LIABILITIES
(IN THOUSANDS)

September 30, 1998
(Unaudited)

<TABLE>
<CAPTION>

                                                          USAA                 USAA
                                                        LONG-TERM        INTERMEDIATRE-TERM
                                                          FUND                 FUND
                                                   -----------------------------------------
<S>                                                   <C>                  <C>
ASSETS
   Investments in securities, at market value
      (identified cost of $1,932,355 and
      $2,035,521, respectively)                       $ 2,142,759          $ 2,205,822
   Cash                                                       269                  417
   Receivables:
      Capital shares sold                                     752                1,148
      Interest                                             33,340               31,239
                                                   -----------------------------------------
         Total assets                                   2,177,120            2,238,626
                                                   -----------------------------------------
LIABILITIES
   Securities purchased                                        --                9,917
   Capital shares redeemed                                    303                  506
   USAA Investment Management Company                         494                  505
   USAA Transfer Agency Company                                82                   88
   Accounts payable and accrued expenses                       78                  119
   Dividends on capital shares                              2,841                2,119
                                                   -----------------------------------------
         Total liabilities                                  3,798               13,254
                                                   -----------------------------------------
            Net assets applicable to
              capital shares outstanding              $ 2,173,322          $ 2,225,372
                                                   =========================================
REPRESENTED BY:
   Paid-in capital                                    $ 1,986,333          $ 2,055,860
   Accumulated net realized loss on investments           (23,415)                (789)
   Net unrealized appreciation of investments             210,404              170,301
                                                   -----------------------------------------
            Net assets applicable to
              capital shares outstanding              $ 2,173,322          $ 2,225,372
                                                   =========================================
   Capital shares outstanding                             152,484              163,691
                                                   =========================================
   Authorized shares of $.01 par value                    290,000              302,000
                                                   =========================================
   Net asset value, redemption price,
      and offering price per share                    $     14.25          $     13.59
                                                   =========================================
</TABLE>

See accompanying notes to financial statements.


<TABLE>
<CAPTION>
                                                          USAA             USAA TAX EXEMPT
                                                        SHORT-TERM          MONEY MARKET
                                                          FUND                 FUND
                                                   -----------------------------------------
<S>                                                   <C>                  <C>                     
ASSETS
   Investments in securities, at market value
      (identified cost of  $956,612 and
      $1,592,388, respectively)                       $   981,100          $  1,592,388
   Cash                                                     1,187                 2,795
   Receivables:
      Capital shares sold                                     178                 3,557
      Interest                                             12,428                 8,148
                                                   -----------------------------------------
         Total assets                                     994,893             1,606,888
                                                   -----------------------------------------

LIABILITIES
   Securities purchased                                       703                 8,247
   Capital shares redeemed                                  1,565                 5,034
   USAA Investment Management Company                         228                   367
   USAA Transfer Agency Company                                49                    76
   Accounts payable and accrued expenses                      100                   118
   Dividends on capital shares                                574                   177
                                                   -----------------------------------------
         Total liabilities                                  3,219                14,019
                                                   -----------------------------------------
            Net assets applicable to
              capital shares outstanding              $   991,674          $  1,592,869
                                                   =========================================

REPRESENTED BY:
   Paid-in capital                                    $   970,696          $  1,592,869
   Accumulated net realized loss on investments            (3,510)                   --
   Net unrealized appreciation of investments              24,488                    --
                                                   -----------------------------------------
            Net assets applicable to
              capital shares outstanding              $   991,674          $ 1,592,869
                                                   =========================================
   Capital shares outstanding                              91,854            1,592,869
                                                   =========================================
   Authorized shares of $.01 par value                    190,000            3,235,000
                                                   =========================================
   Net asset value, redemption price, and
      offering price per share                        $     10.80          $      1.00
                                                   =========================================

</TABLE>

See accompanying notes to financial statements.







STATEMENTS OF OPERATIONS
(IN THOUSANDS)

Six-month period ended September 30, 1998
(Unaudited)

                                                      USAA          USAA
                                                   Long-Term   Intermediate-Term
                                                      Fund          Fund
                                                  ------------------------------

Net investment income:
   Interest income                                 $  61,003        $  59,314
                                                  ------------------------------
   Expenses:
      Management fees                                  2,940            2,951
      Transfer agent's fees                              487              516
      Custodian's fees                                   122              144
      Postage                                             34               35
      Shareholder reporting fees                          24               21
      Directors' fees                                      2                2
      Registration fees                                  102               58
      Professional fees                                   16               16
      Other                                               25               23
                                                  ------------------------------
         Total expenses                                3,752            3,766
                                                  ------------------------------

            Net investment income                     57,251           55,548
                                                  ------------------------------
Net realized and unrealized gain on investments:
      Net realized gain                                9,442            1,686
      Change in net unrealized 
        appreciation/depreciation                     29,442           33,090
                                                  ------------------------------
            Net realized and unrealized gain          38,884           34,776
                                                  ------------------------------
Increase in net assets resulting from operations   $  96,135        $  90,324
                                                  ==============================

See accompanying notes to financial statements.




                                                      USAA       USAA Tax Exempt
                                                   Short-Term      Money Market
                                                      Fund           Fund
                                                  ------------------------------
Net investment income:
   Interest income                                 $  24,196        $  30,321
                                                  ------------------------------
   Expenses:
      Management fees                                  1,368            2,239
      Transfer agent's fees                              288              448
      Custodian's fees                                    93              174
      Postage                                             30               52
      Shareholder reporting fees                          24               44
      Directors' fees                                      2                2
      Registration fees                                   41               38
      Professional fees                                   16               21
      Other                                               11               19
                                                  ------------------------------
         Total expenses                                1,873            3,037
                                                  ------------------------------
            Net investment income                     22,323           27,284
                                                  ------------------------------
Net realized and unrealized gain on investments:
      Net realized gain                                   93               --
      Change in net unrealized
        appreciation/depreciation                      5,561               --
                                                  ------------------------------
            Net realized and unrealized gain           5,654               --
                                                  ------------------------------
Increase in net assets resulting from operations   $  27,977        $  27,284
                                                  ==============================

See accompanying notes to financial statements.







STATEMENTS OF CHANGES IN NET ASSETS
USAA LONG-TERM FUND
(IN THOUSANDS)

Six-month period ended September 30, 1998
and Year ended March 31, 1998
(Unaudited)
                                                     9/30/98          3/31/98
                                                  ------------------------------
From operations:
   Net investment income                           $  57,251         $ 111,054
   Net realized gain on investments                    9,442            14,265
   Change in net unrealized appreciation/
     depreciation of investments                      29,442            97,208
                                                  ------------------------------
     Increase in net assets resulting
        from operations                               96,135           222,527
                                                  ------------------------------
Distributions to shareholders from:
   Net investment income                             (57,251)         (111,054)
                                                  ------------------------------
From capital share transactions:
   Proceeds from shares sold                         342,528           573,375
   Dividend reinvestments                             40,221            77,758
   Cost of shares redeemed                          (290,836)         (542,517)
                                                  ------------------------------
     Increase in net assets from
         capital share transactions                   91,913           108,616
                                                  ------------------------------
Net increase in net assets                           130,797           220,089
Net assets:
   Beginning of period                             2,042,525         1,822,436
                                                  ------------------------------
   End of period                                  $2,173,322        $2,042,525
                                                  ==============================
Change in shares outstanding:
   Shares sold                                        24,475            41,889
   Shares issued for dividends reinvested              2,865             5,652
   Shares redeemed                                   (20,777)          (39,515)
                                                  ------------------------------
      Increase in shares outstanding                   6,563             8,026
                                                  ==============================

See accompanying notes to financial statements.





STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
USAA INTERMEDIATE-TERM FUND
(IN THOUSANDS)

Six-month period ended September 30, 1998
and Year ended March 31,1998
(Unaudited)
                                                     9/30/98          3/31/98
                                                  ------------------------------
From operations:
   Net investment income                           $  55,548         $ 101,444
   Net realized gain on investments                    1,686               550
   Change in net unrealized appreciation/
     depreciation of investments                      33,090            84,518
                                                  ------------------------------
     Increase in net assets resulting
         from operations                              90,324           186,512
                                                  ------------------------------
Distributions to shareholders from:
   Net investment income                             (55,548)         (101,444)
                                                  ------------------------------
From capital share transactions:
   Proceeds from shares sold                         225,902           372,339
   Dividend reinvestments                             42,972            78,233
   Cost of shares redeemed                          (117,783)         (221,819)
                                                  ------------------------------
     Increase in net assets from
         capital share transactions                  151,091           228,753
                                                  ------------------------------
Net increase in net assets                           185,867           313,821
Net assets:
   Beginning of period                             2,039,505         1,725,684
                                                  ------------------------------
   End of period                                  $2,225,372        $2,039,505
                                                  ==============================
Change in shares outstanding:
   Shares sold                                        16,862            28,210
   Shares issued for dividends reinvested              3,203             5,927
   Shares redeemed                                    (8,794)          (16,867)
                                                  ------------------------------
      Increase in shares outstanding                  11,271            17,270
                                                  ==============================

See accompanying notes to financial statements.






STATEMENTS OF CHANGES IN NET ASSESTS (CONTINUED)
USAA SHORT-TERM FUND
(IN THOUSANDS)

Six-month period ended September 30, 1998
and Year ended March 31, 1998
(Unaudited)

                                                     9/30/98          3/31/98
                                                  ------------------------------
From operations:
   Net investment income                           $  22,323         $  39,878
   Net realized gain on investments                       93                 5
   Change in net unrealized appreciation/
      depreciation of investments                      5,561            13,208
                                                  ------------------------------
      Increase in net assets resulting
        from operations                               27,977            53,091
                                                  ------------------------------
Distributions to shareholders from:
   Net investment income                             (22,323)          (39,878)
                                                  ------------------------------
From capital share transactions:
   Proceeds from shares sold                         186,172           437,289
   Dividend reinvestments                             18,862            33,473
   Cost of shares redeemed                          (189,819)         (318,067)
                                                  ------------------------------
      Increase in net assets from
         capital share transactions                   15,215           152,695
                                                  ------------------------------
Net increase in net assets                            20,869           165,908
Net assets:
   Beginning of period                               970,805           804,897
                                                  ------------------------------
   End of period                                   $ 991,674         $ 970,805
                                                  ==============================
Change in shares outstanding:
   Shares sold                                        17,355            40,893
   Shares issued for dividends reinvested              1,757             3,130
   Shares redeemed                                   (17,689)          (29,763)
                                                  ------------------------------
      Increase in shares outstanding                   1,423            14,260
                                                  ==============================

See accompanying notes to financial statements.






STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
USAA TAX EXEMPT MONEY MARKET FUND
(IN THOUSANDS)

Six-month period ended September 30, 1998
and Year ended March 31, 1998
(Unaudited)
                                                     9/30/98          3/31/98
                                                  ------------------------------
From operations:
   Net investment income                           $  27,284           $52,442
                                                  ------------------------------
Distributions to shareholders from:
   Net investment income                             (27,284)          (52,442)
                                                  ------------------------------
From capital share transactions:
   Proceeds from shares sold                         880,271         1,717,592
   Dividend reinvestments                             25,996            49,796
   Cost of shares redeemed                          (945,183)       (1,701,237)
                                                  ------------------------------
      Increase (decrease) in net assets from
         capital share transactions                  (38,916)           66,151
                                                  ------------------------------
Net increase (decrease) in net assets                (38,916)           66,151
Net assets:
   Beginning of period                             1,631,785         1,565,634
                                                  ------------------------------
   End of period                                  $1,592,869        $1,631,785
                                                  ==============================
Change in shares outstanding:
   Shares sold                                       880,271         1,717,592
   Shares issued for dividends reinvested             25,996            49,796
   Shares redeemed                                  (945,183)       (1,701,237)
                                                  ------------------------------
      Increase (decrease) in shares outstanding      (38,916)           66,151
                                                  ==============================

See accompanying notes to financial statements.






NOTES TO FINANCIAL STATEMENTS

September 30, 1998
(Unaudited)


(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 semiannual  report pertains
only to the USAA Long-Term  Fund, USAA  Intermediate-Term  Fund, USAA Short-Term
Fund, and USAA 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   USAA   Long-Term,   USAA
Intermediate-Term,  and USAA 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
Investment  Company Act of 1940,  as  amended,  all  securities  in the USAA 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 - 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.

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.  During the six-month  period ended
September 30, 1998, the USAA Long-Term Fund had six borrowings,  averaging $11.7
million with an average  length of two days,  and  incurred  $17,000 in interest
expense. The USAA Intermediate-Term,  USAA Short-Term, and USAA Tax Exempt Money
Market  Funds had no  borrowings  under  either of these  agreements  during the
period.


(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 September 30, 1998,
the USAA  Long-Term,  USAA  Intermediate-Term,  and USAA  Short-Term  Funds  had
capital  loss  carryovers  for  federal  income tax  purposes  of  approximately
$23,415,000,  $789,000,  and  $3,510,000,  respectively  which, if not offset by
subsequent capital gains will expire between 2000-2005.  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.


(4)  INVESTMENT TRANSACTIONS
Cost of purchases  and proceeds  from  sales/maturities  of  securities  for the
six-month period ended September 30, 1998 were as follows:


                    USAA            USAA             USAA       USAA Tax Exempt
                 Long-Term   Intermediate-Term    Short-Term      Money Market
                    Fund            Fund             Fund            Fund
                  ($000)           ($000)           ($000)          ($000)
- --------------------------------------------------------------------------------
Purchases         $ 318,883        $ 272,828        $ 55,847       $ 2,908,139
Sales/maturities  $ 270,030        $ 135,079        $ 37,617       $ 2,915,019


For the USAA Long-Term, USAA Intermediate-Term,  and USAA Short-Term Funds, cost
of purchases and proceeds from sales/maturities excludes short-term securities.

Gross  unrealized  appreciation and depreciation of investments at September 30,
1998 was as follows:

                           USAA            USAA              USAA
                        Long-Term     Intermediate-Term   Short-Term
                           Fund            Fund              Fund
                          ($000)          ($000)            ($000)
- --------------------------------------------------------------------------------
Appreciation              $ 211,379       $ 170,514         $ 24,497
Depreciation                   (975)           (213)              (9)
- --------------------------------------------------------------------------------
    Net                   $ 210,404       $ 170,301         $ 24,488
================================================================================


(5)  TRANSACTIONS WITH MANAGER
A. Management fees - USAA Investment  Management  Company (the Manager)  carries
out  each  Fund's  investment   policies  and  manages  each  Fund's  portfolio.
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 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
USAA Investment Management Company is indirectly wholly owned by United Services
Automobile  Association  (the  Association),   a  large,  diversified  financial
services institution.  At September 30, 1998, the Association and its affiliates
owned 5.0 million shares (3.1%) of the USAA Intermediate-Term Fund.

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.





NOTES TO FINANCIAL STATEMENTS (CONTINUED)
USAA LONG-TERM FUND

September 3, 1998
(Unaudited)


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


<TABLE>
<CAPTION>
                              Six-Month
                            Period Ended
                            September 30,                       Year Ended March 31,
                                           ------------------------------------------------------------------
                               1998           1998          1997         1996          1995         1994
                           ----------------------------------------------------------------------------------
<S>                        <C>            <C>           <C>            <C>           <C>           <C> 
Net asset value at
 beginning of period       $    14.00     $    13.22    $    13.17     $    12.96    $    13.20    $    14.21
Net investment income             .38            .78           .79            .79           .79           .81
Net realized and  
  unrealized gain (loss)          .25            .78           .05            .21          (.16)         (.44)
Distributions from net
   investment income             (.38)          (.78)         (.79)          (.79)         (.78)         (.82)
Distributions of realized
  capital gains                    --             --            --             --          (.09)         (.56)
                           ----------------------------------------------------------------------------------
Net asset value at
   end of period           $    14.25     $    14.00    $    13.22     $    13.17    $    12.96    $    13.20
                           ==================================================================================
Total return (%) *               4.59          12.04          6.51           7.88          5.07          2.36
Net assets at end
   of period (000)         $2,173,322     $2,042,525    $1,822,436     $1,804,116    $1,774,643    $1,831,693
Ratio of expenses to
  average net assets (%)          .36(a)         .36           .37            .37           .38           .38
Ratio of net investment
  income to average net
  assets (%)                     5.45(a)        5.65          5.95           5.99          6.23          5.69
Portfolio turnover (%)          13.04          35.20         40.78          53.25         64.72        109.28


</TABLE>

(a) Annualized.  The  ratio  is not  necessarily  indicative  of  12  months  of
    operations.
*   Assumes reinvestment of all dividend  income and capital gain  distributions
    during the period.







NOTES TO FINANCIAL STATEMENTS (CONTINUED)
USAA INTERMEDIATE-TERM FUND

September 30, 1998
(Unaudited)

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

<TABLE>
<CAPTION>
                              Six-Month
                            Period Ended
                            September 30,                       Year Ended March 31,
                                           ------------------------------------------------------------------
                               1998           1998          1997           1996          1995          1994
                           ---------------------------------------------------------------------------------- 
<S>                        <C>            <C>           <C>            <C>           <C>           <C> 
Net asset value at 
  beginning of period      $    13.38     $    12.77    $    12.77     $    12.50    $    12.48    $    12.90
Net investment income             .35            .71           .72            .71           .69           .69
Net realized and unrealized
   gain (loss)                    .21            .61            --            .27           .05          (.29)
Distributions from net
   investment income             (.35)          (.71)         (.72)          (.71)         (.69)         (.69)
Distributions of realized
   capital gains                   --             --            --             --          (.03)         (.13)
                           ----------------------------------------------------------------------------------
Net asset value at
   end of period           $    13.59     $    13.38    $    12.77     $    12.77    $    12.50    $    12.48
                           ==================================================================================
Total return (%) *               4.28          10.59          5.80           7.97          6.16          3.06
Net assets at end
   of period (000)         $2,225,372     $2,039,505    $1,725,684     $1,660,039    $1,529,750    $1,559,183
Ratio of expenses to
   average net assets (%)         .36(a)         .37           .37            .38           .40           .40
Ratio of net investment 
   income to average
   net assets (%)                5.27(a)        5.42          5.65           5.54          5.63          5.30
Portfolio turnover (%)           6.52           7.87         23.05          27.51         27.26         69.45


</TABLE>

(a) Annualized.  The  ratio  is not  necessarily  indicative  of  12  months  of
    operations.
*   Assumes reinvestment of all dividend  income and capital gain  distributions
    during the period.






NOTES TO FINANCIAL STATEMENTS (CONTINUED)
USAA SHORT-TERM FUND

September 30, 1998
(Unaudited)


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

<TABLE>
<CAPTION>
                              Six-Month
                            Period Ended
                            September 30,                       Year Ended March 31,
                                           ---------------------------------------------------------
                               1998         1998        1997         1996        1995        1994
                           -------------------------------------------------------------------------
<S>                          <C>          <C>         <C>          <C>         <C>         <C> 
Net asset value at 
  beginning of period        $  10.74     $  10.57    $  10.57     $  10.47    $  10.48    $  10.63
Net investment income             .25          .49         .49          .50         .47         .45
Net realized and 
  unrealized gain (loss)          .06          .17          --          .10        (.01)       (.15)
Distributions from net
   investment income             (.25)        (.49)       (.49)        (.50)       (.47)       (.45)
                           -------------------------------------------------------------------------
Net asset value at
   end of period             $  10.80     $  10.74    $  10.57     $  10.57    $  10.47    $  10.48
                           =========================================================================
Total return (%) *               2.88         6.35        4.70         5.83        4.51        2.87
Net assets at end
   of period (000)           $991,674     $970,804    $804,897     $774,020    $801,157    $995,624
Ratio of expenses to
  average net assets (%)          .38(a)       .39         .41          .42         .42         .43
Ratio of net investment
   income to average
   net assets (%)                4.57(a)      4.57        4.60         4.73        4.50        4.25
Portfolio turnover (%)           4.73         7.91       27.67        35.99       32.61      101.67

</TABLE>

(a) Annualized.  The  ratio  is not  necessarily  indicative  of  12  months  of
    operations.
 *  Assumes reinvestment of all dividend  income and capital gain  distributions
    during the period.








NOTES TO FINANCIAL STATEMENTS (CONTINUED)
USAA TAX EXEMPT MONEY MARKET FUND

September 30, 1998
(Unaudited)


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


<TABLE>
<CAPTION>
                              Six-Month
                            Period Ended
                            September 30,                       Year Ended March 31,
                                           ---------------------------------------------------------
                               1998         1998        1997         1996        1995        1994
                           -------------------------------------------------------------------------
<S>                          <C>          <C>         <C>          <C>         <C>         <C> 
Net asset value at
  beginning of period       $   1.00     $   1.00    $   1.00     $   1.00    $   1.00    $   1.00
Net investment income            .02          .03         .03          .04         .03         .02
Distributions from net
  investment income             (.02)        (.03)       (.03)        (.04)       (.03)       (.02)
                           -------------------------------------------------------------------------
Net asset value at
  end of period             $   1.00     $   1.00    $   1.00     $   1.00    $   1.00    $   1.00
                           =========================================================================
Total return (%) *              1.72         3.48        3.30         3.65        2.98        2.31
Net assets at end
  of period (000)         $1,592,869   $1,631,785  $1,565,634   $1,529,176  $1,456,747  $1,569,760
Ratio of expenses to
  average net assets (%)         .38(a)       .38         .39          .40         .39         .40
Ratio of net investment
   income to average
   net assets (%)               3.41(a)      3.42        3.25         3.59        2.93        2.29

</TABLE>

(a) Annualized.  The  ratio  is not  necessarily  indicative  of  12  months  of
    operations.
 *  Assumes reinvestment of all dividend  income and capital gain  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 Hours
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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