USAA TAX EXEMPT FUND INC
N-30D, 1998-05-28
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Table of Contents
      USAA Family of Funds                                            1
      Message from the President                                      2
      Investment Review:
         USAA Virginia Bond Fund                                      4
         USAA Virginia Money Market Fund                             10
      Financial Information:
         Independent Auditors' Report                                13
         Statements of Assets and Liabilities                        14
         Portfolios of Investments in Securities: 
            USAA Virginia Bond Fund                                  16
            USAA Virginia Money Market Fund                          21
         Notes to Portfolios of Investments in Securities            24
         Statements of Operations                                    25
         Statements of Changes in Net Assets                         26
         Notes to Financial Statements                               27



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  Virginia
Funds,  managed by USAA Investment  Management Company (IMCO). It may be used as
sales literature only when preceded or accompanied by a current prospectus which
gives further details about the Fund.

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




                         USAA Family of Funds Summary

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




(1)  Foreign  investing is subject to additional  risks,  which are discussed in
     the funds' prospectuses.
(2)  S&P 500(Registered  Trademark) is a trademark of The McGraw-Hill Companies,
     Inc. and has been licensed for use. The Product is not  sponsored,  sold or
     promoted  by   Standard  &  Poor's,   and   Standard  &  Poor's   makes  no
     representation regarding the advisability of investing in the Product.
(3)  Some  income  may be  subject  to  state  or  local  taxes  or the  federal
     alternative minimum tax.
(4)  An investment in a money market fund is neither  insured nor  guaranteed by
     the U.S.  Government,  and there is no assurance that any of the funds will
     be able to maintain a stable net asset value of $1 per share.
(5)  This Fund may be more  volatile  than a fund that  diversifies  across many
     industries.
*    The  InveStart(Registered  Trademark)  program is available  for  investors
     without the $3,000 initial investment  required to open an IMCO mutual fund
     account.  A mutual fund account can be opened with no initial investment if
     you elect to have monthly automatic investments of at least $50 from a bank
     account.  InveStart  is not  available on  tax-exempt  funds or the S&P 500
     Index Fund. The minimum initial investment for IRAs is $250, except for the
     $2,000 minimum  required for the S&P 500 Index Fund. IRAs are not available
     for tax-exempt  funds. The Growth and Tax Strategy Fund is not available as
     an  investment  for your IRA  because  the  majority  of its  income is tax
     exempt.
**   California,  Florida,  New York,  Texas,  and Virginia  funds  available to
     residents only.

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

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




Message from the President


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


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


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

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

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

Sincerely,


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


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



Investment Review

USAA VIRGINIA BOND FUND

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

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


- -------------------------------------------------------------------------------
                                             3/31/97               3/31/98
===============================================================================
  Net Assets                            $292.9 Million          $346.2 Million
  Net Asset Value Per Share                 $10.92                  $11.49
- -------------------------------------------------------------------------------

- -------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AND 30-DAY SEC YIELD* AS OF 3/31/98
===============================================================================
   1 Year       5 Years     Since Inception on 10/15/90      30-Day SEC Yield
   11.13%        6.73%                  8.24%                     4.69%
- -------------------------------------------------------------------------------
* Calculated as prescribed by the Securities and Exchange Commission.


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



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

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

USAA Virginia Bond Fund
  Year             Amount
- ---------         -------
10/15/90          $10,000
10/31/90          $10,135
04/30/91          $10,744
10/31/91          $11,342
04/30/92          $11,724
10/31/92          $12,098
04/30/93          $13,218
10/31/93          $14,048
04/30/94          $13,498
10/31/94          $13,252
04/30/95          $14,338
10/31/95          $15,208
04/30/96          $15,375
10/31/96          $16,161
04/30/97          $16,474
10/31/97          $17,520
03/31/98          $18,121

Lehman Brothers Municipal Bond Index

  Year             Amount
- --------          --------
10/15/90          $10,000
10/31/90          $10,143
04/30/91          $10,768
10/31/91          $11,376
04/30/92          $11,792
10/31/92          $12,333
04/30/93          $13,285
10/31/93          $14,068
04/30/94          $13,572
10/31/94          $13,455
04/30/95          $14,475
10/31/95          $15,453
04/30/96          $15,625
10/31/96          $16,334
04/30/97          $16,663
10/31/97          $17,724
03/31/98          $18,297



Lipper Virginia Municipal Debt Funds Average

  Year             Amount
- --------          -------
10/15/90          $10,000
10/31/90          $10,086
04/30/91          $10,696
10/31/91          $11,259
04/30/92          $11,625
10/31/92          $12,027
04/30/93          $13,099
10/31/93          $13,887
04/30/94          $13,149
10/31/94          $12,910
04/30/95          $13,938
10/31/95          $14,793
04/30/96          $14,890
10/31/96          $15,561
04/30/97          $15,824
10/31/97          $16,820
03/31/98          $17,364


Data since inception on 10/15/90 through 3/31/98


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



Message from the Manager


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

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

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

Let me assure  you that I am very  conscious  of call  features.  I  continually
evaluate the relative market value of various bond coupons and their  respective
call dates. For high coupon bonds, I typically hold them as long as possible. If
I sold a higher coupon bond at a large  premium (i.e.  market value exceeds face
value),  the Fund  would  lose the  tax-exempt  income  stream  prematurely.  In
addition,  the  transaction  may  trigger  a  federal  capital  gain tax for our
investors. I consciously manage the Fund to minimize capital gain distributions.
When high coupon bonds are eventually called, typically the impact on the Fund's
distribution  yield is quite  muted,  maybe a few basis points (a basis point is
 .01%) for even a very large position of the Fund's highest yielding bond.

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


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

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


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

- -------------------------------------------------------------------------
                       TOTAL               DIVIDEND               PRICE
                      RETURN     EQUALS     RETURN     PLUS      CHANGE
- -------------------------------------------------------------------------
    Since 10/15/90     8.24%        =        6.12%       +        2.12%
- -------------------------------------------------------------------------
        5 Years        6.73%        =        5.88%       +         .85%
- -------------------------------------------------------------------------
        1 Year        11.13%        =        5.91%       +        5.22%
- -------------------------------------------------------------------------



A chart in the form of a bar graph appears here, illustrating the Annual Total
Returns and Compounded Dividend Returns of the USAA Virginia Bond Fund for
the 7-year period ended March 31, 1998.

Total Return for years                        **Compounded Dividend
        ended                                 Yield for years ended:
- ----------------------                        ----------------------
03/31/92        9.61%                          03/31/92        6.79%
03/31/93       12.61%                          03/31/93        6.46%
03/31/94        2.69%                          03/31/94        5.38%
03/31/95        6.61%                          03/31/95        6.14%
03/31/96        7.57%                          03/31/96        5.99%
03/31/97        5.82%                          03/31/97        5.91%
03/31/98       11.13%                          03/31/98        5.91%




Change in Share Price
- ----------------------
03/31/92        2.82%
03/31/93        6.15%
03/31/94       -2.69%
03/31/95        0.47%
03/31/96        1.58%
03/31/97       -0.09%
03/31/98        5.22%


*Compounded Dividend yield calculation includes only income distributions.


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

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

YOUR FUND'S PERFORMANCE: MORNINGSTAR 5 STARS

Your Fund's net asset value per share  increased by $.57,  or 5.2%,  since March
31, 1997.  I'm very pleased to say that your Fund's  performance  earned  5-star
ratings from Morningstar for the overall, 3-, and 5-year periods ended March 31,
1998, overall and among 1,525 and 782 funds, respectively, in the municipal bond
fund  category.(2)  The Fund's  performance  compared very favorably to its peer
group.

While past  performance is no guarantee of future  results,  the Fund's dividend
distribution  yield(3)  for the past 12 months was  5.40%,  as  compared  to the
Lipper's Virginia  Municipal Debt Funds average of 4.62% for the 34 funds in the
category.(4)  For the same period and  category,  the Fund's  total  return(5)
was 11.13% as compared to the Lipper average of 10.69%.



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  Virginia  Bond  Fund to the  Lipper
Virginia Municipal Debt Funds Average from 3/31/92 to 3/31/98.


               USAA Virginia              Lipper Virginia Municipal
              Bond  Fund Yield            Debt Funds Average Yield*
              ----------------            ------------------------
03/31/92          6.37%                             6.17%
03/31/93          5.74%                             5.58%
03/31/94          5.73%                             5.40%
03/31/95          5.80%                             5.17%
03/31/96          5.77%                             4.97%
03/31/97          5.80%                             4.91%
03/31/98          5.4%                              4.62%

The graph represents data from 3/31/92 to 3/31/98.

* Refer to page 4 for the Lipper Average definition.

Past performance is no guarantee of future results.
(2)  Morningstar   proprietary   ratings   reflect   historical    risk-adjusted
     performance  through  March 31,  1998.  The  ratings  are subject to change
     monthly.  Morningstar  ratings are  calculated  from the Fund's 3-, 5-, and
     10-year  average annual total returns,  as applicable,  in excess of 90-day
     Treasury bill returns with appropriate fee  adjustments,  and a risk factor
     that reflects fund performance below 90-day Treasury bill returns. There is
     a 3-year minimum  performance  requirement before a fund is rated.  Overall
     rating is a weighted  average of a fund's 3-, 5-, and 10-year  ratings,  as
     applicable.  The top ten percent of the funds in a rating category  receive
     five stars,  and the next 22.5%  receive  four stars.  
(3)  12-month  dividend  yield is  computed by dividing  income  dividends  paid
     during the  previous  12 months by the  latest  month-end  net asset  value
     adjusted for capital gains distributions.
(4)  Refer to page 4 for the Lipper Average definition.
(5)  Total return equals income return plus share price change and assumes 
     reinvestment of dividends and capital gains distributions.

THE STATE OF VIRGINIA
Virginia,  with a diverse economic base, has enjoyed sound economic  performance
over the last year. Unemployment was a low 3.2% compared to the national average
of 4.6% as of  February,  1998.  During  1997,  employment  growth  in  Virginia
exceeded the national rate. The state's above average per capita income provides
the framework for the high credit quality of Virginia bonds.

The political  landscape has changed with the General Assembly now under divided
party control for the first time this century.  Republicans  lead the Senate and
Democrats control the House, both by narrow margins. Governor Gilmore is pushing
towards the reduction of the vehicle  property tax, his central  campaign issue.
Although  an  important  funding  source  for local  governments,  the State may
provide offsetting  revenues.  We will closely monitor the  implementation,  but
given past history, we expect the State to act prudently.

Various  localities  are  discussing  the merits of including  income taxes as a
local revenue  source.  Such a change would allow cities and counties to benefit
from Virginia's  robust growth in personal  income. A reliance on property taxes
tends to limit revenue growth since  assessed  values do not rise quickly during
strong economic expansions.  We will closely monitor these and other issues that
might impact your Fund's holdings.

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

               To match  the USAA  Virginia  Bond  Fund's  closing
                         30-Day SEC yield of 4.69% and:
- -----------------------------------------------------------------------------
  Assuming a Virginia State Tax Rate of 5.75%
    and a Marginal Federal Tax Rate of:          28%     31%     36%    39.6%
- -----------------------------------------------------------------------------
A fully taxable investment must pay:           6.91%   7.21%   7.78%    8.24%
- -----------------------------------------------------------------------------
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 March 31, 1998 of
the USAA Virginia Bond Fund to be:
Cash Equivalent - 1%, BBB - 18%, A - 18%, AA - 39%, AAA - 24%


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 2.4% of the Fund's investments.

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

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



Investment Review

USAA VIRGINIA MONEY MARKET FUND

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

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

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

- -------------------------------------------------------------------------------
                                            3/31/97                  3/31/98
===============================================================================
  Net Assets                            $113.3 Million          $122.5 Million
  Net Asset Value Per Share                 $1.00                    $1.00
- -------------------------------------------------------------------------------


- -------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURNS AND 7-DAY SIMPLE YIELD AS OF 3/31/98
===============================================================================
    1 Year     5 Years      Since Inception on 10/15/90      7-Day Simple Yield
     3.34%       2.99%                3.21%                         3.35%
- -------------------------------------------------------------------------------
Total return equals income return and assumes  reinvestment of all dividends and
any capital gain distributions. No adjustment has been made for taxes payable by
shareholders on their reinvested dividends and capital gain distributions.  Past
performance is no guarantee of future results. Yields and returns fluctuate. The
7-day yield quotation more closely  reflects  current  earnings of the Fund than
the total  return  quotation.  



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

A chart in the form of a line graph appears here  illustrating the comparison of
the 7 day Yield of the USAA  Virginia  Money Market Fund and the  IBC Financial
Data, Inc. State  Specific SB (Stock  Broker) and GP (General  Purpose)  (Tax-
Free):  Money Funds.

                       USAA Virginia
                      Money Market Fund         IBC Financial Data, Inc.
                      -----------------         ------------------------

03/25/97                   2.96%                         2.7%
04/29/97                   3.71%                        3.48%
05/27/97                   3.5%                         3.24%
06/24/97                   3.56%                        3.27%
07/29/97                   3.25%                        3.02%
08/26/97                   3.09%                        2.79%
09/30/97                   3.51%                        3.25%
10/28/97                   3.3%                         3.03%
11/25/97                   3.5%                          3.2%
12/30/97                   3.58%                        3.27%
01/27/98                   3.12%                        2.82%
02/24/98                   3.09%                        2.66%
03/30/98                   3.33%*                       2.93%*


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

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





                         Message from the Manager

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

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

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

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

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

PERFORMANCE
While past  performance  is no  guarantee of future  results,  for the 12 months
ending March 31, 1998, your Fund ranked 11 out of 156 State Specific  Tax-Exempt
Money  Market Funds  according to IBC  Financial  Data,  Inc.  with a compounded
dividend  yield of 3.34%.  The average for the category over the same period was
3.04%.

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

VIRGINIA
Virginia's  economy performed well in 1997.  Employment growth of 2.73% exceeded
the national rate of 2.20% in 1997, and unemployment in February 1998, was a low
3.2%  compared to 4.6%  nationally.  The state  continues  to  demonstrate  very
conservative  fiscal  management,  and this is  reflected  in the  highest  debt
ratings of "AAA" from all three major  credit  rating  agencies.  Fiscal 1998 is
expected to follow past trends and end with a sound  general  fund (the  state's
primary operating fund) surplus.

The state is currently  working on a plan to phase in a reduction of the vehicle
tax over a number  of  years.  Because  this is an  important  local  government
funding  source,  the state is trying to offset  any lost  revenue  at the local
level with state funds.  We will continue to monitor how the tax reduction  plan
is  implemented  and to what degree it pressures  state and/or local  government
finances.  As always,  we continue to analyze each issue on a case by case basis
and remain very selective when investing fund assets.



- -----------------------------------
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 Virginia Money Market Fund. The
data is from 10/15/90 to 3/31/98. The data points from the graph are as follows:

USAA Virginia Money Market Fund

  Year             Amount
- --------          -------
10/15/90          $10,000
10/31/90          $10,021
04/30/91          $10,278
10/31/91          $10,500
04/30/92          $10,687
10/31/92          $10,833
04/30/93          $10,960
10/31/93          $11,079
04/30/94          $11,193
10/31/94          $11,339
04/30/95          $11,532
10/31/95          $11,736
04/30/96          $11,925
10/31/96          $12,112
04/30/97          $12,300
10/31/97          $12,508
03/31/98          $12,676

Data since inception on 10/15/90 through 3/31/98


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

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

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



                         Independent Auditors' Report

The Shareholders and Board of Directors

USAA TAX EXEMPT FUND, INC.:

We have audited the accompanying statements of assets and liabilities, including
the portfolios of investments in securities,  of the USAA Virginia Bond and USAA
Virginia Money Market Funds,  portfolios of the USAA Tax Exempt Fund, Inc. as of
March 31,  1998,  and the related  statements  of  operations  for the year then
ended,  the  statements  of  changes  in net assets for each of the years in the
two-year period then ended, and financial  highlights presented in note 7 to the
financial  statements for each of the years in the five-year  period then ended.
These financial  statements and financial  highlights are the  responsibility of
the Company's  management.  Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements and financial  highlights.  Our procedures  included  confirmation of
securities owned as of March 31, 1998, by correspondence  with the custodian and
brokers.  An audit also includes  assessing the accounting  principles  used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
USAA Virginia Bond and USAA Virginia Money Market Funds,  portfolios of the USAA
Tax Exempt Fund, Inc. as of March 31, 1998, the results of their  operations for
the year then  ended,  the  changes in their net assets for each of the years in
the two-year  period then ended,  and the financial  highlights  for each of the
years in the five-year period then ended, in conformity with generally  accepted
accounting principles.


                                               KPMG Peat Marwick LLP


San Antonio, Texas
May 8, 1998



<TABLE>

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

<CAPTION>

                                                                                     USAA
                                                                      USAA         Virginia
                                                                    Virginia      Money Market
                                                                    Bond Fund         Fund
                                                                    --------------------------
<S>                                                                  <C>          <C>
ASSETS
   Investments in securities, at market value
      (identified cost of $323,372 and $121,461, respectively)       $343,654     $ 121,461
   Cash                                                                   119           602
   Receivables:
      Capital shares sold                                                  32            17
      Interest                                                          5,296           717
                                                                     --------     ---------
         Total assets                                                 349,101       122,797
                                                                     --------     ---------

LIABILITIES
   Securities purchased                                                 2,266            -
   Capital shares redeemed                                                 16           216
   USAA Investment Management Company                                      97            20
   USAA Transfer Agency Company                                            16             8
   Accounts payable and accrued expenses                                   43            27
   Dividends on capital shares                                            417            17
                                                                     --------     ---------
         Total liabilities                                              2,855           288
                                                                     --------     ---------
            Net assets applicable to capital shares outstanding      $346,246     $ 122,509
                                                                     ========     =========


REPRESENTED BY:
   Paid-in capital                                                   $326,249     $ 122,509
   Accumulated net realized loss on investments                          (285)           -
   Net unrealized appreciation of investments                          20,282            -
                                                                     --------     ---------
            Net assets applicable to capital shares outstanding      $346,246     $ 122,509
                                                                     ========     =========
   Capital shares outstanding                                          30,142       122,509
                                                                     ========     =========
   Authorized shares of $.01 par value                                 45,000       175,000
                                                                     ========     =========
   Net asset value, redemption price, and offering price per share   $  11.49     $    1.00
                                                                     ========     =========

</TABLE>


See accompanying notes to financial statements.




CATEGORIES & DEFINITIONS
PORTFOLIOS OF INVESTMENTS IN SECURITIES

March 31, 1998



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

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

Variable  Rate Demand Notes (VRDN) - provide the right,  on any business day, to
sell the  security  at face  value on  either  that  day or in seven  days.  The
interest rate is adjusted at a stipulated daily,  weekly, or monthly interval to
a rate that reflects  current  market  conditions.  In money market  funds,  the
effective  maturity is the date on which the underlying  principal amount may be
recovered  or  the  next  rate   adjustment   date  consistent  with  regulatory
requirements.  In bond funds, the effective  maturity is the next put date. Most
VRDNs possess a credit enhancement.

Credit  Enhancement  (CRE) - adds the financial  strength of the provider of the
enhancement to support the issuer's ability to repay the principal when due. The
enhancement may be provided by either a high quality bank, insurance company, or
other  corporation,  or a  collateral  trust.  Typically,  the  rating  agencies
evaluate  the  security  based upon the credit  standing of the  provider of the
credit  enhancement,  rather  than the credit  standing  of the  issuer.  If the
securities  are enhanced by a bond  insurer,  scheduled  principal  and interest
payments are insured by:

         (1) Municipal Bond Insurance Association.
         (2) Asset Guaranty Reinsurance Co.
         (3) Financial Guaranty Insurance Co.
         (4) Financial Security Assurance, Inc.

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

PORTFOLIO DESCRIPTION ABBREVIATIONS
         CRE     Credit Enhanced
         GO      General Obligation
         IDA     Industrial Development Authority/Agency
         MFH     Multi-Family Housing
         PCRB    Pollution Control Revenue Bond
         RB      Revenue Bond



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


  Principal                                    Coupon        Final      Market
   Amount           Security                    Rate        Maturity     Value
- --------------------------------------------------------------------------------
               FIXED RATE INSTRUMENTS (98.3%)
            Virginia (84.0%)
  $ 7,500   Augusta County IDA Hospital RB,
             Series 1991a                        7.00%      9/01/21   $   8,296
            Chesterfield County Health Center
             Commission Mortgage RB,
    1,500    Series 1996                         5.95      12/01/26       1,597
   12,195    Series 1996                         6.00       6/01/39      12,975
            College Building Auth. Educational
             Facilities RB,
    3,525    Series 1992                         6.40       1/01/12       3,819
    2,885    Series 1992                         6.63       5/01/13       3,134
    2,505    Series 1992                         6.60       9/01/16       2,703
    3,350    Series 1994                         5.80       1/01/24       3,516
    3,000   Commonwealth Univ. RB, Series 1995   5.75       5/01/15       3,151
    4,500   Covington IDA RB, Series 1994        6.65       9/01/18       5,027
    2,250   Emporia GO, Series 1995              5.75       7/15/15       2,377
    5,200   Fairfax County Economic Development
             Auth. RB, Series 1991B              7.50       6/01/01       5,370
            Fairfax County IDA RB,
   10,750    Series 1993                         5.00       8/15/23      10,704
   15,180    Series 1996                         6.00       8/15/26      16,294
    2,000   Fairfax County Redevelopment and
             Housing Auth. MFH RB, Series 1996A  6.00      12/15/28       2,101
    1,500   Fairfax County Redevelopment and
             Housing Auth. RB, Series 1989A 
             (CRE)a                              7.50      11/01/19       1,612
   12,000   Fairfax County Sewer RB,
             Series 1996 (CRE)1                  5.88       7/15/28      12,836
    8,750   Galax IDA Hospital RB,
             Series 1995 (CRE)2                  5.75       9/01/20       9,098
    1,000   Halifax County IDA Hospital RB,
             Series 1998                         5.25       9/01/17         985
            Hampton Redevelopment and
             Housing Auth. RB,
    1,885    Series 1996A                        5.88       7/20/16       1,964
    1,255    Series 1996A                        6.00       1/20/26       1,307
    1,000   Hanover County IDA Hospital RB
             (CRE)1                              5.50       8/15/25       1,026
            Henrico County IDA Residential and
             Healthcare Facility RB,
    1,025    Series 1997                         6.10       7/01/20       1,040
    2,070    Series 1997                         6.15       7/01/26       2,098
    2,500   Henry County IDA Hospital RB,
             Series 1997                         6.00       1/01/27       2,648
            Housing Development Auth.
             Commonwealth Mortgage RB,
    5,440    Series 1992A                        7.10       1/01/22       5,711
   10,000    Series 1992A                        7.10       1/01/25      10,498
    1,455    Series 1992C                        6.40       1/01/15       1,530
    1,620    Series 1994D                        6.40       7/01/17       1,710
    3,000    Series 1994H, Subseries H-2         6.55       1/01/17       3,216
            Housing Development Auth. MFH RB,
   55,000    Series 1982A b                      7.00      11/01/17       9,903
    2,630    Series 1991F                        7.10       5/01/13       2,789
    4,220   Isle of Wight County IDA RB,
             Series 1990                         7.38       1/01/10       4,467
            Loudoun County IDA Hospital RB,
    3,000    Series 1995 (CRE)4                  5.80       6/01/20       3,161
    8,000    Series 1995 (CRE)4                  5.80       6/01/26       8,441
    6,000   Metropolitan District of Columbia
             Airports Auth. RB                   5.38      10/01/23       6,080
    4,000   Norfolk Water RB, Series 1995 
             (CRE)1                              5.88      11/01/20       4,279
    9,090   Peninsula Ports Auth. Health
             Systems RB, Series 1992A            6.25       7/01/21       9,526
   11,000   Peninsula Ports Auth. RB,
             Series 1992 (CRE)d                  7.38       6/01/20      12,176
    3,690   Pittsylvania County GO, Series  
             1994                                6.00       7/01/14       3,977
    1,000   Portsmouth Redevelopment and
             Housing Auth. RB, Series 1997A      5.85      12/20/30       1,033
    2,500   Prince William County IDA
             Hospital RB, Series 1995            6.85      10/01/25       2,913
    4,000   Prince William County Service Auth.
             Water and Sewer RB, Series 
              1997 (CRE)3                        4.75       7/01/29       3,723
    4,710   Resources Auth. Railway Transportation
             RB, Series 1990                     7.13      10/01/15       4,879
            Resources Auth. Sewer System RB,
    3,985    Series 1992A                        6.00       5/01/22       4,296
    1,000    Series 1998                         5.00       5/01/22         969
            Resources Auth. Water and Sewer RB,
    7,210    Series 1996A                        5.63       4/01/27       7,495
    1,620    Series 1997                         5.30      11/01/22       1,639
    2,200   Richmond Metropolitan Auth.
             Expressway RB, Series 1998 
              (CRE)3,c                           5.25       7/15/22       2,277
    1,250   Roanoke County Educational
             Facility IDA RB, Series 1998        5.25       3/15/23       1,238
    4,250   Russell County IDA PCRB, Series G    7.70      11/01/07       4,631
    1,250   Spotsylvania County GO, Series 1994  6.88      12/01/14       1,439
            Upper Occoquan Sewage Auth. RB,
    7,000    Series 1995A (CRE)1                 5.15       7/01/20       7,136
    8,000    Series 1995A (CRE)1                 4.75       7/01/29       7,423
   11,820   Virginia Beach Development Auth.
             Hospital RB, Series 1991            6.30      11/01/21      12,726
    1,000   Virginia Beach Development Auth.
             Residential and Health Care 
              Facility RB, Series 1997           6.15       7/01/27       1,015
   12,000   West Point IDA Solid Waste Disposal 
             RB, Series 1994Bd                   6.25       3/01/19      12,934
    6,000   Williamsburg IDA RB, Series 1993d    5.75      10/01/22       6,124
    3,500   Winchester IDA RB, Series 1994 
             (CRE)2                              6.75      10/01/19       3,912
            Guam (2.8%)
    1,000   Government Limited Obligation
             Infrastructure Improvement RB,
             Series 1989A (CRE)                  7.10      11/15/09       1,071
    8,050   Power Auth. RB, Series 1992A         6.30      10/01/22       8,563
            Puerto Rico (11.5%)
            Electric Power Auth. RB,
    7,700    Series 1995Z                        5.25       7/01/21       7,648
    7,025    Series X                            5.50       7/01/25       7,134
            Highway and Transportation Auth. RB,
    5,000    Series 1993X                        5.00       7/01/22       4,843
    8,600    Series 1996Y                        5.50       7/01/26       8,809
            Public Improvement GO,
    3,800    Series 1998b                        4.95       7/01/17       1,438
    5,000    Series 1998b                        4.95       7/01/18       1,800
    9,000    Series 1998                         4.50       7/01/23       8,119
                                                                       --------
            Total fixed rate instruments (cost: $320,087)               340,369
                                                                       --------


                        VARIABLE RATE DEMAND NOTES (1.0%)
            Virginia
            Henrico County IDA RB,
      100    Series 1986C (CRE)                  3.75       7/15/16         100
    3,185    Series 1994 (CRE)                   4.00       5/01/24       3,185
                                                                      ---------
            Total variable rate demand notes (cost: $3,285)               3,285
                                                                      ---------
            Total investments (cost: $323,372)                        $ 343,654
                                                                      =========




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

            Hospitals                                     24.2%
            Water/Sewer  Utilities - Municipal            14.4
            Nursing/Continuing  Care Centers               7.3 
            Electric/Gas  Utilities - Municipal            6.8
            Single-Family Housing                          6.5
            Education                                      6.2
            General   Obligations                          5.5
            Airport/Port                                   5.3  
            Paper & Forest Products                        5.2
            Multi-Family  Housing                          4.6
            Special Assessment/Tax/Fee                     3.9
            Escrowed  Bonds                                2.9
            Broadcasting - Radio & TV                      1.5
            Miscellaneous                                  1.4
            Electric Utilities                             1.3
            Containers - Paper                             1.3
            Toll Roads                                      .7
            Sales Tax                                       .3
                                                         -----
            Total                                        99.3%
                                                         =====




<TABLE>


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

<CAPTION>


  Principal                                                 Coupon       Final  
   Amount         Security                                   Rate      Maturity      Value
- -------------------------------------------------------------------------------------------
                  VARIABLE RATE DEMAND NOTES (70.5%)
  <C>       <S>                                              <C>       <C>        <C>
            Virginia
  $ 5,893   Alexandria IDA RB, Series 1989 (CRE)             4.10%      1/01/09   $   5,893
    5,650   Arlington Public Improvement RB (CRE)            3.70       8/01/17       5,650
    6,300   Bedford County IDA RB,
             Series 1993 (CRE)                               4.50      10/01/04       6,300
    8,750   Chesterfield County IDA PCRB, Series 1993        3.85       8/01/09       8,750
    5,600   Chesterfield County IDA RB,
             Series 1989 (CRE)                               3.75       2/01/03       5,600
    5,450   Culpeper IDA RB, Series 1997 (CRE)               3.75       1/01/08       5,450
    2,495   Fauquier County IDA RB,
             Series 1994 (CRE)                               3.70      12/01/14       2,495
    1,860   Hampton Redevelopment and
             Housing Auth. RB, Series 1996A (CRE)            3.65       6/15/26       1,860
            Henrico County IDA RB,
    3,965    Series 1986C (CRE)                              3.75       7/15/16       3,965
    1,020    Series 1994 (CRE)                               4.00       5/01/24       1,020
    5,680   Housing Development Auth. RB,
             Series 1987A (CRE)                              4.10       9/01/17       5,680
   14,080   Loudoun County IDA Residential
             Care Facility RB, Series 1994B (CRE)            4.30      11/01/24      14,080
    1,600   Newport News Redevelopment and
             Housing Auth. MFH RB,
             Series 1984 (CRE)                               3.75      11/01/06       1,600
            Prince William County IDA RB,
    5,600    Series 1988 (CRE)                               3.79       6/30/04       5,600
    1,031    Series 1989D (CRE)                              3.70      10/01/00       1,031
      522   Richmond IDA RB, Series 1989A (CRE)              3.70       6/01/02         522
            Richmond Redevelopment and
             Housing Auth. RB,
    2,000    Series 1995 (CRE)                               3.75       4/01/29       2,000
    1,400    Series 1995A (CRE)                              3.75      12/01/25       1,400
    5,475   Roanoke IDA RB, Series 1994                      3.85      12/01/13       5,475
    1,940   Rockingham County IDA RB,
             Series 1983A                                    3.90      10/01/20       1,940
                                                                                  ---------
            Total variable rate demand notes (cost: $86,311)                         86,311
                                                                                  ---------

                                PUT BONDS (21.8%)
            Virginia
    3,100   Chesterfield County IDA PCRB,
             Series 1985                                     3.85      10/01/09       3,100
    4,200   Fairfax County Hospital IDA RB,
             Series 1993B                                    3.40       8/15/25       4,200
    4,800   Hampton IDA Hospital Facilities RB,
             Series 1997B                                    3.65      11/01/11       4,800
    5,000   Housing Development Auth.
             Commonwealth Mortgage RB,
             Series 1997C                                    3.80       7/01/17       5,000
    2,000   Peninsula Ports Auth. RB,
             Series 1987A (CRE)                              3.40       7/01/16       2,000
            Prince William County IDA RB,
    1,000    Series 1986                                     3.85       8/01/16       1,000
    1,810    Series 1992 (CRE)                               3.65       9/01/07       1,810
    3,445   Richmond IDA RB, Series 1987A (CRE)              3.65       8/15/15       3,445
    1,400   York County IDA PCRB, Series 1985                3.85       7/01/09       1,400
                                                                                  ---------
            Total put bonds (cost: $26,755)                                          26,755
                                                                                  ---------

                          FIXED RATE INSTRUMENTS (6.8%)
            Virginia
    4,375   Commonwealth GO, Series 1996                     5.38       6/01/98       4,387
    1,000   Newport News Improvement Refunding
             GO, Series 1988a                                7.15      10/15/05       1,034
      650   Norfolk IDA RB, Series 1997 (CRE)1               3.85       8/15/98         650
      265   Peninsula Ports Auth. RB,
             Series 1997 (CRE)1                              3.85       8/15/98         265
    2,000   Public Building Auth. RB, Series 1988Aa          7.00       8/01/00       2,059
                                                                                  ---------
            Total fixed rate instruments (cost: $8,395)                               8,395
                                                                                  ---------
            Total investments (cost: $121,461)                                    $ 121,461
                                                                                  =========

</TABLE>


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

            Nursing/Continuing   Care  Centers                  12.3%
            Manufacturing -  Diversified Industries             11.7
            Community Service                                   10.4
            Single-Family Housing                                8.7
            Hospitals                                            8.1
            Paper & Forest Products                              5.1
            Buildings                                            4.6
            Aerospace/Defense                                    4.6
            Electric Utilities                                   4.5
            Machinery - Diversified                              4.5
            Multi-Family Housing                                 4.5
            General Obligations                                  3.6
            Electric/Gas  Utilities - Municipal                  3.2
            Real Estate Investment Trusts                        2.8
            Escrowed  Bonds                                      2.5
            Retail - General Merchandising                       2.0  
            Airport/Port                                         1.6
            Drugs                                                1.6
            Retail - Food                                        1.5
            Education                                            1.3
                                                              ------
            Total                                              99.1%
                                                              ======




NOTES TO PORTFOLIOS OF INVESTMENTS IN SECURITIES

March 31, 1998



GENERAL NOTES
Values of securities  are  determined by procedures  and practices  discussed in
note 1 to the financial statements.

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

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

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

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

(c) At March 31, 1998, the cost of securities  purchased on a delayed  delivery
    basis for the USAA Virginia Bond Fund were $2.3 million.

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

See accompanying notes to financial statements.




STATEMENTS OF OPERATIONS
(IN THOUSANDS)
Year ended March 31, 1998
                                                                        USAA
                                                          USAA        Virginia
                                                        Virginia    Money Market
                                                        Bond Fund       Fund
                                                        ------------------------
Net investment income:
   Interest income                                       $18,840      $ 4,394
                                                         -------      -------
   Expenses:
      Management fees                                      1,063          388
      Transfer agent's fees                                  200          105
      Custodian's fees                                        76           53
      Postage                                                 16           12
      Shareholder reporting fees                               5            6
      Directors' fees                                          4            4
      Registration fees                                        5            2
      Professional fees                                       20           18
      Other                                                   11            6
                                                         -------      -------
         Total expenses before reimbursement               1,400          594
      Expenses reimbursed                                   -             (14)
                                                         -------      -------
         Total expenses after reimbursement                1,400          580
                                                         -------      -------
            Net investment income                         17,440        3,814
                                                         -------      -------
Net realized and unrealized gain on investments:
      Net realized gain                                    1,317        -
      Change in net unrealized appreciation/
        depreciation                                      14,275        -
                                                         -------      -------
            Net realized and unrealized gain              15,592        -
                                                         -------      ------- 
Increase in net assets resulting from operations         $33,032      $ 3,814
                                                         =======      =======

See accompanying notes to financial statements.



<TABLE>


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

<CAPTION>


                                                        USAA                  USAA
                                                      Virginia              Virginia
                                                      Bond Fund         Money Market Fund
                                                 ----------------------------------------
                                                    1998      1997        1998      1997
                                                 ----------------------------------------
<S>                                               <C>       <C>        <C>       <C>
From operations:
   Net investment income                          $ 17,440  $  16,003  $  3,814  $  3,397
   Net realized gain on investments                  1,317      2,565     -         -
   Change in net unrealized appreciation/
      depreciation of investments                   14,275     (3,090)    -         -
                                                  --------  ---------  ---------  -------
      Increase in net assets resulting from
         operations                                 33,032     15,478      3,814    3,397
                                                  --------  ---------  ---------  -------
Distributions to shareholders from:
   Net investment income                           (17,440)   (16,003)    (3,814)  (3,397)
                                                  --------  ---------  ---------  -------
From capital share transactions:
   Proceeds from shares sold                        54,125     46,723   101,022    84,841
   Dividend reinvestments                           12,932     11,994     3,591     3,195
   Cost of shares redeemed                         (29,317)   (32,389)  (95,434)  (85,014)
                                                  --------  ---------  --------   -------
      Increase in net assets from
         capital share transactions                 37,740     26,328     9,179     3,022
                                                  --------  ---------  --------   -------
Net increase in net assets                          53,332     25,803     9,179     3,022
Net assets:
   Beginning of period                             292,914    267,111   113,330   110,308
                                                  --------  ---------  --------  --------
   End of period                                  $346,246  $ 292,914  $122,509  $113,330
                                                  ========  =========  ========  ========
Change in shares outstanding:
   Shares sold                                       4,772      4,251   101,022    84,841
   Shares issued for dividends reinvested            1,140      1,091     3,591     3,195
   Shares redeemed                                  (2,597)    (2,955)  (95,434)  (85,014)
                                                  --------  ---------  --------  --------
      Increase in shares outstanding                 3,315      2,387     9,179     3,022
                                                  ========  =========  ========  ========

</TABLE>

See accompanying notes to financial statements.





NOTES TO FINANCIAL STATEMENTS

March 31, 1998



(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USAA Tax Exempt  Fund,  Inc.  (the  Company),  registered  under the  Investment
Company  Act  of  1940,  as  amended,  is  a  diversified,  open-end  management
investment  company  incorporated  under the laws of Maryland  consisting of ten
separate funds. The information presented in this annual report pertains only to
the USAA Virginia Bond Fund and USAA Virginia Money Market Fund (the Funds). The
Funds have a common objective of providing  Virginia investors with a high level
of current interest income that is exempt from federal and Virginia state income
taxes. The USAA Virginia Money Market Fund has a further objective of preserving
capital and maintaining liquidity.

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

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

C.  Investments in securities - Security  transactions  are accounted for on the
date the securities are purchased or sold (trade date).  Gain or loss from sales
of investment  securities  is computed on the  identified  cost basis.  Interest
income is recorded  daily on the accrual  basis.  Premiums  and  original  issue
discounts  are  amortized  over the life of the  respective  securities.  Market
discounts are not amortized.  Any ordinary income related to market discounts is
recognized  upon  disposition of the  securities.  The Funds  concentrate  their
investments  in Virginia  municipal  securities  and therefore may be exposed to
more credit risk than portfolios with a broader geographical diversification.

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

(2) LINES OF CREDIT
The Funds  participate with other USAA funds in two joint  short-term  revolving
loan  agreements  totaling  $850  million,  one with  USAA  Capital  Corporation
(CAPCO),  an affiliate of the Manager ($750 million  uncommitted),  and one with
NationsBank  of  Texas,  N.A.  ($100  million  committed).  The  purpose  of the
agreements is to meet  temporary or emergency cash needs,  including  redemption
requests that might  otherwise  require the untimely  disposition of securities.
Subject to  availability  under its agreement  with CAPCO,  each Fund may borrow
from CAPCO an amount up to 5% of its total assets at CAPCO's borrowing rate with
no markup.  Subject to availability  under its agreement with NationsBank,  each
Fund may borrow from  NationsBank  an amount  which,  when added to  outstanding
borrowings under the CAPCO agreement, does not exceed 15% of its total assets at
NationsBank's  borrowing rate plus a markup.  The Funds had no borrowings  under
either of these agreements during the year ended March 31, 1998.



(3) DISTRIBUTIONS
Net  investment  income  is  accrued  daily  as  dividends  and  distributed  to
shareholders monthly. Distributions of realized gains from security transactions
not  offset by  capital  losses  are made in the  succeeding  fiscal  year or as
otherwise required to avoid the payment of federal taxes. At March 31, 1998, the
USAA  Virginia  Bond Fund had capital  loss  carryovers  for federal  income tax
purposes of  approximately  $285  thousand  which,  if not offset by  subsequent
capital gains will expire in 2003.  It is unlikely  that the Company's  Board of
Directors will authorize a distribution  of capital gains realized in the future
until the capital loss carryovers have been utilized or expire.

The Funds completed  their fiscal year on March 31, 1998.  Federal law (Internal
Revenue Code of 1986, as amended, and the regulations  thereunder) requires each
Fund to notify its  shareholders  after the close of its taxable year as to what
portion  of  its  earnings  was  exempt  from  federal   taxation  and  dividend
distributions which represent long-term capital gains. The net investment income
earned and  distributed by each of the Funds was 100% tax exempt for federal and
Virginia  state  income tax  purposes.  There  were no  long-term  capital  gain
distributions for the year ended March 31, 1998.

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

                           USAA Virginia       USAA Virginia
                             Bond Fund       Money Market Fund
                              ($000)              ($000)
                           -----------------------------------
Purchases                    $82,699             $225,316
Sales/maturities             $44,654             $212,565

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

Gross unrealized  appreciation and depreciation of investments at March 31, 1998
was as follows:

                           Appreciation        Depreciation           Net
                              ($000)              ($000)            ($000)
                           -----------------------------------------------
USAA Virginia Bond Fund      $20,492           $    210            $20,282

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

The Manager has voluntarily  agreed to limit the annual expenses of each Fund to
 .50% of its annual average net assets through August 1, 1999.


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

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

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


<TABLE>

NOTES TO FINANCIAL STATEMENTS (Continued)
USAA VIRGINIA BOND FUND


March 31, 1998


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

<CAPTION>

                                              Year Ended March 31,
                             -------------------------------------------------------
                                1998       1997       1996        1995       1994
                             -------------------------------------------------------
<S>                          <C>        <C>         <C>         <C>        <C>
Net asset value at
   beginning of period       $  10.92   $  10.93    $  10.76    $  10.71   $  11.16
Net investment income             .62        .63         .63         .62        .62
Net realized and
   unrealized gain (loss)         .57       (.01)        .17         .05       (.30)
Distributions from net
   investment income             (.62)      (.63)       (.63)       (.62)      (.62)
Distributions of realized
   capital gains                  -          -           -           -         (.15)
                             --------   --------    --------    --------   --------
Net asset value at
   end of period             $  11.49   $  10.92    $  10.93    $  10.76   $  10.71
                             ========   ========    ========    ========   ========
Total return(%)*                11.13       5.82        7.57        6.61       2.69
Net assets at end
   of period (000)           $346,246   $292,914    $267,111    $238,920   $235,901
Ratio of expenses to
   average net assets %)          .44        .46         .48         .50        .49
Ratio of net investment
   income to average
   net assets(%)                 5.48       5.76        5.74        5.95       5.44
Portfolio turnover(%)           14.24      26.84       27.20       27.77      92.17

</TABLE>


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

<TABLE>

NOTES TO FINANCIAL STATEMENTS (Continued)
USAA VIRGINIA MONEY MARKET FUND

March 31, 1998


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


<CAPTION>

                                             Year Ended March 31,
                             ------------------------------------------------------
                               1998       1997       1996        1995       1994

                             ------------------------------------------------------
<S>                          <C>        <C>         <C>         <C>        <C> 
Net asset value at
   beginning of period       $   1.00   $   1.00    $   1.00    $   1.00   $   1.00
Net investment income             .03        .03         .03         .03        .02
Distributions from net  
   investment income             (.03)      (.03)       (.03)       (.03)      (.02)
                             --------   --------    --------    --------   --------
Net asset value at
   end of period             $   1.00   $   1.00    $   1.00    $   1.00   $   1.00
                             ========   ========    ========    ========   ========
Total return(%)*                 3.34       3.14        3.42        2.91       2.14
Net assets at end
   of period (000)           $122,509   $113,330    $110,308    $ 98,049   $ 92,570
Ratio of expenses to
   average net assets(%)          .50        .50         .50         .50        .50
Ratio of expenses to
   average net assets
   excluding
   reimbursements(%)              .51        .53         .55         .56        .61
Ratio of net investment
   income to average
   net assets(%)                 3.29       3.10        3.36        2.88       2.12

</TABLE>

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




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

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


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

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

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

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




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