USAA TAX EXEMPT FUND INC
24F-2NT, 1999-05-21
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                               UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549

                                FORM 24F-2
                      Annual Notice of Securities Sold
                          Pursuant to Rule 24f-2


Read instructions at end of Form before preparing Form. Please print or type.

1.    Name and address of issuer:        USAA TAX EXEMPT FUND, INC.
                                    10750 Robert F. McDermott Freeway
                                        San Antonio, Texas  78288

2.    The  name  of  each  series  or class of securities for which this Form is
      filed (If the Form is being filed for all series and classes of securities
      of the issuer, check the box but do not list series or classes):
             
            |X|
            
3.    Investment Company Act File Number:  811-3333

      Securities Act File Number:  2-75093

4(a). Last day of fiscal year for which this Form is filed: March 31, 1999

4(b). Check box if this Form is being filed late (ie.,  more  than  90  calendar
      days after the end of issuer's fiscal year).  (See Instruction A.2):   NOT
      APPLICABLE

4(c). Check box if this is the last time the issuer will  be  filing  this Form:
      NOT APPLICABLE

5.    Calculation of registration fee:

      (i)   Aggregate sale price of securities
            sold during the fiscal year
            pursuant to section 24(f):                           $ 4,810,681,766

      (ii)  Aggregate price of securities 
            redeemed or repurchased during
            the fiscal year:                   $ 3,964,832,422

      (iii) Aggregate price of securities
            redeemed or repurchased during any
            prior fiscal year ending no earlier
            than October 11, 1995 that were not
            previously used to reduce
            registration fees payable to the
            Commission:                        $             0
                                               ---------------

      (iv)  Total available redemption credits
            [add Items 5(ii) and 5(iii):                       - $ 3,964,832,422
                                                                 ---------------

      (v)   Net sales -- if Item 5(i) is 
            greater than Item 5(iv) [subtract
            Item 5(iv) from Item 5(i)]:                          $   845,849,344

- --------------------------------------------------------------
      (vi)  Redemption credits available for
            use in future years -- if Item 5(i)
            is less than Item 5(iv) [subtract
            Item 5(iv) from Item 5(i)]:        $             0
                                               ---------------
- --------------------------------------------------------------

      (vii) Multiplier for determining 
            registration fee (See Instruction
            C.9):                                              x        0.000278
                                                                 ---------------
   
      (viii)Registration fee due [multiply Item
            5(v) by Item 5(vii)](enter "0" if no
            fee is due):                                       = $       235,146
                                                                 ===============

6.    Prepaid Shares

      If  the response to Item 5(i) was determined  by  deducting  an  amount of
      securities that were registered under the Securities Act  of 1933 pursuant
      to rule 24e-2 as in effect before [effective date of  rescission  of  rule
      24e-2], then report the amount of securities (number  of  shares  or other
      units) deducted here: 8,337,574.  If there is a number of shares or  other
      units that were registered pursuant to rule 24e-2 remaining  unsold at the
      end of the fiscal year for which this form is filed that are available for
      use by the issuer in future fiscal years, then state that number here: n/a

7.    Interest due -- if this Form is being filed more than
      90 days after the end of the issuer's fiscal year
      (see Instruction D):                                     + $           n/a
                                                                 ---------------

8.    Total of the amount of the registration fee due plus
      any interest due [line 5(viii) plus line 7]:             = $       235,146
                                                                 ===============

9.    Date the registration  fee  and  any  interest  payment  was  sent  to the
      Commission's lockbox depository:  May 19, 1999
                                        ------------
                  Method of Delivery:

                           X   Wire Transfer
                               Mail or other means

 
                                    SIGNATURES

      This  report  has  been signed below by the following persons on behalf of
      the issuer and in the capacities and on the dates indicated.

      By (Signature and Title)*
                                ------------------------
                                Sherron Kirk, Treasurer

      Date:  May 21, 1999
             ------------

      *  Please  print  the  name  and  title  of  the signing officer below the
         signature.



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